IONQ, INC., 10-K filed on 3/28/2022
Annual Report
v3.22.1
Cover Page - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2021
Mar. 15, 2022
Jun. 30, 2021
Entity Information [Line Items]      
Document Type 10-K    
Amendment Flag false    
Document Period End Date Dec. 31, 2021    
Document Fiscal Year Focus 2021    
Document Fiscal Period Focus FY    
Entity Registrant Name IONQ, INC.    
Entity Central Index Key 0001824920    
Current Fiscal Year End Date --12-31    
Document Annual Report true    
Document Transition Report false    
Entity Incorporation, State or Country Code DE    
Entity File Number 001-38542    
Entity Tax Identification Number 85-2992192    
Entity Address, Address Line One 4505 Campus Drive    
Entity Address, City or Town College Park    
Entity Address, State or Province MD    
Entity Address, Postal Zip Code 20740    
City Area Code 301    
Local Phone Number 298-7997    
Entity Filer Category Non-accelerated Filer    
Entity Small Business true    
Entity Emerging Growth Company true    
Entity Current Reporting Status Yes    
Entity Interactive Data Current Yes    
Entity Shell Company false    
Entity Ex Transition Period true    
Entity Common Stock, Shares Outstanding   197,671,494  
Entity Well-known Seasoned Issuer No    
Entity Voluntary Filers No    
Entity Public Float     $ 312.7
ICFR Auditor Attestation Flag false    
Auditor Name Ernst & Young LLP    
Auditor Firm ID 42    
Auditor Location Tysons, Virginia    
Warrant [Member]      
Entity Information [Line Items]      
Trading Symbol WS    
Title of 12(b) Security Warrants, each exercisable for one share of common stock for $11.50 per share    
Security Exchange Name NYSE    
Common Stock [Member]      
Entity Information [Line Items]      
Trading Symbol IONQ    
Title of 12(b) Security Common Stock, $0.0001 par value per share    
Security Exchange Name NYSE    
v3.22.1
Consolidated Balance Sheets - USD ($)
$ in Thousands
Dec. 31, 2021
Dec. 31, 2020
Current assets:    
Cash and cash equivalents $ 399,025 $ 36,120
Short-term investments 123,443 0
Accounts receivable 707 390
Prepaid expenses and other current assets 6,442 2,069
Total current assets 529,617 38,579
Long-term Investments 80,110 0
Property and equipment, net 18,870 11,988
Operating lease right-of-use assets 4,032 4,296
Intangible assets, net 5,841 2,687
Other noncurrent assets 3,558 2,928
Total Assets 642,028 60,478
Current liabilities:    
Accounts payable 1,882 538
Accrued expenses 2,647 608
Current portion of operating lease liabilities 568 495
Unearned revenue 3,430 240
Current portion of stock option early exercise liabilities 1,164 0
Total current liabilities 9,691 1,881
Operating lease liabilities, net of current portion 3,643 3,776
Unearned revenue, net of current portion 1,533 1,118
Stock option early exercise liabilities, net of current portion 1,969 0
Warrant liabilities 33,962 0
Total liabilities 50,798 6,775
Commitments and Contingencies
Stockholders' Equity :    
Common stock, value 19 3
Additional paid-in capital 737,150 93,305
Accumulated deficit (145,791) (39,605)
Accumulated other comprehensive income (loss) (148) 0
Total stockholders' equity (deficit) 591,230 53,703
Total Liabilities, Convertible Redeemable Preferred Stock and Warrants, and Stockholders' Equity 642,028 60,478
Series A Convertible Redeemable Preferred Stock [Member]    
Convertible Redeemable Preferred Stock and Warrants:    
Convertible redeemable preferred stock 0 0
Series B Convertible Redeemable Preferred Stock [Member]    
Convertible Redeemable Preferred Stock and Warrants:    
Convertible redeemable preferred stock 0 0
Series B1 Convertible Redeemable Preferred Stock [Member]    
Convertible Redeemable Preferred Stock and Warrants:    
Convertible redeemable preferred stock 0 0
Warrants for Series B-1 convertible redeemable preferred stock [Member]    
Convertible Redeemable Preferred Stock and Warrants:    
Warrants for Series B-1 convertible redeemable preferred stock $ 0 $ 0
v3.22.1
Consolidated Balance Sheets (Parenthetical) - USD ($)
$ in Thousands
Dec. 31, 2021
Dec. 31, 2020
Common stock, par value $ 0.0001 $ 0.0001
Common stock, shares authorized 1,000,000,000 160,318,719
Common stock, shares issued 195,630,975 118,146,795
Common stock, shares outstanding 195,630,975 118,146,795
Prepaid expenses and other assets related parties current $ 612 $ 1,013
Operating lease right of use assets related parties noncurrent 4,032 4,296
Other noncurrent assets related parties 1,845 2,365
Operating lease liabilities related parties current 568 495
Operating lease liabilities related parties noncurrent $ 3,643 $ 3,776
Warrants for Series B-1 convertible redeemable preferred stock issued 0 0
Warrants for Series B-1 convertible redeemable preferred stock outstanding 0 0
Unearned Revenue Attributable To Related Parties $ 2,821 $ 0
Series A Convertible Redeemable Preferred Stock [Member]    
Temporary Equity, Par or Stated Value Per Share $ 0.0001 $ 0.0001
Temporary Equity, Shares Authorized 2,000,000 2,000,000
Temporary Equity, Shares Issued 0 0
Temporary Equity, Shares Outstanding 0 0
Series B Convertible Redeemable Preferred Stock [Member]    
Temporary Equity, Par or Stated Value Per Share $ 0.0001 $ 0.0001
Temporary Equity, Shares Authorized 9,753,798 9,753,798
Temporary Equity, Shares Issued 0 0
Temporary Equity, Shares Outstanding 0 0
Series B-1 Convertible Redeemable Preferred Stock [Member]    
Temporary Equity, Par or Stated Value Per Share $ 0.0001 $ 0.0001
Temporary Equity, Shares Authorized 13,217,404 13,217,404
Temporary Equity, Shares Issued 0 0
Temporary Equity, Shares Outstanding 0 0
v3.22.1
Consolidated Statements of Operations - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Revenue $ 2,099 $ 0
Costs and expenses:    
Cost of revenue (excluding depreciation and amortization) 1,040 143
Research and development 20,228 10,157
Sales and marketing 3,233 486
General and administrative 13,737 3,547
Depreciation and amortization 2,548 1,400
Total operating costs and expenses 40,786 15,733
Loss from operations (38,687) (15,733)
Other income (expenses):    
Change in fair value of warrant liabilities (63,332) 0
Offering costs associated with warrants (4,259) 0
Other income (expense), net 92 309
Loss before benefit for income taxes (106,186) (15,424)
Benefit for income taxes 0 0
Net loss $ (106,186) $ (15,424)
Net loss per share attributable to common stockholders—basic and diluted $ (0.77) $ (0.13)
Weighted average shares used in computing net loss per share attributable to common stockholders – basic and diluted 137,609,620 115,045,097
v3.22.1
Consolidated Statements of Comprehensive Loss - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Income Statement [Abstract]    
Net loss $ (106,186) $ (15,424)
Unrealized loss on available-for-sale securities, net (148) 0
Total other comprehensive loss (148) 0
Total comprehensive loss $ (106,334) $ (15,424)
v3.22.1
Consolidated Statements of Changes in Convertible Redeemable Preferred Stock, Warrants and Stockholders' Equity - USD ($)
$ in Thousands
Total
Stockholders Equity [Member]
Cumulative Effect, Period of Adoption, Adjusted Balance [Member]
Stockholders Equity [Member]
Cumulative Effect, Period of Adoption, Adjustment [Member]
Stockholders Equity [Member]
Research And Development Services [Member]
Amended Option Agreement [Member]
Stockholders Equity [Member]
Common Stock [Member]
Stockholders Equity [Member]
Common Stock [Member]
Cumulative Effect, Period of Adoption, Adjusted Balance [Member]
Stockholders Equity [Member]
Common Stock [Member]
Cumulative Effect, Period of Adoption, Adjustment [Member]
Stockholders Equity [Member]
Common Stock [Member]
Research And Development Services [Member]
Amended Option Agreement [Member]
Stockholders Equity [Member]
Additional Paid-In Capital [Member]
Stockholders Equity [Member]
Additional Paid-In Capital [Member]
Cumulative Effect, Period of Adoption, Adjusted Balance [Member]
Stockholders Equity [Member]
Additional Paid-In Capital [Member]
Cumulative Effect, Period of Adoption, Adjustment [Member]
Stockholders Equity [Member]
Additional Paid-In Capital [Member]
Research And Development Services [Member]
Amended Option Agreement [Member]
Stockholders Equity [Member]
Accumulated Deficit [Member]
Stockholders Equity [Member]
Accumulated Deficit [Member]
Cumulative Effect, Period of Adoption, Adjusted Balance [Member]
Stockholders Equity [Member]
Accumulated Deficit [Member]
Cumulative Effect, Period of Adoption, Adjustment [Member]
Stockholders Equity [Member]
Accumulated Other Comprehensive Loss
Stockholders Equity [Member]
Series A Convertible Redeemable Preferred Stock [Member]
Series A Convertible Redeemable Preferred Stock [Member]
Convertible Preferred Stock [Member]
Series A Convertible Redeemable Preferred Stock [Member]
Cumulative Effect, Period of Adoption, Adjustment [Member]
Convertible Preferred Stock [Member]
Series B Convertible Redeemable Preferred Stock [Member]
Series B Convertible Redeemable Preferred Stock [Member]
Convertible Preferred Stock [Member]
Series B Convertible Redeemable Preferred Stock [Member]
Cumulative Effect, Period of Adoption, Adjustment [Member]
Convertible Preferred Stock [Member]
Series B-1 Convertible Redeemable Preferred Stock [Member]
Series B-1 Convertible Redeemable Preferred Stock [Member]
Convertible Preferred Stock [Member]
Series B-1 Convertible Redeemable Preferred Stock [Member]
Cumulative Effect, Period of Adoption, Adjustment [Member]
Convertible Preferred Stock [Member]
Temporary Equity at Dec. 31, 2019                                     $ 1,925 $ (1,925)   $ 21,111 $ (21,111)   $ 61,867 $ (61,867)
Temporary Equity (in shares) at Dec. 31, 2019 [1]                                     2,000,000 (2,000,000)   9,753,798 (9,753,798)   11,166,941 (11,166,941)
Balance at Dec. 31, 2019   $ (20,917) $ 63,986 $ 84,903   $ 1 $ 3 $ 2   $ 3,263 $ 88,164 $ 84,901   $ (24,181) $ (24,181) $ 0                    
Balance (in shares) at Dec. 31, 2019 [1]           5,098,562 113,434,809 108,336,247                                    
Net loss $ (15,424) (15,424)       $ 0       0       (15,424)                        
Equity instruments issued in consideration for intellectual property and research and development arrangements   2,903               2,903                                
Equity instruments issued in consideration for intellectual property and research and development arrangements (in shares) [1]           1,214,317                                        
Vesting of warrant issued to a customer   566               566                                
Stock Options Exercised   293               293                                
Stock Options Exercised (in shares) 1,726,471         1,726,471 [1]                                        
Vesting of Restricted Common Stock   170               170                                
Vesting of Restricted Common Stock (in shares) [1]           1,771,198                                        
Stock-based compensation   1,209               1,209                                
Balance at Dec. 31, 2020 $ 53,703 53,703       $ 3       93,305       (39,605)                        
Balance (in shares) at Dec. 31, 2020 [1]           118,146,795                                        
Temporary Equity at Dec. 31, 2020                                   $ 0     $ 0     $ 0    
Temporary Equity (in shares) at Dec. 31, 2020                                   0     0     0    
Net loss $ (106,186) (106,186)                       (106,186)                        
Other comprehensive loss   (148)                             $ (148)                  
Equity instruments issued in consideration for intellectual property and research and development arrangements         $ 2,381               $ 2,381                          
Equity instruments issued in consideration for intellectual property and research and development arrangements (in shares)                 385,797                                  
Stock Options Exercised   288               288                                
Stock Options Exercised (in shares) 3,378,782         1,044,199                                        
Vesting of Restricted Common Stock   1,068               1,068                                
Vesting of Restricted Common Stock (in shares)           1,259,074                                        
Merger and PIPE transaction, net of transaction costs   526,312       $ 16       526,296                                
Merger and PIPE transaction, net of transaction costs (in shares)           70,300,768                                        
Stock-based compensation   8,023               8,023                                
Warrants exercised   105,789               105,789                                
Warrants exercised (in shares)           4,494,342                                        
Balance at Dec. 31, 2021 $ 591,230 $ 591,230       $ 19       $ 737,150       $ (145,791)     $ (148)                  
Balance (in shares) at Dec. 31, 2021           195,630,975                                        
[1] The shares of the Company’s common and convertible redeemable preferred stock and warrants, prior to the Business Combination (as defined in Note 1) have been retroactively restated to reflect the exchange ratio established in the Business Combination. Legacy IonQ’s convertible redeemable preferred stock and warrants previously classified as mezzanine equity were retroactively adjusted, converted into common stock, and reclassified to permanent equity because of the reverse recapitalization as described in Note 1.
v3.22.1
Consolidated Statements of Cash Flows - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Cash flows from operating activities:    
Net loss $ (106,186) $ (15,424)
Adjustments to reconcile net loss to net cash used in operating activities:    
Depreciation and amortization 2,548 1,400
Non-cash research and development arrangements 1,335 0
Amortization of customer warrant 528 38
Offering costs associated with warrants 4,259 0
Stock-based compensation 7,748 1,224
Change in fair value of warrant liabilities 63,332 0
Other, net 101 77
Changes in operating assets and liabilities:    
Accounts receivable (317) (290)
Prepaid expenses and other current assets (3,790) (699)
Other noncurrent assets (1,678) (11)
Accounts payable 763 96
Accrued expenses 1,259 374
Operating lease liabilities (44) (150)
Unearned revenue 3,605 1,358
Net cash used in operating activities (26,537) (12,007)
Cash flows from investing activities    
Purchases of property and equipment (7,783) (10,032)
Capitalized software development costs (1,621) (1,131)
Purchases of available-for-sale securities (203,761) 0
Intangible asset acquisition costs (620) (513)
Net cash used in investing activities (213,785) (11,676)
Cash flows from financing activities:    
Proceeds from stock options exercised 5,457 276
Repurchase of early exercised stock options (968) 0
Proceeds from public warrants exercised 26,070 0
Proceeds from merger and PIPE transaction, net of transaction costs 572,668 0
Net cash provided by financing activities 603,227 276
Net change in cash and cash equivalents 362,905 (23,407)
Cash and cash equivalents at the beginning of the period 36,120 59,527
Cash and cash equivalents at the end of the period 399,025 36,120
Supplemental disclosure of noncash activities:    
Issuance of common stock for intellectual property 1,567 0
Issuance of common stock for research and development arrangement 814 2,903
Property and equipment purchases in accounts payable and accrued expenses 553 0
Intangible asset purchases in accounts payable and accrued expenses 83 0
Noncash reclassification of warrant liabilities to equity upon exercise 79,719 0
Vesting of customer warrants $ 0 $ 566
v3.22.1
Description of Organization and Business Operations
12 Months Ended
Dec. 31, 2021
Description of Organization and Business Operations
1. DESCRIPTION OF BUSINESS
IonQ, Inc. (“IonQ” or “the Company”), formerly known as dMY Technology Group, Inc. III (“dMY”), was incorporated in the state of Delaware in September 2020 and formed as a special purpose acquisition company for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization, or similar business combination with one or more businesses. IonQ Quantum, Inc. (formerly known as IonQ, Inc., and referred to as “Legacy IonQ” herein), was incorporated in the state of Delaware in September 2015 and is headquartered in College Park, Maryland.
On March 7, 2021, Legacy IonQ entered into an Agreement and Plan of Merger (the “Merger Agreement”) with dMY and Ion Trap Acquisition Inc. (“Merger Sub”), a direct, wholly owned subsidiary of dMY. Pursuant to the Merger Agreement, on September 30, 2021 (“the Closing Date”), the Merger Sub was merged with and into Legacy IonQ with Legacy IonQ continuing as the surviving corporation following the Merger, becoming a wholly owned subsidiary of dMY and the separate corporate existence of the Merger Sub ceased (the “Business Combination”). Commensurate with the Business Combination, dMY changed its name to IonQ, Inc. and Legacy IonQ changed its name to IonQ Quantum, Inc. After the Business Combination, IonQ’s common stock and public warrants are traded on the New York Stock Exchange (“NYSE”) under the symbols “IONQ” and “IONQ WS,” respectively.
Unless otherwise indicated, references in this Annual Report on Form
10-K
to the “Company” and “IonQ” refer to the consolidated operations of IonQ, Inc. and IonQ Quantum, Inc. References to “dMY” refer to the company prior to the consummation of the Business Combination and references to “Legacy IonQ” refer to IonQ, Inc. prior to the consummation of the Business Combination.
IonQ is engaged in quantum computing and develops general-purpose quantum computing systems designed to solve the world’s most complex problems, and transform business, society, and the planet for the better. Prior to 2019, the Company built certain quantum computing systems solely for research & development purposes. To operate the quantum computing systems, the Company has developed custom hardware, custom firmware, and an operating system to orchestrate the quantum computers. During 2019, the Company began to commercialize its quantum computing systems and entered into its first significant customer agreements. Currently, the Company permits customers to use the quantum computing systems through a
quantum-computing-as-a-service
(“QCaaS”) platform.
Business Combination
While the legal acquirer in the Merger Agreement is dMY, for financial accounting and reporting purposes under accounting principles generally accepted in the United States of America (“U.S. GAAP”), Legacy IonQ is the accounting acquirer and the merger is accounted for as a “reverse recapitalization” (i.e., a capital transaction involving the issuance of stock by dMY for the stock of Legacy IonQ).
For accounting purposes, the Business Combination was treated as the equivalent of Legacy IonQ issuing stock for the net assets of dMY, accompanied by a recapitalization. The net assets of dMY are stated at historical cost, and no goodwill or other intangible assets were recorded. Because Legacy IonQ was deemed the accounting acquirer in the Business Combination, the historical financial statements of Legacy IonQ are the historical financial statements of the Company upon the consummation of the Business Combination. As a result, the financial statements included in this report reflect: (i) the historical operating results of Legacy IonQ prior to the Business Combination; (ii) the combined results of dMY and Legacy IonQ following the close of the Business Combination on September 30, 2021; and (iii) the assets and liabilities of Legacy IonQ stated at their historical cost.
In accordance with guidance applicable to these circumstances, the equity structure has been retroactively restated in all comparative periods up to the Closing Date to reflect the number of shares of the Company’s common stock, $0.0001 par value per share, issued to Legacy IonQ’s stockholders in connection with the Business Combination. As such, the shares and corresponding capital amounts and earnings per share related to Legacy IonQ convertible redeemable preferred stock and warrants and Legacy IonQ common stock prior to the Business Combination have been retroactively restated as shares reflecting the exchange ratio established in the Business Combination. Legacy IonQ’s convertible redeemable preferred stock and warrants previously classified as mezzanine equity were retroactively adjusted, converted into common stock, and reclassified to permanent equity because of the reverse recapitalization.
At the Closing Date, the consummation of the Merger provided approximately $636.0 million of gross proceeds, including $345.0 million from the PIPE investment in common stock at $10.00 per share. In connection with the Business Combination, Legacy IonQ and dMY incurred direct and incremental costs of approximately $52 million related to the equity issuance, consisting primarily of banking, legal, accounting, and other professional fees, which were recorded to additional
paid-in
capital as a reduction of proceeds. Additionally, approximately $4.3 million in offering costs were allocated to liability-classified warrants assumed in the Merger and expensed upon the close of the Business Combination.
Sponsor Support Agreement
Concurrently with the execution of the Merger Agreement, certain former dMY stockholders entered into a sponsor support agreement. Under the sponsor support agreement, and effective upon the consummation of the Business Combination, 10% of the dMY Class B common stock (or 750,000 shares), which were converted into shares of common stock at the consummation of the Business Combination, were unvested and subject to certain vesting and forfeiture provisions (the “Vesting Shares”).
These provisions provide that
(i) one-third
of the Vesting Shares shall vest at such time as (x) the closing price of common stock equals or exceeds $12.50 for any 20 trading days during any period of 30 consecutive trading days or (y) IonQ consummates a subsequent transaction (as defined) on or before the date that is five years after the consummation of the Business Combination,
(ii) one-third
of the Vesting Shares shall vest at such time as (x) the closing price of common stock equals or exceeds $15.00 for any 20 trading days during any period of 30 consecutive trading days or (y) IonQ consummates a subsequent transaction (as defined), on or before the date that is five years after the consummation of the Business Combination and
(iii) one-third
of the Vesting Shares shall vest at such time as (x) the closing price of common stock equals or exceeds $17.50 for any 20 trading days during any period of 30 consecutive trading days or (y) IonQ consummates a subsequent transaction (as defined), on or before the date that is five years after the consummation of the Business Combination.
The Vesting Shares are accounted for as equity classified instruments and were included as merger consideration as part of the reverse recapitalization and recorded in additional
paid-in
capital. As of December 31, 2021, all of the Vesting Shares had vested and were released from any restrictions.
Segment Reporting
The Company operates as one operating segment as its chief executive officer, who is the chief operating decision maker, reviews financial information on a consolidated basis for purposes of making operating decisions, allocating resources, and evaluating financial performance.
v3.22.1
Summary of Significant Accounting Policies
12 Months Ended
Dec. 31, 2021
Summary of Significant Accounting Policies
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Preparation
The accompanying consolidated financial statements have been prepared in accordance with U.S. GAAP as determined by the Financial Accounting Standards Board (“FASB”). Such consolidated financial statements include the accounts of IonQ and its wholly owned subsidiary. All intercompany transactions and balances have been eliminated in consolidation.
 
Emerging Growth Company
The Company is an emerging growth company, as defined in the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”). Under the JOBS Act, emerging growth companies can delay adopting new or revised accounting standards issued subsequent to the enactment of the JOBS Act, until such time as those standards apply to private companies.
The Company has elected to use this extended transition period for complying with new or revised accounting standards that have different effective dates for public and private companies until the earlier of the date that it is (i) no longer an emerging growth company or (ii) affirmatively and irrevocably opt out of the extended transition period provided in the JOBS Act. As a result, the Company’s financial statements may not be comparable to companies that comply with the new or revised accounting pronouncements as of public company effective dates.
The Company remains an emerging growth company until the earliest of (i) December 31, 2025, (ii) the last day of the fiscal year in which the Company has total annual gross revenue of at least $1.07 billion, (iii) the last day of the fiscal year in which the Company is deemed to be a large accelerated filer, which means the market value of the Company’s common stock that is held by
non-affiliates
exceeds $700.0 million as of the prior June 30th or (iv) the date on which the Company has issued more than $1.0 billion in
non-convertible
debt securities during the prior three-year period.
Use of Estimates
The preparation of financial statements in conformity with U.S. GAAP and regulations of the U.S. Securities and Exchange Commission requires management to make estimates and assumptions that affect the amounts reported in these financial statements and accompanying notes.
Significant estimates and judgments are inherent in the analysis and measurement of items including, but not limited to: revenue recognition, capitalization of internally developed software and quantum computing costs, useful lives of long-lived assets, commitments and contingencies, fair value of
available-for-sale
securities, forecasts and assumptions used in determining the fair value of historically granted common stock, stock options and warrants prior to the Business Combination and forecasts and assumptions used in determining the fair value of private placement warrant liabilities. Management bases its estimates and assumptions on historical experience, expectations, forecasts, and on various other factors that are believed to be reasonable under the circumstances. Due to the inherent uncertainty involved in making estimates, actual results reported in future periods may differ and be affected by changes in those estimates.
Fair Value Measurements
The Company evaluates the fair value of certain assets and liabilities using the fair value hierarchy. Fair value is an exit price representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Fair value is estimated by applying the following hierarchy, which prioritizes the inputs used to measure fair value into three levels and bases the categorization within the hierarchy upon the lowest level of input that is available and significant to the fair value measurement:
 
 
 
Level 1—Observable inputs, which include quoted prices in active markets;
 
 
 
Level 2—Observable inputs other than the quoted prices in active markets that are observable either directly or indirectly, such as quoted prices in markets that are not active, or other inputs such as broker quotes, benchmark yield curves, credit spreads and market interest rates for similar securities 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 based on management’s assumptions, including fair value measurements determined using pricing models, discounted cash flow methodologies or similar techniques.
The Company’s assessment of the significance of a particular input to the fair value measurements requires judgment and may affect the valuation of the assets and liabilities being measured and their placement within the fair value hierarchy.
For assets that are measured using quoted prices in active markets, the total fair value is the published market price per unit multiplied by the number of units held, without consideration of transaction costs. Assets and liabilities that are measured using significant other observable inputs are primarily valued by reference to quoted prices of similar assets or liabilities in active markets, adjusted for any terms specific to that asset or liability.
Assets and liabilities that are measured at fair value on a
non-recurring
basis include property and equipment and intangible assets. The Company recognizes these items at fair value when they are considered to be impaired or upon initial recognition when acquired through a business combination or an asset acquisition. The fair value of these assets and liabilities are determined with valuation techniques using the best information available and may include quoted market prices, market comparable and discounted cash flow models.
Due to their short-term nature, the carrying amounts reported in the Company’s financial statements approximates the fair value for cash and cash equivalents, accounts receivable, accounts payable and accrued expenses.
Cash and Cash Equivalents
Cash and cash equivalents include cash in banks, checking deposits and money market funds. The Company considers all short-term highly liquid investments with an original maturity at the date of purchase of three months or less to be cash equivalents.
Accounts Receivable and Allowance for Doubtful Accounts
Accounts receivable are
non-interest
bearing and stated at the gross invoiced amount. A receivable is recorded when the Company has an unconditional right to receive payment based on the satisfaction of performance obligations. Accounts receivable consists of the following at December 31, 2021 and 2020 (in thousands):
 
    
2021
    
2020
 
Billed accounts receivable
   $ 261      $ 390  
Unbilled accounts receivable
     446        —    
    
 
 
    
 
 
 
Total
   $ 707      $ 390  
On a periodic basis, management evaluates its accounts receivable and determines whether to provide an allowance or if any accounts should be written off. This assessment is based on management’s evaluation of the past due receivables, collectability of specific accounts, historical loss experience and overall economic conditions.
The Company did not have any allowance for doubtful accounts as of December 31, 2021 and 2020.
Investments
Management determines the appropriate classification of investments at the time of purchase based upon management’s intent with regard to such investments. Investments are classified as
available-for-sale
at the time of purchase if they are available to support either current or future operations. This classification is
re-evaluated
at each balance sheet date. Investments not considered cash equivalents, with remaining contractual maturities of one year or less from the balance sheet date are classified as short-term investments, and those with remaining contractual maturities greater than one year from the balance sheet date are classified as long-term investments. All investments are recorded at their estimated fair value, and any unrealized gains and losses are recorded in
accumulated other comprehensive income (loss). Realized gains and losses on sales and maturities of investments are determined based on the specific identification method and are recognized in the consolidated statements of operations in other income (expense), net.
The Company performs periodic evaluations to determine whether any declines in the fair value of investments below cost are other-than-temporary. The evaluation consists of qualitative and quantitative factors regarding the severity and duration of the unrealized loss, as well as the Company’s ability and intent to hold the investments until a forecasted recovery occurs. The impairments are considered to be other-than-temporary if they are related to deterioration in credit risk or if it is likely that the underlying securities will be sold prior to a full recovery of their cost basis. Other-than-temporary fair value impairments are determined based on the specific identification method and are reported in other income (expense), net in the consolidated statements of operations.
Property and Equipment, Net
Property and equipment, net is stated at cost less accumulated depreciation. Historical cost of fixed assets is the cost as of the date acquired.
Prior to 2019, the Company built certain quantum computing systems solely for research and development purposes and these quantum computing systems were deemed to have no alternative future use. In 2019, the Company began to commercialize its quantum computing systems via the offering of QCaaS and quantum computing systems built thereafter were determined to provide a probable future economic benefit. As a result, hardware and labor costs associated with the building of such quantum computing systems were capitalized. Costs to maintain quantum computing systems are expensed as incurred.
Depreciation and amortization are calculated using the straight-line method over the estimated useful lives of the assets. Useful lives are as follows:
 
Computer equipment and acquired computer software
  
3 – 5 years
Machinery, equipment, furniture and fixtures
  
5 – 7 years
Quantum computing systems
  
2 years
Leasehold improvements
  
Shorter of the lease term or the estimated useful life of the related asset
Leases
The Company determines if an arrangement is a lease at inception. Operating leases are included in operating lease
right-of-use
(“ROU”) assets and current operating lease liabilities and operating lease liabilities, net of current portion on our consolidated balance sheets. As of December 31, 2021, the Company has no financing lease arrangements. The Company recognizes lease expense for its operating leases on a straight-line basis over the term of the lease.
The Company records a ROU asset and lease liability in connection with its operating leases. The Company’s lease portfolio is comprised primarily of a real estate lease, which is accounted for as an operating lease. The Company elected the practical expedient to not separate lease and
non-lease
components for all leases.
ROU assets and lease liabilities are recognized at the lease commencement date based on the present value of the future minimum lease payments over the lease term. Operating lease ROU assets also include the impact of any lease incentives. Amendments to a lease are assessed to determine if it represents a lease modification or a separate contract. Lease modifications are reassessed as of the effective date of the modification using an incremental borrowing rate based on the information available at the commencement date. For modified leases the Company also reassesses the lease classification as of the effective date of the modification.
 
The interest rate used to determine the present value of the future lease payments is the Company’s incremental borrowing rate, because the interest rate implicit in the Company’s leases is not readily determinable. The incremental borrowing rate is estimated to approximate the interest rate on a collateralized basis with similar terms and payments, and in economic environments where the leased asset is located.
The Company’s lease terms include periods under options to extend or terminate the lease when it is reasonably certain that the Company will exercise that option. The Company considers contractual-based factors such as the nature and terms of the renewal or termination, asset-based factors such as physical location of the asset and entity-based factors such as the importance of the leased asset to the Company’s operations to determine the lease term. The Company generally uses the base,
non-cancelable,
lease term when determining the ROU assets and lease liabilities.
Intangible Assets, Net
The Company’s intangible assets include website domain costs, patents, intellectual property and trademarks. Intangible assets with identifiable useful lives such as patents and intellectual property are initially valued at acquisition cost and are amortized over their estimated useful lives using the straight-line method, which is generally 20 years. With respect to patents, acquisition costs include external legal and patent application costs. Intangible assets with indefinite useful lives are assessed for impairment at least annually.
Capitalized Internally Developed Software
Capitalized internally developed software, which is included in intangible assets, net, consists of costs to purchase and develop
internal-use
software, which the Company uses to provide services to its customers. The costs to purchase and develop
internal-use
software are capitalized from the time that the preliminary project stage is completed, and it is considered probable that the software will be used to perform the function intended, until the time the software is placed in service for its intended use. Any costs incurred during subsequent efforts to upgrade and enhance the functionality of the software are also capitalized. Once this software is ready for use as part of the Company’s service offerings, these costs are amortized on a straight-line basis over the estimated useful life of the software, which is typically assessed to be 3 years. During the years ended December 31, 2021 and 2020, the Company capitalized $1.7 million and $1.2 million in
internal-use
software costs, respectively. The Company amortized $0.8 million sand and $0.3 million of capitalized internally developed software costs during the years ended December 31, 2021 and 2020, respectively.
Impairment of Long-Lived Assets
Long-lived assets, such as property and equipment and other long-term assets, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If circumstances require a long-lived asset or asset group be tested for possible impairment, the Company first compares undiscounted cash flows expected to be generated by that asset or asset group to its carrying amount. If the carrying amount of the long-lived asset or asset group is not recoverable on an undiscounted cash flow basis, an impairment is recognized to the extent the carrying amount of the underlying asset exceeds its fair value. No impairment loss was recognized for the years ended December 31, 2021 or 2020.
Early Exercise of Stock Options
Stock options granted under the 2015 Equity Incentive Plan provide employee option holders, if approved by the Board, the right to exercise unvested options in exchange for restricted common stock, which is subject to a repurchase right held by the Company at the lower of (i) the fair market value of its common stock on the date of repurchase or (ii) the original purchase price. Early exercises of options are not deemed to be substantive exercises for accounting purposes and accordingly, amounts received for early exercises are recorded as a liability. These amounts are reclassified to common stock and additional paid-in capital as the underlying shares vest.
 
Warrant Liabilities
The Company evaluates its financial instruments to determine if such instruments are derivatives or contain features that qualify as embedded derivatives in accordance with ASC Topic 815, “Derivatives and Hedging.” For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value on the grant date and
is then re-valued
upon exercise or at each reporting date for the unexercised warrants, with changes in the fair value reported in the consolidated statements of operations. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is evaluated at the end of each reporting period. The warrants of dMY assumed in the Business Combination are classified as liabilities and remeasured at each reporting period (as more fully described in Note 12). The determination of the fair value of the warrant liabilities may be subject to change as more current information becomes available and accordingly the actual results could differ significantly. Derivative warrant liabilities are
classified as non-current liabilities as
their liquidation is not reasonably expected to require the use of current assets or require the creation of current liabilities.
Revenue Recognition
The Company derives revenue from providing access to its QCaaS and professional services related to
co-developing
algorithms on the quantum computing systems. The Company applies the provisions of the FASB Accounting Standards Update (“ASU”), Revenue from Contracts with Customers (“ASC 606”), and all related applicable guidance. The core principle of ASC 606 is that an entity shall recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services.
To support this core principle, the Company applies the following five step approach:
 
1.
Identify the contract with the customer
 
2.
Identify the performance obligations
 
3.
Determine the transaction price
 
4.
Allocate the transaction price to the performance obligations
 
5.
Recognize revenue when (or as) the entity satisfies a performance obligation
The Company has determined that its QCaaS contracts represent a combined, stand-ready performance obligation to provide access to its quantum computing systems together with related maintenance and support. The transaction price generally includes a variable fee based on usage of its quantum computing systems and may include a fixed fee for a minimum volume of usage to be made available over a defined period of access. Fixed fee arrangements may also include a variable component whereby customers pay an amount for usage over contractual minimums contained in the contracts. For contracts with a fixed transaction price, the fixed fee is recognized as QCaaS subscription-based revenues on a straight-line basis over the access period. For contracts without fixed fees, variable usage fees are billed and recognized during the period of such usage. As of December 31, 2021 and 2020, all of the revenue recognized by the Company was recognized based on transfer of service over time. There were no revenues recognized at a point in time. In arrangements with cloud service providers, the cloud service provider is considered the customer and IonQ does not have any contractual relationships with the cloud service providers’ end users. For these arrangements, revenue is recognized at the amount charged to the cloud service provider and does not reflect any
mark-up
to the end user.
The Company may enter into multiple contracts with a single counterparty at or near the same time. The Company will combine contracts and account for them as a single contract when one or more of the following criteria are met: (i) the contracts are negotiated as a package with a single commercial objective; (ii) consideration to be paid in one contract depends on the price or performance of the other contract; and (iii) goods or services promised are a single performance obligation. The Company has entered into one revenue
arrangement in which it granted warrants to the counterparty. Refer to Note 11—Warrant Transaction Agreement for further information on the customer warrants.
Billed and unbilled accounts receivable relate to the Company’s rights to consideration as performance obligations are satisfied when the rights to payment become unconditional but for the passage of time.
The variable fees associated with the QCaaS are generally billed a month in arrears. Customers also have the ability to make advance payments. If a contract exists under ASC 606, advance payments are recorded as a contract liability until services are delivered or obligations are met and revenue is earned. Contract liabilities to be recognized in the succeeding
12-month
period are classified as current and the remaining amounts are classified as
non-current
liabilities in the Company’s consolidated balance sheets.
As of December 31, 2021, approximately $22.1 million of revenue is expected to be recognized from remaining performance obligations that are unsatisfied (or partially unsatisfied) for
non-cancelable
contracts. The Company expects to recognize revenue of $7.2 
million, $6.7 million and $5.2 million related to these remaining performance obligations in the years ended December 31, 2022, 2023 and 2024, respectively, with the remainder recognized thereafter. The Company has not estimated the timing of revenue recognition for the remaining unsatisfied performance obligations related to usage-based contracts as the timing of customer usage cannot be predicted given the limited historical data.
Total deferred revenues, including both current and noncurrent, were $5.0 million and $1.4 million at December 31, 2021 and 2020, respectively. The change in deferred revenue for the year ended December 31, 2021 was primarily due to cash payments received for which the performance obligation was not satisfied prior to the end of the period, partially offset by revenue recognized during the period, of which $0.2 million was included in the deferred revenue balance at December 31, 2020
.
For contractual arrangements where consideration is paid
up-front,
the transfer of the quantum computing services is completed at the discretion of the customer as the customer chooses to use the services starting from the date of contract inception. As such, the
up-front
payment of consideration does not represent a significant financing component.
Cost to Obtain a Contract
Applying the practical expedient, the Company recognizes the incremental costs of obtaining contracts as an expense when incurred if the amortization period of the assets is one year or less. For the years ended December 31, 2021 and 2020, the Company has not incurred any material incremental costs of obtaining contracts.
Cost of Revenue
Cost of revenue primarily consists of expenses related to delivering the Company’s services, including direct labor costs, direct service costs and allocated shared resources. Cost of revenue excludes depreciation and amortization related to the Company’s quantum computing systems and related software.
Research and Development
Research and development expenses consist of personnel costs, including stock-based compensation expense, and allocated shared resource costs for the Company’s hardware, software and engineering personnel who design and develop the Company’s quantum computing systems and research new quantum computing technologies. Unlike a standard computer, design and development efforts continue throughout the useful life of the Company’s quantum computing systems to ensure proper calibration and optimal functionality. Research and development expenses also include purchased hardware and software costs related to quantum computing
 
systems constructed for research purposes that are not probable of providing future economic benefit and have no alternate future use.In December 2020, the Company amended its option agreement with Duke University (“Duke”), and under this amendment, the Company issued common shares to Duke in consideration for research and development services through July 15, 2026. The amended arrangement is considered a research and development service arrangement and recorded as a prepayment based on the fair value of the common stock issued on the effective date of the amendment and amortized over the term of the arrangement as services are received.In February 2021, the Company and the University of Maryland (“UMD”) amended the option agreement with UMD pursuant to which the Company issued shares of common stock to UMD as a nonrefundable upfront payment in exchange for research and development services by UMD and rights to any potential future intellectual property developed through July 2021. The amended arrangement is considered a research and development service arrangement and recorded as a prepayment based on the fair value of the common stock issued on the effective date of the amendment and amortized over the term of the arrangement as services are received.See Note 7—Agreements with UMD and Duke for further information.
Advertising Costs
Advertising costs are expensed as incurred and are included in sales and marketing expenses in the consolidated statements of operations. These costs were $1.1 million and $0.4 million for the years ended December 31, 2021 and 2020, respectively.
Stock-Based Compensation
The Company measures and records the expense related to stock-based awards based on the fair value of those awards as determined on the date of grant. The Company recognizes stock-based compensation expense over the requisite service period of the individual grant, generally equal to the vesting period and uses the straight-line method to recognize stock-based compensation. The Company uses the Black-Scholes-Merton (“Black- Scholes”) option-pricing model to determine the fair value of stock awards and the estimated fair value for stock options. The Black-Scholes option- pricing model requires the use of subjective assumptions, which determine the fair value of share-based awards, including the fair value of the Company’s common stock, the option’s expected term, the price volatility of the underlying common stock, risk-free interest rates, and the expected dividend yield of the common stock. The assumptions used to determine the fair value of the stock awards represent management’s best estimates. These estimates involve inherent uncertainties and the application of management’s judgment. The Company records forfeitures as they occur.
The Company obtained third-party valuations to estimate the fair value of its common stock for awards granted prior to the Business Combination, for purposes of measuring stock-based compensation expense. The third-party valuations were prepared using methodologies, approaches, and assumptions consistent with the American Institute of Certified Public Accountants (“AICPA”) Accounting & Valuation Guide, Valuation of Privately-Held-Company Equity Securities Issued as Compensation.
Income TaxesIncome taxes are accounted for using the asset and liability method. Deferred income taxes are provided for temporary differences in recognizing certain income, expense and credit items for financial reporting purposes and tax reporting purposes. Such deferred income taxes primarily relate to the difference between the tax bases of assets and liabilities and their financial reporting amounts. Deferred tax assets and liabilities are measured by applying enacted statutory tax rates applicable to the future years in which deferred tax assets or liabilities are
expected to be settled or realized. Excess tax benefits or tax deficiencies from stock option exercises are recognized in the income tax provision in the period in which they occur.
The Company records a valuation allowance when it determines, based on available positive and negative evidence, that it is
more-likely-than-
not
that some portion or all of its deferred tax assets will not be realized. The Company determines the realizability of its deferred tax assets primarily based on the reversal of existing taxable temporary differences and projections of future taxable income (exclusive of reversing temporary differences and carryforwards). In evaluating such projections, the Company considers its history of profitability, the competitive environment, and general economic conditions. In addition, the Company considers the time frame over which it would take to utilize the deferred tax assets prior to their expiration.
For certain tax positions, the Company uses a
more-likely-than-not
threshold based on the technical merits of the tax position taken. Tax positions that meet the
more-likely-than-not
recognition threshold are measured at the largest amount of tax benefits determined on a cumulative probability basis, which are
more-likely-than-not
to be realized upon ultimate settlement in the financial statements. The Company’s policy is to recognize interest and penalties related to income tax matters in income tax expense. However, there were no amounts recognized relating to interest and penalties in the consolidated statements of operations for the years ended December 31, 2021 and 2020. The Company had no uncertain income tax positions as of December 31,2021 and 2020.
Concentrations of Credit Risk
Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash, cash equivalents, investments, and trade accounts receivable. The Company maintains the majority of its cash, cash equivalents and investments with two financial institutions, both of which management believes to be financially sound and with minimal credit risk. The Company’s deposits periodically exceed amounts guaranteed by the Federal Deposit Insurance Corporation.
The Company’s accounts receivable are derived from customers primarily located in the U.S. The Company performs periodic evaluations of its customers’ financial condition and generally does not require its customers to provide collateral or other security to support accounts receivable and maintains an allowance for doubtful accounts. Credit losses historically have not been material.
Significant customers are those which represent more than 10%
of the Company’s total revenue or gross accounts receivable. The Company’s revenue was primarily from two significant customers for the year ended December 31, 2021. While we generated revenue in 2020, we executed an arrangement with a customer for the issuance of a warrant to purchase shares of Legacy IonQ Series B-1 convertible redeemable preferred stock. The warrant was evaluated and considered to represent consideration provided to a customer and as such, the recognition of the warrant expense is recorded as a reduction in revenue as revenue is earned under the contract. Other than this customer, the Company did not have any other significant customers for the year ended December 31, 2020. The Company’s accounts receivable was from two significant customers as of December 31, 2021 and 2020.
Earnings (Loss) Per Share
Basic earnings (loss) per share is computed by dividing net income (loss) by the weighted-average number of shares of common stock outstanding for the period. Diluted earnings per share is computed by dividing net income (loss) by the weighted average number of shares of common stock during the period, plus common stock equivalents, outstanding during the period. If the Company reports a net loss, the computation of diluted loss per share excludes the effect of dilutive common stock equivalents, as their effect would be antidilutive.
Earnings (loss) per share calculations for all periods have been retroactively restated to reflect the conversion of the Company’s convertible redeemable preferred stock and the equivalent number of shares reflecting the exchange ratio established in the reverse capitalization.
The following table sets forth the computation of basic and diluted loss per share attributable to common stockholders (in thousands, except share and per share data):
 
    
Year Ended December 31,
 
Numerator:
  
2021
    
2020
 
Net loss attributable to common stockholders
   $ (106,186    $ (15,424
Denominator:
  
              
Weighted average shares used in computing net loss per share attributable to common stockholders—basic and diluted
     137,609,620        115,045,097  
Net loss per share attributable to common stockholders—basic and diluted
   $ (0.77    $ (0.13
In periods with a reported net loss, the effect of anti-dilutive stock options, unvested common stock (including unvested restricted common stock) and warrants are excluded and diluted loss per share is equal to basic loss per share. The following is a summary of the weighted average common stock equivalents for the securities outstanding during the respective periods that have been excluded from the computation of diluted net loss per common share, as their effect would be anti-dilutive:
    
Year Ended December 31
 
    
2021
    
2020
 
Common stock options outstanding
     24,206,373        9,033,927  
Warrants to purchase common stock
     8,301,202        8,301,202  
Unvested common stock
     1,407,500        553,196  
Public and private warrants
     2,359,179        —    
Unvested founders’ shares
     129,452        —    
    
 
 
    
 
 
 
Total
  
 
36,403,706
 
  
 
17,888,325
 
    
 
 
    
 
 
 
Recently Adopted Accounting Pronouncements
In August 2018, the FASB issued ASU 2018-15, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract. ASU 2018-15 requires a customer in a cloud computing arrangement that is a service contract to follow the internal-use software guidance in ASC 350-40 to determine which implementation costs to defer and recognize as an asset. The guidance is effective for annual reporting periods beginning after December 15, 2020, and interim periods within annual periods beginning after December 15, 2021. The Company adopted this standard effective January 1, 2021 prospectively to all new implementation costs incurred after adoption. The adoption of this standard had no material impact on the Company’s consolidated financial statements and related disclosures.
Recently Issued Accounting Standards Not Yet Adopted
In June 2016, the FASB issued ASU
2016-13,
Financial Instruments—Credit Losses, along with various updates and improvements. The standard, including subsequently issued amendments, requires a financial asset measured at amortized cost basis, such as accounts receivable and certain other financial assets, to be presented at the net amount expected to be collected based on relevant information about past events, including historical experience, current conditions and reasonable and supportable forecasts that affect the collectability of the reported amount. ASU
2016-13
is effective for annual reporting periods beginning after December 15, 2022, with early adoption permitted. Based on the composition of the Company’s trade receivables and other financial assets, current market conditions and historical credit loss activity, the adoption of this standard is not expected to have a material impact on the Company’s financial statements and related disclosures.
In August 2020, the FASB issued ASU
2020-06,
Debt, Debt with Conversion and Other Options (Subtopic
470-20)
and Derivatives and Hedging Contracts in Entity’s Own Equity (Subtopic
815-40)
Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity. The ASU simplifies accounting for convertible instruments by removing major separation models required under current U.S. GAAP. Consequently, more convertible debt instruments will be reported as a single liability instrument with no separate accounting for embedded conversion features. The ASU removes certain settlement conditions that are required for equity contracts to qualify for the derivative scope exception, which will permit more equity contracts to qualify for the exception. The ASU also simplifies the diluted net income per share calculation in certain areas. The new guidance is effective for fiscal years beginning after December 15, 2023, including interim periods within those fiscal years, and early adoption is permitted. The Company does not expect adoption of this guidance to have a material impact on its consolidated financial statements and related disclosures.
v3.22.1
Cash Equivalents and Investments
12 Months Ended
Dec. 31, 2021
Cash and Cash Equivalents [Abstract]  
Cash Equivalents and Investments
3. CASH EQUIVALENTS AND INVESTMENTS
The following table summarizes the Company’s unrealized gains and losses and estimated fair value of cash equivalents and investments in
available-for-sale
securities recorded in the consolidated balance sheets (in thousands):
 
   
AS OF DECEMBER 31, 2021
   
AS OF DECEMBER 31, 2020
 
   
Amortized

Cost
   
Gross
Unrealized

Gains
   
Gross
Unrealized

Losses
   
Estimated

Fair Value
   
Amortized
Cost
   
Gross
Unrealized
Gains
   
Gross
Unrealized
Losses
   
Estimated
Fair Value
 
Money market funds
  $ 123,690     $ —       $ —       $ 123,690     $ 36,120     $ —       $ —       $ 36,120  
Commercial paper
  $ 203,628     $ —       $ (21   $ 203,607     $ —       $ —       $ —       $ —    
Corporate notes and bonds
    80,060       2       (109     79,953       —         —         —         —    
Municipal bonds
    2,000       —         —         2,000       —         —         —         —    
US government and agency
    193,347       1       (20     193,328       —         —         —         —    
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
 
Total cash equivalents and investments
 
$
602,725
 
 
$
3
 
 
$
(150
 
$
602,578
 
 
$
36,120
 
 
$
—  
 
 
$
—  
 
 
$
36,120
 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
 
Unrealized losses related to investments were primarily a result of interest rate fluctuations, and none of the investments held as of December 31, 2021 have been in a continuous unrealized loss position for greater than one year. As of December 31, 2021, the Company did not consider any of its
available-for-sale
investments to be other-than-temporarily impaired nor does the Company intend, or believe it is more likely than not, that it will be required to sell the investments in an unrealized loss position before the recovery of the associated amortized cost basis.
The estimated fair value of the Company’s cash equivalents and investments in
available-for-sale
securities as of December 31, 2021, aggregated by investment category and classified by contractual maturity date, is as follows (in thousands):
 
    
1 Year or Less
    
1 Year or Greater
    
Total
 
Money market funds
   $ 123,690      $ —        $ 123,690  
Commercial paper
     203,607        —          203,607  
Corporate notes and bonds
     14,818        65,135        79,953  
Municipal bonds
     2,000        —          2,000  
US government and agency
     178,353        14,975        193,328  
    
 
 
    
 
 
    
 
 
 
Total
  
$
522,468
 
  
$
80,110
 
  
$
602,578
 
    
 
 
    
 
 
    
 
 
 
v3.22.1
Fair Value Measurements
12 Months Ended
Dec. 31, 2021
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]  
Fair Value Measurements
4. FAIR VALUE MEASUREMENTS
The Company’s financial assets and liabilities subject to fair value measurements on a recurring basis and the level of inputs used for such measurements were as follows (in thousands): 
 
    
Fair Value Measured as of
December 31, 2021:
 
    
Level 1
    
Level 2
    
Level 3
    
Total
 
Assets:
                                   
Cash equivalents:
                                   
Money market funds
(1)
   $ 123,690      $ —        $ —        $ 123,690  
Commercial paper
     —          125,335        —          125,335  
US government and agency
     —          150,000        —          150,000  
Total cash equivalents
     123,690        275,335                 399,025  
Short-term investments:
                                   
Commercial paper
     —          78,272        —          78,272  
Corporate notes and bonds
     —          14,818        —          14,818  
Municipal bonds
              2,000                 2,000  
US government and agency
     —          28,353        —          28,353  
Total short-term investments
     —          123,443        —          123,443  
Long-term investments
                                   
Corporate notes and bonds
     —          65,135        —          65,135  
US government and agency
     —          14,975        —          14,975  
Total long-term investments
     —          80,110        —          80,110  
Total Assets
   $ 123,690      $ 478,888        —        $ 602,578  
Liabilities:
                                   
Public warrants
   $ 33,962      $ —        $ —        $ 33,962  
 
    
Fair Value Measured as of
December 31, 2020:
 
    
Level 1
    
Level 2
    
Level 3
    
Total
 
Assets:
                                   
Cash and cash equivalents
(1)
   $ 36,120      $ —        $ —        $ 36,120  
    
 
 
    
 
 
    
 
 
    
 
 
 
 
(1)
Includes money market funds associated with the Company’s overnight investment sweep account.
The Company’s warrant liabilities are comprised of the public warrants. The private placement warrants were fully exercised as of December 31, 2021. Refer to Note 12 – Warrant Liabilities for further information. Transfers to/from Levels 1, 2 and 3 are recognized at the beginning of the reporting period. There were no transfers between levels during the period. As of December 31, 2021, the public warrants were publicly traded
at $6.49 per warrant.
The private placement warrants were marked to fair value on the date of exercise. The fair value of the private placement warrants was determined using Level 3 inputs. Management determined the fair value of the private placement warrants using unobservable inputs in the Black-Scholes valuation model. Inherent in the valuation were assumptions related to expected stock-price volatility, expected term, risk-free interest rate and dividend yield. The Company estimated the volatility of its common stock warrants based on implied volatility from the Company’s traded warrants and from historical volatility of select peer company’s common stock that matches the expected remaining life of the warrants. The risk-free interest rate was based on the U.S. Treasury
zero-coupon
yield curve on the grant date for a maturity similar to the expected remaining life of the warrants.
 
The expected life of the warrants was assumed to be equivalent to their remaining contractual term. The dividend rate was based on the historical rate, which the Company anticipates remaining at zero.
The following table provides quantitative information regarding Level 3 fair value measurement inputs for the private placement warrants as of the date the private placement warrants were exercised.
 
    
December 3,
2021
 
Exercise price
   $ 11.50  
Stock price
   $ 18.78  
Volatility
     74.10
Term
     4.83  
Risk-free rate
     1.10
Dividend yield
     —  
The Company did not have any Level 3 assets or liabilities as of December 31, 2021 as the private placement warrants were fully exercised. A rollforward of the fair value of the private placement warrants is as follows (in thousands):
 
    
Private
placement
warrants
 
Fair value as of December 31, 2020
  
$
—  
 
Assumed as part of the Business Combination
     24,412  
Change in valuation inputs
     27,523  
Exercise of private placement warrants
     (51,935
    
 
 
 
Fair Value as of December 31, 2021
  
$
—  
 
    
 
 
 
 
v3.22.1
Property And Equipment, Net
12 Months Ended
Dec. 31, 2021
Property, Plant and Equipment [Abstract]  
Property And Equipment, Net
5. PROPERTY AND EQUIPMENT, NET
Property and equipment, net as of December 31, 2021 and 2020, are composed of the following (in thousands):
 
    
2021
    
2020
 
Computer equipment and acquired computer software
   $ 840      $ 364  
Machinery, equipment, furniture and fixtures
     5,497        2,974  
Leasehold improvements
     827        736  
Quantum computing systems
     15,151        9,617  
    
 
 
    
 
 
 
Gross property and equipment
  
 
22,315
 
  
 
13,691
 
Less: accumulated depreciation
     (3,445      (1,703
    
 
 
    
 
 
 
Net property and equipment
  
$
18,870
 
  
$
11,988
 
    
 
 
    
 
 
 
Depreciation expense for the years ended December 31, 2021 and 2020 was $1.7 million and $1.1 million, respectively.
v3.22.1
Intangible Assets, Net
12 Months Ended
Dec. 31, 2021
Intangible Assets, Net (Excluding Goodwill) [Abstract]  
Intangible Assets, Net
6. INTANGIBLE ASSETS, NET
Intangible assets as of December 31, 2021 and 2020 are composed of the following (in thousands):
 
    
December 31, 2021
 
    
Weighted
Average

Useful Life

(Years)
  
Gross

Carrying

Amount
    
Accumulated

Amortization
    
Net

Amount
 
Patents
   20    $ 3,555      $ (51    $ 3,504  
Trademark
   Indefinite      82        —          82  
Website and other
  
10-20
     51        (11      40  
Internally developed software
   3      3,297        (1,082      2,215  
         
 
 
    
 
 
    
 
 
 
Total
       
$
6,985
 
  
$
(1,144
  
$
5,841
 
         
 
 
    
 
 
    
 
 
 
 
    
December 31, 2020
 
    
Weighted
Average

Useful Life

(Years)
  
Gross

Carrying

Amount
    
Accumulated

Amortization
    
Net

Amount
 
Patents
   20    $ 1,307      $ (10    $ 1,297  
Trademark
   Indefinite      60        —          60  
Website and other
  
10-20
     51        (7      44  
Internally developed software
   3      1,608        (322      1,286  
         
 
 
    
 
 
    
 
 
 
Total
       
$
3,026
 
  
$
(339
  
$
2,687
 
         
 
 
    
 
 
    
 
 
 
Total amortization expense for intangible assets for the years ended December 31, 2021 and 2020 was $0.8 million and $0.3 million, respectively. As of December 31, 2021, the projected annual amortization expense for the Company’s intangible assets is as follows (in thousands):
 
Year ending December 31,
        
2022
   $ 1,116  
2023
     885  
2024
     401  
2025
     62  
2026
     63  
Thereafter
     3,232  
    
 
 
 
Total
  
$
5,759
 
v3.22.1
Agreements With UMD And DUKE
12 Months Ended
Dec. 31, 2021
Agreement Disclosure [Abstract]  
Agreements With UMD And DUKE
7. AGREEMENTS WITH UMD AND DUKE
Exclusive License Agreement
The Company entered into an exclusive license agreement (“License Agreement”) in 2016 with UMD and Duke. The License Agreement grants to the Company an exclusive, perpetual license (“Initial Patents”) to certain patents,
know-how
and other intellectual property utilized in
trapped-ion
quantum computing systems. The license granted to the Company is exclusive for all patents (and
non-exclusive
for other types of intellectual property), subject to certain governmental rights and retained rights by UMD and Duke and other
non-profit
institutions to use and practice the Licensed Patents (as defined below) and technology for internal research and other
non-profit
purposes. In exchange for the Initial Patents, UMD and Duke received an aggregate of 142,886 common shares after giving effect to the recapitalization.
On February 1, 2021, the Company and UMD executed two amendments to the License Agreement granting exclusive rights to license additional intellectual property in exchange for a total of 257,198 common shares after
 
giving effect to the recapitalization. Management evaluated the amendments and concluded that the arrangements qualify as equity-classified instruments and recorded an intangible asset and additional
paid-in
capital based on the fair value of the shares at the date the amendments were executed of $1.6 million. The shares for each executed amendment were issued during the year ended December 31, 2021.
Exclusive Option Agreements
The Company also entered into an exclusive option agreement (“Option Agreement”) with each of UMD and Duke in 2016 whereby on the anniversary of the effective date of the License Agreement for a period of 5 years, the Company has the right to acquire additional intellectual property developed by UMD and Duke (the “Additional Patents” and together with the Initial Patents, the “Licensed Patents”) by exercising an annual option and issuing common shares each to Duke and UMD in consideration for the Additional Patents. The amount issued to UMD and Duke pursuant to the option over the
5-year
term
wa
s equal to an aggregate of 642,995 common shares to each university after giving effect to the recapitalization. The Company may elect not to exercise the option if there was not a minimum number of intellectual property developed in a given year and then the Option Agreement would extend another year.
In December 2020, the Company amended its option agreement with Duke, and under this amendment, the Company issued 1,214,317 common shares after giving effect to the recapitalization, to Duke in consideration for research and development services through July 15, 2026. Under the terms of the amended Option Agreement, the issuance of shares is a nonrefundable upfront payment in exchange for research and development services by Duke whereby the Company will obtain rights to any potential future intellectual property developed during the term. As such, the fair value of the shares of common stock issued to Duke of $2.9 million was recorded as a prepaid expense and is being amortized over the term of the arrangement as services are received. The Company recognized $0.5 million and $19 thousand of research and development expense related to the agreement with Duke during the years ended December 31, 2021 and 2020
,
respectively.
In February 2021, the Company and UMD amended the UMD Option Agreement pursuant to which the Company issued the remaining 128,599 shares of common stock after giving effect to the recapitalization to UMD as a nonrefundable upfront payment in exchange for research and development services by UMD and rights to any potential future intellectual property developed through July 2021. The fair value of the shares issued to UMD was $0.8 million. The Company recognized $0.8 million of research and development expense associated with the UMD Option Agreement amendment for the
year
ended December 31, 2021. The UMD Option Agreement was not executed as of December 31, 2020 and therefore no research and development expense was recognized for the
ye
a
r
ended December 31, 2020.
Additionally, under the terms of the License Agreement and Option Agreement, UMD and Duke were provided an exit guarantee if a sale or liquidation of the Company would occur that provides for the following:
 
   
acceleration of the issuance of common stock as if exercised through the License Agreement,
 
   
additional consideration equal to the consideration which a holder of
one-half
of one percent (0.5%) of the common stock of the Company, on a fully-diluted basis, would have received in the sale to the extent it exceeds the amount UMD and Duke shall be entitled to as a result of ownership at the time of sale.
In December 2020, the Company and Duke amended the Duke Option Agreement to remove the exit guarantee. Additionally, the exit guarantee with UMD lapsed as a result of the Business Combination in September 2021.
The useful life of the Licensed Patents derived from the License Agreement and the Option Agreement is the remaining legal life at the time of acquisition. The value of the Licensed Patents is based on the fair value of the common stock given as consideration on the effective date of each agreement and exercise of option. The asset is amortized over the useful life of the Licensed Patents.
v3.22.1
Accrued Expenses
12 Months Ended
Dec. 31, 2021
Accrued Liabilities, Current [Abstract]  
Accrued Expenses
8. ACCRUED EXPENSES
Accrued expenses as of December 31, 2021 and 2020 are composed of the following (in thousands):
 
    
2021
    
2020
 
Accrued salaries and other payroll liabilities
   $ 1,025      $ 46  
Accrued accounting and tax liabilities
     700        115  
Accrued expenses - other
     922        447  
    
 
 
    
 
 
 
Total accrued expenses
  
$
2,647
 
  
$
608
 
v3.22.1
Commitments and Contingencies
12 Months Ended
Dec. 31, 2021
Commitments and Contingencies
9. COMMITMENTS AND CONTINGENCIES
Warranties and Indemnification
The Company’s commercial services are typically warranted to perform in a manner consistent with general industry standards that are reasonably applicable and materially in accordance with the Company’s documentation under normal use and circumstances.
The Company’s arrangements generally include certain provisions for indemnifying customers against liabilities if its products or services infringe third- party intellectual property rights. To date, the Company has not incurred any material costs as a result of such obligations and has not accrued any liabilities related to such obligations in the accompanying financial statements.
Litigation
On January 12, 2021, dMY Technology Group, Inc. II, dMY Sponsor II, LLC, dMY, and dMY Sponsor III, LLC (“Sponsor”) accepted service of a lawsuit where they were named as counterclaim defendants in an underlying action by and between GTY Technology Holdings, Inc. (“GTY”), dMY Technology Holdings Inc., dMY Sponsor, LLC, dMY Sponsor II, LLC, dMY Technology Group Inc. II, dMY and Sponsor (collectively “dMY Defendants”) and Carter Glatt (“Glatt”) and Captains Neck Holdings LLC (“Captains Neck”), an entity of which Mr. Glatt is a member. The underlying lawsuit, filed by dMY Technology Group, Inc. and dMY Sponsor, LLC, seeks a declaratory judgment that Glatt and Captains Neck are not entitled to membership units of dMY Sponsor LLC, which was formed by Harry L. You, the
co-founder
and former President and Chief Financial Officer of GTY when Glatt was still working at GTY. The underlying lawsuit contains claims arising from Glatt’s termination of employment from GTY, including theft and misappropriation of confidential GTY information, breach of contract, breach of the duties of loyalty and fiduciary duty and conversion. Glatt responded to the underlying lawsuit by adding members of the Sponsor and officers of dMY as additional counterclaim defendants (collectively with the dMY Defendants Glatt and Captains neck, the “Counterclaim Defendants”) and adding Dune Acquisition Holdings LLC, a newly formed special purpose acquisition company, as a counterclaimant and asserting claims for breach of contract, fraudulent misrepresentation, negligent misrepresentation, tortious interference with business relations, quantum meruit and unjust enrichment. dMY, and now the Company, has never employed Glatt and has no business agreements with him. The Counterclaim Defendants have denied the claims against them and have filed a motion to dismiss the suit. Although the outcome of this matter cannot be predicted with certainty and the impact of the final resolution of this matter on the Company’s results of operations in a particular subsequent reporting period is not known, management does not believe that the resolution of this matter will have a material adverse effect on the Company’s future consolidated financial position, future results of operations or cash flows.
v3.22.1
Convertible Redeemable Preferred Stock And Stockholders' Deficit
12 Months Ended
Dec. 31, 2021
Convertible Redeemable Preferred Stock And Stockholders' Deficit [Abstract]  
Convertible Redeemable Preferred Stock And Stockholders' Deficit
10. CONVERTIBLE REDEEMABLE PREFERRED STOCK AND STOCKHOLDERS’ EQUITY
Our
second
amended and restated certificate of incorporation authorizes us to issue up to 1,000,000,000 shares of common stock, $0.0001 par value per share, and 20,000,000 shares of preferred stock, par value $0.0001 per share.
Convertible Redeemable Preferred Stock
Legacy IonQ’s convertible redeemable preferred stock previously classified as mezzanine equity was retroactively adjusted, converted into common stock, and reclassified to permanent equity because of the reverse recapitalization as described in Note 1.
No shares of Legacy IonQ convertible redeemable preferred stock were issued during the years ended December 31, 2021 and 2020 requiring adjustment as a result of the reverse recapitalization.
Preferred Stock
Under our
second
amended and restated certificate of incorporation, our board of directors may, without further action by our stockholders, fix the rights, preferences, privileges and restrictions of up to an aggregate of 20,000,000 shares of preferred stock in one or more series and authorize their issuance. These rights, preferences and privileges could include dividend rights, conversion rights, voting rights, terms of redemption, liquidation preferences and the number of shares constituting any series or the designation of such series, any or all of which may be greater than the rights of common stock. Any issuance of preferred stock could adversely affect the voting power of holders of common stock and the likelihood that such holders would receive dividend payments and payments on liquidation. In addition, the issuance of preferred stock could have the effect of delaying, deterring or preventing a change of control or other corporate action. No shares of preferred stock have been issued as of December 31, 2021.
Common Stock
The terms, rights, preference, and privileges of the common stock are as follows:
Voting Rights
Except as otherwise required by law or as otherwise provided in any certificate of designation for any series of preferred stock, each holder of common stock possess all voting power for the election of our directors and all other matters requiring stockholder action. Holders of common stock are entitled to one vote per share on matters to be voted on by stockholders. The Company’s
second amended and restated
certificate of incorporation and bylaws do not provide for cumulative voting rights.
Dividends
Subject to preferences that may be applicable to any then outstanding preferred stock, the holders of common stock may be entitled to receive dividends out of legally available funds if the board of directors, in its discretion, determines to issue dividends and then only at the times and in the amounts that the board of directors may determine. We do not anticipate paying any cash dividends in the foreseeable future.
Liquidation
In the event of our voluntary or involuntary liquidation, dissolution, distribution of assets or
winding-up,
the holders of common stock will be entitled to receive an equal amount per share of all of our assets of whatever kind available for distribution to stockholders, after the rights of the holders of the preferred stock, if any, have been satisfied.
Rights and Preference
Holders of the Company’s common stock have no preemptive or other subscription rights, and there are no sinking fund or redemption provisions applicable to the common stock. The rights, preferences, and privileges of
the holders of common stock are subject to, and may be adversely affected by, the rights of the holders of shares of any series of the Company’s preferred stock that may be issued. Currently no preferred stock has been issued as of December 31, 2021.
Founders’ Shares
Upon incorporation of the Company, the founders of the Company (the “Founders”) purchased an aggregate 16.2 million shares of common stock at a purchase price $0.0006 per share after giving effect to the recapitalization. Subsequently, on July 25, 2016,
upon the introduction of a new third-party investor, the
 Company imposed a share restriction on an aggregate of 12.1 million of the Founders’ shares (the “Restricted Shares”), after giving effect to the recapitalization. If the Founders terminate their relationship with the Company for any reason, the Company will have the right to repurchase such shares for the initial purchase price and the repurchase period will begin from such termination date until 120 days after the termination date; provided, however
,
that if the Founders terminate their relationship with the Company or are otherwise terminated for good cause (each, a “Release Event”), in each case, within 12 months of a deemed liquidation event, the Company may not repurchase the shares. Payment for the Restricted Shares will be made in cash if the Company exercises its option to repurchase the Founder’s shares. Of the Restricted Shares subject to the repurchase option, 1/48th
 
of the Restricted Shares shall be released from the repurchase option on each monthly anniversary from July 25, 2016 until all Restricted Shares are released from the repurchase option. All Founders’ Shares were fully vested as of December 31, 2020. See Note 13— Stock Based Compensation for further information.
Common Stock Reserved for Issuance
The Company’s common stock reserved for future issuances after giving effect to the recapitalization are as follows:
 
    
As of December 31,
 
    
2021
    
2020
 
Stock options outstanding
     22,133,210        21,863,368  
Warrants to acquire common stock
     8,301,202        8,301,202  
Public warrants outstanding
     5,233,018        —    
Shares available for future grant
     31,589,000        7,294,016  
    
 
 
    
 
 
 
Total common stock reserved
     67,256,430        37,458,586  
    
 
 
    
 
 
 
v3.22.1
Warrant Transaction Agreement
12 Months Ended
Dec. 31, 2021
Warrant Transaction Agreement [Abstract]  
Warrant Transaction Agreement
11. WARRANT TRANSACTION AGREEMENT
In November 2019, contemporaneously with a revenue arrangement, the Company entered into a contract, pursuant to which the Company agreed to issue to a customer a warrant to acquire shares of Legacy IonQ
Series B-1
preferred stock (the “Warrant Shares”), subject to certain vesting events. Upon closing of the Business Combination, these warrants exercisable for
Legacy IonQ Series B-1 preferred stock were
assumed by the Company and converted into a warrant to purchase a number of shares of common stock equal to the product (rounded down to the nearest whole number) of (a) the number of shares of Legacy IonQ common stock issuable upon conversion of a share of
Legacy IonQ Series B-1 preferred stock and
(b) the Exchange Ratio (as defined in the
Super 8-K filed
with the SEC on October 4, 2021), at an exercise price per share (rounded up to the nearest whole cent) equal to (i) the exercise price per share of such Legacy IonQ Warrant Shares divided by (ii) the Exchange Ratio. Except as specifically provided in the merger agreement, the Warrant Shares will have the same terms and be subject to the same conditions (including applicable vesting conditions) as set forth in the Legacy IonQ warrant agreement. As of December 31, 2021, the contract allows for the customer to acquire up to 8,301,202 shares of common stock in the Company.
As the Warrant Shares were issued in connection with an existing commercial agreement with a customer, the value of the Warrant Shares was determined to be consideration payable to the customer and consequently is treated as a reduction to revenue recognized under the corresponding revenue arrangement.
Approximately 6.5% of the Warrant Shares vested and became immediately exercisable in August 2020. The remaining Warrant Shares will vest and become exercisable upon satisfaction of certain milestones based on revenue generated under the commercial agreement with the customer, to the extent certain prepayments are made by the customer. The exercise price for the Warrant Shares is $1.38 per share and the warrant is exercisable through November 2029. The fair value of the Warrant Shares at the date of issuance was determined to be $8.7 million.
During the year ended December 31, 2020, Warrant Shares with a fair value of $0.6 million vested. This fair value of the unamortized warrants is recorded within other noncurrent assets and the Warrant Shares are amortized over time as the related customer revenue is earned. During the years ended December 31, 2021 and 2020, $0.5 million and $0.04 million of the warrant amortization was recorded as a reduction of the related customer revenue. As of December 31, 2021, the contract asset was fully amortized.
As discussed further in Note 1, the Warrant Shares were retroactively adjusted, converted to warrants for common stock and are presented in permanent equity as a result of the recapitalization as described in Note 1.
v3.22.1
Warrant Liabilities
12 Months Ended
Dec. 31, 2021
Derivative Warrant Liabilities
12. WARRANT LIABILITIES
The Company assumed 11,500,000 warrants, comprised of 7,500,000 public warrants and 4,000,000 private placement warrants, on September 30, 2021 as part of the Business Combination. As of December 31, 2021, there were 5,233,018 public warrants to purchase common stock outstanding. There were no private placement warrants outstanding as of December 31, 2021. Each warrant entitles the registered holder to purchase one share of common stock at a price of $11.50 per share.
Public warrants
The public warrants may be exercised on the later of (a) 30 days after the completion of a Business Combination or (b) 12 months from the closing of the Initial Public Offering of dMY; provided in each case that the Company has an effective registration statement under the Securities Act covering the shares of common stock issuable upon exercise of the public warrants and a current prospectus relating to them is available (or the Company permits holders to exercise their public warrants on a cashless basis and such cashless exercise is exempt from registration under the Securities Act). The public warrants became exercisable on November 17, 202
1
.
Redemption of warrants when the price per share of common stock equals or exceeds $18.00:
Once the warrants become exercisable, the Company may redeem the outstanding warrants for cash:
 
   
in whole and not in part;
 
   
at a price of $0.01 per warrant;
 
   
upon a minimum of 30 days’ prior written notice of redemption; and
 
   
if, and only if, the closing price of common stock equals or exceeds $18.00 per share (as adjusted) for any 20 trading days within a
30-trading
day period ending on the third trading day prior to the date on which the Company sends the notice of redemption to the warrant holders.
Redemption of warrants for when the price per share of common stock equals or exceeds $10.00
:
Once the warrants become exercisable, the Company may redeem the outstanding warrants:
 
 
 
in whole and not in part;
 
 
 
at $0.10 per warrant upon a minimum of 30 days’ prior written notice of redemption provided that holders will be able to exercise their warrants on a cashless basis prior to redemption and receive that number of shares determined by reference to an agreed table based on the redemption date and the fair
 
market value (as defined within the warrant agreement) of the common stock except as otherwise described within the warrant agreement; and upon a minimum of 30 days’ prior written notice of redemption; and
 
   
if, and only if, the closing price of common stock equals or exceeds $10.00 per public share (as adjusted) for any 20 trading days within the
30-trading
day period ending three trading days before the Company sends notice of redemption to the warrant holders.
No public warrants were redeemed as of December 31, 2021.
Private placement warrants
The private placement warrants are identical to the public warrants, except that the private placement warrants and the shares of common stock issuable upon exercise of the private placement warrants will not be transferable, assignable, or salable until 30 days after the completion of a Business Combination, subject to certain limited exceptions. Additionally, the private placement warrants will be
non-redeemable
so long as they are held by dMY Sponsor III, LLC or its permitted transferees. Otherwise, the private placement warrants have terms and provisions that are identical to those of the public warrants, including as to exercise price, exercisability and exercise period. In December 2021, 4.0 million private placement warrants were exercised on a cashless basis, resulting in the net issuance of 2.2 million shares. There are no private placement warrants outstanding as of December 31, 2021.
v3.22.1
Stock Based Compensation
12 Months Ended
Dec. 31, 2021
Share-based Payment Arrangement [Abstract]  
Stock Based Compensation
13. STOCK-BASED COMPENSATION
Equity Incentive Plans
The Company has a 2015 Equity Incentive Plan (the “2015 Plan”), which provided for the grant of stock-based compensation in the form of awards of options, stock appreciation rights, restricted stock awards and restricted stock units, to certain officers, directors, employees, consultants, and advisors to purchase shares of the Company’s common stock. Upon the Closing of the Business Combination, no further awards will be made pursuant to the 2015 Plan and all outstanding Legacy IonQ stock options under the 2015 Plan were assumed by the Company. Each Legacy IonQ stock option issued and outstanding immediately prior to the Business Combination was converted into an option to purchase shares of common stock of the Company equal to the product of (a) the number of shares of Legacy IonQ common stock subject to such Legacy IonQ stock option agreement immediately prior to the Business Combination and (b) the exchange ratio at an exercise price equal to the (i) the exercise price per share of such Legacy IonQ stock option divided by (ii) the exchange ratio. Such stock options will continue to be governed by the terms of the 2015 Plan and the stock option agreements thereunder, until such outstanding options are exercised or until they terminate or expire by their terms. For awards granted under the 2015 Plan, vesting generally occurs over four to five years from the date of grant and all options granted have a contractual term 
of 10 years. Vested options held at the date of an employee’s termination may be exercised within three months.
In August 2021, the Company’s board of directors adopted the 2021 Equity Incentive Plan (the “2021 Plan”) and the stockholders approved the 2021 Plan in September 2021. The 2021 Plan became effective immediately upon the closing of the Business Combination. The 2021 Plan provides for the grant of stock options, stock appreciation rights, restricted stock awards, restricted stock unit awards, performance awards and other forms of awards to employees, directors, and consultants. Initially, a maximum of 26,235,000 shares of common stock may be issued under the 2021 Plan. The number of shares of the Company’s common stock reserved for issuance under the 2021 Plan automatically increases on January 1 of each year, beginning on January 1, 2022 and continuing through and including January 1, 2031, by 5% of the Fully Diluted Common Stock (as defined in the 2021 Plan) outstanding on December 31 of the preceding year, or a lesser number of shares determined by the Company’s board of directors prior to such increase. No shares or awards were granted under the 2021 Plan as of December 31, 2021. 
Stock Options
The Company estimates the fair value of stock options on the date of grant using the Black-Scholes option- pricing model. The Black-Scholes option- pricing model requires estimates of highly subjective assumptions, which affect the fair value of each stock option.
Expected Volatility—As the Company was privately held at the date of the grant and there has been no public market for its common stock prior to closing the Business Combination, the expected volatility is based on the average historical stock price volatility of comparable publicly- traded companies in its industry peer group, financial, and market capitalization data.
Expected Term—The expected term of the Company’s options represents the period that the stock-based awards are expected to be outstanding.
The Company has estimated the expected term of its employee awards using the SAB Topic 14 Simplified Method allowed by the FASB and SEC, for calculating expected term as it has limited historical exercise data to provide a reasonable basis upon which to otherwise estimate expected term. Certain of the Company’s options began vesting prior to the grant date, in which case the Company uses the remaining vesting term at the grant date in the expected term calculation.
Risk-Free Interest Rate—The Company estimates its risk-free interest rate by using the yield on actively traded
non-inflation-indexed
U.S. treasury securities with contract maturities equal to the expected term.
Dividend Yield—The Company has not declared or paid dividends to date and does not anticipate declaring dividends. As such, the dividend yield has been estimated to be zero.
Fair Value of Underlying Common Stock—Because the Company’s common stock was not yet publicly traded on the date of grant, the Company estimated the fair value of common stock prior to closing the Business Combination. The Board of Directors considered numerous objective and subjective factors to determine the fair value of the Company’s common stock at each meeting in which awards are approved. The factors considered include, but are not limited to: (i) the results of contemporaneous independent third-party valuations of the Company’s common stock; (ii) the prices, rights, preferences, and privileges of Legacy IonQ’s previously Convertible Redeemable Preferred Stock relative to those of its common stock; (iii) the lack of marketability of the Company’s common stock; (iv) actual operating and financial results; (v) current business conditions and projections; (vi) the likelihood of achieving a liquidity event, such as an initial public offering or sale of the Company, given prevailing market conditions; and (vii) precedent transactions involving the Company’s shares.
The assumptions used to estimate the fair value of stock options granted during the years ended December 31, 2021 and 2020 are as follows:
 
    
2021
   
2020
 
Risk-free interest rate
     0.96     0.9
Expected term (in years)
     6.26       6.46  
Expected volatility
     77.04     72.50
Dividend yield
     —       —  
A summary of the stock option activity is as follows:
 
    
Number of
Option
Shares
    
Weighted
Average
Exercise
Price
    
Weighted
Average
Remaining
Contractual
Term
    
Aggregate
Intrinsic
Value

(in millions)
 
Outstanding as of December 31, 2019
     13,933,956      $ 0.13        8.80      $ 5.00  
Granted
     9,875,293        0.61                    
Exercised
     (1,726,471      0.17                    
Cancelled/ Forfeited
     (219,410      0.13                    
Outstanding as of December 31, 2020
     21,863,368        0.34        8.67        44.80  
Granted
     6,492,540        2.39                    
Exercised
     (3,378,782      1.62                    
Cancelled/ Forfeited
     (2,843,916      1.19                    
Outstanding as of December 31, 2021
     22,133,210        0.64        7.84        377.58  
Exercisable as of December 31, 2021
     8,726,504      $ 0.29        7.27      $ 151.91  
Exercisable and expected to vest at December 31, 2021
     22,133,210      $ 0.64        7.84      $ 377.58  
The total intrinsic value of options exercised was $54.4 million
and $3.8 million for the years ended December 31, 2021 and 2020, respectively. The weighted-average grant date fair value per share for the stock options granted during the years ended December 31, 2021 and 2020 was $5.83 and $0.76, respectively. The aggregate grant-date fair value of options vested during the years ended December 31, 2021 and 2020 was $7.4 million
and $1.0 million, respectively. As of December 31, 2021, the total unrecognized compensation related to unvested stock option awards was $30.4 million, which the Company expects to recognize over a weighted-average period of approximately 2.0 years.
Early Exercised Stock Options
As of December 31, 2021 and 2020, there were 1,420,662 and no shares respectively, subject to repurchase related to stock options early exercised and unvested. These amounts are reclassified to common stock and additional paid-in capital as the underlying shares vest. As of December 31, 2021, the Company recorded a liability related to these shares subject to repurchase in the amount of $3.1 million in its consolidated balance sheet. The Company did not have any early exercises of stock options prior to 2021, and as a result, there was no such liability balance as of December 31, 2020.
During 2021, we exercised our right to repurchase 0.4 million shares related to the early exercise of stock options. The unvested shares were repurchased for $1.0 million from an employee in connection with the termination of their service.
Unvested Restricted Stock – Founder’s Shares
In addition to the unvested common shares outstanding described above at “Early Exercised Stock Options,” the Company issued restricted stock to its founders. The fair value of the restricted shares determined based on the fair market value of Legacy IonQ’s common stock on July 25, 2016, the date the restriction was put into place, was $1.2 million.
A summary of the unvested restricted shares activity is as follows:
 
    
Number of
Unvested
Restricted
Shares
    
Weighted-
Average Grant
Date Fair Value
per Share
 
Unvested Balance as of December 31, 2019
     1,771,198        0.10  
Vested
     (1,771,198      0.10  
    
 
 
    
 
 
 
Unvested Balance as of December 31, 2020
     —        $ —    
    
 
 
    
 
 
 
The aggregate grant-date fair value of restricted shares vested was $170 thousand for the year ended December 31, 2020. As of December 31, 2020, all restricted shares have vested and there were no new founders’ shares issued during 2021.
Total stock based compensation expense for both stock option awards and unvested restricted shares is as follows (in thousands):
    
Years Ended December 31,
 
    
    2021    
    
    2020    
 
Cost of revenue
   $ 62      $ —    
Research and development
     2,841        716  
Sales and marketing
     67        —    
General and administrative
     4,778        508  
    
 
 
    
 
 
 
Stock-based compensation, net of amounts capitalized
     7,748        1,224  
Capitalized stock-based compensation—Intangibles and fixed assets
     275        110  
Capitalized stock-based compensation—Other current assets
     —          45  
    
 
 
    
 
 
 
Total stock-based compensation
   $ 8,023      $ 1,379  
    
 
 
    
 
 
 
Employee Stock Purchase Plan
In August 2021, the Company’s board of directors adopted the Employee Stock Purchase Plan (the “ESPP”), which was subsequently approved by the Company’s stockholders in September 2021, and became effective upon the closing of the Business Combination. The ESPP is intended to qualify as an “employee stock purchase plan” within the meaning of Section 423 of the U.S. Internal Revenue Code of 1986, as amended (the “Code”). The number of shares of common stock initially reserved for issuance under the ESPP was 5,354,000 shares. The ESPP provides for an annual increase on January 1 of each year, beginning on January 1, 2022 and continuing through and including January 1, 2031, equal to the lesser of (i) 1% of the fully diluted shares of common stock outstanding on the last day of the prior fiscal year, (ii) 10,708,000 shares, or (iii) a lesser number of shares determined by the Company’s board of directors prior to such increase. Under the terms of the ESPP, eligible employees can elect to acquire shares of the Company’s common stock through periodic payroll deductions during a series of offering periods. Purchases under the ESPP are affected on the last business day of each offering period at a 15% discount to the lower of closing price on that day or the closing price on the first day of the offering period. As of December 31, 2021, no shares of common stock had been issued under the ESPP and no offering period has been set by the board of directors.
v3.22.1
Income Taxes
12 Months Ended
Dec. 31, 2021
Income Taxes
14. INCOME TAXES
The current and deferred components of the provision for income taxes for both Federal and State jurisdictions are zero
for both of the years ended December 31, 2021 and 2020.

The Company’s provision for incom
e
 taxes differs from the amount determined by applying the applicable federal statutory tax rate to the loss before income taxes due to the valuation allowance for the net deferred income tax assets. A reconciliation of the U.S. statutory tax rate to our effective tax rate is presented below: 

 
 
  
Years Ended
December 31,
 
 
  
2021
 
 
2020
 
U.S
 federal statutory income tax rate
    
21.0
    21.0
State and local income taxes
    
1.2
    6.3
R&D tax credits
    
1.7
    7.2
Stock-based compensation
    
-0.6
    -0.7
Warrant expense
  
 
-12.5
 
 
—  
 
Change in tax rates
     -2.1     —    
Valuation allowance
    
-8.1
    -33.8
Other
    
-0.6
     
Effective tax rate
    
0.0
    0.0
Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Significant components of the Company’s deferred tax assets and liabilities were as follows (in thousands):
 
 
  
2021
 
  
2020
 
Deferred tax assets:
  
     
  
     
Accrued bonus
  
 
310
 
  
 
—  
 
Deferred revenue
  
 
281
 
  
 
—  
 
Non-qualified stock compensation
  
 
1,002
 
  
 
124
 
Accrued expenses
  
 
119
 
  
 
—  
 
Warrant expenses
  
 
138
 
     —    
Depreciation and amortization
     170        —    
Other
  
 
809
 
     8  
Lease liabilities
  
 
1,023
 
     1,176  
R&D credit carryforwards
  
 
3,781
 
     1,733  
Net operating loss carryforwards
  
 
14,148
 
     13,516  
 
  
 
 
 
  
 
 
 
Total deferred tax assets
  
 
21,781
 
  
 
16,557
 
Valuation allowance
  
 
(20,388
)      (11,747
 
  
 
 
 
  
 
 
 
Total deferred tax assets net of valuation allowance
  
 
1,393
 
  
 
4,810
 
 
 
 
 
 
 
 
 
 
Deferred tax liabilities:
  
              
Depreciation and amortization
  
 
 
     (173
Right of use assets
  
 
(979
     (1,135
Capitalized patents
  
 
—  
 
     (181
Internally developed software
  
 
 
     (354
Capitalized R&D 
costs
  
 
(414
     (2,967
 
  
 
 
 
  
 
 
 
Total deferred tax liabilities
  
 
(1,393
  
 
(4,810
 
  
 
 
 
  
 
 
 
Net deferred tax assets (liabilities)
  
 
—  
 
  
 
—  
 
    
 
 
    
 
 
 
The Company had U.S. federal and state net operating loss c
a
rryforwards of approximately $14.1
million as of December 31, 2021.
The Company’s net operating loss carryforwards generated prior to January 1, 2018 of $1.1 million will begin to expire, if not utilized, in 2036. The Company’s net operating loss carry forwards generated after
 
December 31, 2017 will carryforward indefinitely. As of December 31, 2021 the Company had U.S. federal and state tax credit carryforwards of $
3.8
million. The tax credit carryforwards will expire between 2025 and 2041.
The deductibility of such credits and net operating losses (“NOL”) may be limited. Under Section 383 and 382 of the Internal Revenue Code of 1986, as amended (the “Code”), and corresponding provisions of state law, if a corporation undergoes an “ownership change,” which generally occurs if the percentage of the corporation’s stock owned by 5% stockholders increases by more than 50% over a three-year period, the corporation’s ability to use its
pre-change,
credits and NOL carryforwards and other
pre-change
tax attributes to offset its post-change income, may be limited. We have not determined if we have experienced Section 383/382 ownership changes in the past and if a portion of our NOL and tax credit carryforwards are subject to an annual limitation. In addition, we may experience ownership changes in the future as a result of subsequent shifts in our stock ownership, some of which may be outside of our control. If we determine that an ownership change has occurred and our ability to use our historical NOL and tax credit carryforwards is significantly limited, it would harm our future operating results by effectively increasing our future tax obligations.
The Company has evaluated the positive and negative evidence bearing upon the realizability of its deferred tax assets. Based on the Company’s history of operating losses, including a three-year cumulative loss position as of December 31, 2021 and 2020, the Company has concluded that it is not more likely than not that its deferred income tax assets will be realized. Accordingly, the Company has provided a full valuation allowance, for
each of
the years ended December 31, 2021 and 2020. The net increase in the valuation allowance of $8.6 million
 
is due to the current year operating losses.
The Company is generally subject to a three-year statute of limitations by major tax jurisdictions. The current tax years that are subject for examination are tax years 201
8
 through 2020, although tax years dating back to 201
6
 remain open up to the tax attribute amounts carried forward for future use.
v3.22.1
Leases
12 Months Ended
Dec. 31, 2021
Leases [Abstract]  
Leases
15. LEASES
The Company has one operating lease for its corporate headquarters that is also used for its research and development functions. The lease was amended in March 2020 to extend the terms of the agreement for the existing premise and lease additional expansion premise and in December 2020 to provide additional rent adjustments. The amended leases were entered into with UMD. Refer to Note 17—Related Party Transactions for further information. The Company determined the modified lease for the original premises and the lease for the expansion premises were both operating leases. The March 2020 amendment was determined to represent a modification to the existing lease with two lease components for both the original premises and expansion premises. The lease commencement date for the expansion premises was in December 2020. The modified lease for the original premises was reassessed utilizing an incremental borrowing rate at the effective date of the amendment. In December 2020, the original premise was further reassessed due to a rent adjustment associated with lessor assets paid for by the Company. For the original premises, these reassessments resulted in the recognition of an additional ROU asset and lease liabilit
y of $0.6 million in March 2020 and $0.1 million in December 2020. At the lease commencement date for the expansion premise, the Company recorded a ROU asset and lease liability of $2.8 million. As of December 31, 2021 and 2020, the weighted- average remaining lease term was 9 years and 10 years, respectively. The weighted-average discount rate was 11.9% at December 31, 2021 and 2020, respectively.
The components of lease cost were as follows (in thousands):
 
    
2021
    
2020
 
Operating lease cost
(1)
                 
Fixed lease cost
   $ 763      $ 278  
Short-term cost
     13        35  
    
 
 
    
 
 
 
Total operating lease cost
   $ 776      $ 313  
    
 
 
    
 
 
 
(1)
The lease costs are reflected in the consolidated statements of operations as follows (in thousands):
 
     Years Ended
December 31,
 
         2021              2020      
Cost of revenue
  
$
45     
$
—    
Research and development
     613        263  
Sales and marketing
     8        —    
General and administrative
     110        50  
Total
  
$
776     
$
313  
Supplemental cash flow and other information related to operating leases was as follows (in thousands): 
 
 
  
Year Ended
December 31
 
 
  
2021
 
  
2020
 
Cash payments included in the measurement of operating lease liabilities
  
$
561     
$
178  
Operating lease right-of-use assets recognized in exchange for new operating lease obligations
     —          3,565  
As of December 31, 2021, maturities of operating lease liabilities are as follows (in thousands):
    
Amount
 
Year Ending December 31,
        
2022
  
$
644  
2023
     671  
2024
     750  
2025
     772  
2026
     796  
Thereafter
     3,351  
    
 
 
 
Total lease payments
     6,984  
Less: imputed interest
     (2,773
    
 
 
 
Present value of operating lease liabilities
  
$
4,211  
    
 
 
 
v3.22.1
Employee Benefit Plans
12 Months Ended
Dec. 31, 2021
Retirement Benefits [Abstract]  
Employee Benefit Plans
16. EMPLOYEE BENEFIT PLAN
The Company has a 401(k) savings plan (the “401(k) Plan”) that qualifies as a deferred salary arrangement under Section 401(k) of the Internal Revenue Code. Under the 401(k) Plan, participating employees may elect to contribute up to 100% of their eligible compensation, subject to certain limitations. The 401(k) Plan provides for a discretionary employer-matching contribution. The Company made a matching contribution of $0.5 million and $0.3 million to the 401(k) Plan for the years ended December 31, 2021 and 2020, respectively.
v3.22.1
Related Party Transactions
12 Months Ended
Dec. 31, 2021
Related Party Transaction [Line Items]  
Related Party Transactions
17. RELATED PARTY TRANSACTIONS
Transactions with UMD and Duke
As described in Note 7—Agreements with UMD and Duke, the Company entered into a License Agreement and Option Agreement with UMD and Duke whereby the Company, in the normal course of business, has licensed certain intellectual property and, in the case of the Amendment to the Duke and UMD Option Agreement, has purchased research and development services. The Company considers these agreements to be related party
transactions because during 2021 and 2020, the Company’s
Co-founder
and Chief Technology Officer served as a professor at Duke and the Company’s
Co-founder
and Chief Scientist served as a professor at the UMD. During 2021, the Company’s Chief Scientist moved to Duke and each, in their role as professors at Duke, are leading the research subject to the License Agreement and Option Agreement with Duke as of December 31, 2021.
In addition, the Company entered into an amendment to its operating lease for office space with the UMD. The lease was amended with UMD in March 2020 to extend the terms of the agreement for the existing premise and lease additional expansion premise and was amended in December 2020 to provide additional rent adjustments. Refer to Note 15 – Leases, for additional information regarding the Company’s leases.
In September 2021, the Company entered into a multiyear deal with UMD to provide certain quantum computing services and facility access related to the National Quantum Lab at UMD in exchange for payments totaling $14 million over 3 years.

The Company’s results from transactions with UMD and Duke, as reflected in the Consolidated Statements of Operations are detailed below (in thousands):
 
    
Year Ended December 31,
 
    
    2021    
    
    2020    
 
Revenue
     1,179        —    
Cost of Revenue
     35        —    
Research and Development
     1,949        247  
Sales and Marketing
     8        —    
General and administrative
     218        35  
The Company has the following balances related to transactions with UMD and Duke, as reflected in the Consolidated Balance Sheets:
 
    
Year Ended December 31,
 
    
    2021    
    
    2020    
 
Assets
                 
Prepaid expenses and other current assets
     612        1,013  
Operating lease
right-of-use
asset
     4,032        4,296  
Other noncurrent assets
     1,845        2,365  
Liabilities
                 
Accounts payable
     54        5  
Current operating lease liabilities
     568        495  
Unearned revenue
     2,821        —    
Non-current
operating lease liabilities
     3,643        3,776  
v3.22.1
Subsequent Events
12 Months Ended
Dec. 31, 2021
Subsequent Event [Line Items]  
Subsequent Events
18. SUBSEQUENT EVENTS
In January 2022, the Company granted an aggregate of 1,687,669 restricted stock units (“RSUs”) and 900,170 stock options to certain directors, employees and consultants of the Company under the 2021 Equity Incentive Plan. The awards represent the contingent right to receive shares of the Company’s common stock, substantially all of which vest over a four-year period based on continuous service
.
v3.22.1
Summary of Significant Accounting Policies (Policies)
12 Months Ended
Dec. 31, 2021
Basis of Presentation
Basis of Preparation
The accompanying consolidated financial statements have been prepared in accordance with U.S. GAAP as determined by the Financial Accounting Standards Board (“FASB”). Such consolidated financial statements include the accounts of IonQ and its wholly owned subsidiary. All intercompany transactions and balances have been eliminated in consolidation.
Emerging Growth Company
Emerging Growth Company
The Company is an emerging growth company, as defined in the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”). Under the JOBS Act, emerging growth companies can delay adopting new or revised accounting standards issued subsequent to the enactment of the JOBS Act, until such time as those standards apply to private companies.
The Company has elected to use this extended transition period for complying with new or revised accounting standards that have different effective dates for public and private companies until the earlier of the date that it is (i) no longer an emerging growth company or (ii) affirmatively and irrevocably opt out of the extended transition period provided in the JOBS Act. As a result, the Company’s financial statements may not be comparable to companies that comply with the new or revised accounting pronouncements as of public company effective dates.
The Company remains an emerging growth company until the earliest of (i) December 31, 2025, (ii) the last day of the fiscal year in which the Company has total annual gross revenue of at least $1.07 billion, (iii) the last day of the fiscal year in which the Company is deemed to be a large accelerated filer, which means the market value of the Company’s common stock that is held by
non-affiliates
exceeds $700.0 million as of the prior June 30th or (iv) the date on which the Company has issued more than $1.0 billion in
non-convertible
debt securities during the prior three-year period.
Use of Estimates
Use of Estimates
The preparation of financial statements in conformity with U.S. GAAP and regulations of the U.S. Securities and Exchange Commission requires management to make estimates and assumptions that affect the amounts reported in these financial statements and accompanying notes.
Significant estimates and judgments are inherent in the analysis and measurement of items including, but not limited to: revenue recognition, capitalization of internally developed software and quantum computing costs, useful lives of long-lived assets, commitments and contingencies, fair value of
available-for-sale
securities, forecasts and assumptions used in determining the fair value of historically granted common stock, stock options and warrants prior to the Business Combination and forecasts and assumptions used in determining the fair value of private placement warrant liabilities. Management bases its estimates and assumptions on historical experience, expectations, forecasts, and on various other factors that are believed to be reasonable under the circumstances. Due to the inherent uncertainty involved in making estimates, actual results reported in future periods may differ and be affected by changes in those estimates.
Fair Value Measurements
Fair Value Measurements
The Company evaluates the fair value of certain assets and liabilities using the fair value hierarchy. Fair value is an exit price representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Fair value is estimated by applying the following hierarchy, which prioritizes the inputs used to measure fair value into three levels and bases the categorization within the hierarchy upon the lowest level of input that is available and significant to the fair value measurement:
 
 
 
Level 1—Observable inputs, which include quoted prices in active markets;
 
 
 
Level 2—Observable inputs other than the quoted prices in active markets that are observable either directly or indirectly, such as quoted prices in markets that are not active, or other inputs such as broker quotes, benchmark yield curves, credit spreads and market interest rates for similar securities 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 based on management’s assumptions, including fair value measurements determined using pricing models, discounted cash flow methodologies or similar techniques.
The Company’s assessment of the significance of a particular input to the fair value measurements requires judgment and may affect the valuation of the assets and liabilities being measured and their placement within the fair value hierarchy.
For assets that are measured using quoted prices in active markets, the total fair value is the published market price per unit multiplied by the number of units held, without consideration of transaction costs. Assets and liabilities that are measured using significant other observable inputs are primarily valued by reference to quoted prices of similar assets or liabilities in active markets, adjusted for any terms specific to that asset or liability.
Assets and liabilities that are measured at fair value on a
non-recurring
basis include property and equipment and intangible assets. The Company recognizes these items at fair value when they are considered to be impaired or upon initial recognition when acquired through a business combination or an asset acquisition. The fair value of these assets and liabilities are determined with valuation techniques using the best information available and may include quoted market prices, market comparable and discounted cash flow models.
Due to their short-term nature, the carrying amounts reported in the Company’s financial statements approximates the fair value for cash and cash equivalents, accounts receivable, accounts payable and accrued expenses.
Cash and Cash Equivalents
Cash and Cash Equivalents
Cash and cash equivalents include cash in banks, checking deposits and money market funds. The Company considers all short-term highly liquid investments with an original maturity at the date of purchase of three months or less to be cash equivalents.
Accounts Receivable and Allowance for Doubtful Accounts
Accounts Receivable and Allowance for Doubtful Accounts
Accounts receivable are
non-interest
bearing and stated at the gross invoiced amount. A receivable is recorded when the Company has an unconditional right to receive payment based on the satisfaction of performance obligations. Accounts receivable consists of the following at December 31, 2021 and 2020 (in thousands):
 
    
2021
    
2020
 
Billed accounts receivable
   $ 261      $ 390  
Unbilled accounts receivable
     446        —    
    
 
 
    
 
 
 
Total
   $ 707      $ 390  
On a periodic basis, management evaluates its accounts receivable and determines whether to provide an allowance or if any accounts should be written off. This assessment is based on management’s evaluation of the past due receivables, collectability of specific accounts, historical loss experience and overall economic conditions.
The Company did not have any allowance for doubtful accounts as of December 31, 2021 and 2020.
Investments
Investments
Management determines the appropriate classification of investments at the time of purchase based upon management’s intent with regard to such investments. Investments are classified as
available-for-sale
at the time of purchase if they are available to support either current or future operations. This classification is
re-evaluated
at each balance sheet date. Investments not considered cash equivalents, with remaining contractual maturities of one year or less from the balance sheet date are classified as short-term investments, and those with remaining contractual maturities greater than one year from the balance sheet date are classified as long-term investments. All investments are recorded at their estimated fair value, and any unrealized gains and losses are recorded in
accumulated other comprehensive income (loss). Realized gains and losses on sales and maturities of investments are determined based on the specific identification method and are recognized in the consolidated statements of operations in other income (expense), net.
The Company performs periodic evaluations to determine whether any declines in the fair value of investments below cost are other-than-temporary. The evaluation consists of qualitative and quantitative factors regarding the severity and duration of the unrealized loss, as well as the Company’s ability and intent to hold the investments until a forecasted recovery occurs. The impairments are considered to be other-than-temporary if they are related to deterioration in credit risk or if it is likely that the underlying securities will be sold prior to a full recovery of their cost basis. Other-than-temporary fair value impairments are determined based on the specific identification method and are reported in other income (expense), net in the consolidated statements of operations.
Property and Equipment, Net
Property and Equipment, Net
Property and equipment, net is stated at cost less accumulated depreciation. Historical cost of fixed assets is the cost as of the date acquired.
Prior to 2019, the Company built certain quantum computing systems solely for research and development purposes and these quantum computing systems were deemed to have no alternative future use. In 2019, the Company began to commercialize its quantum computing systems via the offering of QCaaS and quantum computing systems built thereafter were determined to provide a probable future economic benefit. As a result, hardware and labor costs associated with the building of such quantum computing systems were capitalized. Costs to maintain quantum computing systems are expensed as incurred.
Depreciation and amortization are calculated using the straight-line method over the estimated useful lives of the assets. Useful lives are as follows:
 
Computer equipment and acquired computer software
  
3 – 5 years
Machinery, equipment, furniture and fixtures
  
5 – 7 years
Quantum computing systems
  
2 years
Leasehold improvements
  
Shorter of the lease term or the estimated useful life of the related asset
Leases
Leases
The Company determines if an arrangement is a lease at inception. Operating leases are included in operating lease
right-of-use
(“ROU”) assets and current operating lease liabilities and operating lease liabilities, net of current portion on our consolidated balance sheets. As of December 31, 2021, the Company has no financing lease arrangements. The Company recognizes lease expense for its operating leases on a straight-line basis over the term of the lease.
The Company records a ROU asset and lease liability in connection with its operating leases. The Company’s lease portfolio is comprised primarily of a real estate lease, which is accounted for as an operating lease. The Company elected the practical expedient to not separate lease and
non-lease
components for all leases.
ROU assets and lease liabilities are recognized at the lease commencement date based on the present value of the future minimum lease payments over the lease term. Operating lease ROU assets also include the impact of any lease incentives. Amendments to a lease are assessed to determine if it represents a lease modification or a separate contract. Lease modifications are reassessed as of the effective date of the modification using an incremental borrowing rate based on the information available at the commencement date. For modified leases the Company also reassesses the lease classification as of the effective date of the modification.
 
The interest rate used to determine the present value of the future lease payments is the Company’s incremental borrowing rate, because the interest rate implicit in the Company’s leases is not readily determinable. The incremental borrowing rate is estimated to approximate the interest rate on a collateralized basis with similar terms and payments, and in economic environments where the leased asset is located.
The Company’s lease terms include periods under options to extend or terminate the lease when it is reasonably certain that the Company will exercise that option. The Company considers contractual-based factors such as the nature and terms of the renewal or termination, asset-based factors such as physical location of the asset and entity-based factors such as the importance of the leased asset to the Company’s operations to determine the lease term. The Company generally uses the base,
non-cancelable,
lease term when determining the ROU assets and lease liabilities.
Intangible Asset, Net
Intangible Assets, Net
The Company’s intangible assets include website domain costs, patents, intellectual property and trademarks. Intangible assets with identifiable useful lives such as patents and intellectual property are initially valued at acquisition cost and are amortized over their estimated useful lives using the straight-line method, which is generally 20 years. With respect to patents, acquisition costs include external legal and patent application costs. Intangible assets with indefinite useful lives are assessed for impairment at least annually.
Capitalized Internally Developed Software
Capitalized Internally Developed Software
Capitalized internally developed software, which is included in intangible assets, net, consists of costs to purchase and develop
internal-use
software, which the Company uses to provide services to its customers. The costs to purchase and develop
internal-use
software are capitalized from the time that the preliminary project stage is completed, and it is considered probable that the software will be used to perform the function intended, until the time the software is placed in service for its intended use. Any costs incurred during subsequent efforts to upgrade and enhance the functionality of the software are also capitalized. Once this software is ready for use as part of the Company’s service offerings, these costs are amortized on a straight-line basis over the estimated useful life of the software, which is typically assessed to be 3 years. During the years ended December 31, 2021 and 2020, the Company capitalized $1.7 million and $1.2 million in
internal-use
software costs, respectively. The Company amortized $0.8 million sand and $0.3 million of capitalized internally developed software costs during the years ended December 31, 2021 and 2020, respectively.
Impairment of LongLived Assets
Impairment of Long-Lived Assets
Long-lived assets, such as property and equipment and other long-term assets, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If circumstances require a long-lived asset or asset group be tested for possible impairment, the Company first compares undiscounted cash flows expected to be generated by that asset or asset group to its carrying amount. If the carrying amount of the long-lived asset or asset group is not recoverable on an undiscounted cash flow basis, an impairment is recognized to the extent the carrying amount of the underlying asset exceeds its fair value. No impairment loss was recognized for the years ended December 31, 2021 or 2020.
Early Exercise of Stock Options
Early Exercise of Stock Options
Stock options granted under the 2015 Equity Incentive Plan provide employee option holders, if approved by the Board, the right to exercise unvested options in exchange for restricted common stock, which is subject to a repurchase right held by the Company at the lower of (i) the fair market value of its common stock on the date of repurchase or (ii) the original purchase price. Early exercises of options are not deemed to be substantive exercises for accounting purposes and accordingly, amounts received for early exercises are recorded as a liability. These amounts are reclassified to common stock and additional paid-in capital as the underlying shares vest.
 
Warrant Liabilities
Warrant liabilities
The Company evaluates its financial instruments to determine if such instruments are derivatives or contain features that qualify as embedded derivatives in accordance with ASC Topic 815, “Derivatives and Hedging.” For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value on the grant date and
is then re-valued
upon exercise or at each reporting date for the unexercised warrants, with changes in the fair value reported in the consolidated statements of operations. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is evaluated at the end of each reporting period. The warrants of dMY assumed in the Business Combination are classified as liabilities and remeasured at each reporting period (as more fully described in Note 12). The determination of the fair value of the warrant liabilities may be subject to change as more current information becomes available and accordingly the actual results could differ significantly. Derivative warrant liabilities are
classified as non-current liabilities as
their liquidation is not reasonably expected to require the use of current assets or require the creation of current liabilities.
Revenue Recognition
Revenue Recognition
The Company derives revenue from providing access to its QCaaS and professional services related to
co-developing
algorithms on the quantum computing systems. The Company applies the provisions of the FASB Accounting Standards Update (“ASU”), Revenue from Contracts with Customers (“ASC 606”), and all related applicable guidance. The core principle of ASC 606 is that an entity shall recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services.
To support this core principle, the Company applies the following five step approach:
 
1.
Identify the contract with the customer
 
2.
Identify the performance obligations
 
3.
Determine the transaction price
 
4.
Allocate the transaction price to the performance obligations
 
5.
Recognize revenue when (or as) the entity satisfies a performance obligation
The Company has determined that its QCaaS contracts represent a combined, stand-ready performance obligation to provide access to its quantum computing systems together with related maintenance and support. The transaction price generally includes a variable fee based on usage of its quantum computing systems and may include a fixed fee for a minimum volume of usage to be made available over a defined period of access. Fixed fee arrangements may also include a variable component whereby customers pay an amount for usage over contractual minimums contained in the contracts. For contracts with a fixed transaction price, the fixed fee is recognized as QCaaS subscription-based revenues on a straight-line basis over the access period. For contracts without fixed fees, variable usage fees are billed and recognized during the period of such usage. As of December 31, 2021 and 2020, all of the revenue recognized by the Company was recognized based on transfer of service over time. There were no revenues recognized at a point in time. In arrangements with cloud service providers, the cloud service provider is considered the customer and IonQ does not have any contractual relationships with the cloud service providers’ end users. For these arrangements, revenue is recognized at the amount charged to the cloud service provider and does not reflect any
mark-up
to the end user.
The Company may enter into multiple contracts with a single counterparty at or near the same time. The Company will combine contracts and account for them as a single contract when one or more of the following criteria are met: (i) the contracts are negotiated as a package with a single commercial objective; (ii) consideration to be paid in one contract depends on the price or performance of the other contract; and (iii) goods or services promised are a single performance obligation. The Company has entered into one revenue
arrangement in which it granted warrants to the counterparty. Refer to Note 11—Warrant Transaction Agreement for further information on the customer warrants.
Billed and unbilled accounts receivable relate to the Company’s rights to consideration as performance obligations are satisfied when the rights to payment become unconditional but for the passage of time.
The variable fees associated with the QCaaS are generally billed a month in arrears. Customers also have the ability to make advance payments. If a contract exists under ASC 606, advance payments are recorded as a contract liability until services are delivered or obligations are met and revenue is earned. Contract liabilities to be recognized in the succeeding
12-month
period are classified as current and the remaining amounts are classified as
non-current
liabilities in the Company’s consolidated balance sheets.
As of December 31, 2021, approximately $22.1 million of revenue is expected to be recognized from remaining performance obligations that are unsatisfied (or partially unsatisfied) for
non-cancelable
contracts. The Company expects to recognize revenue of $7.2 
million, $6.7 million and $5.2 million related to these remaining performance obligations in the years ended December 31, 2022, 2023 and 2024, respectively, with the remainder recognized thereafter. The Company has not estimated the timing of revenue recognition for the remaining unsatisfied performance obligations related to usage-based contracts as the timing of customer usage cannot be predicted given the limited historical data.
Total deferred revenues, including both current and noncurrent, were $5.0 million and $1.4 million at December 31, 2021 and 2020, respectively. The change in deferred revenue for the year ended December 31, 2021 was primarily due to cash payments received for which the performance obligation was not satisfied prior to the end of the period, partially offset by revenue recognized during the period, of which $0.2 million was included in the deferred revenue balance at December 31, 2020
.
For contractual arrangements where consideration is paid
up-front,
the transfer of the quantum computing services is completed at the discretion of the customer as the customer chooses to use the services starting from the date of contract inception. As such, the
up-front
payment of consideration does not represent a significant financing component.
Cost to Obtain a Contract
Applying the practical expedient, the Company recognizes the incremental costs of obtaining contracts as an expense when incurred if the amortization period of the assets is one year or less. For the years ended December 31, 2021 and 2020, the Company has not incurred any material incremental costs of obtaining contracts.
Cost of Revenue
Cost of Revenue
Cost of revenue primarily consists of expenses related to delivering the Company’s services, including direct labor costs, direct service costs and allocated shared resources. Cost of revenue excludes depreciation and amortization related to the Company’s quantum computing systems and related software.
Research and Development
Research and Development
Research and development expenses consist of personnel costs, including stock-based compensation expense, and allocated shared resource costs for the Company’s hardware, software and engineering personnel who design and develop the Company’s quantum computing systems and research new quantum computing technologies. Unlike a standard computer, design and development efforts continue throughout the useful life of the Company’s quantum computing systems to ensure proper calibration and optimal functionality. Research and development expenses also include purchased hardware and software costs related to quantum computing
 
systems constructed for research purposes that are not probable of providing future economic benefit and have no alternate future use.
In December 2020, the Company amended its option agreement with Duke University (“Duke”), and under this amendment, the Company issued common shares to Duke in consideration for research and development services through July 15, 2026. The amended arrangement is considered a research and development service arrangement and recorded as a prepayment based on the fair value of the common stock issued on the effective date of the amendment and amortized over the term of the arrangement as services are received.
In February 2021, the Company and the University of Maryland (“UMD”) amended the option agreement with UMD pursuant to which the Company issued shares of common stock to UMD as a nonrefundable upfront payment in exchange for research and development services by UMD and rights to any potential future intellectual property developed through July 2021. The amended arrangement is considered a research and development service arrangement and recorded as a prepayment based on the fair value of the common stock issued on the effective date of the amendment and amortized over the term of the arrangement as services are received.See Note 7—Agreements with UMD and Duke for further information.
Advertising costs
Advertising Costs
Advertising costs are expensed as incurred and are included in sales and marketing expenses in the consolidated statements of operations. These costs were $1.1 million and $0.4 million for the years ended December 31, 2021 and 2020, respectively.
Stock-Based Compensation
Stock-Based Compensation
The Company measures and records the expense related to stock-based awards based on the fair value of those awards as determined on the date of grant. The Company recognizes stock-based compensation expense over the requisite service period of the individual grant, generally equal to the vesting period and uses the straight-line method to recognize stock-based compensation. The Company uses the Black-Scholes-Merton (“Black- Scholes”) option-pricing model to determine the fair value of stock awards and the estimated fair value for stock options. The Black-Scholes option- pricing model requires the use of subjective assumptions, which determine the fair value of share-based awards, including the fair value of the Company’s common stock, the option’s expected term, the price volatility of the underlying common stock, risk-free interest rates, and the expected dividend yield of the common stock. The assumptions used to determine the fair value of the stock awards represent management’s best estimates. These estimates involve inherent uncertainties and the application of management’s judgment. The Company records forfeitures as they occur.
The Company obtained third-party valuations to estimate the fair value of its common stock for awards granted prior to the Business Combination, for purposes of measuring stock-based compensation expense. The third-party valuations were prepared using methodologies, approaches, and assumptions consistent with the American Institute of Certified Public Accountants (“AICPA”) Accounting & Valuation Guide, Valuation of Privately-Held-Company Equity Securities Issued as Compensation.
Income Taxes
Income Taxes
Income taxes are accounted for using the asset and liability method. Deferred income taxes are provided for temporary differences in recognizing certain income, expense and credit items for financial reporting purposes and tax reporting purposes. Such deferred income taxes primarily relate to the difference between the tax bases of assets and liabilities and their financial reporting amounts. Deferred tax assets and liabilities are measured by applying enacted statutory tax rates applicable to the future years in which deferred tax assets or liabilities are
expected to be settled or realized. Excess tax benefits or tax deficiencies from stock option exercises are recognized in the income tax provision in the period in which they occur.
The Company records a valuation allowance when it determines, based on available positive and negative evidence, that it is
more-likely-than-
not
that some portion or all of its deferred tax assets will not be realized. The Company determines the realizability of its deferred tax assets primarily based on the reversal of existing taxable temporary differences and projections of future taxable income (exclusive of reversing temporary differences and carryforwards). In evaluating such projections, the Company considers its history of profitability, the competitive environment, and general economic conditions. In addition, the Company considers the time frame over which it would take to utilize the deferred tax assets prior to their expiration.
For certain tax positions, the Company uses a
more-likely-than-not
threshold based on the technical merits of the tax position taken. Tax positions that meet the
more-likely-than-not
recognition threshold are measured at the largest amount of tax benefits determined on a cumulative probability basis, which are
more-likely-than-not
to be realized upon ultimate settlement in the financial statements. The Company’s policy is to recognize interest and penalties related to income tax matters in income tax expense. However, there were no amounts recognized relating to interest and penalties in the consolidated statements of operations for the years ended December 31, 2021 and 2020. The Company had no uncertain income tax positions as of December 31,2021 and 2020.
Concentration of Credit Risk
Concentrations of Credit Risk
Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash, cash equivalents, investments, and trade accounts receivable. The Company maintains the majority of its cash, cash equivalents and investments with two financial institutions, both of which management believes to be financially sound and with minimal credit risk. The Company’s deposits periodically exceed amounts guaranteed by the Federal Deposit Insurance Corporation.
The Company’s accounts receivable are derived from customers primarily located in the U.S. The Company performs periodic evaluations of its customers’ financial condition and generally does not require its customers to provide collateral or other security to support accounts receivable and maintains an allowance for doubtful accounts. Credit losses historically have not been material.
Significant customers are those which represent more than 10%
of the Company’s total revenue or gross accounts receivable. The Company’s revenue was primarily from two significant customers for the year ended December 31, 2021. While we generated revenue in 2020, we executed an arrangement with a customer for the issuance of a warrant to purchase shares of Legacy IonQ Series B-1 convertible redeemable preferred stock. The warrant was evaluated and considered to represent consideration provided to a customer and as such, the recognition of the warrant expense is recorded as a reduction in revenue as revenue is earned under the contract. Other than this customer, the Company did not have any other significant customers for the year ended December 31, 2020. The Company’s accounts receivable was from two significant customers as of December 31, 2021 and 2020.
Earnings (Loss) Per Share
Earnings (Loss) Per Share
Basic earnings (loss) per share is computed by dividing net income (loss) by the weighted-average number of shares of common stock outstanding for the period. Diluted earnings per share is computed by dividing net income (loss) by the weighted average number of shares of common stock during the period, plus common stock equivalents, outstanding during the period. If the Company reports a net loss, the computation of diluted loss per share excludes the effect of dilutive common stock equivalents, as their effect would be antidilutive.
Earnings (loss) per share calculations for all periods have been retroactively restated to reflect the conversion of the Company’s convertible redeemable preferred stock and the equivalent number of shares reflecting the exchange ratio established in the reverse capitalization.
The following table sets forth the computation of basic and diluted loss per share attributable to common stockholders (in thousands, except share and per share data):
 
    
Year Ended December 31,
 
Numerator:
  
2021
    
2020
 
Net loss attributable to common stockholders
   $ (106,186    $ (15,424
Denominator:
  
              
Weighted average shares used in computing net loss per share attributable to common stockholders—basic and diluted
     137,609,620        115,045,097  
Net loss per share attributable to common stockholders—basic and diluted
   $ (0.77    $ (0.13
In periods with a reported net loss, the effect of anti-dilutive stock options, unvested common stock (including unvested restricted common stock) and warrants are excluded and diluted loss per share is equal to basic loss per share. The following is a summary of the weighted average common stock equivalents for the securities outstanding during the respective periods that have been excluded from the computation of diluted net loss per common share, as their effect would be anti-dilutive:
 
    
Year Ended December 31
 
    
2021
    
2020
 
Common stock options outstanding
     24,206,373        9,033,927  
Warrants to purchase common stock
     8,301,202        8,301,202  
Unvested common stock
     1,407,500        553,196  
Public and private warrants
     2,359,179        —    
Unvested founders’ shares
     129,452        —    
    
 
 
    
 
 
 
Total
  
 
36,403,706
 
  
 
17,888,325
 
    
 
 
    
 
 
 
Recently Adopted Accounting Pronouncements
Recently Adopted Accounting Pronouncements
In August 2018, the FASB issued ASU 2018-15, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract. ASU 2018-15 requires a customer in a cloud computing arrangement that is a service contract to follow the internal-use software guidance in ASC 350-40 to determine which implementation costs to defer and recognize as an asset. The guidance is effective for annual reporting periods beginning after December 15, 2020, and interim periods within annual periods beginning after December 15, 2021. The Company adopted this standard effective January 1, 2021 prospectively to all new implementation costs incurred after adoption. The adoption of this standard had no material impact on the Company’s consolidated financial statements and related disclosures.
Recently Issued Accounting Standards Not Yet Adopted
Recently Issued Accounting Standards Not Yet Adopted
In June 2016, the FASB issued ASU
2016-13,
Financial Instruments—Credit Losses, along with various updates and improvements. The standard, including subsequently issued amendments, requires a financial asset measured at amortized cost basis, such as accounts receivable and certain other financial assets, to be presented at the net amount expected to be collected based on relevant information about past events, including historical experience, current conditions and reasonable and supportable forecasts that affect the collectability of the reported amount. ASU
2016-13
is effective for annual reporting periods beginning after December 15, 2022, with early adoption permitted. Based on the composition of the Company’s trade receivables and other financial assets, current market conditions and historical credit loss activity, the adoption of this standard is not expected to have a material impact on the Company’s financial statements and related disclosures.
In August 2020, the FASB issued ASU
2020-06,
Debt, Debt with Conversion and Other Options (Subtopic
470-20)
and Derivatives and Hedging Contracts in Entity’s Own Equity (Subtopic
815-40)
Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity. The ASU simplifies accounting for convertible instruments by removing major separation models required under current U.S. GAAP. Consequently, more convertible debt instruments will be reported as a single liability instrument with no separate accounting for embedded conversion features. The ASU removes certain settlement conditions that are required for equity contracts to qualify for the derivative scope exception, which will permit more equity contracts to qualify for the exception. The ASU also simplifies the diluted net income per share calculation in certain areas. The new guidance is effective for fiscal years beginning after December 15, 2023, including interim periods within those fiscal years, and early adoption is permitted. The Company does not expect adoption of this guidance to have a material impact on its consolidated financial statements and related disclosures.
v3.22.1
Summary of Significant Accounting Policies (Tables)
12 Months Ended
Dec. 31, 2021
Summary of Loans and Financing Receivable Accounts receivable consists of the following at December 31, 2021 and 2020 (in thousands):
    
2021
    
2020
 
Billed accounts receivable
   $ 261      $ 390  
Unbilled accounts receivable
     446        —    
    
 
 
    
 
 
 
Total
   $ 707      $ 390  
Summary of Property Plant And Equipment Useful Life
Depreciation and amortization are calculated using the straight-line method over the estimated useful lives of the assets. Useful lives are as follows:
 
Computer equipment and acquired computer software
  
3 – 5 years
Machinery, equipment, furniture and fixtures
  
5 – 7 years
Quantum computing systems
  
2 years
Leasehold improvements
  
Shorter of the lease term or the estimated useful life of the related asset
Schedule of Earnings Per Share, Basic and Diluted
 
    
Year Ended December 31,
 
Numerator:
  
2021
    
2020
 
Net loss attributable to common stockholders
   $ (106,186    $ (15,424
Denominator:
  
              
Weighted average shares used in computing net loss per share attributable to common stockholders—basic and diluted
     137,609,620        115,045,097  
Net loss per share attributable to common stockholders—basic and diluted
   $ (0.77    $ (0.13
Summary of Antidilutive Securities Excluded from Computation of Earnings Per Share The following is a summary of the weighted average common stock equivalents for the securities outstanding during the respective periods that have been excluded from the computation of diluted net loss per common share, as their effect would be anti-dilutive:
    
Year Ended December 31
 
    
2021
    
2020
 
Common stock options outstanding
     24,206,373        9,033,927  
Warrants to purchase common stock
     8,301,202        8,301,202  
Unvested common stock
     1,407,500        553,196  
Public and private warrants
     2,359,179        —    
Unvested founders’ shares
     129,452        —    
    
 
 
    
 
 
 
Total
  
 
36,403,706
 
  
 
17,888,325
 
    
 
 
    
 
 
 
v3.22.1
Cash Equivalents and Investments (Tables)
12 Months Ended
Dec. 31, 2021
Cash and Cash Equivalents [Abstract]  
Summary of Unrealized Gains and Losses and Estimated Fair Value of Cash Equivalents and Investments
The following table summarizes the Company’s unrealized gains and losses and estimated fair value of cash equivalents and investments in
available-for-sale
securities recorded in the consolidated balance sheets (in thousands):
 
   
AS OF DECEMBER 31, 2021
   
AS OF DECEMBER 31, 2020
 
   
Amortized

Cost
   
Gross
Unrealized

Gains
   
Gross
Unrealized

Losses
   
Estimated

Fair Value
   
Amortized
Cost
   
Gross
Unrealized
Gains
   
Gross
Unrealized
Losses
   
Estimated
Fair Value
 
Money market funds
  $ 123,690     $ —       $ —       $ 123,690     $ 36,120     $ —       $ —       $ 36,120  
Commercial paper
  $ 203,628     $ —       $ (21   $ 203,607     $ —       $ —       $ —       $ —    
Corporate notes and bonds
    80,060       2       (109     79,953       —         —         —         —    
Municipal bonds
    2,000       —         —         2,000       —         —         —         —    
US government and agency
    193,347       1       (20     193,328       —         —         —         —    
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
 
Total cash equivalents and investments
 
$
602,725
 
 
$
3
 
 
$
(150
 
$
602,578
 
 
$
36,120
 
 
$
—  
 
 
$
—  
 
 
$
36,120
 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
 
Schedule of Cash and Cash Equivalent and Investment in Available for Sale Securities
The estimated fair value of the Company’s cash equivalents and investments in
available-for-sale
securities as of December 31, 2021, aggregated by investment category and classified by contractual maturity date, is as follows (in thousands):
 
    
1 Year or Less
    
1 Year or Greater
    
Total
 
Money market funds
   $ 123,690      $ —        $ 123,690  
Commercial paper
     203,607        —          203,607  
Corporate notes and bonds
     14,818        65,135        79,953  
Municipal bonds
     2,000        —          2,000  
US government and agency
     178,353        14,975        193,328  
    
 
 
    
 
 
    
 
 
 
Total
  
$
522,468
 
  
$
80,110
 
  
$
602,578
 
    
 
 
    
 
 
    
 
 
 
v3.22.1
Fair Value Measurement (Tables)
12 Months Ended
Dec. 31, 2021
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]  
Summary of fair value measurements on a recurring basis and the level of inputs
The Company’s financial assets and liabilities subject to fair value measurements on a recurring basis and the level of inputs used for such measurements were as follows (in thousands): 
 
    
Fair Value Measured as of
December 31, 2021:
 
    
Level 1
    
Level 2
    
Level 3
    
Total
 
Assets:
                                   
Cash equivalents:
                                   
Money market funds
(1)
   $ 123,690      $ —        $ —        $ 123,690  
Commercial paper
     —          125,335        —          125,335  
US government and agency
     —          150,000        —          150,000  
Total cash equivalents
     123,690        275,335                 399,025  
Short-term investments:
                                   
Commercial paper
     —          78,272        —          78,272  
Corporate notes and bonds
     —          14,818        —          14,818  
Municipal bonds
              2,000                 2,000  
US government and agency
     —          28,353        —          28,353  
Total short-term investments
     —          123,443        —          123,443  
Long-term investments
                                   
Corporate notes and bonds
     —          65,135        —          65,135  
US government and agency
     —          14,975        —          14,975  
Total long-term investments
     —          80,110        —          80,110  
Total Assets
   $ 123,690      $ 478,888        —        $ 602,578  
Liabilities:
                                   
Public warrants
   $ 33,962      $ —        $ —        $ 33,962  
 
    
Fair Value Measured as of
December 31, 2020:
 
    
Level 1
    
Level 2
    
Level 3
    
Total
 
Assets:
                                   
Cash and cash equivalents
(1)
   $ 36,120      $ —        $ —        $ 36,120  
    
 
 
    
 
 
    
 
 
    
 
 
 
 
(1)
Includes money market funds associated with the Company’s overnight investment sweep account.
Summary of fair value measurements inputs
The expected life of the warrants was assumed to be equivalent to their remaining contractual term. The dividend rate was based on the historical rate, which the Company anticipates remaining at zero.
The following table provides quantitative information regarding Level 3 fair value measurement inputs for the private placement warrants as of the date the private placement warrants were exercised.
 
    
December 3,
2021
 
Exercise price
   $ 11.50  
Stock price
   $ 18.78  
Volatility
     74.10
Term
     4.83  
Risk-free rate
     1.10
Dividend yield
     —  
Summary Of Fair Value of the Public and Private Placement Warrants A rollforward of the fair value of the private placement warrants is as follows (in thousands):
 
    
Private
placement
warrants
 
Fair value as of December 31, 2020
  
$
—  
 
Assumed as part of the Business Combination
     24,412  
Change in valuation inputs
     27,523  
Exercise of private placement warrants
     (51,935
    
 
 
 
Fair Value as of December 31, 2021
  
$
—  
 
    
 
 
 
 
v3.22.1
Property And Equipment, Net (Tables)
12 Months Ended
Dec. 31, 2021
Property, Plant and Equipment [Abstract]  
Summary Of Property And Equipment, Net
5. PROPERTY AND EQUIPMENT, NET
Property and equipment, net as of December 31, 2021 and 2020, are composed of the following (in thousands):
 
    
2021
    
2020
 
Computer equipment and acquired computer software
   $ 840      $ 364  
Machinery, equipment, furniture and fixtures
     5,497        2,974  
Leasehold improvements
     827        736  
Quantum computing systems
     15,151        9,617  
    
 
 
    
 
 
 
Gross property and equipment
  
 
22,315
 
  
 
13,691
 
Less: accumulated depreciation
     (3,445      (1,703
    
 
 
    
 
 
 
Net property and equipment
  
$
18,870
 
  
$
11,988
 
    
 
 
    
 
 
 
v3.22.1
Intangible Assets, Net (Tables)
12 Months Ended
Dec. 31, 2021
Intangible Assets, Net (Excluding Goodwill) [Abstract]  
Summary of Intangible Assets
Intangible assets as of December 31, 2021 and 2020 are composed of the following (in thousands):
 
    
December 31, 2021
 
    
Weighted
Average

Useful Life

(Years)
  
Gross

Carrying

Amount
    
Accumulated

Amortization
    
Net

Amount
 
Patents
   20    $ 3,555      $ (51    $ 3,504  
Trademark
   Indefinite      82        —          82  
Website and other
  
10-20
     51        (11      40  
Internally developed software
   3      3,297        (1,082      2,215  
         
 
 
    
 
 
    
 
 
 
Total
       
$
6,985
 
  
$
(1,144
  
$
5,841
 
         
 
 
    
 
 
    
 
 
 
 
    
December 31, 2020
 
    
Weighted
Average

Useful Life

(Years)
  
Gross

Carrying

Amount
    
Accumulated

Amortization
    
Net

Amount
 
Patents
   20    $ 1,307      $ (10    $ 1,297  
Trademark
   Indefinite      60        —          60  
Website and other
  
10-20
     51        (7      44  
Internally developed software
   3      1,608        (322      1,286  
         
 
 
    
 
 
    
 
 
 
Total
       
$
3,026
 
  
$
(339
  
$
2,687
 
         
 
 
    
 
 
    
 
 
 
Summary of the Projected Annual Amortization Expense for the Company's Intangible Assets
Total amortization expense for intangible assets for the years ended December 31, 2021 and 2020 was $0.8 million and $0.3 million, respectively. As of December 31, 2021, the projected annual amortization expense for the Company’s intangible assets is as follows (in thousands):
 
Year ending December 31,
        
2022
   $ 1,116  
2023
     885  
2024
     401  
2025
     62  
2026
     63  
Thereafter
     3,232  
    
 
 
 
Total
  
$
5,759
 
v3.22.1
Accrued Expenses (Tables)
12 Months Ended
Dec. 31, 2021
Accrued Liabilities, Current [Abstract]  
Schedule of Accrued Liabilities
Accrued expenses as of December 31, 2021 and 2020 are composed of the following (in thousands):
 
    
2021
    
2020
 
Accrued salaries and other payroll liabilities
   $ 1,025      $ 46  
Accrued accounting and tax liabilities
     700        115  
Accrued expenses - other
     922        447  
    
 
 
    
 
 
 
Total accrued expenses
  
$
2,647
 
  
$
608
 
v3.22.1
Convertible Redeemable Preferred Stock And Stockholders' Deficit (Tables)
12 Months Ended
Dec. 31, 2021
Convertible Redeemable Preferred Stock And Stockholders' Deficit [Abstract]  
Summary of Company's Common Stock Reserved for Future Issuance
The Company’s common stock reserved for future issuances after giving effect to the recapitalization are as follows:
 
    
As of December 31,
 
    
2021
    
2020
 
Stock options outstanding
     22,133,210        21,863,368  
Warrants to acquire common stock
     8,301,202        8,301,202  
Public warrants outstanding
     5,233,018        —    
Shares available for future grant
     31,589,000        7,294,016  
    
 
 
    
 
 
 
Total common stock reserved
     67,256,430        37,458,586  
    
 
 
    
 
 
 
v3.22.1
Stock Based Compensation (Tables)
12 Months Ended
Dec. 31, 2021
Share-based Payment Arrangement [Abstract]  
Summary of Share Based Payment Award Stock Options Valuation Assumptions
The assumptions used to estimate the fair value of stock options granted during the years ended December 31, 2021 and 2020 are as follows:
 
    
2021
   
2020
 
Risk-free interest rate
     0.96     0.9
Expected term (in years)
     6.26       6.46  
Expected volatility
     77.04     72.50
Dividend yield
     —       —  
Summary of the Stock Option Activity
A summary of the stock option activity is as follows:
 
    
Number of
Option
Shares
    
Weighted
Average
Exercise
Price
    
Weighted
Average
Remaining
Contractual
Term
    
Aggregate
Intrinsic
Value

(in millions)
 
Outstanding as of December 31, 2019
     13,933,956      $ 0.13        8.80      $ 5.00  
Granted
     9,875,293        0.61                    
Exercised
     (1,726,471      0.17                    
Cancelled/ Forfeited
     (219,410      0.13                    
Outstanding as of December 31, 2020
     21,863,368        0.34        8.67        44.80  
Granted
     6,492,540        2.39                    
Exercised
     (3,378,782      1.62                    
Cancelled/ Forfeited
     (2,843,916      1.19                    
Outstanding as of December 31, 2021
     22,133,210        0.64        7.84        377.58  
Exercisable as of December 31, 2021
     8,726,504      $ 0.29        7.27      $ 151.91  
Exercisable and expected to vest at December 31, 2021
     22,133,210      $ 0.64        7.84      $ 377.58  
Summary of the Unvested Restricted Shares Activity
A summary of the unvested restricted shares activity is as follows:
 
    
Number of
Unvested
Restricted
Shares
    
Weighted-
Average Grant
Date Fair Value
per Share
 
Unvested Balance as of December 31, 2019
     1,771,198        0.10  
Vested
     (1,771,198      0.10  
    
 
 
    
 
 
 
Unvested Balance as of December 31, 2020
     —        $ —    
    
 
 
    
 
 
 
Summary of Stock-based Compensation Expenses for Stock Options and Unvested Restricted Shares
Total stock based compensation expense for both stock option awards and unvested restricted shares is as follows (in thousands):
    
Years Ended December 31,
 
    
    2021    
    
    2020    
 
Cost of revenue
   $ 62      $ —    
Research and development
     2,841        716  
Sales and marketing
     67        —    
General and administrative
     4,778        508  
    
 
 
    
 
 
 
Stock-based compensation, net of amounts capitalized
     7,748        1,224  
Capitalized stock-based compensation—Intangibles and fixed assets
     275        110  
Capitalized stock-based compensation—Other current assets
     —          45  
    
 
 
    
 
 
 
Total stock-based compensation
   $ 8,023      $ 1,379  
    
 
 
    
 
 
 
v3.22.1
Income Taxes (Tables)
12 Months Ended
Dec. 31, 2021
Summary of reconciliation of the statutory federal income tax rate (benefit) and effective tax rate (benefit) A reconciliation of the U.S. statutory tax rate to our effective tax rate is presented below: 
 
 
  
Years Ended
December 31,
 
 
  
2021
 
 
2020
 
U.S
 federal statutory income tax rate
    
21.0
    21.0
State and local income taxes
    
1.2
    6.3
R&D tax credits
    
1.7
    7.2
Stock-based compensation
    
-0.6
    -0.7
Warrant expense
  
 
-12.5
 
 
—  
 
Change in tax rates
     -2.1     —    
Valuation allowance
    
-8.1
    -33.8
Other
    
-0.6
     
Effective tax rate
    
0.0
    0.0
Summary of net deferred tax assets Significant components of the Company’s deferred tax assets and liabilities were as follows (in thousands):
 
 
  
2021
 
  
2020
 
Deferred tax assets:
  
     
  
     
Accrued bonus
  
 
310
 
  
 
—  
 
Deferred revenue
  
 
281
 
  
 
—  
 
Non-qualified stock compensation
  
 
1,002
 
  
 
124
 
Accrued expenses
  
 
119
 
  
 
—  
 
Warrant expenses
  
 
138
 
     —    
Depreciation and amortization
     170        —    
Other
  
 
809
 
     8  
Lease liabilities
  
 
1,023
 
     1,176  
R&D credit carryforwards
  
 
3,781
 
     1,733  
Net operating loss carryforwards
  
 
14,148
 
     13,516  
 
  
 
 
 
  
 
 
 
Total deferred tax assets
  
 
21,781
 
  
 
16,557
 
Valuation allowance
  
 
(20,388
)      (11,747
 
  
 
 
 
  
 
 
 
Total deferred tax assets net of valuation allowance
  
 
1,393
 
  
 
4,810
 
 
 
 
 
 
 
 
 
 
Deferred tax liabilities:
  
              
Depreciation and amortization
  
 
 
     (173
Right of use assets
  
 
(979
     (1,135
Capitalized patents
  
 
—  
 
     (181
Internally developed software
  
 
 
     (354
Capitalized R&D 
costs
  
 
(414
     (2,967
 
  
 
 
 
  
 
 
 
Total deferred tax liabilities
  
 
(1,393
  
 
(4,810
 
  
 
 
 
  
 
 
 
Net deferred tax assets (liabilities)
  
 
—  
 
  
 
—  
 
    
 
 
    
 
 
 
v3.22.1
Leases (Tables)
12 Months Ended
Dec. 31, 2021
Lease, Cost [Abstract]  
Summary of Components of lease cost
The components of lease cost were as follows (in thousands):
 
    
2021
    
2020
 
Operating lease cost
(1)
                 
Fixed lease cost
   $ 763      $ 278  
Short-term cost
     13        35  
    
 
 
    
 
 
 
Total operating lease cost
   $ 776      $ 313  
    
 
 
    
 
 
 
Summary of lease costs are reflected in the Statements of Operations and Comprehensive Loss The lease costs are reflected in the consolidated statements of operations as follows (in thousands):
     Years Ended
December 31,
 
         2021              2020      
Cost of revenue
  
$
45     
$
—    
Research and development
     613        263  
Sales and marketing
     8        —    
General and administrative
     110        50  
Total
  
$
776     
$
313  
Summary of Supplemental cash flow and other information related to operating leases
Supplemental cash flow and other information related to operating leases was as follows (in thousands): 
 
 
  
Year Ended
December 31
 
 
  
2021
 
  
2020
 
Cash payments included in the measurement of operating lease liabilities
  
$
561     
$
178  
Operating lease right-of-use assets recognized in exchange for new operating lease obligations
     —          3,565  
Summary of maturities of operating lease liabilities As of December 31, 2021, maturities of operating lease liabilities are as follows (in thousands):
    
Amount
 
Year Ending December 31,
        
2022
  
$
644  
2023
     671  
2024
     750  
2025
     772  
2026
     796  
Thereafter
     3,351  
    
 
 
 
Total lease payments
     6,984  
Less: imputed interest
     (2,773
    
 
 
 
Present value of operating lease liabilities
  
$
4,211  
    
 
 
 
v3.22.1
Related Party Transactions (Tables)
12 Months Ended
Dec. 31, 2021
Related Party Transactions [Abstract]  
Schedule of Related Party Transactions
The Company’s results from transactions with UMD and Duke, as reflected in the Consolidated Statements of Operations are detailed below (in thousands):
 
    
Year Ended December 31,
 
    
    2021    
    
    2020    
 
Revenue
     1,179        —    
Cost of Revenue
     35        —    
Research and Development
     1,949        247  
Sales and Marketing
     8        —    
General and administrative
     218        35  
The Company has the following balances related to transactions with UMD and Duke, as reflected in the Consolidated Balance Sheets:
 
    
Year Ended December 31,
 
    
    2021    
    
    2020    
 
Assets
                 
Prepaid expenses and other current assets
     612        1,013  
Operating lease
right-of-use
asset
     4,032        4,296  
Other noncurrent assets
     1,845        2,365  
Liabilities
                 
Accounts payable
     54        5  
Current operating lease liabilities
     568        495  
Unearned revenue
     2,821        —    
Non-current
operating lease liabilities
     3,643        3,776  
v3.22.1
Description of Organization and Business Operations - Additional Information (Detail)
$ / shares in Units, $ in Thousands
12 Months Ended
Dec. 31, 2021
USD ($)
segment
$ / shares
shares
Dec. 31, 2020
USD ($)
$ / shares
Organization Business And Basis Of Presentation [Line Items]    
Common stock, par value | $ / shares $ 0.0001 $ 0.0001
Number of operating segment | segment 1  
Offering costs associated with warrants $ 4,259 $ 0
Sponsor Support Agreement [Member]    
Organization Business And Basis Of Presentation [Line Items]    
Vesting provisions of shares These provisions provide that (i) one-third of the Vesting Shares shall vest at such time as (x) the closing price of common stock equals or exceeds $12.50 for any 20 trading days during any period of 30 consecutive trading days or (y) IonQ consummates a subsequent transaction (as defined) on or before the date that is five years after the consummation of the Business Combination, (ii) one-third of the Vesting Shares shall vest at such time as (x) the closing price of common stock equals or exceeds $15.00 for any 20 trading days during any period of 30 consecutive trading days or (y) IonQ consummates a subsequent transaction (as defined), on or before the date that is five years after the consummation of the Business Combination and (iii) one-third of the Vesting Shares shall vest at such time as (x) the closing price of common stock equals or exceeds $17.50 for any 20 trading days during any period of 30 consecutive trading days or (y) IonQ consummates a subsequent transaction (as defined), on or before the date that is five years after the consummation of the Business Combination.  
Ionqdmy Technology Group Inc [Member]    
Organization Business And Basis Of Presentation [Line Items]    
Offering costs associated with warrants $ 4,300  
DMY TECHNOLOGY GROUP, INC. III [Member]    
Organization Business And Basis Of Presentation [Line Items]    
Business Combination, gross proceeds $ 636,000  
Business Acquisition, Share Price | $ / shares $ 10.00  
Business Acquisition, Transaction Costs $ 52,000  
Common Class B [Member] | Sponsor Support Agreement [Member] | Vesting Shares [Member]    
Organization Business And Basis Of Presentation [Line Items]    
Percentage of conversion of stock at the consummation of the business combination 10.00%  
Number of shares converted into shares of common stock at the consummation of Business combination | shares 750,000  
Pipe Shares [Member] | DMY TECHNOLOGY GROUP, INC. III [Member]    
Organization Business And Basis Of Presentation [Line Items]    
Initial Public Offering, private placement gross proceeds $ 345,000  
v3.22.1
Summary of Significant Accounting Policies - Summary of Loans and Financing Receivable (Detail) - USD ($)
$ in Thousands
Dec. 31, 2021
Dec. 31, 2020
Accounts, Notes, Loans and Financing Receivable [Line Items]    
Accounts receivable $ 707 $ 390
Billed Accounts Receivable [Member]    
Accounts, Notes, Loans and Financing Receivable [Line Items]    
Accounts receivable 261 390
Unbilled Accounts Receivable [Member]    
Accounts, Notes, Loans and Financing Receivable [Line Items]    
Accounts receivable $ 446 $ 0
v3.22.1
Summary of Significant Accounting Policies - Summary of Property Plant And Equipment Useful Life (Detail)
12 Months Ended
Dec. 31, 2021
Computer equipment and acquired computer software [Member] | Minimum [Member]  
Property, Plant and Equipment [Line Items]  
Property, Plant and Equipment, Useful Life 3 years
Computer equipment and acquired computer software [Member] | Maximum [Member]  
Property, Plant and Equipment [Line Items]  
Property, Plant and Equipment, Useful Life 5 years
Machinery, equipment, furniture and fixtures [Member] | Minimum [Member]  
Property, Plant and Equipment [Line Items]  
Property, Plant and Equipment, Useful Life 5 years
Machinery, equipment, furniture and fixtures [Member] | Maximum [Member]  
Property, Plant and Equipment [Line Items]  
Property, Plant and Equipment, Useful Life 7 years
Quantum computing systems [Member]  
Property, Plant and Equipment [Line Items]  
Property, Plant and Equipment, Useful Life 2 years
Leasehold improvements [Member]  
Property, Plant and Equipment [Line Items]  
Property, Plant and Equipment, Estimated Useful Lives Shorter of the lease term or the estimated useful life of the related asset
v3.22.1
Summary of Significant Accounting Policies - Schedule of Earnings Per Share, Basic and Diluted (Detail) - USD ($)
$ / shares in Units, $ in Thousands
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Numerator:    
Net loss attributable to common stockholders $ (106,186) $ (15,424)
Denominator:    
Weighted average shares used in computing net loss per share attributable to common stockholders—basic and diluted 137,609,620 115,045,097
Net loss per share attributable to common stockholders—basic and diluted $ (0.77) $ (0.13)
v3.22.1
Summary of Significant Accounting Policies - Summary of Antidilutive Securities Excluded from Computation of Earnings Per Share (Detail) - shares
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]    
Antidilutive securities excluded from computation of earnings per share, amount 36,403,706 17,888,325
Common stock options outstanding    
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]    
Antidilutive securities excluded from computation of earnings per share, amount 24,206,373 9,033,927
Warrants to purchase common stock    
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]    
Antidilutive securities excluded from computation of earnings per share, amount 8,301,202 8,301,202
Unvested common stock    
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]    
Antidilutive securities excluded from computation of earnings per share, amount 1,407,500 553,196
Public and private warrants    
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]    
Antidilutive securities excluded from computation of earnings per share, amount 2,359,179 0
Unvested founders' shares    
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]    
Antidilutive securities excluded from computation of earnings per share, amount 129,452 0
v3.22.1
Summary of Significant Accounting Policies - Additional Information (Detail) - USD ($)
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Dec. 31, 2022
Significant Accounting Policies [Line Items]      
Amortization of intangible assets $ 800 $ 300  
Intangible asset capitalized during period $ 1,700,000 1,200,000  
Finite lived intangible asset, useful life 20 years    
Allowance for doubtful accounts $ 0 0  
Impairment of Long-Lived Assets to be Disposed of 0 0  
Advertising Expense 1,100,000 400,000  
ASC 606 [Member]      
Significant Accounting Policies [Line Items]      
Revenue, remaining performance obligation, amount 22,100,000   $ 7,200,000
Minimum [Member]      
Significant Accounting Policies [Line Items]      
Market value of the Company's common stock 700,000,000.0    
Revenues $ 1,070,000,000.00    
Revenue Benchmark [Member] | Revenue from Rights Concentration Risk [Member] | Minimum [Member]      
Significant Accounting Policies [Line Items]      
Concentration risk, percentage 10.00%    
Software and Software Development Costs [Member]      
Significant Accounting Policies [Line Items]      
Finite lived intangible asset, useful life 3 years    
Internally Developed Software [Member]      
Significant Accounting Policies [Line Items]      
Amortization of intangible assets $ 800,000 $ 300,000  
Non Convertible Debt Securities [Member] | Maximum [Member]      
Significant Accounting Policies [Line Items]      
Proceeds from Issuance of Debt $ 1,000,000,000.0    
v3.22.1
Cash Equivalents and Investments - Summary of Unrealized Gains and Losses and Estimated Fair Value of Cash Equivalents and Investments (Detail) - USD ($)
$ in Thousands
Dec. 31, 2021
Dec. 31, 2020
Amortized Cost $ 602,725 $ 36,120
Gross Unrealized Gains 3  
Gross Unrealized Losses (150)  
Estimated Fair Value 602,578 36,120
Money market funds    
Amortized Cost 123,690 36,120
Estimated Fair Value 123,690 $ 36,120
Commercial paper    
Amortized Cost 203,628  
Gross Unrealized Losses (21)  
Estimated Fair Value 203,607  
Corporate notes and bonds    
Amortized Cost 80,060  
Gross Unrealized Gains 2  
Gross Unrealized Losses (109)  
Estimated Fair Value 79,953  
Municipal bonds    
Amortized Cost 2,000  
Estimated Fair Value 2,000  
US government and agency    
Amortized Cost 193,347  
Gross Unrealized Gains 1  
Gross Unrealized Losses (20)  
Estimated Fair Value $ 193,328  
v3.22.1
Cash Equivalents and Investments - Schedule of Cash and Cash Equivalent and Investment in Available for Sale Securities (Detail)
$ in Thousands
Dec. 31, 2021
USD ($)
Cash and Cash Equivalents [Line Items]  
1 Year or Less $ 522,468
1 Year or Greater 80,110
Total 602,578
Money market funds  
Cash and Cash Equivalents [Line Items]  
1 Year or Less 123,690
Total 123,690
Commercial paper  
Cash and Cash Equivalents [Line Items]  
1 Year or Less 203,607
Total 203,607
Corporate notes and bonds  
Cash and Cash Equivalents [Line Items]  
1 Year or Less 14,818
1 Year or Greater 65,135
Total 79,953
Municipal bonds  
Cash and Cash Equivalents [Line Items]  
1 Year or Less 2,000
Total 2,000
US government and agency  
Cash and Cash Equivalents [Line Items]  
1 Year or Less 178,353
1 Year or Greater 14,975
Total $ 193,328
v3.22.1
Cash Equivalents and Investments - Addtional Information (Detail)
Dec. 31, 2021
USD ($)
Cash and Cash Equivalents [Abstract]  
Debt Securities, Available-for-sale, Continuous Unrealized Loss Position, 12 Months or Longer, Accumulated Loss $ 0
v3.22.1
Fair Value Measurement - Summary of fair value measurements on a recurring basis and the level of inputs (Detail) - Fair Value, Recurring [Member] - USD ($)
$ in Thousands
Dec. 31, 2021
Dec. 31, 2020
[1]
Financial Instruments, Financial Assets, Balance Sheet Groupings [Abstract]    
Cash and Cash Equivalents $ 399,025 $ 36,120
Assets 602,578  
Financial Instruments, Financial Liabilities, Balance Sheet Groupings [Abstract]    
Public warrants 33,962  
Money market funds    
Financial Instruments, Financial Assets, Balance Sheet Groupings [Abstract]    
Cash and Cash Equivalents 123,690  
Commercial paper    
Financial Instruments, Financial Assets, Balance Sheet Groupings [Abstract]    
Cash and Cash Equivalents 125,335  
US government and agency    
Financial Instruments, Financial Assets, Balance Sheet Groupings [Abstract]    
Cash and Cash Equivalents 150,000  
Short-term Investments [Member]    
Financial Instruments, Financial Assets, Balance Sheet Groupings [Abstract]    
Investments 123,443  
Short-term Investments [Member] | Commercial paper    
Financial Instruments, Financial Assets, Balance Sheet Groupings [Abstract]    
Investments 78,272  
Short-term Investments [Member] | Corporate notes and bonds    
Financial Instruments, Financial Assets, Balance Sheet Groupings [Abstract]    
Investments 14,818  
Short-term Investments [Member] | Municipal bonds    
Financial Instruments, Financial Assets, Balance Sheet Groupings [Abstract]    
Investments 2,000  
Short-term Investments [Member] | US government and agency    
Financial Instruments, Financial Assets, Balance Sheet Groupings [Abstract]    
Investments 28,353  
Long-term Investments [Member]    
Financial Instruments, Financial Assets, Balance Sheet Groupings [Abstract]    
Investments 80,110  
Long-term Investments [Member] | Corporate notes and bonds    
Financial Instruments, Financial Assets, Balance Sheet Groupings [Abstract]    
Investments 65,135  
Long-term Investments [Member] | US government and agency    
Financial Instruments, Financial Assets, Balance Sheet Groupings [Abstract]    
Investments 14,975  
Quoted Prices in Active Markets (Level 1) [Member]    
Financial Instruments, Financial Assets, Balance Sheet Groupings [Abstract]    
Cash and Cash Equivalents 123,690 $ 36,120
Assets 123,690  
Financial Instruments, Financial Liabilities, Balance Sheet Groupings [Abstract]    
Public warrants 33,962  
Quoted Prices in Active Markets (Level 1) [Member] | Money market funds    
Financial Instruments, Financial Assets, Balance Sheet Groupings [Abstract]    
Cash and Cash Equivalents 123,690  
Significant Other Observable Inputs (Level 2) [Member]    
Financial Instruments, Financial Assets, Balance Sheet Groupings [Abstract]    
Cash and Cash Equivalents 275,335  
Assets 478,888  
Significant Other Observable Inputs (Level 2) [Member] | Commercial paper    
Financial Instruments, Financial Assets, Balance Sheet Groupings [Abstract]    
Cash and Cash Equivalents 125,335  
Significant Other Observable Inputs (Level 2) [Member] | US government and agency    
Financial Instruments, Financial Assets, Balance Sheet Groupings [Abstract]    
Cash and Cash Equivalents 150,000  
Significant Other Observable Inputs (Level 2) [Member] | Short-term Investments [Member]    
Financial Instruments, Financial Assets, Balance Sheet Groupings [Abstract]    
Investments 123,443  
Significant Other Observable Inputs (Level 2) [Member] | Short-term Investments [Member] | Commercial paper    
Financial Instruments, Financial Assets, Balance Sheet Groupings [Abstract]    
Investments 78,272  
Significant Other Observable Inputs (Level 2) [Member] | Short-term Investments [Member] | Corporate notes and bonds    
Financial Instruments, Financial Assets, Balance Sheet Groupings [Abstract]    
Investments 14,818  
Significant Other Observable Inputs (Level 2) [Member] | Short-term Investments [Member] | Municipal bonds    
Financial Instruments, Financial Assets, Balance Sheet Groupings [Abstract]    
Investments 2,000  
Significant Other Observable Inputs (Level 2) [Member] | Short-term Investments [Member] | US government and agency    
Financial Instruments, Financial Assets, Balance Sheet Groupings [Abstract]    
Investments 28,353  
Significant Other Observable Inputs (Level 2) [Member] | Long-term Investments [Member]    
Financial Instruments, Financial Assets, Balance Sheet Groupings [Abstract]    
Investments 80,110  
Significant Other Observable Inputs (Level 2) [Member] | Long-term Investments [Member] | Corporate notes and bonds    
Financial Instruments, Financial Assets, Balance Sheet Groupings [Abstract]    
Investments 65,135  
Significant Other Observable Inputs (Level 2) [Member] | Long-term Investments [Member] | US government and agency    
Financial Instruments, Financial Assets, Balance Sheet Groupings [Abstract]    
Investments $ 14,975  
[1] Includes money market funds associated with the Company’s overnight investment sweep account.
v3.22.1
Fair Value Measurement - Summary of fair value measurements inputs (Detail) - Fair Value, Inputs, Level 3 [Member]
Dec. 03, 2021
d
Exercise price  
Fair Value Measurement Inputs and Valuation Techniques [Line Items]  
Warrants and Rights Outstanding, Measurement Input 11.50
Stock price  
Fair Value Measurement Inputs and Valuation Techniques [Line Items]  
Warrants and Rights Outstanding, Measurement Input 18.78
Volatility  
Fair Value Measurement Inputs and Valuation Techniques [Line Items]  
Warrants and Rights Outstanding, Measurement Input 74.10
Term  
Fair Value Measurement Inputs and Valuation Techniques [Line Items]  
Warrants and Rights Outstanding, Measurement Input 4.83
Risk-free rate  
Fair Value Measurement Inputs and Valuation Techniques [Line Items]  
Warrants and Rights Outstanding, Measurement Input 1.10
Dividend yield  
Fair Value Measurement Inputs and Valuation Techniques [Line Items]  
Warrants and Rights Outstanding, Measurement Input
v3.22.1
Fair Value Measurement-Summary Of Fair Value of the Public and Private Placement Warrants (Detail) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Change in valuation inputs $ 63,332 $ 0
Fair Value, Inputs, Level 3 [Member]    
Fair value as of December 31, 2020  
Assumed as part of the Business Combination 24,412  
Change in valuation inputs 27,523  
Exercise of private placement warrants (51,935)  
Fair Value as of December 31, 2021
v3.22.1
Fair Value Measurement - Additional Information (Detail)
Dec. 31, 2021
$ / shares
Schedule Of Changes In The Fair Value Of Warrant Liabilities [Line Items]  
Class of warrants, exercise price per share $ 1.38
Public Warrants [Member]  
Schedule Of Changes In The Fair Value Of Warrant Liabilities [Line Items]  
Class of warrants, exercise price per share $ 6.49
v3.22.1
Property And Equipment, Net - Summary Of Property And Equipment (Details) - USD ($)
$ in Thousands
Dec. 31, 2021
Dec. 31, 2020
Property, Plant and Equipment [Line Items]    
Property, Plant and Equipment, Gross $ 22,315 $ 13,691
Less: accumulated depreciation (3,445) (1,703)
Net Property and Equipment 18,870 11,988
Computer equipment and acquired computer software    
Property, Plant and Equipment [Line Items]    
Property, Plant and Equipment, Gross 840 364
Machinery, equipment, furniture, and fixtures    
Property, Plant and Equipment [Line Items]    
Property, Plant and Equipment, Gross 5,497 2,974
Leasehold improvements [Member]    
Property, Plant and Equipment [Line Items]    
Property, Plant and Equipment, Gross 827 736
Quantum computing systems [Member]    
Property, Plant and Equipment [Line Items]    
Property, Plant and Equipment, Gross $ 15,151 $ 9,617
v3.22.1
Property And Equipment, Net - Additional Information (Details) - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Property, Plant and Equipment [Abstract]    
Depreciation $ 1.7 $ 1.1
v3.22.1
Intangible Assets, Net - Summary of Intangible Assets (Detail) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Disclosure Of Intangible Assets Finite And Indefinite Lived [Line Items]    
Weighted Average Useful Life (Years) 20 years  
Finite-Lived Intangible Assets, Gross Carrying Amount $ 6,985 $ 3,026
Finite-Lived Intangible Assets, Accumulated Amortization (1,144) (339)
Finite-Lived Intangible Assets, Net Amount 5,759  
Intangible assets, Net Amount $ 5,841 $ 2,687
Patents [Member]    
Disclosure Of Intangible Assets Finite And Indefinite Lived [Line Items]    
Weighted Average Useful Life (Years) 20 years 20 years
Finite-Lived Intangible Assets, Gross Carrying Amount $ 3,555 $ 1,307
Finite-Lived Intangible Assets, Accumulated Amortization (51) (10)
Finite-Lived Intangible Assets, Net Amount $ 3,504 $ 1,297
Software Development [Member]    
Disclosure Of Intangible Assets Finite And Indefinite Lived [Line Items]    
Weighted Average Useful Life (Years) 3 years 3 years
Finite-Lived Intangible Assets, Gross Carrying Amount $ 3,297 $ 1,608
Finite-Lived Intangible Assets, Accumulated Amortization (1,082) (322)
Finite-Lived Intangible Assets, Net Amount 2,215 1,286
Website and Other [Member]    
Disclosure Of Intangible Assets Finite And Indefinite Lived [Line Items]    
Finite-Lived Intangible Assets, Gross Carrying Amount 51 51
Finite-Lived Intangible Assets, Accumulated Amortization (11) (7)
Finite-Lived Intangible Assets, Net Amount $ 40 $ 44
Website and Other [Member] | Minimum [Member]    
Disclosure Of Intangible Assets Finite And Indefinite Lived [Line Items]    
Weighted Average Useful Life (Years) 10 years 10 years
Website and Other [Member] | Maximum [Member]    
Disclosure Of Intangible Assets Finite And Indefinite Lived [Line Items]    
Weighted Average Useful Life (Years) 20 years 20 years
Trade Names [Member]    
Disclosure Of Intangible Assets Finite And Indefinite Lived [Line Items]    
Intangible Assets, Gross Carrying Amount $ 82 $ 60
Indefinite-lived Intangible Assets $ 82 $ 60
v3.22.1
Intangible Assets, Net - Additional Information (Detail) - USD ($)
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Intangible Assets, Net (Excluding Goodwill) [Abstract]    
Finite lived intangible assets amortization expense $ 800 $ 300
v3.22.1
Intangible Assets, Net - Summary of the Projected Annual Amortization Expense for the Company's Intangible Assets (Detail)
$ in Thousands
Dec. 31, 2021
USD ($)
Intangible Assets, Net (Excluding Goodwill) [Abstract]  
2022 $ 1,116
2023 885
2024 401
2025 62
2026 63
Thereafter 3,232
Total $ 5,759
v3.22.1
Agreements With UMD And DUKE - Additional information (Detail) - USD ($)
$ in Thousands
12 Months Ended
Feb. 01, 2021
Dec. 31, 2021
Dec. 31, 2020
Dec. 31, 2016
Agreement Disclosure [Line Items]        
Common stock, capital shares reserved for future issuance   67,256,430 37,458,586  
Research and development expense   $ 20,228 $ 10,157  
Percentage of common stock holding   0.50%    
Common stock, shares issued   195,630,975 118,146,795  
Option Agreement [Member]        
Agreement Disclosure [Line Items]        
Agreement, option to extend   extend another year    
Option Agreement [Member] | University Of Maryland [Member]        
Agreement Disclosure [Line Items]        
Agreement term   5 years    
Common stock, capital shares reserved for future issuance   642,995    
Option Agreement [Member] | Duke [Member]        
Agreement Disclosure [Line Items]        
Research and development expense   $ 500 $ 19  
Common stock, shares issued   2,900,000    
Option Agreement [Member] | University Of Maryland And Duke [Member] | Patents [Member] | Initial Patents Received [Member]        
Agreement Disclosure [Line Items]        
Stock issued during the period purchase of assets       142,886
Amended License Agreement [Member] | University Of Maryland [Member]        
Agreement Disclosure [Line Items]        
Option agreement indexed to equity, shares available for issuance, fair value $ 1,600      
Amended License Agreement [Member] | University Of Maryland [Member] | Common Stock [Member]        
Agreement Disclosure [Line Items]        
Stock issued during the period purchase of assets 257,198      
Amended Option Agreement [Member] | University Of Maryland [Member]        
Agreement Disclosure [Line Items]        
Research and development expense   $ 800 $ 0  
Option agreement indexed to equity, shares available for issuance, fair value $ 800      
Amended Option Agreement [Member] | University Of Maryland [Member] | Common Stock [Member]        
Agreement Disclosure [Line Items]        
Option agreement, remaining number of shares available for issuance 128,599      
Amended Option Agreement [Member] | Duke [Member] | Common Stock [Member]        
Agreement Disclosure [Line Items]        
Option agreement, remaining number of shares available for issuance     1,214,317  
v3.22.1
Accrued Expenses - Schedule of Accrued Liabilities (Detail) - USD ($)
$ in Thousands
Dec. 31, 2021
Dec. 31, 2020
Accrued Liabilities, Current [Abstract]    
Accrued salaries and other payroll liabilities $ 1,025 $ 46
Accrued accounting and tax liabilities 700 115
Accrued expenses- other 922 447
Total accrued expenses $ 2,647 $ 608
v3.22.1
Convertible Redeemable Preferred Stock And Stockholders' Deficit - Additional Information (Detail) - $ / shares
1 Months Ended 3 Months Ended 12 Months Ended
Sep. 30, 2015
Dec. 31, 2015
Dec. 31, 2021
Dec. 03, 2021
Dec. 31, 2020
Convertible Redeemable Preferred Stock And Stockholders Equity [Line Items]          
Common stock, shares authorized     1,000,000,000   160,318,719
Common stock, par or stated value per share     $ 0.0001   $ 0.0001
Preferred stock, shares authorized     20,000,000    
Common stock, voting rights     one vote per share    
Preferred Stock, Shares Issued     0    
Amended And Restated Certificate Of Incorporation [Member]          
Convertible Redeemable Preferred Stock And Stockholders Equity [Line Items]          
Common stock, shares authorized     1,000,000,000    
Common stock, par or stated value per share     $ 0.0001    
Preferred stock, shares authorized     20,000,000    
Preferred stock, par or stated value per share     $ 0.0001    
Preferred Stock, Shares Issued       0 0
Founder [Member]          
Convertible Redeemable Preferred Stock And Stockholders Equity [Line Items]          
Shares issued price per share $ 0.0006        
Stock issued during period shares new issues 16,200,000        
Common stock shares subject to repurchase   12,100,000      
Number of days after which the repurchase period shall commence   120 days      
Percentage of shares subject to restriction per month   2.08%      
v3.22.1
Convertible Redeemable Preferred Stock And Stockholders' Deficit - Summary of Company's Common Stock Reserved for Future Issuance (Detail) - shares
Dec. 31, 2021
Dec. 31, 2020
Class of Stock [Line Items]    
Common shares reserved for future issuance 67,256,430 37,458,586
Stock Options Outstanding [Member]    
Class of Stock [Line Items]    
Common shares reserved for future issuance 22,133,210 21,863,368
Shares Available for Future Grant [Member]    
Class of Stock [Line Items]    
Common shares reserved for future issuance 31,589,000 7,294,016
Warrants to acquire common stock    
Class of Stock [Line Items]    
Common shares reserved for future issuance 8,301,202 8,301,202
Public warrants outstanding    
Class of Stock [Line Items]    
Common shares reserved for future issuance 5,233,018 0
v3.22.1
Warrant Transaction Agreement - Additional Information (Detail) - USD ($)
$ / shares in Units, $ in Thousands
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Dec. 01, 2020
Aug. 31, 2020
Warrant Transaction Agreement [Abstract]        
Class of warrant or right, number of securities called by warrants or rights 8,301,202      
Warrant amortization $ 500 $ 40    
Percent of warrant shares will vest and be immediately exercisable       6.50%
Class of warrant or right, exercise price of warrants or rights $ 1.38      
Fair value of the warrant shares $ 8,700      
Fair value of warrants vested     $ 600  
v3.22.1
Warrant Liabilities - Additional Information (Detail) - $ / shares
6 Months Ended 9 Months Ended 12 Months Ended
Jun. 30, 2021
Sep. 30, 2021
Dec. 31, 2021
Aug. 18, 2021
Aug. 18, 2020
Redemption price of warrants per unit         $ 0.10
Warrant issue price   $ 11.50      
dMY TECHNOLOGY GROUP, INC. III [Member]          
Public Warrants will become exercisable on the later of (a) 30 days after the completion of a Business Combination or (b) 12 months from the closing of the Initial Public Offering of dMY        
Warrant exercise price, description at a price of $0.01 per warrant        
Public Warrants [Member]          
Number of warrants or rights outstanding   7,500,000 5,233,018    
Public warrants expire date   upon a minimum of 30 days’ prior written notice of redemption      
Share price         10.00
Public Warrants [Member] | dMY TECHNOLOGY GROUP, INC. III [Member]          
Number of warrants or rights outstanding   11,500,000      
Private Placement Warrants [Member]          
Number of warrants or rights outstanding     0    
Threshold period for warrants will not be transferable, assignable or salable after the completion of a business combination   30 days      
Class of warrant exercised on cashless basis     4.0    
Net issuance on warrant     2.2    
Private Placement Warrants [Member] | dMY TECHNOLOGY GROUP, INC. III [Member]          
Number of warrants or rights outstanding   4,000,000      
Common Class A [Member] | Redemption Price One [Member] | dMY TECHNOLOGY GROUP, INC. III [Member]          
Redemption price of warrants per unit         $ 0.01
Number of trading days 30 days        
Common Class A [Member] | Redemption Price Two [Member] | dMY TECHNOLOGY GROUP, INC. III [Member]          
Redemption price of warrants per unit     $ 20    
Number of consecutive trading days for which the stock price is to be maintained 20 days        
Number of trading days 30 days        
Common Class A [Member] | Minimum [Member] | Redemption Price One [Member] | dMY TECHNOLOGY GROUP, INC. III [Member]          
Share price       $ 18.00  
Common Class A [Member] | Public Warrants [Member] | Redemption Price Two [Member]          
Share price     10.00    
Common Class A [Member] | Private Placement Warrants [Member] | Redemption Price Two [Member]          
Share price     $ 18.00    
v3.22.1
Stock Based Compensation - Summary Of Share Based Payment Award Stock Options Valuation Assumptions (Detail)
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Share-based Payment Arrangement [Abstract]    
Risk- Free Interest Rate 0.96% 0.90%
Expected Term (in years) 6 years 3 months 3 days 6 years 5 months 15 days
Expected Volatility 77.04% 72.50%
Dividend Yield 0.00% 0.00%
v3.22.1
Stock Based Compensation - Summary of the Stock Option Activity (Detail) - USD ($)
$ / shares in Units, $ in Thousands
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Dec. 31, 2019
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Number of Option Shares, Beginning Balance 21,863,368 13,933,956  
Number of Option Shares, Granted 6,492,540 9,875,293  
Number of Option Shares, Exercised (3,378,782) (1,726,471)  
Number of Option Shares, Cancelled/ Forfeited (2,843,916) (219,410)  
Number of Option Shares, Ending Balance 22,133,210 21,863,368 13,933,956
Number of Option Shares, Exercisable 8,726,504    
Number of Option Shares, Exercisable and expected to vest 22,133,210    
Weighted Average Exercise Price, Beginning Balance $ 0.34 $ 0.13  
Weighted Average Exercise Price, Granted 2.39 0.61  
Weighted Average Exercise Price, Exercised 1.62 0.17  
Weighted Average Exercise Price, Cancelled/ Forfeited 1.19 0.13  
Weighted Average Exercise Price, Ending Balance 0.64 $ 0.34 $ 0.13
Weighted Average Exercise Price, Exercisable 0.29    
Weighted Average Exercise Price, Exercisable and expected to vest $ 0.64    
Weighted-average Remaining Contractual Term, Outstanding 7 years 10 months 2 days 8 years 8 months 1 day 8 years 9 months 18 days
Weighted-average Remaining Contractual Term, Exercisable 7 years 3 months 7 days    
Weighted-average Remaining Contractual Term, Exercisable and expected to vest 7 years 10 months 2 days    
Aggregate Intrinsic Value, Outstanding $ 377,580 $ 44,800 $ 5,000
Aggregate Intrinsic Value, Exercisable 151,910    
Aggregate Intrinsic Value, Exercisable and expected to vest $ 377,580    
v3.22.1
Stock Based Compensation - Additional Information (Detail) - USD ($)
$ / shares in Units, $ in Thousands
1 Months Ended 12 Months Ended
Dec. 31, 2021
Aug. 31, 2021
Aug. 31, 2021
Dec. 31, 2021
Dec. 31, 2020
Dec. 31, 2019
Jul. 25, 2016
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]              
Common shares reserved for future issuance 67,256,430     67,256,430 37,458,586    
Weighted-average remaining contractual term outstanding       7 years 10 months 2 days 8 years 8 months 1 day 8 years 9 months 18 days  
Intrinsic value of options exercised       $ 54,400 $ 3,800    
Weighted-average grant date fair value per share for the stock options granted       $ 5.83 $ 0.76    
Aggregate grant-date fair value of options vested       $ 7,400 $ 1,000    
Unrecognised share based compensation expense, stock options awards $ 30,400     $ 30,400      
Unrecognised share based compensation expense, stock options awards, period       2 years      
Stock subject to repurchase related to stock options early exercised and unvested 1,420,662     1,420,662 0    
Stock repurchase program, remaining authorized repurchase amount $ 3,100     $ 3,100      
Stock Repurchased and Retired During Period, Shares       400,000      
Stock Repurchased and Retired During Period, Value       $ 1,000      
Restricted Stock [Member]              
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]              
Unrecognised share based compensation expense, stock options awards $ 0     $ 0      
Restricted shares, fair value             $ 1,200
Aggregate grant-date fair value of restricted shares vested         $ 170    
2015 Equity Incentive Plan [Member]              
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]              
Weighted-average remaining contractual term outstanding       10 years      
2021 Equity Incentive Plan [Member]              
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]              
Number of shares per employees under share based compensation     26,235,000        
Share based compensation arrangement by share based payment award cumulative annual increase percentage       5.00%      
Number of Shares Available for Grant 0     0      
Employee Stock Purchase Plan [Member]              
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]              
Common shares reserved for future issuance   5,354,000 5,354,000        
Share Based Compensation Arrangement, Cumulative Annual Increase Percentage Of fully Diluted Shares Of Common stock outstanding   1.00% 1.00%        
Share Based Compensation Arrangement, Cumulative Annual Increase,Shares   10,708,000 10,708,000        
Percentage of discount to the lower of closing price on that day or the closing price on the first day of the offering period   15.00%          
Number of shares of common stock issued 0            
v3.22.1
Stock Based Compensation - Summary of the Unvested Restricted Shares Activity (Detail)
12 Months Ended
Dec. 31, 2020
$ / shares
shares
Share-based Payment Arrangement [Abstract]  
Number of Unvested Restricted Shares, Beginning Balance | shares 1,771,198
Number of Unvested Restricted Shares, Vested | shares (1,771,198)
Number of Unvested Restricted Shares, Ending Balance | shares 0
Weighted-Average Grant Date Fair Value per Share, Beginning Balance | $ / shares $ 0.10
Weighted-Average Grant Date Fair Value per Share, Vested | $ / shares 0.10
Weighted-Average Grant Date Fair Value per Share, Ending Balance | $ / shares $ 0
v3.22.1
Stock Based Compensation - Summary of Stock-based Compensation Expenses for Stock Options and Unvested Restricted Shares (Detail) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]    
Stock-based compensation expense $ 8,023 $ 1,379
Cost of revenue [Member]    
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]    
Stock-based compensation expense 62  
Research and Development Expense [Member]    
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]    
Stock-based compensation expense 2,841 716
Selling and marketing [Member]    
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]    
Stock-based compensation expense 67  
General and Administrative Expense [Member]    
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]    
Stock-based compensation expense 4,778 508
Stock-based Compensation, Net Of Amounts Capitalized [Member]    
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]    
Stock-based compensation expense 7,748 1,224
Capitalized Stock-based Compensation – Intangibles And Fixed Assets [Member]    
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]    
Stock-based compensation expense 275 110
Capitalized Stock-based Compensation—Other Current Assets [Member]    
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]    
Stock-based compensation expense $ 0 $ 45
v3.22.1
Income Taxes - Summary of net deferred tax assets (Detail) - USD ($)
$ in Thousands
Dec. 31, 2021
Dec. 31, 2020
Deferred tax assets:    
Accrued bonus $ 310 $ 0
Deferred revenue 281 0
Non-qualified stock compensation 1,002 124
Accrued expenses 119 0
Warrant expenses 138 0
Depreciation and amortization 170 0
Other 809 8
Lease liabilities 1,023 1,176
R&D credit carryforwards 3,781 1,733
Net operating loss carryforwards 14,148 13,516
Total deferred tax assets 21,781 16,557
Valuation allowance (20,388) (11,747)
Total deferred tax assets net of valuation allowance 1,393 4,810
Deferred tax liabilities:    
Depreciation and amortization 0 (173)
Right of use assets (979) (1,135)
Capitalized patents   (181)
Internally developed software 0 (354)
Capitalized R&D costs (414) (2,967)
Total deferred tax liabilities (1,393) (4,810)
Net deferred tax assets (liabilities) $ 0 $ 0
v3.22.1
Income Taxes - Summary of reconciliation of the statutory federal income tax rate (benefit) and effective tax rate (benefit) (Detail)
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
U.S. federal statutory income tax rate 21.00% 21.00%
State and local income taxes 1.20% 6.30%
R&D tax credits 1.70% 7.20%
Stock- based compensation (0.60%) (0.70%)
Warrant expense (12.50%) 0.00%
Change in tax rates (2.10%) 0.00%
Valuation allowance (8.10%) (33.80%)
Other (0.60%) 0.00%
Effective tax rate 0.00% 0.00%
v3.22.1
Income Taxes - Additional Information (Detail) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Dec. 31, 2017
Income Tax Disclosure [Line Items]      
Benefit for income taxes $ 0 $ 0  
Net operating loss carryforwards 14,100   $ 1,100
Tax credit carry forward $ 3,800    
Percentage of stock owned by shareholder 5.00%    
Percentage of increase of stock owned By shareholder 50.00%    
Testing Period In which Shareholding Increase By Shareholder Considered 3 years    
Valuation allowance deferred tax asset increase amount $ 8,600    
Years of statute of limitations by major tax Jurisdictions 3 years    
v3.22.1
Leases - Summary Of Components Of Lease Cost (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Lease, Cost [Abstract]    
Fixed lease cost $ 763 $ 278
Short-term lease cost 13 35
Total operating lease cost $ 776 $ 313
v3.22.1
Leases - Summary Of Lease Costs Are Reflected In The Statements Of Operations And Comprehensive Loss (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Disclosure Of Lease Costs Are Reflected In The Statements Of Operations And Comprehensive Loss [Line Items]    
Lease, Cost $ 776 $ 313
Cost of revenue    
Disclosure Of Lease Costs Are Reflected In The Statements Of Operations And Comprehensive Loss [Line Items]    
Lease, Cost 45  
Research and development    
Disclosure Of Lease Costs Are Reflected In The Statements Of Operations And Comprehensive Loss [Line Items]    
Lease, Cost 613 263
Sales and marketing    
Disclosure Of Lease Costs Are Reflected In The Statements Of Operations And Comprehensive Loss [Line Items]    
Lease, Cost 8  
General and administrative    
Disclosure Of Lease Costs Are Reflected In The Statements Of Operations And Comprehensive Loss [Line Items]    
Lease, Cost $ 110 $ 50
v3.22.1
Leases - Summary Of Supplemental Cash Flow And Other Information Related To Operating Leases (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Leases [Abstract]    
Cash payments included in the measurement of operating lease liabilities $ 561 $ 178
Operating lease right-of-use assets recognized in exchange for new operating lease obligations $ 0 $ 3,565
v3.22.1
Leases - Summary Of Maturities Of Operating Lease Liabilities (Details) - USD ($)
$ in Thousands
Dec. 31, 2021
Jan. 01, 2019
Lessee, Operating Lease, Liability, Payment, Due [Abstract]    
2022 $ 644  
2023 671  
2024 750  
2025 772  
2026 796  
Thereafter 3,351  
Total lease payments 6,984  
Less: imputed interest (2,773)  
Present value of operating lease liabilities $ 4,211 $ 2,800
v3.22.1
Leases - Additional Information (Details) - USD ($)
$ in Thousands
Dec. 31, 2021
Dec. 31, 2020
Dec. 01, 2020
Jan. 01, 2019
Leases [Abstract]        
Additional Operating lease Right of use asset     $ 600  
Additional Operating lease liability   $ 100    
Operating Lease, Right-of-Use Asset $ 4,032 $ 4,296   $ 2,800
Operating Lease, Liability $ 4,211     $ 2,800
weighted-average remaining lease term 10 years 9 years    
weighted-average discount rate 11.90% 11.90%    
v3.22.1
Employee Benefit Plans - Additional Information (Details) - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Retirement Benefits [Abstract]    
Defined Contribution Plan, Maximum Annual Contributions Per Employee, Percent 100.00%  
Defined Contribution Plan, Employer Discretionary Contribution Amount $ 0.5 $ 0.3
v3.22.1
Related Party Transactions - Schedule of Related Party Transactions (Detail) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Related Party Transaction [Line Items]    
Research and development expense $ 20,228 $ 10,157
Sales and Marketing 3,233 486
General and administrative 13,737 3,547
Assets    
Prepaid expenses and other current assets 612 1,013
Operating lease right-of-use assets 4,032 4,296
Other noncurrent assets 1,845 2,365
Liabilities    
Current operating lease liabilities 568 495
Unearned revenue 2,821 0
Non-current operating lease liabilities 3,643 3,776
UMD and Duke [Member]    
Related Party Transaction [Line Items]    
Revenue 1,179  
Cost of Revenue 35  
Research and development expense 1,949 247
Sales and Marketing 8  
General and administrative 218 35
Assets    
Prepaid expenses and other current assets 612 1,013
Operating lease right-of-use assets 4,032 4,296
Other noncurrent assets 1,845 2,365
Liabilities    
Accounts payable 54 5
Current operating lease liabilities 568 495
Unearned revenue 2,821  
Non-current operating lease liabilities $ 3,643 $ 3,776
v3.22.1
Related Party Transactions - Additional Information (Detail) - USD ($)
$ in Millions
1 Months Ended 12 Months Ended
Sep. 30, 2021
Dec. 31, 2021
Related Party Transaction [Line Items]    
Related party transaction, Term 3 days  
U M D [Member]    
Related Party Transaction [Line Items]    
Related Party Transaction, Amounts of Transaction   $ 14
v3.22.1
Subsequent Events - Additional Information (Detail) - shares
1 Months Ended 12 Months Ended
Jan. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Subsequent Event [Line Items]      
Share-based compensation arrangement by share-based payment award, options, grants in period, gross   6,492,540 9,875,293
Subsequent Event [Member] | 2021 Equity Incentive Plan      
Subsequent Event [Line Items]      
Share based compensation arrangement by share based payment award, Award vesting period 4 years    
Subsequent Event [Member] | 2021 Equity Incentive Plan | Restricted Stock Units (RSUs) [Member]      
Subsequent Event [Line Items]      
Share based compensation arrangement by share based payment award, Equity instruments other than options, Grants in period 1,687,669    
Subsequent Event [Member] | 2021 Equity Incentive Plan | Common stock options outstanding      
Subsequent Event [Line Items]      
Share-based compensation arrangement by share-based payment award, options, grants in period, gross 900,170