$ 21,677,000

$ 5,791,000

$ 40,837,000

$ 22,345,000

$ 52,534,000

$ 36,232,000

General and administrative expenses

21,394,000

7,854,000

40,968,000

23,696,000

56,831,000

37,280,000

Research and development

4,083,000

2,134,000

7,176,000

4,004,000

9,406,000

7,731,000

Sales and marketing

2,392,000

1,183,000

4,146,000

2,720,000

5,429,000

3,261,000

3,806,000

4,642,000

7,763,000

8,655,000

16,584,000

17,794,000

Total operating expense

10,281,000

7,959,000

19,085,000

15,379,000

31,419,000

28,786,000

Loss from operations

(9,998,000)

(10,022,000)

(19,216,000)

(16,730,000)

(35,716,000)

(29,834,000)

Interest expense

(64,000)

(170,000)

(142,000)

(380,000)

559,000

158,000

Other expense, net

52,000

(212,000)

127,000

(492,000)

685,000

269,000

Loss before income taxes

(10,010,000)

(10,404,000)

(19,231,000)

(17,602,000)

(36,960,000)

(30,261,000)

Provision for income taxes

41,000

44,000

87,000

122,000

149,000

Less: Deemed dividend to preferred stockholder on exchange for common shares

$ (10,051,000)

$ (10,448,000)

$ (19,318,000)

$ (17,724,000)

(37,109,000)

(30,261,000)

0

(3,208,000)

Net Loss attributable to SmartRent.com common stockholders, basic and diluted

$ (37,109,000)

$ (33,469,000)

Basic and diluted Weighted-average number of shares used in computing net loss per share

$ (4.87)

$ (6.82)

$ (9.71)

$ (12.92)

$ (23,940)

$ (36,340)

2,064,000

1,531,000

1,990,000

1,372,000

1,550,000

921,000

Other comprehensive income

Foreign currency translation adjustment

$ 63,000

$ 46,000

$ (65,000)

$ 32,000

$ 235,000

Comprehensive loss

(9,988,000)

(10,402,000)

(19,383,000)

(17,692,000)

(36,874,000)

$ (30,261,000)

Hardware [Member]

14,029,000

2,881,000

26,427,000

14,174,000

31,978,000

24,017,000

Professional Services [Member]

12,514,000

4,410,000

24,657,000

14,563,000

35,225,000

20,462,000

3,564,000

1,210,000

7,165,000

4,841,000

12,304,000

9,095,000

6,274,000

2,218,000

11,734,000

6,749,000

16,176,000

14,438,000

Hosted Services [Member]

4,084,000

1,700,000

7,245,000

3,330,000

8,252,000

3,120,000

2,606,000

$ 1,226,000

4,577,000

$ 2,384,000

$ 5,430,000

$ 2,380,000

General and administrative expenses

$ 6,344

2,968,471

3,185,888

Franchise tax expense

175

49,315

97,584

Loss from operations

(3,017,786)

(3,283,472)

Income from investments held in Trust Account

4,065

16,945

Net Loss attributable to SmartRent.com common stockholders, basic and diluted

(6,519)

(3,013,721)

(3,266,527)

$ (3,013,721)

$ (3,266,527)

Basic and diluted Weighted-average number of shares used in computing net loss per share

$ (0.31)

$ (0.35)

9,672,500

9,204,392

Fifth Wall Acquisition Corp [Member] | Class A Common Stock [Member]

Fifth Wall Acquisition Corp [Member] | Class A Redeemable Common Stock [Member]

0

Income from investments held in Trust Account

$ 4,065

$ 16,945

Basic and diluted Weighted-average number of shares used in computing net loss per share

$ 0.00

34,500,000

Fifth Wall Acquisition Corp [Member] | Common Class B [Member]

$ 0

Basic and diluted Weighted-average number of shares used in computing net loss per share

$ 0.00

^[1],[2]

7,500,000

Fifth Wall Acquisition Corp [Member] | Non Redeemable Class A and B Common Stock [Member]

Basic and diluted Weighted-average number of shares used in computing net loss per share

$ (0.31)

$ (0.35)

9,672,500

9,204,392

[1]	On February 4, 2021, the Company effected a 1:1.2 stock split for Class B common stock, resulting in an aggregate of 8,625,000 Class B common stock outstanding. All shares and associated amounts have been retroactively restated to reflect the stock split (see Note 4).
[2]	This number excludes an aggregate of up to 1,125,000 Class B common stock subject to forfeiture if the over-allotment option is not exercised in full or in part by the underwriters (see Note 4).

UNAUDITED CONDENSED STATEMENTS OF OPERATIONS (Parenthetical)	Dec. 31, 2020 shares
Common shares, shares outstanding	2,124
Common Class B [Member] \| Fifth Wall Acquisition Corp [Member]
Common shares, shares outstanding	8,625,000
Maximum Common Stock Shares Subject To Forfeiture	1,125,000

UNAUDITED CONDENSED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY - USD ($)	Total	Revision of Prior Period, Reclassification, Adjustment [Member]	Previously Reported [Member]	Additional Paid-in Capital [Member]	Additional Paid-in Capital [Member] Revision of Prior Period, Reclassification, Adjustment [Member]	Additional Paid-in Capital [Member] Previously Reported [Member]	Accumulated Deficit [Member]	Accumulated Deficit [Member] Previously Reported [Member]	Common Stock [Member]	Common Stock [Member] Previously Reported [Member]	Accumulated other comprehensive income [Member]	Convertible Preferred Stock [Member]	Convertible Preferred Stock [Member] Revision of Prior Period, Reclassification, Adjustment [Member]	Convertible Preferred Stock [Member] Previously Reported [Member]	Series C Preferred Stock [Member]	Fifth Wall Acquisition Corp [Member]	Fifth Wall Acquisition Corp [Member] Additional Paid-in Capital [Member]	Fifth Wall Acquisition Corp [Member] Accumulated Deficit [Member]	Fifth Wall Acquisition Corp [Member] Class A Common Stock [Member]	Fifth Wall Acquisition Corp [Member] Class B Common Stock [Member]
Balance (in Shares) at Dec. 31, 2018												10,293,000		10,293,000
Balance at the beginning at Dec. 31, 2018												$ 10,752,000	$ 1,005,000	$ 9,747,000
Balance (in Shares) at Dec. 31, 2018									1,800,000	1,800,000
Balance at the beginning at Dec. 31, 2018	$ (11,424,000)	$ (1,005,000)	$ (10,419,000)	$ 640,000	$ (1,005,000)	$ 1,645,000	$ (12,064,000)	$ (12,064,000)
Conversion of Convertible Note to Series B-1 Preferred Stock (in Shares)												508,000
Conversion of Convertible Note to Series B-1 Preferred Stock												$ 2,833,000
Issuance of Series B Preferred Stock for cash, net of offering costs (in Shares)												3,576,000
Issuance of Series B Preferred Stock for cash, net of offering costs												$ 22,166,000
Common stock warrant related to marketing expense	648,000			648,000
Net loss	(30,261,000)						(30,261,000)
Issuance of Series C Preferred Stock for cash, net of offering costs (in Shares)												3,576,000
Issuance of Series C Preferred Stock for cash, net of offering costs												$ 22,166,000
Conversion of Convertible Note to Series C-1 Preferred Stock (in Shares)												508,000
Conversion of Convertible Note to Series C-1 Preferred Stock												$ 2,833,000
Issuance of Warrants in connection with Credit Facility	$ 51,000			51,000
Balance (in Shares) at Dec. 31, 2019	15,181											15,181,000
Balance at the end at Dec. 31, 2019												$ 46,206,000		34,746,000
Balance (in Shares) at Dec. 31, 2019									996,000
Balance at the end at Dec. 31, 2019	$ (44,429,000)		(32,969,000)	1,104,000			(45,533,000)
Conversion of Convertible Note to Series B-1 Preferred Stock (in Shares)												761,000
Conversion of Convertible Note to Series B-1 Preferred Stock												$ 7,787,000
Issuance of Series B Preferred Stock for cash, net of offering costs (in Shares)												4,317,000
Issuance of Series B Preferred Stock for cash, net of offering costs												$ 44,950,000
Common stock warrant related to marketing expense	146,000			146,000
Net loss	(7,276,000)						(7,276,000)
Stock-based compensation	165,000			165,000
Stock - based compensation related to acquisition	96,000			96,000					$ 844,000
Issuance of Series C Preferred Stock for cash, net of offering costs (in Shares)												4,317,000
Issuance of Series C Preferred Stock for cash, net of offering costs												$ 44,950,000
Conversion of Convertible Note to Series C-1 Preferred Stock (in Shares)												761,000
Conversion of Convertible Note to Series C-1 Preferred Stock												$ 7,787,000
Issuance of common stock in connection with acquisition (in Shares)									281,000
Issuance of common stock in connection with acquisition	813,000			813,000
Other comprehensive income	(14,000)										$ (14,000)
Balance (in Shares) at Mar. 31, 2020									996,000			20,259,000
Balance at the end at Mar. 31, 2020	(44,429,000)			1,104,000			(45,533,000)					$ 98,943,000
Balance (in Shares) at Mar. 31, 2020									2,121,000
Balance at the end at Mar. 31, 2020	$ (50,499,000)			2,324,000			(52,809,000)				(14,000)
Balance (in Shares) at Dec. 31, 2019	15,181											15,181,000
Balance at the beginning at Dec. 31, 2019												$ 46,206,000		34,746,000
Balance (in Shares) at Dec. 31, 2019									996,000
Balance at the beginning at Dec. 31, 2019	$ (44,429,000)		(32,969,000)	1,104,000			(45,533,000)
Net loss	(17,724,000)
Balance (in Shares) at Jun. 30, 2020												21,458,000
Balance at the end at Jun. 30, 2020												$ 111,432,000
Balance (in Shares) at Jun. 30, 2020									2,124,000
Balance at the end at Jun. 30, 2020	$ (60,224,000)			3,001,000			(63,257,000)				32,000
Balance (in Shares) at Dec. 31, 2019	15,181											15,181,000
Balance at the beginning at Dec. 31, 2019												$ 46,206,000		34,746,000
Balance (in Shares) at Dec. 31, 2019									996,000
Balance at the beginning at Dec. 31, 2019	$ (44,429,000)		(32,969,000)	1,104,000			(45,533,000)
Conversion of Convertible Note to Series B-1 Preferred Stock (in Shares)												761,000
Conversion of Convertible Note to Series B-1 Preferred Stock												$ 7,787,000
Stock-based compensation	7,012,000			7,012,000
Issuance of Series B Preferred Stock for cash, net of offering costs (in Shares)												5,516,000
Issuance of Series B Preferred Stock for cash, net of offering costs												$ 57,439,000
Issuance of Series B Preferred Stock in exchange for Common Stock and Series Seed Preferred Stock (in Shares)									(804,000)			804,000
Issuance of Series B Preferred Stock in exchange for Common Stock and Series Seed Preferred Stock	(10,455,000)			(7,247,000)			(3,208,000)					$ 10,455,000
Common stock warrant related to marketing expense	481,000			481,000
Net loss	(37,109,000)						(37,109,000)
Stock-based compensation	1,052,000			1,052,000
Stock - based compensation related to acquisition	707,000			707,000					$ 844,000
Issuance of Series C Preferred Stock for cash, net of offering costs (in Shares)												5,516,000
Issuance of Series C Preferred Stock for cash, net of offering costs												$ 57,439,000
Conversion of Convertible Note to Series C-1 Preferred Stock (in Shares)												761,000
Conversion of Convertible Note to Series C-1 Preferred Stock												$ 7,787,000
Issuance of common stock in connection with acquisition (in Shares)									281,000
Issuance of common stock in connection with acquisition	813,000			813,000
Exercise of warrants (in Shares)									3,000
Other comprehensive income	$ 235,000										235,000
Balance (in Shares) at Dec. 31, 2020	21,458											21,458,000							0
Balance at the end at Dec. 31, 2020	$ 111,432,000											$ 111,432,000		99,972,000
Balance (in Shares) at Dec. 31, 2020									2,124,000										0	8,625,000
Balance at the end at Dec. 31, 2020	(78,250,000)		(66,790,000)	4,157,000			(82,642,000)				235,000					$ 18,481	$ 24,137	$ (6,519)	$ 0	$ 863
Balance (in Shares) at Mar. 31, 2020									996,000			20,259,000
Balance at the beginning at Mar. 31, 2020	(44,429,000)			1,104,000			(45,533,000)					$ 98,943,000
Balance (in Shares) at Mar. 31, 2020									2,121,000
Balance at the beginning at Mar. 31, 2020	(50,499,000)			2,324,000			(52,809,000)				(14,000)
Issuance of Series B Preferred Stock for cash, net of offering costs (in Shares)															1,199,000
Issuance of Series B Preferred Stock for cash, net of offering costs															$ 12,489,000
Common stock warrant related to marketing expense	36,000			36,000
Net loss	(10,448,000)						(10,448,000)
Stock-based compensation	439,000			439,000
Stock - based compensation related to acquisition	202,000			202,000
Issuance of Series C Preferred Stock for cash, net of offering costs (in Shares)															1,199,000
Issuance of Series C Preferred Stock for cash, net of offering costs															$ 12,489,000
Exercise of warrants (in Shares)									3,000
Other comprehensive income	46,000										46,000
Balance (in Shares) at Jun. 30, 2020												21,458,000
Balance at the end at Jun. 30, 2020												$ 111,432,000
Balance (in Shares) at Jun. 30, 2020									2,124,000
Balance at the end at Jun. 30, 2020	$ (60,224,000)			3,001,000			(63,257,000)				32,000
Balance (in Shares) at Nov. 22, 2020																			0	0
Balance at the beginning at Nov. 22, 2020																$ 0	0	0	$ 0	$ 0
Sale of shares in initial public offering, gross (in shares)																957,500
Issuance of Class B common stock to Sponsor (in Shares)																			0	8,625,000
Issuance of Class B common stock to Sponsor																$ 25,000	24,137	0	$ 0	$ 863
Net loss																(6,519)	0	(6,519)	$ 0	$ 0
Balance (in Shares) at Dec. 31, 2020	21,458											21,458,000							0
Balance at the end at Dec. 31, 2020	$ 111,432,000											$ 111,432,000		99,972,000
Balance (in Shares) at Dec. 31, 2020									2,124,000										0	8,625,000
Balance at the end at Dec. 31, 2020	(78,250,000)		(66,790,000)	4,157,000			(82,642,000)				235,000					18,481	24,137	(6,519)	$ 0	$ 863
Sale of shares in initial public offering, gross																345,000,000	344,996,550		$ 3,450
Sale of shares in initial public offering, gross (in shares)																			34,500,000
Issuance of Series B Preferred Stock for cash, net of offering costs																(19,846,579)	(19,846,579)
Issuance of Series C Convertible Preferred Stock (in Shares)															3,358,000
Issuance of Series C Convertible Preferred Stock															$ 34,793,000
Class A Common stock subject to possible redemption																(330,394,090)	(330,390,786)		$ (3,304)
Class A Common stock subject to possible redemption (in shares)																			(33,039,409)
Common stock warrant related to marketing expense	210,000			210,000
Issuance of Class B common stock to Sponsor (in Shares)																			1,047,500
Issuance of Class B common stock to Sponsor																10,475,000	10,474,895		$ 105
Common stock warrants issued to customers as consideration	22,000			22,000
Net loss	(9,267,000)						(9,267,000)									(252,806)		(252,806)
Stock-based compensation	227,000			227,000
Stock - based compensation related to acquisition	200,000			200,000
Issuance of Series C Preferred Stock for cash, net of offering costs																(19,846,579)	(19,846,579)
Exercise of warrants (in Shares)									503,000
Exercise of warrants	5,000			5,000
Other comprehensive income	(128,000)										(128,000)
Balance (in Shares) at Mar. 31, 2021												21,458,000
Balance at the end at Mar. 31, 2021												$ 111,432,000
Balance (in Shares) at Mar. 31, 2021									2,627,000										2,508,091	8,625,000
Balance at the end at Mar. 31, 2021	$ (86,981,000)			4,821,000			(91,909,000)				107,000					5,000,006	5,258,217	(259,325)	$ 251	$ 863
Balance (in Shares) at Dec. 31, 2020	21,458											21,458,000							0
Balance at the beginning at Dec. 31, 2020	$ 111,432,000											$ 111,432,000		$ 99,972,000
Balance (in Shares) at Dec. 31, 2020									2,124,000										0	8,625,000
Balance at the beginning at Dec. 31, 2020	(78,250,000)		$ (66,790,000)	4,157,000			(82,642,000)				235,000					18,481	24,137	(6,519)	$ 0	$ 863
Net loss	$ (19,318,000)															$ (3,266,527)
Balance (in Shares) at Jun. 30, 2021	24,816											24,816,000				32,738,037			32,738,037
Balance at the end at Jun. 30, 2021	$ 146,225,000											$ 146,225,000				$ 327,380,370
Balance (in Shares) at Jun. 30, 2021									2,627,000										2,809,463	8,625,000
Balance at the end at Jun. 30, 2021	(96,374,000)			5,416,000			(101,960,000)				170,000					5,000,005	8,271,907	(3,273,046)	$ 281	$ 863
Balance (in Shares) at Mar. 31, 2021												21,458,000
Balance at the beginning at Mar. 31, 2021												$ 111,432,000
Balance (in Shares) at Mar. 31, 2021									2,627,000										2,508,091	8,625,000
Balance at the beginning at Mar. 31, 2021	(86,981,000)			4,821,000			(91,909,000)				107,000					5,000,006	5,258,217	(259,325)	$ 251	$ 863
Class A Common stock subject to possible redemption																3,013,720	3,013,690		$ 30
Class A Common stock subject to possible redemption (in shares)																			301,372
Common stock warrant related to marketing expense	149,000			149,000
Common stock warrants issued to customers as consideration	18,000			18,000
Net loss	(10,051,000)						(10,051,000)									$ (3,013,721)		(3,013,721)
Stock-based compensation	226,000			226,000
Stock - based compensation related to acquisition	202,000			202,000
Other comprehensive income	$ 63,000										63,000
Balance (in Shares) at Jun. 30, 2021	24,816											24,816,000				32,738,037			32,738,037
Balance at the end at Jun. 30, 2021	$ 146,225,000											$ 146,225,000				$ 327,380,370
Balance (in Shares) at Jun. 30, 2021									2,627,000										2,809,463	8,625,000
Balance at the end at Jun. 30, 2021	$ (96,374,000)			$ 5,416,000			$ (101,960,000)				$ 170,000					$ 5,000,005	$ 8,271,907	$ (3,273,046)	$ 281	$ 863

UNAUDITED CONDENSED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY (Parenthetical)	Feb. 04, 2021 shares
Common Class B [Member] \| Sponsor [Member] \| Founder Shares [Member] \| Fifth Wall Acquisition Corp [Member]
Common shares, shares outstanding (in shares)	8,625,000
Common Class B [Member] \| Subsequent Event [Member] \| Fifth Wall Acquisition Corp [Member]
Stockholder equity note, stock split ratio	1:1.2
Common Class B [Member] \| Subsequent Event [Member] \| Sponsor [Member] \| Founder Shares [Member] \| Fifth Wall Acquisition Corp [Member]
Stockholder equity note, stock split ratio	1:1.2
Common shares, shares outstanding (in shares)	8,625,000

UNAUDITED CONDENSED STATEMENT OF CASH FLOWS - USD ($)	1 Months Ended	6 Months Ended		12 Months Ended
UNAUDITED CONDENSED STATEMENT OF CASH FLOWS - USD ($)	Dec. 31, 2020	Jun. 30, 2021	Jun. 30, 2020	Dec. 31, 2020	Dec. 31, 2019
Net Cash Provided by (Used in) Operating Activities [Abstract]
Net loss		$ (19,318,000)	$ (17,724,000)	$ (37,109,000)	$ (30,261,000)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization		173,000	121,000	295,000	59,000
Amortization of debt discount		4,000	3,000	8,000	2,000
Non-employee warrant expense		399,000	182,000	481,000	648,000
Provision for warranty expense		170,000		3,370,000	0
Loss on extinguishment of debt			164,000	164,000	303,000
Non-cash lease expense		218,000	218,000	461,000	194,000
Stock-based compensation related to acquisition		402,000	298,000	707,000	0
Non-cash compensation expense related to acquisition			2,593,000	3,353,000	0
Stock-based compensation		453,000	604,000	1,052,000	7,012,000
Non-cash interest expense			118,000	100,000	59,000
Provision for excess and obsolete inventory		115,000		778,000	0
Provision for doubtful accounts		(27,000)		512,000	0
Increase (Decrease) in Operating Capital [Abstract]
Prepaid expenses				1,014,000	(1,988,000)
Accounts payable		2,436,000	(1,351,000)	(72,000)	999,000
Accrued expenses				(3,209,000)	6,636,000
Accounts receivable		(6,215,000)	(9,697,000)	(13,526,000)	(4,218,000)
Inventory		(4,294,000)	(6,228,000)	(11,090,000)	(4,544,000)
Deferred cost of revenue		(4,185,000)	(1,310,000)	(8,584,000)	(5,485,000)
Prepaid expenses and other assets		(7,826,000)	(5,667,000)
Accrued expenses and other liabilities		(2,114,000)	999,000
Deferred revenue		21,158,000	11,509,000	32,841,000	8,868,000
Lease liabilities		(233,000)	(597,000)	(36,000)	(147,000)
Net cash used in operating activities		(18,684,000)	(25,765,000)	(28,490,000)	(21,863,000)
Cash Flows from Investing Activities
Zenith acquisition, net of cash acquired			(2,382,000)	(2,382,000)	0
Purchase of property and equipment		(340,000)	(158,000)	(298,000)	(771,000)
Cost method investment				0	(50,000)
Net cash used in investing activities		(340,000)	(2,540,000)	(2,680,000)	(821,000)
Net Cash Provided by (Used in) Financing Activities [Abstract]
Proceeds from revolving line of credit			7,179,000	7,179,000	5,172,000
Payments on revolving line of credit			(11,981,000)	(11,981,000)	(370,000)
Proceeds from term loan		(834,000)		0	4,949,000
Payments on term loan				(139,000)	0
Payments on note payable related to acquisition				(4,327,000)	0
Proceeds from warrant exercises		5,000		0	51,000
Proceeds from convertible notes			50,000	50,000	9,010,000
Convertible preferred stock issued, net of expenses		34,793,000	57,439,000	57,439,000	22,166,000
Net cash provided by financing activities		33,964,000	52,687,000	48,221,000	40,978,000
Effect of exchange rate changes on cash and cash equivalents		(24,000)	77,000	143,000	0
Net increase in cash and cash equivalents		14,916,000	24,459,000	17,194,000	18,294,000
Cash and cash equivalents – beginning of period		38,618,000	21,424,000	21,424,000	3,130,000
Cash and cash equivalents – end of period	$ 38,618,000	53,534,000	45,883,000	38,618,000	21,424,000
Supplemental disclosure of cash flow information
Interest paid		137,000	204,000	459,000	140,000
Cash paid for taxes		65,000	26,000	83,000	0
Schedule of non-cash investing and financing activities
Accrued property and equipment at period end		278,000	14,000	32,000	19,000
Conversion of convertible debt to preferred stock			7,787,000	7,787,000	2,833,000
Common stock issued as consideration for acquisition			$ 813,000	813,000	0
Recognition of ROU asset and lease liability				0	$ 1,574,000
Fifth Wall Acquisition Corp [Member]
Net Cash Provided by (Used in) Operating Activities [Abstract]
Net loss	(6,519)	(3,266,527)
Adjustments to reconcile net loss to net cash used in operating activities:
Income from investments held in Trust Account		(16,945)
General and administrative expenses paid by Sponsor in exchange for issuance of Class B common stock	5,000
Increase (Decrease) in Operating Capital [Abstract]
Prepaid expenses		(1,352,970)
Accounts payable		299,005
Due to related party		15,080
Accrued expenses	1,344	2,021,968
Franchise tax payable	175	97,584
Net cash used in operating activities	0	(2,202,805)
Cash Flows from Investing Activities
Cash deposited in Trust Account		(345,000,000)
Net cash used in investing activities		(345,000,000)
Net Cash Provided by (Used in) Financing Activities [Abstract]
Repayment of note payable to related party		117,517
Proceeds from note payable to related parties		(117,517)
Proceeds received from initial public offering, gross		345,000,000
Proceeds received from private placement		10,475,000
Offering costs paid		(7,617,040)
Net cash provided by financing activities		347,857,960
Net increase in cash and cash equivalents	0	655,155
Cash and cash equivalents – beginning of period	0	0
Cash and cash equivalents – end of period	0	655,155		$ 0
Cash Flow, Noncash Investing and Financing Activities Disclosure [Abstract]
Deferred offering costs included in accrued expenses	95,945	549
Deferred underwriting commissions in connection with the initial public offering		12,075,000
Initial value of Class A common stock subject to possible redemption		330,668,410
Change in initial value of Class A common stock subject to possible redemption		$ (3,288,040)
Deferred offering costs paid in exchange for issuance of class B common stock to sponsor	20,000
Deferred offering costs included in accounts payable	$ 38,045

Description of Organization and Business Operations

1 Months Ended

6 Months Ended

12 Months Ended

Dec. 31, 2020

Jun. 30, 2021

Dec. 31, 2020

Description of Organization and Business Operations

NOTE 1. DESCRIPTION OF BUSINESS

SmartRent.com, Inc., and its wholly owned subsidiaries, (collectively the “Company”) is an enterprise software company that provides a fully integrated, brand-agnostic smart home operating system to residential property owners and operators, as well as homebuilders, “iBuyers,” developers, and residents. SmartRent’s solutions are designed to provide communities with visibility and control over assets while providing additional revenue opportunities through

all-in-one

home control offerings for residents. The Company was founded in November 2016 in Delaware as a limited liability company (“LLC”) and converted to a corporation in March 2018. The Company is headquartered in Scottsdale, Arizona.

Acquisition of Zenith

In February 2020, the Company completed its acquisition of Zenith Highpoint, Inc. (“Zenith”), and its wholly-owned subsidiary, Zipato, Ltd. (“Zipato”). Zipato manufactures the Company’s proprietary device products and sells smart home technology consisting of security, energy and home automation systems.

Merger with Fifth Wall Acquisition Corporation

In April 2021, the Company entered into a definitive business combination agreement with Fifth Wall Acquisition Corp. (NASDAQ: FWAA), a special purpose acquisition company sponsored by an affiliate of Fifth Wall, a venture capital firm focused on the global real estate industry and property technology. The transaction closed on August 24, 2021 and the Company will account for this transaction as a reverse merger. Upon closing of the transaction, the combined company is publicly traded on the New York Stock Exchange.

NOTE 1. DESCRIPTION OF BUSINESS

SmartRent.com, Inc., and its wholly owned subsidiaries, (collectively the “Company”) is an enterprise software company that provides a fully integrated, brand-agnostic smart home operating system to residential property owners and operators, as well as homebuilders “iBuyers,” developers, and residents. SmartRent’s solutions are designed to provide communities with visibility and control over assets while providing additional revenue opportunities through

all-in-one

home control offerings for residents. The Company was founded in November 2016 in Delaware as a limited liability company (“LLC”) and converted to a corporation in March 2018. The Company is headquartered in Scottsdale, Arizona.

On February 18, 2020, the Company completed its acquisition of Zenith Highpoint, Inc. (“Zenith”), and its wholly-owned subsidiary, Zipato, Ltd. (“Zipato”). Zipato manufactures the Company’s proprietary device products and sells smart home technology consisting of security, energy and home automation systems.

Immaterial restatements

Subsequent to the issuance of the Company’s Consolidated Financial Statements for the year ended December 31, 2020, prior period misstatements were identified. The Company corrected miscalculations in weighted-average shares used in computing net loss per share for the years ended December 31, 2020 and 2019 which resulted in an understatement of net loss per share for the year ended December 31, 2020 and an overstatement of net loss per share for the year ended December 31, 2019. There were also corrections to the Company’s Statement of Convertible Preferred Stock and Stockholders’ Deficit for amounts that should have been included in convertible preferred stock presented outside of stockholders’ equity. These misstatements impacted the balances of convertible preferred stock and additional

paid-in

capital as presented at January 1, 2019, December 31, 2019 and December 31, 2020 on the Company’s Consolidated Balance Sheets. There was also a misstatement of amounts included in the change in the operating assets and liabilities in the Company’s Consolidated Statement of Cash flows for the year ended December 31, 2020. Management has determined that these errors are not material to the previously issued consolidated financial statements.

Additional information with respect to these prior period misstatements is as follows.

(i)

Weighted-average shares used in computing net loss per share

— As a result of the Company’s review of the calculations for weighted-average shares used in computing net loss per share, it was determined that certain

deep-in-the-money

warrants had been improperly considered in the calculation for the years ended December 31, 2019 and 2020, and the Company had used improper vesting dates in the calculation of weighted-average shares used in computing net loss per share. For the year ended December 31, 2019, inclusion of these warrants increased weighted-average shares outstanding by 137 and results in a $2.26 decrease in net loss per share, which includes the impact of the deemed dividend as described in section (ii)

Correction of amounts included in additional paid in capital

. As restated, net loss per share for the year ended December 31, 2019 is $36.34, with weighted average shares used in computing net loss per share of 921 compared to $38.60 and 784 as previously reported. For the year ended December 31, 2020, the exclusion of these warrants resulted in a

net decrease in the Company’s weighted-average shares outstanding by 210 and an increase in net loss per share of $2.86. As restated, net loss per share for the year ended December 31, 2020 is $23.94, with weighted average shares used in computing net loss per share of 1,550 compared to $21.08 and 1,760 as previously reported.

(ii)

Correction of amounts included in additional paid in capital

— In conjunction with the change in its accounting for convertible preferred stock to no longer apply the private company alternative to classify the convertible preferred stock as permanent equity, the Company misstated the convertible preferred stock balances as of January 1, 2019 and the amount of shares issued for Series BPreferred Stock in exchange for Common Stock and Series Seed Preferred Stock when reclassifying additional paid in capital to convertible preferred stock on the Company’s Statements of Convertible Preferred Stock and Stockholders’ Deficit. These corrections also impact the balances at December 31, 2020 and 2019 as presented on the Company’s Consolidated Balance Sheets.

The January 1, 2019 amount related to the conversion of a convertible note to preferred stock during 2018 which was excluded from the reclassification. To correct this misstatement, $1,005 was reclassified from additional paid in capital to convertible preferred stock in the beginning balances of the Company’s Statements of Convertible Preferred Stock and Stockholders’ Deficit as of January 1, 2019.

The Issuance of Series B Preferred Stock in exchange for Common Stock and Series Seed Preferred Stock related to the original amount paid for the stock being exchanged which was excluded from the reclassification during the year ended December 31, 2019. To correct this misstatement, $7,247 was reclassified from additional paid in capital to convertible preferred stock in the Company’s Statements of Convertible Preferred Stock and Stockholders’ Deficit. Additionally, as part of this transaction, there was a deemed dividend of $3,208 which was reclassified from the Company’s accumulated deficit to convertible preferred stock on the Statement of Convertible Preferred Stock and Stockholders’ Deficit and the Consolidated Balance Sheet as of and for the year ended December 31, 2019. The deemed dividend also impacted the Company’s net loss per share calculation for the year ended December 31, 2019 by increasing the net loss available to common stockholders from $30,261 to $33,469 on the Consolidated Statement of Operations and Comprehensive Loss for the year ended December 31, 2019.

(iii)

Correction of purchase accounting adjustments

— In February 2020, the Company acquired Zenith which had previously been a vendor for the Company. The Company did not properly reflect certain purchase accounting adjustments in its statement of cash flows resulting in classification errors between accounts receivable, prepaid expenses and other assets, accounts payable and accrued expenses and other liabilities lines within the Change in operating assets and liabilities in the operating section of the Consolidated Statement of Cash Flows for the year ended December 31, 2020.


(iv) Consolidated Statement of Operations for the year ended December 31, 2019	2019 (As previously reported)		(i) Weighted- average shares outstanding correction		(ii) Equity correction		2019 (As restated)
Net loss attributable to common stockholders		(30,261)		—		(3,208)		(33,469)

Net loss per common share, basic and diluted		(38.60)		2.26		—		(36.34)

Weighted-average number of shares used in computing net loss per share, basic and diluted		784		137		—		921


Consolidated Statement of Operations for the year ended December 31, 2020	2020 (As previously reported)		(i) Weighted- average shares outstanding correction		2020 (As restated)
Net loss per common share, basic and diluted	$	(21.08)	$	(2.86)	$	(23.94)

Weighted-average number of shares used in computing net loss per share, basic and diluted		1,760		(210)		1,550


Consolidated Balance Sheet at December 31, 2019	2019 (As previously reported)		(ii) Equity correction		2019 (As restated)
Convertible preferred stock		34,746		11,460		46,206

Additional paid-in capital		9,356		(8,252)		1,104

Accumulated deficit		(42,325)		(3,208)		(45,533)

Total stockholders’ deficit		(32,969)		(11,460)		(44,429)


Consolidated Balance Sheet at December 31, 2020	2020 (As previously reported)		(ii) Equity correction		2020 (As restated)
Convertible preferred stock		99,972		11,460		111,432

Additional paid-in capital		12,409		(8,252)		4,157

Accumulated deficit		(79,434)		(3,208)		(82,642)

Total stockholders’ deficit		(66,790)		(11,460)		(78,250)


Statement of Cash Flow for the year ended December 31, 2020	2020 (As previously reported)		(iii) Purchase accounting correction		2020 (As restated)
Change in operating assets:

Accounts receivable		(13,720)		194		(13,526)

Prepaid expenses and other		1,208		(194)		1,014

Accounts payable		(2,411)		2,339		(72)

Accrued expenses and other liabilities		(870)		(2,339)		(3,209)

Description of Organization and Business Operations

Note 1 — Description of Organization, Business Operations, Going Concern and Basis of Presentation

Fifth Wall Acquisition Corp. I (the “Company”) is a blank check company incorporated in Delaware on November 23, 2020. The Company was formed for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses (the “Business Combination”). The Company is an emerging growth company and, as such, the Company is subject to all of the risks associated with emerging growth companies.

As of December 31, 2020, the Company had not commenced any operations. All activity for the period from November 23, 2020 (inception) through December 31, 2020 relates to the Company’s formation and the proposed public offering described below. The Company will not generate any operating revenues until after the completion of its initial Business Combination, at the earliest. The Company will generate

non-operating

income in the form of interest income on cash and cash equivalents from the proceeds derived from the Proposed Public Offering (as defined below). The Company has selected December 31 as its fiscal year end.

The Company’s sponsor is Fifth Wall Acquisition Sponsor, LLC, a Delaware limited liability company(the “Sponsor”). The Company’s ability to commence operations is contingent upon obtaining adequate financial resources through a proposed public offering (the “Proposed Public Offering”) of

30,000,000

shares (each, a “Share” and collectively, the “Shares”) at $10.00 per Share (or 34,500,000 Shares if the underwriters’ over-allotment option is exercised in full), which is discussed in Note 3, and the sale of 957,500 shares of Class A common stock (or 1,047,500 if the underwriters’ over-allotment option is exercised in full) (each, a “Private Placement Share” and collectively, the “Private Placement Shares”), at a price of $

10.00

per Private Placement Share in a private placement to the Sponsor that will close simultaneously with the Proposed Public Offering.

The Company’s management has broad discretion with respect to the specific application of the net proceeds of the Proposed Public Offering and the sale of Private Placement Shares, although substantially all of the net proceeds are intended to be applied generally toward consummating a Business Combination. There is no assurance that the Company will be able to complete a Business Combination successfully. The Company must complete one or more initial Business Combinations having an aggregate fair market value of at least 80% of the value of the funds held in the Trust Account (as defined below) (excluding the amount of deferred underwriting discounts held in trust and taxes payable on the interest earned on the Trust Account) at the time of the agreement to enter into the initial Business Combination. However, the Company only intends to complete a Business Combination if the post-transaction company owns or acquires 50% or more of the voting securities of the target or otherwise acquires a controlling interest in the target sufficient for it not to be required to register as an investment company under the Investment Company Act 1940, as amended (the “Investment Company Act”). Upon the closing of the Proposed Public Offering, management will agree that an amount equal to at least $10.00 per Share sold in the Proposed Public Offering, including the proceeds from the sale of the Private Placement Shares, will be held in a trust account (“Trust Account”) located in the United States with Continental Stock Transfer & Trust Company acting as trustee, and invested only in U.S. government treasury obligations with a maturity of 185 days or less or in money market funds meeting certain conditions under

Rule 2a-7

under the Investment Company Act which invest only in direct U.S. government treasury obligations, as determined by the Company, until the earlier of: (i) the completion of a Business Combination and (ii) the distribution of the Trust Account as described below.

The Company will provide the holders (the “Public Stockholders”) of the Company’s outstanding shares of Class A common stock, par value $0.0001 per share, sold in the Proposed Public Offering (the “Public Shares”) with the opportunity to redeem all or a portion of their Public Shares upon the completion of a Business Combination either (i) in connection with a stockholder meeting called to approve the Business Combination or (ii) by means of a tender offer. The decision as to whether the Company will seek stockholder approval of a Business Combination or conduct a tender offer will be made by the Company, solely in its discretion. The Public Stockholders will be entitled to redeem their Public Shares for a pro rata portion of the amount then held in the Trust Account (initially anticipated to be $10.00 per Public Share). The

per-share

amount to be distributed to Public Stockholders who redeem their Public Shares will not be reduced by the deferred underwriting commissions the Company will pay to the underwriters (as discussed in Note 5). These Public Shares will be recorded at a redemption value and classified as temporary equity upon the completion of the Proposed Public Offering in accordance with the Financial Accounting Standards Board’s (“FASB”) Accounting Standards Codification (“ASC”) Topic 480 “Distinguishing Liabilities from Equity.” If the Company seeks stockholder approval, the Company will proceed with a Business Combination if a majority of the shares voted are voted in favor of the Business Combination. The Company will not redeem the Public Shares in connection with a Business Combination in an amount that would cause its net tangible assets to be less than $5,000,001. If a stockholder vote is not required by law and the Company does not decide to hold a stockholder vote for business or other legal reasons, the Company will, pursuant to its amended and restated Certificate of Incorporation (the “Certificate of Incorporation”), conduct the redemptions pursuant to the tender offer rules of the U.S. Securities and Exchange Commission (“SEC”) and file tender offer documents with the SEC prior to completing a Business Combination. If, however, stockholder approval of the transaction is required by law, or the Company decides to obtain stockholder approval for business or legal reasons, the Company will offer to redeem shares in conjunction with a proxy solicitation pursuant to the proxy rules and not pursuant to the tender offer rules. Additionally, each Public Stockholder may elect to redeem their Public Shares irrespective of whether they vote for or against the proposed transaction or do not vote at all or are not a holder of record of Public Shares on the record date established in connection with a Business Combination. If the Company seeks stockholder approval in connection with a Business Combination, the initial stockholders (as defined below) will agree to vote their Founder Shares (as defined below in Note 4) and any Public Shares purchased during or after the Proposed Public Offering in favor of a Business Combination. In addition, the initial stockholders will agree to waive their redemption rights with respect to their Founder Shares and Public Shares in connection with the completion of a Business Combination.

The Certificate of Incorporation will provide that a Public Stockholder, together with any affiliate of such stockholder or any other person with whom such stockholder is acting in concert or as a “group” (as defined under Section 13 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)), will be restricted from redeeming its shares with respect to more than an aggregate of 15% or more of the Public Shares, without the prior consent of the Company.

The holders of the Founder Shares (the “initial stockholders”) will agree not to propose an amendment to the Certificate of Incorporation to modify the substance or timing of the Company’s obligation to redeem 100% of the Public Shares if the Company does not complete a Business Combination within the Combination Period (as defined below) or with respect to any other material provisions relating to stockholders’ rights or

pre-initial

Business Combination activity, unless the Company provides the Public Stockholders with the opportunity to redeem their Public Shares in conjunction with any such amendment.

If the Company is unable to complete a Business Combination within 24 months from the closing of the Proposed Public Offering (the “Combination Period”) and the Company’s stockholders have not amended the Certificate of Incorporation to extend such Combination Period, the Company will (i) cease all operations except for the purpose of winding up; (ii) as promptly as reasonably possible, but not more than

ten

business days thereafter, redeem the Public Shares, at a

per-share

price, payable in cash, equal to the aggregate amount then on deposit in the Trust Account, including interest earned on the funds held in the Trust Account and not previously released to the Company to pay its income taxes (less taxes payable and up to $100,000 of interest to pay dissolution expenses), divided by the number of then outstanding Public Shares, which redemption will completely extinguish Public Stockholders’ rights as stockholders (including the right to receive further liquidation distributions, if any), subject to applicable law,; and (iii) as promptly as reasonably possible following such redemption, subject to the approval of the Company’s remaining stockholders and the Company’s board of directors, liquidate and dissolve, subject in each case, to the Company’s obligations under Delaware law to provide for claims of creditors and the requirements of other applicable law.

The initial stockholders will agree to waive their rights to liquidating distributions from the Trust Account with respect to the Founder Shares if the Company fails to complete a Business Combination within the Combination Period. However, if the initial stockholders acquire Public Shares in or after the

Proposed Public Offering, they will be entitled to liquidating distributions from the Trust Account with respect to such Public Shares if the Company fails to complete a Business Combination within the Combination Period. The underwriters will agree to waive their rights to the deferred underwriting commission (see Note 5) held in the Trust Account in the event the Company does not complete a Business Combination within in the Combination Period and, in such event, such amounts will be included with the other funds held in the Trust Account that will be available to fund the redemption of the Public Shares. In the event of such distribution, it is possible that the per share value of the residual assets remaining available for distribution (including Trust Account assets) will be only $10.00 per share initially held in the Trust Account (or less than that in certain circumstances). In order to protect the amounts held in the Trust Account, the Sponsor will agree to be liable to the Company if and to the extent any claims by a third party (except for the Company’s independent registered public accounting firm) for services rendered or products sold to the Company, or a prospective target business with which the Company has entered into a letter of intent, confidentiality or other similar agreement or business combination agreement (a “Target”), reduce the amount of funds in the Trust Account to below the lesser of (i) $10.00 per Public Share and (ii) the actual amount per Public Share held in the Trust Account as of the date of the liquidation of the Trust Account, if less than $10.00 per Public Share due to reductions in the value of the trust assets, less taxes payable, provided that such liability will not apply to any claims by a third party or Target that executed a waiver of any and all rights to the monies held in the Trust Account (whether or not such waiver is enforceable) nor will it apply to any claims under the Company’s indemnity of the underwriters of the Proposed Public Offering against certain liabilities, including liabilities under the Securities Act of 1933, as amended (the “Securities Act”). Moreover, in the event that an executed waiver is deemed to be unenforceable against a third party, the Sponsor will not be responsible to the extent of any liability for such third party claims. The Company will seek to reduce the possibility that the Sponsor will have to indemnify the Trust Account due to claims of creditors by endeavoring to have all vendors, service providers (except for the Company’s independent registered public accounting firm), prospective target businesses or other entities with which the Company does business, execute agreements with the Company waiving any right, title, interest or claim of any kind in or to monies held in the Trust Account.

Basis of Presentation

The accompanying financial statements are presented in U.S. dollars in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and pursuant to the rules and regulations of the SEC.

In connection with the Company’s assessment of going concern considerations in accordance with ASU

2014-15,

“Disclosures of Uncertainties about an Entity’s Ability to Continue as a Going Concern,” as of December 31, 2020, the Company does not have sufficient liquidity to meet its current obligations. However, management has determined that the Company has access to funds from the Sponsor and the Sponsor has the financial wherewithal to provide such funds that are sufficient to fund the working capital needs of the Company until the earlier of the consummation of the Proposed Public Offering and a minimum one year from the date of issuance of these financial statements.

Emerging Growth Company

The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the independent registered public accounting firm attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and stockholder approval of any golden parachute payments not previously approved.

Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards.

The JOBS Act provides that an emerging growth company can elect to opt out of the extended transition period and comply with the requirements that apply to

non-emerging

growth companies but any such an election to opt out is irrevocable. The Company has elected not to opt out of such extended transition period, which means that when a standard is issued or revised and it has different application dates for public or private companies, the Company, as an emerging growth company, can adopt the new or revised standard at the time private companies adopt the new or revised standard. This may make comparison of the Company’s financial statements with another public company that is neither an emerging growth company nor an emerging growth company that has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used.

Note 1—Description of Organization and Business Operations

Fifth Wall Acquisition Corp. I (the “Company”) is a blank check company incorporated in Delaware on November 23, 2020. The Company was formed for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses (the “Business Combination”). The Company is an emerging growth company and, as such, the Company is subject to all of the risks associated with emerging growth companies.

As of June 30, 2021, the Company had not commenced any operations. All activity for the period from November 23, 2020 (inception) through June 30, 2021 relates to the Company’s formation and the initial public offering (the “Initial Public Offering”) described below, as well as completing an initial Business Combination. The Company will not generate any operating revenues until after the completion of its initial Business Combination, at the earliest. The Company expects to generate

non-operating

income in the form of interest income on investments held in trust account from the proceeds derived from the Initial Public Offering.

The Company’s sponsor is Fifth Wall Acquisition Sponsor, LLC, a Delaware limited liability company (the “Sponsor”). The registration statement for the Company’s Initial Public Offering was declared effective on February 4, 2021. On February 9, 2021, the Company consummated its Initial Public Offering of 34,500,000 shares of Class A common stock, including the issuance of 4,500,000 shares of Class A common stock as a result of the underwriters’ exercise in full of its over-allotment option (each, a “Public Share” and collectively, the “Public Shares”) at $10.00 per share, generating gross proceeds of approximately $345.0 million, and incurring offering costs of approximately $19.8 million, inclusive of approximately $12.1 million in deferred underwriting commissions (Note 5).

Simultaneously with the closing of the Initial Public Offering, the Company consummated the private placement (“Private Placement”) of 1,047,500 shares of Class A common stock (each, a “Private Placement Share” and collectively, the “Private Placement Shares”), at a price of $10.00 per Private Placement Share to the Sponsor, generating proceeds of approximately $10.5 million (Note 4).

Upon the closing of the Initial Public Offering and the Private Placement, $345.0 million ($10.00 per Unit) of the net proceeds of the sale of the Public Shares in the Initial Public Offering and of the Private Placement Shares in the Private Placement were placed in a trust account (“Trust Account”) located in the United States with Continental Stock Transfer & Trust Company acting as trustee, and will be invested only in U.S. government treasury obligations with a maturity of 185 days or less or in money market funds meeting certain conditions under Rule

2a-7

under the Investment Company Act of 1940, as amended (the “Investment Company Act”), which invest only in direct U.S. government treasury obligations, as determined by the Company, until the earlier of: (i) the completion of a Business Combination and (ii) the distribution of the Trust Account as described below.

The Company’s management has broad discretion with respect to the specific application of the net proceeds of the Initial Public Offering and the sale of Private Placement Shares, although substantially all of the net proceeds are intended to be applied generally toward consummating a Business Combination. There is no assurance that the Company will be able to complete a Business Combination successfully. The Company must complete one or more initial Business Combinations having an aggregate fair market value of at least 80% of the value of the funds held in the Trust Account (excluding the amount of deferred underwriting discounts held in trust and taxes payable on the interest earned on the Trust Account) at the time of the agreement to enter into the initial Business

Combination. However, the Company only intends to complete a Business Combination if the post-transaction company owns or acquires 50% or more of the voting securities of the target or otherwise acquires a controlling interest in the target sufficient for it not to be required to register as an investment company under the Investment Company Act.

The Company will provide the holders of the Public Shares (the “Public Stockholders”) with the opportunity to redeem all or a portion of their Public Shares upon the completion of a Business Combination either (i) in connection with a stockholder meeting called to approve the Business Combination or (ii) by means of a tender offer. The decision as to whether the Company will seek stockholder approval of a Business Combination or conduct a tender offer will be made by the Company, solely in its discretion. The Public Stockholders will be entitled to redeem their Public Shares for a pro rata portion of the amount then held in the Trust Account (initially anticipated to be $10.00 per Public Share). The

per-share

amount to be distributed to Public Stockholders who redeem their Public Shares will not be reduced by the deferred underwriting commissions the Company will pay to the underwriters (as discussed in Note 5). These Public Shares will be recorded at a redemption value and classified as temporary equity upon the completion of the Initial Public Offering in accordance with the Financial Accounting Standards Board’s (“FASB”) Accounting Standards Codification (“ASC”) Topic 480 “Distinguishing Liabilities from Equity.” If the Company seeks stockholder approval, the Company will proceed with a Business Combination if a majority of the shares voted are voted in favor of the Business Combination. The Company will not redeem the Public Shares in connection with a Business Combination in an amount that would cause its net tangible assets to be less than $5,000,001. If a stockholder vote is not required by law and the Company does not decide to hold a stockholder vote for business or other legal reasons, the Company will, pursuant to its amended and restated Certificate of Incorporation (the “Certificate of Incorporation”), conduct the redemptions pursuant to the tender offer rules of the U.S. Securities and Exchange Commission (“SEC”) and file tender offer documents with the SEC prior to completing a Business Combination. If, however, stockholder approval of the transaction is required by law, or the Company decides to obtain stockholder approval for business or legal reasons, the Company will offer to redeem shares in conjunction with a proxy solicitation pursuant to the proxy rules and not pursuant to the tender offer rules. Additionally, each Public Stockholder may elect to redeem their Public Shares irrespective of whether they vote for or against the proposed transaction or do not vote at all or are not a holder of record of Public Shares on the record date established in connection with a Business Combination. If the Company seeks stockholder approval in connection with a Business Combination, the initial stockholders (as defined below) agreed to vote their Founder Shares (as defined below in Note 4) and any Public Shares purchased during or after the Initial Public Offering in favor of a Business Combination. In addition, the initial stockholders agreed to waive their redemption rights with respect to their Founder Shares and Public Shares in connection with the completion of a Business Combination.

The Certificate of Incorporation provides that a Public Stockholder, together with any affiliate of such stockholder or any other person with whom such stockholder is acting in concert or as a “group” (as defined under Section 13 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)), will be restricted from redeeming its shares with respect to more than an aggregate of 15% or more of the Public Shares, without the prior consent of the Company.

The holders of the Founder Shares (the “initial stockholders”) agreed not to propose an amendment to the Certificate of Incorporation to modify the substance or timing of the Company’s obligation to redeem 100% of the Public Shares if the Company does not complete a Business Combination within the Combination Period (as defined below) or with respect to any other material provisions relating to

stockholders’ rights or

pre-initial

Business Combination activity, unless the Company provides the Public Stockholders with the opportunity to redeem their Public Shares in conjunction with any such amendment.

If the Company is unable to complete a Business Combination within 24 months from the closing of the Initial Public Offering, or February 9, 2023, (the “Combination Period”) and the Company’s stockholders have not amended the Certificate of Incorporation to extend such Combination Period, the Company will (i) cease all operations except for the purpose of winding up; (ii) as promptly as reasonably possible, but not more than ten business days thereafter, redeem the Public Shares, at a

per-share

price, payable in cash, equal to the aggregate amount then on deposit in the Trust Account, including interest earned on the funds held in the Trust Account and not previously released to the Company to pay its income taxes (less taxes payable and up to $100,000 of interest to pay dissolution expenses), divided by the number of then outstanding Public Shares, which redemption will completely extinguish Public Stockholders’ rights as stockholders (including the right to receive further liquidation distributions, if any), subject to applicable law,; and (iii) as promptly as reasonably possible following such redemption, subject to the approval of the Company’s remaining stockholders and the Company’s board of directors, liquidate and dissolve, subject in each case, to the Company’s obligations under Delaware law to provide for claims of creditors and the requirements of other applicable law.

The initial stockholders agreed to waive their rights to liquidating distributions from the Trust Account with respect to the Founder Shares if the Company fails to complete a Business Combination within the Combination Period. However, if the initial stockholders acquire Public Shares in or after the Initial Public Offering, they will be entitled to liquidating distributions from the Trust Account with respect to such Public Shares if the Company fails to complete a Business Combination within the Combination Period. The underwriters agreed to waive their rights to the deferred underwriting commission (see Note 5) held in the Trust Account in the event the Company does not complete a Business Combination within in the Combination Period and, in such event, such amounts will be included with the other funds held in the Trust Account that will be available to fund the redemption of the Public Shares. In the event of such distribution, it is possible that the per share value of the residual assets remaining available for distribution (including Trust Account assets) will be only $10.00 per share initially held in the Trust Account (or less than that in certain circumstances). In order to protect the amounts held in the Trust Account, the Sponsor agreed to be liable to the Company if and to the extent any claims by a third party (except for the Company’s independent registered public accounting firm) for services rendered or products sold to the Company, or a prospective target business with which the Company has entered into a letter of intent, confidentiality or other similar agreement or business combination agreement (a “Target”), reduce the amount of funds in the Trust Account to below the lesser of (i) $10.00 per Public Share and (ii) the actual amount per Public Share held in the Trust Account as of the date of the liquidation of the Trust Account, if less than $10.00 per Public Share due to reductions in the value of the trust assets, less taxes payable, provided that such liability will not apply to any claims by a third party or Target that executed a waiver of any and all rights to the monies held in the Trust Account (whether or not such waiver is enforceable) nor will it apply to any claims under the Company’s indemnity of the underwriters of the Initial Public Offering against certain liabilities, including liabilities under the Securities Act of 1933, as amended (the “Securities Act”). Moreover, in the event that an executed waiver is deemed to be unenforceable against a third party, the Sponsor will not be responsible to the extent of any liability for such third-party claims. The Company will seek to reduce the possibility that the Sponsor will have to indemnify the Trust Account due to claims of creditors by endeavoring to have all vendors, service providers (except for the Company’s independent registered public accounting firm), prospective target businesses or other

entities with which the Company does business, execute agreements with the Company waiving any right, title, interest or claim of any kind in or to monies held in the Trust Account.

Proposed Business Combination

On April 21, 2021, the Company, entered into a merger agreement (as it may be amended, supplemented or otherwise modified from time to time, the “Merger Agreement”), by and among the Company, Einstein Merger Corp. I, a Delaware corporation and a wholly owned subsidiary of the Company (“Merger Sub”), and SmartRent.com, Inc., a Delaware corporation (“SmartRent”). The transactions set forth in the Merger Agreement, including the Merger (defined below), will constitute a “Business Combination” as contemplated by FWAA’s Amended and Restated Certificate of Incorporation. Unless expressly stated otherwise herein, capitalized terms used but not defined herein shall have such meanings ascribed to them in the Merger Agreement. Subject to the terms and conditions set forth in the Merger Agreement, Merger Sub will merge with and into SmartRent, with SmartRent surviving as a wholly owned subsidiary of FWAA (the “Merger”). Upon the closing of the Merger and the other transactions contemplated by the Merger Agreement (the “Closing”), the Company will change its name to “SmartRent, Inc.”.

Subject to the terms and conditions set forth in the Merger Agreement, in consideration of the Merger, each outstanding share of SmartRent’s common stock (including shares of common stock issued upon conversion of preferred stock immediately prior to the Closing but excluding shares owned by SmartRent as treasury stock) will be converted into the right to receive such number of shares of the Company’s Class A Common Stock, par value $0.0001 per share (the “FWAA common stock”), equal to the Per Share Merger Consideration (as defined in the Merger Agreement). In addition, at the Closing, (i) each outstanding option to purchase SmartRent common stock, whether vested or unvested, will be assumed and converted into an option with respect to a number of shares of FWAA common stock in the manner set forth in the Merger Agreement, (ii) each outstanding warrant to purchase SmartRent common stock, whether or not exercisable, will be assumed and converted into a warrant with respect to a number of shares of FWAA common stock in the manner set forth in the Merger Agreement, and (iii) each outstanding award of restricted stock units with respect to shares of SmartRent common stock will be assumed and converted into the right to receive an award of restricted stock units representing a right to receive a number of shares of FWAA common stock in the manner set forth in the Merger Agreement.

Consummation of the transactions contemplated by the Merger Agreement is subject to conditions of the respective parties that are customary for a transaction of this type, including, among others: (a) approval by the Company’s stockholders of certain proposals to be set forth in the Proxy Statement/Prospectus; (b) approval of the Merger by the stockholders of SmartRent; (c) there being no laws or injunctions by governmental authorities or other legal restraint prohibiting consummation of the transactions contemplated under the Merger Agreement; (d) the waiting period applicable to the Merger under the HSR Act having expired (or early termination having been granted); and (e) the Company having at least $5,000,001 in net tangible assets.

Concurrently with the execution of the Merger Agreement, the Company entered into subscription agreements (each, a “Subscription Agreement”) with certain investors (the “PIPE Investors”) pursuant to which, among other things, the PIPE Investors have agreed to subscribe for and purchase, and the Company has agreed to issue and sell to the PIPE Investors an aggregate of 15,500,000 shares of the Company’s common stock, at a per share price of $10 for an aggregate purchase price of $155 million

concurrent with the Closing, on the terms and subject to the conditions set forth therein (the “PIPE Financing”). The Subscription Agreements contain customary representations and warranties of the Company, on the one hand, and each PIPE Investor, on the other hand, and customary conditions to closing, including the consummation of the transactions contemplated by the Merger Agreement. Shares of the Company’s common stock to be issued and sold to the PIPE Investors pursuant to the Subscription Agreements will not be registered under the Securities Act of 1933, as amended (the “Securities Act”), in reliance on the exemption from registration provided by Section 4(a)(2) of the Securities Act and/or Regulation D promulgated thereunder. Each Subscription Agreement provides that FWAA will grant the PIPE Investors certain customary registration rights.

The Merger Agreement and other related agreements have been reported and filed on a Current Report on Form

8-K

with the SEC on April 22, 2021.

Liquidity and Capital Resources

As of June 30, 2021, the Company had approximately $655,000 in its operating bank account and working capital deficit of approximately $562,000.

The Company’s liquidity needs to date have been satisfied through a contribution of $25,000 from Sponsor to cover for certain expenses and offering costs in exchange for the issuance of the Founder Shares (as defined in Note 4), the loan of approximately $118,000 from the Sponsor pursuant to the Note (as defined in Note 4), and the proceeds from the consummation of the Private Placement not held in the Trust Account. The Company fully repaid the Note on February 12, 2021. In addition, in order to finance transaction costs in connection with a Business Combination, the Sponsor or an affiliate of the Sponsor, or certain of the Company’s officers and directors may, but are not obligated to, provide the Company Working Capital Loans (as defined in Note 4). As of June 30, 2021, there were no amounts outstanding under any Working Capital Loan.

Management has determined that the Company has access to funds from the Sponsor or an affiliate of the Sponsor, or certain of the Company’s officers and directors to meet its needs through the earlier of the consummation of a Business Combination or one year from this filing. Over this time period, the Company will be using these funds for paying existing accounts payable, identifying and evaluating prospective initial Business Combination candidates, performing due diligence on prospective target businesses, paying for travel expenditures, selecting the target business to merge with or acquire, and structuring, negotiating and consummating the Business Combination.

Summary of Significant Accounting Policies

1 Months Ended

6 Months Ended

12 Months Ended

Dec. 31, 2020

Jun. 30, 2021

Dec. 31, 2020

Summary of Significant Accounting Policies

NOTE 2. SIGNIFICANT ACCOUNTING POLICIES

Unaudited Interim Financial Information

The accompanying condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and include the consolidated accounts of the Company and its wholly-owned subsidiaries. The Consolidated Balance Sheet at December 31, 2020 has been derived from the audited consolidated financial statements of the Company at that date. Certain notes and other information have been condensed or omitted from the interim financial statements presented herein. The financial data and other information disclosed in these Notes to Consolidated Financial Statements related to the three and six months ended June 30, 2021 are unaudited. The unaudited interim financial statements have been prepared on the same basis as the annual consolidated statements and, in the opinion of management, reflect all adjustments, which are of a normal recurring nature, necessary for a fair statement of the Company’s financial condition and results of operations and cash flows for the interim period presented. The results for the three and six months ended June 30, 2021 are not necessarily indicative of the results to be expected for the full year ending December 31, 2021 or any future period.

Liquidity

The accompanying financial statements have been prepared assuming the Company will continue as a going concern, which contemplates the realization of assets and liabilities and commitments

in the normal course of business. To date, the Company has been funded primarily by preferred stock financings, cash from operations, and debt proceeds.

Management believes that currently available resources will provide sufficient funds to enable the Company to meet its obligations for at least one year past the issuance date of these financial statements. The Company may need to raise additional capital through equity or debt financing to fund future operations until it generates positive operating cash flows. There can be no assurance that such additional equity or debt financing will be available on terms acceptable to the Company, or at all.

Use of Estimates

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates, judgments and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, as well as the reported amounts of revenue and expense during the reporting period. These estimates made by management include the determination of allowance balances for the Company’s inventories on hand, allowance for doubtful accounts, warranty liabilities and certain assumptions used in the valuation of equity awards, including the estimated fair value of convertible preferred stock, the estimated fair value of common stock warrants and assumptions used to estimate the fair value of stock-based compensation expense. Actual results could differ materially from those estimates.

Impact of

COVID-19

The extensive impact caused by the

COVID-19

pandemic has resulted and will likely continue to result in significant disruptions to the global economy, as well as businesses and capital markets around the world. In an effort to halt the outbreak of

COVID-19,

a number of countries, states, counties and other jurisdictions have imposed, and may impose in the future, various measures, including, but not limited to, voluntary and mandatory quarantines,

stay-at-home

orders, travel restrictions, limitations on gatherings of people, reduced operations and extended closures of businesses.

The timing of customer orders and the Company’s ability to fulfill orders received was impacted by various

COVID-19-related

government mandates, resulting in a reduction in units sold. The Company has also witnessed certain current and prospective customers delaying purchases based on budget constraints or project delays related to

COVID-19.

The broader and long-term implications of the

COVID-19

pandemic on the Company’s workforce, operations and supply chain, customer demand, results of operations and overall financial performance remain uncertain.

The impact of

COVID-19

and measures to prevent its spread have been impactful and continue to affect business in the following ways.

•

Our workforce

Employee health and safety is a priority. In response to

COVID-19,

the Company established new protocols to help protect the health and safety of its workforce, including restricting employee travel, recommending that all

non-essential

personnel work from home and cancelled or reduced physical participation in sales activities, meetings, events and conferences and implemented additional safety protocols for essential workers.

•

Operations and supply chain

The Company has experienced some production delays as a result of

COVID-19,

including impacts to our sourcing, manufacturing, and logistics channels.

•

Demand for our products

The Company continues to engage with current and potential customers and believes some customers may continue to delay purchases because their development programs may also be delayed as a result of

COVID-19.

Business Combination

In February 2020, the Company purchased all of the outstanding equity interests of Zenith in an acquisition that meets the definition of a business combination, for which the acquisition method of accounting was used, see Note 13 of these Consolidated Financial Statements. The acquisition was recorded on the date that the Company obtained control over the acquired business. The consideration paid was determined on the acquisition date and the acquisition-related costs, such as professional fees, were excluded from the consideration transferred and were recorded as expense in the period incurred. Assets acquired and liabilities assumed by the Company were recorded at their estimated fair values, while goodwill was measured as the excess of the consideration paid over the fair value of the net identifiable assets acquired and liabilities assumed.

Net Loss Per Share Attributable to Common Stockholders

The Company follows

the two-class

method to include the dilutive effect of securities that participated in dividends, if and when declared, when computing net income per common share. The

two-class

method determines net income per common share for each class of common stock and participating securities according to dividends, if and when declared or accumulated and participation rights in undistributed earnings. The

two-class

method requires income available to common stockholders for the period to be allocated between common stock and participating securities based upon their respective rights to receive dividends as if all income for the period had been distributed. The anti-dilutive effect of potentially dilutive securities is excluded from the computation of net loss per share because inclusion of such potentially dilutive shares on an

as-converted

basis would have been anti-dilutive.

The Company’s participating securities include convertible preferred stock, as the holders are entitled to receive noncumulative dividends on a

pari passu

basis in the event that a dividend is paid on common stock. The Company also considers any unvested common shares subject to repurchase to be participating securities because holders of such shares have

non-forfeitable

dividend rights in the event a dividend is paid on common stock. The holders of convertible preferred stock, as well as the holders of unvested common shares subject to repurchase, do not have a contractual obligation to share in losses.

Basic net loss per share attributable to common stockholders is calculated by dividing the net loss attributable to common stockholders by the weighted-average number of shares of common stock outstanding during the period, adjusted for outstanding shares that are subject to repurchase and any shares issuable by the exercise of warrants for nominal consideration.

Diluted net loss per share is computed by giving effect to all potentially dilutive securities outstanding for the period using the treasury stock method or the

if-converted

method based on

the nature of such securities. For periods in which the Company reports a net loss, the diluted net loss per common share attributable to common stockholders is the same as basic net loss per common share attributable to common stockholders, because inclusion of such potentially dilutive shares on an

as-converted

basis would have been anti-dilutive.

Accounts Receivable, net

Accounts receivable consist of balances due from customers for hardware, professional services and hosted services. Accounts receivable are recorded at invoiced amounts, are

non-interest

bearing and are presented net of the associated allowance for doubtful accounts on the Consolidated Balance Sheets. The allowance for doubtful accounts totaled $104 and $131 as of June 30, 2021 and December 31, 2020, respectively. The provision for doubtful accounts is recorded in general and administrative expenses in the accompanying Consolidated Statements of Operations and Comprehensive Loss and totaled $(42) and $(27) for the three and six months ended June 30, 2021, respectively. There was no provision for doubtful accounts for the three or six months ended June 30, 2020. No write-offs of accounts receivable deemed uncollectable occurred during the three and six months ended June 30, 2021 and 2020. The Company evaluates the collectability of the accounts receivable balances and has determined the allowance for doubtful accounts based on a combination of factors, which include the nature of relationship and the prior experience the Company has with the account and an evaluation for current and projected economic conditions as of the Consolidated Balance Sheets date. Accounts receivable determined to be uncollectible are charged against the allowance for doubtful accounts. Actual collections of accounts receivable could differ from management’s estimates.

Significant Customers

A significant customer represents 10% or more of the Company’s total revenue or net accounts receivable balance at each respective Consolidated Balance Sheet date. The significant customers of the Company are also limited partners of an investor in the Company with approximately 29% and 32% ownership as of June 30, 2021 and December 31, 2020, respectively. The investor does not exert control or influence on these limited partners and, as such these limited partners do not meet the definition of related parties. Revenue as a percentage of total revenue and net accounts receivable as a percentage of total net accounts receivable for each significant customer follows.


	Accounts Receivable						Revenue
	As of						For the three months ended June 30,						For the six months ended June 30,
	June 30, 2021			December 31, 2020			2021			2020			2021			2020
Customer A		13	%		30	%		18	%		*			27	%		17	%
Customer B		20	%		30	%		*			*			*			*
Customer C		*			*			*			15	%		*			27	%
Customer D		*			*			*			12	%		*			*
Customer E		*			*			*			10	%		*			*
Customer F		*			*			*			42	%		*			*

*	Total less than 10% for the respective period

Warranty Allowance

The Company provides its customers with limited service warranties associated with product replacement and related services. The warranty typically lasts one year following the installation of the product. The estimated warranty costs, which are expensed at the time of sale and included in cost of revenue, are based on the results of product testing, industry and historical trends and warranty claim rates incurred and are adjusted for identified current or anticipated future trends as appropriate. Actual warranty claim costs could differ from these estimates. For the three months ended June 30, 2021 and 2020 warranty expense included in cost of revenue was $80 and $164, respectively. Warranty expense included in cost of revenue for the six months ended June 30, 2021 and 2020, was $388 and $225, respectively. As of June 30, 2021 and December 31, 2020, the Company’s warranty allowance was $792 and $3,336, respectively.

During the year ended December 31, 2020, the Company identified a deficiency with batteries contained in certain hardware sold and has included the expected cost of repair and replacement for these batteries in its warranty allowance. As of June 30, 2021 and December 31, 2020, $528 and $3,166 is included in the Company’s warranty allowance related to the cost of remaining repairs for this identified deficiency, respectively.

Convertible Preferred Stock

The Company assessed the provisions of its convertible preferred stock including redemption rights, dividends and voting rights to determine the appropriate classification. The Company determined that its shares of convertible preferred stock are appropriately classified as mezzanine equity because they are contingently redeemable into cash upon the occurrence of an event not solely within the Company’s control. When it is probable that a convertible preferred share will become redeemable, adjustments are recorded to adjust the carrying values. No adjustments have been recorded during the six months ended June 30, 2021 or year ended December 31, 2020. Refer to Note 7 for more information on the rights, preferences, privileges and restrictions associated with the convertible preferred stock.

Fair Value of Financial Instruments

Fair value is based on the price 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. Assets and liabilities subject to

on-going

fair value measurement are categorized and disclosed into one of three categories depending on observable or unobservable inputs employed in the measurement. These two types of inputs have created the following fair value hierarchy.

Level 1: Quoted prices in active markets that are accessible at the measurement date for assets and liabilities.

Level 2: Observable prices that are based on inputs not quoted in active markets, but corroborated by market data.

Level 3: Unobservable inputs are used when little or no market data is available.

This hierarchy requires the Company to minimize the use of unobservable inputs and to use observable market data, if available, when determining fair value. The Company recognizes transfers between levels of the hierarchy based on the fair values of the respective financial

measurements at the end of the reporting period in which the transfer occurred. There were no transfers between levels of the fair value hierarchy during the six months ended June 30, 2021 or year ended December 31, 2020 , respectively. The carrying amounts of the Company’s accounts receivable, accounts payable and accrued and other liabilities approximate their fair values due to their short maturities.

Revenue Recognition

The Company derives its revenue primarily from sales of systems that consist of hardware devices, professional installation services and hosted services to assist property owners and property managers with visibility and control over assets, while providing

all-in-one

home control offerings for residents. Revenue is recognized when control of these products and services are transferred to the customer in an amount that reflects the consideration the Company expects to be entitled to receive in exchange for those products and services.

The Company may enter into contracts that may contain multiple distinct performance obligations. The transaction price for a typical arrangement includes the price for the smart device hardware, installation services, a hardware hub device, and a subscription to our proprietary software. The subscription is for the hub device only and there is no support or ongoing subscription for other smart device hardware. The Company considers the hardware, installation services and the combination of the hardware hub device and proprietary software (the “hosted services”) to be separate performance obligations. The hardware hub device and the subscription are not sold separately. The hardware performance obligation includes the delivery of hardware, the installation services performance obligation includes the services to install the hardware and the hosted services performance obligation allows the customer access to software during the

contracted-use

term when the promised service is transferred to the customer. The Company partners with several manufactures to offer a range of compatible hardware products for its customers. The Company maintains control of the hardware purchased from manufacturers prior to it being transferred to the customer. The company has discretion in establishing the price the customer will pay for the good or service. Consequently, the Company is primarily responsible for fulfilling the promise to provide the product and the Company is considered the principal in these arrangements.

For each performance obligation identified, the Company estimates the standalone selling price, which represents the price at which the Company would sell the good or service separately. If the standalone selling price is not observable through past transactions, the Company estimates the standalone selling price, considering available information such as market conditions, review of historical pricing data, and internal pricing guidelines related to the performance obligations. The Company then allocates the transaction price among those obligations based on the estimation of the standalone selling price.

Payments are received by the Company by credit card, check or automated clearing house (“ACH”) payments and payment terms are determined by individual contracts and generally range from due upon receipt to net 30 days. Taxes collected from customers and remitted to governmental authorities are not included in reported revenue. Payments received from customers in advance of revenue recognition are reported as deferred revenue.

The Company applies the practical expedient that allows for inclusion of the future auto-renewals in the initial measurement of the transaction price. The Company only applies these steps when it

is probable that it will collect the consideration to which it is entitled in exchange for the goods or services it transfers to a customer.

Timing of Revenue Recognition is as follows.

•

Hardware Revenue

Hardware revenue includes the smart home devices which connect to the hardware hub device which is separately discussed in Hosted Services Revenue below. The Company’s performance obligation for hardware revenue is considered satisfied, and revenue is recognized, at a point in time when the hardware device is shipped to the customer. The Company generally provides a one year warranty period on hardware devices. Warranty costs are recognized as a component of cost of revenue in the accompanying Consolidated Statements of Operations and Comprehensive Loss.

•

Professional Services Revenue

Professional services consist of installations, do not result in significant customization of the product and are generally performed from two to four weeks in duration. Installations can be performed by the Company, contracted out to a third-party or the customer can perform the installation themselves. The Company’s professional services contracts are generally arranged on a fixed price basis and revenue is recognized over time as installations are completed.

•

Hosted Services Revenue

Hosted services include recurring monthly subscription revenue generated from fees that provide customers access to one or more of the Company’s software applications including access controls, asset monitoring and related services. These arrangements have contractual terms typically ranging from

one-month

to seven-years and include recurring fixed plan subscription fees. Arrangements with customers do not provide the customer with the right to take possession of the Company’s software at any time. Customers are granted continuous access to the services over the contractual period. Accordingly, any fixed consideration related to subscription service is recognized on a straight-line basis over the contract term beginning on the date the subscription service is made available to the customer. Variable consideration is immaterial.

The Company also sells the hardware hub device, which only functions with the subscription to the Company’s proprietary software applications and related hosting services and is sold only on an integrated basis. The Company considers the hub device and hosting services subscription a single performance obligation and therefore defers the recognition of revenue for the hub devices. The estimated average

in-service

life of the hub device is four years. When a hub device is included in a contract that does not require a long-term service commitment, the customer obtains a material right to renew the service because purchasing a new device is not required upon renewal. If a contract contains a material right, proceeds are allocated to the material right and recognized over the period of benefit, which is generally four years.

Cost of Revenue

Cost of revenue consists primarily of direct costs of products and services together with the indirect cost of customer care and support over the life of the service arrangement.

•

Hardware

Cost of hardware revenue consists primarily of direct costs of proprietary products, hardware devices, supplies purchased from third-party providers, shipping costs, indirect costs related to warehouse facilities (including depreciation and amortization of capitalized assets and

right-of-use

assets), infrastructure costs, personnel-related costs associated with the procurement and distribution of products and warranty expenses together with the indirect cost of customer care and support.

•

Professional Services

Cost of professional services revenue consists primarily of direct costs related to personnel-related expenses for installation and supervision of installation services, general contractor expenses and travel expenses associated with the installation of products and indirect costs that are also primarily personnel-related expenses in connection with training of and ongoing support for customers and residents.

•

Hosted Services

Cost of hosted services revenue consists primarily of the amortization of the direct costs of the hardware hub device consistent with the revenue recognition period noted above in Hosted Services Revenue, warehouse facility (including depreciation and amortization of capitalized assets and

right-of-use

assets) and infrastructure costs associated with providing software applications together with the indirect cost of customer care and support over the life of the service arrangement.

Deferred Cost of Revenue

Deferred cost of revenue includes all direct costs included in cost of revenue for hosted services and the hub device that have been deferred to future periods.

Research and Development

These expenses relate to the research and development of new products and services and enhancements to the Company’s existing product offerings. Costs related to preliminary project activities and post-implementation activities are expensed as incurred.

Advertising

Advertising costs are expensed as incurred and recorded as a component of sales and marketing expense in the accompanying Consolidated Statements of Operations and Comprehensive Loss. The Company incurred $244 and $163 of advertising costs for the three months ended June 30, 2021 and 2020, respectively, and incurred $400 and $364 of advertising costs during the six months ended June 30, 2021 and 2020 respectively.

Segments

The Company has one operating segment and one reportable segment as its chief operating decision maker, who is its Chief Executive Officer, reviews financial information on a consolidated basis for purposes of allocating resources and evaluating financial performance. The Company’s principal operations are in the United States and the Company’s long-lived assets are located primarily within the United States. The Company held $7,041 and $7,941 of assets outside the United States at June 30, 2021 and December 31, 2020, respectively.

Recent Accounting Guidance Not Yet Adopted

In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update

(“ASU”) 2016-13,

“Financial Instruments—Credit Losses (Topic 326)”

which modifies the measurement of expected credit losses of certain financial instruments. This update is effective for fiscal years beginning after December 15, 2022 and must be applied using a modified-retrospective approach, with early adoption permitted. The adoption of

ASU 2016-13 may

have an impact on the Company’s accounting for accounts receivable and bad debt expense included in the accompanying Consolidated Balance Sheets and Consolidated Statements of Operations and Comprehensive Loss. The Company is evaluating the extent of such impact.

In December 2019, the FASB issued ASU

No. 2019-12,

“

Income Taxes (Topic 740)”

, which simplifies the accounting for income taxes, primarily by eliminating certain exceptions found in the Accounting Standards Codification, section 740. This standard is effective for fiscal periods beginning after December 15, 2021. The Company does not plan to early adopt this standard and is currently evaluating the impact of this guidance on its Consolidated Financial Statements.

NOTE 2. SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and include the consolidated accounts of the Company and its wholly-owned subsidiaries.

Foreign Currency

The Company’s functional and reporting currency is United States Dollars (“USD”). The Company’s foreign subsidiary has a functional currency other than USD. Revenue and expense transactions are translated using average exchange rates for the period, and assets and liabilities are translated using period end exchange rates. Foreign currency translation gains and losses are included as a component of other comprehensive income.

Liquidity

The accompanying financial statements have been prepared assuming the Company will continue as a going concern, which contemplates the realization of assets and liabilities and commitments in the normal course of business. To date, the Company has been funded primarily by preferred stock financings, cash from operations, and debt proceeds.

Management believes that currently available resources will provide sufficient funds to enable the Company to meet its obligations for at least one year past the issuance date of these financial statements.

The Company may need to raise additional capital through equity or debt financing to fund future operations until it generates positive operating cash flows. There can be no assurance that such additional equity or debt financing will be available on terms acceptable to the Company, or at all.

Use of Estimates

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates, judgments and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, as well as the reported amounts of revenue and expense during the reporting period. These estimates made by management include the determination of allowance balances for the Company’s inventories on hand, allowance for doubtful accounts, warranty liabilities and certain assumptions used in the valuation of equity awards, including the estimated fair value of convertible preferred stock, the estimated fair value of common stock warrants and assumptions used to estimate the fair value of stock-based compensation expense. Actual results could differ materially from those estimates.

Impact of

COVID-19

The extensive impact of the pandemic caused by the

COVID-19

pandemic has resulted and will likely continue to result in significant disruptions to the global economy, as well as businesses and capital markets around the world. In an effort to halt the outbreak of

COVID-19,

a number of countries,

states, counties and other jurisdictions have imposed, and may impose in the future, various measures, including, but not limited to, voluntary and mandatory quarantines,

stay-at-home

orders, travel restrictions, limitations on gatherings of people, reduced operations and extended closures of businesses.

The timing of customer orders and the Company’s ability to fulfill orders received was impacted by various

COVID-19-related

government mandates, resulting in a reduction in units sold. The Company has also witnessed certain current and prospective customers delaying purchases based on budget constraints or project delays related to

COVID-19.

The broader and long-term implications of the

COVID-19

pandemic on our workforce, operations and supply chain, customer demand, results of operations and overall financial performance remain uncertain.

The impact of

COVID-19

and measures to prevent its spread have been impactful and continue to affect business in the following ways.

•

Our workforce

Employee health and safety is a priority. In response to

COVID-19,

the Company established new protocols to help protect the health and safety of its workforce, including restricting employee travel, recommending that all

non-essential

personnel work from home and cancelled or reduced physical participation in sales activities, meetings, events and conferences and implemented additional safety protocols for essential workers.

•

Operations and supply chain

The Company has experienced some production delays as a result of

COVID-19

impacts to our sourcing, manufacturing, and logistics channels.

•

Demand for our products

Revenue for the Company’s products in the year ended December 31, 2020 was less than anticipated based growth projections in 2019. The Company continues to engage with current and potential customers and believes some customers may continue to delay purchases because their development programs may also be delayed as a result of

COVID-19.

Business Combinations

During 2020, the Company purchased all of the outstanding equity interests of Zenith in an acquisition that meets the definition of a business combination, for which the acquisition method of accounting was used, see Note 13 of these Consolidated Financial Statements. The acquisition was recorded on the date that the Company obtained control over the acquired business. The consideration paid was determined on the acquisition date and the acquisition-related costs, such as professional fees, were excluded from the consideration transferred and were recorded as expense in the period incurred. Assets acquired and liabilities assumed by the Company were recorded at their estimated fair values, while goodwill was measured as the excess of the consideration paid over the fair value of the net identifiable assets acquired and liabilities assumed.

Net Loss Per Share Attributable to Common Stockholders

The Company follows the

two-class

method to include the dilutive effect of securities that participated in dividends, if and when declared, when computing net income per common share. The

two-class

method determines net income per common share for each class of common stock and participating securities according to dividends, if and when declared or accumulated and participation rights in undistributed earnings. The

two-class

method requires income available to common stockholders for the period to be allocated between common stock and participating securities based upon their respective rights to receive dividends as if all income for the period had been distributed. The anti-dilutive effect of potentially dilutive securities is excluded from the computation of net loss per share because inclusion of such potentially dilutive shares on an

as-converted

basis would have been anti-dilutive.

The Company’s participating securities include convertible preferred stock, as the holders are entitled to receive noncumulative dividends on a

pari

passu

basis in the event that a dividend is paid on common stock. The Company also considers any unvested common shares subject to repurchase to be participating securities because holders of such shares have

non-forfeitable

dividend rights in the event a dividend is paid on common stock. The holders of convertible preferred stock, as well as the holders of unvested common shares subject to repurchase, do not have a contractual obligation to share in losses.

Basic net loss per share attributable to common stockholders is calculated by dividing the net loss attributable to common stockholders by the weighted-average number of shares of common stock outstanding during the period, adjusted for outstanding shares that are subject to repurchase.

Diluted net loss per share is computed by giving effect to all potentially dilutive securities outstanding for the period using the treasury stock method or the

if-converted

method based on the nature of such securities. For periods in which the Company reports a net loss, the diluted net loss per common share attributable to common stockholders is the same as basic net loss per common share attributable to common stockholders, because inclusion of such potentially dilutive shares on an

as-converted

basis would have been anti-dilutive.

Cash and Cash Equivalents

The Company considers financial instruments with an original maturity of three months or less to be cash and cash equivalents. The Company maintains cash and cash equivalents at multiple financial institutions, and, at times, these balances exceed federally insurable limits. As a result, there is a concentration of credit risk related to amounts on deposit. The Company believes any risks are mitigated through the size and security of the financial institution at which our cash balances are held.

Accounts Receivable, net

Accounts receivable consist of balances due from customers for hardware, professional services and hosted services. Accounts receivable are recorded at invoiced amounts, are

non-interest

bearing and are

presented net of the associated allowance for doubtful accounts on the Consolidated Balance Sheets. The allowance for doubtful accounts totaled $131 as of December 31, 2020 and no allowance for

doubtful accounts was deemed necessary as of December 31, 2019. The provision for doubtful accounts is recorded in general and administrative expenses in the accompanying Consolidated Statements of Operations and Comprehensive Loss and totaled $512 for the year ended December 31, 2020. Write-offs of accounts receivable deemed uncollectible for the year ended December 31, 2020 totaled $381. The Company evaluates the collectability of the accounts receivable balances and has determined the allowance for doubtful accounts based on a combination of factors, which include the nature of relationship and the prior experience the Company has with the account and an evaluation for current and projected economic conditions as of the Consolidated Balance Sheets date. Accounts receivable determined to be uncollectible are charged against the allowance for doubtful accounts. Actual collections of accounts receivable could differ from management’s estimates.

Significant Customers

A significant customer represents 10% or more of the Company’s total revenue or net accounts receivable balance at each respective Consolidated Balance Sheet date. The significant customers of the Company are also limited partners in the investment fund of an investor in the Company with approximately 32% ownership. The investor does not exert control or influence on these limited partners and, as such these limited partners do not meet the definition of related parties. Revenue as a percentage of total revenue and net accounts receivable as a percentage of total net accounts receivable for each significant customer follows.

Accounts Receivable

Revenue

December 31,

Year ended December 31,

2020

2019

2020

2019

Customer A

*

31%

23%

48%

Customer B

*

14%

*

Customer C

30%

*

29%

*

Customer D

30%

*

Customer E

*

34%

*Total less than 10% for the respective period

Inventory

Inventories, which are comprised of smart home equipment and components are stated at the lower of cost or net realizable value with cost determined under the

first-in,

first-out

(“FIFO”) method. The Company adjusts the inventory balance based on anticipated obsolescence, usage and historical write-offs.

Goodwill

Goodwill represents the excess of cost over net assets of the business combination that was completed during the year ended December 31, 2020 (Note 13). The Company tests for potential impairment of goodwill on an annual basis in November and between annual tests if there are

indications of potential goodwill impairment. Qualitative factors are considered first to determine if performing a quantitative test is necessary. No goodwill impairment was recorded during the year ended December 31, 2020.

Property and Equipment, net

Property and equipment is stated at cost, net of accumulated depreciation and amortization. Costs of improvements that extend the economic life or improve service potential are capitalized. Expenditures for routine maintenance and repairs are charged to expense as incurred. Repairs and maintenance expense for the years ended December 31, 2020 and 2019 was $18 and $10, respectively, and is included in general and administrative expense in the accompanying Consolidated Statements of Operations and Comprehensive Loss.

Depreciation and amortization are included in cost of revenue and general and administrative expenses and are computed using the straight-line basis over estimated useful lives of those assets as follows.


Computer hardware and software		5 years

Furniture and fixtures		7 years

Warehouse equipment		15 years

Leasehold Improvements		Shorter of the estimated useful life or lease term

Impairment of Long-Lived Assets

The Company reviews long-lived assets, including property and equipment, and operating lease right of use assets for impairment when events or changes in circumstances indicate that the carrying amount may not be recoverable. Recoverability of these assets, or asset groups, is measured by comparing the carrying amounts of such assets or asset groups to the future undiscounted cash flows that such assets or asset groups are expected to generate. If such assets are impaired, the impairment recognized is measured by the amount by which the carrying amount of the assets exceeds the fair value of the assets. There was no impairment of long-lived assets during 2020 or 2019.

Leases

The Company classifies an arrangement as a lease at inception by determining if the arrangement conveys the right to control the use of the identified asset for a period of time in exchange for consideration. If the arrangement is identified as a lease, classification is determined at the commencement of the arrangement. Operating lease liabilities are recognized at the present value of the future lease payments at the lease commencement date.

The Company estimates its incremental borrowing rate to discount future lease payments. The incremental borrowing rate reflects the interest rate that the Company would expect to pay to borrow on a collateralized basis an amount equal to the lease payments in a similar economic environment over a similar term. Operating lease

right-of-use

(“ROU”) assets are based on the corresponding lease liability adjusted for any lease payments made at or before commencement, initial direct costs and lease incentives. Certain leases also include options to renew or terminate the lease at the election of

the Company. The Company evaluates these options at lease inception and on an ongoing basis. Renewal and termination options that the Company is reasonably certain to exercise are included when classifying leases and measuring lease liabilities. Operating lease expense is recognized on a straight-line basis over the lease term. Variable lease costs are expensed as incurred. The Company has lease agreements with lease and

non-lease

components, which are accounted for as a single lease component for all classes of assets. Lease payments for short-term leases with a term of twelve months or less are expensed on a straight-line basis over the lease term. Operating leases are included in other long-term assets, accrued expenses and other current liabilities, and other long-term liabilities.

Warranty Allowance

The Company provides its customers with limited service warranties associated with product replacement and related services. The warranty typically lasts one year following the installation of the product. The estimated warranty costs, which are expensed at the time of sale and included in cost of revenue, are based on the results of product testing, industry and historical trends and warranty claim rates incurred and are adjusted for identified current or anticipated future trends as appropriate. Actual warranty claim costs could differ from these estimates. Warranty expense included in cost of revenue for the years ended December 31, 2020 and 2019, were $3,694 and $83, respectively. As of December 31, 2020, the Company’s warranty allowance was $3,336 and no warranty allowance was deemed necessary as of December 31, 2019.

During the year ended December 31, 2020, the Company identified a deficiency with batteries contained in certain hardware sold and has included the expected cost of repair and replacement for these batteries in its warranty allowance. As of December 31, 2020, $3,166 is included in the Company’s warranty allowance related to the cost of repairs for this identified deficiency.

Convertible Notes

Certain convertible notes include detachable warrants that are accounted for as equity instruments. The warrants were recorded at fair value.

Convertible Preferred Stock

The Company assessed the provisions of its convertible preferred stock including redemption rights, dividends and voting rights to determine the appropriate classification. The Company determined that its shares of convertible preferred stock are appropriately classified as mezzanine equity because they are contingently redeemable into cash upon the occurrence of an event not solely within the Company’s control. When it is probable that a convertible preferred share will become redeemable, adjustments are recorded to adjust the carrying values. No adjustments have been recorded in 2020 or 2019. Refer to Note 7 for more information on the rights, preferences, privileges and restrictions associated with the convertible preferred stock.

Fair Value of Financial Instruments

Fair value is based on the price 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. Assets and liabilities subject to

on-going

fair value measurement are categorized and disclosed into one of three categories

depending on observable or unobservable inputs employed in the measurement. These two types of inputs have created the following fair value hierarchy.

Level 1: Quoted prices in active markets that are accessible at the measurement date for assets and liabilities.

Level 2: Observable prices that are based on inputs not quoted in active markets, but corroborated by market data.

Level 3: Unobservable inputs are used when little or no market data is available.

This hierarchy requires the Company to minimize the use of unobservable inputs and to use observable market data, if available, when determining fair value. The Company recognizes transfers between levels of the hierarchy based on the fair values of the respective financial measurements at the end of the reporting period in which the transfer occurred. There were no transfers between levels of the fair value hierarchy during the years ended December 31, 2020 and 2019. The carrying amounts of the Company’s accounts receivable, accounts payable and accrued and other liabilities approximate their fair values due to their short maturities.

Revenue Recognition

The Company derives its revenue primarily from sales of systems that consist of hardware devices, professional installation services and hosted services to assist property owners and property managers with visibility and control over assets, while providing

all-in-one

home control offerings for residents. Revenue is recognized when control of these products and services are transferred to the customer in an amount that reflects the consideration the Company expects to be entitled to receive in exchange for those products and services.

The Company may enter into contracts that may contain multiple distinct performance obligations. The transaction price for a typical arrangement includes the price for the smart device hardware, installation services, a hardware hub device, and a subscription to our proprietary software. The subscription is for the hub device only and there is no support or ongoing subscription for other smart device hardware. The Company considers the hardware, installation services and the combination of the hardware hub device and proprietary software (the “hosted services”) to be separate performance obligations. The hardware hub device and the subscription are not sold separately. The hardware performance obligation includes the delivery of hardware, the installation services performance obligation includes the services to install the hardware and the hosted services performance obligation allows the customer to access software during the

contracted-use

term when the promised service is transferred to the customer. The Company partners with several manufactures to offer a range of compatible hardware products for its customers. The Company maintains control of the hardware products purchased from manufactures prior to the products being transferred to the customer and consequently bears the inventory risk before or after the products are transferred to the customer. The Company has discretion in establishing the price the customer will pay for the product, consequently, the Company is primarily responsible for fulfilling the promise to provide the product and the Company is considered the principal in these arrangements.

For each performance obligation identified, the Company estimates the standalone selling price, which represents the price at which the Company would sell the good or service separately. If the

standalone selling price is not observable through past transactions, the Company estimates the standalone selling price, considering available information such as market conditions, review of historical pricing data, and internal pricing guidelines related to the performance obligations. The Company then allocates the transaction price among those obligations based on the estimation of the standalone selling price.

Payments are received by the Company by credit card, check or automated clearing house (“ACH”) payments and payment terms are determined by individual contracts and range from due upon receipt to net 30 days. Taxes collected from customers and remitted to governmental authorities are not included in reported revenue. Payments received from customers in advance of revenue recognition are reported as deferred revenue.

The Company applies the practical expedient that allows for inclusion of the future auto-renewals in the initial measurement of the transaction price. The Company only applies these steps when it is probable that it will collect the consideration to which it is entitled in exchange for the goods or services it transfers to a customer.

Timing of Revenue Recognition is as follows.

• Hardware Revenue

Hardware revenue includes the smart home devices which connect to the hardware hub device which is separately discussed in Hosted Services Revenue below. The Company’s performance obligation for hardware revenue is considered satisfied, and revenue is recognized, at a point in time when the hardware device is shipped to the customer. The Company generally provides a one year warranty period on hardware devices. Warranty costs are recognized as a component of cost of revenue in the accompanying Consolidated Statements of Operations and Comprehensive Loss.

• Professional Services Revenue

Professional services consist of installations, do not result in significant customization of the product and are generally performed from two to four weeks in duration. Installations can be performed by the Company, contracted out to a third-party or the customer can perform the installation themselves. The Company’s professional services contracts are generally arranged on a fixed price basis and revenue is recognized over time as installations are completed.

• Hosted Services Revenue

Hosted services include recurring monthly subscription revenue generated from fees that provide customers access to one or more of the Company’s software applications including access controls, asset monitoring and related services. These arrangements have contractual terms typically ranging from

one-month

to seven-years and include recurring fixed plan subscription fees. Arrangements with customers do not provide the customer with the right to take possession of the Company’s software at any time. Customers are granted continuous access to the services over the contractual period. Accordingly, any fixed consideration related to subscription service is recognized on a straight-line basis over the contract term beginning on the date the subscription service is made available to the customer. Variable consideration is immaterial.

The Company also sells the hardware hub device, which only functions with the subscription to the Company’s proprietary software applications and related hosting services and is sold only on an integrated basis. The Company considers the hub device and hosting services subscription a single performance obligation and therefore defers the recognition of revenue for the hub devices. The estimated average

in-service

life of the hub device is four years. When a hub device is included in a contract that does not require a long-term service commitment, the customer obtains a material right to renew the service because purchasing a new device is not required upon renewal. If a contract contains a material right, proceeds are allocated to the material right and recognized over the period of benefit, which is generally four years.

Cost of Revenue

Cost of revenue consists primarily of direct costs of products and services together with the indirect cost of customer care and support over the life of the service arrangement.

• Hardware

Cost of hardware revenue consists primarily of direct costs of proprietary products, hardware devices and supplies purchased from third-party providers and shipping and indirect costs related to warehouse facility (including depreciation and amortization of capitalized assets and

right-of-use

assets), infrastructure costs, personnel-related costs associated with the procurement and distribution of products and warranty expenses together with the indirect cost of customer care and support.

• Professional Services

Cost of professional services revenue consists primarily of direct costs related to personnel-related expenses for installation and supervision of installation services, general contractor expenses and travel expenses associated with the installation of products and indirect costs that are also primarily personnel-related expenses in connection with training of and ongoing support for customers and residents.

•

Hosted Services

Cost of hosted services revenue consists primarily of the amortization of the direct costs of the hardware hub device consistent with the revenue recognition period noted above in Hosted Services Revenue, warehouse facility (including depreciation and amortization of capitalized assets and

right-of-use

assets) and infrastructure costs associated with providing software applications together with the indirect cost of customer care and support over the life of the service arrangement.

Deferred Cost of Revenue

Deferred cost of revenue includes all direct costs included in cost of revenue for hosted services and the hub device that have been deferred to future periods.

Deferred Contract Costs

The Company capitalizes commission expenses paid to internal sales personnel that are incremental to obtaining new customer contracts. Costs related to the initial signing of contracts are

amortized over the average customer life, which has been estimated to be four years. The Company determined the period of benefit by taking into consideration the length of terms in its customer contracts, including renewals and extensions. Amounts expected to be recognized within one year of the balance sheet date are recorded as deferred contract costs, current and is included in prepaid expenses and other current assets on the Consolidated Balance Sheets; the remaining portion is recorded as deferred contract costs

non-current,

and is included in other long-term assets on the Consolidated Balance Sheets. Amortization expense related to deferred contract costs is included in sales and marketing expense in the Consolidated Statements of Operations and Comprehensive Income (Loss).

The following table represents a roll-forward of the Company’s deferred contract costs:


	Year ended December 31,
	2020			2019
Balance as of January 1	$	—		$	—

Additions to deferred contract costs		218			—

Amortization of deferred contract costs		(17	)		—

Balance as of December 31	$	201		$	—

Research and Development

The Company invested $9,406 and $7,731 in research and development during the years ended December 31, 2020 and 2019, respectively. These expenses were incurred for the research and development of new products and services and enhancements to the Company’s existing product offerings. Costs related to preliminary project activities and post-implementation activities are expensed as incurred.

Advertising

Advertising costs are expensed as incurred and recorded as a component of sales and marketing expense in the accompanying Consolidated Statements of Operations and Comprehensive Loss. The Company incurred $663 and $712 of advertising costs during the years ended December 31, 2020 and 2019, respectively.

Stock-Based Compensation

The Company’s stock-based compensation relates to stock options granted to employees of the Company. Stock-based award expense is measured based on the grant date fair value. The Company estimates the fair value of stock option awards granted to employees and directors on the grant date using the Black-Scholes option-pricing model. The fair value of stock option awards is recognized as compensation expense on a straight-line basis over the requisite service period in which the awards are expected to vest and forfeitures are recognized as they occur.

The Black-Scholes model considers several variables and assumptions in estimating the fair value of stock-based awards. These variables include the per share fair value of the underlying common stock, exercise price, expected term, risk-free interest rate, expected annual dividend yield, the expected stock price volatility over the expected term and forfeitures, which are recognized as they

occur. For all stock options granted, the Company calculated the expected term using the simplified method for “plain vanilla” stock option awards. The Company’s Common Stock is not currently publicly traded and therefore has no publicly available stock price information; accordingly, the Company uses the historical volatility of the stock price of identifiable publicly traded peer companies. The risk-free interest rate is based on the yield available on U.S. Treasury

zero-coupon

issues similar in duration to the expected term of the equity-settled award.

Income taxes

The Company reports for the effects of income taxes by applying the asset and liability methodology. Deferred income tax assets and liabilities are computed for differences between the financial statement and tax basis of assets and liabilities that will result in future taxable or deductible amounts, based on enacted tax laws and rates applicable to the period in which the differences are expected to affect taxable income. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. A valuation allowance of $18,832 and $9,551 for the years ended December 31, 2020 and 2019, respectively, has been established to offset the deferred tax assets as realization of such assets is uncertain.

The Company’s methodology establishes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be

more-likely-than-not

to be sustained upon examination by taxing authorities. The Company’s primary jurisdiction is the United States. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense.

Segments

The Company has one operating segment and one reportable segment as its chief operating decision maker, who is its Chief Executive Officer, reviews financial information on a consolidated basis for purposes of allocating resources and evaluating financial performance. The Company’s principal operations are in the United States and the Company’s long-lived assets are located primarily within the United States. The Company held $7,941 assets outside the United States at December 31, 2020, and no assets were held outside of the United States at December 31, 2019.

Recent Accounting Guidance Not Yet Adopted

In June 2016, the FASB issued ASU

2016-13,

“Financial Instruments

—

Credit Losses (Topic 326)”

which modifies the measurement of expected credit losses of certain financial instruments. This update is effective for fiscal years beginning after December 15, 2022 and must be applied using a modified-retrospective approach, with early adoption permitted. The adoption of ASU

2016-13

may have an impact on the Company’s accounting for accounts receivable and bad debt expense included in the accompanying Consolidated Balance Sheets and Consolidated Statements of Operations and Comprehensive Loss. The Company is evaluating the extent of such impact.

In December 2019, the FASB issued ASU

No. 2019-12,

“

Income Taxes (Topic 740)”

, which simplifies the accounting for income taxes, primarily by eliminating certain exceptions to ASC 740. This standard is effective for fiscal periods beginning after December 15, 2021. The Company does not plan to early adopt this standard is currently evaluating the impact of this guidance on its Consolidated Financial Statements.

Summary of Significant Accounting Policies

Note 2 — Summary of Significant Accounting Policies

Financial Instruments

The fair value of the Company’s assets and liabilities, which qualify as financial instruments under FASB ASC 820, “Fair Value Measurements and Disclosures,” approximates the carrying amount represented in the balance sheet, primarily due to their short-term nature.

Use of Estimates

The preparation of financial statements in conformity with U.S. GAAP requires the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. Actual results could differ from those estimates.

Deferred Offering Costs Associated with the Proposed Public Offering

Deferred offering costs consist of legal fees incurred through the balance sheet date that are directly related to the Proposed Public Offering and that will be charged to stockholder’s equity upon the completion of the Proposed Public Offering. Should the Proposed Public Offering prove to be unsuccessful, these deferred costs, as well as additional expenses to be incurred, will be charged to operations.

Net Loss Per Share of Common Stock

The Company complies with accounting and disclosure requirements of FASB ASC Topic 260, “Earnings Per Share.” Net loss per share is computed by dividing net loss by the weighted average number of shares of Class B common stock outstanding during the period excluding Class B common stock subject to forfeiture. Weighted average shares were reduced for the effect of an aggregate of

1,125,000

shares of Class B common stock that are subject to forfeiture if the over-allotment option is not exercised by the underwriters (Note 4). At December 31, 2020, the Company did not have any dilutive securities and other contracts that could, potentially, be exercised or converted into shares of common stock and then share in the earnings of the Company. As a result, diluted loss per share is the same as basic loss per share for the period presented.

Income Taxes

The Company follows the asset and liability method of accounting for income taxes under FASB ASC 740, “Income Taxes.” Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statements carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that included the enactment date. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. Deferred tax assets were deemed de minimus as of December 31, 2020.

FASB ASC 740 prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities. There were no unrecognized tax benefits as of December 31, 2020. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. No amounts were accrued for the payment of interest and penalties as of December 31, 2020. The Company is currently not aware of any issues under review that could result

in significant payments, accruals or material deviation from its position. The Company is subject to

income tax examinations by major taxing authorities since inception. The provision for income taxes was deemed to be de minimus for the period from November 23, 2020 (inception) through December 31, 2020.

Recent Accounting Standards

The Company’s management does not believe that any recently issued, but not yet effective, accounting standards updates, if currently adopted, would have a material effect on the accompanying financial statements.

Note 2—Summary of Significant Accounting Policies

Basis of Presentation

The accompanying condensed financial statements are presented in U.S. dollars in conformity with accounting principles generally accepted in the United States of America (“GAAP”) for financial information and pursuant to the rules and regulations of the SEC. Accordingly, they do not include all of the information and footnotes required by GAAP. In the opinion of management, the condensed financial statements reflect all adjustments, which include only normal recurring adjustments necessary for the fair statement of the balances and results for the periods presented. Operating results for the three and six months ended June 30, 2021 are not necessarily indicative of the results that may be expected through December 31, 2021 or any future period.

The accompanying condensed financial statements should be read in conjunction with the audited financial statements and notes thereto included in the Form

8-K

and the final prospectus filed by the Company with the SEC on February 16, 2021 and February 8, 2021, respectively.

Emerging Growth Company

The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the independent registered public accounting firm attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and stockholder approval of any golden parachute payments not previously approved.

Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that an emerging growth company can elect to opt out of the extended transition period and comply with the requirements that apply to

non-emerging

growth companies but any such an election to opt out is irrevocable. The Company has elected not to opt out of such extended transition period, which means that when a standard is issued or revised and it has different application dates for public or private companies, the Company, as an emerging growth company, can adopt the new or revised standard at the time private companies adopt the new or revised standard. This may make comparison of the Company’s condensed financial statement with another public company that is neither an emerging growth company nor an emerging growth company that has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used.

Use of Estimates

The preparation of financial statements in conformity with GAAP requires the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed financial statements and the reported amounts of revenues and expenses during the reporting periods. Making estimates requires management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the condensed financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. Accordingly, the actual results could differ significantly from those estimates.

Cash and Cash Equivalents

The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents. The Company had no cash equivalents held outside the Trust Account as of June 30, 2021 and December 31, 2020.

Concentration of Credit Risk

Financial instruments that potentially subject the Company to concentrations of credit risk consist of cash accounts in a financial institution, which, at times, may exceed the Federal Deposit Insurance Corporation coverage limit of $250,000. As of June 30, 2021, the Company has not experienced losses on these accounts and management believes the Company is not exposed to significant risks on such accounts.

Investments Held in Trust Account

The Company’s portfolio of investments is comprised of U.S. government securities, within the meaning set forth in Section 2(a)(16) of the Investment Company Act, with a maturity of 185 days or less, or investments in money market funds that invest in U.S. government securities and generally have a readily determinable fair value, or a combination thereof. When the Company’s investments held in the Trust Account are comprised of U.S. government securities, the investments are classified as trading securities. When the Company’s investments held in the Trust Account are comprised of money market funds, the investments are recognized at fair value. Trading securities and investments in money market funds are presented on the balance sheets at fair value at the end of each reporting period. Gains and losses resulting from the change in fair value of these securities is included in income on investments held in the Trust Account in the accompanying unaudited condensed statement of operations. The estimated fair values of investments held in the Trust Account are determined using available market information.

Fair Value of Financial Instruments

The fair value of the Company’s assets and liabilities which qualify as financial instruments under the FASB ASC Topic 820, “Fair Value Measurements,” equal or approximate the carrying amounts represented in the condensed balance sheets.

Fair Value Measurements

Fair value is defined as the price that would be received for sale of an asset or paid for transfer of a liability, in an orderly transaction between market participants at the measurement date. GAAP establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). These tiers consist of:

•

Level 1, defined as observable inputs such as quoted prices (unadjusted) for identical instruments in active markets;

•

Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active; and

•

Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable.

In some circumstances, the inputs used to measure fair value might be categorized within different levels of the fair value hierarchy. In those instances, the fair value measurement is categorized in its entirety in the fair value hierarchy based on the lowest level input that is significant to the fair value measurement.

Offering Costs Associated with the Initial Public Offering

Offering costs consisted of legal, accounting, underwriting fees and other costs incurred through the Initial Public Offering that were directly related to the Initial Public Offering. Offering costs associated with the Class A common stock issued were charged to stockholders’ equity upon the completion of the Initial Public Offering. The Company classifies deferred underwriting commissions 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.

Class A Common Shares Subject to Possible Redemption

Class A common stock subject to mandatory redemption (if any) are classified as liability instruments and are measured at fair value. Conditionally redeemable Class A common stock (including shares of Class A common stock that feature redemption rights that are either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the Company’s control) are classified as temporary equity. At all other times, Class A common stock are classified as stockholders’ equity. The Company’s Class A common stock feature certain redemption rights that are considered to be outside of the Company’s control and subject to occurrence of uncertain future events. Accordingly, as of June 30, 2021, 32,738,037 shares of Class A common stock subject to possible redemption at the redemption amount were presented at redemption value as temporary equity, outside of the stockholders’ equity section of the Company’s condensed balance sheet.

Income Taxes

The Company follows the asset and liability method of accounting for income taxes under FASB ASC 740, “Income Taxes.” Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that included the enactment date. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. As of June 30, 2021 and December 31, 2020, the Company had deferred tax assets of approximately $686,000 and approximately $1,000, respectively, with a full valuation allowance against them.

FASB ASC Topic 740 prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities. There were no unrecognized tax benefits as of June 30, 2021. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. The Company’s currently taxable income primarily consists of income from investments held in the Trust Account. The Company’s general and administrative costs are generally considered

start-up

costs and are not currently deductible.

No amounts were accrued for the payment of interest and penalties as of June 30, 2021 or December 31, 2020. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position. The Company is subject to income tax examinations by major taxing authorities since inception.

Net income (loss) per common stock

The Company’s condensed statements of operations include a presentation of net income (loss) per share for Class A common stock subject to possible redemption in a manner similar to the

two-class

method of net income (loss) per common stock. Net income (loss) per common stock, basic and diluted, for Class A common stock is calculated by dividing the interest income earned on the Trust Account, less interest available to be withdrawn for the payment of taxes, by the weighted average number of Class A common stock outstanding for the periods. Net income (loss) per common stock, basic and diluted, for Class B common stock is calculated by dividing the net income (loss), adjusted for income attributable to Class A common stock, by the weighted average number of Class B common stock outstanding for the periods. Class B common stock include the Founder Shares as these common stocks do not have any redemption features and do not participate in the income earned on the Trust Account.

The following table reflects the calculation of basic and diluted net income (loss) per share of common stock:


	For the Three Months Ended June 30, 2021		For the Six Months Ended June 30, 2021
Redeemable Class A common stock
Numerator: Income allocable to redeemable Class A common stock
Income from investments held in Trust Account	$	4,065	$	16,945
Less: Company’s portion available to be withdrawn to pay taxes		(4,065)		(16,945)

Net income attributable	$	—	$	—

Denominator: Weighted average redeemable Class A common stock
Basic and diluted weighted average shares outstanding of redeemable Class A common stock		34,500,000		34,500,000

Basic and diluted net income per ordinary share, redeemable Class A common stock	$	0.00	$	0.00


	For the Three Months Ended June 30, 2021		For the Six Months Ended June 30, 2021
Non-redeemable Class A and Class B common stock
Numerator: Net loss minus net income allocable to redeemable Class A common stock
Net (loss) income	$	(3,013,721)	$	(3,266,527)
Net income allocable to redeemable Class A common stock		—		—

Net (loss) income attributable to non-redeemable Class A and Class B common stock	$	(3,013,721)	$	(3,266,527)

Denominator: weighted average of non-redeemable Class A and Class B common stock
Basic and diluted weighted average shares outstanding of non-redeemable Class A and Class B common stock		9,672,500		9,204,392

Basic and diluted net (loss) income per ordinary share, non-redeemable Class A and Class B common stock	$	(0.31)	$	(0.35)

Recently Accounting Pronouncements

In August 2020, the FASB issued ASU No.

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

(“ASU

2020-06”),

which simplifies accounting for convertible instruments by removing major separation models required under current GAAP. The ASU also removes certain settlement conditions that are required for equity-linked contracts to qualify for the derivative scope exception, and it simplifies the diluted earnings per share calculation in certain areas. The Company adopted ASU

2020-06

on January 1, 2021. Adoption of the ASU did not impact the Company’s financial position, results of operations or cash flows.

Management does not believe that any other recently issued, but not yet effective, accounting standards if currently adopted would have a material effect on the accompanying condensed financial statements.

Fair Value Measurements and Fair Value of Instruments

6 Months Ended

12 Months Ended

Jun. 30, 2021

Dec. 31, 2020

Fair Value Measurements and Fair Value of Instruments

NOTE 3. FAIR VALUE MEASUREMENTS AND FAIR VALUE OF INSTRUMENTS

The following tables display the carrying values and fair values of financial instruments.


		As of June 30, 2021						As of December 31, 2020
Assets on the Consolidated Balance Sheets		Carrying Value		Unrealized Losses		Fair Value		Carrying Value		Unrealized Losses		Fair Value
Cash	Level 1	$	13,530	$	—	$	13,530		32,723	$	—	$	32,723
Money market funds	Level 1		40,004		—		40,004		5,895		—		5,895

Total		$	53,534	$	—	$	53,534	$	38,618	$	—	$	38,618


		As of June 30, 2021				As of December 31, 2020
Liabilities on the Consolidated Balance Sheets		Carrying Value(1)		Fair Value		Carrying Value(1)		Fair Value
Term loan	Level 2	$	4,027	$	4,061	$	4,820	$	4,913

Total liabilities		$	4,027	$	4,061	$	4,820	$	4,913

(1)	The carrying values are shown exclusive of discounts and other offsets.

The fair values of the revolving line of credit and term loan, which are classified as Level 2 in the fair value hierarchy, are estimated using a discounted cash flow methodology based on market interest rate data and other market factors available at the end of the period. The fair values of

convertible notes are estimated by discounting contractual cash flows at the interest rate we estimate the notes would bear if sold in the current market. The input used to develop our fair value measurements as of June 30, 2021 and December 31, 2020 was an effective interest rate of five percent (5%). The Company had no outstanding balances on the revolving line of credit as of June 30, 2021 and December 31, 2020.

NOTE 3. FAIR VALUE MEASUREMENTS AND FAIR VALUE OF INSTRUMENTS

The following tables display the carrying values and fair values of financial instruments.


Assets on the Consolidated Balance Sheets		As of December 31, 2020						As of December 31, 2019
Assets on the Consolidated Balance Sheets		Carrying Value		Unrealized Losses		Fair Value		Carrying Value		Unrealized Losses		Fair Value
Cash	Level 1	$	32,723	$	—	$	32,723		15,385	$	—	$	15,385

Money market funds	Level 1		5,895		—		5,895		6,039		—		6,039

Total		$	38,618	$	—	$	38,618	$	21,424	$	—	$	21,424


Liabilities on the Consolidated Balance Sheets		As of December 31, 2020				As of December 31, 2019
Liabilities on the Consolidated Balance Sheets		Carrying Value(1)		Fair Value		Carrying Value(1)		Fair Value
Revolving line of credit	Level 2	$	—	$	—	$	4,802	$	4,837

Term loan	Level 2		4,820		4,913		5,000		5,108

Convertible note	Level 2		—		—		7,500		7,500

Total liabilities		$	4,820	$	4,913	$	17,302	$	17,445

(1)

The carrying values are shown exclusive of discounts and other offsets.

The fair values of our revolving line of credit and term loan, which are classified as Level 2 in the fair value hierarchy, are estimated using a discounted cash flow methodology based on market interest rate data and other market factors available at the end of the period. As of December 31, 2020, we had no outstanding balances on our revolving line of credit or convertible notes. The fair values of convertible notes are estimated by discounting contractual cash flows at the interest rate we estimate the notes would bear if sold in the current market. The input used to develop our fair value measurements as of December 31, 2019 and 2020 was an effective interest rate of five percent (5%).

Fair Value Measurements and Fair Value of Instruments

Note 7 — Fair Value Measurements

The following table presents information about the Company’s assets that are measured at fair value on a recurring basis as of June 30, 2021 and indicates the fair value hierarchy of the valuation techniques that the Company utilized to determine such fair value.


Description	Quoted Prices in Active Markets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Other Unobservable Inputs (Level 3)
Assets:
Investments held in Trust Account - money market funds	$	345,016,945		—		—

As of December 31, 2020, there were

no

assets or liabilities that were measured at fair value on a recurring basis.

Transfers to/from Levels 1, 2, and 3 are recognized at the end of the reporting period. There were no transfers between levels of the hierarchy for the six months ended June 30, 2021. Level 1 instruments include investments U.S. Treasury securities with an original maturity of 185 days or less.

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

Revenue from Contract with Customer [Line Items]

Initial Public Offering	1 Months Ended	6 Months Ended
Initial Public Offering	Dec. 31, 2020	Jun. 30, 2021
Fifth Wall Acquisition Corp [Member]
Initial Public Offering	Note 3 — Proposed Public Offering Pursuant to the Proposed Public Offering, the Company intends to offer for sale 30,000,000 Shares at a price of $10.00 per Share (see Note 6). The Company will grant the underwriters a 45-day option from the date of the final prospectus relating to the Proposed Public Offering to purchase up to 4,500,000 additional Shares to cover over-allotments, if any, at the Proposed Public Offering price, less underwriting discounts and commissions.	Note 3 — Initial Public Offering On February 9, 2021, the Company consummated its Initial Public Offering of 34,500,000 Public Shares, including the issuance of 4,500,000 shares of Class A common stock as a result of the underwriters’ exercise in full of its over-allotment option, at $10.00 per Public Share, generating gross proceeds of approximately $345.0 million, and incurring offering costs of approximately $19.8 million, inclusive of approximately $12.1 million in deferred underwriting commissions.

Revenue and Deferred Revenue

6 Months Ended

12 Months Ended

Jun. 30, 2021

Dec. 31, 2020

Revenue from Contract with Customer

NOTE 4. REVENUE AND DEFERRED REVENUE

Disaggregation of Revenue

In the following tables, revenue is disaggregated by primary geographical market and type of revenue.


	For the three months ended June 30,				For the six months ended June 30,
	2021		2020		2021		2020
Revenue by geography
United States	$	21,112	$	4,605	$	39,861	$	20,787
International		565		1,186		976		1,558

Total revenue	$	21,677	$	5,791	$	40,837	$	22,345


	For the three months ended June 30,				For the six months ended June 30,
	2021		2020		2021		2020
Revenue by type
Hardware	$	14,029	$	2,881	$	26,427	$	14,174
Professional services		3,564		1,210		7,165		4,841
Hosted services		4,084		1,700		7,245		3,330

Total revenue	$	21,677	$	5,791	$	40,837	$	22,345

Remaining Performance Obligations

Advance payments received from customers are recorded as deferred revenue and are recognized upon the completion of related performance obligations over the period of service. Advance payments for the hardware hub device are recorded as deferred revenue and recognized over the average

in-service

life of the hub. Advance payments received from

customers for subscription services are recorded as deferred revenue and recognized over the term of the subscription. A summary of the change in deferred revenue is as follows.


	For the six months ended June 30,
	2021			2020
Deferred revenue balance as of January 1	$	53,501		$	19,083
Revenue recognized from balance of deferred revenue at the beginning of the period		(3,992	)		(1,349	)
Revenue deferred during the period		18,420			12,904
Revenue recognized from revenue originated and deferred during the period		(3,922	)		(2,851	)

Deferred revenue balance as of March 31		64,007			27,787

Revenue recognized from balance of deferred revenue at the beginning of the period		(3,270	)		(1,483	)
Revenue deferred during the period		17,346			6,469
Revenue recognized from revenue originated and deferred during the period		(3,578	)		(860	)

Deferred revenue balance as of June 30	$	74,505		$	31,913

As of June 30, 2021, the Company expects to recognize 47% of its total deferred revenues within the next 12 months, 28% of its total deferred revenues between 13 and 36 months and 24% between 37 and 60 months. Any deferred revenues expected to be recognized beyond five years is immaterial.

Deferred cost of revenue includes all direct costs included in cost of revenue that have been deferred to future periods.

NOTE 4. REVENUE AND DEFERRED REVENUE

Disaggregation of Revenue

In the following tables, revenue is disaggregated by primary geographical market and type of revenue.


	Year ended December 31,
	2020		2019
Revenue by geography

United States	$	50,275	$	36,232

International		2,259		—

Total Revenue	$	52,534	$	36,232


	Year ended December 31,
	2020		2019
Revenue by type

Hardware		31,978		24,017

Professional services		12,304		9,095

Hosted Services		8,252		3,120

Total Revenue	$	52,534	$	36,232

Remaining Performance Obligations

Advance payments received from customers are recorded as deferred revenue and are recognized upon the completion of related performance obligations over the period of service. Advance payments for the hardware hub device are recorded as deferred revenue and recognized over the average

in-service

life of the hub. Advance payments received from customers for subscription services are recorded as deferred revenue and recognized over the term of the subscription. A summary of the change in deferred revenue is as follows.


	Year ended December 31,
	2020			2019
Deferred revenue balance as of January 1	$	19,083		$	10,215
Revenue recognized from balance of deferred revenue at the beginning of the year		(4,226	)		(8,623	)
Revenue deferred during the year		50,939			30,177
Revenue recognized from revenue originated and deferred during the year		(12,295	)		(12,686	)

Deferred revenue balance as of December 31	$	53,501		$	19,083

As of December 31, 2020, the Company expects to recognize 36% of its total deferred revenues within the next 12 months, 42% of its total deferred revenues between 1 and 2 years and 21% between 3 and 5 years. Any deferred revenues expected to be recognized beyond five years is immaterial.

Deferred cost of revenue includes all direct costs included in cost of revenue that have been deferred to future periods.

The entire disclosure of revenue from contract with customer to transfer good or service and to transfer nonfinancial asset. Includes, but is not limited to, disaggregation of revenue, credit loss recognized from contract with customer, judgment and change in judgment related to contract with customer, and asset recognized from cost incurred to obtain or fulfill contract with customer. Excludes insurance and lease contracts.

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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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Reference 10: http://www.xbrl.org/2003/role/disclosureRef
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Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]

Other financial statement information

6 Months Ended

12 Months Ended

Jun. 30, 2021

Dec. 31, 2020

Other financial statement information

NOTE 5. OTHER FINANCIAL STATEMENT INFORMATION

Prepaid expenses and other current assets consisted of the following.


	June 30, 2021		December 31, 2020
Prepaid expenses	$	6,346	$	3,276
Other current assets		4,874		564

Total prepaid expenses and other current assets	$	11,220	$	3,840

Property and equipment, net consisted of the following.


	June 30, 2021			December 31, 2020
Computer hardware and software	$	1,211		$	868
Furniture and fixtures		161			109
Leasehold improvements		109			103
Warehouse and other equipment		341			124

Property and equipment, gross		1,822			1,204
Less: Accumulated depreciation and amortization		(530	)		(357	)

Total property and equipment, net	$	1,292		$	847

Accrued expenses and other current liabilities consisted of the following.


	June 30, 2021		December 31, 2020
Accrued compensation costs	$	4,439	$	3,234
Sales tax payable		1,290		1,282
Warranty allowance		792		3,336
Lease liabilities, current		496		485
Accrued expenses		305		764
Other		447		454

Total accrued expenses and other current liabilities	$	7,769	$	9,555

NOTE 5. OTHER FINANCIAL STATEMENT INFORMATION

Prepaid expenses and other current assets consisted of the following.


	As of December 31,
	2020		2019
Prepaid expenses	$	3,276	$	2,736

Other current assets		564		771

Total prepaid expenses and other current assets	$	3,840	$	3,507

Property and equipment, net consisted of the following.


	As of December 31,
	2020			2019
Computer hardware and software	$	868		$	533

Furniture and fixtures		109			144

Leasehold improvements		103			92

Warehouse equipment		124			39

Property and equipment, gross		1,204			808

Less: Accumulated depreciation and amortization		(357	)		(62	)

Total property and equipment, net	$	847		$	746

Depreciation expense was $295 and $59 for the years ended December 31, 2020 and 2019.

Accrued expenses and other current liabilities consisted of the following.


	As of December 31,
	2020		2019
Warranty allowance	$	3,336	$	—

Accrued compensation costs		3,234		1,610

Sales tax payable		1,282		2,962

Accrued expenses		764		1,600

Lease liabilities, current		485		430

Other		454		26

Total accrued expenses and other current liabilities	$	9,555	$	6,628

Related Party Transactions	1 Months Ended	6 Months Ended	12 Months Ended
Related Party Transactions	Dec. 31, 2020	Jun. 30, 2021	Dec. 31, 2020
Related Party Transactions		NOTE 11. RELATED-PARTY TRANSACTIONS During the three and six months ended June 30, 2021, the Company incurred marketing expense of $149 and $359, respectively, included in sales and marketing expense on the Consolidated Statements of Operations and Comprehensive Loss in connection with the vesting of warrants held by an investor. During the three and six months ended June 30, 2020, $36 and $182 are included in sales and marketing expense on the Consolidated Statements of Operations and Comprehensive Loss in connection with the vesting of warrants held by an investor. The Company incurred consulting expense of $23 and $38 included in research and development expenses for the three and six months ended June 30, 2021, respectively, related to services provided by companies in which two of the Company’s executives have control or significant influence. During the three and six months ended June 30, 2020, the Company incurred consulting expense of $23 and $24, respectively.	NOTE 11. RELATED-PARTY TRANSACTIONS During the year ended December 31, 2020, the Company incurred marketing expense of $481 included in sales and marketing expense on the Consolidated Statements of Operations and Comprehensive Loss in connection with the vesting of warrants held by an investor. The Company incurred consulting expense of $39 and $229 included in research and development expenses for the years ended December 31, 2020 and 2019, respectively, related to services provided by companies in which two of the Company’s executives have control or significant influence.
Fifth Wall Acquisition Corp [Member]
Related Party Transactions	Note 4 — Related Party Transactions Founder Shares On December 2, 2020, the Sponsor paid $25,000 to cover for certain expenses and offering costs on behalf of the Company in exchange for the issuance of 7,187,500 shares of the Company’s common stock, which was later designated as 7,187,500 shares of the Company’s Class B common stock, par value $0.0001 per share (the “Founder Shares”). On February 4, 2021, the Company effected a 1:1.2 stock split for Class B common stock, resulting in an aggregate of 8,625,000 Class B common stock outstanding. All shares and associated amounts have been retroactively restated to reflect the stock split. The initial stockholders agreed to forfeit up to 1,125,000 Founder Shares to the extent that the over-allotment option is not exercised in full by the underwriters. The forfeiture will be adjusted to the extent that the over-allotment option is not exercised in full by the underwriters so that the Founder Shares will represent 20.0% of the Company’s issued and outstanding shares after the Proposed Public Offering. The initial stockholder will agree, subject to limited exceptions, not to transfer, assign or sell any of the Founder Shares until the earlier to occur of: (A) one year after the completion of the initial Business Combination or (B) subsequent to the initial Business Combination, (x) if the last sale price of Class A common stock equals or exceeds $12.00 per share (as adjusted for stock splits, stock dividends, reorganizations, recapitalizations and the like) for any 20 trading days within any 30-trading day period commencing at least 150 days after the initial Business Combination, or (y) the date on which the Company completes a liquidation, merger, capital stock exchange, reorganization or other similar transaction that results in all of the stockholders having the right to exchange their shares of common stock for cash, securities or other property. Any permitted transferees will be subject to the same restrictions and other agreements of the initial stockholder with respect to any Founder Shares. Private Placement Shares The Sponsor will agree to purchase 957,500 Private Placement Shares (or 1,047,500 Private Placement Shares if the over-allotment option is exercised in full) at a price of $10.00 per Private Placement Share (approximately $9.6 million in the aggregate, or approximately $10.5 million if the underwriters’ over-allotment option is exercised in full) in the Private Placement that will occur simultaneously with the closing of the Proposed Public Offering. A portion of the proceeds from the sale of the Private Placement Shares to the Sponsor will be added to the proceeds from the Proposed Public Offering to be held in the Trust Account. The Sponsor and the Company’s officers and directors will agree, subject to limited exceptions, not to transfer, assign or sell any of their Private Placement Shares until 30 days after the completion of the initial Business Combination. Related Party Loans On December 2, 2020, the Sponsor agreed to loan the Company an aggregate of up to $300,000 to cover expenses related to the Proposed Public Offering pursuant to a promissory note (the “Note”). This loan is non-interest bearing and payable on the earlier of December 31, 2021 or the completion of the Proposed Public Offering. As of December 31, 2020, the Company had not borrowed any amount under the Note. Subsequent to December 31, 2020, the Company borrowed approximately $109,000 under the Note. In addition, in order to finance transaction costs in connection with a Business Combination, the Sponsor or an affiliate of the Sponsor, or certain of the Company’s officers and directors may, but are not obligated to, loan the Company funds as may be required (“Working Capital Loans”). If the Company completes a Business Combination, the Company would repay the Working Capital Loans out of the proceeds of the Trust Account released to the Company. Otherwise, the Working Capital Loans would be repaid only out of funds held outside the Trust Account. In the event that a Business Combination does not close, the Company may use a portion of the proceeds held outside the Trust Account to repay the Working Capital Loans but no proceeds held in the Trust Account would be used to repay the Working Capital Loans. The Working Capital Loans would either be repaid upon consummation of a Business Combination or, at the lender’s discretion, up to $1.5 million of such Working Capital Loans may be convertible into shares of the post Business Combination entity at a price of $10.00 per share. The shares would be identical to the Private Placement Shares. Except for the foregoing, the terms of such Working Capital Loans, if any, have not been determined and no written agreements exist with respect to such loans. As of December 31, 2020, the Company had no borrowings under the Working Capital Loans.	Note 4 — Related Party Transactions Founder Shares On December 2, 2020, the Sponsor paid $25,000 to cover for certain expenses and offering costs on behalf of the Company in exchange for the issuance of 7,187,500 shares of the Company’s common stock, which was later designated as 7,187,500 shares of the Company’s Class B common stock, par value $0.0001 per share (the “Founder Shares”). On February 4, 2021, the Company effected a 1:1.2 stock split for Class B common stock, resulting in an aggregate of 8,625,000 Class B common stock outstanding. The initial stockholders agreed to forfeit up to 1,125,000 Founder Shares to the extent that the over-allotment option was not exercised in full by the underwriters, so that the Founder Shares would represent 20.0% of the Company’s issued and outstanding shares after the Initial Public Offering, excluding the Private Placement Shares. On February 9, 2021, the underwriter exercised the over-allotment option; thus, these 1,125,000 Founder Shares were no longer subject to forfeiture. The initial stockholder agreed, subject to limited exceptions, not to transfer, assign or sell any of the Founder Shares until the earlier to occur of: (A) one year after the completion of the initial Business Combination or (B) subsequent to the initial Business Combination, (x) if the last sale price of Class A common stock equals or exceeds $12.00 per share (as adjusted for stock splits, stock dividends, reorganizations, recapitalizations and the like) for any 20 trading days within any 30-trading day period commencing at least 150 days after the initial Business Combination, or (y) the date on which the Company completes a liquidation, merger, capital stock exchange, reorganization or other similar transaction that results in all of the stockholders having the right to exchange their shares of common stock for cash, securities or other property. Any permitted transferees will be subject to the same restrictions and other agreements of the initial stockholder with respect to any Founder Shares. In connection with the execution of the Merger Agreement, the initial stockholder entered into a Sponsor Agreement with the Company, whereby the initial stockholder agreed that upon the completion of the transactions contemplated by the Merger Agreement, the initial stockholder’s Founder Shares will be subject to the following transfer restrictions: (a) 40 % of such shares will be subject to a one year lock-up following the completion of the Business Combination, and will be released from such lock-up if the closing price of common stock equals or exceeds $12.00 for any 20 trading days in a 30-consecutive trading day period commencing 150 days after the closing initial Business Combination, (b) 30 % of such shares will be subject to a two year lock-up following the completion of the Business Combination, and will be released from such lock-up if the closing price of common stock equals or exceeds $15.00 for any 20 trading days in a 30-consecutive trading day period commencing after the first anniversary of the closing of the initial Business Combination and (c) 30 % of such shares will be subject to a three year lock-up following the completion of the Business Combination, and will be released from such lock-up if the closing price of common stock equals or exceeds $17.50 for any 20 trading days in a 30-consecutive trading day period commencing after the first anniversary of the closing of the initial Business Combination. If earlier, each of the foregoing lock-up periods would terminate on the date after the closing of the initial Business Combination on which the Company completes a liquidation, merger, capital stock exchange, reorganization or other similar transaction that results in all of the stockholders having the right to exchange their shares of common stock for cash, securities or other property . Private Placement Shares Simultaneously with the closing of the Initial Public Offering, the Company consummated the private placement (“Private Placement”) of 1,047,500 shares of Class A common stock (each, a “Private Placement Share” and collectively, the “Private Placement Shares”), at a price of $10.00 per Private Placement Share to the Sponsor, generating proceeds of approximately $10.5 million. A portion of the proceeds from the sale of the Private Placement Shares to the Sponsor was added to the proceeds from the Initial Public Offering to be held in the Trust Account. The Sponsor and the Company’s officers and directors agreed, subject to limited exceptions, not to transfer, assign or sell any of their Private Placement Shares until 30 days after the completion of the initial Business Combination. Due to Related Party An affiliate of our Sponsor paid general and administrative expenses on behalf of the Company. An aggregate of approximately $15,000, is reflected in the accompanying condensed balance sheets are outstanding as of June 30, 2021. These amounts are due on demand and are non-interest bearing. There were no amounts outstanding as of December 31, 2020. Related Party Loans On December 2, 2020, the Sponsor agreed to loan the Company an aggregate of up to $300,000 to cover expenses related to the Initial Public Offering pursuant to a promissory note (the “Note”). This loan was non-interest bearing and payable upon the completion of the Initial Public Offering. As of February 9, 2021, the Company borrowed approximately $118,000 under the Note. On February 12, 2021, the Company repaid the Note in full. Subsequent to the repayment, the facility was no longer available to the Company. In addition, in order to finance transaction costs in connection with a Business Combination, the Sponsor or an affiliate of the Sponsor, or certain of the Company’s officers and directors may, but are not obligated to, loan the Company funds as may be required (“Working Capital Loans”). If the Company completes a Business Combination, the Company would repay the Working Capital Loans out of the proceeds of the Trust Account released to the Company. Otherwise, the Working Capital Loans would be repaid only out of funds held outside the Trust Account. In the event that a Business Combination does not close, the Company may use a portion of the proceeds held outside the Trust Account to repay the Working Capital Loans but no proceeds held in the Trust Account would be used to repay the Working Capital Loans. The Working Capital Loans would either be repaid upon consummation of a Business Combination or, at the lender’s discretion, up to $1.5 million of such Working Capital Loans may be convertible into shares of the post Business Combination entity at a price of $10.00 per share. The shares would be identical to the Private Placement Shares. Except for the foregoing, the terms of such Working Capital Loans, if any, have not been determined and no written agreements exist with respect to such loans. As of June 30, 2021 and December 31, 2020, the Company had no borrowings under the Working Capital Loans.

Commitments and Contingencies

1 Months Ended

6 Months Ended

12 Months Ended

Dec. 31, 2020

Jun. 30, 2021

Dec. 31, 2020

Commitments and Contingencies

NOTE 12. COMMITMENTS AND CONTINGENCIES

Sales Taxes

The Company determined that it was required to pay sales and use tax in various jurisdictions. Accordingly, the Company has recorded a liability of $1,290 and $1,282 as of June 30, 2021 and December 31, 2020, respectively, which includes estimated penalties and interest of $145 at December 31, 2020. There are no penalties and interest included in the balance at June 30, 2021.

Supplier Commitment

Effective August 2020, the Company had a commitment with a supplier to place monthly product orders over an annual period based on agreed-upon minimum monthly volumes. As of December 31, 2020, the remaining purchase commitment had a value of $12,601. In March 2021 this agreement was amended and the term of the agreement was extended to August 2022 resulting in the total remaining commitment amount as of June 30, 2021, increasing to $22,856.

Legal Matters

The Company is subject to various legal proceedings and claims that arise in the ordinary course of our business. Liabilities are accrued when it is believed that it is both probable that

a liability has been incurred and that the Company can reasonably estimate the amount of the potential loss. The Company does not believe that the outcome of these proceedings or matters will have a material effect on the consolidated financial statements.

NOTE 12. COMMITMENTS AND CONTINGENCIES

Lease Commitments

From time to time, the Company enters into lease agreements with third parties for purposes of obtaining office and warehouse space. These leases are accounted for as operating leases pursuant to

the New Lease Standard. The leases have remaining lease terms of 2 to 3 years. In addition to monthly rent payments, the Company reimburses the lessors for its share of operating expenses as defined in the leases. Such amounts are not included in the measurement of the lease liability but are recognized as a variable lease expense when incurred. One of these leases includes one, five-year extension option. At this time, it is not reasonably certain that the Company will exercise this renewal option and therefore it is not included in the Company’s calculation of its ROU assets or lease liability. During the year ended December 31, 2019, the Company obtained $1,574, respectively of ROU assets in exchange for lease obligations in connection with its operating leases. No new leases were entered into during the year ended December 31, 2020.

ROU assets and lease liabilities are recognized based on the present value of lease payments over the lease term at commencement date. The Company’s weighted average discount rate was 5% at December 31, 2019 and December 31, 2020. The weighted-average lease term was 2.1 years and 3.8 years at December 31, 2020 and 2019, respectively.

During the years ended, and as of December 31, 2020 and 2019, the Company had no finance leases.

During the years ended December 31, 2020 and 2019, the Company incurred rent and other related occupancy expenses of $542 and $231, respectively. Included in these amounts are $35 and $16 of variable rent expense, respectively, which is comprised primarily of the Company’s proportionate share of operating expenses, properly classified as lease cost due to the Company’s election to not separate lease and

non-lease

components. Rent costs are recorded to cost of revenue and general and administrative expenses on the company’s Consolidated Statement of Operations.

Annual base rental commitments associated with these leases, excluding operating expense reimbursements,

month-to-month

lease payments and other related fees and expenses during the remaining lease terms are as follows.


	Operating Leases
2021	$	482

2022		490

2023		87

2024 and thereafter		—

Total lease payments		1,059

Less: imputed interest		(59	)

Total lease liability		1,000

Less: Lease liability, current portion		(485	)

Lease liability, noncurrent	$	515

The Company had $920 and $1,380 of ROU assets related to its lease liabilities at December 31, 2020 and 2019, respectively, and are included in other long-term assets on the Consolidated Balance Sheets. The noncurrent portion of the Company’s lease liability is included in other long-term liabilities on the Consolidated Balance Sheets.

Cash paid for amounts included in the measurement of operating lease liabilities was $529 and $122 for the years ended December 31, 2020 and 2019, respectively.

Sales Taxes

The Company determined that it was required to pay sales and use tax in various jurisdictions. Accordingly, the Company has recorded a liability of $1,282 and $2,962 as of December 31, 2020 and 2019, respectively, which includes estimated penalties and interest of $145 and $459, respectively. The Company is in the process of filing voluntary disclosure agreements with certain jurisdictions and remitting the sales tax. If these jurisdictions determine that additional amounts are necessary, the Company will be required to pay accordingly. The Company recorded charges related to these filings of $264 and $589 for the years ended December 31, 2020 and 2019, respectively, which are included in general and administrative expenses in the accompanying Consolidated Statements of Operations.

Supplier Commitment

Effective August 2020, the Company had a commitment with a supplier to place monthly product orders over an annual period based on agreed-upon minimum monthly volumes. As of December 31, 2020,

the remaining purchase commitment had a value of $12.6 million. In March 2021, this agreement was amended and the term of the agreement was extended to August 2022 resulting in the total remaining commitment amount as of March 31, 2021, increasing to $22.9 million.

Legal Matters

The Company is subject to various legal proceedings and claims that arise in the ordinary course of our business. Liabilities are accrued when it is believed that it is both probable that a liability has been incurred and that the Company can reasonably estimate the amount of the potential loss. The Company does not believe that the outcome of these proceedings or matters will have a material effect on the consolidated financial statements.

Commitments and Contingencies

Note 5 — Commitments and Contingencies

Registration Rights

The holders of Founder Shares, Private Placement Shares and shares that may be issued upon conversion of Working Capital Loans will be entitled to registration rights pursuant to a registration rights agreement to be signed prior to the consummation of the Proposed Public Offering. These holders will be entitled to certain demand and “piggyback” registration rights. The Company will bear the expenses incurred in connection with the filing of any such registration statements.

Underwriting Agreement

The underwriters will be entitled to an underwriting discount of $0.20 per Share, or $6.0 million in the aggregate (or $6.9 million in the aggregate if the underwriters’ over-allotment option is exercised

in full), payable upon the closing of the Proposed Public Offering. An additional fee of $0.35 per Share, or $10.5 million in the aggregate (or $12.1 million in the aggregate if the underwriters’ over-allotment option is exercised in full) will be payable to the underwriters for deferred underwriting commissions. The deferred fee will become payable to the underwriters from the amounts held in the Trust Account solely in the event that the Company completes a Business Combination, subject to the terms of the underwriting agreement.

Risks and Uncertainties

Management continues to evaluate the impact of the

COVID-19

pandemic on the industry and has concluded that while it is reasonably possible that the virus could have a negative effect on the Company’s financial position, results of its operations, close of the Proposed Public Offering and/or search for a target company, the specific impact is not readily determinable as of the date of these financial statements. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

Note 5 — Commitments and Contingencies

Registration Rights

The holders of Founder Shares, Private Placement Shares and shares that may be issued upon conversion of Working Capital Loans were entitled to registration rights pursuant to a registration rights agreement signed upon the consummation of the Initial Public Offering. These holders were entitled to certain demand and “piggyback” registration rights. The Company will bear the expenses incurred in connection with the filing of any such registration statements.

Underwriting Agreement

The Company granted the underwriters a

45-day

option from the date of the final prospectus relating to the Initial Public Offering to purchase up to 4,500,000 additional shares to cover over-allotments, if any,

at the Initial Public Offering price, less underwriting discounts and commissions. The underwriters fully exercised the over-allotment option on February 9, 2021.

Risks and Uncertainties

Management continues to evaluate the impact of the

COVID-19

pandemic on the industry and has concluded that while it is reasonably possible that the virus could have a negative effect on the Company’s financial position, results of its operations, and/or search for a target company, the specific impact is not readily determinable as of the date of these condensed financial statements. The condensed financial statements do not include any adjustments that might result from the outcome of this uncertainty.

Stockholders' Equity	1 Months Ended	6 Months Ended
Stockholders' Equity	Dec. 31, 2020	Jun. 30, 2021
Fifth Wall Acquisition Corp [Member]
Stockholders' Equity	Note 6 — Stockholder’s Equity Preferred Stock — The Company is authorized to issue 1,000,000 shares of preferred stock, par value $0.0001 per share, with such designations, voting and other rights and preferences as may be determined from time to time by the Company’s board of directors. As of December 31, 2020, there were no shares of preferred stock issued or outstanding. Class A Common Stock — The Company is authorized to issue 100,000,000 shares of Class A common stock with a par value of $0.0001 per share. As of December 31, 2020, there were no shares of Class A common stock issued or outstanding. Class B Common Stock — The Company is authorized to issue 10,000,000 shares of Class B common stock with a par value of $0.0001 per share. As of December 31, 2020 there were 8,625,000 shares of Class B common stock issued and outstanding, which amounts have been retroactively restated to reflect the stock split as discussed in Note 4. Of the 8,625,000 shares of Class B common stock outstanding, up to 1,125,000 shares are subject to forfeiture, to the Company by the initial stockholders for no consideration to the extent that the underwriter’s over-allotment option is not exercised in full or in part, so that the number of shares of Class B common stock will collectively equal 20% of the Company’s issued and outstanding common stock after the Proposed Public Offering, excluding the private placement shares. Stockholders of record are entitled to one vote for each share held on all matters to be voted on by stockholders. Holders of Class A common stock and holders of Class B common stock will vote together as a single class on all matters submitted to a vote of the stockholders except as required by law. The Class B common stock will automatically convert into Class A common stock at the time of the initial Business Combination on a one-for-one basis (subject to adjustment for stock splits, stock dividends, reorganizations, recapitalizations and the like), and subject to further adjustment as provided herein. In the case that additional shares of Class A common stock, or equity-linked securities, are issued or deemed issued in excess of the amounts offered in the Proposed Public Offering and related to the closing of the Business Combination, including pursuant to a specified future issuance, the ratio at which shares of Class B common stock shall convert into shares of Class A common stock will be adjusted (unless the Sponsor agrees to waive such adjustment with respect to any such issuance or deemed issuance, including a specified future issuance) so that the number of shares of Class A common stock issuable upon conversion of all shares of Class B common stock will equal, in the aggregate, on an as-converted basis, 20% of the sum of the total number of all shares of common stock outstanding upon completion of the Proposed Public Offering plus all shares of Class A common stock and equity-linked securities issued or deemed issued in connection with the Business Combination (after giving effect to any redemptions of shares of Class A common stock by Public Stockholders) (excluding any shares or equity-linked securities issued, or to be issued, to any seller in the Business Combination, the private placement shares, and any private placement shares issued to the Sponsor, officers or directors upon conversion of Working Capital Loans). The Sponsor may also elect to convert their shares of Class B common stock into an equal number of shares of Class A common stock, subject to adjustment as provided above, at any time.	Note 6 — Stockholders’ Equity Preferred Stock— The Company is authorized to issue 1,000,000 preferred stock with a par value of $0.0001 per share. At June 30, 2021 and December 31, 2020, there were no preferred stock issued or outstanding. Class A Common Stock— The Company is authorized to issue 100,000,000 shares of Class A common stock with a par value of $0.0001 per share. As of June 30, 2021, there were 2,809,463 shares of Class A common stock outstanding, excluding 32,738,037 shares of Class A common stock subject to possible redemption, that were classified as temporary equity in the accompanying balance sheet. There were no Class A common stock outstanding as of December 31, 2020. Class B Common Stock— The Company is authorized to issue 10,000,000 shares of Class B common stock with a par value of $0.0001 per share. As of June 30, 2021 and December 31, 2020 there were 8,625,000 shares of Class B common stock issued and outstanding. Stockholders of record are entitled to one vote for each share held on all matters to be voted on by stockholders. Holders of Class A common stock and holders of Class B common stock will vote together as a single class on all matters submitted to a vote of the stockholders except as required by law. The Class B common stock will automatically convert into Class A common stock at the time of the initial Business Combination on a one-for-one basis (subject to adjustment for stock splits, stock dividends, reorganizations, recapitalizations and the like), and subject to further adjustment as provided herein. In the case that additional shares of Class A common stock, or equity-linked securities, are issued or deemed issued in excess of the amounts offered in the Initial Public Offering and related to the closing of the Business Combination, including pursuant to a specified future issuance, the ratio at which shares of Class B common stock shall convert into shares of Class A common stock will be adjusted (unless the Sponsor agrees to waive such adjustment with respect to any such issuance or deemed issuance, including a specified future issuance) so that the number of shares of Class A common stock issuable upon conversion of all shares of Class B common stock will equal, in the aggregate, on an as-converted basis, 20% of the sum of the total number of all shares of common stock outstanding upon completion of the Initial Public Offering plus all shares of Class A common stock and equity-linked securities issued or deemed issued in connection with the Business Combination (after giving effect to any redemptions of shares of Class A common stock by Public Stockholders) (excluding any shares or equity-linked securities issued, or to be issued, to any seller in the Business Combination, the private placement shares, and any private placement shares issued to the Sponsor, officers or directors upon conversion of Working Capital Loans).

The entire disclosure for shareholders' equity comprised of portions attributable to the parent entity and noncontrolling interest, including other comprehensive income. Includes, but is not limited to, balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings, accumulated balance for each classification of other comprehensive income and amount of comprehensive income.

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Stock-Based Compensation

6 Months Ended

12 Months Ended

Jun. 30, 2021

Dec. 31, 2020

Stock-Based Compensation

NOTE 8. STOCK-BASED COMPENSATION

2018 Stock Plan

The Company’s board of directors adopted, and the stockholders approved, the SmartRent.com, Inc. 2018 Stock Plan (the “2018 Stock Plan”), effective March 2018. The purpose of the 2018 Stock Plan is to advance the interests of the Company and its stockholders by providing an incentive to attract, retain and reward persons performing services for the Company and by motivating such persons to contribute to the growth and profitability of the Company. The 2018 Stock Plan seeks to achieve this purpose by providing for awards in the form of options, restricted stock purchase rights or restricted stock bonuses. Under the 2018 Stock Plan as of June 30, 2021, the Company may issue up to 4,040 shares. Awards granted under the 2018 Stock Plan generally expire ten years from the date of grant and become vested and exercisable over a four-year period. All options are subject to certain provisions that may impact these vesting schedules.

Summaries of the Company’s 2018 Stock Plan activity for the six months ended June 30, 2021 is presented below.


	Options Outstanding
	Number of Options		Weighted- Average Exercise Price ($ per share)		Weighted Average Remaining Contractual Life (years)		Aggregate Intrinsic Value
December 31, 2020		2,255	$	2.49		8.96	$	—
Granted		—
Cancelled		—

June 30, 2021		2,255	$	2.49		8.46	$	—

Amendment to the 2018 Stock Plan

In April 2021, the Board of Directors executed an unanimous written consent to provide an additional incentive to certain employees of the Company by amending the 2018 Stock Plan to allow for the issuance of restricted stock units (RSUs) and the Company granted a total of 1,533 RSUs to certain employees which vest over four years. The issued RSUs also contain a liquidity event vesting condition which the Company expects to be satisfied upon closing of the Company’s acquisition by FWAA. Upon satisfaction of the liquidation event, the Company will record a

one-time,

catch-up

charge of stock-based compensation related to these RSUs vested to date. The estimated fair value for each RSU issued is approximately $21.55 per share and the total stock-based compensation expense to be amortized over the vesting period is $33,033. As of June 30, 2021, both vesting conditions remain unsatisfied and the Company has not recognized any stock-based compensation expense related to the RSUs and 1,533 RSUs remain outstanding and unvested.

Stock-Based Compensation

The Company recorded stock-based compensation expense in the Consolidated Statement of Operations and Comprehensive Loss as follows.


	For the three months ended June 30,				For the six months ended June 30,
	2021		2020		2021		2020
Research and development	$	52	$	78	$	107	$	128
Sales and marketing		16		17		32		43
General and administrative		560		642		716		731

Total	$	628	$	737	$	855	$	902

During the three and six months ended June 30, 2021 stock-based compensation expense of $202 and $402, respectively, was recognized for 844 shares granted in connection with the Zenith acquisition and are recorded as a component of general and administrative expense in the accompanying Consolidated Statements of Operations and Comprehensive Loss. During the three and six months ended June 30, 2020, $202 and $298, respectively, of stock-based compensation expense related to these shares was recognized and are recorded as a component of general and administrative expense in the accompanying Consolidated Statements of Operations and Comprehensive Loss.

During the three and six months ended June 30, 2020 stock-based compensation in the amount of $108 and $216 was recognized, respectively, in connection with the vesting of common stock that had been converted from Series Seed preferred shares and was recorded as a component of general and administrative expense in the accompanying Consolidated Statements of Operations and Comprehensive Loss. These shares were fully vested at December 31, 2020 and no expense was recognized during the six months ended June 30, 2021 in connection with these shares.

NOTE 8. STOCK-BASED COMPENSATION

2018 Stock Plan

The Company’s board of directors adopted, and the stockholders approved, the SmartRent.com, Inc. 2018 Stock Plan (the “2018 Stock Plan”), effective March 2018. The purpose of the 2018 Stock Plan is to advance the interests of the Company and its stockholders by providing an incentive to attract, retain and reward persons performing services for the Company and by motivating such persons to contribute to the growth and profitability of the Company. The 2018 Stock Plan seeks to achieve this purpose by providing for awards in the form of options, restricted stock purchase rights or restricted stock bonuses. Under the 2018 Stock Plan as of December 31, 2020, the Company may issue up to 4,040 shares. Awards granted under the 2018 Stock Plan generally expire ten years from the date of grant and become vested and exercisable over a four-year period. All options are subject to certain provisions that may impact these vesting schedules.

A summary of the Company’s 2018 Stock Plan activity for the years ended December 31, 2020 and 2019 is presented below.


	Options Outstanding
	Number of Options			Weighted- Average Exercise Price ($ per share)		Weighted Average Remaining Contractual Life (years)		Aggregate Intrinsic Value
January 1, 2019		—		$	2.30	$	—	$	—

Granted		1,567		$	2.30

December 31, 2019		1,567		$	2.30		8.96		—

Granted		1,033		$	2.70

Cancelled		(345	)	$	2.30

December 31, 2020		2,255		$	2.49		8.96		—

As of December 31, 2020 and 2019, there were 1,197 and 781 options vested and currently exercisable with a weighted-average exercise price of $2.30 and $2.30 per share, respectively. Options expected to vest are 1,058 and 786 with weighted-average exercise prices of $2.49 and $2.30 per share as of December 31, 2020 and 2019, respectively. The weighted-average remaining contractual lives of options vested and exercisable were 8.65 and 9.64 years as of December 31, 2020 and 2019, respectively. The weighted-average grant date fair value of options granted in 2020 and 2019 were $2.17 and $1.20 per share, respectively.

Stock-Based Compensation

The fair value of stock option grants is estimated by the Company on the date of grant using the Black Scholes-Merton option pricing model with the following weighted-average assumptions for the years ended December 31, 2020 and 2019:


	December 31, 2020		December 31, 2019
Risk free interest		0.99%		1.42%

Dividend yield		0.00%		0.00%

Expected volatility		103.59%		81.60%

Expected life (years)		6.11		5.19

Expected life —

The Company’s expected term represents the period that the Company’s stock-based awards are expected to be outstanding and is determined using the simplified method (based on the

mid-point

between the vesting date and the end of the contractual term.)

Risk-Free Interest Rate —

The risk-free rate is based on the US Treasury zero coupon issuances in effect at the time of the grant for periods corresponding with the expected term of the option.

Expected Volatility

— Because the Company is privately held and does not have any active trading market for its common stock, the expected volatility is estimated based upon historical volatilities of public companies operating in the Company’s industry over a period equal to the expected term of the stock option grants.

Dividend Yield

— The Company has never paid dividends on its common stock and has no plans to declare any dividends on its common stock. Therefore, the Company used an expected dividend yield of zero.

During the years ended December 31, 2020 and 2019, the Company recognized $728 and $1,181 respectively, of stock-based compensation expense in connection with the 2018 Stock Plan. Stock-based compensation expense during the years ended December 31, 2020 and 2019 is included in the accompanying Consolidated Statements of Operations and Comprehensive Loss as components of research and development for $386 and $500, sales and marketing for $86 and $45 and general and administrative expense for $256 and $636, respectively. As of December 31, 2020 and 2019, there was $2,144 and $1,198 respectively, of unrecognized stock-based compensation expense related to

non-vested

awards which is expected to be recognized over a weighted-average period of 2.79 and 2.03 years, respectively.

During the year ended December 31, 2020, stock-based compensation expense of $707 was recognized for 844 shares granted in connection with the Zenith acquisition and are recorded as a component of general and administrative expense in the accompanying Consolidated Statements of Operations and Comprehensive Loss.

During the years ended December 31, 2020 and 2019, stock-based compensation expense of $324 and $432, respectively, was recognized in connection with the vesting of common stock that had been converted from Series Seed preferred shares, and was recorded as a component of general and administrative expense in the accompanying Consolidated Statements of Operations and Comprehensive Loss.

In connection with the

Series B/B-1

financing, the Company entered into separate Stock Purchase Agreements with its CEO, certain members of its board of directors (together, the “Sellers”) and various investors to consent to the sale of Common Stock shares and the sale of Series Seed Preferred Stock shares owned by the Sellers, in multiple closings in May 2019 for $6.2209 per share. The Common Stock or Series Seed Preferred Stock shares sold by the Sellers were fully vested. The Common Stock and Series Seed Preferred Stock sold to the various investors (“Surrendered Shares”), was then immediately exchanged for Series B Preferred Stock (“Exchange Shares”) with the Company. In total, 804 common shares and 1,045 Series Seed Shares were exchanged for total number of 1,849 of Exchange Shares. The intent of these transactions was to allow the various investors to purchase Series B Preferred Stock, while allowing the Sellers to sell a portion of their Common Stock and Series Seed Preferred Stock.

During the year ended December 31, 2019 compensation expense of $5,399 in connection with the sale of the Surrendered Shares was recorded as stock-based compensation and is included as a component of general and administrative expense in the accompanying Consolidated Statements of Operations and Comprehensive Loss.

Income Taxes

6 Months Ended

12 Months Ended

Jun. 30, 2021

Dec. 31, 2020

Income Taxes

NOTE 9. INCOME TAXES

The Company’s effective tax rate (ETR) from continuing operations was (0.45%) for the six months ended June 30, 2021 and (0.70)% for the six months ended June 30, 2020, The Company’s ETR during the three months ended June 30, 2021 differed from the federal statutory rate of 21% primarily due to changes in the federal and state valuation allowance and foreign taxes. The valuation allowance recorded against the Company’s federal and state net deferred tax assets was $23,731 as of June 30, 2021.

As of June 30, 2021, the Company continues to have a full valuation allowance recorded against all federal and state deferred tax assets and will continue to evaluate the valuation allowance in future periods for any change in circumstances that causes a change in judgment about the realizability of the deferred tax assets. The amount of the deferred tax assets considered realizable; however, could be adjusted in future periods if estimates of future taxable income during the carryforward period are increased, if objective negative evidence in the form of cumulative losses is no longer present, and if we employ tax planning strategies in the future.

NOTE 9. INCOME TAXES

The Company’s provision for income taxes consisted of the following.


	Year Ended December 31,
Income Tax Provision	2020		2019

Federal	$	—	$	—

Foreign		128		—

State and local		—		—

Current expense	$	128	$	—

Federal		—		—

Foreign		21		—

State and local		—		—

Deferred (benefit)	$	21	$	—

Income tax expense	$	149	$	—

The following table presents a reconciliation of the Company’s effective tax rates for the periods indicated.


	Year Ended December 31,
Rate Reconciliation	2020		2019
U.S. statutory rate		21.0%		21.0%

State rate net of fed benefit		5.0%		4.0%

Change in valuation allowance		(25.0)%		(25.0)%

Other		0.0%		0.0%

Permanent adjustments		(1.0%)		0.0%

Effective Tax Rate		0.0%		0.0%

Tax effects of temporary differences can give rise to significant portions of deferred tax assets and deferred tax liabilities. The components of deferred income tax assets and liabilities are as follows.


	As of December 31,
Tax Effects of Temporary Differences	2020			2019
Attributes

Deferred tax asset

Federal NOLs	$	10,403		$	8,169

State NOLs		2,584			1,528

Deferred revenue		8,940			—

Other deferred tax assets		1,878			38

Total deferred tax assets		23,805			9,735

Less: Valuation allowance		(18,832	)		(9,551	)

Total net deferred tax asset	$	4,973		$	184

IRC 481(a) adjustment	$	(2,784	)	$	—

Deferred costs of revenue		(1,775	)		(184	)

Other deferred tax liabilities		(435	)		—

Total deferred tax liabilities		(4,994	)		(184	)

Net deferred tax liability	$	(21	)	$	—

The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. Management considers the scheduled reversal of deferred tax liabilities (including the impact of available carryback and carryforward periods), projected future taxable income, and

tax-planning

strategies in making this assessment. As a result of historical cumulative losses, Management determined that, based on all available evidence, there was substantial uncertainty as to whether it will recover recorded net federal and state deferred taxes in future periods. Therefore, a valuation allowance equal to the amount of the net federal and state deferred tax assets was provided at December 31, 2020 and 2019. The net valuation allowance increased by $9,281, from $9,551 to $18,832 in 2020.

As of December 31, 2020, the Company has unused gross NOLs of $49,536 and $46,326 for federal and state income tax return purposes, respectively. Federal NOLs can be carried forward indefinitely, while State NOLs will expire between 2038 and 2040. As of December 31, 2020, the Company has unused $556 IRC Section 163(j) federal interest expense that will be carried forward indefinitely.

The Tax Reform Act of 1986 (the Act) provides for a limitation on the annual use of net operating loss carryforwards following certain ownership changes (as defined by the Act and codified under IRC Section 382) that could limit the Company’s ability to utilize these carryforwards. Should the limitation apply, the related net operating loss and Section 163(j) deferred tax assets and the valuation allowance would be reduced by the same amount. The Company has not performed a Section 382 analysis.

On March 27, 2020, the U.S. enacted the Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”) to provide certain relief as a result of the

COVID-19

pandemic. The CARES Act

contained numerous tax provisions and other stimulus measures. The Company’s tax position was not materially impacted by these provisions.

The Company files income tax returns in the U.S. federal and various state jurisdictions, as well as Croatia. The Company is subject to U.S. federal and state income tax examinations by authorities for all tax years beginning in 2018, due to the accumulated net operating losses that are carried forward. The Company is subject to Croatia income tax examinations for all tax years beginning in 2017.

The Company evaluates uncertain tax positions which requires significant judgments and estimates regarding the recoverability of deferred tax assets, the likelihood of the outcome of examinations of tax positions that may or may not be currently under review and potential scenarios involving settlements of such matters. The Company assessed its uncertain tax positions and has determined that a liability for uncertain tax positions is not required as of December 31, 2020. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position. The Company’s policy is to recognize interest and penalties as a component of the provision for income taxes. As of December 31, 2020 there were no interest or penalties recorded.

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

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Convertible Preferred Stock And Equity

Convertible Preferred Stock And Equity

6 Months Ended

12 Months Ended

Jun. 30, 2021

Dec. 31, 2020

NOTE 7. CONVERTIBLE PREFERRED STOCK AND EQUITY

Preferred Stock

The Company is authorized to issue 24,816 shares of $0.00001 par value preferred stock. There were 24,816 and 21,458 shares issued and outstanding as of June 30, 2021 and December 31, 2020, respectively.

The authorized, issued and outstanding shares, original issuance price per share of the Company’s preferred stock are as follows as of June 30, 2021.


Issue Date	Series	Shares Authorized		Shares Issued and Outstanding		Original Issue Price per Share		Liquidation Preference
March 2018	Seed		4,707		4,707	$	1.0000	$	4,707
September 2018	A		4,541		4,541	$	1.1011	$	5,000
May 2019	B-1		508		508	$	4.9767	$	2,527
May 2019	B		5,425		5,425	$	6.2209	$	33,750
March 2020	C-1		761		761	$	10.0223	$	7,624
March - May 2020; March 2021	C		8,874		8,874	$	10.4236	$	92,468

			24,816		24,816			$	146,076

The authorized, issued and outstanding shares, original issuance price per share of the Company’s preferred stock are as follows as of December 31, 2020.


Issue Date	Series		Shares Authorized		Shares Issued and Outstanding		Original Issue Price per Share		Liquidation Preference
March 2018		Seed		4,707		4,707	$	1.0000	$	4,707
September 2018		A		4,541		4,541	$	1.1011	$	5,000
May 2019		B-1		508		508	$	4.9767	$	2,527
May 2019		B		5,425		5,425	$	6.2209	$	33,750
March 2020		C-1		761		761	$	10.0223	$	7,624
March - May 2020		C		5,756		5,516	$	10.4236	$	57,500

				21,698		21,458			$	111,108

During the six months ended June 30, 2021, the Company issued an additional 3,358 shares of Series C preferred stock through two tranches that closed in February and March 2021. The Series C preferred stock was issued in exchange for $35,000 gross cash proceeds. Expenses in connection with the issuance of the Series C preferred stock were $207, resulting in net cash proceeds of $34,793.

During the year ended December 31, 2020, the Company issued 5,516 shares of Series C preferred stock through three tranches that closed in March, April and May 2020. The Series C preferred stock was issued in exchange for $57,500 gross cash proceeds. Expenses in connection with the issuance of the Series C preferred stock were $61, resulting in net cash proceeds of $57,439. During the year ended December 31, 2020, the Company also issued 761 shares of Series

C-1

preferred stock by redeeming two subordinated convertible notes originally issued in December 2019 and February 2020.

In March 2018, in connection with the Company’s conversion from an LLC to corporation, the founders of the Company exchanged their member interests for aggregate total of 1,800 shares of common stock and 4,252 shares of Series Seed preferred stock. After conversion to a corporation in March 2018, in connection with the Series Seed preferred stock financing, the Company and its chief executive officer (CEO) entered into a stock restriction agreement, whereby certain restrictions and vesting conditions were placed on 1,080 of the CEO’s common stock shares to vest in 30 equal monthly installments, on each monthly anniversary from the effective date of the stock restriction agreement. As of December 31, 2020, no amounts related to this agreement remained unamortized. During the three and six months ended June 30, 2020 stock-based compensation in the amount of $108 and $216 was recognized, respectively, and included as a component of general and administrative expense in the accompanying Consolidated Statement of Operations and Comprehensive Loss. As of June 30, 2021 and December 31, 2020, the CEO owned 996 shares of common stock related to this transaction which were vested and owned outright.

Warrants

In March 2019, the Company issued a warrant to purchase common stock to the purchaser of a $2,500 convertible note. The warrant represented compensation paid for marketing services to be provided and was accounted for using stock-based compensation guidance. The warrant vested based on the number of installed units attained over a measurement period, which expired in March 2021. The variability in the units earned was determined to be a performance condition and did not require classification of the warrant as a liability. Upon vesting, the warrant holder is entitled to purchase up to 503 fully paid and

non-assessable

shares of the Company’s common stock at $0.01 per share, subject to adjustment pursuant to the warrant. The Company measured the fair value of the warrant using the Black-Scholes-Merton model. The Company recorded the associated marketing expense over the service period as the units were installed with an offset to additional

paid-in-capital.

During the three and six months ended June 30, 2021, the Company recognized no expenses related to these warrants. During the three and six months ended June 30, 2020, the Company recognized $36 and$182 of sales and marketing expense related to these warrants in the accompanying Consolidated Statements of Operations and Comprehensive Loss. These warrants were exercised by the holder in March 2021, which resulted in 503 shares of common stock being issued by the Company.

In August 2019, in connection with the Credit Facility (Note 6), the Company issued warrants to purchase the Company’s common stock to the lender. The warrants are exercisable upon issuance until their expiration in August 2029 or earlier upon redemption. The holder of the warrants, together with any successor or permitted assignee or transferee, is entitled to purchase 33 fully paid and

non-assessable

shares of the Company’s common stock at $2.30 per share, subject to adjustment pursuant to the warrant. The fair value of the warrants has been recorded as additional paid in capital and a reduction to the carrying value of the Term Loan Facility on the accompanying Consolidated Balance Sheets. The resulting discount from outstanding principal balance of the Term Loan Facility is being amortized using the effective interest rate method over the periods to maturity. Amortization of this discount is recorded as interest expense in the accompanying Consolidated Statements of Operations and Comprehensive Loss.

In April 2020, in connection with the closing of the second tranche of the Series C preferred stock, the Company issued a warrant to purchase common stock to an investor who participated in the second tranche closing. The warrant represents compensation paid for marketing services to be provided and was accounted for using stock-based compensation guidance. The warrant vests based on the number of installed units attained over a measurement period, which expires in April 2023. The variability in the units earned was determined to be a performance condition and did not require classification of the warrant as a liability. Upon vesting, the warrant holder is entitled to purchase 384 fully paid and

non-assessable

shares of the Company’s common stock at $0.01 per share, subject to adjustment pursuant to the warrant. The Company measured the fair value of the warrants using the Black-Scholes-Merton model. The Company records the associated marketing expense over the service period as the units are installed with an offset to additional

paid-in-capital.

During the three and six months ended June 30, 2021, the Company recognized $149 and $359 of sales and marketing expense in the accompanying Consolidated Statements of Operations and Comprehensive Loss related to these warrants. No expenses in the accompanying Consolidated Statements of Operations and Comprehensive Loss related to these warrants were recognized during the three and six months ended June 30, 2020.

In February 2021, the Company issued warrants to purchase the Company’s common stock as consideration to certain customers. The warrants are exercisable upon issuance until their expiration in February 2031 or earlier upon redemption. The number of warrants issued to these customers is dependent on the number of installed units, as defined by the warrant agreements, purchased by the customer. The fair value of the vested portion of the warrants has been recorded as additional paid in capital and contra-revenue on the accompanying Consolidated Balance Sheets and Consolidated Statements of Operations, respectively. For the three and six months ended June 30, 2021 the Company recorded $18 and $40, respectively, as contra-revenue in the Consolidated Statement of Operations related to these warrants. No amounts related to these warrants were recorded as contra-revenue in the Consolidated Statement of Operations for the six months ended June 30, 2020.

NOTE 7. CONVERTIBLE PREFERRED STOCK AND EQUITY

Preferred Stock

The Company is authorized to issue 21,698 shares of $0.00001 par value preferred stock. There were 21,458 and 15,181 shares issued and outstanding as of December 31, 2020 and 2019, respectively.

The authorized, issued and outstanding shares, original issuance price per share of the Company’s preferred stock are as follows as of December 31, 2020.


Issue Date	Series		Shares Authorized		Shares Issued and Outstanding		Original Issue Price per Share		Liquidation Preference
March 2018		Seed		4,707		4,707	$	1.0000	$	4,707

September 2018		A		4,541		4,541	$	1.1011	$	5,000

May 2019		B-1		508		508	$	4.9767	$	2,527

May 2019		B		5,425		5,425	$	6.2209	$	33,750

March 2020		C-1		761		761	$	10.0223	$	7,624

March – May 2020		C		5,756		5,516	$	10.4236	$	57,500

				21,698		21,458			$	111,108

The authorized, issued and outstanding shares, original issuance price per share of the Company’s preferred stock are as follows as of December 31, 2019.


Issue Date	Series		Shares Authorized		Shares Issued and Outstanding		Original Issue Price per Share		Liquidation Preference
March 2018		Seed		5,751		4,707	$	1.0000	$	4,707

September 2018		A		4,541		4,541	$	1.1011	$	5,000

May 2019		B-1		508		508	$	4.9767	$	2,527

May 2019		B		5,546		5,425	$	6.2209	$	33,750

				16,346		15,181			$	45,984

During the year ended December 31, 2019, the Company issued 3,576 shares of Series B preferred stock in exchange for $22,250 gross cash proceeds. Expenses in connection with the issuance of the Series B preferred stock were $84, resulting in net cash proceeds of $22,166. Additionally, during this same period, 1,045 and 804 shares of Series Seed preferred stock and Common stock, respectively, were exchanged for Series B preferred stock. During the year ended December 31, 2019, the Company also issued 508 shares of

Series B-1

preferred stock by redeeming a subordinate convertible note originally issued in March 2019.

During the year ended December 31, 2020, the Company issued 5,516 shares of Series C preferred stock through three tranches that closed in March, April and May 2020. The Series C preferred stock was issued in exchange for $57,500 gross cash proceeds. Expenses in connection with the issuance of the Series C preferred stock were $61, resulting in net cash proceeds of $57,439. During the year ended December 31, 2020, the Company also issued 761 shares of

Series C-1

preferred stock by redeeming two subordinated convertible notes originally issued in December 2019 and February 2020.

The rights, preferences, and privileges of the preferred stock for the Series Seed, Series A,

Series B-1,

Series B,

Series C-1,

and Series C preferred share issuances are substantially the same except as noted below.

Voting Rights

Each share of preferred stock has voting rights equal to an equivalent number of shares of common stock into which it is convertible. Holders of Series A preferred stock are entitled to elect one director of the Company; holders of Series B preferred stock are entitled to elect one director of the Company; and holders of Series C preferred stock are entitled to elect one director of the Company. Holders of common stock and any other class of preferred stock are entitled to elect the remaining balance of directors of the Company. As of December 31, 2020, there are a total of six members on the Company’s board of directors.

Dividend Rights

Holders of preferred stock shall have first right to receive any dividend declared or paid by the Company on each outstanding share as if all shares had been converted to common stock. Dividend rights for each series of preferred stock are

non-cumulative.

No dividends on preferred stock or common stock have been declared by the Company’s board of directors from inception through December 31, 2020.

Liquidation Rights

In the event of a liquidation event, the holders of the preferred stock are first to receive the greater of their original issuance price per share, plus any declared but unpaid dividends and the amount they would have received had all shares of preferred stock converted into common stock immediately prior to the liquidation event. The liquidity rights of holders of preferred stock are senior to liquidity rights of holders of common stock. All preferred stock share in the liquidation proceeds

pari

passu

. Liquidation events include a voluntary or involuntary liquidation, asset transfer, acquisition, dissolution, winding up of the Company, or a deemed liquidation event. A deemed liquidation event can occur by a majority vote by the convertible preferred stockholders.

Conversion Rights

Each share of preferred stock is convertible, at the option of the holder, without additional consideration into a number of common shares as is determined by dividing the issuance price by the conversion price as uniquely determined for each series of preferred stock. In the event of a liquidation, dissolution, or winding up of the Corporation or a deemed liquidation event, conversion rights of preferred shares are terminated. With customary exceptions, in the event that the Company issues securities at a price per share that is less than the conversion price then in effect of any series of preferred stock, the conversion price for the affected series of preferred stock is adjusted pursuant to a broad-based weighted average anti-dilution provision (i.e. by a fraction based on the number of shares of common stock outstanding prior to the issuance of such common stock and the common stock outstanding immediately after such issuance). The number of common stock outstanding immediately after the issuance date shall include the number of shares of common stock outstanding, the number of shares of common stock into which the preferred stock could be converted, and the number of shares of common stock that could be issued upon exercise of all warrants, options convertible securities, and other purchase rights. The outstanding shares of preferred stock automatically convert into shares of common stock immediately prior to the closing of an underwritten public offering of common stock under the Securities Act of 1933 in which the valuation of the common stock

immediately prior to such offering, assuming the exercise and conversion of all outstanding exercisable and convertible securities, is at least $31.28 per share and the gross proceeds to the Company are not less than $40 million.

The Series Seed preferred shares agreement provided the buyer the right to purchase up to $5,000 of preferred stock of the Company through a Series A financing at a price per share obtained by dividing $10,000 by the then fully-diluted capitalization of the Company. The initial option had an expiration date of July 1, 2018; the option expiration date was extended for an additional 45

days.

Fully-diluted capitalization of the Company meant, as of immediately prior to the closing of the Series A preferred stock financing, the sum of (i) the outstanding shares of common stock of the Company; (ii) the shares of common stock of the Company directly or indirectly issuable upon conversion or exchange of all outstanding securities directly or indirectly convertible into or exchangeable for common stock of the Company and the exercise of all outstanding options and warrants; and (iii) the shares reserved for issuance under the Company’s equity incentive or similar plans or arrangements (including an available option pool equal to 10% of the fully-diluted capital of the Company immediately after the closing of the Series A preferred stock financing).

The Series Seed preferred shares agreement provided that the Company adopt a standard rate card prior to or promptly following the Series Seed closing with most favored nation (“MFN”) provisions mutually agreed to by the Company and the buyer, with a

carve-out

for investor pricing, which shall be offered by the Company to all limited partners of the buyer, which investor pricing shall reflect at least a 35% discount to the Company’s standard rate card (the “MFN Pricing”), and which shall roughly adhere to the proposal made in the Company’s RFP response presented to buyer. The MFN Pricing will be granted during the Company’s pilot program, which shall commence upon the closing of the Series Seed issuance and will remain in effect until July 1, 2019 and thereafter so long as buyer exercises the Series A Option in full and buyer continues to hold shares of capital stock of the Company. Unless otherwise approved by buyer, with such approval not to be unreasonably withheld, the MFN Pricing shall not be subject to adjustment until the

two-year

anniversary of the Series Seed closing, following which, the MFN Pricing shall be subject to adjustment in the discretion of the Company; provided, that, for the avoidance of doubt, for so long as (i) buyer exercises the Series A Option in full and (ii), buyer continues to hold shares of capital stock of the Company, all limited partners of buyer shall continue to receive at least a 35% discount to the Company’s standard rate card.

In March 2018, in connection with the Company’s conversion from an LLC to corporation, the founders of the Company exchanged their member interests for aggregate total of 1,800 shares of common stock and 4,252 shares of Series Seed preferred stock. After conversion to a corporation in March 2018, in connection with the Series Seed preferred stock financing, the Company and its chief executive officer (CEO) entered into a stock restriction agreement, whereby certain restrictions and vesting conditions were placed on 1,080 of the CEO’s common stock shares to vest in 30 equal monthly installments, on each monthly anniversary from the effective date of the stock restriction agreement. During the years ended December 31, 2020 and 2019, stock-based compensation in the amounts of $324 and $432, respectively, were recognized and included as a component of general and administrative expense in the accompanying Consolidated Statement of Operations and Comprehensive Loss. As of December 31, 2020, no amount remained unamortized. As of

December 31, 2019, $324 remained unamortized. As of December 31, 2020 and 2019, the CEO owned 996 shares of common stock, of which 996 and 672 shares, respectively, were vested and owned outright.

Common Stock

The Company is authorized to issue 28,781 shares of common stock with a par value of $0.00001 per share. Holders of the Company’s common stock are entitled to one vote for each share on each matter on which they are entitled to vote. As of December 31, 2020 and 2019, there were 2,124 and 996 shares issued and outstanding, respectively.

Warrants

In March 2019, the Company issued a warrant to purchase common stock to the purchaser of a $2,500 convertible note. The warrant represented compensation paid for marketing services to be provided and was accounted for using stock-based compensation guidance. The warrant vested based on the number of installed units attained over a measurement period, which expired in March 2021. The variability in the units earned was determined to be a performance condition and did not require classification of the warrant as a liability. Upon vesting, the warrant holder is entitled to purchase up to 503 fully paid and

non-assessable

shares of the Company’s common stock at $0.01 per share, subject to adjustment pursuant to the warrant. The Company measured the fair value of the warrant using the Black-Scholes-Merton model. The Company recorded the associated marketing expense over the service period as the units were installed with an offset to additional

paid-in-capital.

During the years ending December 31, 2020 and 2019 the Company recognized $342 and $648 of sales and marketing expense in the accompanying Consolidated Statements of Operations and Comprehensive Loss.

In August 2019, in connection with the Credit Facility (Note 6), the Company issued warrants to purchase the Company’s common stock to the lender. The warrants are exercisable upon issuance until their expiration in August 2029 or earlier upon redemption. The holder of the warrants, together with any successor or permitted assignee or transferee, is entitled to purchase 33 fully paid and

non-assessable

shares of the Company’s common stock at $2.30 per share, subject to adjustment pursuant to the warrant. The fair value of the warrants has been recorded as additional paid in capital and a reduction to the carrying value of the Term Loan Facility on the accompanying Consolidated Balance Sheets. The resulting discount from outstanding principal balance of the Term Loan Facility is being amortized using the effective interest rate method over the periods to maturity. Amortization of this discount is recorded as interest expense in the accompanying Consolidated Statements of Operations and Comprehensive Loss.

In April 2020, in connection with the closing of the second tranche of the Series C preferred stock, the Company issued a warrant to purchase common stock to an investor who participated in the second tranche closing. The warrant represents compensation paid for marketing services to be provided and was accounted for using stock-based compensation guidance. The warrant vests based on the number of installed units attained over a measurement period, which expires in April 2023. The variability in the units earned was determined to be a performance condition and did not require classification of the warrant as a liability. Upon vesting, the warrant holder is entitled to purchase 384 fully paid and

non-assessable

shares of the Company’s common stock at $0.01 per share, subject to adjustment pursuant to the warrant. The Company measured the fair value of the warrants using the Black-Scholes-Merton model. The Company records the associated marketing expense over the

service period as the units are installed with an offset to additional

paid-in-capital.

During the year ending December 31, 2020 the Company recognized $139 of sales and marketing expense in the accompanying Consolidated Statements of Operations and Comprehensive Loss.

Net Loss Per Share

6 Months Ended

12 Months Ended

Jun. 30, 2021

Dec. 31, 2020

Net Loss Per Share

NOTE 10. NET LOSS PER SHARE

The following potentially dilutive shares were excluded from the computation of diluted net loss per share attributable to common stockholders for the periods presented because inclusion of the shares on an

as-converted

basis would have been anti-dilutive.


	For the three months ended June 30,				For the six months ended June 30,
	2021		2020		2021		2020
Convertible preferred stock		24,816		21,458		24,816		21,458
Common stock options		3,789		2,001		3,789		2,001
Common stock warrants		33		33		33		33
Shares subject to repurchase		563		952		563		952

Total		29,201		24,444		29,201		24,444

NOTE 10. NET LOSS PER SHARE

The following potentially dilutive shares were excluded from the computation of diluted net loss per share attributable to common stockholders for the periods presented because inclusion of the shares on an

as-converted

basis would have been anti-dilutive.


	December 31, 2020		December 31, 2019
Convertible preferred stock		21,458		15,181

Common stock options		2,255		1,567

Common stock warrants		33		33

Shares subject to repurchase		844		324

Total		24,590		17,105

Debt

6 Months Ended

12 Months Ended

Jun. 30, 2021

Dec. 31, 2020

Debt Disclosure [Text Block]

NOTE 6. DEBT

Term Loan and Revolving Line of Credit Facility

In August 2019, the Company entered into a loan and security agreement for a credit facility (the “Credit Facility”). The Credit Facility provides $15,000 of borrowing capacity and consists of a $10,000 revolving line of credit (the “Revolving Facility”), which will mature in August 2021 and a $5,000 term loan (the “Term Loan Facility”), which will mature in November 2023. The Revolving Facility is subject to an availability sublimit in accordance with the terms and conditions of the Credit Facility (the “Sublimit”). The Sublimit is derived by multiplying eligible accounts receivable by 85%. The amount available to the Company for additional borrowings on the Revolving Facility was $10,000 as of June 30, 2021 and December 31, 2020. Amounts borrowed under the Revolving Facility may be repaid and, prior to the Revolving Facility maturity date, reborrowed. The Revolving Facility terminates on the Revolving Facility maturity date, when the principal amount of all advances, the unpaid interest thereon, and all other obligations relating to the Revolving Facility shall be immediately due and payable. The Term Loan Facility was subject to monthly payments of interest, in arrears, accrued on the principal balance of the Term Loan Facility through November 2020. Thereafter, and continuing through the Term Loan Facility maturity date, the Term Loan Facility is subject to equal monthly payments of principal plus accrued interest. The Company has the option to prepay all, but not less than all, of the Term Loan Facility, subject to certain terms and conditions. After repayment, the Term Loan Facility (or any portion thereof) may not be

reborrowed. Proceeds from the Credit Facility are used for general corporate purposes. In connection with the Credit Facility, the Company issued warrants (Note 7) to purchase the Company’s common stock. The fair value of the warrants has been recorded as additional

paid-in

capital with a reduction to the carrying value of the Term Loan Facility in the accompanying Consolidated Balance Sheets. The resulting discount from outstanding principal balance of the Term Loan Facility is being amortized using the effective interest rate method over the periods to maturity. Amortization of this discount is recorded as interest expense in the accompanying Consolidated Statements of Operations and Comprehensive Loss and Comprehensive Loss.

The following table sets forth a summary of the outstanding principal amounts under the Credit Facility as of June 30, 2021 and December 31, 2020.


	Maturity Date		Interest Rate(1)			June 30, 2021			December 31, 2020
Term loan facility		November 2023		6.00	%	$	4,027		$	4,861
Debt discount, net							(32	)		(41	)

Term loan facility - carrying value						$	3,995		$	4,820

(1)

Interest rates for the Term Loan Facility and the Revolving Facility are based upon the prime rate as published by the Wall Street Journal (Prime Rate) plus an applicable margin, subject to floors as described below. As of June 30, 2021 and December 31, 2020, the applicable margins for the Revolving Facility and Term Loan Facility was 0.25% and the Prime Rate as of June 30, 2021 and December 31, 2020 was 3.25%. In accordance with the Credit Facility, the applicable interest rates are as stated above.

The principal amount outstanding under the Revolving Facility shall accrue interest at a floating per annum rate equal to (i) when our unrestricted cash maintained with the lender minus all obligations under the Revolving Facility is at least one dollar ($1.00) (we are a Net Depositor), the greater of (x) one quarter of one percent (0.25%) above the Prime Rate, or (y) five and one half of one percent (5.50%), and (ii) when we are not a Net Depositor, the greater of (x) three quarters of one percent (0.75%) above the Prime Rate, or (y) six percent (6.00%), which interest shall be payable monthly. The principal amount outstanding under the Term Loan Facility shall accrue interest at a floating per annum rate equal to the greater of (A) one percent (1.00%) above the Prime Rate and (B) six percent (6.00%), which interest was payable monthly through November 2020.

In addition to paying interest on outstanding principal under the Credit Facility, the Company is required to pay a facility fee to the lender under the Revolving Facility in respect of the unused commitments thereunder. The facility fee rate is based on the daily unused amount of the Revolving Facility and is one eighth of one percent (0.125%) per annum based on the unused facility amount.

The Credit Facility contains certain customary affirmative and negative covenants and events of default. Such covenants will, among other things, restrict, subject to certain exceptions, the Company’s ability to (i) engage in certain mergers or consolidations, (ii) sell, lease or transfer all or substantially all of the Company’s assets, (iii) engage in certain transactions with affiliates, (iv) make changes in the nature of the Company’s business and our subsidiaries, and (v) incur additional indebtedness that is secured on a

pari passu

basis with the Credit Facility.

The Credit Facility also requires the Company, on a consolidated basis with its subsidiaries, to maintain a minimum liquidity ratio. If an event of default occurs, the lender is entitled to take various actions, including the acceleration of amounts due under the Credit Facility and all actions permitted to be taken by a secured creditor. As of June 30, 2021, and through the date these consolidated financial statements were issued, the Company believes it was in compliance with all financial covenants.

The Credit Facility is collateralized by first priority or equivalent security interests in substantially all the property, rights and assets of the Company.

Convertible Note

In February 2020, the Company issued a $50 principal, 5% per annum subordinated convertible note pursuant to a note purchase agreement (the “February 2020 Convertible Note”). Interest on the February 2020 Convertible Note accrued at the coupon rate, compounded annually.

In December 2019, the Company issued a $7,500 principal amount, 5% per annum subordinated convertible note pursuant to a note purchase agreement (the “December 2019 Convertible Note”). Interest on the December 2019 Convertible Note accrued at the coupon rate, compounded annually.

Conversion of Convertible Notes

In March 2020, in conjunction with the Series

C-1

preferred stock issuance, the December 2019 and February 2020 Convertible Notes, along with the respective accrued interest thereon, were automatically converted into shares of Series

C-1

preferred stock at conversion prices of $10.02 and $10.01, respectively. As such, the convertible noteholders received an aggregate of 756 shares and 5 shares, respectively, of Series

C-1

convertible preferred stock for the conversion of the Convertible Notes. The redemptions of the notes are considered early extinguishments of debt. The difference between the reacquisition price of the Convertible Notes and the net carrying amount of the extinguished Convertible Notes should be recognized currently in income as a loss or gain. Because the reacquisition price of the December 2019 Convertible Note was higher than the carrying value of the same on the date of extinguishment, the redemption of the December 2019 Convertible Note was recorded as a loss on conversion in the amount of $164 and included in other expense, net in the accompanying Consolidated Statements of Operations and Comprehensive Loss for the six months ended June 30, 2020. No expenses were recorded in connection with this transaction during the six months ended June 30, 2021.

The following table summarizes the contractual maturities of the Company’s term loan facility which comprises all of the Company’s outstanding debt as of June 30, 2021.


Year	Term Loan Facility
Remainder of 2021	$	833
2022		1,667
2023		1,527
2024 and thereafter		—

Total		4,027
Less: unamortized debt discount		(32	)

Total carrying value	$	3,995

NOTE 6. DEBT

Term Loan and Revolving Line of Credit Facility

In August 2019, the Company entered into a loan and security agreement for a credit facility (the “Credit Facility”). The Credit Facility provides $15,000 of borrowing capacity and consists of a $10,000 revolving line of credit (the “Revolving Facility”), which will mature in August 2021 and a $5,000 term loan (the “Term Loan Facility”), which will mature in November 2023. The Revolving Facility is subject to an availability sublimit in accordance with the terms and conditions of the Credit Facility (the “Sublimit”). The Sublimit is derived by multiplying eligible accounts receivable by 85%. The amount available to the Company for additional borrowings on the Revolving Facility was $10,000 and $706 as of December 31, 2020 and 2019, respectively. Amounts borrowed under the Revolving Facility may be repaid and, prior to the Revolving Facility maturity date, reborrowed. The Revolving Facility terminates on the Revolving Facility maturity date, when the principal amount of all advances, the unpaid interest thereon, and all other obligations relating to the Revolving Facility shall be immediately due and payable. The Term Loan Facility is subject to monthly payments of interest, in arrears, accrued on the principal balance of the Term Loan Facility through November 2020. Thereafter, and continuing

through the Term Loan Facility maturity date, the Term Loan Facility is subject to equal monthly payments of principal plus accrued interest. The Company has the option to prepay all, but not less than all, of the Term Loan Facility, subject to certain terms and conditions. After repayment, the Term Loan Facility (or any portion thereof) may not be reborrowed. Proceeds from the Credit Facility are used for general corporate purposes. In connection with the Credit Facility, the Company issued warrants (Note 7) to purchase the Company’s common stock. The fair value of the warrants has been recorded as additional

paid-in

capital with a reduction to the carrying value of the Term Loan Facility in the accompanying Consolidated Balance Sheets. The resulting discount from outstanding principal balance of the Term Loan Facility is being amortized using the effective interest rate method over the periods to maturity. Amortization of this discount is recorded as interest expense in the accompanying Consolidated Statements of Operations and Comprehensive Loss and Comprehensive Loss.

The following table sets forth a summary of the outstanding principal amounts under the Credit Facility as of December 31, 2020 and 2019.


	Maturity Date		Interest Rate (1)			December 31, 2020		December 31, 2019
Term loan facility		November 2023		6.00	%	$	4,861	$	5,000

Debt discount, net							(41)		(49)

Term loan facility – carrying value						$	4,820	$	4,951

Revolving facility		August 2021		5.50	%	$	—	$	4,802

(1)

Interest rates for the Term Loan Facility and the Revolving Facility are based upon the prime rate as published by the Wall Street Journal (Prime Rate) plus an applicable margin, subject to floors as described below. As of December 31, 2020 and 2019, the applicable margins for the Revolving Facility and Term Loan Facility were 0.25% and 1.00%, respectively, and the Prime Rate as of December 31, 2020 and 2019 was 3.25% and 4.75%, respectively. In accordance with the Credit Facility, the applicable interest rates are as stated above.

The principal amount outstanding under the Revolving Facility shall accrue interest at a floating per annum rate equal to (i) when our unrestricted cash maintained with the lender minus all obligations under the Revolving Facility is at least one dollar ($1.00) (we are a Net Depositor), the greater of (x) one quarter of one percent (0.25%) above the Prime Rate, or (y) five and one half of one percent (5.50%), and (ii) when we are not a Net Depositor, the greater of (x) three quarters of one percent (0.75%) above the Prime Rate, or (y) six percent (6.00%), which interest shall be payable monthly. The principal amount outstanding under the Term Loan Facility shall accrue interest at a floating per annum rate equal to the greater of (A) one percent (1.00%) above the Prime Rate and (B) six percent (6.00%), which interest shall be payable monthly through November 2020.

In addition to paying interest on outstanding principal under the Credit Facility, the Company is required to pay a facility fee to the lender under the Revolving Facility in respect of the unused commitments thereunder. The facility fee rate is based on the daily unused amount of the Revolving Facility and is one eighth of one percent (0.125%) per annum based on the unused facility amount.

The Credit Facility contains certain customary affirmative and negative covenants and events of default. Such covenants will, among other things, restrict, subject to certain exceptions, the Company’s

ability to (i) engage in certain mergers or consolidations, (ii) sell, lease or transfer all or substantially all of the Company’s assets, (iii) engage in certain transactions with affiliates, (iv) make changes in the nature of the Company’s business and our subsidiaries, and (v) incur additional indebtedness that is secured on a

pari

passu

basis with the Credit Facility.

The Credit Facility also requires the Company, on a consolidated basis with its subsidiaries, to maintain a minimum liquidity ratio. If an event of default occurs, the lender is entitled to take various actions, including the acceleration of amounts due under the Credit Facility and all actions permitted to be taken by a secured creditor. As of December 31, 2020, and through the date these consolidated financial statements were issued, we believe we were in compliance with all financial covenants.

The Credit Facility is collateralized by first priority or equivalent security interests in substantially all the property, rights and assets of the Company.

Convertible Note

In March 2019, the Company issued a $2,500 principal amount, 6% per annum subordinated convertible note pursuant to a certain note purchase agreement (the “March 2019 Convertible Note”). Interest on the March 2019 Convertible Note accrued at the coupon rate, compounded annually. In connection with the March 2019 Convertible Note, the Company issued a warrant (Note 7) to the purchaser. The Company determined the warrant was a freestanding financial instrument and classified it as equity. See Note 7. The March 2019 Convertible Note was converted into

Series B-1

convertible preferred stock on May 24, 2019.

In December 2019, the Company issued a $7,500 principal amount, 5% per annum subordinated convertible note pursuant to a note purchase agreement (the “December 2019 Convertible Note”). Interest on the December 2019 Convertible Note accrued at the coupon rate, compounded annually. The December 2019 Convertible Note was converted to

Series C-1

convertible preferred stock on March 11, 2020.

The following table summarizes the terms of the Convertible Note outstanding as of December 31, 2019 and its outstanding principal amounts as of December 31, 2019.


	Coupon Rate			Conversion Rate		Maturity Date		December 31, 2019
Convertible Note		5.00	%		99.7775		Dec 2020	$	7,500

In February 2020, the Company issued a $50 in principal amount, 5% per annum subordinated convertible note pursuant to a note purchase agreement (the “February 2020 Convertible Note”). Interest on the February 2020 Convertible Note accrued at the coupon rate, compounded annually. The February 2020 Convertible Note was converted to

Series C-1

convertible preferred stock in March 2020.

Conversion of Convertible Notes

In May 2019, in conjunction with the

Series B-1

preferred stock issuance, the March 2019 Convertible Note, along with the respective accrued interest thereon, was automatically converted into shares of

Series B-1

preferred stock at a conversion price of $4.9767. As such, the convertible noteholder received an aggregate of 508 shares of

Series B-1

convertible preferred stock. The

redemption of the note is considered an early extinguishment of debt. The difference between the reacquisition price of the Convertible Notes and the net carrying amount of the extinguished Convertible Notes should be recognized currently in income as a loss or gain. Because the reacquisition price of the March 2019 Convertible Note was higher than the carrying value of the same on the date of extinguishment, the redemption of the March 2019 Convertible Note was recorded as a loss on extinguishment in the amount of $303.

In March 2020, in conjunction with the

Series C-1

preferred stock issuance, the December 2019 and February 2020 Convertible Notes, along with the respective accrued interest thereon, were automatically converted into shares of

Series C-1

preferred stock at conversion prices of $10.02 and $10.01, respectively. As such, the convertible noteholders received an aggregate of 756 shares and 5 shares, respectively, of

Series C-1

convertible preferred stock for the conversion of the Convertible Notes. The redemptions of the notes are considered early extinguishments of debt. The difference between the reacquisition price of the Convertible Notes and the net carrying amount of the extinguished Convertible Notes should be recognized currently in income as a loss or gain. Because the reacquisition price of the December 2019 Convertible Note was higher than the carrying value of the same on the date of extinguishment, the redemption of the December 2019 Convertible Note was recorded as a loss on conversion in the amount of $164 and included in other expense, net in the accompanying Consolidated Statements of Operations and Comprehensive Loss.

The following table summarizes the contractual maturities of the Company’s term loan facility which comprises all of the Company’s outstanding debt as of December 31, 2020.


Year	Term Loan Facility
2021	$	1,667

2022		1,667

2023		1,527

2024 and thereafter		—

Total		4,861

Less: unamortized debt discount		(41	)

Total carrying value	$	4,820

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

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Business Combinations

6 Months Ended

12 Months Ended

Jun. 30, 2021

Dec. 31, 2020

Business Combinations

NOTE 13. BUSINESS COMBINATIONS

In February 2020, the Company purchased all of the outstanding equity interests of Zenith which had previously been a vendor for the Company.

The Company accounted for the Zenith acquisition as a business combination. The purchase price consisted of $6,909 cash, $974 promissory note consideration, $813 common stock consideration, and $1,158 related to settlement of preexisting relationships for a total purchase price of $9,854. The preexisting relationship related to prepaid inventory owned by the Company, with a corresponding deferred revenue balance recorded by Zenith. This preexisting relationship was settled on the acquisition date as an adjustment to the purchase price.

The aggregate purchase price exceeded the fair value of the net tangible and intangible assets acquired, and accordingly the Company recorded goodwill of $4,162. Furthermore, the Company issued 844 common stock shares that vest annually over three years and $3,353 of promissory notes to certain employees, contingent upon continued employment. These costs are recognized as post-combination compensation expenses. In connection with the common stock issued with this transaction, the Company recorded $ 402 and $ 298 of stock-based compensation expense during the six months ended June 30, 2021 and 2020, respectively. The company recorded $202 of stock-based compensation related to these shares for both three month periods ended June 30, 2021 and 2020.

The total purchase consideration and the fair values and liabilities at the acquisition date were as follows.


Consideration
Cash Consideration			$	6,909
Promissory Note Consideration				974
Stock Consideration				813
Settlement of Preexisting Relationships				1,158

Fair Value of Total Consideration Transferred				9,854
Recognized amounts of identifiable assets acquired and liabilities assumed
Cash	$	4,527
Accounts receivable		518
Inventory		692
Prepaid expenses and other current assets		632
Property and equipment, net		61

Total identifiable assets acquired		6,430

Accounts payable		490
Accrued expenses and other current liabilities		248

Total liabilities assumed		738

Total identifiable net assets				5,692

Goodwill			$	4,162

The Company recognized approximately $21 of acquisition related costs that were expensed during the three months ended March 31, 2020 and are included in general and administrative expenses. None of these costs were expensed during the three months ended June 30, 2020.

The excess of the purchase price over the tangible and intangible assets acquired has been recorded as Goodwill. The Company determined the intangible assets held by Zenith were not material to the acquisition and did not include them in the acquisition. The goodwill is attributable primarily to the workforce of the acquired business and expected synergies with the Company’s existing operations and is not deductible for income tax purposes.

The Company’s consolidated balance sheet for the year ended December 31, 2020, and other financial statements presented herein for the three and six months ended June 30, 2021 and 2020 include the results of operations of Zenith since the acquisition date. Revenue related to Zenith and included in amounts presented on the Company’s Consolidated Statement of Operations and Comprehensive Loss are $1,186 and $1,558 for the three and six months ended June 30, 2020, respectively. Net income related to Zenith and included in amounts presented on the Company’s Consolidated Statement of Operations and Comprehensive Loss are $126 and $345 for the three and six months ended June 30, 2020, respectively. Pro forma disclosures have not been provided since the acquisition did not have, and is not expected to have, a material impact on the Company’s results of operations.

NOTE 13. BUSINESS COMBINATIONS

In February 2020, the Company purchased all of the outstanding equity interests of Zenith which had previously been a vendor for the Company.

The Company accounted for the Zenith acquisition as a business combination. The purchase price consisted of $6,909 cash, $974 promissory note consideration, $813 common stock consideration, and $1,158 related to settlement of preexisting relationships for a total purchase price of $9,854. The preexisting relationship related to prepaid inventory owned by the Company, with a corresponding deferred revenue balance recorded by Zenith. This preexisting relationship was settled on the acquisition date as an adjustment to the purchase price.

The aggregate purchase price exceeded the fair value of the net tangible and intangible assets acquired, and accordingly the Company recorded goodwill of $4,162. Furthermore, the Company issued 844 common stock shares that vest annually over three years and $3,353 of promissory notes to certain employees, contingent upon continued employment. These costs will be recognized as post-combination compensation expenses. In connection with the common stock issued with this transaction, the Company recorded $707 of stock-based compensation expense during the year ended December 31, 2020.

The total purchase consideration and the fair values and liabilities at the acquisition date were as follows.


Consideration

Cash consideration	$	6,909

Promissory note consideration		974

Stock consideration		813

Settlement of preexisting relationships		1,158

Fair Value of Total Consideration Transferred		9,854

Recognized amounts of identifiable assets acquired and liabilities assumed

Cash	$	4,527

Accounts receivable		518

Inventory		692

Prepaid expenses and other current assets		632

Property and equipment, net		61

Total identifiable assets acquired		6,430

Accounts payable		490

Accrued expenses and other current liabilities		248

Total liabilities assumed		738

Total identifiable net assets		5,692

Goodwill	$	4,162

The Company recognized approximately $21 of acquisition related costs that were expensed in the current period and are included in general and administrative expenses.

The excess of the purchase price over the tangible and intangible assets acquired has been recorded as Goodwill. The Company determined the intangible assets held by Zenith were not material to the acquisition and did not include them in the acquisition. The goodwill is attributable primarily to the workforce of the acquired business and expected synergies with the Company’s existing operations and is not deductible for income tax purposes.

The Company’s consolidated financial statements for the year ended December 31, 2020 include the results of operations of Zenith since the acquisition date. Zenith’s revenue and net income for this period are $2,259 and $420 respectively. Pro forma disclosures have not been provided since the acquisition did not have, and is not expected to have, a material impact on the Company’s results of operations.

Subsequent Events	1 Months Ended	6 Months Ended	12 Months Ended
Subsequent Events	Dec. 31, 2020	Jun. 30, 2021	Dec. 31, 2020
Subsequent Events		NOTE 14. SUBSEQUENT EVENTS In connection with the preparation of the accompanying consolidated financial statements, the Company has evaluated events and transactions occurring after June 30, 2021 and through August 30, 2021, the date these financial statements were issued, for potential recognition or disclosure and has determined that there are no additional items to disclose except as disclosed below. Revolving Facility In August 2021, the Company extended the maturity date of its Revolving Facility to November 2021.	NOTE 14. SUBSEQUENT EVENTS In connection with the preparation of the accompanying consolidated financial statements, the Company has evaluated events and transactions occurring after December 31, 2020 and through May 14, 2021, and July 1, 2021 as it relates to the immaterial restatement discussed in Note 1, the dates these financial statements were issued, for potential recognition or disclosure and has determined that there are no additional items to disclose except as disclosed below. Financing Activities In February and March 2021, the Company issued 3,357 shares of Series C preferred stock in exchange for $34,793 cash (the “Series C Financing”), net of issuance costs of $207. The rights and privileges of the Series C-1/C preferred stock are consistent with the rights and privileges of prior issuances of preferred stock. Amendment to the 2018 Stock Plan In April 2021, the Board of Directors executed an unanimous written consent to provide an additional incentive to certain employees of the Company by amending the 2018 Stock Plan to allow for the issuance of restricted stock units (RSUs) and the Company granted a total of 1,533 RSUs to certain employees which vest over 4 years. The estimated fair value for each RSU issued is approximately $21.55 per share. Total estimated stock-based compensation related to the RSUs granted in April 2021 to be recognized over the term of the awards is approximately $33.0 million. Merger with Fifth Wall Acquisition Corporation In April 2021, the Company entered into a definitive business combination agreement with Fifth Wall Acquisition Corp. (NASDAQ: FWAA), a special purpose acquisition company sponsored by an affiliate of Fifth Wall, a venture capital firm focused on the global real estate industry and property technology. Upon closing of the transaction, the combined company will be publicly traded.
Fifth Wall Acquisition Corp [Member]
Subsequent Events	Note 7 — Subsequent Events Subsequent to December 31, 2020, the Company borrowed approximately $109,000 under the Note. On February 4, 2021, the Company effected a 1:1.2 stock split for Class B common stock, resulting in an aggregate of 8,625,000 Class B common stock outstanding. All shares and associated amounts have been retroactively restated to reflect the stock split. The Company evaluated subsequent events and transactions that occurred after the balance sheet date up to February 8, 2021, the date that the financial statements were available to be issued. Based on this review, except as noted above, the Company did not identify any subsequent events that would have required adjustment or disclosure in the financial statements.	Note 8 — Subsequent Events The Company evaluated subsequent events and transactions that occurred up to the date condensed financial statements were issued. Based upon this review, the Company determined that there have been no events that have occurred that would require adjustments to the disclosures in the condensed financial statements.

Summary of Significant Accounting Policies (Policies)

1 Months Ended

6 Months Ended

12 Months Ended

Dec. 31, 2020

Jun. 30, 2021

Dec. 31, 2020

Cash and Cash Equivalents

Financial Instruments

Fair Value of Financial Instruments

Fair value is based on the price 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. Assets and liabilities subject to

on-going

fair value measurement are categorized and disclosed into one of three categories depending on observable or unobservable inputs employed in the measurement. These two types of inputs have created the following fair value hierarchy.

Level 1: Quoted prices in active markets that are accessible at the measurement date for assets and liabilities.

Level 2: Observable prices that are based on inputs not quoted in active markets, but corroborated by market data.

Level 3: Unobservable inputs are used when little or no market data is available.

This hierarchy requires the Company to minimize the use of unobservable inputs and to use observable market data, if available, when determining fair value. The Company recognizes transfers between levels of the hierarchy based on the fair values of the respective financial

measurements at the end of the reporting period in which the transfer occurred. There were no transfers between levels of the fair value hierarchy during the six months ended June 30, 2021 or year ended December 31, 2020 , respectively. The carrying amounts of the Company’s accounts receivable, accounts payable and accrued and other liabilities approximate their fair values due to their short maturities.

Fair Value of Financial Instruments

Fair value is based on the price 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. Assets and liabilities subject to

on-going

fair value measurement are categorized and disclosed into one of three categories

depending on observable or unobservable inputs employed in the measurement. These two types of inputs have created the following fair value hierarchy.

Level 1: Quoted prices in active markets that are accessible at the measurement date for assets and liabilities.

Level 2: Observable prices that are based on inputs not quoted in active markets, but corroborated by market data.

Level 3: Unobservable inputs are used when little or no market data is available.

This hierarchy requires the Company to minimize the use of unobservable inputs and to use observable market data, if available, when determining fair value. The Company recognizes transfers between levels of the hierarchy based on the fair values of the respective financial measurements at the end of the reporting period in which the transfer occurred. There were no transfers between levels of the fair value hierarchy during the years ended December 31, 2020 and 2019. The carrying amounts of the Company’s accounts receivable, accounts payable and accrued and other liabilities approximate their fair values due to their short maturities.

Basis of Presentation

The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and include the consolidated accounts of the Company and its wholly-owned subsidiaries.

Foreign Currency

The Company’s functional and reporting currency is United States Dollars (“USD”). The Company’s foreign subsidiary has a functional currency other than USD. Revenue and expense transactions are translated using average exchange rates for the period, and assets and liabilities are translated using period end exchange rates. Foreign currency translation gains and losses are included as a component of other comprehensive income.

Liquidity

The accompanying financial statements have been prepared assuming the Company will continue as a going concern, which contemplates the realization of assets and liabilities and commitments

in the normal course of business. To date, the Company has been funded primarily by preferred stock financings, cash from operations, and debt proceeds.

Management believes that currently available resources will provide sufficient funds to enable the Company to meet its obligations for at least one year past the issuance date of these financial statements. The Company may need to raise additional capital through equity or debt financing to fund future operations until it generates positive operating cash flows. There can be no assurance that such additional equity or debt financing will be available on terms acceptable to the Company, or at all.

Liquidity

The accompanying financial statements have been prepared assuming the Company will continue as a going concern, which contemplates the realization of assets and liabilities and commitments in the normal course of business. To date, the Company has been funded primarily by preferred stock financings, cash from operations, and debt proceeds.

Management believes that currently available resources will provide sufficient funds to enable the Company to meet its obligations for at least one year past the issuance date of these financial statements.

The Company may need to raise additional capital through equity or debt financing to fund future operations until it generates positive operating cash flows. There can be no assurance that such additional equity or debt financing will be available on terms acceptable to the Company, or at all.

Use of Estimates

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates, judgments and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, as well as the reported amounts of revenue and expense during the reporting period. These estimates made by management include the determination of allowance balances for the Company’s inventories on hand, allowance for doubtful accounts, warranty liabilities and certain assumptions used in the valuation of equity awards, including the estimated fair value of convertible preferred stock, the estimated fair value of common stock warrants and assumptions used to estimate the fair value of stock-based compensation expense. Actual results could differ materially from those estimates.

Use of Estimates

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates, judgments and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, as well as the reported amounts of revenue and expense during the reporting period. These estimates made by management include the determination of allowance balances for the Company’s inventories on hand, allowance for doubtful accounts, warranty liabilities and certain assumptions used in the valuation of equity awards, including the estimated fair value of convertible preferred stock, the estimated fair value of common stock warrants and assumptions used to estimate the fair value of stock-based compensation expense. Actual results could differ materially from those estimates.

Impact of COVID-19

Impact of

COVID-19

The extensive impact caused by the

COVID-19

pandemic has resulted and will likely continue to result in significant disruptions to the global economy, as well as businesses and capital markets around the world. In an effort to halt the outbreak of

COVID-19,

a number of countries, states, counties and other jurisdictions have imposed, and may impose in the future, various measures, including, but not limited to, voluntary and mandatory quarantines,

stay-at-home

orders, travel restrictions, limitations on gatherings of people, reduced operations and extended closures of businesses.

The timing of customer orders and the Company’s ability to fulfill orders received was impacted by various

COVID-19-related

government mandates, resulting in a reduction in units sold. The Company has also witnessed certain current and prospective customers delaying purchases based on budget constraints or project delays related to

COVID-19.

The broader and long-term implications of the

COVID-19

pandemic on the Company’s workforce, operations and supply chain, customer demand, results of operations and overall financial performance remain uncertain.

The impact of

COVID-19

and measures to prevent its spread have been impactful and continue to affect business in the following ways.

•

Our workforce

Employee health and safety is a priority. In response to

COVID-19,

the Company established new protocols to help protect the health and safety of its workforce, including restricting employee travel, recommending that all

non-essential

personnel work from home and cancelled or reduced physical participation in sales activities, meetings, events and conferences and implemented additional safety protocols for essential workers.

•

Operations and supply chain

The Company has experienced some production delays as a result of

COVID-19,

including impacts to our sourcing, manufacturing, and logistics channels.

•

Demand for our products

The Company continues to engage with current and potential customers and believes some customers may continue to delay purchases because their development programs may also be delayed as a result of

COVID-19.

Impact of

COVID-19

The extensive impact of the pandemic caused by the

COVID-19

pandemic has resulted and will likely continue to result in significant disruptions to the global economy, as well as businesses and capital markets around the world. In an effort to halt the outbreak of

COVID-19,

a number of countries,

states, counties and other jurisdictions have imposed, and may impose in the future, various measures, including, but not limited to, voluntary and mandatory quarantines,

stay-at-home

orders, travel restrictions, limitations on gatherings of people, reduced operations and extended closures of businesses.

The timing of customer orders and the Company’s ability to fulfill orders received was impacted by various

COVID-19-related

government mandates, resulting in a reduction in units sold. The Company has also witnessed certain current and prospective customers delaying purchases based on budget constraints or project delays related to

COVID-19.

The broader and long-term implications of the

COVID-19

pandemic on our workforce, operations and supply chain, customer demand, results of operations and overall financial performance remain uncertain.

The impact of

COVID-19

and measures to prevent its spread have been impactful and continue to affect business in the following ways.

•

Our workforce

Employee health and safety is a priority. In response to

COVID-19,

the Company established new protocols to help protect the health and safety of its workforce, including restricting employee travel, recommending that all

non-essential

personnel work from home and cancelled or reduced physical participation in sales activities, meetings, events and conferences and implemented additional safety protocols for essential workers.

•

Operations and supply chain

The Company has experienced some production delays as a result of

COVID-19

impacts to our sourcing, manufacturing, and logistics channels.

•

Demand for our products

Revenue for the Company’s products in the year ended December 31, 2020 was less than anticipated based growth projections in 2019. The Company continues to engage with current and potential customers and believes some customers may continue to delay purchases because their development programs may also be delayed as a result of

COVID-19.

Business Combinations

Business Combination

In February 2020, the Company purchased all of the outstanding equity interests of Zenith in an acquisition that meets the definition of a business combination, for which the acquisition method of accounting was used, see Note 13 of these Consolidated Financial Statements. The acquisition was recorded on the date that the Company obtained control over the acquired business. The consideration paid was determined on the acquisition date and the acquisition-related costs, such as professional fees, were excluded from the consideration transferred and were recorded as expense in the period incurred. Assets acquired and liabilities assumed by the Company were recorded at their estimated fair values, while goodwill was measured as the excess of the consideration paid over the fair value of the net identifiable assets acquired and liabilities assumed.

Business Combinations

During 2020, the Company purchased all of the outstanding equity interests of Zenith in an acquisition that meets the definition of a business combination, for which the acquisition method of accounting was used, see Note 13 of these Consolidated Financial Statements. The acquisition was recorded on the date that the Company obtained control over the acquired business. The consideration paid was determined on the acquisition date and the acquisition-related costs, such as professional fees, were excluded from the consideration transferred and were recorded as expense in the period incurred. Assets acquired and liabilities assumed by the Company were recorded at their estimated fair values, while goodwill was measured as the excess of the consideration paid over the fair value of the net identifiable assets acquired and liabilities assumed.

Accounts Receivable, net

Accounts receivable consist of balances due from customers for hardware, professional services and hosted services. Accounts receivable are recorded at invoiced amounts, are

non-interest

bearing and are presented net of the associated allowance for doubtful accounts on the Consolidated Balance Sheets. The allowance for doubtful accounts totaled $104 and $131 as of June 30, 2021 and December 31, 2020, respectively. The provision for doubtful accounts is recorded in general and administrative expenses in the accompanying Consolidated Statements of Operations and Comprehensive Loss and totaled $(42) and $(27) for the three and six months ended June 30, 2021, respectively. There was no provision for doubtful accounts for the three or six months ended June 30, 2020. No write-offs of accounts receivable deemed uncollectable occurred during the three and six months ended June 30, 2021 and 2020. The Company evaluates the collectability of the accounts receivable balances and has determined the allowance for doubtful accounts based on a combination of factors, which include the nature of relationship and the prior experience the Company has with the account and an evaluation for current and projected economic conditions as of the Consolidated Balance Sheets date. Accounts receivable determined to be uncollectible are charged against the allowance for doubtful accounts. Actual collections of accounts receivable could differ from management’s estimates.

Accounts Receivable, net

Accounts receivable consist of balances due from customers for hardware, professional services and hosted services. Accounts receivable are recorded at invoiced amounts, are

non-interest

bearing and are

presented net of the associated allowance for doubtful accounts on the Consolidated Balance Sheets. The allowance for doubtful accounts totaled $131 as of December 31, 2020 and no allowance for

doubtful accounts was deemed necessary as of December 31, 2019. The provision for doubtful accounts is recorded in general and administrative expenses in the accompanying Consolidated Statements of Operations and Comprehensive Loss and totaled $512 for the year ended December 31, 2020. Write-offs of accounts receivable deemed uncollectible for the year ended December 31, 2020 totaled $381. The Company evaluates the collectability of the accounts receivable balances and has determined the allowance for doubtful accounts based on a combination of factors, which include the nature of relationship and the prior experience the Company has with the account and an evaluation for current and projected economic conditions as of the Consolidated Balance Sheets date. Accounts receivable determined to be uncollectible are charged against the allowance for doubtful accounts. Actual collections of accounts receivable could differ from management’s estimates.

The Company considers financial instruments with an original maturity of three months or less to be cash and cash equivalents. The Company maintains cash and cash equivalents at multiple financial institutions, and, at times, these balances exceed federally insurable limits. As a result, there is a concentration of credit risk related to amounts on deposit. The Company believes any risks are mitigated through the size and security of the financial institution at which our cash balances are held.

Significant Customers

A significant customer represents 10% or more of the Company’s total revenue or net accounts receivable balance at each respective Consolidated Balance Sheet date. The significant customers of the Company are also limited partners of an investor in the Company with approximately 29% and 32% ownership as of June 30, 2021 and December 31, 2020, respectively. The investor does not exert control or influence on these limited partners and, as such these limited partners do not meet the definition of related parties. Revenue as a percentage of total revenue and net accounts receivable as a percentage of total net accounts receivable for each significant customer follows.


	Accounts Receivable						Revenue
	As of						For the three months ended June 30,						For the six months ended June 30,
	June 30, 2021			December 31, 2020			2021			2020			2021			2020
Customer A		13	%		30	%		18	%		*			27	%		17	%
Customer B		20	%		30	%		*			*			*			*
Customer C		*			*			*			15	%		*			27	%
Customer D		*			*			*			12	%		*			*
Customer E		*			*			*			10	%		*			*
Customer F		*			*			*			42	%		*			*

*	Total less than 10% for the respective period

Significant Customers

A significant customer represents 10% or more of the Company’s total revenue or net accounts receivable balance at each respective Consolidated Balance Sheet date. The significant customers of the Company are also limited partners in the investment fund of an investor in the Company with approximately 32% ownership. The investor does not exert control or influence on these limited partners and, as such these limited partners do not meet the definition of related parties. Revenue as a percentage of total revenue and net accounts receivable as a percentage of total net accounts receivable for each significant customer follows.

Accounts Receivable

Revenue

December 31,

Year ended December 31,

2020

2019

2020

2019

Customer A

*

31%

23%

48%

Customer B

*

14%

*

Customer C

30%

*

29%

*

Customer D

30%

*

Customer E

*

34%

*Total less than 10% for the respective period

Inventory

Inventories, which are comprised of smart home equipment and components are stated at the lower of cost or net realizable value with cost determined under the

first-in,

first-out

(“FIFO”) method. The Company adjusts the inventory balance based on anticipated obsolescence, usage and historical write-offs.

Goodwill

Goodwill represents the excess of cost over net assets of the business combination that was completed during the year ended December 31, 2020 (Note 13). The Company tests for potential impairment of goodwill on an annual basis in November and between annual tests if there are

indications of potential goodwill impairment. Qualitative factors are considered first to determine if performing a quantitative test is necessary. No goodwill impairment was recorded during the year ended December 31, 2020.

Property and Equipment, net

Property and equipment is stated at cost, net of accumulated depreciation and amortization. Costs of improvements that extend the economic life or improve service potential are capitalized. Expenditures for routine maintenance and repairs are charged to expense as incurred. Repairs and maintenance expense for the years ended December 31, 2020 and 2019 was $18 and $10, respectively, and is included in general and administrative expense in the accompanying Consolidated Statements of Operations and Comprehensive Loss.

Depreciation and amortization are included in cost of revenue and general and administrative expenses and are computed using the straight-line basis over estimated useful lives of those assets as follows.


Computer hardware and software		5 years

Furniture and fixtures		7 years

Warehouse equipment		15 years

Leasehold Improvements		Shorter of the estimated useful life or lease term

Impairment of Long-Lived Assets

The Company reviews long-lived assets, including property and equipment, and operating lease right of use assets for impairment when events or changes in circumstances indicate that the carrying amount may not be recoverable. Recoverability of these assets, or asset groups, is measured by comparing the carrying amounts of such assets or asset groups to the future undiscounted cash flows that such assets or asset groups are expected to generate. If such assets are impaired, the impairment recognized is measured by the amount by which the carrying amount of the assets exceeds the fair value of the assets. There was no impairment of long-lived assets during 2020 or 2019.

Leases

The Company classifies an arrangement as a lease at inception by determining if the arrangement conveys the right to control the use of the identified asset for a period of time in exchange for consideration. If the arrangement is identified as a lease, classification is determined at the commencement of the arrangement. Operating lease liabilities are recognized at the present value of the future lease payments at the lease commencement date.

The Company estimates its incremental borrowing rate to discount future lease payments. The incremental borrowing rate reflects the interest rate that the Company would expect to pay to borrow on a collateralized basis an amount equal to the lease payments in a similar economic environment over a similar term. Operating lease

right-of-use

(“ROU”) assets are based on the corresponding lease liability adjusted for any lease payments made at or before commencement, initial direct costs and lease incentives. Certain leases also include options to renew or terminate the lease at the election of

the Company. The Company evaluates these options at lease inception and on an ongoing basis. Renewal and termination options that the Company is reasonably certain to exercise are included when classifying leases and measuring lease liabilities. Operating lease expense is recognized on a straight-line basis over the lease term. Variable lease costs are expensed as incurred. The Company has lease agreements with lease and

non-lease

components, which are accounted for as a single lease component for all classes of assets. Lease payments for short-term leases with a term of twelve months or less are expensed on a straight-line basis over the lease term. Operating leases are included in other long-term assets, accrued expenses and other current liabilities, and other long-term liabilities.

Warranty Allowance

The Company provides its customers with limited service warranties associated with product replacement and related services. The warranty typically lasts one year following the installation of the product. The estimated warranty costs, which are expensed at the time of sale and included in cost of revenue, are based on the results of product testing, industry and historical trends and warranty claim rates incurred and are adjusted for identified current or anticipated future trends as appropriate. Actual warranty claim costs could differ from these estimates. For the three months ended June 30, 2021 and 2020 warranty expense included in cost of revenue was $80 and $164, respectively. Warranty expense included in cost of revenue for the six months ended June 30, 2021 and 2020, was $388 and $225, respectively. As of June 30, 2021 and December 31, 2020, the Company’s warranty allowance was $792 and $3,336, respectively.

During the year ended December 31, 2020, the Company identified a deficiency with batteries contained in certain hardware sold and has included the expected cost of repair and replacement for these batteries in its warranty allowance. As of June 30, 2021 and December 31, 2020, $528 and $3,166 is included in the Company’s warranty allowance related to the cost of remaining repairs for this identified deficiency, respectively.

Warranty Allowance

The Company provides its customers with limited service warranties associated with product replacement and related services. The warranty typically lasts one year following the installation of the product. The estimated warranty costs, which are expensed at the time of sale and included in cost of revenue, are based on the results of product testing, industry and historical trends and warranty claim rates incurred and are adjusted for identified current or anticipated future trends as appropriate. Actual warranty claim costs could differ from these estimates. Warranty expense included in cost of revenue for the years ended December 31, 2020 and 2019, were $3,694 and $83, respectively. As of December 31, 2020, the Company’s warranty allowance was $3,336 and no warranty allowance was deemed necessary as of December 31, 2019.

During the year ended December 31, 2020, the Company identified a deficiency with batteries contained in certain hardware sold and has included the expected cost of repair and replacement for these batteries in its warranty allowance. As of December 31, 2020, $3,166 is included in the Company’s warranty allowance related to the cost of repairs for this identified deficiency.

Convertible Notes

Certain convertible notes include detachable warrants that are accounted for as equity instruments. The warrants were recorded at fair value.

Convertible Preferred Stock

The Company assessed the provisions of its convertible preferred stock including redemption rights, dividends and voting rights to determine the appropriate classification. The Company determined that its shares of convertible preferred stock are appropriately classified as mezzanine equity because they are contingently redeemable into cash upon the occurrence of an event not solely within the Company’s control. When it is probable that a convertible preferred share will become redeemable, adjustments are recorded to adjust the carrying values. No adjustments have been recorded during the six months ended June 30, 2021 or year ended December 31, 2020. Refer to Note 7 for more information on the rights, preferences, privileges and restrictions associated with the convertible preferred stock.

Convertible Preferred Stock

The Company assessed the provisions of its convertible preferred stock including redemption rights, dividends and voting rights to determine the appropriate classification. The Company determined that its shares of convertible preferred stock are appropriately classified as mezzanine equity because they are contingently redeemable into cash upon the occurrence of an event not solely within the Company’s control. When it is probable that a convertible preferred share will become redeemable, adjustments are recorded to adjust the carrying values. No adjustments have been recorded in 2020 or 2019. Refer to Note 7 for more information on the rights, preferences, privileges and restrictions associated with the convertible preferred stock.

Revenue Recognition

The Company derives its revenue primarily from sales of systems that consist of hardware devices, professional installation services and hosted services to assist property owners and property managers with visibility and control over assets, while providing

all-in-one

home control offerings for residents. Revenue is recognized when control of these products and services are transferred to the customer in an amount that reflects the consideration the Company expects to be entitled to receive in exchange for those products and services.

The Company may enter into contracts that may contain multiple distinct performance obligations. The transaction price for a typical arrangement includes the price for the smart device hardware, installation services, a hardware hub device, and a subscription to our proprietary software. The subscription is for the hub device only and there is no support or ongoing subscription for other smart device hardware. The Company considers the hardware, installation services and the combination of the hardware hub device and proprietary software (the “hosted services”) to be separate performance obligations. The hardware hub device and the subscription are not sold separately. The hardware performance obligation includes the delivery of hardware, the installation services performance obligation includes the services to install the hardware and the hosted services performance obligation allows the customer access to software during the

contracted-use

term when the promised service is transferred to the customer. The Company partners with several manufactures to offer a range of compatible hardware products for its customers. The Company maintains control of the hardware purchased from manufacturers prior to it being transferred to the customer. The company has discretion in establishing the price the customer will pay for the good or service. Consequently, the Company is primarily responsible for fulfilling the promise to provide the product and the Company is considered the principal in these arrangements.

For each performance obligation identified, the Company estimates the standalone selling price, which represents the price at which the Company would sell the good or service separately. If the standalone selling price is not observable through past transactions, the Company estimates the standalone selling price, considering available information such as market conditions, review of historical pricing data, and internal pricing guidelines related to the performance obligations. The Company then allocates the transaction price among those obligations based on the estimation of the standalone selling price.

Payments are received by the Company by credit card, check or automated clearing house (“ACH”) payments and payment terms are determined by individual contracts and generally range from due upon receipt to net 30 days. Taxes collected from customers and remitted to governmental authorities are not included in reported revenue. Payments received from customers in advance of revenue recognition are reported as deferred revenue.

The Company applies the practical expedient that allows for inclusion of the future auto-renewals in the initial measurement of the transaction price. The Company only applies these steps when it

is probable that it will collect the consideration to which it is entitled in exchange for the goods or services it transfers to a customer.

Timing of Revenue Recognition is as follows.

•

Hardware Revenue

Hardware revenue includes the smart home devices which connect to the hardware hub device which is separately discussed in Hosted Services Revenue below. The Company’s performance obligation for hardware revenue is considered satisfied, and revenue is recognized, at a point in time when the hardware device is shipped to the customer. The Company generally provides a one year warranty period on hardware devices. Warranty costs are recognized as a component of cost of revenue in the accompanying Consolidated Statements of Operations and Comprehensive Loss.

•

Professional Services Revenue

Professional services consist of installations, do not result in significant customization of the product and are generally performed from two to four weeks in duration. Installations can be performed by the Company, contracted out to a third-party or the customer can perform the installation themselves. The Company’s professional services contracts are generally arranged on a fixed price basis and revenue is recognized over time as installations are completed.

•

Hosted Services Revenue

Hosted services include recurring monthly subscription revenue generated from fees that provide customers access to one or more of the Company’s software applications including access controls, asset monitoring and related services. These arrangements have contractual terms typically ranging from

one-month

to seven-years and include recurring fixed plan subscription fees. Arrangements with customers do not provide the customer with the right to take possession of the Company’s software at any time. Customers are granted continuous access to the services over the contractual period. Accordingly, any fixed consideration related to subscription service is recognized on a straight-line basis over the contract term beginning on the date the subscription service is made available to the customer. Variable consideration is immaterial.

The Company also sells the hardware hub device, which only functions with the subscription to the Company’s proprietary software applications and related hosting services and is sold only on an integrated basis. The Company considers the hub device and hosting services subscription a single performance obligation and therefore defers the recognition of revenue for the hub devices. The estimated average

in-service

life of the hub device is four years. When a hub device is included in a contract that does not require a long-term service commitment, the customer obtains a material right to renew the service because purchasing a new device is not required upon renewal. If a contract contains a material right, proceeds are allocated to the material right and recognized over the period of benefit, which is generally four years.

Revenue Recognition

The Company derives its revenue primarily from sales of systems that consist of hardware devices, professional installation services and hosted services to assist property owners and property managers with visibility and control over assets, while providing

all-in-one

home control offerings for residents. Revenue is recognized when control of these products and services are transferred to the customer in an amount that reflects the consideration the Company expects to be entitled to receive in exchange for those products and services.

The Company may enter into contracts that may contain multiple distinct performance obligations. The transaction price for a typical arrangement includes the price for the smart device hardware, installation services, a hardware hub device, and a subscription to our proprietary software. The subscription is for the hub device only and there is no support or ongoing subscription for other smart device hardware. The Company considers the hardware, installation services and the combination of the hardware hub device and proprietary software (the “hosted services”) to be separate performance obligations. The hardware hub device and the subscription are not sold separately. The hardware performance obligation includes the delivery of hardware, the installation services performance obligation includes the services to install the hardware and the hosted services performance obligation allows the customer to access software during the

contracted-use

term when the promised service is transferred to the customer. The Company partners with several manufactures to offer a range of compatible hardware products for its customers. The Company maintains control of the hardware products purchased from manufactures prior to the products being transferred to the customer and consequently bears the inventory risk before or after the products are transferred to the customer. The Company has discretion in establishing the price the customer will pay for the product, consequently, the Company is primarily responsible for fulfilling the promise to provide the product and the Company is considered the principal in these arrangements.

For each performance obligation identified, the Company estimates the standalone selling price, which represents the price at which the Company would sell the good or service separately. If the

standalone selling price is not observable through past transactions, the Company estimates the standalone selling price, considering available information such as market conditions, review of historical pricing data, and internal pricing guidelines related to the performance obligations. The Company then allocates the transaction price among those obligations based on the estimation of the standalone selling price.

Payments are received by the Company by credit card, check or automated clearing house (“ACH”) payments and payment terms are determined by individual contracts and range from due upon receipt to net 30 days. Taxes collected from customers and remitted to governmental authorities are not included in reported revenue. Payments received from customers in advance of revenue recognition are reported as deferred revenue.

The Company applies the practical expedient that allows for inclusion of the future auto-renewals in the initial measurement of the transaction price. The Company only applies these steps when it is probable that it will collect the consideration to which it is entitled in exchange for the goods or services it transfers to a customer.

Timing of Revenue Recognition is as follows.

• Hardware Revenue

Hardware revenue includes the smart home devices which connect to the hardware hub device which is separately discussed in Hosted Services Revenue below. The Company’s performance obligation for hardware revenue is considered satisfied, and revenue is recognized, at a point in time when the hardware device is shipped to the customer. The Company generally provides a one year warranty period on hardware devices. Warranty costs are recognized as a component of cost of revenue in the accompanying Consolidated Statements of Operations and Comprehensive Loss.

• Professional Services Revenue

Professional services consist of installations, do not result in significant customization of the product and are generally performed from two to four weeks in duration. Installations can be performed by the Company, contracted out to a third-party or the customer can perform the installation themselves. The Company’s professional services contracts are generally arranged on a fixed price basis and revenue is recognized over time as installations are completed.

• Hosted Services Revenue

Hosted services include recurring monthly subscription revenue generated from fees that provide customers access to one or more of the Company’s software applications including access controls, asset monitoring and related services. These arrangements have contractual terms typically ranging from

one-month

to seven-years and include recurring fixed plan subscription fees. Arrangements with customers do not provide the customer with the right to take possession of the Company’s software at any time. Customers are granted continuous access to the services over the contractual period. Accordingly, any fixed consideration related to subscription service is recognized on a straight-line basis over the contract term beginning on the date the subscription service is made available to the customer. Variable consideration is immaterial.

The Company also sells the hardware hub device, which only functions with the subscription to the Company’s proprietary software applications and related hosting services and is sold only on an integrated basis. The Company considers the hub device and hosting services subscription a single performance obligation and therefore defers the recognition of revenue for the hub devices. The estimated average

in-service

life of the hub device is four years. When a hub device is included in a contract that does not require a long-term service commitment, the customer obtains a material right to renew the service because purchasing a new device is not required upon renewal. If a contract contains a material right, proceeds are allocated to the material right and recognized over the period of benefit, which is generally four years.

Fair Value of Financial Instruments

Fair value is based on the price 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. Assets and liabilities subject to

on-going

fair value measurement are categorized and disclosed into one of three categories depending on observable or unobservable inputs employed in the measurement. These two types of inputs have created the following fair value hierarchy.

Level 1: Quoted prices in active markets that are accessible at the measurement date for assets and liabilities.

Level 2: Observable prices that are based on inputs not quoted in active markets, but corroborated by market data.

Level 3: Unobservable inputs are used when little or no market data is available.

This hierarchy requires the Company to minimize the use of unobservable inputs and to use observable market data, if available, when determining fair value. The Company recognizes transfers between levels of the hierarchy based on the fair values of the respective financial

measurements at the end of the reporting period in which the transfer occurred. There were no transfers between levels of the fair value hierarchy during the six months ended June 30, 2021 or year ended December 31, 2020 , respectively. The carrying amounts of the Company’s accounts receivable, accounts payable and accrued and other liabilities approximate their fair values due to their short maturities.

Fair Value of Financial Instruments

Fair value is based on the price 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. Assets and liabilities subject to

on-going

fair value measurement are categorized and disclosed into one of three categories

depending on observable or unobservable inputs employed in the measurement. These two types of inputs have created the following fair value hierarchy.

Level 1: Quoted prices in active markets that are accessible at the measurement date for assets and liabilities.

Level 2: Observable prices that are based on inputs not quoted in active markets, but corroborated by market data.

Level 3: Unobservable inputs are used when little or no market data is available.

This hierarchy requires the Company to minimize the use of unobservable inputs and to use observable market data, if available, when determining fair value. The Company recognizes transfers between levels of the hierarchy based on the fair values of the respective financial measurements at the end of the reporting period in which the transfer occurred. There were no transfers between levels of the fair value hierarchy during the years ended December 31, 2020 and 2019. The carrying amounts of the Company’s accounts receivable, accounts payable and accrued and other liabilities approximate their fair values due to their short maturities.

Income Taxes

Income taxes

The Company reports for the effects of income taxes by applying the asset and liability methodology. Deferred income tax assets and liabilities are computed for differences between the financial statement and tax basis of assets and liabilities that will result in future taxable or deductible amounts, based on enacted tax laws and rates applicable to the period in which the differences are expected to affect taxable income. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. A valuation allowance of $18,832 and $9,551 for the years ended December 31, 2020 and 2019, respectively, has been established to offset the deferred tax assets as realization of such assets is uncertain.

The Company’s methodology establishes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be

more-likely-than-not

to be sustained upon examination by taxing authorities. The Company’s primary jurisdiction is the United States. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense.

Net income (loss) per common stock

Net Loss Per Share Attributable to Common Stockholders

The Company follows

the two-class

method to include the dilutive effect of securities that participated in dividends, if and when declared, when computing net income per common share. The

two-class

method determines net income per common share for each class of common stock and participating securities according to dividends, if and when declared or accumulated and participation rights in undistributed earnings. The

two-class

method requires income available to common stockholders for the period to be allocated between common stock and participating securities based upon their respective rights to receive dividends as if all income for the period had been distributed. The anti-dilutive effect of potentially dilutive securities is excluded from the computation of net loss per share because inclusion of such potentially dilutive shares on an

as-converted

basis would have been anti-dilutive.

The Company’s participating securities include convertible preferred stock, as the holders are entitled to receive noncumulative dividends on a

pari passu

basis in the event that a dividend is paid on common stock. The Company also considers any unvested common shares subject to repurchase to be participating securities because holders of such shares have

non-forfeitable

dividend rights in the event a dividend is paid on common stock. The holders of convertible preferred stock, as well as the holders of unvested common shares subject to repurchase, do not have a contractual obligation to share in losses.

Basic net loss per share attributable to common stockholders is calculated by dividing the net loss attributable to common stockholders by the weighted-average number of shares of common stock outstanding during the period, adjusted for outstanding shares that are subject to repurchase and any shares issuable by the exercise of warrants for nominal consideration.

Diluted net loss per share is computed by giving effect to all potentially dilutive securities outstanding for the period using the treasury stock method or the

if-converted

method based on

the nature of such securities. For periods in which the Company reports a net loss, the diluted net loss per common share attributable to common stockholders is the same as basic net loss per common share attributable to common stockholders, because inclusion of such potentially dilutive shares on an

as-converted

basis would have been anti-dilutive.

Net Loss Per Share Attributable to Common Stockholders

The Company follows the

two-class

method to include the dilutive effect of securities that participated in dividends, if and when declared, when computing net income per common share. The

two-class

method determines net income per common share for each class of common stock and participating securities according to dividends, if and when declared or accumulated and participation rights in undistributed earnings. The

two-class

method requires income available to common stockholders for the period to be allocated between common stock and participating securities based upon their respective rights to receive dividends as if all income for the period had been distributed. The anti-dilutive effect of potentially dilutive securities is excluded from the computation of net loss per share because inclusion of such potentially dilutive shares on an

as-converted

basis would have been anti-dilutive.

The Company’s participating securities include convertible preferred stock, as the holders are entitled to receive noncumulative dividends on a

pari

passu

basis in the event that a dividend is paid on common stock. The Company also considers any unvested common shares subject to repurchase to be participating securities because holders of such shares have

non-forfeitable

dividend rights in the event a dividend is paid on common stock. The holders of convertible preferred stock, as well as the holders of unvested common shares subject to repurchase, do not have a contractual obligation to share in losses.

Basic net loss per share attributable to common stockholders is calculated by dividing the net loss attributable to common stockholders by the weighted-average number of shares of common stock outstanding during the period, adjusted for outstanding shares that are subject to repurchase.

Diluted net loss per share is computed by giving effect to all potentially dilutive securities outstanding for the period using the treasury stock method or the

if-converted

method based on the nature of such securities. For periods in which the Company reports a net loss, the diluted net loss per common share attributable to common stockholders is the same as basic net loss per common share attributable to common stockholders, because inclusion of such potentially dilutive shares on an

as-converted

basis would have been anti-dilutive.

Cost of Revenue

Cost of revenue consists primarily of direct costs of products and services together with the indirect cost of customer care and support over the life of the service arrangement.

•

Hardware

Cost of hardware revenue consists primarily of direct costs of proprietary products, hardware devices, supplies purchased from third-party providers, shipping costs, indirect costs related to warehouse facilities (including depreciation and amortization of capitalized assets and

right-of-use

assets), infrastructure costs, personnel-related costs associated with the procurement and distribution of products and warranty expenses together with the indirect cost of customer care and support.

•

Professional Services

Cost of professional services revenue consists primarily of direct costs related to personnel-related expenses for installation and supervision of installation services, general contractor expenses and travel expenses associated with the installation of products and indirect costs that are also primarily personnel-related expenses in connection with training of and ongoing support for customers and residents.

•

Hosted Services

Cost of hosted services revenue consists primarily of the amortization of the direct costs of the hardware hub device consistent with the revenue recognition period noted above in Hosted Services Revenue, warehouse facility (including depreciation and amortization of capitalized assets and

right-of-use

assets) and infrastructure costs associated with providing software applications together with the indirect cost of customer care and support over the life of the service arrangement.

Cost of Revenue

Cost of revenue consists primarily of direct costs of products and services together with the indirect cost of customer care and support over the life of the service arrangement.

• Hardware

Cost of hardware revenue consists primarily of direct costs of proprietary products, hardware devices and supplies purchased from third-party providers and shipping and indirect costs related to warehouse facility (including depreciation and amortization of capitalized assets and

right-of-use

assets), infrastructure costs, personnel-related costs associated with the procurement and distribution of products and warranty expenses together with the indirect cost of customer care and support.

• Professional Services

Cost of professional services revenue consists primarily of direct costs related to personnel-related expenses for installation and supervision of installation services, general contractor expenses and travel expenses associated with the installation of products and indirect costs that are also primarily personnel-related expenses in connection with training of and ongoing support for customers and residents.

•

Hosted Services

Cost of hosted services revenue consists primarily of the amortization of the direct costs of the hardware hub device consistent with the revenue recognition period noted above in Hosted Services Revenue, warehouse facility (including depreciation and amortization of capitalized assets and

right-of-use

assets) and infrastructure costs associated with providing software applications together with the indirect cost of customer care and support over the life of the service arrangement.

Deferred Cost of Revenue

Deferred cost of revenue includes all direct costs included in cost of revenue for hosted services and the hub device that have been deferred to future periods.

Deferred Contract Costs

The Company capitalizes commission expenses paid to internal sales personnel that are incremental to obtaining new customer contracts. Costs related to the initial signing of contracts are

amortized over the average customer life, which has been estimated to be four years. The Company determined the period of benefit by taking into consideration the length of terms in its customer contracts, including renewals and extensions. Amounts expected to be recognized within one year of the balance sheet date are recorded as deferred contract costs, current and is included in prepaid expenses and other current assets on the Consolidated Balance Sheets; the remaining portion is recorded as deferred contract costs

non-current,

and is included in other long-term assets on the Consolidated Balance Sheets. Amortization expense related to deferred contract costs is included in sales and marketing expense in the Consolidated Statements of Operations and Comprehensive Income (Loss).

The following table represents a roll-forward of the Company’s deferred contract costs:


	Year ended December 31,
	2020			2019
Balance as of January 1	$	—		$	—

Additions to deferred contract costs		218			—

Amortization of deferred contract costs		(17	)		—

Balance as of December 31	$	201		$	—

Research and Development

These expenses relate to the research and development of new products and services and enhancements to the Company’s existing product offerings. Costs related to preliminary project activities and post-implementation activities are expensed as incurred.

Research and Development

The Company invested $9,406 and $7,731 in research and development during the years ended December 31, 2020 and 2019, respectively. These expenses were incurred for the research and development of new products and services and enhancements to the Company’s existing product offerings. Costs related to preliminary project activities and post-implementation activities are expensed as incurred.

Advertising

Advertising costs are expensed as incurred and recorded as a component of sales and marketing expense in the accompanying Consolidated Statements of Operations and Comprehensive Loss. The Company incurred $244 and $163 of advertising costs for the three months ended June 30, 2021 and 2020, respectively, and incurred $400 and $364 of advertising costs during the six months ended June 30, 2021 and 2020 respectively.

Advertising

Advertising costs are expensed as incurred and recorded as a component of sales and marketing expense in the accompanying Consolidated Statements of Operations and Comprehensive Loss. The Company incurred $663 and $712 of advertising costs during the years ended December 31, 2020 and 2019, respectively.

Stock-Based Compensation

The Company’s stock-based compensation relates to stock options granted to employees of the Company. Stock-based award expense is measured based on the grant date fair value. The Company estimates the fair value of stock option awards granted to employees and directors on the grant date using the Black-Scholes option-pricing model. The fair value of stock option awards is recognized as compensation expense on a straight-line basis over the requisite service period in which the awards are expected to vest and forfeitures are recognized as they occur.

The Black-Scholes model considers several variables and assumptions in estimating the fair value of stock-based awards. These variables include the per share fair value of the underlying common stock, exercise price, expected term, risk-free interest rate, expected annual dividend yield, the expected stock price volatility over the expected term and forfeitures, which are recognized as they

occur. For all stock options granted, the Company calculated the expected term using the simplified method for “plain vanilla” stock option awards. The Company’s Common Stock is not currently publicly traded and therefore has no publicly available stock price information; accordingly, the Company uses the historical volatility of the stock price of identifiable publicly traded peer companies. The risk-free interest rate is based on the yield available on U.S. Treasury

zero-coupon

issues similar in duration to the expected term of the equity-settled award.

Income taxes

The Company reports for the effects of income taxes by applying the asset and liability methodology. Deferred income tax assets and liabilities are computed for differences between the financial statement and tax basis of assets and liabilities that will result in future taxable or deductible amounts, based on enacted tax laws and rates applicable to the period in which the differences are expected to affect taxable income. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. A valuation allowance of $18,832 and $9,551 for the years ended December 31, 2020 and 2019, respectively, has been established to offset the deferred tax assets as realization of such assets is uncertain.

The Company’s methodology establishes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be

more-likely-than-not

to be sustained upon examination by taxing authorities. The Company’s primary jurisdiction is the United States. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense.

Segments

The Company has one operating segment and one reportable segment as its chief operating decision maker, who is its Chief Executive Officer, reviews financial information on a consolidated basis for purposes of allocating resources and evaluating financial performance. The Company’s principal operations are in the United States and the Company’s long-lived assets are located primarily within the United States. The Company held $7,041 and $7,941 of assets outside the United States at June 30, 2021 and December 31, 2020, respectively.

Segments

The Company has one operating segment and one reportable segment as its chief operating decision maker, who is its Chief Executive Officer, reviews financial information on a consolidated basis for purposes of allocating resources and evaluating financial performance. The Company’s principal operations are in the United States and the Company’s long-lived assets are located primarily within the United States. The Company held $7,941 assets outside the United States at December 31, 2020, and no assets were held outside of the United States at December 31, 2019.

Recent Accounting Guidance Not Yet Adopted

In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update

(“ASU”) 2016-13,

“Financial Instruments—Credit Losses (Topic 326)”

which modifies the measurement of expected credit losses of certain financial instruments. This update is effective for fiscal years beginning after December 15, 2022 and must be applied using a modified-retrospective approach, with early adoption permitted. The adoption of

ASU 2016-13 may

have an impact on the Company’s accounting for accounts receivable and bad debt expense included in the accompanying Consolidated Balance Sheets and Consolidated Statements of Operations and Comprehensive Loss. The Company is evaluating the extent of such impact.

In December 2019, the FASB issued ASU

No. 2019-12,

“

Income Taxes (Topic 740)”

, which simplifies the accounting for income taxes, primarily by eliminating certain exceptions found in the Accounting Standards Codification, section 740. This standard is effective for fiscal periods beginning after December 15, 2021. The Company does not plan to early adopt this standard and is currently evaluating the impact of this guidance on its Consolidated Financial Statements.

Recent Accounting Guidance Not Yet Adopted

In June 2016, the FASB issued ASU

2016-13,

“Financial Instruments

—

Credit Losses (Topic 326)”

which modifies the measurement of expected credit losses of certain financial instruments. This update is effective for fiscal years beginning after December 15, 2022 and must be applied using a modified-retrospective approach, with early adoption permitted. The adoption of ASU

2016-13

may have an impact on the Company’s accounting for accounts receivable and bad debt expense included in the accompanying Consolidated Balance Sheets and Consolidated Statements of Operations and Comprehensive Loss. The Company is evaluating the extent of such impact.

In December 2019, the FASB issued ASU

No. 2019-12,

“

Income Taxes (Topic 740)”

, which simplifies the accounting for income taxes, primarily by eliminating certain exceptions to ASC 740. This standard is effective for fiscal periods beginning after December 15, 2021. The Company does not plan to early adopt this standard is currently evaluating the impact of this guidance on its Consolidated Financial Statements.

Cash and Cash Equivalents

Financial Instruments

The fair value of the Company’s assets and liabilities, which qualify as financial instruments under FASB ASC 820, “Fair Value Measurements and Disclosures,” approximates the carrying amount represented in the balance sheet, primarily due to their short-term nature.

Fair Value of Financial Instruments

The fair value of the Company’s assets and liabilities which qualify as financial instruments under the FASB ASC Topic 820, “Fair Value Measurements,” equal or approximate the carrying amounts represented in the condensed balance sheets.

Basis of Presentation

The accompanying financial statements are presented in U.S. dollars in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and pursuant to the rules and regulations of the SEC.

In connection with the Company’s assessment of going concern considerations in accordance with ASU

2014-15,

“Disclosures of Uncertainties about an Entity’s Ability to Continue as a Going Concern,” as of December 31, 2020, the Company does not have sufficient liquidity to meet its current obligations. However, management has determined that the Company has access to funds from the Sponsor and the Sponsor has the financial wherewithal to provide such funds that are sufficient to fund the working capital needs of the Company until the earlier of the consummation of the Proposed Public Offering and a minimum one year from the date of issuance of these financial statements.

Basis of Presentation

The accompanying condensed financial statements are presented in U.S. dollars in conformity with accounting principles generally accepted in the United States of America (“GAAP”) for financial information and pursuant to the rules and regulations of the SEC. Accordingly, they do not include all of the information and footnotes required by GAAP. In the opinion of management, the condensed financial statements reflect all adjustments, which include only normal recurring adjustments necessary for the fair statement of the balances and results for the periods presented. Operating results for the three and six months ended June 30, 2021 are not necessarily indicative of the results that may be expected through December 31, 2021 or any future period.

The accompanying condensed financial statements should be read in conjunction with the audited financial statements and notes thereto included in the Form

8-K

and the final prospectus filed by the Company with the SEC on February 16, 2021 and February 8, 2021, respectively.

Emerging Growth Company

The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the independent registered public accounting firm attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and stockholder approval of any golden parachute payments not previously approved.

Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards.

The JOBS Act provides that an emerging growth company can elect to opt out of the extended transition period and comply with the requirements that apply to

non-emerging

growth companies but any such an election to opt out is irrevocable. The Company has elected not to opt out of such extended transition period, which means that when a standard is issued or revised and it has different application dates for public or private companies, the Company, as an emerging growth company, can adopt the new or revised standard at the time private companies adopt the new or revised standard. This may make comparison of the Company’s financial statements with another public company that is neither an emerging growth company nor an emerging growth company that has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used.

Emerging Growth Company

The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the independent registered public accounting firm attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and stockholder approval of any golden parachute payments not previously approved.

Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that an emerging growth company can elect to opt out of the extended transition period and comply with the requirements that apply to

non-emerging

growth companies but any such an election to opt out is irrevocable. The Company has elected not to opt out of such extended transition period, which means that when a standard is issued or revised and it has different application dates for public or private companies, the Company, as an emerging growth company, can adopt the new or revised standard at the time private companies adopt the new or revised standard. This may make comparison of the Company’s condensed financial statement with another public company that is neither an emerging growth company nor an emerging growth company that has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used.

Use of Estimates

The preparation of financial statements in conformity with U.S. GAAP requires the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. Actual results could differ from those estimates.

Use of Estimates

The preparation of financial statements in conformity with GAAP requires the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed financial statements and the reported amounts of revenues and expenses during the reporting periods. Making estimates requires management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the condensed financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. Accordingly, the actual results could differ significantly from those estimates.

The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents. The Company had no cash equivalents held outside the Trust Account as of June 30, 2021 and December 31, 2020.

Fair Value Measurement

Fair Value Measurements

Fair value is defined as the price that would be received for sale of an asset or paid for transfer of a liability, in an orderly transaction between market participants at the measurement date. GAAP establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). These tiers consist of:

•

Level 1, defined as observable inputs such as quoted prices (unadjusted) for identical instruments in active markets;

•

Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active; and

•

Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable.

In some circumstances, the inputs used to measure fair value might be categorized within different levels of the fair value hierarchy. In those instances, the fair value measurement is categorized in its entirety in the fair value hierarchy based on the lowest level input that is significant to the fair value measurement.

Concentration of Credit Risk

Financial instruments that potentially subject the Company to concentrations of credit risk consist of cash accounts in a financial institution, which, at times, may exceed the Federal Deposit Insurance Corporation coverage limit of $250,000. As of June 30, 2021, the Company has not experienced losses on these accounts and management believes the Company is not exposed to significant risks on such accounts.

Investments Held in Trust Account

The Company’s portfolio of investments is comprised of U.S. government securities, within the meaning set forth in Section 2(a)(16) of the Investment Company Act, with a maturity of 185 days or less, or investments in money market funds that invest in U.S. government securities and generally have a readily determinable fair value, or a combination thereof. When the Company’s investments held in the Trust Account are comprised of U.S. government securities, the investments are classified as trading securities. When the Company’s investments held in the Trust Account are comprised of money market funds, the investments are recognized at fair value. Trading securities and investments in money market funds are presented on the balance sheets at fair value at the end of each reporting period. Gains and losses resulting from the change in fair value of these securities is included in income on investments held in the Trust Account in the accompanying unaudited condensed statement of operations. The estimated fair values of investments held in the Trust Account are determined using available market information.

Fair Value of Financial Instruments

Financial Instruments

The fair value of the Company’s assets and liabilities, which qualify as financial instruments under FASB ASC 820, “Fair Value Measurements and Disclosures,” approximates the carrying amount represented in the balance sheet, primarily due to their short-term nature.

Fair Value of Financial Instruments

The fair value of the Company’s assets and liabilities which qualify as financial instruments under the FASB ASC Topic 820, “Fair Value Measurements,” equal or approximate the carrying amounts represented in the condensed balance sheets.

Deferred Offering Costs Associated with the Initial Public Offering

Deferred Offering Costs Associated with the Proposed Public Offering

Deferred offering costs consist of legal fees incurred through the balance sheet date that are directly related to the Proposed Public Offering and that will be charged to stockholder’s equity upon the completion of the Proposed Public Offering. Should the Proposed Public Offering prove to be unsuccessful, these deferred costs, as well as additional expenses to be incurred, will be charged to operations.

Offering Costs Associated with the Initial Public Offering

Offering costs consisted of legal, accounting, underwriting fees and other costs incurred through the Initial Public Offering that were directly related to the Initial Public Offering. Offering costs associated with the Class A common stock issued were charged to stockholders’ equity upon the completion of the Initial Public Offering. The Company classifies deferred underwriting commissions 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.

Class A Common Stock Subject to Possible Redemption

Class A Common Shares Subject to Possible Redemption

Class A common stock subject to mandatory redemption (if any) are classified as liability instruments and are measured at fair value. Conditionally redeemable Class A common stock (including shares of Class A common stock that feature redemption rights that are either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the Company’s control) are classified as temporary equity. At all other times, Class A common stock are classified as stockholders’ equity. The Company’s Class A common stock feature certain redemption rights that are considered to be outside of the Company’s control and subject to occurrence of uncertain future events. Accordingly, as of June 30, 2021, 32,738,037 shares of Class A common stock subject to possible redemption at the redemption amount were presented at redemption value as temporary equity, outside of the stockholders’ equity section of the Company’s condensed balance sheet.

Income Taxes

The Company follows the asset and liability method of accounting for income taxes under FASB ASC 740, “Income Taxes.” Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statements carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that included the enactment date. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. Deferred tax assets were deemed de minimus as of December 31, 2020.

FASB ASC 740 prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities. There were no unrecognized tax benefits as of December 31, 2020. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. No amounts were accrued for the payment of interest and penalties as of December 31, 2020. The Company is currently not aware of any issues under review that could result

in significant payments, accruals or material deviation from its position. The Company is subject to

income tax examinations by major taxing authorities since inception. The provision for income taxes was deemed to be de minimus for the period from November 23, 2020 (inception) through December 31, 2020.

Income Taxes

The Company follows the asset and liability method of accounting for income taxes under FASB ASC 740, “Income Taxes.” Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that included the enactment date. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. As of June 30, 2021 and December 31, 2020, the Company had deferred tax assets of approximately $686,000 and approximately $1,000, respectively, with a full valuation allowance against them.

FASB ASC Topic 740 prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities. There were no unrecognized tax benefits as of June 30, 2021. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. The Company’s currently taxable income primarily consists of income from investments held in the Trust Account. The Company’s general and administrative costs are generally considered

start-up

costs and are not currently deductible.

No amounts were accrued for the payment of interest and penalties as of June 30, 2021 or December 31, 2020. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position. The Company is subject to income tax examinations by major taxing authorities since inception.

Net income (loss) per common stock

Net Loss Per Share of Common Stock

The Company complies with accounting and disclosure requirements of FASB ASC Topic 260, “Earnings Per Share.” Net loss per share is computed by dividing net loss by the weighted average number of shares of Class B common stock outstanding during the period excluding Class B common stock subject to forfeiture. Weighted average shares were reduced for the effect of an aggregate of

1,125,000

shares of Class B common stock that are subject to forfeiture if the over-allotment option is not exercised by the underwriters (Note 4). At December 31, 2020, the Company did not have any dilutive securities and other contracts that could, potentially, be exercised or converted into shares of common stock and then share in the earnings of the Company. As a result, diluted loss per share is the same as basic loss per share for the period presented.

Net income (loss) per common stock

The Company’s condensed statements of operations include a presentation of net income (loss) per share for Class A common stock subject to possible redemption in a manner similar to the

two-class

method of net income (loss) per common stock. Net income (loss) per common stock, basic and diluted, for Class A common stock is calculated by dividing the interest income earned on the Trust Account, less interest available to be withdrawn for the payment of taxes, by the weighted average number of Class A common stock outstanding for the periods. Net income (loss) per common stock, basic and diluted, for Class B common stock is calculated by dividing the net income (loss), adjusted for income attributable to Class A common stock, by the weighted average number of Class B common stock outstanding for the periods. Class B common stock include the Founder Shares as these common stocks do not have any redemption features and do not participate in the income earned on the Trust Account.

The following table reflects the calculation of basic and diluted net income (loss) per share of common stock:


	For the Three Months Ended June 30, 2021		For the Six Months Ended June 30, 2021
Redeemable Class A common stock
Numerator: Income allocable to redeemable Class A common stock
Income from investments held in Trust Account	$	4,065	$	16,945
Less: Company’s portion available to be withdrawn to pay taxes		(4,065)		(16,945)

Net income attributable	$	—	$	—

Denominator: Weighted average redeemable Class A common stock
Basic and diluted weighted average shares outstanding of redeemable Class A common stock		34,500,000		34,500,000

Basic and diluted net income per ordinary share, redeemable Class A common stock	$	0.00	$	0.00


	For the Three Months Ended June 30, 2021		For the Six Months Ended June 30, 2021
Non-redeemable Class A and Class B common stock
Numerator: Net loss minus net income allocable to redeemable Class A common stock
Net (loss) income	$	(3,013,721)	$	(3,266,527)
Net income allocable to redeemable Class A common stock		—		—

Net (loss) income attributable to non-redeemable Class A and Class B common stock	$	(3,013,721)	$	(3,266,527)

Denominator: weighted average of non-redeemable Class A and Class B common stock
Basic and diluted weighted average shares outstanding of non-redeemable Class A and Class B common stock		9,672,500		9,204,392

Basic and diluted net (loss) income per ordinary share, non-redeemable Class A and Class B common stock	$	(0.31)	$	(0.35)

Recently Accounting Pronouncements

Recent Accounting Standards

The Company’s management does not believe that any recently issued, but not yet effective, accounting standards updates, if currently adopted, would have a material effect on the accompanying financial statements.

Recently Accounting Pronouncements

In August 2020, the FASB issued ASU No.

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

(“ASU

2020-06”),

which simplifies accounting for convertible instruments by removing major separation models required under current GAAP. The ASU also removes certain settlement conditions that are required for equity-linked contracts to qualify for the derivative scope exception, and it simplifies the diluted earnings per share calculation in certain areas. The Company adopted ASU

2020-06

on January 1, 2021. Adoption of the ASU did not impact the Company’s financial position, results of operations or cash flows.

Management does not believe that any other recently issued, but not yet effective, accounting standards if currently adopted would have a material effect on the accompanying condensed financial statements.

Income taxes

Income Taxes

The Company follows the asset and liability method of accounting for income taxes under FASB ASC 740, “Income Taxes.” Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statements carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that included the enactment date. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. Deferred tax assets were deemed de minimus as of December 31, 2020.

FASB ASC 740 prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities. There were no unrecognized tax benefits as of December 31, 2020. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. No amounts were accrued for the payment of interest and penalties as of December 31, 2020. The Company is currently not aware of any issues under review that could result

in significant payments, accruals or material deviation from its position. The Company is subject to

income tax examinations by major taxing authorities since inception. The provision for income taxes was deemed to be de minimus for the period from November 23, 2020 (inception) through December 31, 2020.

Income Taxes

The Company follows the asset and liability method of accounting for income taxes under FASB ASC 740, “Income Taxes.” Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that included the enactment date. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. As of June 30, 2021 and December 31, 2020, the Company had deferred tax assets of approximately $686,000 and approximately $1,000, respectively, with a full valuation allowance against them.

FASB ASC Topic 740 prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities. There were no unrecognized tax benefits as of June 30, 2021. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. The Company’s currently taxable income primarily consists of income from investments held in the Trust Account. The Company’s general and administrative costs are generally considered

start-up

costs and are not currently deductible.

No amounts were accrued for the payment of interest and penalties as of June 30, 2021 or December 31, 2020. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position. The Company is subject to income tax examinations by major taxing authorities since inception.

Description of Organization and Business Operations (Tables)

12 Months Ended

Dec. 31, 2020

Accounting Policies [Abstract]

Schedule of Error Corrections and Prior Period Adjustments


(iv) Consolidated Statement of Operations for the year ended December 31, 2019	2019 (As previously reported)		(i) Weighted- average shares outstanding correction		(ii) Equity correction		2019 (As restated)
Net loss attributable to common stockholders		(30,261)		—		(3,208)		(33,469)

Net loss per common share, basic and diluted		(38.60)		2.26		—		(36.34)

Weighted-average number of shares used in computing net loss per share, basic and diluted		784		137		—		921


Consolidated Statement of Operations for the year ended December 31, 2020	2020 (As previously reported)		(i) Weighted- average shares outstanding correction		2020 (As restated)
Net loss per common share, basic and diluted	$	(21.08)	$	(2.86)	$	(23.94)

Weighted-average number of shares used in computing net loss per share, basic and diluted		1,760		(210)		1,550


Consolidated Balance Sheet at December 31, 2019	2019 (As previously reported)		(ii) Equity correction		2019 (As restated)
Convertible preferred stock		34,746		11,460		46,206

Additional paid-in capital		9,356		(8,252)		1,104

Accumulated deficit		(42,325)		(3,208)		(45,533)

Total stockholders’ deficit		(32,969)		(11,460)		(44,429)


Consolidated Balance Sheet at December 31, 2020	2020 (As previously reported)		(ii) Equity correction		2020 (As restated)
Convertible preferred stock		99,972		11,460		111,432

Additional paid-in capital		12,409		(8,252)		4,157

Accumulated deficit		(79,434)		(3,208)		(82,642)

Total stockholders’ deficit		(66,790)		(11,460)		(78,250)


Statement of Cash Flow for the year ended December 31, 2020	2020 (As previously reported)		(iii) Purchase accounting correction		2020 (As restated)
Change in operating assets:

Accounts receivable		(13,720)		194		(13,526)

Prepaid expenses and other		1,208		(194)		1,014

Accounts payable		(2,411)		2,339		(72)

Accrued expenses and other liabilities		(870)		(2,339)		(3,209)

Summary of Significant Accounting Policies (Tables)

6 Months Ended

12 Months Ended

Jun. 30, 2021

Dec. 31, 2020

Summary of Revenue as a Percentage of Total Revenue and Net Accounts Receivable as a Percentage of Total Net Accounts Receivable for Each Significant Customer

Revenue as a percentage of total revenue and net accounts receivable as a percentage of total net accounts receivable for each significant customer follows.


	Accounts Receivable						Revenue
	As of						For the three months ended June 30,						For the six months ended June 30,
	June 30, 2021			December 31, 2020			2021			2020			2021			2020
Customer A		13	%		30	%		18	%		*			27	%		17	%
Customer B		20	%		30	%		*			*			*			*
Customer C		*			*			*			15	%		*			27	%
Customer D		*			*			*			12	%		*			*
Customer E		*			*			*			10	%		*			*
Customer F		*			*			*			42	%		*			*

*	Total less than 10% for the respective period

Revenue as a percentage of total revenue and net accounts receivable as a percentage of total net accounts receivable for each significant customer follows.

Accounts Receivable

Revenue

December 31,

Year ended December 31,

2020

2019

2020

2019

Customer A

*

31%

23%

48%

Customer B

*

14%

*

Customer C

30%

*

29%

*

Customer D

30%

*

Customer E

*

34%

*Total less than 10% for the respective period

Summary Of Property, Plant and Equipment

Depreciation and amortization are included in cost of revenue and general and administrative expenses and are computed using the straight-line basis over estimated useful lives of those assets as follows.


Computer hardware and software		5 years

Furniture and fixtures		7 years

Warehouse equipment		15 years

Leasehold Improvements		Shorter of the estimated useful life or lease term

Schedule of Deferred Contract Costs

The following table represents a roll-forward of the Company’s deferred contract costs:


	Year ended December 31,
	2020			2019
Balance as of January 1	$	—		$	—

Additions to deferred contract costs		218			—

Amortization of deferred contract costs		(17	)		—

Balance as of December 31	$	201		$	—

Schedule of Earnings Per Share, Basic and Diluted [Table Text Block]

The following table reflects the calculation of basic and diluted net income (loss) per share of common stock:


	For the Three Months Ended June 30, 2021		For the Six Months Ended June 30, 2021
Redeemable Class A common stock
Numerator: Income allocable to redeemable Class A common stock
Income from investments held in Trust Account	$	4,065	$	16,945
Less: Company’s portion available to be withdrawn to pay taxes		(4,065)		(16,945)

Net income attributable	$	—	$	—

Denominator: Weighted average redeemable Class A common stock
Basic and diluted weighted average shares outstanding of redeemable Class A common stock		34,500,000		34,500,000

Basic and diluted net income per ordinary share, redeemable Class A common stock	$	0.00	$	0.00


	For the Three Months Ended June 30, 2021		For the Six Months Ended June 30, 2021
Non-redeemable Class A and Class B common stock
Numerator: Net loss minus net income allocable to redeemable Class A common stock
Net (loss) income	$	(3,013,721)	$	(3,266,527)
Net income allocable to redeemable Class A common stock		—		—

Net (loss) income attributable to non-redeemable Class A and Class B common stock	$	(3,013,721)	$	(3,266,527)

Denominator: weighted average of non-redeemable Class A and Class B common stock
Basic and diluted weighted average shares outstanding of non-redeemable Class A and Class B common stock		9,672,500		9,204,392

Basic and diluted net (loss) income per ordinary share, non-redeemable Class A and Class B common stock	$	(0.31)	$	(0.35)

Fair Value Measurements and Fair Value of Instruments (Tables)

6 Months Ended

12 Months Ended

Jun. 30, 2021

Dec. 31, 2020

Summary of Carrying Values and Fair Value Of Financial Instruments

The following tables display the carrying values and fair values of financial instruments.


		As of June 30, 2021						As of December 31, 2020
Assets on the Consolidated Balance Sheets		Carrying Value		Unrealized Losses		Fair Value		Carrying Value		Unrealized Losses		Fair Value
Cash	Level 1	$	13,530	$	—	$	13,530		32,723	$	—	$	32,723
Money market funds	Level 1		40,004		—		40,004		5,895		—		5,895

Total		$	53,534	$	—	$	53,534	$	38,618	$	—	$	38,618


		As of June 30, 2021				As of December 31, 2020
Liabilities on the Consolidated Balance Sheets		Carrying Value(1)		Fair Value		Carrying Value(1)		Fair Value
Term loan	Level 2	$	4,027	$	4,061	$	4,820	$	4,913

Total liabilities		$	4,027	$	4,061	$	4,820	$	4,913

The following tables display the carrying values and fair values of financial instruments.


Assets on the Consolidated Balance Sheets		As of December 31, 2020						As of December 31, 2019
Assets on the Consolidated Balance Sheets		Carrying Value		Unrealized Losses		Fair Value		Carrying Value		Unrealized Losses		Fair Value
Cash	Level 1	$	32,723	$	—	$	32,723		15,385	$	—	$	15,385

Money market funds	Level 1		5,895		—		5,895		6,039		—		6,039

Total		$	38,618	$	—	$	38,618	$	21,424	$	—	$	21,424


Liabilities on the Consolidated Balance Sheets		As of December 31, 2020				As of December 31, 2019
Liabilities on the Consolidated Balance Sheets		Carrying Value(1)		Fair Value		Carrying Value(1)		Fair Value
Revolving line of credit	Level 2	$	—	$	—	$	4,802	$	4,837

Term loan	Level 2		4,820		4,913		5,000		5,108

Convertible note	Level 2		—		—		7,500		7,500

Total liabilities		$	4,820	$	4,913	$	17,302	$	17,445

(1)

The carrying values are shown exclusive of discounts and other offsets.

Summary of Company's Assets that are Measured at Fair Value on a Recurring Basis

The following table presents information about the Company’s assets that are measured at fair value on a recurring basis as of June 30, 2021 and indicates the fair value hierarchy of the valuation techniques that the Company utilized to determine such fair value.


Description	Quoted Prices in Active Markets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Other Unobservable Inputs (Level 3)
Assets:
Investments held in Trust Account - money market funds	$	345,016,945		—		—

Tabular disclosure of financial instruments measured at fair value, including those classified in shareholders' equity measured on a recurring or nonrecurring basis. Disclosures include, but are not limited to, fair value measurements recorded and the reasons for the measurements, level within the fair value hierarchy in which the fair value measurements are categorized and transfers between levels 1 and 2. Nonrecurring fair value measurements are those that are required or permitted in the statement of financial position in particular circumstances.

Revenue from Contract with Customer [Line Items]

Revenue and Deferred Revenue (Tables)

6 Months Ended

12 Months Ended

Jun. 30, 2021

Dec. 31, 2020

Summary Of Disaggregation of Revenue

In the following tables, revenue is disaggregated by primary geographical market and type of revenue.


	For the three months ended June 30,				For the six months ended June 30,
	2021		2020		2021		2020
Revenue by geography
United States	$	21,112	$	4,605	$	39,861	$	20,787
International		565		1,186		976		1,558

Total revenue	$	21,677	$	5,791	$	40,837	$	22,345


	For the three months ended June 30,				For the six months ended June 30,
	2021		2020		2021		2020
Revenue by type
Hardware	$	14,029	$	2,881	$	26,427	$	14,174
Professional services		3,564		1,210		7,165		4,841
Hosted services		4,084		1,700		7,245		3,330

Total revenue	$	21,677	$	5,791	$	40,837	$	22,345

In the following tables, revenue is disaggregated by primary geographical market and type of revenue.


	Year ended December 31,
	2020		2019
Revenue by geography

United States	$	50,275	$	36,232

International		2,259		—

Total Revenue	$	52,534	$	36,232


	Year ended December 31,
	2020		2019
Revenue by type

Hardware		31,978		24,017

Professional services		12,304		9,095

Hosted Services		8,252		3,120

Total Revenue	$	52,534	$	36,232

Summary Of Deferred Revenue, by Arrangement, Disclosure

A summary of the change in deferred revenue is as follows.


	For the six months ended June 30,
	2021			2020
Deferred revenue balance as of January 1	$	53,501		$	19,083
Revenue recognized from balance of deferred revenue at the beginning of the period		(3,992	)		(1,349	)
Revenue deferred during the period		18,420			12,904
Revenue recognized from revenue originated and deferred during the period		(3,922	)		(2,851	)

Deferred revenue balance as of March 31		64,007			27,787

Revenue recognized from balance of deferred revenue at the beginning of the period		(3,270	)		(1,483	)
Revenue deferred during the period		17,346			6,469
Revenue recognized from revenue originated and deferred during the period		(3,578	)		(860	)

Deferred revenue balance as of June 30	$	74,505		$	31,913

A summary of the change in deferred revenue is as follows.


	Year ended December 31,
	2020			2019
Deferred revenue balance as of January 1	$	19,083		$	10,215
Revenue recognized from balance of deferred revenue at the beginning of the year		(4,226	)		(8,623	)
Revenue deferred during the year		50,939			30,177
Revenue recognized from revenue originated and deferred during the year		(12,295	)		(12,686	)

Deferred revenue balance as of December 31	$	53,501		$	19,083

Other financial statement information (Tables)

6 Months Ended

12 Months Ended

Jun. 30, 2021

Dec. 31, 2020

Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]

Summary Of Prepaid Expense And Other Assets Current

Prepaid expenses and other current assets consisted of the following.


	June 30, 2021		December 31, 2020
Prepaid expenses	$	6,346	$	3,276
Other current assets		4,874		564

Total prepaid expenses and other current assets	$	11,220	$	3,840

Prepaid expenses and other current assets consisted of the following.


	As of December 31,
	2020		2019
Prepaid expenses	$	3,276	$	2,736

Other current assets		564		771

Total prepaid expenses and other current assets	$	3,840	$	3,507

Summary Of Property, Plant and Equipment

Property and equipment, net consisted of the following.


	June 30, 2021			December 31, 2020
Computer hardware and software	$	1,211		$	868
Furniture and fixtures		161			109
Leasehold improvements		109			103
Warehouse and other equipment		341			124

Property and equipment, gross		1,822			1,204
Less: Accumulated depreciation and amortization		(530	)		(357	)

Total property and equipment, net	$	1,292		$	847

Property and equipment, net consisted of the following.


	As of December 31,
	2020			2019
Computer hardware and software	$	868		$	533

Furniture and fixtures		109			144

Leasehold improvements		103			92

Warehouse equipment		124			39

Property and equipment, gross		1,204			808

Less: Accumulated depreciation and amortization		(357	)		(62	)

Total property and equipment, net	$	847		$	746

Summary Of Accrued Liabilities And Other Liabilities

Accrued expenses and other current liabilities consisted of the following.


	June 30, 2021		December 31, 2020
Accrued compensation costs	$	4,439	$	3,234
Sales tax payable		1,290		1,282
Warranty allowance		792		3,336
Lease liabilities, current		496		485
Accrued expenses		305		764
Other		447		454

Total accrued expenses and other current liabilities	$	7,769	$	9,555

Accrued expenses and other current liabilities consisted of the following.


	As of December 31,
	2020		2019
Warranty allowance	$	3,336	$	—

Accrued compensation costs		3,234		1,610

Sales tax payable		1,282		2,962

Accrued expenses		764		1,600

Lease liabilities, current		485		430

Other		454		26

Total accrued expenses and other current liabilities	$	9,555	$	6,628

Commitments and Contingencies (Tables)

12 Months Ended

Dec. 31, 2020

Commitments and Contingencies Disclosure [Abstract]

Summary Of Annual Base Rental Commitments Associated With Leases, Excluding Operating Expense Reimbursements


	Operating Leases
2021	$	482

2022		490

2023		87

2024 and thereafter		—

Total lease payments		1,059

Less: imputed interest		(59	)

Total lease liability		1,000

Less: Lease liability, current portion		(485	)

Lease liability, noncurrent	$	515

Debt (Tables)

6 Months Ended

12 Months Ended

Jun. 30, 2021

Dec. 31, 2020

Summary of outstanding principal amounts under the Credit Facility

The following table sets forth a summary of the outstanding principal amounts under the Credit Facility as of June 30, 2021 and December 31, 2020.


	Maturity Date		Interest Rate(1)			June 30, 2021			December 31, 2020
Term loan facility		November 2023		6.00	%	$	4,027		$	4,861
Debt discount, net							(32	)		(41	)

Term loan facility - carrying value						$	3,995		$	4,820

(1)

Interest rates for the Term Loan Facility and the Revolving Facility are based upon the prime rate as published by the Wall Street Journal (Prime Rate) plus an applicable margin, subject to floors as described below. As of June 30, 2021 and December 31, 2020, the applicable margins for the Revolving Facility and Term Loan Facility was 0.25% and the Prime Rate as of June 30, 2021 and December 31, 2020 was 3.25%. In accordance with the Credit Facility, the applicable interest rates are as stated above.

The following table sets forth a summary of the outstanding principal amounts under the Credit Facility as of December 31, 2020 and 2019.


	Maturity Date		Interest Rate (1)			December 31, 2020		December 31, 2019
Term loan facility		November 2023		6.00	%	$	4,861	$	5,000

Debt discount, net							(41)		(49)

Term loan facility – carrying value						$	4,820	$	4,951

Revolving facility		August 2021		5.50	%	$	—	$	4,802

(1)

Interest rates for the Term Loan Facility and the Revolving Facility are based upon the prime rate as published by the Wall Street Journal (Prime Rate) plus an applicable margin, subject to floors as described below. As of December 31, 2020 and 2019, the applicable margins for the Revolving Facility and Term Loan Facility were 0.25% and 1.00%, respectively, and the Prime Rate as of December 31, 2020 and 2019 was 3.25% and 4.75%, respectively. In accordance with the Credit Facility, the applicable interest rates are as stated above.

Summary of Convertible Note

The following table summarizes the terms of the Convertible Note outstanding as of December 31, 2019 and its outstanding principal amounts as of December 31, 2019.


	Coupon Rate			Conversion Rate		Maturity Date		December 31, 2019
Convertible Note		5.00	%		99.7775		Dec 2020	$	7,500

Summary of contractual maturities of the term loan facility

The following table summarizes the contractual maturities of the Company’s term loan facility which comprises all of the Company’s outstanding debt as of June 30, 2021.


Year	Term Loan Facility
Remainder of 2021	$	833
2022		1,667
2023		1,527
2024 and thereafter		—

Total		4,027
Less: unamortized debt discount		(32	)

Total carrying value	$	3,995

The following table summarizes the contractual maturities of the Company’s term loan facility which comprises all of the Company’s outstanding debt as of December 31, 2020.


Year	Term Loan Facility
2021	$	1,667

2022		1,667

2023		1,527

2024 and thereafter		—

Total		4,861

Less: unamortized debt discount		(41	)

Total carrying value	$	4,820

Stock-Based Compensation - (Tables)

6 Months Ended

12 Months Ended

Jun. 30, 2021

Dec. 31, 2020

Summary of Stock Plan Activity

Summaries of the Company’s 2018 Stock Plan activity for the six months ended June 30, 2021 is presented below.


	Options Outstanding
	Number of Options		Weighted- Average Exercise Price ($ per share)		Weighted Average Remaining Contractual Life (years)		Aggregate Intrinsic Value
December 31, 2020		2,255	$	2.49		8.96	$	—
Granted		—
Cancelled		—

June 30, 2021		2,255	$	2.49		8.46	$	—

A summary of the Company’s 2018 Stock Plan activity for the years ended December 31, 2020 and 2019 is presented below.


	Options Outstanding
	Number of Options			Weighted- Average Exercise Price ($ per share)		Weighted Average Remaining Contractual Life (years)		Aggregate Intrinsic Value
January 1, 2019		—		$	2.30	$	—	$	—

Granted		1,567		$	2.30

December 31, 2019		1,567		$	2.30		8.96		—

Granted		1,033		$	2.70

Cancelled		(345	)	$	2.30

December 31, 2020		2,255		$	2.49		8.96		—

Summary of Fair value of Stock Option Grants

The fair value of stock option grants is estimated by the Company on the date of grant using the Black Scholes-Merton option pricing model with the following weighted-average assumptions for the years ended December 31, 2020 and 2019:


	December 31, 2020		December 31, 2019
Risk free interest		0.99%		1.42%

Dividend yield		0.00%		0.00%

Expected volatility		103.59%		81.60%

Expected life (years)		6.11		5.19

Summary of Stock-based Compensation Expense

The Company recorded stock-based compensation expense in the Consolidated Statement of Operations and Comprehensive Loss as follows.


	For the three months ended June 30,				For the six months ended June 30,
	2021		2020		2021		2020
Research and development	$	52	$	78	$	107	$	128
Sales and marketing		16		17		32		43
General and administrative		560		642		716		731

Total	$	628	$	737	$	855	$	902

Income Tax (Tables)

12 Months Ended

Dec. 31, 2020

Summary of Provision for Income Taxes

The Company’s provision for income taxes consisted of the following.


	Year Ended December 31,
Income Tax Provision	2020		2019

Federal	$	—	$	—

Foreign		128		—

State and local		—		—

Current expense	$	128	$	—

Federal		—		—

Foreign		21		—

State and local		—		—

Deferred (benefit)	$	21	$	—

Income tax expense	$	149	$	—

Summary of Reconciliation of the Company's Effective Tax Rates

The following table presents a reconciliation of the Company’s effective tax rates for the periods indicated.


	Year Ended December 31,
Rate Reconciliation	2020		2019
U.S. statutory rate		21.0%		21.0%

State rate net of fed benefit		5.0%		4.0%

Change in valuation allowance		(25.0)%		(25.0)%

Other		0.0%		0.0%

Permanent adjustments		(1.0%)		0.0%

Effective Tax Rate		0.0%		0.0%

Summary of Components of Deferred Income Tax Assets and Liabilities

The components of deferred income tax assets and liabilities are as follows.


	As of December 31,
Tax Effects of Temporary Differences	2020			2019
Attributes

Deferred tax asset

Federal NOLs	$	10,403		$	8,169

State NOLs		2,584			1,528

Deferred revenue		8,940			—

Other deferred tax assets		1,878			38

Total deferred tax assets		23,805			9,735

Less: Valuation allowance		(18,832	)		(9,551	)

Total net deferred tax asset	$	4,973		$	184

IRC 481(a) adjustment	$	(2,784	)	$	—

Deferred costs of revenue		(1,775	)		(184	)

Other deferred tax liabilities		(435	)		—

Total deferred tax liabilities		(4,994	)		(184	)

Net deferred tax liability	$	(21	)	$	—

Net Loss Per Share (Tables)

6 Months Ended

12 Months Ended

Jun. 30, 2021

Dec. 31, 2020

Summary of Computation of Diluted Net Loss per Share Attributable to Common Stockholders

The following potentially dilutive shares were excluded from the computation of diluted net loss per share attributable to common stockholders for the periods presented because inclusion of the shares on an

as-converted

basis would have been anti-dilutive.


	For the three months ended June 30,				For the six months ended June 30,
	2021		2020		2021		2020
Convertible preferred stock		24,816		21,458		24,816		21,458
Common stock options		3,789		2,001		3,789		2,001
Common stock warrants		33		33		33		33
Shares subject to repurchase		563		952		563		952

Total		29,201		24,444		29,201		24,444

The following potentially dilutive shares were excluded from the computation of diluted net loss per share attributable to common stockholders for the periods presented because inclusion of the shares on an

as-converted

basis would have been anti-dilutive.


	December 31, 2020		December 31, 2019
Convertible preferred stock		21,458		15,181

Common stock options		2,255		1,567

Common stock warrants		33		33

Shares subject to repurchase		844		324

Total		24,590		17,105

Convertible Preferred Stock And Equity (Tables)

6 Months Ended

12 Months Ended

Jun. 30, 2021

Dec. 31, 2020

Summary Of Temporary Equity

The authorized, issued and outstanding shares, original issuance price per share of the Company’s preferred stock are as follows as of June 30, 2021.


Issue Date	Series	Shares Authorized		Shares Issued and Outstanding		Original Issue Price per Share		Liquidation Preference
March 2018	Seed		4,707		4,707	$	1.0000	$	4,707
September 2018	A		4,541		4,541	$	1.1011	$	5,000
May 2019	B-1		508		508	$	4.9767	$	2,527
May 2019	B		5,425		5,425	$	6.2209	$	33,750
March 2020	C-1		761		761	$	10.0223	$	7,624
March - May 2020; March 2021	C		8,874		8,874	$	10.4236	$	92,468

			24,816		24,816			$	146,076

The authorized, issued and outstanding shares, original issuance price per share of the Company’s preferred stock are as follows as of December 31, 2020.


Issue Date	Series		Shares Authorized		Shares Issued and Outstanding		Original Issue Price per Share		Liquidation Preference
March 2018		Seed		4,707		4,707	$	1.0000	$	4,707
September 2018		A		4,541		4,541	$	1.1011	$	5,000
May 2019		B-1		508		508	$	4.9767	$	2,527
May 2019		B		5,425		5,425	$	6.2209	$	33,750
March 2020		C-1		761		761	$	10.0223	$	7,624
March - May 2020		C		5,756		5,516	$	10.4236	$	57,500

				21,698		21,458			$	111,108

The authorized, issued and outstanding shares, original issuance price per share of the Company’s preferred stock are as follows as of December 31, 2020.


Issue Date	Series		Shares Authorized		Shares Issued and Outstanding		Original Issue Price per Share		Liquidation Preference
March 2018		Seed		4,707		4,707	$	1.0000	$	4,707

September 2018		A		4,541		4,541	$	1.1011	$	5,000

May 2019		B-1		508		508	$	4.9767	$	2,527

May 2019		B		5,425		5,425	$	6.2209	$	33,750

March 2020		C-1		761		761	$	10.0223	$	7,624

March – May 2020		C		5,756		5,516	$	10.4236	$	57,500

				21,698		21,458			$	111,108

The authorized, issued and outstanding shares, original issuance price per share of the Company’s preferred stock are as follows as of December 31, 2019.


Issue Date	Series		Shares Authorized		Shares Issued and Outstanding		Original Issue Price per Share		Liquidation Preference
March 2018		Seed		5,751		4,707	$	1.0000	$	4,707

September 2018		A		4,541		4,541	$	1.1011	$	5,000

May 2019		B-1		508		508	$	4.9767	$	2,527

May 2019		B		5,546		5,425	$	6.2209	$	33,750

				16,346		15,181			$	45,984

Business Combinations (Table)

6 Months Ended

12 Months Ended

Jun. 30, 2021

Dec. 31, 2020

Schedule of total purchase consideration and the fair values and liabilities at the acquisition

The total purchase consideration and the fair values and liabilities at the acquisition date were as follows.


Consideration
Cash Consideration			$	6,909
Promissory Note Consideration				974
Stock Consideration				813
Settlement of Preexisting Relationships				1,158

Fair Value of Total Consideration Transferred				9,854
Recognized amounts of identifiable assets acquired and liabilities assumed
Cash	$	4,527
Accounts receivable		518
Inventory		692
Prepaid expenses and other current assets		632
Property and equipment, net		61

Total identifiable assets acquired		6,430

Accounts payable		490
Accrued expenses and other current liabilities		248

Total liabilities assumed		738

Total identifiable net assets				5,692

Goodwill			$	4,162

The total purchase consideration and the fair values and liabilities at the acquisition date were as follows.


Consideration

Cash consideration	$	6,909

Promissory note consideration		974

Stock consideration		813

Settlement of preexisting relationships		1,158

Fair Value of Total Consideration Transferred		9,854

Recognized amounts of identifiable assets acquired and liabilities assumed

Cash	$	4,527

Accounts receivable		518

Inventory		692

Prepaid expenses and other current assets		632

Property and equipment, net		61

Total identifiable assets acquired		6,430

Accounts payable		490

Accrued expenses and other current liabilities		248

Total liabilities assumed		738

Total identifiable net assets		5,692

Goodwill	$	4,162

Description of Organization and Business Operations (Details)				1 Months Ended	3 Months Ended				6 Months Ended		12 Months Ended
	Apr. 21, 2021 USD ($) $ / shares shares	Feb. 09, 2021 USD ($) $ / shares shares	Nov. 23, 2020	Dec. 31, 2020 USD ($) $ / shares shares	Jun. 30, 2021 USD ($) $ / shares shares	Mar. 31, 2021 USD ($) shares	Jun. 30, 2020 USD ($) $ / shares shares	Mar. 31, 2020 USD ($) shares	Jun. 30, 2021 USD ($) $ / shares shares	Jun. 30, 2020 USD ($) $ / shares shares	Dec. 31, 2020 USD ($) $ / shares shares	Dec. 31, 2019 USD ($) $ / shares shares	Jan. 01, 2019 USD ($)	Dec. 31, 2018 USD ($)
Subsidiary, Sale of Stock [Line Items]
Common shares, par value, (per share) \| $ / shares				$ 0.00001	$ 0.00001				$ 0.00001		$ 0.00001	$ 0.00001
Weighted Average Number of Shares \| shares					2,064,000		1,531,000		1,990,000	1,372,000	1,550,000	921,000
Earnings Per Share, Basic and Diluted \| $ / shares					$ (4.87)		$ (6.82)		$ (9.71)	$ (12.92)	$ (23,940)	$ (36,340)
Temporary Equity, Carrying Amount, Attributable to Parent				$ 111,432,000	$ 146,225,000			$ (44,429,000)	$ 146,225,000		$ 111,432,000
Stock Issued During Period, Value, Conversion of Units											(10,455,000)
Net Income (Loss) Available to Common Stockholders											(37,109,000)	$ (33,469,000)
Additional Paid-in Capital [Member]
Subsidiary, Sale of Stock [Line Items]
Temporary Equity, Carrying Amount, Attributable to Parent								$ 1,104,000
Stock Issued During Period, Value, Conversion of Units											$ (7,247,000)
Revision of Prior Period, Adjustment [Member]
Subsidiary, Sale of Stock [Line Items]
Weighted Average Number of Shares \| shares											1,550	921
Earnings Per Share, Basic and Diluted \| $ / shares											$ (23.94)	$ (36.34)
Net Income (Loss) Available to Common Stockholders												$ (33,469,000)
Revision of Prior Period, Adjustment [Member] \| Additional Paid-in Capital [Member]
Subsidiary, Sale of Stock [Line Items]
Stock Issued During Period, Value, Conversion of Units												7,247,000
Dividends												$ 3,208,000
Previously Reported [Member]
Subsidiary, Sale of Stock [Line Items]
Weighted Average Number of Shares \| shares											1,760	784
Earnings Per Share, Basic and Diluted \| $ / shares											$ (21.08)	$ (38.60)
Net Income (Loss) Available to Common Stockholders												$ (30,261,000)
Fifth Wall Acquisition Corp [Member]
Subsidiary, Sale of Stock [Line Items]
Sale of shares in initial public offering, gross (in shares) \| shares				957,500
Shares Issued, Price Per Share \| $ / shares				$ 10.00	$ 10.00				$ 10.00		$ 10.00
Proceeds from Issuance Initial Public Offering		$ 34,500,000							$ 345,000,000
Condition for future business combination number of businesses minimum			1
Condition for future business combination use of proceeds percentage				80					80
Condition for future business combination threshold Percentage Ownership				50					50
Condition for future business combination threshold Net Tangible Assets				$ 5,000,001	$ 5,000,001				$ 5,000,001		$ 5,000,001
Redemption limit percentage without prior consent				15					15
Obligation to redeem Public Shares if entity does not complete a Business Combination (as a percent)				100.00%					100.00%
Redemption period upon closure				24 months					24 months
Threshold business days for redemption of public shares				10 days					10 days
Maximum Allowed Dissolution Expenses				$ 100,000					$ 100,000
Common shares, par value, (per share) \| $ / shares				$ 0.0001							$ 0.0001
Working Capital									562,000
Operating bank accounts									$ 655,000
Sale of private placement shares to Sponsor in private placement						$ (19,846,579)
Weighted Average Number of Shares \| shares					9,672,500				9,204,392
Earnings Per Share, Basic and Diluted \| $ / shares					$ (0.31)				$ (0.35)
Temporary Equity, Carrying Amount, Attributable to Parent					$ 327,380,370				$ 327,380,370
Net Income (Loss) Available to Common Stockholders					(3,013,721)				(3,266,527)
Fifth Wall Acquisition Corp [Member] \| Additional Paid-in Capital [Member]
Subsidiary, Sale of Stock [Line Items]
Sale of private placement shares to Sponsor in private placement						$ (19,846,579)
Minimum [Member]
Subsidiary, Sale of Stock [Line Items]
Weighted Average Number of Shares \| shares												210
Earnings Per Share, Basic and Diluted \| $ / shares												$ 2.86
Minimum [Member] \| Additional Paid-in Capital [Member]
Subsidiary, Sale of Stock [Line Items]
Net Income (Loss) Available to Common Stockholders												$ 30,261,000
Minimum [Member] \| Revision of Prior Period, Adjustment [Member]
Subsidiary, Sale of Stock [Line Items]
Earnings Per Share, Basic and Diluted \| $ / shares											$ 23.94
Minimum [Member] \| Previously Reported [Member]
Subsidiary, Sale of Stock [Line Items]
Weighted Average Number of Shares \| shares											1,760	784
Maximum [Member]
Subsidiary, Sale of Stock [Line Items]
Weighted Average Number of Shares \| shares												137
Earnings Per Share, Basic and Diluted \| $ / shares												$ 2.26
Maximum [Member] \| Additional Paid-in Capital [Member]
Subsidiary, Sale of Stock [Line Items]
Net Income (Loss) Available to Common Stockholders												$ 33,469,000
Maximum [Member] \| Revision of Prior Period, Adjustment [Member]
Subsidiary, Sale of Stock [Line Items]
Weighted Average Number of Shares \| shares											1,550	921
Earnings Per Share, Basic and Diluted \| $ / shares												$ 36.34
Maximum [Member] \| Previously Reported [Member]
Subsidiary, Sale of Stock [Line Items]
Earnings Per Share, Basic and Diluted \| $ / shares											$ 21.08	$ 38.60
Private Placement Warrants [Member] \| Fifth Wall Acquisition Corp [Member]
Subsidiary, Sale of Stock [Line Items]
Sale of shares in initial public offering, gross (in shares) \| shares				957,500
Shares Issued, Price Per Share \| $ / shares				$ 10.00							10.00
Subscription agreement \| Fifth Wall Acquisition Corp [Member]
Subsidiary, Sale of Stock [Line Items]
Number of shares issued \| shares	15,500,000
Shares Issued, Price Per Share \| $ / shares	$ 10
Sale of private placement shares to Sponsor in private placement	$ 155,000,000
Founder Shares \| Fifth Wall Acquisition Corp [Member]
Subsidiary, Sale of Stock [Line Items]
Sale of private placement shares to Sponsor in private placement									25,000
Advances due to related party					$ 118,000				$ 118,000
Class A Common Stock [Member] \| Fifth Wall Acquisition Corp [Member]
Subsidiary, Sale of Stock [Line Items]
Sale of shares in initial public offering, gross (in shares) \| shares						34,500,000
Common shares, par value, (per share) \| $ / shares				$ 0.0001	$ 0.0001				$ 0.0001		$ 0.0001
Convertible Preferred Stock [Member]
Subsidiary, Sale of Stock [Line Items]
Number of shares issued \| shares								4,317,000			5,516,000	3,576,000
Sale of private placement shares to Sponsor in private placement								$ 44,950,000			$ 57,439,000	$ 22,166,000
Temporary Equity, Carrying Amount, Attributable to Parent				$ 111,432,000	$ 146,225,000	$ 111,432,000	$ 111,432,000	$ 98,943,000	$ 146,225,000	$ 111,432,000	111,432,000	46,206,000		$ 10,752,000
Stock Issued During Period, Value, Conversion of Units											10,455,000
Convertible Preferred Stock [Member] \| Revision of Prior Period, Adjustment [Member]
Subsidiary, Sale of Stock [Line Items]
Temporary Equity, Carrying Amount, Attributable to Parent				111,432,000							111,432,000	46,206,000
Convertible Preferred Stock [Member] \| Revision of Prior Period, Adjustment [Member] \| Additional Paid-in Capital [Member]
Subsidiary, Sale of Stock [Line Items]
Temporary Equity, Carrying Amount, Attributable to Parent													$ 1,005,000
Convertible Preferred Stock [Member] \| Previously Reported [Member]
Subsidiary, Sale of Stock [Line Items]
Temporary Equity, Carrying Amount, Attributable to Parent				$ 99,972,000							$ 99,972,000	$ 34,746,000		$ 9,747,000
Initial Public Offering \| Fifth Wall Acquisition Corp [Member]
Subsidiary, Sale of Stock [Line Items]
Sale of shares in initial public offering, gross (in shares) \| shares				30,000,000
Deferred underwriting fee payable		$ 12,100,000
Number of shares issued \| shares		34,500,000		30,000,000
Shares Issued, Price Per Share \| $ / shares		$ 10.00		$ 10.00							$ 10.00
Proceeds from Issuance Initial Public Offering		$ 345,000,000.0
Initial redemption price per share \| $ / shares \| $ / shares				10.00					$ 10.00
Transaction Costs		$ 19,800,000
Common shares, par value, (per share) \| $ / shares				$ 0.0001							0.0001
Private Placement \| Fifth Wall Acquisition Corp [Member]
Subsidiary, Sale of Stock [Line Items]
Sale of shares in initial public offering, gross (in shares) \| shares				1,047,500					1,047,500
Number of shares issued \| shares		1,047,500
Shares Issued, Price Per Share \| $ / shares				$ 10.00	$ 10.00				$ 10.00		$ 10.00
Proceeds from Issuance Initial Public Offering		$ 10,500,000
Price of warrant \| $ / shares		$ 10.00
Over-allotment option \| Fifth Wall Acquisition Corp [Member]
Subsidiary, Sale of Stock [Line Items]
Sale of shares in initial public offering, gross (in shares) \| shares		4,500,000
Number of shares issued \| shares				4,500,000
Shares Issued, Price Per Share \| $ / shares		$ 10.00
Over-allotment option \| Sponsor \| Fifth Wall Acquisition Corp [Member]
Subsidiary, Sale of Stock [Line Items]
Number of shares issued \| shares				34,500,000
Over-allotment option \| Class A Common Stock [Member] \| Fifth Wall Acquisition Corp [Member]
Subsidiary, Sale of Stock [Line Items]
Number of shares issued \| shares				1,047,500

Description of Organization and Business Operations - Correction of purchase accounting adjustments (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		6 Months Ended		12 Months Ended
	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2021	Jun. 30, 2020	Dec. 31, 2020	Dec. 31, 2019	Mar. 31, 2021	Mar. 31, 2020	Dec. 31, 2018
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Net Loss attributable to SmartRent.com common stockholders, basic and diluted					$ (37,109)	$ (33,469)
Basic and diluted net loss per common share	$ (4.87)	$ (6.82)	$ (9.71)	$ (12.92)	$ (23,940)	$ (36,340)
Basic and diluted Weighted-average number of shares used in computing net loss per share	2,064,000	1,531,000	1,990,000	1,372,000	1,550,000	921,000
Convertible preferred stock	$ 146,225		$ 146,225		$ 111,432			$ (44,429)
Additional paid-in capital	5,416		5,416		4,157	$ 1,104
Accumulated deficit	(101,960)		(101,960)		(82,642)	(45,533)
Total stockholders' deficit	(96,374)	$ (60,224)	(96,374)	$ (60,224)	(78,250)	(44,429)	$ (86,981)	(50,499)	$ (11,424)
Accounts receivable			6,215	9,697	13,526	4,218
Prepaid expenses and other assets			7,826	5,667
Accounts payable			2,436	(1,351)	(72)	999
Convertible Preferred Stock
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Convertible preferred stock	$ 146,225	$ 111,432	$ 146,225	$ 111,432	$ 111,432	46,206	$ 111,432	$ 98,943	10,752
Previously Reported [Member]
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Net Loss attributable to SmartRent.com common stockholders, basic and diluted						$ (30,261)
Basic and diluted net loss per common share					$ (21.08)	$ (38.60)
Basic and diluted Weighted-average number of shares used in computing net loss per share					1,760	784
Additional paid-in capital					$ 12,409	$ 9,356
Accumulated deficit					(79,434)	(42,325)
Total stockholders' deficit					(66,790)	(32,969)			(10,419)
Accounts receivable					(13,720)
Prepaid expenses and other assets					1,208
Accounts payable					(2,411)
Accrued expenses and other liabilities					(870)
Previously Reported [Member] \| Convertible Preferred Stock
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Convertible preferred stock					$ 99,972	$ 34,746			$ 9,747
Weighted Average Shares Outstanding Correction [Member]
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Basic and diluted net loss per common share					$ (2.86)	$ 2.26
Basic and diluted Weighted-average number of shares used in computing net loss per share					210	137
Revision of Prior Period, Error Correction, Adjustment [Member]
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Net Loss attributable to SmartRent.com common stockholders, basic and diluted						$ (3,208)
Additional paid-in capital					$ (8,252)	(8,252)
Accumulated deficit					(3,208)	(3,208)
Total stockholders' deficit					(11,460)	(11,460)
Revision of Prior Period, Error Correction, Adjustment [Member] \| Convertible Preferred Stock
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Convertible preferred stock					11,460	11,460
Purchase Accounting Correction [Member]
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Accounts receivable					194
Prepaid expenses and other assets					(194)
Accounts payable					2,339
Accrued expenses and other liabilities					$ (2,339)
Revision of Prior Period, Adjustment [Member]
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Net Loss attributable to SmartRent.com common stockholders, basic and diluted						$ (33,469)
Basic and diluted net loss per common share					$ (23.94)	$ (36.34)
Basic and diluted Weighted-average number of shares used in computing net loss per share					1,550	921
Additional paid-in capital					$ 4,157	$ 1,104
Accumulated deficit					(82,642)	(45,533)
Total stockholders' deficit					(78,250)	(44,429)
Accounts receivable					(13,526)
Prepaid expenses and other assets					1,014
Accounts payable					(72)
Accrued expenses and other liabilities					(3,209)
Revision of Prior Period, Adjustment [Member] \| Convertible Preferred Stock
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Convertible preferred stock					$ 111,432	$ 46,206

Summary of Significant Accounting Policies (Details)	3 Months Ended		6 Months Ended		12 Months Ended
Summary of Significant Accounting Policies (Details)	Jun. 30, 2021 USD ($) shares	Jun. 30, 2020 USD ($)	Jun. 30, 2021 USD ($) segment shares	Jun. 30, 2020 USD ($)	Dec. 31, 2020 USD ($) segment shares	Dec. 31, 2019 USD ($) shares
Accounting Policies [Line Items]
Temporary Equity, Shares Outstanding \| shares	24,816		24,816		21,458	15,181
Deferred tax assets					$ 23,805,000	$ 9,735,000
Accounts receivable,Allowance for doubtful accounts	$ 104,000		$ 104,000		131,000	0
Provision for doubtful accounts					512,000
Writeoffs of accounts receivable	0	$ 0	$ 0	$ 0	$ 381,000
Concentration risk percentage			10.00%		10.00%
Percentage of ownership interest held by limited partners in the investment fund of an investor			29.00%		32.00%
Goodwill impairment					$ 0
Impairment of long lived assets					0	0
Warranty expense	80,000	164,000	$ 388,000	225,000
Warranty allowance related to the cost of repairs for identified deficiency	528,000		$ 528,000		$ 3,166,000
Revenue performance obligation description of payment terms			Payments are received by the Company by credit card, check or automated clearing house (“ACH”) payments and payment terms are determined by individual contracts and generally range from due upon receipt to net 30 days.		Payments are received by the Company by credit card, check or automated clearing house (“ACH”) payments and payment terms are determined by individual contracts and range from due upon receipt to net 30 days.
Contract costs amortization period					4 years
Research and development expense	4,083,000	2,134,000	$ 7,176,000	4,004,000	$ 9,406,000	7,731,000
Advertising expense	244,000	163,000	400,000	364,000	663,000	712,000
Valuation allowance	23,731,000		23,731,000		18,832,000	9,551,000
Assets	141,257,000		$ 141,257,000		$ 103,849,000	47,455,000
Number of operating segment \| segment			1		1
Warranty allowance	792,000		$ 792,000		$ 3,336,000	0
Number of reportable segments \| segment			1		1
UNITED STATES
Accounting Policies [Line Items]
Assets	7,041,000		$ 7,041,000		$ 7,941,000	0
General and Administrative Expense [Member]
Accounting Policies [Line Items]
Provision for doubtful accounts	$ (42,000)	$ 0	$ (27,000)	$ 0
Repair and maintenance expense					18,000	10,000
Cost of Sales [Member]
Accounting Policies [Line Items]
Warranty expense					3,694,000	$ 83,000
Fifth Wall Acquisition Corp [Member]
Accounting Policies [Line Items]
Temporary Equity, Shares Outstanding \| shares	32,738,037		32,738,037
Unrecognized tax benefits	$ 0		$ 0		0
Unrecognized tax benefits accrued for interest and penalties					0
Federal depository insurance coverage amount	250,000		250,000
Deferred tax assets	686,000		686,000		1,000
Assets	$ 347,025,070		$ 347,025,070		$ 153,990

Summary of Significant Accounting Policies - Reconciliation of Net Loss per Common Share (Details) - USD ($)	1 Months Ended	3 Months Ended				6 Months Ended		12 Months Ended
	Dec. 31, 2020	Jun. 30, 2021	Mar. 31, 2021	Jun. 30, 2020	Mar. 31, 2020	Jun. 30, 2021	Jun. 30, 2020	Dec. 31, 2020	Dec. 31, 2019
Numerator: Net income (loss) minus net income allocable to Class A common stock
Net income (loss)		$ (10,051,000)	$ (9,267,000)	$ (10,448,000)	$ (7,276,000)	$ (19,318,000)	$ (17,724,000)	$ (37,109,000)	$ (30,261,000)
Net income attributable to Class B common stock								$ (37,109,000)	$ (33,469,000)
Denominator For Calculation Of Earnings Per Share [Abstract]
Weighted average shares outstanding, basic and diluted		2,064,000		1,531,000		1,990,000	1,372,000	1,550,000	921,000
Basic and diluted net loss per common share		$ (4.87)		$ (6.82)		$ (9.71)	$ (12.92)	$ (23,940)	$ (36,340)
Fifth Wall Acquisition Corp [Member]
Numerator: Income allocable to Class A common stock
Income from investments held in Trust Account		$ 4,065				$ 16,945
Numerator: Net income (loss) minus net income allocable to Class A common stock
Net income (loss)	$ (6,519)	(3,013,721)	$ (252,806)			(3,266,527)
Net income attributable to Class B common stock		$ (3,013,721)				$ (3,266,527)
Denominator For Calculation Of Earnings Per Share [Abstract]
Weighted average shares outstanding, basic and diluted		9,672,500				9,204,392
Basic and diluted net loss per common share		$ (0.31)				$ (0.35)
Class A Common Stock [Member] \| Fifth Wall Acquisition Corp [Member]
Numerator: Net income (loss) minus net income allocable to Class A common stock
Net income (loss)	$ 0
Class A Redeemable Common Stock [Member] \| Fifth Wall Acquisition Corp [Member]
Numerator: Income allocable to Class A common stock
Income from investments held in Trust Account		$ 4,065				$ 16,945
Less: Company's portion available to be withdrawn to pay taxes		$ (4,065)				$ (16,945)
Denominator For Calculation Of Earnings Per Share [Abstract]
Weighted average shares outstanding, basic and diluted		34,500,000				34,500,000
Basic and diluted net loss per common share		$ 0.00				$ 0.00

Summary of Significant Accounting Policies - Summary of Revenue as a Percentage of Total Revenue and Net Accounts Receivable as a Percentage of Total Net Accounts Receivable for Each Significant Customer (Detail)	3 Months Ended		6 Months Ended		12 Months Ended
	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2021	Jun. 30, 2020	Dec. 31, 2020	Dec. 31, 2019
Concentration Risk [Line Items]
Concentration Risk, Percentage			10.00%		10.00%
Customer A \| Accounts Receivable
Concentration Risk [Line Items]
Concentration Risk, Percentage			13.00%		30.00%	31.00%
Customer A \| Revenue
Concentration Risk [Line Items]
Concentration Risk, Percentage	18.00%		27.00%	17.00%	23.00%	48.00%
Customer B \| Accounts Receivable
Concentration Risk [Line Items]
Concentration Risk, Percentage			20.00%		30.00%	14.00%
Customer C \| Accounts Receivable
Concentration Risk [Line Items]
Concentration Risk, Percentage					30.00%
Customer C \| Revenue
Concentration Risk [Line Items]
Concentration Risk, Percentage		15.00%		27.00%	29.00%
Customer D \| Accounts Receivable
Concentration Risk [Line Items]
Concentration Risk, Percentage					30.00%
Customer D \| Revenue
Concentration Risk [Line Items]
Concentration Risk, Percentage		12.00%
Customer E \| Revenue
Concentration Risk [Line Items]
Concentration Risk, Percentage		10.00%				34.00%
Customer F \| Revenue
Concentration Risk [Line Items]
Concentration Risk, Percentage		42.00%

Summary of Significant Accounting Policies - Schedule of Property Plant and Equipment Useful lives of Assets (Detail)	12 Months Ended
	Dec. 31, 2020
Computer hardware and software
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Useful Life	5 years
Furniture and fixtures
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Useful Life	7 years
Warehouse equipment
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Useful Life	15 years
Leasehold Improvements
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Estimated Useful Lives	Shorter of the estimated useful life or lease term

Summary of Significant Accounting Policies - Schedule of Deferred Contract Costs (Detail) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Capitalized Contract Cost [Line Items]
Balance as of January 1	$ 0	$ 0
Additions to deferred contract costs	218	0
Amortization of deferred contract costs	(17)	0
Balance as of December 31	$ 201	$ 0

Fair Value Measurements and Fair Value of Instruments - Summary of Carrying Values and Fair Value Of Financial Instruments (Details) - USD ($) $ in Thousands	Jun. 30, 2021	Dec. 31, 2020	Dec. 31, 2019
Carrying Value [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Liabilities on the Consolidated Balance Sheets	$ 4,027	$ 4,820	$ 17,302
Assets on the Consolidated	53,534	38,618	21,424
Carrying Value [Member] \| Level 1 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets on the Consolidated		32,723
Carrying Value [Member] \| Level 1 [Member] \| Cash [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets on the Consolidated	13,530	32,723	15,385
Carrying Value [Member] \| Level 1 [Member] \| Money market funds [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets on the Consolidated	40,004	5,895	6,039
Carrying Value [Member] \| Level 2 [Member] \| Revolving line of credit [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Liabilities on the Consolidated Balance Sheets			4,802
Carrying Value [Member] \| Level 2 [Member] \| Term loan [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Liabilities on the Consolidated Balance Sheets	4,027	4,820	5,000
Carrying Value [Member] \| Level 2 [Member] \| Convertible note [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Liabilities on the Consolidated Balance Sheets			7,500
Fair Value [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Liabilities on the Consolidated Balance Sheets	4,061	4,913	17,445
Assets on the Consolidated	53,534	38,618	21,424
Fair Value [Member] \| Level 1 [Member] \| Cash [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets on the Consolidated	13,530	32,723	15,385
Fair Value [Member] \| Level 1 [Member] \| Money market funds [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets on the Consolidated	40,004	5,895	6,039
Fair Value [Member] \| Level 2 [Member] \| Revolving line of credit [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Liabilities on the Consolidated Balance Sheets			4,837
Fair Value [Member] \| Level 2 [Member] \| Term loan [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Liabilities on the Consolidated Balance Sheets	$ 4,061	$ 4,913	5,108
Fair Value [Member] \| Level 2 [Member] \| Convertible note [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Liabilities on the Consolidated Balance Sheets			$ 7,500

Fair Value Measurements and Fair Value of Instruments - Additional Information (Details) - USD ($)	6 Months Ended	12 Months Ended
	Jun. 30, 2021	Dec. 31, 2020	Dec. 31, 2019
Fair Value Disclosures [Line Items]
Effective interest rate percentage of input used to develop fair value measurements		5.00%	5.00%
Convertible Note [Member]
Fair Value Disclosures [Line Items]
Oustanding balance of note		$ 0
Revolving Credit Facility [Member]
Fair Value Disclosures [Line Items]
Outstanding line of credit	$ 0	$ 0
Fifth Wall Acquisition Corp [Member]
Fair Value Disclosures [Line Items]
Fair value assets level 1 to level 2 transfers	0
Fair value assets level 2 to level 1 transfers	0
Fair value assets transferred into (out of) level 3	$ 0

Initial Public Offering (Details) - Fifth Wall Acquisition Corp [Member] - USD ($)		1 Months Ended	6 Months Ended
	Feb. 09, 2021	Dec. 31, 2020	Jun. 30, 2021
Subsidiary, Sale of Stock [Line Items]
Number of units sold		957,500
Proceeds received from initial public offering, gross	$ 34,500,000		$ 345,000,000
Shares Issued, Price Per Share		$ 10.00	$ 10.00
Offering costs			$ 7,617,040
Deferred Underwriting Compensation, Noncurrent			$ 12,075,000
Initial Public Offering
Subsidiary, Sale of Stock [Line Items]
Number of units sold		30,000,000
Proceeds received from initial public offering, gross	$ 345,000,000.0
Shares Issued, Price Per Share	$ 10.00	$ 10.00
Offering costs	$ 19,800,000
Deferred Underwriting Compensation, Noncurrent	$ 12.1
Number of shares issued	34,500,000	30,000,000
Over-allotment option
Subsidiary, Sale of Stock [Line Items]
Number of units sold	4,500,000
Shares Issued, Price Per Share	$ 10.00
Number of shares issued		4,500,000

Revenue and Deferred Revenue - Summary of Disaggregation of Revenue (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended		12 Months Ended
	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2021	Jun. 30, 2020	Dec. 31, 2020	Dec. 31, 2019
Disaggregation of Revenue [Line Items]
Revenue from Contract with Customer, Excluding Assessed Tax	$ 21,677	$ 5,791	$ 40,837	$ 22,345	$ 52,534	$ 36,232
Hardware Service [Member]
Disaggregation of Revenue [Line Items]
Revenue from Contract with Customer, Excluding Assessed Tax	14,029	2,881	26,427	14,174	31,978	24,017
Professional Services [Member]
Disaggregation of Revenue [Line Items]
Revenue from Contract with Customer, Excluding Assessed Tax	3,564	1,210	7,165	4,841	12,304	9,095
Hosted Services [Member]
Disaggregation of Revenue [Line Items]
Revenue from Contract with Customer, Excluding Assessed Tax	4,084	1,700	7,245	3,330	8,252	3,120
UNITED STATES
Disaggregation of Revenue [Line Items]
Revenue from Contract with Customer, Excluding Assessed Tax	21,112	4,605	39,861	20,787	50,275	36,232
Non-US [Member]
Disaggregation of Revenue [Line Items]
Revenue from Contract with Customer, Excluding Assessed Tax	$ 565	$ 1,186	$ 976	$ 1,558	$ 2,259	$ 0

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

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Revenue and Deferred Revenue - Summary Of Deferred Revenue, by Arrangement, Disclosure (Details) - USD ($) $ in Thousands	3 Months Ended				12 Months Ended
	Jun. 30, 2021	Mar. 31, 2021	Jun. 30, 2020	Mar. 31, 2020	Dec. 31, 2020	Dec. 31, 2019
Deferred Revenue Arrangement [Line Items]
Deferred revenue balance as of January 1	$ 64,007	$ 53,501	$ 27,787	$ 19,083	$ 19,083	$ 10,215
Revenue recognized from balance of deferred revenue at the beginning of the year	(3,270)	(3,992)	(1,483)	(1,349)	(4,226)	(8,623)
Revenue deferred during the year	17,346	18,420	6,469	12,904	50,939	30,177
Revenue recognized from revenue originated and deferred during the year	(3,578)	(3,922)	(860)	(2,851)	(12,295)	(12,686)
Deferred revenue balance as of December 31	$ 74,505	$ 64,007	$ 31,913	$ 27,787	$ 53,501	$ 19,083

Revenue and Deferred Revenue - Additional Information (Details)	Jun. 30, 2021	Dec. 31, 2020
Next Twelve Months [Member]
Revenue from Contract with Customer [Line Items]
Percentage of revenue expect to recognize to its total deferred revenue	47.00%	36.00%
Between Year One and Two [Member]
Revenue from Contract with Customer [Line Items]
Percentage of revenue expect to recognize to its total deferred revenue	28.00%	42.00%
Between Year Three and Five [Member]
Revenue from Contract with Customer [Line Items]
Percentage of revenue expect to recognize to its total deferred revenue	24.00%	21.00%

Other financial statement information - Summary Of Prepaid Expense And Other Assets Current (Details) - USD ($) $ in Thousands	Jun. 30, 2021	Dec. 31, 2020	Dec. 31, 2019
Prepaid expenses	$ 6,346	$ 3,276	$ 2,736
Other current assets	4,874	564	771
Total prepaid expenses and other current assets	$ 11,220	$ 3,840	$ 3,507

Other financial statement information - Summary Of Property, Plant and Equipment (Details) - USD ($) $ in Thousands	Jun. 30, 2021	Dec. 31, 2020	Dec. 31, 2019
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Gross	$ 1,822	$ 1,204	$ 808
Less: Accumulated depreciation and amortization	(530)	(357)	(62)
Total property and equipment, net	1,292	847	746
Computer Equipment [Member]
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Gross	1,211	868	533
Furniture and Fixtures [Member]
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Gross	161	109	144
Leasehold Improvements [Member]
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Gross	109	103	92
Warehouse Equipment [Member]
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Gross	$ 341	$ 124	$ 39

Other financial statement information - Summary Of Accrued Liabilities And Other Liabilities (Details) - USD ($) $ in Thousands	Jun. 30, 2021	Dec. 31, 2020	Dec. 31, 2019
Warranty allowance	$ 792	$ 3,336	$ 0
Accrued compensation costs	4,439	3,234	1,610
Sales tax payable	1,290	1,282	2,962
Accrued expenses	305	764	1,600
Lease liabilities, current	496	485	430
Other	447	454	26
Total accrued expenses and other current liabilities	$ 7,769	$ 9,555	$ 6,628

Related Party Transactions - Founder Shares (Details)		1 Months Ended	6 Months Ended
Related Party Transactions - Founder Shares (Details)	Dec. 02, 2020 USD ($) shares	Dec. 31, 2020 Day $ / shares shares	Jun. 30, 2021 Day $ / shares shares	Feb. 09, 2021 shares	Feb. 04, 2021 shares	Dec. 31, 2019 $ / shares shares
Related Party Transaction [Line Items]
Common shares, par value, (per share) \| $ / shares		$ 0.00001	$ 0.00001			$ 0.00001
Common shares, shares outstanding (in shares)		2,124	2,627			996
Fifth Wall Acquisition Corp [Member]
Related Party Transaction [Line Items]
Common shares, par value, (per share) \| $ / shares		$ 0.0001
Class B Common Stock [Member] \| Fifth Wall Acquisition Corp [Member]
Related Party Transaction [Line Items]
Consideration received, shares	7,187,500
Common shares, par value, (per share) \| $ / shares		$ 0.0001	$ 0.0001
Common shares, shares outstanding (in shares)		8,625,000	8,625,000
Shares subject to forfeiture		1,125,000
Class A Common Stock Subject to Redemption \| Fifth Wall Acquisition Corp [Member]
Related Party Transaction [Line Items]
Common shares, par value, (per share) \| $ / shares		$ 0.0001
Common shares, shares outstanding (in shares)		0
Sponsor \| Fifth Wall Acquisition Corp [Member]
Related Party Transaction [Line Items]
Restrictions on transfer period of time after business combination completion		30 days	30 days
Founder Shares \| Sponsor \| Share Price, $12.00 Per Share [Member] \| Fifth Wall Acquisition Corp [Member]
Related Party Transaction [Line Items]
Percentage of shares, subject to lock up upon completion of Business Combination			40
Founder Shares \| Sponsor \| Share Price, $15.00 Per Share [Member] \| Fifth Wall Acquisition Corp [Member]
Related Party Transaction [Line Items]
Percentage of shares, subject to lock up upon completion of Business Combination			30
Founder Shares \| Sponsor \| Share Price, $17.50 Per Share [Member] \| Fifth Wall Acquisition Corp [Member]
Related Party Transaction [Line Items]
Percentage of shares, subject to lock up upon completion of Business Combination			30
Founder Shares \| Sponsor \| Class B Common Stock [Member] \| Fifth Wall Acquisition Corp [Member]
Related Party Transaction [Line Items]
Consideration received \| $	$ 25,000
Consideration received, shares	7,187,500
Common shares, shares outstanding (in shares)		8,625,000			8,625,000
Shares subject to forfeiture	1,125,000	1,125,000
Percentage of issued and outstanding shares after the Initial Public Offering collectively held by initial stockholders	20.00%
Restrictions on transfer period of time after business combination completion		1 year	1 year
Stock price trigger to transfer, assign or sell any shares or warrants of the company, after the completion of the initial business combination (in dollars per share) \| $ / shares		$ 12.00	$ 12.00
Threshold trading days for transfer, assign or sale of shares or warrants, after the completion of the initial business combination \| Day		20	20
Threshold consecutive trading days for transfer, assign or sale of shares or warrants, after the completion of the initial business combination \| Day		30	30
Threshold period after the business combination in which the 20 trading days within any 30 trading day period commences		150 days	150 days
Founder Shares \| Sponsor \| Class A Common Stock Subject to Redemption \| Fifth Wall Acquisition Corp [Member]
Related Party Transaction [Line Items]
Common shares, shares outstanding (in shares)				1,125,000

Related Party Transactions - Additional Information (Details) - USD ($)		1 Months Ended	3 Months Ended		6 Months Ended		12 Months Ended
	Feb. 09, 2021	Dec. 31, 2020	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2021	Jun. 30, 2020	Dec. 31, 2020	Dec. 31, 2019	Dec. 02, 2020
Fifth Wall Acquisition Corp [Member]
Related Party Transaction [Line Items]
Maximum borrowing capacity of related party promissory note									$ 300,000
Notes Payable, Related Parties	$ 118,000	$ 109,000					$ 109,000
Maximum amount of loans payable to related party convertible in to shares.		$ 1,500,000	$ 1,500,000		$ 1,500,000		$ 1,500,000
Number of units sold		957,500
Purchase price, per unit		$ 10.00	$ 10.00		$ 10.00		$ 10.00
Proceeds received from private placement					$ 10,475,000
Due to Related Parties, Current			$ 15,080		15,080
Selling and Marketing Expense [Member]
Related Party Transaction [Line Items]
Related party transaction, selling, general and administrative expenses from transactions with related party			149,000	$ 36,000	359,000	$ 182,000	$ 481,000
Research and Development Expense [Member]
Related Party Transaction [Line Items]
Professional fees			23,000	$ 23,000	38,000	$ 24,000	$ 39,000	$ 229,000
Working capital loans warrant \| Fifth Wall Acquisition Corp [Member]
Related Party Transaction [Line Items]
Notes Payable, Related Parties			$ 0		$ 0
Over-allotment option \| Fifth Wall Acquisition Corp [Member]
Related Party Transaction [Line Items]
Number of units sold	4,500,000
Purchase price, per unit	$ 10.00
Proceeds received from private placement		$ 9,600,000
Private Placement \| Fifth Wall Acquisition Corp [Member]
Related Party Transaction [Line Items]
Price of warrant	$ 10.00
Number of units sold		1,047,500			1,047,500
Purchase price, per unit		$ 10.00	$ 10.00		$ 10.00		$ 10.00
Proceeds received from private placement		$ 10,500,000			$ 10,500,000
Sponsor \| Fifth Wall Acquisition Corp [Member]
Related Party Transaction [Line Items]
Restrictions on transfer period of time after business combination completion		30 days			30 days
Affiliate of the Company \| Fifth Wall Acquisition Corp [Member]
Related Party Transaction [Line Items]
Due to Related Parties, Current		$ 0	$ 15,000		$ 15,000		$ 0

Commitments And Contingencies - Summary Of Annual Base Rental Commitments Associated With Leases, Excluding Operating Expense Reimbursements (Details) - USD ($) $ in Thousands	Jun. 30, 2021	Dec. 31, 2020	Dec. 31, 2019
Lessee, Operating Lease, Liability, Payment, Due [Abstract]
2021		$ 482
2022		490
2023		87
2024 and thereafter		0
Total lease payments		1,059
Less: imputed interest		(59)
Total lease liability		1,000
Less: Lease liability, current portion	$ (496)	(485)	$ (430)
Lease liability, noncurrent		$ 515

Commitments And Contingencies (Details) $ / shares in Units, $ in Thousands		1 Months Ended	6 Months Ended	12 Months Ended
	Mar. 31, 2021 USD ($)	Dec. 31, 2020 USD ($) $ / shares	Jun. 30, 2021 USD ($) shares	Dec. 31, 2020 USD ($) Contract $ / shares	Dec. 31, 2019 USD ($)
Lessee, operating lease, option to extend				five-year
Right-of-use asset obtained in exchange for operating lease liability					$ 1,574
Number of lease contracts entered \| Contract				0
Operating lease, weighted average discount rate, percent		5.00%		5.00%	5.00%
Operating lease, weighted average remaining lease term		2 years 1 month 6 days		2 years 1 month 6 days	3 years 9 months 18 days
Finance lease, liability		$ 0		$ 0	$ 0
Operating leases, rent expense				542	231
Variable rent				35	16
Cash paid for amounts included in the measurement of operating lease liabilities				529	122
Sales and excise tax payable		$ 1,282	$ 1,290	1,282	2,962
Unrecognized tax benefits, income tax penalties expense			0	145	459
Unrecognized tax benefits, interest on income taxes expense			$ 0	145	459
Long-term purchase commitment, Amount				$ 12,601
Fifth Wall Acquisition Corp
Threshold Number of Days for Registration Statement to Become Effective			45 days
Maximum number of additional shares to be issued \| shares			4,500,000
Underwriting discount per public share \| $ / shares		$ 0.20		$ 0.20
Aggregate underwriting discount		$ 6,000
Deferred underwriting fee payable, per public share \| $ / shares		$ 0.35		$ 0.35
Aggregate deferred underwriting fee payable		$ 10,500
Fifth Wall Acquisition Corp \| Over-Allotment Option
Aggregate underwriting discount		6,900
Aggregate deferred underwriting fee payable		$ 12,100
Maximum
Lessee, operating lease, remaining lease term		3 years		3 years
Long-term purchase commitment, Amount	$ 22,900		$ 22,856
Minimum
Lessee, operating lease, remaining lease term		2 years		2 years
General and Administrative Expense
Tax adjustments, settlements, and unusual provisions				$ 264	589
Other Noncurrent Liabilities
Operating lease, right-of-use asset		$ 920		$ 920	$ 1,380

Stockholders' Equity - Preferred Stock (Details) - Fifth Wall Acquisition Corp [Member] - $ / shares	Jun. 30, 2021	Dec. 31, 2020
Preferred shares, shares authorized	1,000,000	1,000,000
Preferred stock, par value, (per share)	$ 0.0001	$ 0.0001
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0

Stockholders' Equity - Common Stock (Details)	1 Months Ended	6 Months Ended
Stockholders' Equity - Common Stock (Details)	Dec. 31, 2020 Vote $ / shares shares	Jun. 30, 2021 $ / shares shares	Feb. 09, 2021 shares	Feb. 04, 2021 shares	Dec. 02, 2020 shares	Dec. 31, 2019 $ / shares shares
Class of Stock [Line Items]
Common shares, shares authorized (in shares)	28,781	33,700				20,964
Common shares, par value (in dollars per share) \| $ / shares	$ 0.00001	$ 0.00001				$ 0.00001
Common shares, shares issued (in shares)	2,124	2,627				996
Common shares, shares outstanding (in shares)	2,124	2,627				996
Class A common stock subject to possible redemption, outstanding (in shares)	21,458	24,816				15,181
Fifth Wall Acquisition Corp [Member]
Class of Stock [Line Items]
Common shares, shares authorized (in shares)	10,000,000
Common shares, par value (in dollars per share) \| $ / shares	$ 0.0001
Class A common stock subject to possible redemption, outstanding (in shares)		32,738,037
Threshold Percentage Of Shares Issued And Outstanding Convertibleupon Business Combination	20.00%	20.00%
Common shares, votes per share \| Vote	1
Class A Common Stock [Member] \| Fifth Wall Acquisition Corp [Member]
Class of Stock [Line Items]
Common shares, shares authorized (in shares)	100,000,000	100,000,000
Common shares, par value (in dollars per share) \| $ / shares	$ 0.0001	$ 0.0001
Common shares, shares issued (in shares)	0	2,809,463
Common shares, shares outstanding (in shares)	0	2,809,463
Class A common stock subject to possible redemption, outstanding (in shares)	0	32,738,037
Class A Common Stock Subject to Redemption \| Fifth Wall Acquisition Corp [Member]
Class of Stock [Line Items]
Common shares, shares authorized (in shares)	100,000,000
Common shares, par value (in dollars per share) \| $ / shares	$ 0.0001
Common shares, shares issued (in shares)	0
Common shares, shares outstanding (in shares)	0
Class A common stock subject to possible redemption, outstanding (in shares)		32,738,037
Class A Common Stock Subject to Redemption \| Founder Shares [Member] \| Sponsor [Member] \| Fifth Wall Acquisition Corp [Member]
Class of Stock [Line Items]
Common shares, shares outstanding (in shares)			1,125,000
Class B Common Stock [Member] \| Fifth Wall Acquisition Corp [Member]
Class of Stock [Line Items]
Common shares, shares authorized (in shares)	10,000,000	10,000,000
Common shares, par value (in dollars per share) \| $ / shares	$ 0.0001	$ 0.0001
Common shares, shares issued (in shares)	8,625,000	8,625,000
Common shares, shares outstanding (in shares)	8,625,000	8,625,000
Shares subject to forfeiture	1,125,000
Class B Common Stock [Member] \| Founder Shares [Member] \| Sponsor [Member] \| Fifth Wall Acquisition Corp [Member]
Class of Stock [Line Items]
Common shares, shares outstanding (in shares)	8,625,000			8,625,000
Shares subject to forfeiture	1,125,000				1,125,000

Fair Value Measurements and Fair Value of Instruments - Summary of Company's Assets that are Measured at Fair Value on a Recurring Basis (Details) - Fifth Wall Acquisition Corp [Member]	Jun. 30, 2021 USD ($)
Assets:
Investments held in Trust Account	$ 345,016,945
Level 1 [Member] \| U.S. Treasury Securities
Assets:
Investments held in Trust Account	$ 345,016,945

Net Loss Per Share - Summary of Computation of Diluted Net Loss per Share Attributable to Common Stockholders (Details) - shares	3 Months Ended		6 Months Ended		12 Months Ended
	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2021	Jun. 30, 2020	Dec. 31, 2020	Dec. 31, 2019
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	29,201	24,444	29,201	24,444	24,590	17,105
Convertible Preferred Stock [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	24,816	21,458	24,816	21,458	21,458	15,181
Common stock options [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	3,789	2,001	3,789	2,001	2,255	1,567
Common stock warrants [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	33	33	33	33	33	33
Shares subject to repurchase [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	563	952	563	952	844	324

Debt - Additional Information (Details) - USD ($)		1 Months Ended		6 Months Ended		12 Months Ended
Debt - Additional Information (Details) - USD ($)	Aug. 31, 2019	Mar. 31, 2020	May 31, 2019	Jun. 30, 2021	Jun. 30, 2020	Dec. 31, 2020	Dec. 31, 2019	Dec. 31, 2021	Mar. 31, 2021	Feb. 29, 2020
Debt Instrument [Line Items]
Line of credit facility maximum borrowing capacity	$ 15,000
Gain (Loss) on extinguishment of debt					$ (164,000)	$ (164,000)	$ (303,000)
Conversion of MarchTwo Thousand and Nineteen Convertible Note to Series B one Preferred Stock [Member]
Debt Instrument [Line Items]
Debt Instrument convertible conversion price			$ 4.9767
Number of shares issued on conversion of debt			508
Gain (Loss) on extinguishment of debt			$ 303
Conversion of December Two Thousand and Nineteen Convertible Note to Series C One Preferred Stock [Member]
Debt Instrument [Line Items]
Debt Instrument convertible conversion price		$ 10.02
Number of shares issued on conversion of debt		756
Gain (Loss) on extinguishment of debt		$ 164
Conversion of FebruaryTwo Thousand and Nineteen Convertible Note to Series C One Preferred Stock [Member]
Debt Instrument [Line Items]
Debt Instrument convertible conversion price		$ 10.01
Number of shares issued on conversion of debt		5
December Two Thousand and Nineteen Convertible Note [Member]
Debt Instrument [Line Items]
Debt Instrument, Interest Rate stated percentage						5.00%		5.00%
Debt instrument principal amount						$ 7,500		$ 7,500
FebruaryTwo Thousand and Nineteen Convertible Note [Member]
Debt Instrument [Line Items]
Debt Instrument, Interest Rate stated percentage									5.00%	5.00%
Debt instrument principal amount									$ 50	$ 50
Convertible Debt [Member]
Debt Instrument [Line Items]
Debt Instrument, Interest Rate stated percentage							5.00%
Debt instrument conversion expenses		$ 0
March Two Thousand and Ninteen Convertible Note [Member]
Debt Instrument [Line Items]
Debt Instrument, Interest Rate stated percentage									6.00%
Debt instrument principal amount									$ 2,500
Revolving Credit Facility [Member]
Debt Instrument [Line Items]
Line of credit facility maximum borrowing capacity	$ 10,000
Line of credit facility expiration month year	2021-08					2021-08
Line of credit facility unused capacity commitment fee percentage	0.125%
Revolving Credit Facility [Member] \| Prime Rate [Member]
Debt Instrument [Line Items]
Debt instrument basis spread on variable rate						0.25%	0.25%
Revolving Credit Facility [Member] \| Depositor [Member]
Debt Instrument [Line Items]
Debt Instrument, collateral amount	$ 1.00
Debt Instrument, Interest Rate stated percentage	5.50%
Line of credit facility interest rate description	one quarter of one percent (0.25%) above the Prime Rate, or (y) five and one half of one percent (5.50%)
Revolving Credit Facility [Member] \| Depositor [Member] \| Minimum [Member]
Debt Instrument [Line Items]
Debt Instrument, collateral amount	$ 1.00
Revolving Credit Facility [Member] \| Depositor [Member] \| Prime Rate [Member]
Debt Instrument [Line Items]
Debt instrument basis spread on variable rate	0.25%
Debt Instrument, Interest Rate stated percentage	5.50%
Revolving Credit Facility [Member] \| Non Depositor [Member]
Debt Instrument [Line Items]
Debt Instrument, Interest Rate stated percentage	6.00%
Line of credit facility interest rate description	three quarters of one percent (0.75%) above the Prime Rate, or (y) six percent (6.00%)
Revolving Credit Facility [Member] \| Non Depositor [Member] \| Prime Rate [Member]
Debt Instrument [Line Items]
Debt instrument basis spread on variable rate	0.75%
Revolving Credit Facility [Member] \| SubLimit [Member]
Debt Instrument [Line Items]
Line of credit facility maximum borrowing capacity	$ 10,000					$ 10,000	$ 706
Percentage of multiplying eligible account receivable	85.00%
Term Loan Facility [Member]
Debt Instrument [Line Items]
Line of credit facility maximum borrowing capacity	$ 5,000
Line of credit facility expiration month year	2023-11			2023-11		2023-11
Line Of credit facility first required payment month year	2020-11
Debt Instrument, Interest Rate stated percentage	6.00%
Line of credit facility interest rate description	(A) one percent (1.00%) above the Prime Rate and (B) six percent (6.00%)
Term Loan Facility [Member] \| Prime Rate [Member]
Debt Instrument [Line Items]
Debt instrument basis spread on variable rate	1.00%					1.00%	1.00%

Debt - Summary of Outstanding Principal Amounts Under The Credit Facility (Detail) - USD ($)
$ in Thousands

6 Months Ended

12 Months Ended

Aug. 31, 2019

Jun. 30, 2021

Dec. 31, 2020

Dec. 31, 2019

Revolving facility

$ 0

$ 4,802

Term Loan Facility

Term loan facility – carrying value

Term loan facility

$ 4,027

4,861

5,000

Debt discount, net

(32)

(41)

(49)

$ 3,995

$ 4,820

4,951

Maturity Date

2023-11

Interest Rate

6.00%

^[1]

6.00%

^[2]

Revolving line of credit [Member]

Revolving facility

$ 0

$ 4,802

Maturity Date

2021-08

Interest Rate

^[2]

5.50%

[1]

Interest rates for the Term Loan Facility and the Revolving Facility are based upon the prime rate as published by the Wall Street Journal (Prime Rate) plus an applicable margin, subject to floors as described below. As of June 30, 2021 and December 31, 2020, the applicable margins for the Revolving Facility and Term Loan Facility was 0.25% and the Prime Rate as of June 30, 2021 and December 31, 2020 was 3.25%. In accordance with the Credit Facility, the applicable interest rates are as stated above.

[2]

Interest rates for the Term Loan Facility and the Revolving Facility are based upon the prime rate as published by the Wall Street Journal (Prime Rate) plus an applicable margin, subject to floors as described below. As of December 31, 2020 and 2019, the applicable margins for the Revolving Facility and Term Loan Facility were 0.25% and 1.00%, respectively, and the Prime Rate as of December 31, 2020 and 2019 was 3.25% and 4.75%, respectively. In accordance with the Credit Facility, the applicable interest rates are as stated above.

Amount, after unamortized (discount) premium and debt issuance costs, of long-term debt. Includes, but not limited to, notes payable, bonds payable, debentures, mortgage loans and commercial paper. Excludes capital lease obligations.

The carrying value as of the balance sheet date of the noncurrent portion of long-term obligations drawn from a line of credit, which is a bank's commitment to make loans up to a specific amount. Examples of items that might be included in the application of this element may consist of letters of credit, standby letters of credit, and revolving credit arrangements, under which borrowings can be made up to a maximum amount as of any point in time conditional on satisfaction of specified terms before, as of and after the date of drawdowns on the line. Includes short-term obligations that would normally be classified as current liabilities but for which (a) postbalance sheet date issuance of a long term obligation to refinance the short term obligation on a long term basis, or (b) the enterprise has entered into a financing agreement that clearly permits the enterprise to refinance the short-term obligation on a long term basis and the following conditions are met (1) the agreement does not expire within 1 year and is not cancelable by the lender except for violation of an objectively determinable provision, (2) no violation exists at the BS date, and (3) the lender has entered into the financing agreement is expected to be financially capable of honoring the agreement.

Debt - Summary of Outstanding Principal Amounts Under The Credit Facility (Parenthetical) (Detail)		12 Months Ended
	Aug. 31, 2019	Dec. 31, 2020	Dec. 31, 2019	Jun. 30, 2021
Debt Instrument [Line Items]
Prime Rate		3.25%	4.75%	0.25%
Prime Rate [Member] \| Revolving Credit Facility [Member]
Debt Instrument [Line Items]
Debt instrument basis spread on variable rate		0.25%	0.25%
Prime Rate [Member] \| Term Loan Facility
Debt Instrument [Line Items]
Debt instrument basis spread on variable rate	1.00%	1.00%	1.00%

Debt - Summary of Convertible Note (Detail) - Convertible Debt [Member] $ in Thousands	12 Months Ended
	Dec. 31, 2019 USD ($)
Debt Instrument [Line Items]
Coupon Rate	5.00%
Conversion Rate	99.7775
Maturity Date	2020-12
Convertible Debt	$ 7,500

Debt - Summary of Contractual Maturities of The Term Loan Facility (Detail) - Term Loan Facility - USD ($) $ in Thousands	Jun. 30, 2021	Dec. 31, 2020	Dec. 31, 2019
Debt Instrument [Line Items]
2021	$ 833	$ 1,667
2022	1,667	1,667
2023	1,527	1,527
2024 and thereafter	0	0
Total	4,027	4,861	$ 5,000
Less: unamortized debt discount	(32)	(41)	(49)
Total carrying value	$ 3,995	$ 4,820	$ 4,951

Amount, after unamortized (discount) premium and debt issuance costs, of long-term debt. Includes, but not limited to, notes payable, bonds payable, debentures, mortgage loans and commercial paper. Excludes capital lease obligations.

Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands	6 Months Ended		12 Months Ended
	Jun. 30, 2021	Jun. 30, 2020	Dec. 31, 2020	Dec. 31, 2019
Income tax [Line Items]
Valuation allowance on deferred tax assets	$ 23,731		$ 18,832	$ 9,551
Increase decrease in valuation allowance on deferred tax assets			$ 9,281
Effective tax rate	0.45%	0.70%	0.00%	0.00%
U.S. statutory rate	21.00%		21.00%	21.00%
Deferred tax assets net	$ 23,731		$ 21
Tax Year 2017 [Member]
Income tax [Line Items]
Open tax year			2017
Domestic Tax Authority [Member]
Income tax [Line Items]
Net operating losses carry forward			$ 49,536
Interest expense carry forward			556
State and Local Jurisdiction [Member] \| Year Two Thousand And Thirty Eight To Two Thousand And Fourty [Member]
Income tax [Line Items]
Net operating losses carry forward			$ 46,326

Income Taxes - Summary of Provision for Income Taxes (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended		12 Months Ended
	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2021	Jun. 30, 2020	Dec. 31, 2020	Dec. 31, 2019
Federal
Foreign					128
State and local
Current expense					128
Federal
Foreign					21
State and local
Deferred (benefit)					21
Income tax expense	$ 41	$ 44	$ 87	$ 122	$ 149

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