0001819394-22-000033 | 10-Q | XBRL Viewer

Contingent Earn-out Awards

CONTINGENT EARN-OUT AWARDS

Legacy Matterport stockholders and certain holders of Legacy Matterport stock options and RSUs are entitled to receive a number of Earn-out Shares comprising up to 23.5 million shares of Class A common stock in the aggregate. There are six distinct tranches, and each tranche has 3,910,000 Earn-out shares. Pursuant to the Merger Agreement, Common Share Price means the share price equal to the volume weighted average price of the Matterport Class A common stock for a period of at least 10 days out of 30 consecutive trading days ending on the trading day immediately prior to the date of determination. If the Common Share Price exceeds $13.00, $15.50, $18.00, $20.50, $23.00, and $25.50, the Earn-out shares are issuable during the period beginning on the 180th day following the Closing and ending on the fifth anniversary of such date (the “Earn-out Period”). The Earn-out shares are subject to early release if a change of control that will result in the holders of the Company common stock receiving a per share price equal to or in excess of the price target as above (collectively, the “Earn-Out Triggering Events”).

Any Earn-out Shares issuable to any holder of Matterport stock options and Matterport RSUs in respect of such Matterport Stock Options and Matterport RSUs shall be issued to such holder only if such holder continues to provide services to the Post-Combination Company through the date of the occurrence of the corresponding triggering event that causes such Earn-out Shares to become issuable. Any Earn-out Shares that are forfeited pursuant to the preceding sentence shall be reallocated to the other Legacy Matterport stockholders and Legacy Matterport stock options and RSUs holders who remain entitled to receive Earn-out Shares in accordance with their respective Earn-out pro rata shares.

At the Closing, the estimated fair value of the total Earn-out Shares was $294.8 million. The contingent obligation to issue Earn-out Shares to Legacy Matterport stockholders was accounted for as a liability because the Earn-out Triggering

Events that determine the number of Earn-out Shares required to be issued include events that are not solely indexed to the Common Stock of Matterport, Inc. The Earn-out pro rata Shares issuable to holders of Legacy Matterport’s RSUs and holders of Legacy Matterport’s Stock Options are accounted for as a stock-based compensation expense as they are subject to forfeiture based on the satisfaction of certain employment conditions, see Note 15 of the Stock Plan for more information. The Company recognized $231.6 million of contingent earn-out liability attributable to the Earn-out Shares to Matterport legacy Stockholders upon the Closing on July 22, 2021.

On January 18, 2022, all six Earn-out Triggering Events for issuing up to 23.5 million Earn-out Shares occurred. A total of 18.8 million shares of common stock became issuable to the eligible Matterport legacy Stockholders. Another total of 4.7 million pro rata Earn-out Shares became issuable to holders of Matterport's eligible legacy RSU and options holders were immediately vested. See Note 15 “Stock Plan” for more information.

Contingent earn-out liability was accounted for as a liability as of the date of the Merger and remeasured to fair value until the Earn-out Triggering Events were met. The estimated fair value of the total Earn-out Shares was determined based on a Monte Carlo simulation valuation model using a distribution of potential outcomes on a monthly basis over the Earn-out Period using the most reliable information available to be issued including events that are not solely indexed to the common stock of the Company. Upon the occurrence of the triggering events, the Company's common stock price of $12.89 per share represented the fair value of the Earn-out Awards. The Company reclassified the $242.4 million outstanding Earn-out liability to additional paid-in capital as the Earn-out shares become issuable as a fixed number of share of common shares. Assumptions used in the valuation as of December 31, 2021 are described below:


	As of
	December 31, 2021
Current stock price	$	20.64
Expected term (in years)	5.1
Expected volatility	67.0		%
Risk-free interest rate	1.3		%
Expected dividend yield	0		%

The following table sets forth a summary of the changes in the earn-out liabilities during the three months ended March 31, 2022 (in thousands):


	Fair Value Measurements Using Significant Unobservable Inputs (Level 3)
Balance at December 31, 2021	$	377,576

Reallocation of Earn-out Shares to earn-out liability upon forfeitures	896
Change in fair value of earn-out liability	(136,043)
Issuance of Earn-out Shares upon triggering events	(242,429)
Balance at March 31, 2022	$	—

Net Income (Loss) Per Share Attributable to Common Stockholders (Tables)

3 Months Ended

Mar. 31, 2022

Earnings Per Share [Abstract]

Net Income (Loss) Attributable to Common Stockholders, Basic and Diluted

Basic net income (loss) per share attributable to common stockholders was computed by dividing net income (loss) by the weighted-average number of common shares outstanding for the three months ended March 31, 2022 and 2021 (in thousands, except for per share data). Diluted net income (loss) per share gives effect to all potential shares of common stock, including common stock issuable upon conversion of our redeemable convertible preferred stock, stock options and

RSUs to the extent these are dilutive. We calculated basic and diluted net income (loss) per share attributable to common stockholders as follows (in thousands, except per share amounts):


	Three Months Ended March 31,
	2022		2021
Basic net income (loss) per share attributable to common stockholders:
Numerator :
Net income (loss) attributable to common stockholders	$	71,904	$	(2,872)


Denominator:
Weighted average shares used in computing net income (loss) per share attributable to common stockholders, basic	275,199		39,632
Basic net income (loss) per share attributable to common stockholders	$	0.26	$	(0.07)
Diluted net income (loss) per share attributable to common stockholders
Numerator :
Diluted net income (loss) attributable to common stockholders	$	71,904	$	(2,872)
Denominator:
Weighted average shares used in computing net income (loss) per share	275,199		39,632
Weighted average effect of dilutive potential common stock	37,233		—
Weighted-average shares used in computing net income (loss) per share attributable to common stockholders, diluted	312,432		39,632
Diluted net income (loss) per share attributable to common stockholders	$	0.23	$	(0.07)

Potentially Dilutive Securities Excluded from the Computation of Diluted Net Loss Per Share Attributable to Common Stockholders

The following potentially dilutive outstanding securities were excluded from the computation of diluted net income (loss) per share attributable to common stockholders, basic and diluted, because their effect would have been anti-dilutive or issuance of such shares is contingent upon the satisfaction of certain conditions which were not satisfied by the end of the period (shares in thousands):


	As of March 31,
	2022	2021

Private warrants	1,708	—


Redeemable convertible preferred stock, all series	—	126,409
Warrants to purchase common stock	—	1,081
Common stock options outstanding	1,027	47,136
Unvested RSUs	26,109	1,353
ESPP Shares	1,094	—
Total potentially dilutive common stock equivalents	29,938	175,979

Balance sheet Components - Inventories (Details) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021
Balance Sheet Related Disclosures [Abstract]
Finished Goods	$ 549	$ 295
Work in process	2,303	2,043
Purchased parts and raw materials	2,314	3,255
Total inventories	$ 5,166	$ 5,593

Stockholders' Equity (Tables)

3 Months Ended

Mar. 31, 2022

Common Stock Reserved for Future Issuance

The Company had reserved shares of common stock for future issuance as of March 31, 2022 as follows (in thousands):


			March 31, 2022

Private warrants to purchase common stock			1,708
Common stock options outstanding and unvested RSUs under the Amended and Restated 2011 Stock Incentive Plan			64,370
Shares available for future grant under 2021 Employee Stock Purchase Plan			9,760
Shares available for future grant under 2021 Incentive Award Plan			13,706
Total shares of common stock reserved			89,544

Schedule of Accumulated Other Comprehensive Income (Loss)

The following table summarizes the changes in accumulated other comprehensive income (loss) by component, net of tax (in thousands):


	Foreign Currency Translation, Net of Tax		Unrealized Losses on Available-for-Sale Debt Securities, Net of Tax		Total
Balance at December 31, 2021	$	(52)	$	(1,487)	$	(1,539)
Net unrealized loss	—		(4,635)		(4,635)
Balance at March 31, 2022	$	(52)	$	(6,122)	$	(6,174)


	Foreign Currency Translation, Net of Tax		Unrealized Gains on Available-for-Sale Debt Securities, Net of Tax		Total
Balance at December 31, 2020	$	135	$	—	$	135
Net unrealized loss	(67)		40		(27)
Balance at March 31, 2021	$	68	$	40	$	108

Tabular disclosure of an entity's stock, including par or stated value per share, number and dollar amount of share subscriptions, shares authorized, shares issued, shares outstanding, number and dollar amount of shares held in an employee trust, dividend per share, total dividends, share conversion features, par value plus additional paid in capital, the value of treasury stock and other information necessary to a fair presentation, and EPS information. Stock by class includes common, convertible, and preferred stocks which are not redeemable or redeemable solely at the option of the issuer. Includes preferred stock with redemption features that are solely within the control of the issuer and mandatorily redeemable stock if redemption is required to occur only upon liquidation or termination of the reporting entity. If more than one issue is outstanding, state the title of each issue and the corresponding dollar amount; dollar amount of any shares subscribed but unissued and the deduction of subscriptions receivable there from; number of shares authorized, issued, and outstanding.

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Balance Sheet Related Disclosures [Abstract]

Reverse Recapitalization - Shares Issued Immediately following Consummation of Merger (Details) - $ / shares	Jan. 18, 2022	Jul. 22, 2021	Mar. 31, 2022	Dec. 31, 2021	Jul. 21, 2021
Reverse Recapitalization [Line Items]
Common stock, outstanding (shares)		241,956,000	281,271,000	250,173,000
Issuance of common stock (shares)		29,500,000
Earnout shares excluded (shares)	23,500,000	23,460,000
Earnout period		180 days
Common stock, par value ($ per share)	$ 0.0001	$ 0.0001	$ 0.0001	$ 0.0001	$ 0.001
Legacy Matterport Stockholders
Reverse Recapitalization [Line Items]
Common stock, outstanding (shares)		169,425,000
Public Stockholders of Gores
Reverse Recapitalization [Line Items]
Stock Issued during period (shares)		34,406,000
Initial Stockholders (defined below) of Class F Stock
Reverse Recapitalization [Line Items]
Stock Issued during period (shares)		8,625,000
Initial Stockholders' Class F Stock, Subscription Shares Excluded
Reverse Recapitalization [Line Items]
Issuance of common stock (shares)		4,079,000
Initial Stockholders' Class F Stock, PIPE Investment Shares Excluded
Reverse Recapitalization [Line Items]
Issuance of common stock (shares)		15,000
PIPE Investors, Subscription Shares Included
Reverse Recapitalization [Line Items]
Issuance of common stock (shares)		4,079,000
PIPE Investors, Investment Shares Included
Reverse Recapitalization [Line Items]
Issuance of common stock (shares)		15,000

Balance Sheet Components

3 Months Ended

Mar. 31, 2022

Balance Sheet Components

BALANCE SHEET COMPONENTS

Allowance for Doubtful Accounts—Allowance for doubtful accounts as of March 31, 2022 and 2021 and the rollforward for three months ended March 31, 2022 and 2021 were as follows (in thousands):


	Three Months Ended March 31,
	2022		2021
Balance—beginning of period	$	(291)	$	(799)
Increase in reserves	(191)		(16)
Write-offs	—		75
Balance—end of period	$	(482)	$	(740)

Inventories—Inventories as of March 31, 2022 and December 31, 2021, consisted of the following (in thousands):


	March 31, 2022		December 31, 2021
Finished Goods	$	549	$	295
Work in process	2,303		2,043
Purchased parts and raw materials	2,314		3,255
Total inventories	$	5,166	$	5,593

Property and Equipment, Net—Property and equipment as of March 31, 2022 and December 31, 2021, consisted of the following (in thousands):


	March 31, 2022		December 31, 2021
Machinery and equipment	$	2,946	$	2,324
Furniture and fixtures	355		355
Leasehold improvements	728		728
Capitalized software and development costs	38,373		28,964
Total property and equipment	42,402		32,371
Accumulated depreciation and amortization	(20,456)		(18,253)
Total property and equipment, net	$	21,946	$	14,118

Depreciation and amortization expenses of property and equipment were $2.2 million and $1.3 million for three months ended March 31, 2022 and 2021, respectively.

Additions to capitalized software and development costs, inclusive of stock-based compensation in the three months ended March 31, 2022 and 2021 was $9.4 million and $1.4 million, respectively. These are recorded as part of property and equipment, net on the condensed consolidated balance sheets.

Amortization expense was $2.1 million and $1.2 million for three months ended March 31, 2022 and 2021, respectively, of which $1.8 million and $1.0 million was recorded to costs of revenue related to subscription and $0.3 million and $0.2 million to selling, general and administrative in the condensed consolidated statements of operations, respectively.

Accrued Expenses and Other Current Liabilities—Accrued expenses and other current liabilities as of March 31, 2022 and December 31, 2021, consisted of the following (in thousands):


	March 31, 2022		December 31, 2021
Accrued compensation	$	4,985	$	2,754
Tax payable	1,920		1,063
ESPP Contribution	1,754		693
Short-term unpaid acquisition consideration	6,265		—
Short-term operating lease liabilities	1,208		—

Other current liabilities	5,631		5,516
Total accrued expenses and other current liabilities	$	21,763	$	10,026

Other long-term Liabilities—Other long-term liabilities as of March 31, 2022 and December 31, 2021, consisted of the following (in thousands):


	March 31, 2022		December 31, 2021
Long-term operating lease liabilities	$	2,442	$	—
Long-term unpaid acquisition consideration	4,006		—
Other non-current liabilities	—		262
Total other long-term liabilities	$	6,448	$	262

Commitment and Contingencies

3 Months Ended

Mar. 31, 2022

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

COMMITMENTS AND CONTINGENCIES

Operating Leases

The Company is a lessee in several noncancellable operating leases, primarily real estate facilities for office space. The Company accounts for leases in accordance with Topic 842 (see Note 2) and determines if an arrangement is a lease or contains a lease at contract inception. Leases with an initial term of 12 months or less are not recorded on the balance sheet. For the Company's operating leases, the Company accounts for the lease and non-lease components as a single lease component. Lease expense is recognized on a straight-line basis over the lease term.

For operating leases, the lease liability is initially and subsequently measured at the present value of the unpaid lease payments at lease commencement date. Topic 842 requires a lessee to discount its unpaid lease payments using the interest rate implicit in the lease or, if the rate cannot be readily determined, its incremental borrowing rate. As the rate implicit in the lease is generally not readily determinable for the Company's operating leases, the Company uses an incremental borrowing rate as the discount rate for the lease. The Company's incremental borrowing rate is the rate of interest it would have to pay on a collateralized basis to borrow an amount equal to the lease payments under similar terms. Because the

Company does not generally borrow in a collateralized basis, it uses its understanding of what its collateralized credit rating would be as an input to deriving an appropriate incremental borrowing rate. The operating lease right-of-use asset includes any lease payments made and excludes lease incentives.

The Company's lease arrangements comprise of operating leases with various expiration dates through the first quarter of 2025. The lease term for all of the Company’s leases includes the noncancellable period of the lease. Certain lease agreements include options to renew or terminate the lease, which are not reasonably certain to be exercised and therefore are not factored into our determination of the duration of the lease arrangement.

The Company's leases do not contain any material residual value guarantees.

For the three months ended March 31, 2022, the total operating lease costs were $0.4 million, which included immaterial short-term lease costs. Total variable lease costs were immaterial during the three months ended March 31, 2022. The total operating and variable lease costs were included in cost of goods sold, research and development, and selling, general and administrative expenses in the Company's unaudited condensed consolidated statement of operations.

As of March 31, 2022, the weighted-average remaining lease term was 3 years and the weighted-average discount rate was 3.3%.

For the three months ended March 31, 2022, cash paid for amounts included in the measurement of operating lease liabilities was $0.2 million. Right-of-use assets obtained in exchange for new operating lease liabilities was nil for the three months ended March 31, 2022 as there were no new leases.

The following table presents maturities of operating lease liabilities as of March 31, 2022 (in thousands):


	Amount
Fiscal years ending December 31,
Remaining 2022	$	981
2023	1,339
2024	1,306
2025	207

Thereafter	—
Total operating lease payments	3,833
Less: imputed interest	(183)
Present value of operating lease liabilities	$	3,650
Current portion of operating lease liabilities (1)	$	1,208
Long-term operating lease liabilities (2)	$	2,442

(1) Current portion of operating lease liabilities is included in accrued expenses and other current liabilities in the condensed consolidated balance sheet.

(2) Long-term portion of operating lease liabilities is included in other long-term liabilities in the condensed consolidated balance sheet.

Future minimum lease payments, as defined under the previous lease accounting guidance of ASC Topic 840, for our non-cancelable operating leases as of December 31, 2021 were as follows (in thousands):


	Amount
2022	$	1,312
2023	1,339
2024	1,306
2025	207
Thereafter	—
Total	$	4,164

Purchase Obligation—The Company has purchase obligations, which includes agreements and issued purchase orders containing non-cancelable payment terms to purchase goods and services.

As of March 31, 2022, future minimum purchase obligations are as follows (in thousands):


	Purchase Obligations
Remainder of 2022	$	13,544
2023	322
2024	143


Thereafter	—
Total	$	14,009

Litigation—The Company is named from time to time as a party to lawsuits and other types of legal proceedings and claims in the normal course of business. The Company accrues for contingencies when it believes that a loss is probable and that it can reasonably estimate the amount of any such loss and the Company has made an assessment of the probability of incurring any such losses and whether or not those losses are estimable.

On July 23, 2021, plaintiff William J. Brown, a former employee and a shareholder of Matterport, Inc. (now known as Matterport Operating, LLC) (“Legacy Matterport”), sued Legacy Matterport, Gores Holdings VI, Inc. (now known as Matterport, Inc.), Maker Merger Sub Inc., Maker Merger Sub II, LLC, and Legacy Matterport directors R.J. Pittman, David Gausebeck, Matt Bell, Peter Hebert, Jason Krikorian, Carlos Kokron and Michael Gustafson (collectively, the “Defendants”) in the Court of Chancery of the State of Delaware. The plaintiff’s complaint claims that Defendants imposed invalid transfer restrictions on his shares of Matterport stock in connection with the merger transactions between Matterport, Inc. and Legacy Matterport (the “Transfer Restrictions”), and that Legacy Matterport’s board of directors violated their fiduciary duties in connection with a purportedly misleading letter of transmittal. The plaintiff is seeking damages and costs, as well as a declaration from the court that he may freely transfer his shares of Class A common stock of Matterport received in connection with the merger transactions. An expedited trial regarding the facial validity of the Transfer Restrictions took place from December 1-2, 2021. On January 11, 2022, the court issued a ruling that the Transfer Restrictions did not apply to the plaintiff. The opinion did not address the validity of the Transfer Restrictions. Matterport filed a notice of appeal of the court’s ruling on February 8, 2022. Separate proceedings regarding plaintiff’s remaining claims are pending.

On May 11, 2020, Redfin Corporation (“Redfin”) was served with a complaint by Appliance Computing, Inc. III, d/b/a Surefield (“Surefield”), filed in the United States District Court for the Western District of Texas, Waco Division. In the complaint, Surefield asserted that Redfin’s use of Matterport’s 3D-Walkthrough technology infringes four of Surefield’s patents. Redfin has asserted defenses in the litigation that the asserted patents are invalid and not infringed. We have agreed to indemnify Redfin for the matter pursuant to our existing agreements with Redfin. The parties are vigorously defending this litigation. The case is tentatively set for trial in May 2022.

On January 29, 2021, Legacy Matterport received a voluntary request for information from the Division of Enforcement of the SEC relating to certain sales and repurchases of its securities in the secondary market. We believe we have complied fully with the request. We have not received any updates from the SEC as to the scope, duration or ultimate resolution of the investigation.

As of March 31, 2022 and December 31, 2021, there were no amounts accrued that the Company believes would be material to its financial position.

Indemnification—In the ordinary course of business, the Company enters into certain agreements that provide for indemnification by the Company of varying scope and terms to customers, vendors, directors, officers, employees and other parties with respect to certain matters. Indemnification includes losses from breach of such agreements, services provided by the Company, or third-party intellectual property infringement claims. These indemnities may survive termination of the underlying agreement and the maximum potential amount of future indemnification payments, in some circumstances, are not subject to a cap. As of March 31, 2022, there were no known events or circumstances that have resulted in a material indemnification liability.

Stock Plan - RSU and PRSU Activities (Details) - RSUs and PRSUs shares in Thousands	3 Months Ended
	Mar. 31, 2022 $ / shares shares
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding [Roll Forward]
Beginning balance (shares) \| shares	24,744
Granted (shares) \| shares	4,807
Vested (shares) \| shares	(1,659)
Canceled or forfeited (shares) \| shares	(568)
Ending balance (shares) \| shares	27,324
Weighted-Average Grant Date Fair Value
Outstanding, beginning, weighted-average grant date fair value ($ per share) \| $ / shares	$ 17.70
Granted ($ per share) \| $ / shares	7.73
Vested ($ per share) \| $ / shares	16.51
Canceled or forfeited ($ per share) \| $ / shares	16.78
Outstanding, ending, weighted-average grant date fair value ($ per share) \| $ / shares	$ 16.04

Stock Plan - Stock Option Activities (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended	12 Months Ended
	Mar. 31, 2022	Dec. 31, 2021
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward]
Balance, beginning (shares)	42,227
Exercised (shares)	(750)
Expired or canceled (shares)	(4,431)
Balance, ending (shares)	37,046	42,227
Exercisable (shares)	26,981
Weighted- Average Exercise Price Per Share
Beginning balance ($ per share)	$ 0.63
Exercised ($ per share)	0.76
Expired or canceled ($ per share)	0.49
Exercisable ($ per share)	0.60
Ending Balance ($ per share)	$ 0.64	$ 0.63
Options outstanding, weighted-average remaining contractual term (in years)	6 years 9 months 18 days	6 years 10 months 24 days
Options exercisable, weighted-average remaining contractual term (in years)	6 years 6 months
Options outstanding, aggregate intrinsic value	$ 276,916	$ 844,909
Options exercised, aggregate intrinsic value	42,698
Options exercisable, aggregate intrinsic value	$ 202,862

Debt	3 Months Ended
Debt	Mar. 31, 2022
Debt Disclosure [Abstract]
Debt	DEBT The Company’s short-term and long-term debt is secured by substantially all the assets of the Company and subject the Company to certain affirmative and negative covenants. Failure to comply with these covenants could result in an event of default, which may lead to an acceleration of the amounts owed and other remedies. 2015 Term Loan and Line of Credit—On May 20, 2015, the Company entered into a Loan and Security Agreement with a lender (the “2015 Agreement”) to borrow a term loan up to $4.0 million (“2015 Term Loan”). The Company borrowed the full $4.0 million term loan on September 23, 2016. The term loan matured on September 30, 2019. The Company was required to make 36 equal installment payments of principal starting October 2016 through September 2019. The term loan bore interest at a floating per annum rate equal to 1.0% above the prime rate published by Wall Street Journal (the “Prime Rate”). Interest was payable monthly. The Company repaid the 2015 Term Loan by September 2019. The agreement also allowed the Company to borrow under financing of eligible accounts, for up to $1.0 million (“2015 Account Financing”). The Company did not borrow any amount under the 2015 Account Financing. On May 22, 2017, the Company amended and restated the 2015 Agreement with the lender (the “2015 Amended and Restated Agreement”) for an additional revolving line of credit up to $2.0 million. The line of credit bore interest at a floating per annum rate equal to 0.5% above the Prime Rate. The line of credit matured on May 22, 2019. On October 26, 2017, the Company amended the 2015 Amended and Restated Agreement with the lender (the “2017 Amendment”) for an additional term loan up to $1.5 million (“2017 Term Loan”). The Company borrowed the full $1.5 million on November 3, 2017. The Company was required to make monthly interest-only payments starting December 2017 and 36 equal installment payments of principal starting October 2018 through September 2021. The term loan bore interest at a floating per annum rate equal to the greater of (a) 1.0% above the Prime Rate; and (b) 5.25%. Interest was payable monthly. On September 16, 2019, the Company amended and restated the 2015 Amended and Restated Agreement and the 2017 Amendment with the lender (the “2017 Second Amended and Restated Agreement”). The agreement provided the Company with a term loan up to $3.0 million (“2019 Term Loan”). The loan must be first used to repay the prior term loan and accrued interest. The Company borrowed the full $3.0 million on September 16, 2019, and $1.0 million of the amount was used to repay in full the outstanding principal and interest under the 2017 Term Loan. The term loan matures on May 1, 2023. The Company was required to make 36 equal installments payments of principal, plus monthly payment of accrued interest starting in June 2020 through May 2023. The term loan bears interest at a floating per annum rate equal to the greater of (a) 1.0% above the Prime Rate and (b) 5.25%. The amendment also provided the Company with a revolving line of credit up to $3.0 million due in September 2020. The Company borrowed $3.0 million under the line of credit on September 27, 2019. The principal amount outstanding under the revolving line of credit bears interest at a floating per annum rate equal to the greater of (a) 0.5% above the Prime Rate and (b) 5.25%. Interest is payable monthly. The restructuring of the term loan was accounted for as an extinguishment. The loss on extinguishment was not material. On April 28, 2020, the Company amended the 2017 Second Amended and Restated Agreement with the lender (the “2020 Amendment”) to increase the limit of the revolving line of credit from $3.0 million to $5.0 million and extend the maturity date of the revolving line to December 15, 2020. On December 22, 2020, the Company amended and extended the line of credit maturity date from December 15, 2020, through December 14, 2021. The interest rates for the term loan and the revolving line of credit were 5.25%. As of March 31, 2021, $3.0 million of principal was outstanding under the 2020 Amendment revolving line of credit. In July 2021, the Company repaid in full the line of credit of $3.0 million. For the three months ended March 31, 2022, the Company recorded no interest expense under the 2019 Term Loan and line of credit. The 2015 Term Loan was fully repaid as of September 30, 2021. For the three months ended March 31, 2021, the Company recorded immaterial interest expense under the 2019 Term Loan. The Company repaid $0.2 million of principal outstanding under the 2019 Term Loan during the three months ended March 31, 2021. 2018 Term Loan—On April 20, 2018, the Company entered into a $10.0 million term loan agreement (the “2018 Agreement”) with a lender maturing on May 1, 2022. The loan was repayable in 48 monthly scheduled installments commencing on May 1, 2018. The Company was required to make interest-only payments for the first 12 months starting May 2018 and thereafter to make 36 equal installment payments through the maturity date of the loan. The interest rate was fixed at 11.5% per annum. As of March 31, 2021, there was $4.3 million of principal outstanding under the 2018 Agreement. The Company fully repaid the 2018 Agreement in July 2021. In connection with the execution of the 2018 Agreement, an additional final payment of $0.5 million is due at the earlier of the maturity date and prepayment of the team loan. The Company accreted the final payment liability up to the redemption amount as part of the 2018 Agreement term loan balance and recognized interest expense over the term of the loan. The Company recognized immaterial interest expense related to the 2018 Agreement final payment for the three months ended March 31, 2021. The Company incurred certain debt issuance costs in connection with the above loan agreements. Such cost was capitalized against the loan proceeds. The Company also issued warrants to purchase common stock in conjunction with the above loan agreements. The Company determined the fair value of the warrants using the Black-Scholes option-pricing model, which was recorded to additional paid-in capital and an adjustment against the loan proceeds. The debt issuance cost was capitalized and amortized as interest expense over the initial term of the agreement. For the three months ended March 31, 2022, the Company recorded no interest expense under the 2018 Agreement. The 2018 Agreement was fully repaid as of July 2021. For the three months ended March 31, 2021, the Company recorded $0.1 million of interest expense and repaid $0.8 million of principal outstanding under the 2018 Agreement. 2020 Term Loan—On February 20, 2020, the Company entered into a $2.0 million term loan agreement (“2020 Term Loan”) with a lender. The loan was provided under two facilities: facility A was comprised of $1.0 million maturing in 36 months, and facility B was comprised of $1.0 million maturing in 30 months. On April 17, 2020, the Company borrowed $1.0 million from facility A, and on October 12, 2020 the Company borrowed the full $1.0 million from facility B. In addition to the principal payment, both loan facilities require a fixed monthly coupon payment. The aggregated annual coupon payment was $0.1 million. The principal was payable in 24 equal installments commencing on May 31, 2021 through April 30, 2023. The interest rate was fixed at 4.75% per annum. The Company incurred certain debt issuance costs in connection with the above loan agreements. Such cost was capitalized against the loan proceeds. The Company also issued warrants to purchase common stock in conjunction with the above loan agreements. The Company determined the fair value of the warrants using the Black-Scholes option-pricing model, which is recorded to additional paid-in capital and an adjustment against the loan proceeds. The debt issuance costs were amortized as additional interest expense over the term of the agreement. For the three months ended March 31, 2022, the Company recorded no interest expense under the 2020 Term Loan. The Company fully repaid the 2020 Term Loan as of September 2021. For the three months ended March 31, 2021, the Company recorded $0.1 million of interest expense and did not repay any principal outstanding under the 2020 Term Loan. The Company fully repaid all the above debt during year ended December 31, 2021.

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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-URI http://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690

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Commitments and Contingencies Disclosure [Abstract]

Commitment and Contingencies - Future Minimum Operating Lease Payments and Purchase Obligations (Details) $ in Thousands	Mar. 31, 2022 USD ($)
Purchase Obligations
Remainder of 2022	$ 13,544
2023	322
2024	143
Thereafter	0
Total	$ 14,009

Public and Private Warrants - Valuation Assumptions to Fair Value of Private Warrants (Details)	3 Months Ended
	Mar. 31, 2022	Dec. 31, 2021
Current stock price
Class of Warrant or Right [Line Items]
Derivative liability, measurement input		20.64
Expected term (in years)
Class of Warrant or Right [Line Items]
Derivative liability, measurement input		5.1
Expected volatility
Class of Warrant or Right [Line Items]
Derivative liability, measurement input		0.670
Risk-free interest rate
Class of Warrant or Right [Line Items]
Derivative liability, measurement input		0.013
Expected dividend yield
Class of Warrant or Right [Line Items]
Derivative liability, measurement input		0
Private Warrants \| Current stock price
Class of Warrant or Right [Line Items]
Derivative liability, measurement input	8.12
Private Warrants \| Strike price
Class of Warrant or Right [Line Items]
Derivative liability, measurement input	11.50
Private Warrants \| Expected term (in years)
Class of Warrant or Right [Line Items]
Derivative liability, measurement input, term	4 years 3 months 21 days
Private Warrants \| Expected volatility
Class of Warrant or Right [Line Items]
Derivative liability, measurement input	0.680
Private Warrants \| Risk-free interest rate
Class of Warrant or Right [Line Items]
Derivative liability, measurement input	0.025
Private Warrants \| Expected dividend yield
Class of Warrant or Right [Line Items]
Derivative liability, measurement input	0

Commitment and Contingencies (Tables)

3 Months Ended

Mar. 31, 2022

Lessee, Operating Lease, Liability, Maturity

The following table presents maturities of operating lease liabilities as of March 31, 2022 (in thousands):


	Amount
Fiscal years ending December 31,
Remaining 2022	$	981
2023	1,339
2024	1,306
2025	207

Thereafter	—
Total operating lease payments	3,833
Less: imputed interest	(183)
Present value of operating lease liabilities	$	3,650
Current portion of operating lease liabilities (1)	$	1,208
Long-term operating lease liabilities (2)	$	2,442

(1) Current portion of operating lease liabilities is included in accrued expenses and other current liabilities in the condensed consolidated balance sheet.

(2) Long-term portion of operating lease liabilities is included in other long-term liabilities in the condensed consolidated balance sheet.

Future Minimum Operating Lease Payments and Purchase Obligations


	Amount
2022	$	1,312
2023	1,339
2024	1,306
2025	207
Thereafter	—
Total	$	4,164

As of March 31, 2022, future minimum purchase obligations are as follows (in thousands):


	Purchase Obligations
Remainder of 2022	$	13,544
2023	322
2024	143


Thereafter	—
Total	$	14,009

Employee Benefit Plans	3 Months Ended
Employee Benefit Plans	Mar. 31, 2022
Retirement Benefits [Abstract]
Employee Benefit Plans	EMPLOYEE BENEFITS PLANSThe Company has a defined-contribution retirement and savings plan intended to qualify under Section 401 of the Internal Revenue Code (the “401(k) Plan”) covering substantially all US employees. The 401(k) Plan allows each participant to contribute up to an amount not to exceed an annual statutory maximum. The Company contracted with a third-party provider to act as a custodian and trustee and to process and maintain the records of participant data. Substantially all of the expenses incurred for administering the 401(k) Plan are paid by the Company. The company discontinued providing contributions in the 401(k) Plan match since May 1, 2020. The Company contributes to a defined-contribution pension plan for eligible employees in the U.K. Pension plan benefits are based primarily on participants’ compensation and years of service credited as specified under the terms of the plan. The Company made $0.1 million matching contributions to the U.K. pension plan for the three months ended March 31, 2022. The match contributions for the three months ended March 31, 2021 were immaterial

The entire disclosure for retirement benefits.

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Balance Sheet Related Disclosures [Abstract]

Balance Sheet Components - Property, Plant and Equipment, Net (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021	Dec. 31, 2021
Property, Plant and Equipment [Line Items]
Total property and equipment	$ 42,402		$ 32,371
Accumulated depreciation and amortization	(20,456)		(18,253)
Total property and equipment, net	21,946		14,118
Depreciation and amortization	2,463	$ 1,285
Capitalized computer software additions	9,400	1,400
Capitalized computer software amortization	2,100	1,200
Costs of revenue
Property, Plant and Equipment [Line Items]
Capitalized computer software amortization	1,800	1,000
Selling, general, and administrative
Property, Plant and Equipment [Line Items]
Capitalized computer software amortization	300	200
Machinery and equipment
Property, Plant and Equipment [Line Items]
Total property and equipment	2,946		2,324
Furniture and fixtures
Property, Plant and Equipment [Line Items]
Total property and equipment	355		355
Leasehold improvements
Property, Plant and Equipment [Line Items]
Total property and equipment	728		728
Capitalized software and development costs
Property, Plant and Equipment [Line Items]
Total property and equipment	38,373		$ 28,964
Property and Equipment
Property, Plant and Equipment [Line Items]
Depreciation and amortization	$ 2,200	$ 1,300

Debt - Narrative (Details)												1 Months Ended	3 Months Ended
Debt - Narrative (Details)	Oct. 12, 2020 USD ($)	Apr. 17, 2020 USD ($)	Feb. 20, 2020 USD ($) payment loanFacility	Sep. 27, 2019 USD ($)	Sep. 16, 2019 USD ($) payment	Apr. 20, 2018 USD ($) payment	Nov. 03, 2017 USD ($) payment	Oct. 26, 2017 USD ($)	May 22, 2017 USD ($)	Sep. 23, 2016 USD ($) payment	May 20, 2015 USD ($)	Jul. 31, 2021 USD ($)	Mar. 31, 2022 USD ($)	Mar. 31, 2021 USD ($)	Apr. 28, 2020 USD ($)	Apr. 27, 2020 USD ($)
Term Loan \| 2015 Term Loan
Debt Instrument [Line Items]
Term loan, maximum amount											$ 4,000,000
Proceeds from debt, net										$ 4,000,000
Number of equal installment payments \| payment										36,000,000
Term Loan \| 2015 Term Loan \| Prime Rate
Debt Instrument [Line Items]
Basis spread on floating rate (percent)											1.00%
Term Loan \| 2017 Term Loan
Debt Instrument [Line Items]
Term loan, maximum amount								$ 1,500,000
Proceeds from debt, net							$ 1,500,000
Number of equal installment payments \| payment							36,000,000
Stated interest rate (percent)								5.25%
Debt repaid in full					$ 1,000,000
Term Loan \| 2017 Term Loan \| Prime Rate
Debt Instrument [Line Items]
Basis spread on floating rate (percent)								1.00%
Term Loan \| 2019 Term Loan
Debt Instrument [Line Items]
Term loan, maximum amount					3,000,000
Proceeds from debt, net					$ 3,000,000
Number of equal installment payments \| payment					36,000,000	36
Stated interest rate (percent)					5.25%										5.25%
Repayment of term loan														$ 200,000
Term Loan \| 2019 Term Loan \| Prime Rate
Debt Instrument [Line Items]
Basis spread on floating rate (percent)					1.00%
Term Loan \| 2019 Term Loan and Line of Credit
Debt Instrument [Line Items]
Interest expense													$ 0
Term Loan \| 2018 Agreement
Debt Instrument [Line Items]
Term loan, maximum amount						$ 10,000,000
Stated interest rate (percent)						11.50%
Repayment of term loan												$ 4,300,000		800,000
Principal outstanding														4,300,000
Number of monthly scheduled installment payments \| payment						48
Period of interest-only payments						12 months
Final payment due at maturity or prepayment date													500,000
Interest expense													0	100,000
Term Loan \| 2020 Term Loan
Debt Instrument [Line Items]
Term loan, maximum amount			$ 2,000,000
Number of equal installment payments \| payment			24,000,000
Stated interest rate (percent)			4.75%
Interest expense													$ 0	100,000
Number of term loan facilities \| loanFacility			2
Aggregated annual coupon payment			$ 100,000
Term Loan \| 2020 Term Loan - Facility A
Debt Instrument [Line Items]
Term loan, maximum amount			$ 1,000,000
Proceeds from debt, net		$ 1,000,000
Debt maturity period			36 months
Term Loan \| 2020 Term Loan - Facility B
Debt Instrument [Line Items]
Term loan, maximum amount			$ 1,000,000
Proceeds from debt, net	$ 1,000,000
Debt maturity period			30 months
Line of Credit \| 2015 Account Financing \| Revolving Credit Facility
Debt Instrument [Line Items]
Maximum borrowing capacity											$ 1,000,000
Line of Credit \| 2015 Amended and Restated Agreement \| Revolving Credit Facility
Debt Instrument [Line Items]
Maximum borrowing capacity									$ 2,000,000
Line of Credit \| 2015 Amended and Restated Agreement \| Prime Rate \| Revolving Credit Facility
Debt Instrument [Line Items]
Basis spread on floating rate (percent)									0.50%
Line of Credit \| 2017 Second Amended and Restated Agreement \| Revolving Credit Facility
Debt Instrument [Line Items]
Maximum borrowing capacity					$ 3,000,000											$ 3,000,000
Stated interest rate (percent)					5.25%
Proceeds from line of credit				$ 3,000,000
Line of Credit \| 2017 Second Amended and Restated Agreement \| Prime Rate \| Revolving Credit Facility
Debt Instrument [Line Items]
Basis spread on floating rate (percent)					0.50%
Line of Credit \| 2020 Amendment \| Revolving Credit Facility
Debt Instrument [Line Items]
Maximum borrowing capacity															$ 5,000,000
Stated interest rate (percent)															5.25%
Debt repaid in full												$ 3,000,000
Principal outstanding														$ 3,000,000

Balance Sheet Components (Tables)

3 Months Ended

Mar. 31, 2022

Allowance for Doubtful Accounts

Allowance for doubtful accounts as of March 31, 2022 and 2021 and the rollforward for three months ended March 31, 2022 and 2021 were as follows (in thousands):


	Three Months Ended March 31,
	2022		2021
Balance—beginning of period	$	(291)	$	(799)
Increase in reserves	(191)		(16)
Write-offs	—		75
Balance—end of period	$	(482)	$	(740)

Inventories

Inventories—Inventories as of March 31, 2022 and December 31, 2021, consisted of the following (in thousands):


	March 31, 2022		December 31, 2021
Finished Goods	$	549	$	295
Work in process	2,303		2,043
Purchased parts and raw materials	2,314		3,255
Total inventories	$	5,166	$	5,593

Schedule of Property Plant and Equipment

Property and equipment as of March 31, 2022 and December 31, 2021, consisted of the following (in thousands):


	March 31, 2022		December 31, 2021
Machinery and equipment	$	2,946	$	2,324
Furniture and fixtures	355		355
Leasehold improvements	728		728
Capitalized software and development costs	38,373		28,964
Total property and equipment	42,402		32,371
Accumulated depreciation and amortization	(20,456)		(18,253)
Total property and equipment, net	$	21,946	$	14,118

Accrued Expenses and Other Current Liabilities

Accrued expenses and other current liabilities as of March 31, 2022 and December 31, 2021, consisted of the following (in thousands):


	March 31, 2022		December 31, 2021
Accrued compensation	$	4,985	$	2,754
Tax payable	1,920		1,063
ESPP Contribution	1,754		693
Short-term unpaid acquisition consideration	6,265		—
Short-term operating lease liabilities	1,208		—

Other current liabilities	5,631		5,516
Total accrued expenses and other current liabilities	$	21,763	$	10,026

Schedule of Other Long-term Liabilities

Other long-term Liabilities—Other long-term liabilities as of March 31, 2022 and December 31, 2021, consisted of the following (in thousands):


	March 31, 2022		December 31, 2021
Long-term operating lease liabilities	$	2,442	$	—
Long-term unpaid acquisition consideration	4,006		—
Other non-current liabilities	—		262
Total other long-term liabilities	$	6,448	$	262

Condensed Consolidated Balance Sheets (Parenthetical) - USD ($)	Mar. 31, 2022	Dec. 31, 2021
Statement of Financial Position [Abstract]
Allowance for credit loss	$ 482,000	$ 291,000
Redeemable convertible preferred stock, par value ($ per share)	$ 0.0001	$ 0.0001
Redeemable convertible preferred, authorized (shares)	30,000,000	30,000,000
Redeemable convertible preferred, issued (shares)	0	0
Redeemable convertible preferred, outstanding (shares)	0	0
Redeemable convertible preferred liquidation preference	$ 0	$ 0
Common stock, par value ($ per share)	$ 0.0001	$ 0.0001
Common stock, authorized (shares)	640,000,000	640,000,000
Common stock, issued (shares)	281,271,000	250,173,000
Common stock, outstanding (shares)	281,271,000	250,173,000

Fair Value Measurements - Narrative (Details)	3 Months Ended	12 Months Ended
Fair Value Measurements - Narrative (Details)	Mar. 31, 2022 USD ($)	Dec. 31, 2021 USD ($)	Jan. 31, 2021 USD ($)
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Other-than-temporary impairments	$ 0	$ 0
Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Long-term investments			$ 1,000,000
Convertible notes receivable, interest rate (percent)			0.050
Level 3 \| Measurement Input, Probability of Repayment
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Convertible notes receivable, measurement input	0.75
Level 3 \| Measurement Input, Probability of Conversion
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Convertible notes receivable, measurement input	0.25
Level 3 \| Measurement Input, Discount Rate
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Convertible notes receivable, measurement input	0.177

Acquisition - Schedule of Business Acquisitions, by Acquisition (Details) - USD ($) $ / shares in Units, $ in Thousands		3 Months Ended
	Jan. 05, 2022	Mar. 31, 2022	Mar. 31, 2021
Business Acquisition [Line Items]
Common stock (1.2 million shares)(1)		$ 19,118	$ 0
Closing stock price ($ per share)	$ 15.73
Term of agreement (not to exceed)	2 years
Common Stock
Business Acquisition [Line Items]
Stock Issued during period (shares)	1,200,000
Enview Inc
Business Acquisition [Line Items]
Cash	$ 35,026
Unpaid Consideration	10,270
Total	64,414
Unpaid cash	4,300
Stock consideration	6,000
Enview Inc \| Common Stock
Business Acquisition [Line Items]
Common stock (1.2 million shares)(1)	$ 19,118

Stock Plan - Fair Value Assumptions, Options and Earn-out Shares (Details) - $ / shares	3 Months Ended	5 Months Ended
	Mar. 31, 2022	Dec. 31, 2021
2021 ESPP
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected volatility, minimum (percent)	27.90%
Expected volatility, maximum (percent)	43.40%
Risk-free interest rate, minimum (percent)	0.10%
Risk-free interest rate, maximum (percent)	0.60%
Expected dividend yield (percent)	0.00%
2021 ESPP \| Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Grant-date fair value per share	$ 7.59
Expected term	6 months
2021 ESPP \| Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Grant-date fair value per share	$ 14.36
Expected term	2 years
Earn-out shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected volatility, minimum (percent)		40.00%
Expected volatility, maximum (percent)	67.00%	67.00%
Risk-free interest rate, minimum (percent)		0.80%
Risk-free interest rate, maximum (percent)	1.30%	1.30%
Expected dividend yield (percent)	0.00%	0.00%
Earn-out shares \| Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Current stock price ($ per share)	$ 13.34	$ 13.93
Expected term	5 years 1 month 6 days	5 years 1 month 6 days
Earn-out shares \| Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Current stock price ($ per share)	$ 19.61	$ 27.86
Expected term		5 years 6 months

Contingent Earn-out Awards - Rollforward of Contingent Earn-out Liability (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2022 USD ($)
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Roll Forward]
Balance at beginning	$ 377,576
Reallocation of Earn-out Shares to earn-out liability upon forfeitures	896
Change in fair value of earn-out liability	(136,043)
Issuance of Earn-out Shares upon triggering events	(242,429)
Balance at ending	$ 0

Condensed Consolidated Statements of Redeemable Convertible Preferred Stock and Stockholders' Equity (Deficit) - USD ($)
$ in Thousands

Total

Common Stock

Additional Paid-In Capital

Accumulated Other Comprehensive Income (loss)

Accumulated Deficit

Redeemable convertible preferred, outstanding, beginning (shares) at Dec. 31, 2020

^[1]

124,979,000

Redeemable convertible preferred stock, beginning at Dec. 31, 2020

$ 164,168

Redeemable convertible preferred, outstanding, ending (shares) at Mar. 31, 2021

^[1]

124,979,000

Redeemable convertible preferred stock, ending at Mar. 31, 2021

$ 164,168

Common stock, outstanding, beginning (shares) at Dec. 31, 2020

^[1]

38,981,000

Beginning balance at Dec. 31, 2020

(120,700)

$ 4

$ 9,159

$ 135

$ (129,998)

Increase (Decrease) in Stockholders' Equity [Roll Forward]

Net income (loss)

(2,872)

Other comprehensive loss

(27)

Issuance of common stock upon exercise of public options (shares)

^[1]

1,585,000

Issuance of common stock upon exercise of stock options

789

Reclassification of remaining contingent earn-out liability upon triggering events

Stock-based compensation

740

Common stock, outstanding, ending (shares) at Mar. 31, 2021

^[1]

40,566,000

Ending balance at Mar. 31, 2021

$ (122,070)

$ 4

10,688

108

(132,870)

Redeemable convertible preferred, outstanding, beginning (shares) at Dec. 31, 2021

Redeemable convertible preferred stock, beginning at Dec. 31, 2021

$ 0

Redeemable convertible preferred, outstanding, ending (shares) at Mar. 31, 2022

Redeemable convertible preferred stock, ending at Mar. 31, 2022

$ 0

Common stock, outstanding, beginning (shares) at Dec. 31, 2021

250,173,000

Beginning balance at Dec. 31, 2021

$ 268,163

$ 25

737,735

(1,539)

(468,058)

Increase (Decrease) in Stockholders' Equity [Roll Forward]

Net income (loss)

71,904

Other comprehensive loss

(4,635)

Issuance of common stock in connection with employee equity incentive plans, net of tax withholding (shares)

6,295,000

Issuance of common stock in connection with employee equity incentive plans, net of tax withholding

(14,497)

$ 1

(14,498)

Issuance of common stock upon the reverse recapitalization, net of transaction costs

Issuance of common stock to a customer

$ 559

559

Issuance of common stock to a customer (shares)

100,000

Issuance of common stock upon exercise of public options (shares)

750,000

Issuance of common stock upon exercise of public warrants (shares)

1,994,000

Issuance of common stock upon exercise of public warrants

$ 34,055

34,055

Issuance of common stock in connection with acquisitions

19,118

Issuance of earn-out shares upon triggering events, net of tax withholding (shares)

21,494,000

Issuance of earn-out shares upon triggering events, net of tax withholding

(17,736)

$ 2

(17,738)

Earn-out liability recognized upon the re-allocation

(896)

Reclassification of remaining contingent earn-out liability upon triggering events

242,430

Stock-based compensation

$ 61,097

61,097

Common stock, outstanding, ending (shares) at Mar. 31, 2022

281,271,000

Ending balance at Mar. 31, 2022

$ 659,638

$ 28

$ 1,061,938

$ (6,174)

$ (396,154)

[1]	The shares of the Company’s common and redeemable convertible preferred stock, prior to the Merger (as defined in Note 1) have been retroactively restated to reflect the exchange ratio of approximately 4.1193 established in the Merger as described in Note 3.

Net Income (Loss) Per Share Attributable to Common Stockholders

3 Months Ended

Mar. 31, 2022

Earnings Per Share [Abstract]

Net Income (Loss) Per Share Attributable to Common Stockholders

NET INCOME (LOSS) PER SHARE ATTRIBUTABLE TO COMMON STOCKHOLDERS

As a result of the Reverse Recapitalization, the Company has retroactively adjusted the weighted-average number of shares of common stock outstanding prior to the Closing Date by multiplying them by the exchange ratio of approximately 4.1193 used to determine the number of shares of common stock into which they converted. The common stock issued as a result of the redeemable convertible preferred stock conversion on the Closing Date was included in the basic net income (loss) per share calculation on a prospective basis.

RSUs to the extent these are dilutive. We calculated basic and diluted net income (loss) per share attributable to common stockholders as follows (in thousands, except per share amounts):


	Three Months Ended March 31,
	2022		2021
Basic net income (loss) per share attributable to common stockholders:
Numerator :
Net income (loss) attributable to common stockholders	$	71,904	$	(2,872)


Denominator:
Weighted average shares used in computing net income (loss) per share attributable to common stockholders, basic	275,199		39,632
Basic net income (loss) per share attributable to common stockholders	$	0.26	$	(0.07)
Diluted net income (loss) per share attributable to common stockholders
Numerator :
Diluted net income (loss) attributable to common stockholders	$	71,904	$	(2,872)
Denominator:
Weighted average shares used in computing net income (loss) per share	275,199		39,632
Weighted average effect of dilutive potential common stock	37,233		—
Weighted-average shares used in computing net income (loss) per share attributable to common stockholders, diluted	312,432		39,632
Diluted net income (loss) per share attributable to common stockholders	$	0.23	$	(0.07)

Basic net loss per share is the same as diluted net loss per share for the period we reported net loss. The following potentially dilutive outstanding securities were excluded from the computation of diluted net income (loss) per share attributable to common stockholders, basic and diluted, because their effect would have been anti-dilutive or issuance of such shares is contingent upon the satisfaction of certain conditions which were not satisfied by the end of the period (shares in thousands):


	As of March 31,
	2022	2021

Private warrants	1,708	—


Redeemable convertible preferred stock, all series	—	126,409
Warrants to purchase common stock	—	1,081
Common stock options outstanding	1,027	47,136
Unvested RSUs	26,109	1,353
ESPP Shares	1,094	—
Total potentially dilutive common stock equivalents	29,938	175,979

Summary of Significant Accounting Policies (Policies)	3 Months Ended
Summary of Significant Accounting Policies (Policies)	Mar. 31, 2022
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and applicable rules and regulations of the SEC, regarding interim financial reporting. Certain information and disclosures normally included in the financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. These unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and related notes in the Company’s 2021 Form 10-K for the fiscal year ended December 31, 2021, which provides a more complete discussion of the Company’s accounting policies and certain other information. In the opinion of the Company, the accompanying unaudited condensed consolidated financial statements contain all adjustments, consisting of only normal recurring adjustments, necessary for a fair statement of its financial position as of March 31, 2022, and its results of operations for the three months ended March 31, 2022 and 2021, and cash flows for the three months ended March 31, 2022 and 2021. The condensed consolidated balance sheet as of December 31, 2021, was derived from audited annual financial statements but does not contain all of the footnote disclosures from the annual financial statements.
Principles of Consolidation	Principles of Consolidation The accompanying condensed consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation.
Use of Estimates	Use of Estimates The preparation of the accompanying condensed consolidated financial statements in conformity with U.S. GAAP requires management to make certain estimates and assumptions that affect the reported amounts and disclosures in the condensed consolidated financial statements and accompanying notes. Significant estimates include assumptions related to the fair value of common stock before the Merger and other assumptions used to measure stock-based compensation, fair value of assets acquired and liabilities assumed in business combinations, identified intangibles and goodwill, valuation of deferred tax assets, the estimate of net realizable value of inventory, allowance for doubtful accounts, the fair value of common stock warrants, public and private warrants liability, and earn-out shares, and the determination of stand-alone selling price of various performance obligations. As of March 31, 2022, future impact of the COVID-19 pandemic on the Company’s operational and financial performance will depend on certain developments, including the duration and spread of the pandemic, impact on the Company’s subscribers and their spending habits, impact on the Company’s marketing efforts, and effect on the Company’s suppliers, all of which are uncertain and cannot be predicted with certainty. As a result, many of the Company’s estimates and assumptions required increased judgment and these estimates may change materially in future periods. Management evaluates its estimates and assumptions on an ongoing basis using historical experience and various other factors, including the current economic environment and the impact of COVID-19, which management believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. The Company adjusts such estimates and assumptions when dictated by facts and circumstances. Changes in those estimates resulting from continuing changes in the economic environment will be reflected in the condensed consolidated financial statements in future periods. Actual results may differ materially from those estimates.
Segment Information	Segment information The Company has a single operating segment and reportable segment. The Company’s chief operating decision-maker is its Chief Executive Officer, who reviews financial information presented on a consolidated basis for purposes of making operating decisions, assessing financial performance, and allocating resources. Refer to Note 4, for information regarding the Company’s revenue by geography. Substantially all of the Company’s long-lived assets are located in the United States.
Concentration of Credit Risk and Other Risks and Uncertainties	Concentration of Credit Risk and Other Risks and Uncertainties Financial instruments that subject the Company to concentrations of credit risk consist primarily of cash and cash equivalents, investments, and accounts receivable. The Company maintains its cash balances in accounts held by major banks and financial institutions located in the United States. Such bank deposits from time to time may be exposed to credit risk in excess of the Federal Deposit Insurance Corporation insurance limit, and the Company considers such risk to be minimal. We invest only in high-quality credit instruments and maintain our cash and cash equivalents and available-for-sale investments in fixed income securities. Management believes that the financial institutions that hold our investments are financially sound and, accordingly, are subject to minimal credit risk. Deposits held with banks may exceed the amount of insurance provided on such deposits. The Company’s accounts receivable is derived from customers located both inside and outside the United States. The Company mitigates its credit risks by performing ongoing credit evaluations of the financial condition of its customers and requires advance payment from customers in certain circumstances. The Company generally does not require collateral from its customers. No customer accounted for more than 10% of the Company’s total accounts receivable during three months ended March 31, 2022 and 2021. No customer accounted for more than 10% of the Company’s total revenue for three months ended March 31, 2022 and 2021.
Cash and Cash Equivalents and Restricted Cash	Cash, Cash Equivalents, and Restricted Cash The Company considers all highly liquid investments purchased with an original maturity of 90 days or less to be cash equivalents. Cash and cash equivalents include cash on hand and amounts on deposit with financial institutions. Amounts receivable from credit card processors of approximately $0.9 million and $0.7 million as of March 31, 2022 and December 31, 2021, respectively, are also considered cash equivalents because they are both short-term and highly-liquid in nature and are typically converted to cash approximately three to five business days from the date of the underlying transaction.
Accounts Receivable, Net	Accounts Receivable, Net Accounts receivable consists of current trade receivables due from customers recorded at the invoiced amount, net of allowances for doubtful accounts. The Company’s accounts receivable represent amounts due from customers arising from revenue and are stated at the amount the Company expects to collect from outstanding balances. On a periodic basis, the Company evaluates accounts receivable estimated to be uncollectible and provides allowances, as necessary, for doubtful accounts.
Fair Value Measurement	Fair Value Measurement The Company accounts for certain of its financial assets and liabilities at fair value. The Company uses a three-level hierarchy, which prioritizes, within the measurement of fair value, the use of market-based information over entity-specific information for fair value measurements based on the nature of inputs used in the valuation of an asset or liability as of the measurement date. Fair value focuses on an exit price and is defined as 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. When determining the fair value measurements for assets and liabilities which are required to be recorded at fair value, the Company considers the principal or most advantageous market in which the Company would transact and the market-based risk measurements or assumptions that market participants would use in pricing the asset or liability, such as risks inherent in valuation techniques, transfer restrictions and credit risks. The inputs or methodology used for valuing financial instruments are not necessarily an indication of the risk associated with investing in those financial instruments. Goodwill, intangible assets, and other long-lived assets are measured at fair value on a nonrecurring basis, only if impairment is indicated. Accounts receivable and accounts payable are carried at cost, which approximates fair value due to the short maturity of these instruments.
Transaction Costs and Business Combination	Transaction Costs Transaction costs consist of direct legal, accounting and other fees relating to the consummation of the Merger. These costs were initially capitalized as incurred in other assets on the condensed consolidated balance sheets. Upon the Closing, transaction costs related to the issuance of shares were recognized in stockholders’ equity (deficit) while costs associated with the public and private warrants liabilities were expensed in the condensed consolidated statements of operations. The Company and Gores incurred $10.0 million and $26.3 million transaction costs, respectively. The total transaction cost was $36.3 million, consisting of underwriting, legal, and other professional fees, of which $35.7 million was recorded to additional paid-in capital as a reduction of proceeds and the remaining $0.6 million was expensed immediately upon the Closing. As of March 31, 2021, $3.0 million of deferred transaction costs were included within other assets in the condensed consolidated balance sheet. Business Combination Business acquisitions are accounted for using the acquisition method under Accounting Standards Codifications (“ASC”) 805, Business Combinations (“ASC 805”), which requires recording assets acquired and liabilities assumed at fair value as of the acquisition date. Under the acquisition method of accounting, each tangible and separately identifiable intangible assets acquired and liabilities assumed is recorded based on their preliminary estimated fair values on the acquisition date. The initial valuations are derived from estimated fair value assessments and assumptions used by management. The excess of the purchase price over the fair values of these identifiable assets and liabilities is recorded as goodwill. Additional information existing as of the acquisition date but unknown to the Company may become known during the remainder of the measurement period, not to exceed 12 months from the acquisition date, which may result in changes to the amounts and allocations recorded. Acquisition related transaction costs are expensed as incurred and are recorded in selling, general, and administrative expenses in the Condensed Consolidated Statements of Operations. The Company incurred $0.5 million of acquisition-related costs for the three months ended March 31, 2022.
Intangible Assets	Intangible Assets Purchased intangible assets with finite lives are carried at costs, less accumulated amortization. Amortization is computed over the estimated useful lives of the respective assets.
Impairment of Goodwill, Intangible Assets, and Other Long-Lived Assets	Impairment of Goodwill, Intangible Assets, and Other Long-Lived Assets Goodwill represents the excess of the purchase price over the fair value of identifiable assets and liabilities acquired in each business combination. Goodwill will be evaluated for impairment on an annual basis in the fourth quarter of the Company’s fiscal year, and whenever events or changes in circumstances indicated the carrying amount of goodwill may not be recoverable. The Company has elected to first assess qualitative factors to determine whether it is more likely than not that the fair value of the Company’s single reporting unit is less than its carrying amount, including goodwill. If the Company determines that it is more likely than not that the fair value of the Company’s single reporting unit is less than its carrying amount, then the quantitative impairment test will be performed. Under the quantitative impairment test, if the carrying amount of the single reporting unit exceeds its fair value, the Company will recognize an impairment loss in an amount equal to that excess but limited to the total amount of goodwill. The Company evaluates events and changes in circumstances that could indicate carrying amounts of purchased intangible assets and other long-lived assets may not be recoverable. When such events or changes in circumstances occur, the Company assesses the recoverability of these assets by determining whether or not the carrying amount will be recovered through undiscounted expected future cash flows. If the total of the future undiscounted cash flows is less than the carrying amount of an asset group, the Company will record an impairment loss for the amount by which the carrying amount of the assets exceeds the fair value of the assets.
Earn-out Arrangement	Earn-out Arrangement In connection with the reverse recapitalization and pursuant to the Merger Agreement, eligible Legacy Matterport stockholders and Legacy Matterport stock option and restricted stock unit (“RSU”) holders were entitled to receive an aggregate of approximately 23.5 million shares (“Earn-out Shares”) of the Company’s Class A common stock, par value $0.0001 per share (“Class A common stock”) upon the Company achieving certain Earn-out Triggering Events during the Earn-out Period (as described in Note 14 “Contingent Earn-Out Liability”. In accordance with ASC 815-40, Earn-out Shares issuable to Legacy Matterport common stockholders in respect of such common stock are not solely indexed to the common stock and therefore are accounted for as contingent earn-out liability on the consolidated balance sheet at the reverse recapitalization date and subsequently remeasured at each reporting date with changes in fair value recorded a component of other income (expense), net in the consolidated statements of operations. If the applicable triggering event is achieved for a tranche, the Company will reclassify the outstanding earn-out liability to additional paid-in capital upon the triggering event and account for the Earn-out Shares for such tranche as issued and outstanding common stock upon the share release. Earn-out Shares issuable to certain holders of Legacy Matterport stock options and RSUs in respect of such stock options and RSUs (the “Earn-out Awards”) are subject to forfeiture and are accounted for in accordance with ASC 718. The Company measures and recognizes stock-compensation expense based on the fair value of the Earn-out Awards over the derived service period for each tranche. Forfeitures are accounted for as they occur. Upon the forfeiture of Earn-out Shares issuable to any eligible holder of Legacy Matterport stock options and RSUs, the forfeited Earn-out awards are subject to reallocation and grant on a pro rata basis to the remaining eligible Legacy Matterport stockholders and stock options and RSUs holders. The reallocated issuable shares to Legacy Matterport common stockholders are recognized as contingent earn-out liability, and the reallocated issuable shares to Legacy Matterport stock options and RSUs holders are recognized as stock-based compensation over the remaining derived service period based on the fair value on the date of the reallocation. The estimated fair value of the Earn-out Shares is allocated proportionally to contingent earn-out liability and the grant date fair value of the Earn-out Awards. The estimated fair value of the Earn-out Shares is determined using a Monte Carlo simulation prioritizing the most reliable information available. The assumptions utilized in the calculation are based on the achievement of certain stock price milestones, including the current price of shares of Class A common stock, expected volatility, risk-free rate, expected term and dividend rate. The contingent earn-out liability is categorized as a Level 3 fair value measurement because the Company estimates projections during the Earn-out Period utilizing unobservable inputs. See Note 8 “Fair Value Measurement” and Note 14 “Contingent Earn-Out Awards” for additional information. All six Earn-out Triggering Events occurred as of January 18, 2022, which resulted in the Company issuing an aggregate of 21.5 million Earn-out Shares to the eligible Legacy Matterport stockholders and Legacy Matterport RSU and stock option holders, which reflects the withholding of approximately 2.0 million Earn-out Shares to cover tax obligations. Refer to Note 14 “Contingent Earn-out Awards” and Note 15 “Stock Plan” for additional information.
Advertising Costs	Advertising CostsAdvertising costs are expensed as incurred and included in selling, general, and administrative in the condensed consolidated statements of operations.
Accounting Pronouncements	Accounting Pronouncements The Company is provided the option to adopt new or revised accounting guidance as an “emerging growth company” under the Jumpstart Our Business Startups Act of 2012 either (1) within the same periods as those otherwise applicable to public business entities or (2) within the same time periods as nonpublic business entities, including early adoption when permissible. With the exception of standards the Company elected to early adopt, when permissible, the Company has elected to adopt new or revised accounting guidance within the same time period as non-public business entities, as indicated below. As a result, the Company’s financial statements may not be comparable to companies that comply with public company effective dates because of this election. Recently Adopted Accounting Standards In February 2016, the FASB issued Accounting Standards Update (ASU) No. 2016-02, Leases (Topic 842) (“ASU 2016-02” or “Topic 842”), which requires a lessee to recognize right-of-use (ROU) assets and lease liabilities arising from operating and financing leases with terms longer than 12 months on the condensed consolidated balance sheets and to disclose key information about leasing arrangements. The Company adopted the new standard, along with all subsequent ASU clarifications and improvements that are applicable to the Company, effective January 1, 2022 and recorded an ROU asset and lease liability related to its operating leases. The Company used the modified retrospective approach with the effective date as the date of initial application. Accordingly, the Company applied the new lease standard prospectively to leases existing or commencing on or after January 1, 2022. Prior period balances and disclosures have not been restated. The Company elected the package of transitional practical expedients, which among other provisions, allows the Company to not reassess under the new standard the Company's prior conclusions about lease identification, lease classification and initial direct cost, for any existing leases on the adoption date. In addition, for operating leases, the Company elected to account for lease and non-lease components as a single lease component. The Company also made an accounting policy election to not recognize lease liabilities and ROU assets on its condensed consolidated balance sheet for leases that, at the lease commencement date, have a lease term of 12 months or less. Adoption of the standard resulted in the recognition of $3.6 million of ROU assets and $3.8 million of lease liabilities related to the Company's leases on its condensed consolidated balance sheet on January 1, 2022. The difference of $0.2 million represented deferred rent for leases that existed as of the date of adoption, which decreased the opening balance of ROU assets. In addition, the prepaid rent balance as of the date of adoption increased the opening balance of ROU assets. The deferred rent and prepaid rent balances were derecognized as of the date of adoption and no adjustment was made to retained earnings. The adoption of the standard did not have a material impact on our condensed consolidated statement of operations, comprehensive income (loss), changes in shareholders' equity or cash flows. In January 2017, the FASB issued ASU 2017-04, Simplifying the Test for Goodwill Impairment (Topic 350) (“ASU 2017-04” or “Topic 350”), which removes Step 2 from the goodwill impairment test. ASU 2017-04 is effective for public business entities for annual or any interim goodwill impairment tests in fiscal years beginning after December 15, 2019. For all other entities, including emerging growth companies, this ASU is effective for annual or any interim goodwill impairment tests in fiscal years beginning after December 15, 2021. Early adoption is permitted. The Company adopted this standard effective January 1, 2022, which has not had a material impact on our condensed consolidated financial statements. In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes. ASU No. 2019-12 removes certain exceptions to the general principles in Topic 740 and also clarifies and amends existing guidance to improve consistent application. ASU No. 2019-12 is effective for public entities for interim and annual periods beginning after December 15, 2020, with early adoption permitted. ASU No. 2019-12 is effective for all other entities, including emerging growth companies, for annual periods beginning after December 15, 2021, and interim periods beginning after December 15, 2022, with early adoption permitted. The Company adopted this standard effective January 1, 2022, which did not have a material impact on the Company’s condensed consolidated financial statements. Recently Issued Accounting Standards Not Yet Adopted In June 2016, the FASB issued ASU No. 2016-13, Financial instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, and subsequent related ASUs, which amends the guidance on the impairment of financial instruments by requiring measurement and recognition of expected credit losses for financial assets held. This ASU is effective for public business entities that meet the definition of a Securities and Exchange Commission filer, excluding eligible smaller reporting companies for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years. For all other entities, including emerging growth companies, it is effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. The Company expects to adopt ASU No. 2016-13 beginning January 1, 2023, and is currently evaluating the impact on the Company’s condensed consolidated financial statements. In October 2021, the FASB issues ASU No. 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers. ASU 2021-08 requires an acquirer in a business combination to recognize and measure contract assets and contract liabilities acquired in a business combination in accordance with ASC 606, Revenue from Contract with Customers, as if it had originated the contracts. This ASU is effective for public entities for interim and annual periods beginning after December 15, 2022. ASU No. 2021-08 will be effective for all other entities, including emerging growth companies, for annual periods beginning after December 15, 2023, including interim periods within those fiscal years. Early adoption is permitted. The Company expects to adopt ASU 2021-08 beginning January 1, 2023, and is currently assessing the impact the guidance will have on the Company’s condensed consolidated financial statements.

Acquisition

3 Months Ended

Mar. 31, 2022

Business Combination and Asset Acquisition [Abstract]

Acquisition

ACQUISITION

On January 5, 2022 (the “Enview Acquisition Date”), the Company completed the acquisition (the “Enview Acquisition”) of Enview, Inc. (“Enview”), a privately-held company engaged in the development of artificial intelligence algorithms to identify natural and man-made features in geospatial data using various techniques. The total purchase consideration for the Enview Acquisition was $64.4 million, which consisted of the following (in thousands):


	Amount
Cash	$	35,026
Common stock (1.2 million shares)(1)	19,118
Unpaid Consideration (2)	10,270
Total	$	64,414

(1) On the Enview Acquisition Date, the Company's closing stock price was $15.73 per share.

(2) The Company recorded a liability for unpaid cash of $4.3 million and stock consideration of $6.0 million that will be paid at a future date due to the passage of time in accordance with the merger agreement, not to exceed two years from the Enview Acquisition Date. The liabilities are included in accrued expenses and other current liabilities and other long-term liabilities in the condensed consolidated balance sheet.

The Company has accounted for the Enview Acquisition as a business combination and allocated the purchase consideration to assets acquired and liabilities assumed based on preliminary estimated fair values at the Enview Acquisition Date, as presented in the following table (in thousands):


	Amount
Goodwill	$	54,080
Identified intangible assets	5,400
Net assets acquired	4,934


Total	$	64,414

Goodwill generated from this business combination is primarily attributable to the assembled workforce and expected post-acquisition synergies from integrating Enview technology with Matterport’s products and services. The goodwill is not deductible for income tax purposes.

The following table summarizes the preliminary estimated fair values and estimated useful lives of the components of identifiable intangible assets acquired as of the Enview Acquisition Date (in thousands, except years):


	Fair Value		Estimated Useful Life
Developed technology	$	5,400	5 years

Pro forma results of operations have not been presented because the effects of the Enview Acquisition were not material to the Company’s condensed consolidated statements of operations.

Revenue - Disaggregated Revenue (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Disaggregation of Revenue [Line Items]
Total revenue	$ 28,510	$ 26,929
Over time revenue
Disaggregation of Revenue [Line Items]
Total revenue	21,114	16,489
Point-in-time revenue
Disaggregation of Revenue [Line Items]
Total revenue	7,396	10,440
United States
Disaggregation of Revenue [Line Items]
Total revenue	16,237	16,996
International
Disaggregation of Revenue [Line Items]
Total revenue	$ 12,273	$ 9,933

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021
Current assets:
Cash and cash equivalents	$ 92,996	$ 139,519
Restricted cash	0	468
Short-term investments	308,813	264,931
Accounts receivable, net of allowance of $482 and $291, as of March 31, 2022 and December 31, 2021, respectively	15,088	10,879
Inventories	5,166	5,593
Prepaid expenses and other current assets	14,213	16,313
Total current assets	436,276	437,703
Property and equipment, net	21,946	14,118
Operating lease right-of-use assets	3,369	0
Long-term investments	198,178	263,659
Goodwill	54,080	0
Intangible assets, net	5,140	0
Other assets	2,912	3,696
Total assets	721,901	719,176
Current liabilities
Accounts payable	13,089	12,227
Deferred revenue	14,270	11,074
Accrued expenses and other current liabilities	21,763	10,026
Total current liabilities	49,122	33,327
Warrants liability	6,405	38,974
Contingent earn-out liability	0	377,576
Deferred revenue, non-current	288	874
Total other long-term liabilities	6,448	262
Total liabilities	62,263	451,013
Commitments and contingencies (Note 10)
Redeemable convertible preferred stock, $0.0001 par value; 30,000 shares authorized as of March 31, 2022 and December 31, 2021, respectively; nil shares issued and outstanding as of March 31, 2022 and December 31, 2021; and liquidation preference of nil as of March 31, 2022 and December 31, 2021, respectively	0	0
Stockholders’ equity:
Common stock, $0.0001 par value; 640,000 shares authorized as of March 31, 2022 and December 31, 2021, respectively; and 281,271 shares and 250,173 shares issued and outstanding as of March 31, 2022 and December 31, 2021, respectively	28	25
Additional paid-in capital	1,061,938	737,735
Accumulated other comprehensive loss	(6,174)	(1,539)
Accumulated deficit	(396,154)	(468,058)
Total stockholders’ equity	659,638	268,163
Total liabilities and stockholders’ equity	$ 721,901	$ 719,176

Stock Plan - Earn-out Shares Activity (Details) - $ / shares			3 Months Ended
	Feb. 01, 2022	Jan. 18, 2022	Mar. 31, 2022	Dec. 31, 2021
Weighted-Average Grant Date Fair Value
Earn-out shares withheld for tax obligation (shares)	2,000,000	2,000,000
Earn-out shares
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding [Roll Forward]
Beginning balance (shares)			4,700,000
Granted (shares)			13,000
Forfeited or Canceled (shares)			61,000
Vested and canceled (shares)			(1,966,000)
Vested and released (shares)			(2,686,000)
Ending balance (shares)			0
Weighted-Average Grant Date Fair Value
Outstanding, weighted-average grant date fair value ($ per share)				$ 12.64
Granted ($ per share)			$ 20.13
Forfeited or Canceled ($ per share)			13.07
Vested and Canceled ($ per share)			5.35
Vested and Released ($ per share)			$ 7.31

Fair Value Measurements - Reconciliation of Asset and Liability (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2022 USD ($)
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Roll Forward]
Beginning balance	$ 0
Transfer of Private Warrants to Level 3	3,416
Unrealized loss	2,989
Ending Balance	$ 6,405

Goodwill and Intangible Assets (Tables)

3 Months Ended

Mar. 31, 2022

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Goodwill

The following table presents details of the Company’s goodwill during the three months ended March 31, 2022 (in thousands):


	Amount
Balance as of December 31, 2021	$	—
Goodwill acquired	54,080
Balance as of March 31, 2022	$	54,080

Schedule of Purchased Intangible Assets

The following table presents details of the Company’s purchased intangible assets as of March 31, 2022 (in thousands). There were no intangibles as of December 31, 2021.


	March 31, 2022
	Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount
Intangible assets subject to amortization:
Developed technology	$	5,400	$	260	$	5,140

Schedule of Finite-Lived Intangible Assets, Future Amortization Expense

The following table summarizes estimated future amortization expense for the Company’s intangible assets as of March 31, 2022 (in thousands):


	Amount
Remaining 2022	$	804
2023	1,080
2024	1,080
2025	1,080
2026	1,080
2027 and thereafter	16
Total future amortization expense	$	5,140

Goodwill and Intangible Assets - Schedule of Intangible Assets and Goodwill (Details) - USD ($)	Mar. 31, 2022	Dec. 31, 2021
Finite-Lived Intangible Assets [Line Items]
Total future amortization expense	$ 5,140,000	$ 0
Developed technology
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	5,400,000
Accumulated Amortization	260,000
Total future amortization expense	$ 5,140,000

Stockholders' Equity - Narrative (Details)
$ / shares in Units, $ in Thousands

2 Months Ended

3 Months Ended

5 Months Ended

Jul. 22, 2021

USD ($)

$ / shares

Sep. 30, 2021

USD ($)

Mar. 31, 2022

USD ($)

lender

$ / shares

Mar. 31, 2021

USD ($)

Dec. 31, 2021

USD ($)

$ / shares

Jan. 18, 2022

$ / shares

Jan. 14, 2022

Aug. 19, 2021

Jul. 21, 2021

$ / shares

Dec. 31, 2020

^[1]

Issuance of common stock (shares)

72,500,000

Gross proceeds received in business combination | $

$ 640,100

Transaction costs paid | $

36,300

$ 0

$ 593

$ 36,300

Additional paid in capital, reduction of proceeds | $

35,700

$ 35,700

Transaction costs | $

$ 600

Common stock, authorized (shares)

640,000,000

232,700,000

Common stock, par value ($ per share) | $ / shares

$ 0.0001

$ 0.001

Stock, authorized (shares)

670,000,000

Stock, par value ($ per share) | $ / shares

$ 0.0001

Preferred stock, authorized (shares)

30,000,000

Common stock, outstanding (shares)

241,956,000

281,271,000

250,173,000

Warrants, contractual life

5 years

Shares issued upon exercise of warrants (shares)

2,000,000

9,100,000

11,350,000

Common Stock

Common stock, outstanding (shares)

281,271,000

40,566,000

^[1]

250,173,000

38,981,000

Number of lenders | lender

Warrants, contractual life

10 years

Shares issued upon exercise of warrants (shares)

1,000,000

Warrants

Unamortized debt discount | $

$ 200

Gore Holdings VI, Inc. Public Stockholders

Redemption of common stock | $

$ 900

Gores Holdings VI, Inc.

Transaction costs paid | $

$ 26,300

[1]	The shares of the Company’s common and redeemable convertible preferred stock, prior to the Merger (as defined in Note 1) have been retroactively restated to reflect the exchange ratio of approximately 4.1193 established in the Merger as described in Note 3.

Stockholders' Equity

3 Months Ended

Mar. 31, 2022

Stockholders' Equity

STOCKHOLDERS’ EQUITY

On July 22, 2021, the Company issued 72.5 million shares of Class A common stock to public stockholders of Gores, Initial Stockholders of Class F Stock, and PIPE investors for an aggregate gross proceeds of $640.1 million. The Company paid $0.9 million to Gores’ stockholders who redeemed Gores’ Class A common stock immediately prior to the Closing. The Company and Gores incurred $10.0 million and $26.3 million transaction costs, respectively. The total transaction cost was $36.3 million, consisting of underwriting, legal and other professional fees, of which $35.7 million was recorded to additional paid-in capital as a reduction of proceeds and the remaining $0.6 million was expensed immediately.

The Company has retroactively adjusted the shares issued and outstanding prior to July 22, 2021 to give effect to the exchange ratio established in the Merger Agreement to determine the number of shares of common stock into which shares of Legacy Matterport common stock were converted. Immediately prior to the Closing, 232.7 million shares were authorized for issuance at $0.001 par value. Immediately following the Closing, 670.0 million share were authorized for issuance at $0.0001 par value, including 640.0 million shares of common stock and 30.0 million shares of preferred stock. There were 242.0 million shares of common stock outstanding with a par value of $0.0001 upon the Closing. The holder of each share of common stock is entitled to one vote.

The Company had reserved shares of common stock for future issuance as of March 31, 2022 as follows (in thousands):


			March 31, 2022

Private warrants to purchase common stock			1,708
Common stock options outstanding and unvested RSUs under the Amended and Restated 2011 Stock Incentive Plan			64,370
Shares available for future grant under 2021 Employee Stock Purchase Plan			9,760
Shares available for future grant under 2021 Incentive Award Plan			13,706
Total shares of common stock reserved			89,544

Common Stock Warrants— The Company issued warrants to purchase common stock in connection with loan agreements entered from three lenders as disclosed below and in Note 9 “Debt”. Those warrants were considered equity at inception and were recorded to additional paid-in capital. The warrants had a contractual 10-year life from the issuance date.

All previously issued common stock warrants were fully vested and exercisable as of December 31, 2020.

In February 2021, the holders of all of the Company’s outstanding warrants entered into an agreement with the Company to exercise their warrants contingent upon, and effective immediately prior to, the consummation of the First Merger. On July 22, 2021, all the common stock warrants were exercised. The Company issued 1.0 million shares of the Class A common stock to the holders of the common stock warrants upon the Closing.

As of March 31, 2021, the unamortized debt discount related to the above warrants were $0.2 million. The Company fully amortized the remaining debt discount associated with the above warrants during the year ended December 31, 2021 upon the full repayment of the debt as discussed Note 9 “Debt”.

Accumulated Other Comprehensive Income (Loss)

The following table summarizes the changes in accumulated other comprehensive income (loss) by component, net of tax (in thousands):


	Foreign Currency Translation, Net of Tax		Unrealized Losses on Available-for-Sale Debt Securities, Net of Tax		Total
Balance at December 31, 2021	$	(52)	$	(1,487)	$	(1,539)
Net unrealized loss	—		(4,635)		(4,635)
Balance at March 31, 2022	$	(52)	$	(6,122)	$	(6,174)


	Foreign Currency Translation, Net of Tax		Unrealized Gains on Available-for-Sale Debt Securities, Net of Tax		Total
Balance at December 31, 2020	$	135	$	—	$	135
Net unrealized loss	(67)		40		(27)
Balance at March 31, 2021	$	68	$	40	$	108

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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Revenue from Contract with Customer [Abstract]

Summary of Significant Accounting Policies	3 Months Ended
Summary of Significant Accounting Policies	Mar. 31, 2022
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Other than the policies noted below, no material changes have been made to the significant accounting policies described in the Company’s 2021 Form 10-K for the fiscal year ended December 31, 2021. Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and applicable rules and regulations of the SEC, regarding interim financial reporting. Certain information and disclosures normally included in the financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. These unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and related notes in the Company’s 2021 Form 10-K for the fiscal year ended December 31, 2021, which provides a more complete discussion of the Company’s accounting policies and certain other information. In the opinion of the Company, the accompanying unaudited condensed consolidated financial statements contain all adjustments, consisting of only normal recurring adjustments, necessary for a fair statement of its financial position as of March 31, 2022, and its results of operations for the three months ended March 31, 2022 and 2021, and cash flows for the three months ended March 31, 2022 and 2021. The condensed consolidated balance sheet as of December 31, 2021, was derived from audited annual financial statements but does not contain all of the footnote disclosures from the annual financial statements. Principles of Consolidation The accompanying condensed consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation. Use of Estimates The preparation of the accompanying condensed consolidated financial statements in conformity with U.S. GAAP requires management to make certain estimates and assumptions that affect the reported amounts and disclosures in the condensed consolidated financial statements and accompanying notes. Significant estimates include assumptions related to the fair value of common stock before the Merger and other assumptions used to measure stock-based compensation, fair value of assets acquired and liabilities assumed in business combinations, identified intangibles and goodwill, valuation of deferred tax assets, the estimate of net realizable value of inventory, allowance for doubtful accounts, the fair value of common stock warrants, public and private warrants liability, and earn-out shares, and the determination of stand-alone selling price of various performance obligations. As of March 31, 2022, future impact of the COVID-19 pandemic on the Company’s operational and financial performance will depend on certain developments, including the duration and spread of the pandemic, impact on the Company’s subscribers and their spending habits, impact on the Company’s marketing efforts, and effect on the Company’s suppliers, all of which are uncertain and cannot be predicted with certainty. As a result, many of the Company’s estimates and assumptions required increased judgment and these estimates may change materially in future periods. Management evaluates its estimates and assumptions on an ongoing basis using historical experience and various other factors, including the current economic environment and the impact of COVID-19, which management believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. The Company adjusts such estimates and assumptions when dictated by facts and circumstances. Changes in those estimates resulting from continuing changes in the economic environment will be reflected in the condensed consolidated financial statements in future periods. Actual results may differ materially from those estimates. Segment information The Company has a single operating segment and reportable segment. The Company’s chief operating decision-maker is its Chief Executive Officer, who reviews financial information presented on a consolidated basis for purposes of making operating decisions, assessing financial performance, and allocating resources. Refer to Note 4, for information regarding the Company’s revenue by geography. Substantially all of the Company’s long-lived assets are located in the United States. Concentration of Credit Risk and Other Risks and Uncertainties Financial instruments that subject the Company to concentrations of credit risk consist primarily of cash and cash equivalents, investments, and accounts receivable. The Company maintains its cash balances in accounts held by major banks and financial institutions located in the United States. Such bank deposits from time to time may be exposed to credit risk in excess of the Federal Deposit Insurance Corporation insurance limit, and the Company considers such risk to be minimal. We invest only in high-quality credit instruments and maintain our cash and cash equivalents and available-for-sale investments in fixed income securities. Management believes that the financial institutions that hold our investments are financially sound and, accordingly, are subject to minimal credit risk. Deposits held with banks may exceed the amount of insurance provided on such deposits. The Company’s accounts receivable is derived from customers located both inside and outside the United States. The Company mitigates its credit risks by performing ongoing credit evaluations of the financial condition of its customers and requires advance payment from customers in certain circumstances. The Company generally does not require collateral from its customers. No customer accounted for more than 10% of the Company’s total accounts receivable during three months ended March 31, 2022 and 2021. No customer accounted for more than 10% of the Company’s total revenue for three months ended March 31, 2022 and 2021. Cash, Cash Equivalents, and Restricted Cash The Company considers all highly liquid investments purchased with an original maturity of 90 days or less to be cash equivalents. Cash and cash equivalents include cash on hand and amounts on deposit with financial institutions. Amounts receivable from credit card processors of approximately $0.9 million and $0.7 million as of March 31, 2022 and December 31, 2021, respectively, are also considered cash equivalents because they are both short-term and highly-liquid in nature and are typically converted to cash approximately three to five business days from the date of the underlying transaction. The Company had restricted cash of nil and $0.5 million as of March 31, 2022 and December 31, 2021. The restricted cash is cash deposits restricted under the 2020 term loan. Refer to Note 9 “Debt” for additional information. Accounts Receivable, Net Accounts receivable consists of current trade receivables due from customers recorded at the invoiced amount, net of allowances for doubtful accounts. The Company’s accounts receivable represent amounts due from customers arising from revenue and are stated at the amount the Company expects to collect from outstanding balances. On a periodic basis, the Company evaluates accounts receivable estimated to be uncollectible and provides allowances, as necessary, for doubtful accounts. As of March 31, 2022 and December 31, 2021, the allowance for doubtful accounts was $0.5 million and $0.3 million, respectively. Fair Value Measurement The Company accounts for certain of its financial assets and liabilities at fair value. The Company uses a three-level hierarchy, which prioritizes, within the measurement of fair value, the use of market-based information over entity-specific information for fair value measurements based on the nature of inputs used in the valuation of an asset or liability as of the measurement date. Fair value focuses on an exit price and is defined as 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. When determining the fair value measurements for assets and liabilities which are required to be recorded at fair value, the Company considers the principal or most advantageous market in which the Company would transact and the market-based risk measurements or assumptions that market participants would use in pricing the asset or liability, such as risks inherent in valuation techniques, transfer restrictions and credit risks. The inputs or methodology used for valuing financial instruments are not necessarily an indication of the risk associated with investing in those financial instruments. Goodwill, intangible assets, and other long-lived assets are measured at fair value on a nonrecurring basis, only if impairment is indicated. Accounts receivable and accounts payable are carried at cost, which approximates fair value due to the short maturity of these instruments. Transaction Costs Transaction costs consist of direct legal, accounting and other fees relating to the consummation of the Merger. These costs were initially capitalized as incurred in other assets on the condensed consolidated balance sheets. Upon the Closing, transaction costs related to the issuance of shares were recognized in stockholders’ equity (deficit) while costs associated with the public and private warrants liabilities were expensed in the condensed consolidated statements of operations. The Company and Gores incurred $10.0 million and $26.3 million transaction costs, respectively. The total transaction cost was $36.3 million, consisting of underwriting, legal, and other professional fees, of which $35.7 million was recorded to additional paid-in capital as a reduction of proceeds and the remaining $0.6 million was expensed immediately upon the Closing. As of March 31, 2021, $3.0 million of deferred transaction costs were included within other assets in the condensed consolidated balance sheet. Business Combination Business acquisitions are accounted for using the acquisition method under Accounting Standards Codifications (“ASC”) 805, Business Combinations (“ASC 805”), which requires recording assets acquired and liabilities assumed at fair value as of the acquisition date. Under the acquisition method of accounting, each tangible and separately identifiable intangible assets acquired and liabilities assumed is recorded based on their preliminary estimated fair values on the acquisition date. The initial valuations are derived from estimated fair value assessments and assumptions used by management. The excess of the purchase price over the fair values of these identifiable assets and liabilities is recorded as goodwill. Additional information existing as of the acquisition date but unknown to the Company may become known during the remainder of the measurement period, not to exceed 12 months from the acquisition date, which may result in changes to the amounts and allocations recorded. Acquisition related transaction costs are expensed as incurred and are recorded in selling, general, and administrative expenses in the Condensed Consolidated Statements of Operations. The Company incurred $0.5 million of acquisition-related costs for the three months ended March 31, 2022. Intangible Assets Purchased intangible assets with finite lives are carried at costs, less accumulated amortization. Amortization is computed over the estimated useful lives of the respective assets. Impairment of Goodwill, Intangible Assets, and Other Long-Lived Assets Goodwill represents the excess of the purchase price over the fair value of identifiable assets and liabilities acquired in each business combination. Goodwill will be evaluated for impairment on an annual basis in the fourth quarter of the Company’s fiscal year, and whenever events or changes in circumstances indicated the carrying amount of goodwill may not be recoverable. The Company has elected to first assess qualitative factors to determine whether it is more likely than not that the fair value of the Company’s single reporting unit is less than its carrying amount, including goodwill. If the Company determines that it is more likely than not that the fair value of the Company’s single reporting unit is less than its carrying amount, then the quantitative impairment test will be performed. Under the quantitative impairment test, if the carrying amount of the single reporting unit exceeds its fair value, the Company will recognize an impairment loss in an amount equal to that excess but limited to the total amount of goodwill. The Company evaluates events and changes in circumstances that could indicate carrying amounts of purchased intangible assets and other long-lived assets may not be recoverable. When such events or changes in circumstances occur, the Company assesses the recoverability of these assets by determining whether or not the carrying amount will be recovered through undiscounted expected future cash flows. If the total of the future undiscounted cash flows is less than the carrying amount of an asset group, the Company will record an impairment loss for the amount by which the carrying amount of the assets exceeds the fair value of the assets. The Company did not recognize any impairment losses on goodwill, intangible assets, or other long-lived assets during the three months ended March 31, 2022 and 2021, respectively. Earn-out Arrangement In connection with the reverse recapitalization and pursuant to the Merger Agreement, eligible Legacy Matterport stockholders and Legacy Matterport stock option and restricted stock unit (“RSU”) holders were entitled to receive an aggregate of approximately 23.5 million shares (“Earn-out Shares”) of the Company’s Class A common stock, par value $0.0001 per share (“Class A common stock”) upon the Company achieving certain Earn-out Triggering Events during the Earn-out Period (as described in Note 14 “Contingent Earn-Out Liability”. In accordance with ASC 815-40, Earn-out Shares issuable to Legacy Matterport common stockholders in respect of such common stock are not solely indexed to the common stock and therefore are accounted for as contingent earn-out liability on the consolidated balance sheet at the reverse recapitalization date and subsequently remeasured at each reporting date with changes in fair value recorded a component of other income (expense), net in the consolidated statements of operations. If the applicable triggering event is achieved for a tranche, the Company will reclassify the outstanding earn-out liability to additional paid-in capital upon the triggering event and account for the Earn-out Shares for such tranche as issued and outstanding common stock upon the share release. Earn-out Shares issuable to certain holders of Legacy Matterport stock options and RSUs in respect of such stock options and RSUs (the “Earn-out Awards”) are subject to forfeiture and are accounted for in accordance with ASC 718. The Company measures and recognizes stock-compensation expense based on the fair value of the Earn-out Awards over the derived service period for each tranche. Forfeitures are accounted for as they occur. Upon the forfeiture of Earn-out Shares issuable to any eligible holder of Legacy Matterport stock options and RSUs, the forfeited Earn-out awards are subject to reallocation and grant on a pro rata basis to the remaining eligible Legacy Matterport stockholders and stock options and RSUs holders. The reallocated issuable shares to Legacy Matterport common stockholders are recognized as contingent earn-out liability, and the reallocated issuable shares to Legacy Matterport stock options and RSUs holders are recognized as stock-based compensation over the remaining derived service period based on the fair value on the date of the reallocation. The estimated fair value of the Earn-out Shares is allocated proportionally to contingent earn-out liability and the grant date fair value of the Earn-out Awards. The estimated fair value of the Earn-out Shares is determined using a Monte Carlo simulation prioritizing the most reliable information available. The assumptions utilized in the calculation are based on the achievement of certain stock price milestones, including the current price of shares of Class A common stock, expected volatility, risk-free rate, expected term and dividend rate. The contingent earn-out liability is categorized as a Level 3 fair value measurement because the Company estimates projections during the Earn-out Period utilizing unobservable inputs. See Note 8 “Fair Value Measurement” and Note 14 “Contingent Earn-Out Awards” for additional information. All six Earn-out Triggering Events occurred as of January 18, 2022, which resulted in the Company issuing an aggregate of 21.5 million Earn-out Shares to the eligible Legacy Matterport stockholders and Legacy Matterport RSU and stock option holders, which reflects the withholding of approximately 2.0 million Earn-out Shares to cover tax obligations. Refer to Note 14 “Contingent Earn-out Awards” and Note 15 “Stock Plan” for additional information. Advertising Costs Advertising costs are expensed as incurred and included in selling, general, and administrative in the condensed consolidated statements of operations. Advertising expense was $3.4 million and $1.6 million for the three months ended March 31, 2022 and 2021, respectively. Accounting Pronouncements The Company is provided the option to adopt new or revised accounting guidance as an “emerging growth company” under the Jumpstart Our Business Startups Act of 2012 either (1) within the same periods as those otherwise applicable to public business entities or (2) within the same time periods as nonpublic business entities, including early adoption when permissible. With the exception of standards the Company elected to early adopt, when permissible, the Company has elected to adopt new or revised accounting guidance within the same time period as non-public business entities, as indicated below. As a result, the Company’s financial statements may not be comparable to companies that comply with public company effective dates because of this election. Recently Adopted Accounting Standards In February 2016, the FASB issued Accounting Standards Update (ASU) No. 2016-02, Leases (Topic 842) (“ASU 2016-02” or “Topic 842”), which requires a lessee to recognize right-of-use (ROU) assets and lease liabilities arising from operating and financing leases with terms longer than 12 months on the condensed consolidated balance sheets and to disclose key information about leasing arrangements. The Company adopted the new standard, along with all subsequent ASU clarifications and improvements that are applicable to the Company, effective January 1, 2022 and recorded an ROU asset and lease liability related to its operating leases. The Company used the modified retrospective approach with the effective date as the date of initial application. Accordingly, the Company applied the new lease standard prospectively to leases existing or commencing on or after January 1, 2022. Prior period balances and disclosures have not been restated. The Company elected the package of transitional practical expedients, which among other provisions, allows the Company to not reassess under the new standard the Company's prior conclusions about lease identification, lease classification and initial direct cost, for any existing leases on the adoption date. In addition, for operating leases, the Company elected to account for lease and non-lease components as a single lease component. The Company also made an accounting policy election to not recognize lease liabilities and ROU assets on its condensed consolidated balance sheet for leases that, at the lease commencement date, have a lease term of 12 months or less. Adoption of the standard resulted in the recognition of $3.6 million of ROU assets and $3.8 million of lease liabilities related to the Company's leases on its condensed consolidated balance sheet on January 1, 2022. The difference of $0.2 million represented deferred rent for leases that existed as of the date of adoption, which decreased the opening balance of ROU assets. In addition, the prepaid rent balance as of the date of adoption increased the opening balance of ROU assets. The deferred rent and prepaid rent balances were derecognized as of the date of adoption and no adjustment was made to retained earnings. The adoption of the standard did not have a material impact on our condensed consolidated statement of operations, comprehensive income (loss), changes in shareholders' equity or cash flows. In January 2017, the FASB issued ASU 2017-04, Simplifying the Test for Goodwill Impairment (Topic 350) (“ASU 2017-04” or “Topic 350”), which removes Step 2 from the goodwill impairment test. ASU 2017-04 is effective for public business entities for annual or any interim goodwill impairment tests in fiscal years beginning after December 15, 2019. For all other entities, including emerging growth companies, this ASU is effective for annual or any interim goodwill impairment tests in fiscal years beginning after December 15, 2021. Early adoption is permitted. The Company adopted this standard effective January 1, 2022, which has not had a material impact on our condensed consolidated financial statements. In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes. ASU No. 2019-12 removes certain exceptions to the general principles in Topic 740 and also clarifies and amends existing guidance to improve consistent application. ASU No. 2019-12 is effective for public entities for interim and annual periods beginning after December 15, 2020, with early adoption permitted. ASU No. 2019-12 is effective for all other entities, including emerging growth companies, for annual periods beginning after December 15, 2021, and interim periods beginning after December 15, 2022, with early adoption permitted. The Company adopted this standard effective January 1, 2022, which did not have a material impact on the Company’s condensed consolidated financial statements. Recently Issued Accounting Standards Not Yet Adopted In June 2016, the FASB issued ASU No. 2016-13, Financial instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, and subsequent related ASUs, which amends the guidance on the impairment of financial instruments by requiring measurement and recognition of expected credit losses for financial assets held. This ASU is effective for public business entities that meet the definition of a Securities and Exchange Commission filer, excluding eligible smaller reporting companies for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years. For all other entities, including emerging growth companies, it is effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. The Company expects to adopt ASU No. 2016-13 beginning January 1, 2023, and is currently evaluating the impact on the Company’s condensed consolidated financial statements. In October 2021, the FASB issues ASU No. 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers. ASU 2021-08 requires an acquirer in a business combination to recognize and measure contract assets and contract liabilities acquired in a business combination in accordance with ASC 606, Revenue from Contract with Customers, as if it had originated the contracts. This ASU is effective for public entities for interim and annual periods beginning after December 15, 2022. ASU No. 2021-08 will be effective for all other entities, including emerging growth companies, for annual periods beginning after December 15, 2023, including interim periods within those fiscal years. Early adoption is permitted. The Company expects to adopt ASU 2021-08 beginning January 1, 2023, and is currently assessing the impact the guidance will have on the Company’s condensed consolidated financial statements.

Summary of Significant Accounting Policies - Cash (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2022 USD ($) d	Dec. 31, 2021 USD ($)
Cash and Cash Equivalents [Line Items]
Receivables from credit card processors \| $	$ 900	$ 700
Restricted cash \| $	$ 0	$ 468
Minimum
Cash and Cash Equivalents [Line Items]
Number of business days to convert credit card receivables to cash \| d	3
Maximum
Cash and Cash Equivalents [Line Items]
Number of business days to convert credit card receivables to cash \| d	5

Revenue

3 Months Ended

Mar. 31, 2022

Revenue

REVENUE

Disaggregated Revenue—The following table shows the revenue by geography for the three months ended March 31, 2022 and 2021, respectively (in thousands):


	Three Months Ended March 31,
	2022		2021
Revenue:
United States	$	16,237	$	16,996
International	12,273		9,933
Total revenue	$	28,510	$	26,929

No country other than the United States accounted for more than 10% of the Company’s revenue for the three months ended March 31, 2022 and 2021, respectively. The geographical revenue information is determined by the ship-to address of the products and the billing address of the customers of the services.

The following table shows over time versus point-in-time revenue for the three months ended March 31, 2022 and 2021, respectively (in thousands):


	Three Months Ended March 31,
	2022		2021
Over time revenue	$	21,114	$	16,489
Point-in-time revenue	7,396		10,440
Total	$	28,510	$	26,929

Contract Balances—The timing of revenue recognition differs from the timing of invoicing to customers and this timing difference results in contract liabilities (deferred revenue) on the Company’s condensed consolidated balance sheets. The contract balances as of March 31, 2022 and December 31, 2021 were as follows (in thousands):


	March 31, 2022		December 31, 2021
Accounts receivable, net	$	11,636	$	8,898
Unbilled accounts receivable	$	3,452	$	1,981
Deferred revenue	$	14,558	$	11,948

During the three months ended March 31, 2022 and 2021, the Company recognized revenue of $4.4 million and $2.0 million that was included in the deferred revenue balance at the beginning of the fiscal year, respectively. Contracted but unsatisfied performance obligations were $28.1 million at the end of March 31, 2022 and consisted of deferred revenue and backlog. The contracted but unsatisfied or partially unsatisfied performance obligations expected to be recognized over the next 12 months at the end of March 31, 2022 were $24.7 million, and the remaining thereafter.

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.

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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Reference 5: 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 7: http://www.xbrl.org/2003/role/disclosureRef
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
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Reference 10: http://www.xbrl.org/2003/role/disclosureRef
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Share-based Payment Arrangement [Abstract]

Balance Sheet Components - Other Long term Liabilities (Details) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021
Balance Sheet Related Disclosures [Abstract]
Long-term operating lease liabilities	$ 2,442	$ 0
Long-term unpaid acquisition consideration	4,006	0
Other non-current liabilities	0	262
Total other long-term liabilities	$ 6,448	$ 262

Revenue - Remaining Performance Obligation (Details) $ in Millions	Mar. 31, 2022 USD ($)
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Contracted but unsatisfied performance obligations	$ 28.1
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-04-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Contracted but unsatisfied performance obligations	$ 24.7
Contracted but unsatisfied performance obligations, period	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-04-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Contracted but unsatisfied performance obligations, period

Stock Plan

3 Months Ended

Mar. 31, 2022

Stock Plan

STOCK PLANAmended and Restated 2011 Stock Incentive Plan—On June 17, 2011, the Company’s Board and stockholders approved the Matterport, Inc. 2011 Stock Incentive Plan, (the “2011 Stock Plan”), which allows for the issuance of incentive stock options (“ISOs”), non-qualified stock options (“NSOs”), the issuance of restricted stock awards (“RSAs”), and the sale of stock to its employees, the Board, and consultants. On February 12, 2021, the Company amended and restated the 2011 Stock Plan to allow the Company to grant restricted stock units (“RSUs”) and extended the terms of the plan until February 12, 2022, unless terminated earlier. No shares are available for future grant under the 2011 Plan due to the termination of the 2011 Plan in connection with the Closing. There were 67.8 million shares authorized under the 2011 Stock Plan prior to its termination, and 2.1 million shares were assumed under the 2021 Incentive Award Plan upon the termination of the 2011 Plan.

2021 Incentive Award Plan

In connection with the Closing on July 22, 2021, the Company approved the 2021 Incentive Award Plan (“2021 Plan”), an incentive compensation plan for the benefit of eligible employees, consultants, and directors of the Company and its subsidiaries. The Company concurrently assumed the 2011 Plan and all outstanding awards thereunder, effective as of the Closing, and no further awards shall be granted under the 2011 Plan. The 2021 Plan provides that the initial aggregate number of shares of Class A common stock, available for issuance pursuant to awards thereunder shall be the sum of (a) 10% of the outstanding shares of Class A common stock as of the Closing, which is equivalent to 24.2 million shares of Class A common stock (the “Initial Plan Reserve”), (b) any shares of Class A common stock subject to outstanding equity awards under the amended and restated 2011 Stock Plan which, following the effective date of the 2021 Plan, become available for issuance under the 2021 Plan and (c) an annual increase on the first day of each calendar year beginning on January 1, 2022 and ending on and including January 1, 2031 equal to a number of shares equal to 5% of the aggregate number of shares of Class A common stock outstanding on the final day of the immediately preceding calendar year. The maximum aggregate number of shares of common stock that may be issued under the 2021 Plan upon the exercise of ISOs is 181.5 million shares of Class A common stock. As of March 31, 2022, a total of 13.7 million shares of our common stock are available for issuance under our 2021 Plan.

Shares forfeited due to employee termination or expiration are returned to the share pool. Similarly, shares withheld upon exercise to provide for the exercise price and/or taxes due and shares repurchased by the Company are also returned to the pool.

2021 Employee Stock Purchase Plan

In connection with the Closing on July 22, 2021, the Company approved the 2021 Employee Stock Purchase Plan (“2021 ESPP”). The 2021 ESPP provides that the aggregate number of shares of Class A common stock available for issuance pursuant to awards under the 2021 ESPP shall be the sum of (a) 3% of the number of outstanding shares of Class A common stock as of the Closing, which is equivalent to 7.3 million shares of Class A common stock (the “Initial ESPP Reserve”), and (b) an annual increase on the first day of each calendar year beginning on January 1, 2022 and ending on and including January 1, 2031 equal to the lesser of (i) 1% of the aggregate number of shares of Class A common stock outstanding on the last day of the immediately preceding fiscal year and (ii) such smaller number of shares of common stock as may be determined by the Company’s board of directors; provided, however, that the number of shares of common stock that may be issued or transferred pursuant to the rights granted under the 2021 ESPP shall not exceed 36.9 million shares.

Our 2021 ESPP permits eligible employees to acquire shares of our common stock at 85% of the lower of the fair market value of our common stock on the first trading day of each offering period or on the purchase date. If the fair market value of our common stock on the purchase date is lower than the first trading day of the offering period, the current offering period will be cancelled after purchase and a new 24-month offering period will begin. Participants may purchase shares of common stock through payroll deductions of up to 15% of their eligible compensation, subject to purchase limits of 3,000 shares per purchase period, 12,000 per offering period, and $25,000 worth of stock for each calendar year.

The 2021 ESPP provides for consecutive offering periods that will typically have a duration of approximately 24 months in length, each generally comprised of four purchase periods of approximately six months in length. The offering periods are scheduled to start on the first trading day on or after June 1 and December 1 of each year, except for the first offering period that began on July 23, 2021 and will end on May 31, 2023.

As of March 31, 2022, a total of 9.8 million shares of our common stock are available for sale under our 2021 ESPP. For the three months ended March 31, 2022, there were no shares of common stock purchased under the 2021 ESPP.

Shares Available for Future Grant—The Company issues new shares upon a share option exercise or release. As of March 31, 2022, shares authorized and available for future grant under the Company’s 2021 Plan and 2021 ESPP are 13.7 million shares and 9.8 million shares, respectively.

Stock Option Activities—The following table summarizes the stock option activities under the Company’s stock plans for three months ended March 31, 2022 (in thousands, except for per share data):


	Options Outstanding
	Number of Shares	Weighted- Average Exercise Price Per Share		Weighted- Average Remaining Contractual Term (Years)	Aggregate Intrinsic Value
Balance—December 31, 2021	42,227	$	0.63	6.9	$	844,909

Expired or canceled	(750)	0.76
Exercised	(4,431)	0.49			$	42,698
Balance—March 31, 2022	37,046	$	0.64	6.8	$	276,916
Options vested and exercisable—March 31, 2022	26,981	$	0.60	6.5	$	202,862

As of March 31, 2022, unrecognized stock-based compensation expense related to unvested options was $3.0 million, which is expected to be amortized over a weighted-average vesting period of 1.7 years.

RSU and PRSU Activities—The following table summarizes the RSU activity under the Company’s stock plans for the three months ended March 31, 2022 (in thousands, except per share data):


	RSUs and PRSUs
	Number of Shares	Weighted- Average Grant-Date Fair Value Price Per Share
Balance—December 31, 2021	24,744	$	17.70
Granted	4,807	7.73
Vested	(1,659)	16.51
Canceled or forfeited	(568)	16.78
Balance—March 31, 2022	27,324	$	16.04

Stock-based compensation expense for awards with only service conditions are recognized on a straight-line basis over the requisite service period of the related award. The performance-based RSU (“PRSU”) awards have both service-based and performance-based vesting conditions. The service-based vesting condition for these awards is typically satisfied over four years with a cliff vesting period of one year and continued vesting quarterly thereafter. The performance-based vesting condition is satisfied upon the occurrence of a liquidity event, as defined in the Amended and Restated 2011 Stock Plan. The performance based vesting condition was deemed satisfied upon the Closing. The Company recognized $6.1 million stock-based compensation expenses on the Closing Day for the portion of these PRSUs for which the service-based vesting condition had been satisfied as the performance condition of the RSUs is met.

As of March 31, 2022, unrecognized compensation costs related to unvested RSUs and PRSUs were $389.5 million and $11.4 million, respectively. The remaining unrecognized compensation costs for RSUs and PRSUs are expected to be recognized over a weighted-average period of 3.4 years and 1.8 years, respectively, excluding additional stock-based compensation expense related to any future grants of share-based awards.

Earn-out Award Activities

As discussed in Note 14 “Contingent Earn-Out Liability”, the pro rata Earn-out Shares issuable to holders of Legacy Matterport’s RSUs and holders of Legacy Matterport’s Stock Options for such holders with respect to such holders’ Legacy RSUs and Options are expected to be accounted as stock-based compensation expense as they are subject both a market condition and a service condition to the eligible employees.

On January 18, 2022, all six Earn-out Triggering Events for issuing up to 23.5 million Earn-out Shares occurred. A total of 4.7 million pro rata Earn-out Shares issuable to holders of Matterport's eligible legacy RSU and options holders were immediately vested. The Company issued 2.7 million Earn-out Shares to Matterport's eligible legacy RSU and

options holders after withholding 2.0 million these Earn-out Shares to cover tax withholding obligations. The Company recognized all the remaining $27.6 million unamortized stock-based compensation related to the Earn-out Shares during the three months ended March 31, 2022, as both Triggering event condition satisfied and the service condition was met. No further Earn-out Shares remained contingently issuable thereafter. The following table summarizes the Earn-out Award activity under the Earn-out Arrangement pursuant to the Merger Agreement during the three months ended March 31, 2022 (in thousands, except for per share data):


	Earn-out Award Outstanding
	Number of Shares	Weighted-Average Grant-Date Fair Value Price Per Share
Balance—December 31, 2021	4,700	$	12.64
Granted	13	20.13
Forfeited or Canceled	(61)	13.07
Vested and Canceled (1)	(1,966)	5.35
Vested and Released	(2,686)	$	7.31
Balance—March 31, 2022	—

(1) Represents 2 million shares withheld for tax obligation upon issuances of the Earn-out Shares on February 1, 2022.

Earn-out Awards Valuation— The assumptions used to estimate the fair value of Earn-out Awards granted before the triggering events occurred were as follows. Upon the settlement of all tranches, the Earn-out Shares were issued into a fixed number of shares of common stock that was indexed to the Company's own stock price other than on an observable market price or index.


	December 31, 2021 to January 18,	Inception to December 31,
	2022	2021
Current stock price	$13.34 – $19.61	$13.93 – $27.86
Expected term	5.1 years	5.1 – 5.5 years
Expected volatility	67.0%	40.0% – 67.0%
Risk-free interest rate	1.3%	0.8% – 1.3%
Expected dividend yield	0%	0%

Employee Stock Purchase Plan—The fair value of shares issued under our 2021 ESPP are estimated on the grant date using the Black-Scholes option pricing model. The following table summarizes the assumptions used and the resulting grant-date fair values of our 2021 ESPP:


			March 31,
			2022
Grant-date fair value per share			$7.59 – $14.36
Expected term			0.5 – 2.0 years
Expected volatility			27.9 – 43.4%
Risk-free interest rate			0.1 – 0.6%
Expected dividend yield			0%

The expected volatility is based on the average volatility of a peer group of representative public companies with sufficient trading history over the expected term. The expected term represents the term from the first day of the offering period to the purchase dates within each offering period. The dividend yield assumption is based on our expectations about our anticipated dividend policy. The risk-free interest rate is based on the implied yield available on U.S. Treasury zero-coupon issues with maturities that approximate the expected term. During the three months ended March 31, 2022, the Company recorded of $2.9 million stock-based compensation expense related to the 2021 ESPP. As of March 31, 2022, unrecognized compensation cost related to the 2021 ESPP was $4.5 million, which is expected to be recognized over the remaining weighted-average service period of 1.2 years.

Stock-based Compensation— The Company recognizes stock-based compensation expense for awards with only service conditions on a straight-line basis over the requisite service period of the related award and recognizes stock-based compensation expenses for awards with performance conditions on a straight-line basis over the requisite service period for each separate vesting portion of the awards when it is probable that the performance condition will be achieved. The stock-based compensation expenses of Earn-out Awards are recognized on a straight-line basis over the derived services period during which the market conditions are expected to be met. Forfeitures are accounted for in the period in which they occur.

The amount of stock-based compensation related to stock-based awards to employees in the Company’s condensed consolidated statements of operations for the three months ended March 31, 2022 and 2021 were as follows (in thousands):


	Three Months Ended March 31,
	2022		2021
Costs of revenue	$	1,809	$	25
Research and development	12,943		138
Selling, general, and administrative	40,525		495
Stock-based compensation, net of amounts capitalized	55,277		658
Capitalized stock-based compensation	5,820		82
Total stock-based compensation	$	61,097	$	740

Condensed Consolidated Statements of Redeemable Convertible Preferred Stock and Stockholders' Equity (Deficit) (Parenthetical)	Jul. 22, 2021	Jul. 21, 2021
Statement of Stockholders' Equity [Abstract]
Recapitalization exchange ratio	4.1193	4.1193

Goodwill and Intangible Assets

3 Months Ended

Mar. 31, 2022

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill and Intangible Assets

GOODWILL AND INTANGIBLE ASSETS

Goodwill—The following table presents details of the Company’s goodwill during the three months ended March 31, 2022 (in thousands):


	Amount
Balance as of December 31, 2021	$	—
Goodwill acquired	54,080
Balance as of March 31, 2022	$	54,080

Purchased Intangible Assets—The following table presents details of the Company’s purchased intangible assets as of March 31, 2022 (in thousands). There were no intangibles as of December 31, 2021.


	March 31, 2022
	Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount
Intangible assets subject to amortization:
Developed technology	$	5,400	$	260	$	5,140

The Company recognized amortization expense of $0.3 million and nil for the three months ended March 31, 2022 and 2021, respectively.

The following table summarizes estimated future amortization expense for the Company’s intangible assets as of March 31, 2022 (in thousands):


	Amount
Remaining 2022	$	804
2023	1,080
2024	1,080
2025	1,080
2026	1,080
2027 and thereafter	16
Total future amortization expense	$	5,140

Acquisition - Schedule of Finite-Lived Intangible Assets Acquired as Part of Business Combination (Details) - Developed technology - Enview Inc $ in Thousands	Jan. 05, 2022 USD ($)
Business Acquisition [Line Items]
Finite-lived intangible assets acquired	$ 5,400
Weighted Average Life (in years)	5 years

Goodwill and Intangible Assets - Narrative (Details) - USD ($)	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Goodwill and Intangible Assets Disclosure [Abstract]
Amortization of expense	$ 300,000	$ 0

Net Income (Loss) Per Share Attributable to Common Stockholders (Details) $ / shares in Units, $ in Thousands	3 Months Ended
	Mar. 31, 2022 USD ($) $ / shares shares	Mar. 31, 2021 USD ($) $ / shares shares	Jul. 22, 2021	Jul. 21, 2021
Earnings Per Share [Abstract]
Recapitalization exchange ratio			4.1193	4.1193
Numerator :
Net income (loss) attributable to common stockholders \| $	$ 71,904	$ (2,872)
Basic net income (loss) per share attributable to common stockholders ($ per share) \| $ / shares	$ 0.26	$ (0.07)
Diluted net income (loss) attributable to common stockholders \| $	$ 71,904	$ (2,872)
Denominator:
Weighted average shares used in computing net loss per share attributable to common stockholders, basic (shares)	275,199,000	39,632,000
Weighted average effect of dilutive potential common stock	37,233,000	0
Weighted average shares used in computing net loss per share attributable to common stockholders, diluted (shares)	312,432,000	39,632,000
Diluted net income (loss) per share attributable to common stockholders ($ per share) \| $ / shares	$ 0.23	$ (0.07)

Commitment and Contingencies - Future Minimum Lease payments (Details) $ in Thousands	Dec. 31, 2021 USD ($)
Operating Leases
2022	$ 1,312
2023	1,339
2024	1,306
2025	207
Thereafter	0
Total	$ 4,164

Stockholders' Equity - Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning balance	$ 268,163	$ (120,700)
Net unrealized loss	(4,635)	(27)
Ending balance	659,638	(122,070)
Total
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning balance	(1,539)	135
Ending balance	(6,174)	108
Foreign Currency Translation, Net of Tax
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning balance	(52)	135
Net unrealized loss	0	(67)
Ending balance	(52)	68
Unrealized Losses on Available-for-Sale Debt Securities, Net of Tax
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning balance	(1,487)	0
Net unrealized loss	(4,635)	40
Ending balance	$ (6,122)	$ 40

Total of all stockholders' equity (deficit) items, net of receivables from officers, directors, owners, and affiliates of the entity which are attributable to the parent. The amount of the economic entity's stockholders' equity attributable to the parent excludes the amount of stockholders' equity which is allocable to that ownership interest in subsidiary equity which is not attributable to the parent (noncontrolling interest, minority interest). This excludes temporary equity and is sometimes called permanent equity.

Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(g)(1)(ii))
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Reference 2: http://www.xbrl.org/2003/role/exampleRef
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-Name Accounting Standards Codification
-Topic 852
-SubTopic 10
-Section 55
-Paragraph 10
-URI http://asc.fasb.org/extlink&oid=84165509&loc=d3e56426-112766

Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef
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-Name Accounting Standards Codification
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-Section S99
-Paragraph 2
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Reference 4: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 210
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-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02(31))
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Reference 5: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
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-Paragraph 1
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-URI http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682

Reference 6: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
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Reference 7: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
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Reference 8: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 323
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-Section 50
-Paragraph 3
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Fair Value Measurements

3 Months Ended

Mar. 31, 2022

Fair Value Disclosures [Abstract]

Fair Value Measurements

FAIR VALUE MEASUREMENTS

We categorize assets and liabilities recorded or disclosed at fair value on our condensed consolidated balance sheets based upon the level of judgment associated with inputs used to measure their fair value. The categories are as follows:

Level 1—Inputs are unadjusted quoted prices for identical assets or liabilities in active markets.

Level 2—Inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, or inputs that are observable for the asset or liability, either directly or indirectly through market corroboration, for substantially the full term of the financial instrument.

Level 3—Inputs to the valuation methodology are unobservable and significant to the fair value measurement. The inputs require significant management judgment or estimation.

The Company’s financial assets and liabilities that were measured at fair value on a recurring basis were as follows (in thousands):


	March 31, 2022
	Level 1		Level 2		Level 3		Total
Financial Assets:
Cash equivalents:
Money market funds	$	60,883	$	—	$	—	$	60,883
Total cash equivalents	$	60,883	$	—	$	—	$	60,883
Short-term investments:
U.S. government and agency securities	$	29,533	$	—	$	—	$	29,533
Non-U.S. government and agency securities	—		24,032		—		24,032
Corporate debt securities	—		147,363		—		147,363
Commercial paper	—		107,885		—		107,885
Total short-term investments	$	29,533	$	279,280	$	—	$	308,813
Long-term investments:
U.S. government and agency securities	$	152,578	$	—	$	—	$	152,578

Corporate debt securities	—		45,600		—		45,600

Total long-term investments	$	152,578	$	45,600	$	—	$	198,178
Other current assets:
Convertible notes receivable	$	—	$	—	$	1,150	$	1,150
Total other current assets:	$	—	$	—	$	1,150	$	1,150

Total assets measured at fair value	$	242,994	$	324,880	$	1,150	$	569,024

Financial Liabilities:
Private warrants liability	$	—	$	—	$	6,405	$	6,405
Total liabilities measured at fair value	$	—	$	—	$	6,405	$	6,405


	December 31, 2021
	Level 1		Level 2		Level 3		Total
Financial Assets:
Cash equivalents:
Money market funds	$	44,142	$	—	$	—	$	44,142
Total cash equivalents	$	44,142	$	—	$	—	$	44,142
Short-term investments:

Non-U.S. government and agency securities	—		24,317		—		24,317
Corporate debt securities	—		92,737		—		92,737
Commercial paper	—		147,877		—		147,877
Total short-term investments	$	—	$	264,931	$	—	$	264,931
Long-term investments:
U.S. government and agency securities	$	185,075	$	—	$	—	$	185,075

Corporate debt securities	—		78,584		—		78,584

Total long-term investments	$	185,075	$	78,584	$	—	$	263,659
Other assets:
Convertible notes receivable	$	—	$	—	$	1,107	$	1,107
Total other assets:	$	—	$	—	$	1,107	$	1,107

Total assets measured at fair value	$	229,217	$	343,515	$	1,107	$	573,839

Financial Liabilities:
Public warrants liability	$	15,645	$	—	$	—	$	15,645
Private warrants liability	—		23,329		—		23,329
Contingent earn-out liability	—				377,576		377,576
Total liabilities measured at fair value	$	15,645	$	23,329	$	377,576	$	416,550

Our Private Warrants transferred from Level 2 to Level 3 during the three months period ended March 31, 2022 due to the ceasing of trading activity of our Public Warrants in an active market, see Note 13. The following table provides a reconciliation of changes in fair value of the beginning and ending balances for our assets and liabilities classified as Level 3:



	March 31, 2022
Beginning balance	$	—
Transfer of Private Warrants to Level 3	3,416
Unrealized loss	2,989
Ending Balance	$	6,405

Available-for-sale Debt Securities

The following tables summarize the amortized cost, unrealized gains and losses, and fair value of our available-for-sale debt securities as of March 31, 2022 and December 31, 2021 (in thousands):


	March 31, 2022
	Amortized Cost		Unrealized Gains		Unrealized Losses		Fair Value



Investments:
U.S. government and agency securities	$	185,930	$	—	$	(3,819)	$	182,111
Non-U.S. government and agency securities	24,281		—		(249)		24,032
Corporate debt securities	195,082		—		(2,119)		192,963
Commercial paper	107,970		—		(85)		107,885
Convertible notes receivable	1,000		150		—		1,150
Total available-for-sale investments	$	514,263	$	150	$	(6,272)	$	508,141


	December 31, 2021
	Amortized Cost		Unrealized Gains		Unrealized Losses		Fair Value



Investments:
U.S. government and agency securities	$	186,113	$	—	$	(1,038)	$	185,075
Non-U.S. government and agency securities	24,385		—		(68)		24,317
Corporate debt securities	171,772		—		(451)		171,321
Commercial paper	147,914		—		(37)		147,877
Convertible notes receivable	1,000		107		—		1,107
Total available-for-sale investments	$	531,184	$	107	$	(1,594)	$	529,697

Unrealized losses related to these securities are due to interest rate fluctuations as opposed to credit quality. In addition, we do not intend to sell and it is not likely that we would be required to sell these securities before recovery of their amortized cost basis, which may be at maturity. As a result, there were no other-than-temporary impairments recorded for these securities at March 31, 2022 and December 31, 2021.

In January 2021, Legacy Matterport entered a convertible note agreement with a privately held company as a strategic investment for a principal of $1.0 million. The note bears an interest rate of 5.0% per annum and matures in January 2023. The convertible note receivable is accounted for as available-for-sale debt securities in other assets based on “Level 3” inputs, which consist of unobservable inputs and reflect management’s estimates of assumptions that market participants would use in pricing the asset, with unrealized holding gains and losses excluded from earnings and reported in the condensed consolidated statements of comprehensive income (loss). The fair value of the convertible note receivable was determined using a probability-weighted assessment of redemption and conversion scenarios upon the investee closing additional financing. The key inputs to determining fair values under that approach included probability of repayment and conversion scenarios, and discount rates. As of March 31, 2022, the Company applied a probability of 75% and 25% to the conversion and repayment scenario, respectively and an average discount rate of 17.7% in the valuation.

The following table summarizes the amortized cost and fair value of our available-for-sale debt securities as of March 31, 2022 and December 31, 2021, by contractual years-to-maturity (in thousands):


	March 31, 2022
	Amortized Cost		Fair Value
Due within one year	$	311,718	$	309,963
Due between one and three years	202,545		198,178
Total	$	514,263	$	508,141


	December 31, 2021
	Amortized Cost		Fair Value
Due within one year	$	265,216	$	264,931
Due between one and three years	265,968		264,766
Total	$	531,184	$	529,697

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.

+ References + Details

Commitment and Contingencies - Narrative (Details)		3 Months Ended
Commitment and Contingencies - Narrative (Details)	May 11, 2020 patent	Mar. 31, 2022 USD ($) lease	Dec. 31, 2021 USD ($)
Commitments and Contingencies Disclosure [Abstract]
Rent expense		$ 400,000
Weighted average remaining lease term, operating leases		3 years
Weighted average discount rate, operating lease liability		3.30%
Operating lease, payments		$ 200,000
Right-of-use asset obtained in exchange for operating lease liability		$ 0
Number of new operating leases \| lease		0
Number of suresfield's patents \| patent	4
Estimated litigation liability		$ 0	$ 0

Reverse Recapitalization

3 Months Ended

Mar. 31, 2022

Reverse Recapitalization

REVERSE RECAPITALIZATIONOn July 22, 2021, in connection with the Merger, the Company raised gross proceeds of $640.1 million, including the contribution of $345.1 million of cash held in Gores’ trust account from its initial public offering and an aggregate purchase price of $295.0 million in a private placement pursuant to the subscription agreements (“Private Investment in Public Equity” or “PIPE”) at $10.00 per share of Gores Class A common stock. The Company paid $0.9 million to Gores’

stockholders who redeemed Gores’ Class A common stock immediately prior to the Closing. The Company and Gores incurred $10.0 million and $26.3 million transaction costs, respectively. The total transaction cost was $36.3 million, consisting of underwriting, legal, and other professional fees, of which $35.7 million was recorded to additional paid-in capital as a reduction of proceeds and the remaining $0.6 million was expensed immediately upon the Closing. The aggregate consideration paid to Legacy Matterport stockholders in connection with the Merger (excluding any potential Earn-Out Shares), was 218,875,000 shares of the Company Class A common stock, par value $0.0001 per share. The per share Matterport stock consideration was equal to approximately 4.1193 (the “Exchange Ratio”).

The following transactions were completed concurrently upon the Closing:

•immediately prior to the Closing, 52,236 shares of Series D redeemable convertible preferred stock of Legacy Matterport were issued to a customer of Legacy Matterport.

•each issued and outstanding share of Legacy Matterport preferred stock was canceled and converted into the right to receive a total of 126,460,926 shares of the Matterport Class A common stock;

•each Legacy Matterport warrant was exercised in full in exchange for the issuance of 1,038,444 shares of Matterport Class A common stock to the holder of such Matterport warrant;

•each issued and outstanding share of Legacy Matterport common stock (including the items mentioned in above points) was canceled and converted into the right to receive an aggregate number of shares of Matterport Class A common stock equal to the per share Matterport stock consideration;

•each outstanding vested and unvested Legacy Matterport common stock option was converted into a rollover option, exercisable for shares of Matterport Class A common stock with the same terms except for the number of shares exercisable and the exercise price, each of which was adjusted using the Per Share Matterport stock consideration; and

•each outstanding and unvested Legacy Matterport RSU was converted into a rollover RSU for shares of Matterport Class A common stock with the same terms except for the number of shares, which were adjusted using the per share Matterport stock consideration

The Merger was accounted for as a reverse recapitalization in accordance with U.S. GAAP. Under this method of accounting, Gores was treated as the “acquired” company for financial reporting purposes. This determination was primarily based on holders of Matterport capital stock comprising a relative majority of the voting power of the combined entity upon consummation of the Merger and having the ability to nominate the majority of the governing body of the combined entity, Matterport’s senior management comprising the senior management of the combined entity, and Matterport’s operations comprising the ongoing operations of the combined entity. Accordingly, for accounting purposes, the financial statements of the combined entity upon consummation of the Merger represented a continuation of the financial statements of Matterport with the Merger being treated as the equivalent of Matterport issuing stock for the net assets of Gores, accompanied by a recapitalization. The net assets of Gores are stated at historical cost, with no goodwill or other intangible assets recorded. Operations prior to the Merger are presented as those of Matterport in future reports of the combined entity. All periods prior to the Merger have been retroactively adjusted using the Exchange Ratio for the equivalent number of shares outstanding immediately after the Merger to effect the reverse recapitalization.

The number of shares of Class A common stock issued immediately following the consummation of the Merger was as follows (shares are in thousands):


			Shares
Legacy Matterport Stockholders(1)			169,425
Public Stockholders of Gores			34,406
Initial Stockholders (defined below) of Class F Common Stock(2)			8,625
PIPE Investors(3)			29,500
Total			241,956

(1) Excludes 23,460,000 shares of Class A common stock issuable in earn-out arrangement as they are not issuable until 180 days after the Closing and are contingently issuable based upon the triggering events that have not yet been achieved.

(2) Represents shares of Class A common stock issued into which shares of Class F common stock, par value of $0.0001 per share, of the Company were converted upon the consummation of the Merger. Excludes 4,079,000 shares of Class A common stock purchased under the Sponsor Subscription Agreement and excludes 15,000 shares of Class A common stock purchased by the Initial Stockholders (excluding the Sponsor) in the PIPE. Gores Holdings VI Sponsor, LLC, a Delaware limited liability company, Mr. Randall Bort, Ms. Elizabeth Marcellino and Ms. Nancy Tellem, Gores’ independent directors, are collectively noted as “Initial Stockholders”.

(3) Includes the Initial Stockholders’ ownership of 4,079,000 shares of Class A common stock purchased under the Sponsor Subscription Agreement and includes 15,000 shares of Class A common stock purchased by the Initial Stockholders (excluding the Sponsor) in the PIPE.

Public and Private Warrants (Details) $ / shares in Units, $ in Thousands		3 Months Ended		12 Months Ended
	Jul. 21, 2021 d $ / shares shares	Mar. 31, 2022 USD ($) $ / shares shares	Mar. 31, 2021 USD ($)	Dec. 31, 2021 USD ($) shares	Jan. 14, 2022 USD ($) $ / shares shares	Aug. 19, 2021 shares
Class of Warrant or Right [Line Items]
Warrants issued (shares)		1,708,000		4,260,000
Number of shares purchasable with each warrant (shares)	1
Warrant, exercise price ($ per share) \| $ / shares	$ 11.50				$ 11.50
Warrants, contractual life	5 years
Redemption price per warrant ($ dollar per warrant) \| $ / shares					$ 0.01
Shares issued upon exercise of warrants (shares)		2,000,000			9,100,000	11,350,000
Proceeds from exercise of warrants \| $		$ 27,844	$ 0
Warrant Activity [Abstract]
Outstanding as of December 31, 2021		4,260,000
Warrants Exercised		(1,993,000)
Warrants Redeemed		(559,000)
Outstanding as of March 31, 2022		1,708,000		4,260,000
Public And Private Warrants
Class of Warrant or Right [Line Items]
Shares issued upon exercise of warrants (shares)					7,100,000
Proceeds from exercise of warrants \| $				$ 76,600
Warrant Activity [Abstract]
Warrants, redemption date fair value ($ per share) \| $ / shares					$ 2.00
Public Warrants
Class of Warrant or Right [Line Items]
Warrants issued (shares)	6,900,000	0		2,552,000
Warrant, exercise price ($ per share) \| $ / shares	$ 11.50
Prior written notice of redemption, period	30 days
Redemption price per warrant ($ dollar per warrant) \| $ / shares	$ 0.01				$ 0.01
Warrant redemption, trigger price ($ per share) \| $ / shares	$ 18.00
Warrant redemption, number of trading days at or above trigger price \| d	20
Days included in warrant redemption trading day period \| d	30
Warrant redemption, period after warrants become exercisable	90 days
Warrant redemption, number of trading days Included in fair market value average \| d	10
Warrant, fair value redemption ($ per share) \| $ / shares	$ 10.00
Shares issued upon exercise of warrants (shares)		2,000,000			6,400,000
Warrants and rights unexercised and outstanding \| $					$ 600
Warrant Activity [Abstract]
Outstanding as of December 31, 2021		2,552,000
Warrants Exercised		(1,993,000)
Warrants Redeemed		(559,000)
Outstanding as of March 31, 2022	6,900,000	0		2,552,000
Private Warrants
Class of Warrant or Right [Line Items]
Warrants issued (shares)	4,450,000	1,708,000		1,708,000
Private placement warrant vesting period	30 days
Shares issued upon exercise of warrants (shares)					2,700,000
Proceeds from exercise of warrants \| $				$ 104,400
Warrant Activity [Abstract]
Outstanding as of December 31, 2021		1,708,000
Warrants Exercised		0
Warrants Redeemed		0
Outstanding as of March 31, 2022	4,450,000	1,708,000		1,708,000
Warrants, fair value ($ per share) \| $ / shares		$ 3.75

Acquisition - Schedule of Recognized Identified Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands	Mar. 31, 2022	Jan. 05, 2022	Dec. 31, 2021
Business Acquisition [Line Items]
Goodwill	$ 54,080		$ 0
Enview Inc
Business Acquisition [Line Items]
Goodwill		$ 54,080
Identified intangible assets		5,400
Net assets acquired		4,934
Total		$ 64,414

Stockholders' Equity - Shares Reserved for Future Issuance (Details)	Mar. 31, 2022 shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total shares of common stock reserved	89,544,000
Private warrants to purchase common stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total shares of common stock reserved	1,708,000
Common stock options outstanding and unvested RSUs under the Amended and Restated 2011 Stock Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total shares of common stock reserved	64,370,000
Shares available for future grant under 2021 Employee Stock Purchase Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total shares of common stock reserved	9,760,000
Shares available for future grant under 2021 Incentive Award Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total shares of common stock reserved	13,706,000

Revenue - Contract Balances (Details) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021
Revenue from Contract with Customer [Abstract]
Accounts receivable, net	$ 11,636	$ 8,898
Unbilled accounts receivable	3,452	1,981
Deferred revenue	$ 14,558	$ 11,948

Income Taxes	3 Months Ended
Income Taxes	Mar. 31, 2022
Income Tax Disclosure [Abstract]
Income Taxes	INCOME TAXESThe income tax provision for interim periods is determined using an estimate of the Company’s annual effective tax rate as adjusted for discrete items arising in that quarter.Given the Company has a full valuation allowance recorded against its domestic net deferred tax assets and operating losses in the US, and its foreign subsidiaries are in operating profit, the Company has applied the exception to use a worldwide effective tax rate under ASC 740-270-30-36. The Company used the foreign jurisdiction’s statutory rate as an estimate for the annual effective tax rate (“AETR”). The quarterly tax provision, and estimate of the Company’s annual effective tax rate, is subject to variation due to several factors, including variability in pre-tax income (or loss), the mix of jurisdictions to which such income relates, changes in how we do business, and tax law developments. Tax expense for the three months ended March 31, 2022 and 2021 was primarily attributable to pre-tax foreign earnings. The Company records deferred tax assets to the extent we believe these assets will more likely than not be realized. In making such determination, the Company considered all available positive and negative evidence and continued to conclude that as of March 31, 2022, it is not more likely than not that the Company will realize the benefits of its remaining net deferred tax assets.

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.

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 21
-URI http://asc.fasb.org/extlink&oid=121826272&loc=d3e32857-109319

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section S99
-Paragraph 2
-Subparagraph (SAB Topic 11.C)
-URI http://asc.fasb.org/extlink&oid=122134291&loc=d3e330215-122817

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 17
-Subparagraph (b)
-URI http://asc.fasb.org/extlink&oid=121826272&loc=d3e32809-109319

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SAB TOPIC 6.I.5.Q1)
-URI http://asc.fasb.org/extlink&oid=122134291&loc=d3e330036-122817

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 14
-URI http://asc.fasb.org/extlink&oid=121826272&loc=d3e32705-109319

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 270
-Section 50
-Paragraph 1
-URI http://asc.fasb.org/extlink&oid=6424409&loc=d3e44925-109338

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-URI http://asc.fasb.org/topic&trid=2144680

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 30
-Section 50
-Paragraph 2
-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=6424122&loc=d3e41874-109331

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(h)(2))
-URI http://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690

Business Combination and Asset Acquisition [Abstract]

Balance Sheet Components - Allowance for Doubtful Accounts (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Accounts Receivable, Allowance for Credit Loss [Roll Forward]
Balance—beginning of period	$ (291)	$ (799)
Increase in reserves	(191)	(16)
Write-offs	0	75
Balance—end of period	$ (482)	$ (740)

Commitment and Contingencies - Lessee, Operating Lease, Liability, Maturity (Details) - USD ($) $ in Thousands	Mar. 31, 2022	Jan. 01, 2022	Dec. 31, 2021
Commitments and Contingencies Disclosure [Abstract]
Remainder of 2022	$ 981
2023	1,339
2024	1,306
2025	207
Thereafter	0
Total operating lease payments	3,833
Less: imputed interest	(183)
Present value of operating lease liabilities	3,650	$ 3,800
Current portion of operating lease liabilities	1,208
Long-term operating lease liabilities	$ 2,442		$ 0

Label	Element	Value
Common Stock [Member]
Stock Issued During Period, Shares, Acquisitions	us-gaap_StockIssuedDuringPeriodSharesAcquisitions	1,215,000

Redeemable Convertible Preferred Stock	3 Months Ended
Redeemable Convertible Preferred Stock	Mar. 31, 2022
Temporary Equity Disclosure [Abstract]
Redeemable Convertible Preferred Stock	REDEEMABLE CONVERTIBLE PREFERRED STOCKUpon the Closing on July 22, 2021, all issued and outstanding shares of Legacy Matterport redeemable convertible preferred stock was cancelled and converted into the right to receive an aggregate 126,460,926 shares of Matterport Class A common stock. A total of $164.5 million redeemable convertible preferred stock was reclassified into common stock and additional paid-in capital on the condensed consolidated balance sheet.

Acquisition (Tables)

3 Months Ended

Mar. 31, 2022

Schedule of Business Acquisitions, by Acquisition

The total purchase consideration for the Enview Acquisition was $64.4 million, which consisted of the following (in thousands):


	Amount
Cash	$	35,026
Common stock (1.2 million shares)(1)	19,118
Unpaid Consideration (2)	10,270
Total	$	64,414

(1) On the Enview Acquisition Date, the Company's closing stock price was $15.73 per share.

Schedule of Recognized Identified Assets Acquired and Liabilities Assumed


	Amount
Goodwill	$	54,080
Identified intangible assets	5,400
Net assets acquired	4,934


Total	$	64,414

Schedule of Finite-Lived Intangible Assets Acquired as Part of Business Combination


	Fair Value		Estimated Useful Life
Developed technology	$	5,400	5 years

Summary of Significant Accounting Policies - Additional Information (Details)					2 Months Ended	3 Months Ended		5 Months Ended
	Feb. 01, 2022 USD ($) shares	Jan. 18, 2022 event $ / shares shares	Jan. 01, 2022 USD ($)	Jul. 22, 2021 USD ($) $ / shares shares	Sep. 30, 2021 USD ($)	Mar. 31, 2022 USD ($) d $ / shares	Mar. 31, 2021 USD ($)	Dec. 31, 2021 USD ($) $ / shares	Jul. 21, 2021 $ / shares	Dec. 31, 2020 USD ($)
Reverse Recapitalization [Line Items]
Receivables from credit card processors						$ 900,000		$ 700,000
Restricted cash						0		468,000
Allowance for credit loss						482,000	$ 740,000	291,000		$ 799,000
Transaction costs paid at closing				$ 600,000
Transaction costs paid				36,300,000		0	593,000	$ 36,300,000
Additional paid in capital, reduction of proceeds				$ 35,700,000	$ 35,700,000
Deferred transaction costs							3,000,000
Deferred offering costs						500,000
Impairment or disposal of long-lived assets, including intangible assets						$ 0	0
Earn-out (shares) \| shares		23,500,000		23,460,000
Common stock, par value ($ per share) \| $ / shares		$ 0.0001		$ 0.0001		$ 0.0001		$ 0.0001	$ 0.001
Number of earnout triggers \| event		6
Earn out shares Issued after withholding of obligations	$ 21,500,000
Earn-out shares withheld for tax obligation (shares) \| shares	2,000,000	2,000,000
Advertising costs						$ 3,400,000	$ 1,600,000
Operating lease right-of-use assets			$ 3,600,000			3,369,000		$ 0
Present value of operating lease liabilities			3,800,000			$ 3,650,000
Deferred rent for leases			$ 200,000
Minimum
Reverse Recapitalization [Line Items]
Number of business days to convert credit card receivables to cash \| d						3
Maximum
Reverse Recapitalization [Line Items]
Number of business days to convert credit card receivables to cash \| d						5
Gores Holdings VI, Inc.
Reverse Recapitalization [Line Items]
Transaction costs paid at closing				$ 26,300,000
Transaction costs paid				$ 26,300,000

Acquisition - Narratives (Details) $ in Thousands	Jan. 05, 2022 USD ($)
Enview Inc
Business Acquisition [Line Items]
Total	$ 64,414

Fair Value Measurements - Amortized Cost, Unrealized Gains and Losses, and FV of AFS Debt Securities (Details) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021	Mar. 31, 2021
Investments:
Total available-for-sale investments	$ 514,263	$ 531,184	$ 531,184
Available-for-sale investments, unrealized gains	150	107
Available-for-sale investments, unrealized losses	(6,272)	(1,594)
Available-for-sale, fair value	508,141	529,697	$ 529,697
U.S. government and agency securities
Investments:
Total available-for-sale investments	185,930	186,113
Available-for-sale investments, unrealized gains	0	0
Available-for-sale investments, unrealized losses	(3,819)	(1,038)
Available-for-sale, fair value	182,111	185,075
Non-U.S. government and agency securities
Investments:
Total available-for-sale investments	24,281	24,385
Available-for-sale investments, unrealized gains	0	0
Available-for-sale investments, unrealized losses	(249)	(68)
Available-for-sale, fair value	24,032	24,317
Corporate debt securities
Investments:
Total available-for-sale investments	195,082	171,772
Available-for-sale investments, unrealized gains	0	0
Available-for-sale investments, unrealized losses	(2,119)	(451)
Available-for-sale, fair value	192,963	171,321
Commercial paper
Investments:
Total available-for-sale investments	107,970	147,914
Available-for-sale investments, unrealized gains	0	0
Available-for-sale investments, unrealized losses	(85)	(37)
Available-for-sale, fair value	107,885	147,877
Convertible notes receivable
Investments:
Total available-for-sale investments	1,000	1,000
Available-for-sale investments, unrealized gains	150	107
Available-for-sale investments, unrealized losses	0	0
Available-for-sale, fair value	$ 1,150	$ 1,107

Net Income (Loss) Per Share Attributable to Common Stockholders - Antidilutive Securities (Details) - shares shares in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total potentially dilutive common stock equivalents	29,938	175,979
Private warrants
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total potentially dilutive common stock equivalents	1,708	0
Redeemable convertible preferred stock, all series
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total potentially dilutive common stock equivalents	0	126,409
Warrants to purchase common stock
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total potentially dilutive common stock equivalents	0	1,081
Common stock options outstanding
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total potentially dilutive common stock equivalents	1,027	47,136
Unvested RSUs
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total potentially dilutive common stock equivalents	26,109	1,353
ESPP Shares
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total potentially dilutive common stock equivalents	1,094	0

Public and Private Warrants - Fair Value (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Warrant Liability [Roll Forward]
Fair value at beginning balance	$ 38,974
Change in fair value of warrants liabilities	(21,433)	$ 0
Warrants Exercised	(10,018)
Warrants Redemption	(1,118)
Fair value at ending balance	6,405
Public Warrants
Warrant Liability [Roll Forward]
Fair value at beginning balance	23,329
Change in fair value of warrants liabilities	(12,193)
Warrants Exercised	(10,018)
Warrants Redemption	(1,118)
Fair value at ending balance	0
Private Warrants
Warrant Liability [Roll Forward]
Fair value at beginning balance	15,645
Change in fair value of warrants liabilities	(9,240)
Warrants Exercised	0
Warrants Redemption	0
Fair value at ending balance	$ 6,405

Contingent Earn-out Awards - Narrative (Details) $ / shares in Units, $ in Thousands			3 Months Ended
	Jan. 18, 2022 d shares	Jul. 22, 2021 USD ($) d tranche $ / shares shares	Mar. 31, 2022 USD ($) $ / shares
Reverse Recapitalization [Line Items]
Earn-out (shares)	23,500,000	23,460,000
Number of tranches of earn-out shares \| tranche		6
Earn-out share release, number of trading days above trigger price \| d		10
Earn-out share release, number of consecutive trading days in trigger period \| d		30
Equity earn-out period start, number of days after closing \| d		180
Estimated fair value of total earn-out shares at closing \| $		$ 294,800
Contingent earn-out liability \| $		$ 231,600
Number of triggering events \| d	6
Earn out shares issued (shares)	18,800,000
Issuance of Earn-out Shares upon triggering events \| $			$ (242,429)
Common stock price ($ per share) \| $ / shares			$ 12.89
Unvested RSUs
Reverse Recapitalization [Line Items]
Pro rate earnout shares issuable for holders	4,700,000
Weighted Average Share Price in Excess of $13.00
Reverse Recapitalization [Line Items]
Earn-out (shares)		3,910,000
Earn-out period stock price trigger ($ per share, in excess of) \| $ / shares		$ 13.00
Weighted Average Share Price in Excess of $15.50
Reverse Recapitalization [Line Items]
Earn-out (shares)		3,910,000
Earn-out period stock price trigger ($ per share, in excess of) \| $ / shares		$ 15.50
Weighted Average Share Price in Excess of $18.00
Reverse Recapitalization [Line Items]
Earn-out (shares)		3,910,000
Earn-out period stock price trigger ($ per share, in excess of) \| $ / shares		$ 18.00
Weighted Average Share Price in Excess of $20.50
Reverse Recapitalization [Line Items]
Earn-out (shares)		3,910,000
Earn-out period stock price trigger ($ per share, in excess of) \| $ / shares		$ 20.50
Weighted Average Share Price in Excess of $23.00
Reverse Recapitalization [Line Items]
Earn-out (shares)		3,910,000
Earn-out period stock price trigger ($ per share, in excess of) \| $ / shares		$ 23.00
Weighted Average Share Price in Excess of $25.50
Reverse Recapitalization [Line Items]
Earn-out (shares)		3,910,000
Earn-out period stock price trigger ($ per share, in excess of) \| $ / shares		$ 25.50

Stock Plan - Stock-based Compensation (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock-based compensation, net of amounts capitalized	$ 55,277	$ 658
Capitalized stock-based compensation	5,820	82
Total stock-based compensation	61,097	740
Costs of revenue
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock-based compensation, net of amounts capitalized	1,809	25
Research and development
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock-based compensation, net of amounts capitalized	12,943	138
Selling, general, and administrative
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock-based compensation, net of amounts capitalized	$ 40,525	$ 495

Goodwill and Intangible Assets - Schedule of Finite-Lived Intangible Assets, Future Amortization Expense (Details) - USD ($)	Mar. 31, 2022	Dec. 31, 2021
Goodwill and Intangible Assets Disclosure [Abstract]
Remaining 2022	$ 804,000
2023	1,080,000
2024	1,080,000
2025	1,080,000
2026	1,080,000
2027 and thereafter	16,000
Total future amortization expense	$ 5,140,000	$ 0

Organization and Description of Business	3 Months Ended
Organization and Description of Business	Mar. 31, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Organization and Description of Business	ORGANIZATION AND DESCRIPTION OF BUSINESS Matterport, Inc. and its subsidiaries (“Matterport” or the “Company”) is leading the digitization and datafication of the built world. Matterport’s pioneering technology has set the standard for digitizing, accessing and managing buildings, spaces and places online. Matterport’s platform comprising innovative software, spatial data-driven data science, and 3D capture technology has broken down the barriers that have kept the largest asset class in the world, buildings and physical spaces, offline and underutilized for so long. The Company was incorporated in the state of Delaware in 2011 and is headquartered in Sunnyvale, California. On July 22, 2021 (the “Closing Date”), the Company consummated the merger (collectively with the other transactions described in the Merger Agreement, the “Merger”, “Closing”, or “Transactions”) pursuant to an Agreement and Plan of Merger, dated February 7, 2021 (the “Merger Agreement”), by and among the Company (formerly known as Gores Holdings VI, Inc.), the pre-Merger Matterport, Inc. (now known as Matterport Operating, LLC) (“Legacy Matterport”), Maker Merger Sub, Inc. (“First Merger Sub”), a direct, wholly owned subsidiary of the Company, and Maker Merger Sub II, LLC (“Second Merger Sub”), a direct, wholly owned subsidiary of the Company, pursuant to which First Merger Sub merged with and into Legacy Matterport, with Legacy Matterport continuing as the surviving corporation (the “First Merger”), and immediately following the First Merger and as part of the same overall transaction as the First Merger, Legacy Matterport merged with and into Second Merger Sub, with Second Merger Sub continuing as the surviving entity as a wholly owned subsidiary of the Company, under the new name “Matterport Operating, LLC.” Upon the closing of the Merger, we changed our name to Matterport, Inc. See Note 3 “ Reverse Recapitalization” for additional information. Unless the context otherwise requires, the “Company” refers to the combined company and its subsidiaries following the Merger, “Gores” refers to the Company prior to the Merger and “Legacy Matterport” refers to Matterport, Inc. prior to the Merger.

Condensed Consolidated Statements of Operations - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Total revenue	$ 28,510	$ 26,929
Total costs of revenue	16,601	10,201
Gross profit	11,909	16,728
Operating expenses:
Research and development	26,002	6,025
Selling, general, and administrative	70,849	13,058
Total operating expenses	96,851	19,083
Loss from operations	(84,942)	(2,355)
Other income (expense):
Interest income	1,295	8
Interest expense	0	(308)
Change in fair value of warrants liabilities	21,433	0
Change in fair value of contingent earn-out liability	136,043	0
Other expense, net	(1,321)	(198)
Total other income (expense)	157,450	(498)
Income (loss) before provision for income taxes	72,508	(2,853)
Provision for income taxes	604	19
Net income (loss)	$ 71,904	$ (2,872)
Net income (loss) per share attributable to common stockholders:
Basic ($ per share)	$ 0.26	$ (0.07)
Diluted ($ per share)	$ 0.23	$ (0.07)
Weighted-average shares used in computing net income (loss) per share attributable to common stockholders:
Basic (shares)	275,199,000	39,632,000
Diluted (shares)	312,432,000	39,632,000
Subscription
Total revenue	$ 17,141	$ 13,800
Total costs of revenue	5,262	3,251
License
Total revenue	23	2,260
Total costs of revenue	0	0
Services
Total revenue	3,973	2,689
Total costs of revenue	2,983	2,035
Product
Total revenue	7,373	8,180
Total costs of revenue	$ 8,356	$ 4,915

Public and Private Warrants

3 Months Ended

Mar. 31, 2022

Public and Private Warrants

PUBLIC AND PRIVATE WARRANTS

Prior to the Closing, Gores issued 6,900,000 Public Warrants and 4,450,000 Private Warrants. Each whole warrant entitles the holder to purchase one share of the Company’s Class A common stock at a price of $11.50 per share, subject to adjustments. The Warrants became exercisable on December 15, 2021 and will expire on July 22, 2026, which is five years after the Closing.

Redemption of Public Warrants

Once the Public Warrants become exercisable, the Company may redeem the outstanding warrants for cash, in whole and not in part, upon not less than of 30 days’ prior written notice of redemption (“Redemption Period”) at a price of $0.01 per warrant, if, and only if, the reported last sale price of the common stock equals or exceeds $18.00 per share for any 20 trading days within a 30-trading day period ending three business day before we send the notice of redemption to the Public Warrant holders. If the Company calls the Public Warrants for redemption, the Company will have the option to require all holders that wish to exercise the Public Warrants to do so on a “cashless basis”, as described in the warrant agreement. The warrants holders have the right to exercise their outstanding warrants prior to the scheduled redemption date during the Redemption Period at $11.50 per share.

Commencing 90 days after the Public Warrants become exercisable, we may redeem the outstanding Public Warrants, in whole and not in part, for a price equal to a number of shares of the Company’s Class A common stock to be determined based on a predefined rate based on the redemption date and the “fair market value” of the Company’s Class A common stock. The “fair market value” of our Class A common stock shall mean the average last reported sale price of our common stock for the 10 trading days ending on the third trading day prior to the date on which the notice of redemption is sent to the holders of Public Warrants upon a minimum of 30 days’ prior written notice of redemption to each warrant holder, if, and only if, the last reported sale price of our Class A common stock equals or exceeds $10.00 per share on the trading day prior to the date on which we send the notice of redemption to the warrant holders.

The Private Warrants have terms and provisions that are identical to those of the Warrants sold as part of the Units in the Public Offering, except that the Sponsor has agreed not to transfer, assign or sell any of the Private Warrants (except to certain permitted transferees) until 30 days after the completion of the Merger. Additionally, the Private Warrants are exercisable on a cashless basis and are non-redeemable so long as they are held by the initial purchasers or their permitted transferees. The Private Placement Warrants are non-redeemable for cash so long as they are held by the initial purchasers or their permitted transferees.

The Company filed a Registration Statement on Form S-1 on August 19, 2021 related to the issuance of an aggregate of up to 11,350,000 shares of Class A common stock issuable upon the exercise of the Warrants, which was declared effective by the SEC on August 26, 2021. On December 15, 2021, the Company announced that it would redeem all of Matterport’s Public Warrants that remained outstanding as of 5:00 p.m. New York City time on January 14, 2022 (the “Redemption Date”) for a redemption price of $0.01 per warrant. The Public Warrants may be exercised by the holders thereof until 5:00 p.m. New York City time on the Redemption Date to purchase fully paid and non-assessable shares of Common Stock underlying such warrants, at the exercise price of $11.50 per share. Any Public Warrants that remained unexercised at 5:00 p.m. New York City time on the Redemption Date would be void and no longer exercisable, and the holders of those Public Warrants would be entitled to receive only the redemption price of $0.01 per warrant.

On January 14, 2022, the Public Warrants ceased trading on the Nasdaq Global Market. As of the Redemption Date of January 14, 2022, a total of 9.1 million shares of Common Stock have been issued upon the exercise of 6.4 million Public Warrants and 2.7 million Private Warrants by the holders thereof at an exercise price of $11.50 per share, resulting in aggregate proceeds to Matterport of $104.4 million, including 7.1 million shares issued upon the exercise of Public Warrants and Private Warrants by the holders with a total proceeds of $76.6 million received during the year ended December 31, 2021 and 2.0 million shares issued upon the exercise of 2.0 million Public Warrants with a total proceeds of $27.8 million received during the three months ended March 31, 2022. The remaining 0.6 million unexercised and outstanding Public Warrants as of 5:00 p.m. January 14, 2022 New York City time were redeemed at a price of $0.01 per Public Warrant and, as a result, no Public Warrants remained outstanding thereafter. Warrants to purchase Common Stock that were issued under the Warrant Agreement in a private placement simultaneously with the Company’s initial public offering and that are still held by the initial holders thereof or their permitted transferees were not subject to this redemption and remain outstanding as of March 31, 2022.

The following table summarizes the Public and Private Warrants activities during the three months ended March 31, 2022 (in thousands):


	Public Warrants	Private Warrants	Total Warrants
Outstanding as of December 31, 2021	2,552	1,708	4,260
Warrants Exercised	(1,993)	—	(1,993)
Warrants Redeemed	(559)	—	(559)
Outstanding as of March 31, 2022	—	1,708	1,708

The Public Warrants were classified as Level 1 because there was adequate trading volume to provide a reliable indication of value from the Closing Date to the Redemption Date. The Private Warrants were classified as Level 2 because, from the Closing Date until the Redemption Date, the fair value of the Private Warrants was deemed to be substantially the same as the fair value of the Public Warrants because the Private Warrants have similar terms and are subject to substantially the same redemption features as the Public Warrants. Both the Public Warrants and the Private Warrants were valued at $2.00 per unit as of the Redemption Date.

Upon the ceasing of trading of the Public Warrants on the Redemption Date, the fair value measurement of Private Warrants transferred from Level 2 to Level 3 and the Company used a Black Scholes model to determine the fair value of the Private Warrants. The primary significant unobservable input used to evaluate the fair value measurement of the Company’s Private Warrants is the expected volatility of the ordinary shares. Significant increases (decreases) in the expected volatility in isolation would result in a significantly higher (lower) fair value measurement. The Private Warrants were valued at $3.75 as of March 31, 2022.

The following table provides the assumptions used to estimate the fair value of the Private Warrants during the three months ended March 31, 2022:



	March 31, 2022
Current stock price	$	8.12
Strike price	$	11.50
Expected term (in years)	4.31
Expected volatility	68.0%
Risk-free interest rate	2.5%
Expected dividend yield	—%

The Warrants are measured for fair value at the end of each quarter. The following table presents the changes in the warrant liabilities (in thousands):


	Public Warrants		Private Warrants		Total Warrant Liabilities
Fair value at December 31, 2021	$	23,329	$	15,645	$	38,974
Change in fair value	(12,193)		(9,240)		(21,433)
Warrants Exercised	(10,018)		—		(10,018)
Warrants Redemption	(1,118)		—		(1,118)
Fair value at March 31, 2022	$	—	$	6,405	$	6,405

Fair Value Measurements (Tables)

3 Months Ended

Mar. 31, 2022

Fair Value Disclosures [Abstract]

Schedule of Financial Assets Measured at Fair Value on a Recurring Basis

The Company’s financial assets and liabilities that were measured at fair value on a recurring basis were as follows (in thousands):


	March 31, 2022
	Level 1		Level 2		Level 3		Total
Financial Assets:
Cash equivalents:
Money market funds	$	60,883	$	—	$	—	$	60,883
Total cash equivalents	$	60,883	$	—	$	—	$	60,883
Short-term investments:
U.S. government and agency securities	$	29,533	$	—	$	—	$	29,533
Non-U.S. government and agency securities	—		24,032		—		24,032
Corporate debt securities	—		147,363		—		147,363
Commercial paper	—		107,885		—		107,885
Total short-term investments	$	29,533	$	279,280	$	—	$	308,813
Long-term investments:
U.S. government and agency securities	$	152,578	$	—	$	—	$	152,578

Corporate debt securities	—		45,600		—		45,600

Total long-term investments	$	152,578	$	45,600	$	—	$	198,178
Other current assets:
Convertible notes receivable	$	—	$	—	$	1,150	$	1,150
Total other current assets:	$	—	$	—	$	1,150	$	1,150

Total assets measured at fair value	$	242,994	$	324,880	$	1,150	$	569,024

Financial Liabilities:
Private warrants liability	$	—	$	—	$	6,405	$	6,405
Total liabilities measured at fair value	$	—	$	—	$	6,405	$	6,405


	December 31, 2021
	Level 1		Level 2		Level 3		Total
Financial Assets:
Cash equivalents:
Money market funds	$	44,142	$	—	$	—	$	44,142
Total cash equivalents	$	44,142	$	—	$	—	$	44,142
Short-term investments:

Non-U.S. government and agency securities	—		24,317		—		24,317
Corporate debt securities	—		92,737		—		92,737
Commercial paper	—		147,877		—		147,877
Total short-term investments	$	—	$	264,931	$	—	$	264,931
Long-term investments:
U.S. government and agency securities	$	185,075	$	—	$	—	$	185,075

Corporate debt securities	—		78,584		—		78,584

Total long-term investments	$	185,075	$	78,584	$	—	$	263,659
Other assets:
Convertible notes receivable	$	—	$	—	$	1,107	$	1,107
Total other assets:	$	—	$	—	$	1,107	$	1,107

Total assets measured at fair value	$	229,217	$	343,515	$	1,107	$	573,839

Financial Liabilities:
Public warrants liability	$	15,645	$	—	$	—	$	15,645
Private warrants liability	—		23,329		—		23,329
Contingent earn-out liability	—				377,576		377,576
Total liabilities measured at fair value	$	15,645	$	23,329	$	377,576	$	416,550

Schedule of Reconciliation of Assets and Liabilities

The following table provides a reconciliation of changes in fair value of the beginning and ending balances for our assets and liabilities classified as Level 3:



	March 31, 2022
Beginning balance	$	—
Transfer of Private Warrants to Level 3	3,416
Unrealized loss	2,989
Ending Balance	$	6,405

Schedule of Amortized Cost, Unrealized Gains and Losses, and Fair Value of AFS Debt Securities

The following tables summarize the amortized cost, unrealized gains and losses, and fair value of our available-for-sale debt securities as of March 31, 2022 and December 31, 2021 (in thousands):


	March 31, 2022
	Amortized Cost		Unrealized Gains		Unrealized Losses		Fair Value



Investments:
U.S. government and agency securities	$	185,930	$	—	$	(3,819)	$	182,111
Non-U.S. government and agency securities	24,281		—		(249)		24,032
Corporate debt securities	195,082		—		(2,119)		192,963
Commercial paper	107,970		—		(85)		107,885
Convertible notes receivable	1,000		150		—		1,150
Total available-for-sale investments	$	514,263	$	150	$	(6,272)	$	508,141


	December 31, 2021
	Amortized Cost		Unrealized Gains		Unrealized Losses		Fair Value



Investments:
U.S. government and agency securities	$	186,113	$	—	$	(1,038)	$	185,075
Non-U.S. government and agency securities	24,385		—		(68)		24,317
Corporate debt securities	171,772		—		(451)		171,321
Commercial paper	147,914		—		(37)		147,877
Convertible notes receivable	1,000		107		—		1,107
Total available-for-sale investments	$	531,184	$	107	$	(1,594)	$	529,697

Amortized Cost and Fair Value of AFS Securities by Contractual Maturity Date

The following table summarizes the amortized cost and fair value of our available-for-sale debt securities as of March 31, 2022 and December 31, 2021, by contractual years-to-maturity (in thousands):


	March 31, 2022
	Amortized Cost		Fair Value
Due within one year	$	311,718	$	309,963
Due between one and three years	202,545		198,178
Total	$	514,263	$	508,141


	December 31, 2021
	Amortized Cost		Fair Value
Due within one year	$	265,216	$	264,931
Due between one and three years	265,968		264,766
Total	$	531,184	$	529,697

Contingent Earn-out Awards (Tables)

3 Months Ended

Mar. 31, 2022

Earn-out Shares Valuation

The following table provides the assumptions used to estimate the fair value of the Private Warrants during the three months ended March 31, 2022:



	March 31, 2022
Current stock price	$	8.12
Strike price	$	11.50
Expected term (in years)	4.31
Expected volatility	68.0%
Risk-free interest rate	2.5%
Expected dividend yield	—%

Assumptions used in the valuation as of December 31, 2021 are described below:


	As of
	December 31, 2021
Current stock price	$	20.64
Expected term (in years)	5.1
Expected volatility	67.0		%
Risk-free interest rate	1.3		%
Expected dividend yield	0		%

The assumptions used to estimate the fair value of Earn-out Awards granted before the triggering events occurred were as follows. Upon the settlement of all tranches, the Earn-out Shares were issued into a fixed number of shares of common stock that was indexed to the Company's own stock price other than on an observable market price or index.


	December 31, 2021 to January 18,	Inception to December 31,
	2022	2021
Current stock price	$13.34 – $19.61	$13.93 – $27.86
Expected term	5.1 years	5.1 – 5.5 years
Expected volatility	67.0%	40.0% – 67.0%
Risk-free interest rate	1.3%	0.8% – 1.3%
Expected dividend yield	0%	0%

Changes in Estimated Fair Value of the Company's Level 3 Financial Liabilities

The following table sets forth a summary of the changes in the earn-out liabilities during the three months ended March 31, 2022 (in thousands):


	Fair Value Measurements Using Significant Unobservable Inputs (Level 3)
Balance at December 31, 2021	$	377,576

Reallocation of Earn-out Shares to earn-out liability upon forfeitures	896
Change in fair value of earn-out liability	(136,043)
Issuance of Earn-out Shares upon triggering events	(242,429)
Balance at March 31, 2022	$	—

Employee Benefit Plans (Details) - USD ($)	3 Months Ended
Employee Benefit Plans (Details) - USD ($)	Mar. 31, 2022	Mar. 31, 2021
United Kingdom \| Pension Plan
Defined Contribution Plan Disclosure [Line Items]
Discretionary matching contribution	$ 100,000	$ 0

Contingent Earn-out Awards - Valuation Assumptions (Details)	Dec. 31, 2021
Current stock price
Reverse Recapitalization [Line Items]
Derivative liability, measurement input	20.64
Expected term (in years)
Reverse Recapitalization [Line Items]
Derivative liability, measurement input	5.1
Expected volatility
Reverse Recapitalization [Line Items]
Derivative liability, measurement input	0.670
Risk-free interest rate
Reverse Recapitalization [Line Items]
Derivative liability, measurement input	0.013
Expected dividend yield
Reverse Recapitalization [Line Items]
Derivative liability, measurement input	0

Reverse Recapitalization - Narrative (Details) $ / shares in Units, $ in Thousands			2 Months Ended	3 Months Ended		5 Months Ended
	Jul. 22, 2021 USD ($) $ / shares shares	Jul. 21, 2021 $ / shares shares	Sep. 30, 2021 USD ($)	Mar. 31, 2022 USD ($) $ / shares shares	Mar. 31, 2021 USD ($)	Dec. 31, 2021 USD ($) $ / shares	Jan. 18, 2022 $ / shares	Jan. 14, 2022 shares	Aug. 19, 2021 shares
Reverse Recapitalization [Line Items]
Gross proceeds received in business combination	$ 640,100
Proceeds from cash held in trust account	345,100
Transaction costs paid	36,300			$ 0	$ 593	$ 36,300
Additional paid in capital, reduction of proceeds	35,700		$ 35,700
Transaction costs	$ 600
Issuance of common stock (shares) \| shares	72,500,000
Common stock, par value ($ per share) \| $ / shares	$ 0.0001	$ 0.001		$ 0.0001		$ 0.0001	$ 0.0001
Recapitalization exchange ratio	4.1193	4.1193
Shares issued upon exercise of warrants (shares) \| shares				2,000,000				9,100,000	11,350,000
Legacy Matterport Common Stock Warrants
Reverse Recapitalization [Line Items]
Shares issued upon exercise of warrants (shares) \| shares	1,038,444
Redeemable Convertible Preferred Stock
Reverse Recapitalization [Line Items]
Issuance of Series D redeemable convertible preferred stocks net of issuance costs (shares) \| shares		52,236
Legacy Matterport Preferred Stock
Reverse Recapitalization [Line Items]
Conversion of convertible securities (shares) \| shares	126,460,926
Gores Holdings VI, Inc.
Reverse Recapitalization [Line Items]
Transaction costs paid	$ 26,300
Gores Holdings VI, Inc. \| Class A Common Stock
Reverse Recapitalization [Line Items]
Additional PIPE	$ 295,000
Common stock, par value ($ per share) \| $ / shares	$ 10.00
Gore Holdings VI, Inc. Public Stockholders
Reverse Recapitalization [Line Items]
Redemption of common stock	$ 900
Legacy Matterport Stockholders
Reverse Recapitalization [Line Items]
Issuance of common stock (shares) \| shares	218,875,000

Redeemable Convertible Preferred Stock - Narrative (Details) - Common Stock $ in Millions	Jul. 22, 2021 USD ($) shares
Class of Stock [Line Items]
Aggregate shares issued upon conversion of Legacy Matterport preferred stock (shares) \| shares	126,460,926
Conversion of Legacy Matterport preferred shares \| $	$ 164.5

Goodwill and Intangible Assets - Schedule of Goodwill (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2022 USD ($)
Goodwill and Intangible Assets Disclosure [Abstract]
Goodwill, beginning balance	$ 0
Goodwill acquired	54,080
Goodwill, ending balance	$ 54,080

Fair Value Measurements - Amortized Cost and Fair Value by Maturity (Details) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021	Mar. 31, 2021
Fair Value Disclosures [Abstract]
Due within one year	$ 311,718		$ 265,216
Due between one and three years	202,545		265,968
Total available-for-sale investments	514,263	$ 531,184	531,184
Fair value, due within one year	309,963		264,931
Fair value, due between one and three years	198,178		264,766
Total available-for-sale investments	$ 508,141	$ 529,697	$ 529,697

Stock Plan - Narrative (Details)				3 Months Ended		5 Months Ended	12 Months Ended
Stock Plan - Narrative (Details)	Feb. 01, 2022 shares	Jan. 18, 2022 event shares	Jul. 22, 2021 USD ($) shares	Mar. 31, 2022 USD ($) shares	Mar. 31, 2021 USD ($)	Dec. 31, 2021	Dec. 31, 2021 USD ($) purchasePeriod shares	Feb. 12, 2022 shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized stock-based expense related to unvested options \| $				$ 3,000,000
Stock-based compensation expense \| $				$ 55,277,000	$ 658,000
Earn-out (shares)		23,500,000	23,460,000
Exercisable (shares)				26,981,000
Number of earnout triggers \| event		6
Earn-out shares withheld for tax obligation (shares)	2,000,000	2,000,000
ISOs
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized stock-based expense, period for recognition				1 year 8 months 12 days
PRSUs
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized stock-based expense, period for recognition				1 year 9 months 18 days
Stock-based compensation expense \| $			$ 6,100,000
Unrecognized stock-based expense, other than options \| $				$ 11,400,000
PRSUs \| Service-based Vesting
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period				4 years
PRSUs \| Service-based Cliff Vesting Period
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period				1 year
RSUs
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized stock-based expense, period for recognition				3 years 4 months 24 days
Unrecognized stock-based expense, other than options \| $				$ 389,500,000
Pro rate earnout shares issuable for holders		4,700,000
Earn-out shares issued (shares)		2,700,000
Earn-out shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized stock-based expense, other than options \| $				$ 27,600,000
2011 Stock Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares available for grant under the plan (shares)								0
Number of shares authorized under the plan (shares)								67,800,000
2021 Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares available for grant under the plan (shares)			24,200,000	13,700,000
Shares assumed under the plan (shares)							2,100,000
Shares available for grant under the plan, as percentage of shares outstanding at closing (percent)			10.00%
Annual increase to shares available for grant under the plan as percentage of shares outstanding at prior year end (percent)						5.00%
Offering period length under the plan							24 months
2021 Plan \| ISOs
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares available for grant under the plan (shares)			181,500,000
2021 ESPP
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares available for grant under the plan (shares)			7,300,000	9,800,000
Shares available for grant under the plan, as percentage of shares outstanding at closing (percent)			3.00%
Annual increase to shares available for grant under the plan as percentage of shares outstanding at prior year end (percent)			1.00%
Purchase price of common stock under the plan (percent)							85.00%
Offering period length under the plan							24 months
Maximum employee subscription rate as a percentage of eligible compensation under the plan (percent)						15.00%	15.00%
Maximum number of shares per employee, per purchase period (in shares)							3,000
Maximum number of shares per employee, per offering period (in shares)							12,000
Maximum employee contribution amount \| $							$ 25,000
Number of purchase periods \| purchasePeriod							4
Purchase period							6 months
Shares purchased during the period (in shares)				0
Unrecognized stock-based expense, other than options \| $				$ 4,500,000
Compensation expense \| $				$ 2,900,000
Recognized remaining weighted average service period				1 year 2 months 12 days
2021 ESPP \| ISOs
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares available for grant under the plan (shares)				36,900,000

Stock Plan (Tables)

3 Months Ended

Mar. 31, 2022

Share-based Payment Arrangement [Abstract]

Schedule of Stock Option Activity

The following table summarizes the stock option activities under the Company’s stock plans for three months ended March 31, 2022 (in thousands, except for per share data):


	Options Outstanding
	Number of Shares	Weighted- Average Exercise Price Per Share		Weighted- Average Remaining Contractual Term (Years)	Aggregate Intrinsic Value
Balance—December 31, 2021	42,227	$	0.63	6.9	$	844,909

Expired or canceled	(750)	0.76
Exercised	(4,431)	0.49			$	42,698
Balance—March 31, 2022	37,046	$	0.64	6.8	$	276,916
Options vested and exercisable—March 31, 2022	26,981	$	0.60	6.5	$	202,862

Schedule of RSU and PRSU Activity

The following table summarizes the RSU activity under the Company’s stock plans for the three months ended March 31, 2022 (in thousands, except per share data):


	RSUs and PRSUs
	Number of Shares	Weighted- Average Grant-Date Fair Value Price Per Share
Balance—December 31, 2021	24,744	$	17.70
Granted	4,807	7.73
Vested	(1,659)	16.51
Canceled or forfeited	(568)	16.78
Balance—March 31, 2022	27,324	$	16.04

Schedule of Earn-out Award Activity

The following table summarizes the Earn-out Award activity under the Earn-out Arrangement pursuant to the Merger Agreement during the three months ended March 31, 2022 (in thousands, except for per share data):


	Earn-out Award Outstanding
	Number of Shares	Weighted-Average Grant-Date Fair Value Price Per Share
Balance—December 31, 2021	4,700	$	12.64
Granted	13	20.13
Forfeited or Canceled	(61)	13.07
Vested and Canceled (1)	(1,966)	5.35
Vested and Released	(2,686)	$	7.31
Balance—March 31, 2022	—

(1) Represents 2 million shares withheld for tax obligation upon issuances of the Earn-out Shares on February 1, 2022.

Earn-out Shares Valuation

The following table provides the assumptions used to estimate the fair value of the Private Warrants during the three months ended March 31, 2022:



	March 31, 2022
Current stock price	$	8.12
Strike price	$	11.50
Expected term (in years)	4.31
Expected volatility	68.0%
Risk-free interest rate	2.5%
Expected dividend yield	—%

Assumptions used in the valuation as of December 31, 2021 are described below:


	As of
	December 31, 2021
Current stock price	$	20.64
Expected term (in years)	5.1
Expected volatility	67.0		%
Risk-free interest rate	1.3		%
Expected dividend yield	0		%


	December 31, 2021 to January 18,	Inception to December 31,
	2022	2021
Current stock price	$13.34 – $19.61	$13.93 – $27.86
Expected term	5.1 years	5.1 – 5.5 years
Expected volatility	67.0%	40.0% – 67.0%
Risk-free interest rate	1.3%	0.8% – 1.3%
Expected dividend yield	0%	0%

Employee Stock Option Valuation

The following table summarizes the assumptions used and the resulting grant-date fair values of our 2021 ESPP:


			March 31,
			2022
Grant-date fair value per share			$7.59 – $14.36
Expected term			0.5 – 2.0 years
Expected volatility			27.9 – 43.4%
Risk-free interest rate			0.1 – 0.6%
Expected dividend yield			0%

Stock-based Compensation Arrangement


	Three Months Ended March 31,
	2022		2021
Costs of revenue	$	1,809	$	25
Research and development	12,943		138
Selling, general, and administrative	40,525		495
Stock-based compensation, net of amounts capitalized	55,277		658
Capitalized stock-based compensation	5,820		82
Total stock-based compensation	$	61,097	$	740

Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands	3 Months Ended		5 Months Ended	12 Months Ended
	Mar. 31, 2022	Mar. 31, 2021	Dec. 31, 2021	Dec. 31, 2021
CASH FLOWS FROM OPERATING ACTIVITIES
Net income (loss)	$ 71,904	$ (2,872)
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Depreciation and amortization	2,463	1,285
Amortization of debt discount	0	67
Amortization of investment premiums, net of accretion of discounts	954	0
Stock-based compensation, net of amounts capitalized	55,277	658
Change in fair value of warrants liabilities	(21,433)	0
Change in fair value of contingent earn-out liability	(136,043)	0
Deferred income taxes	(227)	0
Allowance for doubtful accounts	191	16
Other	45	(53)
Changes in operating assets and liabilities, net of effects of businesses acquired:
Accounts receivable	(3,988)	(722)
Inventories	427	185
Prepaid expenses and other assets	(1,571)	(144)
Accounts payable	659	1,869
Deferred revenue	2,610	1,787
Accrued expenses and other liabilities	3,254	(1,020)
Net Cash Provided by (Used in) Operating Activities	(25,478)	1,056
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of property and equipment	(448)	(162)
Capitalized software and development costs	(3,596)	(1,344)
Purchase of investments	(30,378)	0
Maturities of investments	46,200	0
Investment in convertible notes	0	(1,000)
Business acquisitions, net of cash acquired	(30,020)	0
Net Cash Provided by (Used in) Investing Activities	(18,242)	(2,506)
CASH FLOW FROM FINANCING ACTIVITIES:
Payment of transaction costs related to reverse recapitalization	0	(593)	$ (36,300)
Proceeds from exercise of stock options	2,191	789
Payments for taxes related to net settlement of equity awards	(33,337)	0
Proceeds from exercise of warrants	27,844	0
Repayment of debt	0	(1,099)
Other	76	0
Net cash used in financing activities	(3,226)	(903)
Net change in cash, cash equivalents, and restricted cash	(46,946)	(2,353)
Effect of exchange rate changes on cash	(45)	(12)
Cash, cash equivalents, and restricted cash at beginning of year	139,987	52,250		$ 52,250
Cash, cash equivalents, and restricted cash at end of period	92,996	49,885	$ 139,987	$ 139,987
Supplemental disclosures of cash flow information
Cash paid for interest	0	267
Supplemental disclosures of non-cash investing and financing information
Earn-out liability recognized upon the re-allocation	896	0
Reclassification of remaining contingent earn-out liability upon triggering events	242,430	0
Unpaid transaction costs	0	2,390
Property, equipment and capitalized software and development costs included in accounts payable and accrued expenses and other liabilities	270	19
Common stock issued in connection with acquisition	19,118	0
Unpaid cash consideration in connection with acquisition	$ 4,348	$ 0

Balance Sheet Components - Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021
Balance Sheet Related Disclosures [Abstract]
Accrued compensation	$ 4,985	$ 2,754
Tax payable	1,920	1,063
ESPP Contribution	1,754	693
Short-term unpaid acquisition consideration	6,265	0
Short-term operating lease liabilities	1,208	0
Other current liabilities	5,631	5,516
Total accrued expenses and other current liabilities	$ 21,763	$ 10,026

Condensed Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Statement of Comprehensive Income [Abstract]
Net income (loss)	$ 71,904	$ (2,872)
Other comprehensive loss, net of taxes:
Foreign currency translation loss	0	(67)
Unrealized gain (loss) on available-for-sale securities, net of tax	(4,635)	40
Other comprehensive loss	(4,635)	(27)
Comprehensive income (loss)	$ 67,269	$ (2,899)

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

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Amount after tax and reclassification adjustments of other comprehensive income (loss).

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Public and Private Warrants (Tables)

3 Months Ended

Mar. 31, 2022

Schedule of Warrant Liability

The following table summarizes the Public and Private Warrants activities during the three months ended March 31, 2022 (in thousands):


	Public Warrants	Private Warrants	Total Warrants
Outstanding as of December 31, 2021	2,552	1,708	4,260
Warrants Exercised	(1,993)	—	(1,993)
Warrants Redeemed	(559)	—	(559)
Outstanding as of March 31, 2022	—	1,708	1,708

Schedule Valuation Assumptions to Fair Value of Private Warrants

The following table provides the assumptions used to estimate the fair value of the Private Warrants during the three months ended March 31, 2022:



	March 31, 2022
Current stock price	$	8.12
Strike price	$	11.50
Expected term (in years)	4.31
Expected volatility	68.0%
Risk-free interest rate	2.5%
Expected dividend yield	—%

Assumptions used in the valuation as of December 31, 2021 are described below:


	As of
	December 31, 2021
Current stock price	$	20.64
Expected term (in years)	5.1
Expected volatility	67.0		%
Risk-free interest rate	1.3		%
Expected dividend yield	0		%


	December 31, 2021 to January 18,	Inception to December 31,
	2022	2021
Current stock price	$13.34 – $19.61	$13.93 – $27.86
Expected term	5.1 years	5.1 – 5.5 years
Expected volatility	67.0%	40.0% – 67.0%
Risk-free interest rate	1.3%	0.8% – 1.3%
Expected dividend yield	0%	0%

Schedule of Warrants Measured at Fair Value

The following table presents the changes in the warrant liabilities (in thousands):


	Public Warrants		Private Warrants		Total Warrant Liabilities
Fair value at December 31, 2021	$	23,329	$	15,645	$	38,974
Change in fair value	(12,193)		(9,240)		(21,433)
Warrants Exercised	(10,018)		—		(10,018)
Warrants Redemption	(1,118)		—		(1,118)
Fair value at March 31, 2022	$	—	$	6,405	$	6,405

Fair Value Measurements - Assets on a Recurring Basis (Details) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021	Jul. 22, 2021	Mar. 31, 2021
Short-term investments:
Short-term investments	$ 308,813	$ 264,931
Other current assets:
Convertible notes receivable	508,141	529,697		$ 529,697
Financial Liabilities:
Warrants liability	6,405	38,974
Contingent earn-out liability			$ 231,600
Public Warrants
Financial Liabilities:
Warrants liability	0	23,329
Private Warrants
Financial Liabilities:
Warrants liability	6,405	15,645
U.S. government and agency securities
Other current assets:
Convertible notes receivable	182,111	185,075
Non-U.S. government and agency securities
Other current assets:
Convertible notes receivable	24,032	24,317
Corporate debt securities
Other current assets:
Convertible notes receivable	192,963	171,321
Commercial paper
Other current assets:
Convertible notes receivable	107,885	147,877
Fair Value, Recurring
Cash equivalents:
Cash equivalents, fair value	60,883	44,142
Short-term investments:
Short-term investments	308,813	264,931
Long-term investments:
Long-term investments	198,178	263,659
Other current assets:
Convertible notes receivable	1,150	1,107
Total assets measured at fair value	569,024	573,839
Financial Liabilities:
Contingent earn-out liability		377,576
Total liabilities measured at fair value	6,405	416,550
Fair Value, Recurring \| Public Warrants
Financial Liabilities:
Warrants liability	6,405	15,645
Fair Value, Recurring \| Private Warrants
Financial Liabilities:
Warrants liability		23,329
Fair Value, Recurring \| U.S. government and agency securities
Short-term investments:
Short-term investments	29,533
Long-term investments:
Long-term investments	152,578	185,075
Fair Value, Recurring \| Non-U.S. government and agency securities
Short-term investments:
Short-term investments	24,032	24,317
Fair Value, Recurring \| Corporate debt securities
Short-term investments:
Short-term investments	147,363	92,737
Long-term investments:
Long-term investments	45,600	78,584
Fair Value, Recurring \| Commercial paper
Short-term investments:
Short-term investments	107,885	147,877
Fair Value, Recurring \| Convertible notes receivable
Other current assets:
Convertible notes receivable	1,150	1,107
Fair Value, Recurring \| Money market funds
Cash equivalents:
Cash equivalents, fair value	60,883	44,142
Level 1 \| Fair Value, Recurring
Cash equivalents:
Cash equivalents, fair value	60,883	44,142
Short-term investments:
Short-term investments	29,533	0
Long-term investments:
Long-term investments	152,578	185,075
Other current assets:
Convertible notes receivable	0	0
Total assets measured at fair value	242,994	229,217
Financial Liabilities:
Contingent earn-out liability		0
Total liabilities measured at fair value	0	15,645
Level 1 \| Fair Value, Recurring \| Public Warrants
Financial Liabilities:
Warrants liability	0	15,645
Level 1 \| Fair Value, Recurring \| Private Warrants
Financial Liabilities:
Warrants liability		0
Level 1 \| Fair Value, Recurring \| U.S. government and agency securities
Short-term investments:
Short-term investments	29,533
Long-term investments:
Long-term investments	152,578	185,075
Level 1 \| Fair Value, Recurring \| Non-U.S. government and agency securities
Short-term investments:
Short-term investments	0	0
Level 1 \| Fair Value, Recurring \| Corporate debt securities
Short-term investments:
Short-term investments	0	0
Long-term investments:
Long-term investments	0	0
Level 1 \| Fair Value, Recurring \| Commercial paper
Short-term investments:
Short-term investments	0	0
Level 1 \| Fair Value, Recurring \| Convertible notes receivable
Other current assets:
Convertible notes receivable	0	0
Level 1 \| Fair Value, Recurring \| Money market funds
Cash equivalents:
Cash equivalents, fair value	60,883	44,142
Level 2 \| Fair Value, Recurring
Cash equivalents:
Cash equivalents, fair value	0	0
Short-term investments:
Short-term investments	279,280	264,931
Long-term investments:
Long-term investments	45,600	78,584
Other current assets:
Convertible notes receivable	0	0
Total assets measured at fair value	324,880	343,515
Financial Liabilities:
Contingent earn-out liability
Total liabilities measured at fair value	0	23,329
Level 2 \| Fair Value, Recurring \| Public Warrants
Financial Liabilities:
Warrants liability	0	0
Level 2 \| Fair Value, Recurring \| Private Warrants
Financial Liabilities:
Warrants liability		23,329
Level 2 \| Fair Value, Recurring \| U.S. government and agency securities
Short-term investments:
Short-term investments	0
Long-term investments:
Long-term investments	0	0
Level 2 \| Fair Value, Recurring \| Non-U.S. government and agency securities
Short-term investments:
Short-term investments	24,032	24,317
Level 2 \| Fair Value, Recurring \| Corporate debt securities
Short-term investments:
Short-term investments	147,363	92,737
Long-term investments:
Long-term investments	45,600	78,584
Level 2 \| Fair Value, Recurring \| Commercial paper
Short-term investments:
Short-term investments	107,885	147,877
Level 2 \| Fair Value, Recurring \| Convertible notes receivable
Other current assets:
Convertible notes receivable	0	0
Level 2 \| Fair Value, Recurring \| Money market funds
Cash equivalents:
Cash equivalents, fair value	0	0
Level 3 \| Fair Value, Recurring
Cash equivalents:
Cash equivalents, fair value	0	0
Short-term investments:
Short-term investments	0	0
Long-term investments:
Long-term investments	0	0
Other current assets:
Convertible notes receivable	1,150	1,107
Total assets measured at fair value	1,150	1,107
Financial Liabilities:
Contingent earn-out liability		377,576
Total liabilities measured at fair value	6,405	377,576
Level 3 \| Fair Value, Recurring \| Public Warrants
Financial Liabilities:
Warrants liability	6,405	0
Level 3 \| Fair Value, Recurring \| Private Warrants
Financial Liabilities:
Warrants liability		0
Level 3 \| Fair Value, Recurring \| U.S. government and agency securities
Short-term investments:
Short-term investments	0
Long-term investments:
Long-term investments	0	0
Level 3 \| Fair Value, Recurring \| Non-U.S. government and agency securities
Short-term investments:
Short-term investments	0	0
Level 3 \| Fair Value, Recurring \| Corporate debt securities
Short-term investments:
Short-term investments	0	0
Long-term investments:
Long-term investments	0	0
Level 3 \| Fair Value, Recurring \| Commercial paper
Short-term investments:
Short-term investments	0	0
Level 3 \| Fair Value, Recurring \| Convertible notes receivable
Other current assets:
Convertible notes receivable	1,150	1,107
Level 3 \| Fair Value, Recurring \| Money market funds
Cash equivalents:
Cash equivalents, fair value	$ 0	$ 0

Revenue (Tables)

3 Months Ended

Mar. 31, 2022

Revenue from Contract with Customer [Abstract]

Disaggregation of Revenue

The following table shows the revenue by geography for the three months ended March 31, 2022 and 2021, respectively (in thousands):


	Three Months Ended March 31,
	2022		2021
Revenue:
United States	$	16,237	$	16,996
International	12,273		9,933
Total revenue	$	28,510	$	26,929

The following table shows over time versus point-in-time revenue for the three months ended March 31, 2022 and 2021, respectively (in thousands):


	Three Months Ended March 31,
	2022		2021
Over time revenue	$	21,114	$	16,489
Point-in-time revenue	7,396		10,440
Total	$	28,510	$	26,929

Contract Balances

The contract balances as of March 31, 2022 and December 31, 2021 were as follows (in thousands):


	March 31, 2022		December 31, 2021
Accounts receivable, net	$	11,636	$	8,898
Unbilled accounts receivable	$	3,452	$	1,981
Deferred revenue	$	14,558	$	11,948

Reverse Recapitalization (Tables)

3 Months Ended

Mar. 31, 2022