0001384101-22-000139 | 10-Q | XBRL Viewer

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Cover Page - shares	9 Months Ended
Cover Page - shares	Sep. 30, 2022	Oct. 28, 2022
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Sep. 30, 2022
Document Transition Report	false
Entity File Number	001-36156
Entity Registrant Name	VERACYTE, INC.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	20-5455398
Entity Address, Address Line One	6000 Shoreline Court
Entity Address, Address Line Two	Suite 300
Entity Address, City or Town	South San Francisco
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	94080
City Area Code	(650)
Local Phone Number	243-6300
Title of 12(b) Security	Common Stock, par value, $0.001 per share
Trading Symbol	VCYT
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding (in shares)		71,752,896
Entity Central Index Key	0001384101
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Document Fiscal Period Focus	Q3
Document Fiscal Year Focus	2022

Condensed Consolidated Balance Sheets (unaudited) - USD ($)	Sep. 30, 2022	Dec. 31, 2021
Current assets:
Cash and cash equivalents	$ 170,112,000	$ 173,197,000
Short-term investments	0	3,964,000
Accounts receivable	40,068,000	41,461,000
Supplies and inventory	13,798,000	11,225,000
Prepaid expenses and other current assets	14,538,000	13,255,000
Total current assets	238,516,000	243,102,000
Property and equipment, net	17,237,000	15,098,000
Right-of-use assets, operating leases	13,885,000	16,043,000
Intangible assets, net	176,542,000	202,731,000
Goodwill	676,885,000	707,904,000
Restricted cash	749,000	749,000
Other assets	2,143,000	2,198,000
Total assets	1,125,957,000	1,187,825,000
Current liabilities:
Accounts payable	11,114,000	12,360,000
Accrued liabilities	32,137,000	39,475,000
Current portion of long-term debt	1,187,000	1,127,000
Current portion of deferred revenue	3,863,000	4,646,000
Current portion of acquisition-related contingent consideration	5,913,000	2,682,000
Current portion of operating lease liabilities	3,958,000	3,630,000
Current portion of other liabilities	180,000	231,000
Total current liabilities	58,352,000	64,151,000
Deferred revenue, net of current portion	0	343,000
Deferred tax liabilities	4,342,000	5,592,000
Acquisition-related contingent consideration, net of current portion	2,411,000	5,722,000
Operating lease liabilities, net of current portion	11,527,000	14,096,000
Other liabilities	1,148,000	1,407,000
Total liabilities	77,780,000	91,311,000
Commitments and contingencies
Stockholders’ equity:
Preferred stock, $0.001 par value; 5,000,000 shares authorized, no shares issued and outstanding as of September 30, 2022 and December 31, 2021	0	0
Common stock, $0.001 par value; 125,000,000 shares authorized, 71,741,517 and 71,123,108 shares issued and outstanding as of September 30, 2022 and December 31, 2021, respectively	72,000	71,000
Additional paid-in capital	1,492,044,000	1,468,683,000
Accumulated deficit	(389,873,000)	(357,157,000)
Accumulated other comprehensive loss	(54,066,000)	(15,083,000)
Total stockholders’ equity	1,048,177,000	1,096,514,000
Total liabilities and stockholders’ equity	$ 1,125,957,000	$ 1,187,825,000

Condensed Consolidated Balance Sheets (unaudited) (Parenthetical) - $ / shares	Sep. 30, 2022	Dec. 31, 2021
Statement of Financial Position [Abstract]
Preferred stock, par value (in USD per share)	$ 0.001	$ 0.001
Preferred stock, shares authorized (in shares)	5,000,000	5,000,000
Preferred stock, shares issued (in shares)	0	0
Preferred stock, shares outstanding (in shares)	0	0
Common stock, par value (in USD per share)	$ 0.001	$ 0.001
Common stock, shares authorized (in shares)	125,000,000	125,000,000
Common stock, shares issued (in shares)	71,741,517	71,123,108
Common stock, shares outstanding (in shares)	71,741,517	71,123,108

Condensed Consolidated Statements of Operations (Unaudited) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Revenue:
Total revenue	$ 75,592	$ 60,370	$ 216,239	$ 152,178
Operating expenses:
Research and development	10,773	8,006	29,316	19,591
Selling and marketing	25,678	21,670	73,433	57,628
General and administrative	17,600	20,749	58,310	82,504
Intangible asset amortization	5,213	4,983	16,090	10,507
Total operating expenses	85,272	77,051	251,900	221,748
Loss from operations	(9,680)	(16,681)	(35,661)	(69,570)
Other income (loss), net	805	1,202	2,675	(762)
Loss before income taxes	(8,875)	(15,479)	(32,986)	(70,332)
Income tax benefit	(152)	(1,350)	(270)	(5,297)
Net loss	$ (8,723)	$ (14,129)	$ (32,716)	$ (65,035)
Net loss per common share, basic (in USD per share)	$ (0.12)	$ (0.20)	$ (0.46)	$ (0.97)
Net loss per common share, diluted (in USD per share)	$ (0.12)	$ (0.20)	$ (0.46)	$ (0.97)
Shares used to compute net loss per common share, basic (in shares)	71,656,694	69,743,733	71,456,008	66,820,654
Shares used to compute net loss per common share, diluted (in shares)	71,656,694	69,743,733	71,456,008	66,820,654
Testing revenue
Revenue:
Total revenue	$ 64,577	$ 50,897	$ 180,275	$ 134,768
Operating expenses:
Cost of revenue	19,816	16,073	55,923	42,494
Product revenue
Revenue:
Total revenue	3,314	2,959	9,401	8,706
Operating expenses:
Cost of revenue	1,981	1,491	5,202	4,304
Biopharmaceutical and other revenue
Revenue:
Total revenue	7,701	6,514	26,563	8,704
Operating expenses:
Cost of revenue	$ 4,211	$ 4,079	$ 13,626	$ 4,720

Condensed Consolidated Statements of Comprehensive Loss (Unaudited) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Statement of Comprehensive Income [Abstract]
Net loss	$ (8,723)	$ (14,129)	$ (32,716)	$ (65,035)
Other comprehensive loss:
Change in currency translation adjustments	(16,016)	(8,140)	(38,983)	(8,140)
Net comprehensive loss	$ (24,739)	$ (22,269)	$ (71,699)	$ (73,175)

- Definition

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

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+ Details

Condensed Consolidated Statements of Stockholders' Equity (Unaudited) - USD ($) shares in Thousands, $ in Thousands	Total	Common Stock	Additional Paid-in Capital	Accumulated Deficit	Accumulated Other Comprehensive Loss
Balance at beginning of period (in shares) at Dec. 31, 2020		58,201
Balance at beginning of period at Dec. 31, 2020	$ 421,232	$ 58	$ 702,768	$ (281,594)	$ 0
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Sale of common stock in a public offering, net of offering costs (in shares)		8,547
Sale of common stock in a public offering, net of offering costs	593,821	$ 9	593,812
Issuance of common stock for acquisition (in shares)		3,347
Issuance of common stock for acquisition	147,089	$ 3	147,086
Issuance of common stock on exercise of stock options and vesting of restricted stock units (in shares)		856
Issuance of common stock on exercise of stock options and vesting of restricted stock units	8,280	$ 1	8,279
Issuance of common stock under ESPP (in shares)		81
Issuance of common stock under ESPP	2,353		2,353
Tax portion of vested restricted stock units	(8,307)		(8,307)
Stock-based compensation expense (employee)	14,687		14,687
Stock-based compensation expense (non-employee)	45		45
Stock-based compensation expense (ESPP)	1,055		1,055
Net loss	(65,035)			(65,035)
Other comprehensive loss	(8,140)				(8,140)
Balance at end of period (in shares) at Sep. 30, 2021		71,032
Balance at end of period at Sep. 30, 2021	1,107,080	$ 71	1,461,778	(346,629)	(8,140)
Balance at beginning of period (in shares) at Jun. 30, 2021		67,472
Balance at beginning of period at Jun. 30, 2021	971,177	$ 67	1,303,610	(332,500)	0
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock for acquisition (in shares)		3,347
Issuance of common stock for acquisition	147,089	$ 3	147,086
Issuance of common stock on exercise of stock options and vesting of restricted stock units (in shares)		181
Issuance of common stock on exercise of stock options and vesting of restricted stock units	2,844	$ 1	2,843
Issuance of common stock under ESPP (in shares)		32
Issuance of common stock under ESPP	1,195		1,195
Tax portion of vested restricted stock units	(824)		(824)
Stock-based compensation expense (employee)	7,359		7,359
Stock-based compensation expense (non-employee)	15		15
Stock-based compensation expense (ESPP)	494		494
Net loss	(14,129)			(14,129)
Other comprehensive loss	(8,140)				(8,140)
Balance at end of period (in shares) at Sep. 30, 2021		71,032
Balance at end of period at Sep. 30, 2021	1,107,080	$ 71	1,461,778	(346,629)	(8,140)
Balance at beginning of period (in shares) at Dec. 31, 2021		71,123
Balance at beginning of period at Dec. 31, 2021	1,096,514	$ 71	1,468,683	(357,157)	(15,083)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock on exercise of stock options and vesting of restricted stock units (in shares)		464
Issuance of common stock on exercise of stock options and vesting of restricted stock units	2,386	$ 1	2,385
Issuance of common stock under ESPP (in shares)		155
Issuance of common stock under ESPP	3,748		3,748
Tax portion of vested restricted stock units	(2,639)		(2,639)
Stock-based compensation expense (employee)	18,459		18,459
Stock-based compensation expense (non-employee)	11		11
Stock-based compensation expense (ESPP)	1,397		1,397
Net loss	(32,716)			(32,716)
Other comprehensive loss	(38,983)				(38,983)
Balance at end of period (in shares) at Sep. 30, 2022		71,742
Balance at end of period at Sep. 30, 2022	1,048,177	$ 72	1,492,044	(389,873)	(54,066)
Balance at beginning of period (in shares) at Jun. 30, 2022		71,559
Balance at beginning of period at Jun. 30, 2022	1,064,151	$ 72	1,483,279	(381,150)	(38,050)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock on exercise of stock options and vesting of restricted stock units (in shares)		110
Issuance of common stock on exercise of stock options and vesting of restricted stock units	623		623
Issuance of common stock under ESPP (in shares)		73
Issuance of common stock under ESPP	1,633		1,633
Tax portion of vested restricted stock units	(773)		(773)
Stock-based compensation expense (employee)	6,815		6,815
Stock-based compensation expense (ESPP)	467		467
Net loss	(8,723)			(8,723)
Other comprehensive loss	(16,016)				(16,016)
Balance at end of period (in shares) at Sep. 30, 2022		71,742
Balance at end of period at Sep. 30, 2022	$ 1,048,177	$ 72	$ 1,492,044	$ (389,873)	$ (54,066)

Condensed Consolidated Statements of Stockholders' Equity (Unaudited) (Parenthetical) $ in Thousands	9 Months Ended
	Sep. 30, 2021 USD ($)
Statement of Stockholders' Equity [Abstract]
Issuance costs	$ 38,677

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021
Operating activities
Net loss	$ (32,716)	$ (65,035)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization	19,372	13,189
Loss on disposal of property and equipment	72	0
Stock-based compensation	19,867	15,787
Benefit from income taxes	(270)	(5,297)
Interest on end-of-term debt obligation	161	161
Noncash lease expense	2,487	1,566
Revaluation of acquisition-related contingent consideration	(80)	303
Effect of foreign currency on operations	1,563	1,601
Impairment of intangible assets	3,318	0
Changes in operating assets and liabilities:
Accounts receivable	(4,356)	(6,285)
Supplies and inventory	(2,841)	4
Prepaid expenses and other current assets	(25)	(1,905)
Other assets	160	353
Operating lease liabilities	(2,570)	(1,710)
Accounts payable	(325)	3,872
Accrued liabilities and deferred revenue	(6,026)	3,329
Net cash used in operating activities	(2,209)	(40,067)
Investing activities
Acquisition of Decipher Biosciences, net of cash acquired	0	(574,411)
Acquisition of HalioDx, net of cash acquired	0	(163,645)
Purchase of short-term investments	(8,972)	0
Proceeds from maturity of short-term investments	12,696	0
Proceeds from sale of equity securities	0	3,000
Purchases of property and equipment	(6,677)	(4,535)
Net cash used in investing activities	(2,953)	(739,591)
Financing activities
Proceeds from the issuance of common stock in a public offering, net of issuance costs	0	593,821
Payment of long-term debt	(94)	0
Payment of taxes on vested restricted stock units	(2,639)	(8,307)
Proceeds from the exercise of common stock options and employee stock purchases	6,134	10,633
Net cash provided by financing activities	3,401	596,147
Decrease in cash, cash equivalents and restricted cash	(1,761)	(183,511)
Effect of foreign currency on cash, cash equivalents and restricted cash	(1,324)	(1,678)
Net decrease in cash, cash equivalents and restricted cash	(3,085)	(185,189)
Cash, cash equivalents and restricted cash at beginning of period	173,946	349,967
Cash, cash equivalents and restricted cash at end of period	170,861	164,778
Supplementary cash flow information:
Purchases of property and equipment included in accounts payable and accrued liability	15	31
Interest paid on debt	0	9
Cash paid for tax	430	0
Issuance of common stock for acquisition of HalioDx	0	147,089
Cash and cash equivalents	170,112
Restricted cash	749
Total cash, cash equivalents and restricted cash	$ 170,861	$ 164,778

Organization, Description of Business and Summary of Significant Accounting Policies

9 Months Ended

Sep. 30, 2022

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Organization, Description of Business and Summary of Significant Accounting Policies

Veracyte, Inc., or Veracyte, or the Company, is a global diagnostics company that improves patient care by answering important clinical questions to inform diagnosis and treatment decisions throughout the patient journey in cancer and other diseases. The Company’s menu of tests leverage advances in genomic science and machine learning technology to influence care for patients, enabling them to avoid unnecessary and potentially harmful procedures and interventions, and accelerate time to more appropriate treatment. In addition to making its tests available in the United States through its central laboratories, the Company believes its exclusive diagnostic access to the nCounter Analysis System positions the company to deliver tests to patients worldwide through laboratories and hospitals that can perform them locally.

Veracyte was incorporated in the state of Delaware on August 15, 2006, as Calderome, Inc. Calderome operated as an incubator until early 2008. On March 4, 2008, the Company changed its name to Veracyte, Inc. The Company’s headquarters are South San Francisco, California, and it also has operations in San Diego, California; Austin, Texas; Richmond, Virginia; and Marseille, France. It performs diagnostic testing in its Clinical Laboratory Improvement Amendments of 1988, or CLIA, certified laboratories in South San Francisco, San Diego, Austin, and Richmond.

Veracyte’s foundational approach for its tests begins with determining what clinical questions need to be answered in order to inform what happens next for the patient. The Company deploys rigorous science and technology to develop and validate its tests and collects extensive clinical utility data to demonstrate their ability to influence care. This approach has enabled the Company to obtain Medicare reimbursement for many of its commercially available tests. The Company positions its tests to integrate seamlessly into the way physicians currently evaluate patients, to facilitate adoption.

Veracyte currently offers genomic tests, which it believes are changing patient care in thyroid cancer (Afirma); prostate and bladder cancers (Decipher); breast cancer (Prosigna); lung cancer (Percepta); and interstitial lung diseases, or ILD, including idiopathic pulmonary fibrosis, or IPF (Envisia). The Company’s commercially available tests in each of these indications are covered by Medicare.

The Company performs its genomic tests for thyroid cancer, lung cancer and IPF in its CLIA-certified laboratory in South San Francisco, California, and its genomic tests for prostate and bladder cancer in its College of American Pathologists, or CAP, accredited and CLIA-certified laboratory in San Diego, California. In 2019, the Company acquired from NanoString Technologies, Inc. or NanoString, the exclusive global diagnostics license to the nCounter Analysis System and the Prosigna Breast Cancer Prognostic Gene Signature Assay, which is commercially available, along with the LymphMark lymphoma subtyping assay, which is in development for use as a companion diagnostic with Acerta Pharma’s and AstraZeneca’s Calquence. Both tests are designed for use on the nCounter Analysis System. The Prosigna test kits and associated products are sold to laboratories and hospitals globally.

Veracyte’s scientific approach and capabilities in genomics and immuno-oncology also provide multiple opportunities for partnerships with biopharmaceutical and diagnostic companies. In developing and commercializing its products, the Company has built or gained access to unique data and sample biorepositories, as well as proprietary technology and bioinformatics that it believes are important to the development of new targeted therapies, determining clinical trial eligibility and guiding treatment selection.

Basis of Presentation

The Company’s condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States, or GAAP. Certain information and note disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. The condensed consolidated balance sheet as of September 30, 2022, the condensed consolidated statements of operations for the three and nine months ended September 30, 2022 and 2021, the condensed consolidated statements of comprehensive loss for the three and nine months ended September 30, 2022 and 2021, the condensed consolidated statements of stockholders' equity for the three and nine months ended September 30, 2022 and 2021, and the condensed consolidated statements of cash flows for the nine months ended September 30, 2022 and 2021 are unaudited, but include all adjustments, consisting only of normal recurring adjustments, which the Company considers necessary for a fair presentation of its financial position, operating results, stockholders' equity and cash flows for the periods presented. The condensed consolidated balance sheet as of December 31, 2021 has been derived from audited financial statements. The results for the three and nine months ended September 30, 2022

are not indicative of the results expected for the full year or any other period. The condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. The Company operates in one segment.

The accompanying interim period condensed consolidated financial statements and related financial information included in this Quarterly Report on Form 10-Q should be read in conjunction with the audited financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021.

Reclassifications

Certain prior period balances have been reclassified to conform to current period presentation of the Company’s condensed consolidated financial statements and accompanying notes. Such reclassifications have no effect on previously reported results of operations, accumulated deficit, subtotals of operating, investing or financing cash flows or consolidated balance sheet totals; however, for the period December 31, 2021, the Company reclassified $4.0 million of prepaid expenses and other current assets to short-term investments in the condensed consolidated balance sheets.

Use of Estimates

The preparation of unaudited interim financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities as of the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Significant items subject to such estimates include: revenue recognition; the useful lives of property and equipment; the recoverability of long-lived assets; the incremental borrowing rate for leases; accounting for acquisitions; the estimation of the fair value of intangible assets and contingent consideration; stock based compensation; income tax uncertainties, including a valuation allowance for deferred tax assets; credit related losses on investments; and allowance for credit losses and contingencies. The Company bases these estimates on historical and anticipated results, trends, and various other assumptions that the Company believes are reasonable under the circumstances, including assumptions as to future events. These estimates form the basis for making judgments about the carrying values of assets and liabilities and recorded revenue and expenses that are not readily apparent from other sources. Actual results could differ from those estimates and assumptions.

Concentrations of Credit Risk and Other Risks and Uncertainties

The worldwide spread of coronavirus, or COVID-19, has created significant uncertainty in the global economy. There have been no comparable recent events that provide guidance as to the effect the spread of COVID-19 as a global pandemic may have. As a result, the ultimate impact of COVID-19 and the extent to which COVID-19 impacts the Company’s business, results of operations and financial condition will depend on future developments, which are highly uncertain and difficult to predict. If the financial markets or the overall economy are impacted for an extended period, the Company’s liquidity, revenue, supplies, goodwill and intangibles may be adversely affected. The Company considers the effects, to the extent knowable, of the COVID-19 pandemic in developing our estimates.

The majority of the Company’s cash and cash equivalents are deposited with one major financial institution in the United States. Deposits in this institution may exceed the amount of insurance provided on such deposits. The Company has not realized any losses on its deposits of cash and cash equivalents other than exchange rate losses related to foreign currency denominated accounts.

Several of the components of the Company’s sample collection kits and test reagents, and the nCounter system and related diagnostic kits, are obtained from single-source suppliers. If these single-source suppliers fail to satisfy the Company’s requirements on a timely basis, the Company could suffer delays in being able to deliver its diagnostic solutions, suffer a possible loss of revenue, or incur higher costs, any of which could adversely affect its operating results.

Through September 30, 2022, most of the Company’s revenue has been derived from the sale of Decipher and Afirma testing. To date, Decipher and Afirma testing have been delivered primarily to physicians in the United States.

The Company is also subject to credit risk from its accounts receivable related to its sales. Credit risk for accounts receivable from testing revenue is incorporated in testing revenue accrual rates as the Company assesses historical collection rates and current developments to determine accrual rates and amounts the Company will ultimately collect. The Company

generally does not perform evaluations of customers’ financial condition for testing revenue and generally does not require collateral. The Company assesses credit risk and the amount of accounts receivable the Company will ultimately collect for product, biopharmaceutical and other revenue based on collection history, current developments and credit worthiness of the customer. The estimate of credit losses is not material at September 30, 2022.

The Company’s third-party payers and other customers in excess of 10% of total revenue and their related revenue as a percentage of total revenue were as follows:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2022		2021		2022		2021
Medicare	31	%	31	%	31	%	31	%
UnitedHealthcare	10	%	9	%	10	%	10	%
	41	%	40	%	41	%	41	%

The Company’s third-party payers and other customers in excess of 10% of accounts receivable and their related accounts receivable balance as a percentage of total accounts receivable were as follows at the following dates:


	September 30, 2022		December 31, 2021
Medicare	14	%	12	%
UnitedHealthcare	10	%	9	%

Cash and Cash Equivalents

The Company considers demand deposits in a bank, money market funds and highly liquid investments with an original maturity of 90 days or less to be cash equivalents.

Short-Term Investments

The Company's short-term investments consist of U.S. treasury securities and time deposits with a bank with maturities at the time of purchase that were between 90 days and one year. The Company classifies these investments as held-to-maturity debt securities, which are reported at amortized cost. Discounts or premiums from the purchase of the securities are recognized as a component of interest income in other income (loss), net in the condensed consolidated statements of operations. Investments are initially recorded net of an allowance for expected credit losses, if any, which are remeasured each period and any impairments are recognized as an expense. Unrealized gains and losses are not recognized in income. As of both September 30, 2022 and December 31, 2021, no allowances for expected credit losses had been recorded and there have been no impairment or credit losses on the Company's short term investments.

Restricted Cash

The Company had deposits of $0.7 million included in long-term assets as of both September 30, 2022 and December 31, 2021, restricted from withdrawal and held by banks in the form of collateral for irrevocable standby letters of credit held as security for the Company's leases.

Revenue Recognition

The Company recognizes revenue in accordance with the provisions of ASC 606, Revenue from Contracts with Customers, or ASC 606. This process involves identifying the contract with a customer, determining the performance obligations in the contract, determining the contract price, allocating the contract price to the distinct performance obligations in the contract, and recognizing revenue when the performance obligations have been satisfied. A performance obligation is considered distinct from other obligations in a contract when it provides a benefit to the customer either on its own or together with other resources that are readily available to the customer, and is separately identified in the contract. Performance

obligations are considered satisfied once the Company has completed a service or transferred control of a product to the customer.

In arrangements involving more than one service or good, each required service or good is evaluated to determine whether it qualifies as a distinct performance obligation based on whether (i) the customer can benefit from the service or good either on its own or together with other resources that are readily available and (ii) the service or good is separately identifiable from other promises in the contract. The consideration under the arrangement is then allocated to each separate distinct performance obligation based on its respective relative stand-alone selling price. The estimated selling price of each deliverable reflects the Company's best estimate of what the selling price would be if the deliverable was regularly sold by the Company on a stand-alone basis or using an adjusted market assessment approach if selling price on a stand-alone basis is not available. The consideration allocated to each distinct performance obligation is recognized as revenue when control is transferred which may be at a point in time or over time.

Testing Revenue

The Company bills for testing services at the time of test completion as defined by the delivery of test results. The Company recognizes revenue based on estimates of the amount that will ultimately be realized. In determining the amount to accrue for a delivered test, the Company considers factors such as payment history, payer coverage, whether there is a reimbursement contract between the payer and the Company, payment as a percentage of agreed upon rate (if applicable), amount paid per test and any current developments or changes that could impact reimbursement. These estimates require significant judgment by management. Actual results could differ from those estimates and assumptions.

The Company has changed its revenue estimates due to actual and anticipated cash collections for tests delivered in prior quarters and recognized immaterial changes in revenue, loss from operations and basic and diluted net loss per share for the three and nine months ended September 30, 2022 and 2021.

Product Revenue

The Company's products consist of the Prosigna breast cancer assay, the nCounter Analysis System and related diagnostic kits. Product revenue from diagnostic kits is generally recognized upon shipment. Product revenue from instruments is generally recognized when the instrument is ready for use by the end customer. Shipping and handling costs incurred for product shipments are included in product revenue. Revenue is presented net of the taxes that are collected from customers and remitted to governmental authorities.

Biopharmaceutical and Other Revenue

The Company enters into arrangements for biopharmaceutical research and development, commercialization, contract manufacturing and development, and testing services, which are classified under biopharmaceutical and other revenue. Such arrangements may require the Company to deliver various rights, manufactured diagnostic test kits, services and/or samples, including intellectual property rights/licenses, biopharmaceutical research and development services, and/or commercialization services. The Company receives consideration in the form of upfront license fees; payments on delivery of data, test results or manufactured products; costs of service plus margin; and development and commercial performance milestone payments.

The Company develops estimates and assumptions that require judgment to determine the underlying stand-alone selling price for each performance obligation which determines how the transaction price is allocated among the performance obligations. The estimation of the stand-alone selling price may include independent evidence of market price, forecasted revenue or costs, development timelines, discount rates, and probabilities of technical and regulatory success. The Company evaluates each performance obligation to determine if the obligation can be satisfied at a point in time or over time, and it measures the services delivered to the collaborative partner which are periodically reviewed based on the progress of the related program. For licenses that are bundled with other promises, the Company utilizes judgment to assess the nature of the combined performance obligation to determine whether the combined performance obligation is satisfied over time or at a point in time. The effect of any change made to an estimated input component and, therefore revenue or expense recognized, would be recorded as a change in estimate. In addition, variable consideration must be evaluated to determine if it is constrained and, therefore, excluded from the transaction price.

At the inception of each arrangement that includes milestone payments (variable consideration), the Company evaluates whether the milestones are considered probable of being reached and estimates the amount to be included in the transaction

price. Milestone payments that are not within either party’s control, such as non-operational developmental and regulatory approvals, are generally not considered probable of being achieved until those approvals are received. At the end of each reporting period, the Company re-evaluates the probability of achievement of milestones that are within either party’s control, such as operational developmental milestones and any related constraint, and if necessary, adjusts its estimate of the overall transaction price. Any such adjustments are recorded on a cumulative catch-up basis, which would affect revenue and earnings in the period of adjustment. Revisions to the Company’s estimate of the transaction price may also result in negative revenue and earnings in the period of adjustment. One collaboration arrangement with milestone payments falls under the scope of ASC Topic 808, Collaborative Arrangements, or ASC 808. These milestone payments are recognized in the same manner as milestone payments from customers and are classified under biopharmaceutical and other revenue.

Accounts receivable from biopharmaceutical and other revenue was $7.7 million at September 30, 2022 and $11.6 million at December 31, 2021. There was $3.9 million and $5.0 million of deferred revenue related to these agreements at September 30, 2022 and December 31, 2021, respectively. Revenue included in biopharmaceutical and other revenue for the three and nine months ended September 30, 2022 and 2021 was as follows (in thousands of dollars):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2022		2021		2022		2021
Biopharmaceutical revenue	$	6,368	$	5,241	$	20,820	$	7,431
Contract manufacturing and testing	1,333		1,273		5,743		1,273
Total	$	7,701	$	6,514	$	26,563	$	8,704

Cost of Testing Revenue

The components of our cost of testing services are laboratory expenses, sample collection expenses, compensation expense, license fees and royalties, depreciation, other expenses such as equipment and laboratory supplies, and allocations of facility and information technology expenses. Costs associated with performing tests are expensed as the test is processed regardless of whether and when revenue is recognized with respect to that test.

Cost of Product Revenue

Cost of product revenue consists primarily of costs of purchasing instruments and diagnostic kits from third-party contract manufacturers, installation, service and packaging and delivery costs, and our internal labor expenses. In addition, cost of product includes royalty costs for licensed technologies included in the Company’s products. Cost of product revenue for instruments and diagnostic kits is recognized in the period the related revenue is recognized. Shipping and handling costs incurred for product shipments are included in cost of product in the condensed consolidated statements of operations.

Cost of Biopharmaceutical and Other Revenue

Cost of biopharmaceutical and other revenue consists of costs of performing activities under arrangements that require the Company to perform biopharmaceutical research and development, commercialization, contract manufacturing and contract testing services on behalf of a customer.

Pension Liability

The Company offers a defined benefit pension plan to certain non-U.S. employees of its Veracyte SAS subsidiary. As of September 30, 2022 and December 31, 2021, the total pension obligation was $0.9 million and $1.1 million, respectively, and is included in other liabilities on the condensed consolidated balance sheets.

Recent Accounting Pronouncements

In October 2021, the FASB issued ASU 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers, which requires entities to recognize and measure contract assets and contract liabilities acquired in a business combination in accordance with ASC 2014-09, Revenue from Contracts with Customers (Topic 606). The update will generally result in an entity recognizing contract assets and contract liabilities at amounts consistent with those recorded by the acquiree immediately before the acquisition date rather than at fair value. The

new standard is effective on a prospective basis for fiscal years beginning after December 15, 2022, with early adoption permitted. The Company does not expect to have a material impact on its consolidated financial statements and related disclosures from the adoption of this guidance.

Net Loss Per Common Share

9 Months Ended

Sep. 30, 2022

Earnings Per Share [Abstract]

Net Loss Per Common Share

Basic net loss per common share is calculated by dividing net loss attributable to common stockholders by the weighted-average number of common shares outstanding during the period, without consideration of common stock equivalents. Diluted net loss per common share is computed by dividing net loss attributable to common stockholders by the weighted-average number of common share equivalents outstanding for the period determined using the treasury stock method. The following outstanding common stock equivalents have been excluded from diluted net loss per common share because their inclusion would be anti-dilutive:


	Three Months Ended September 30,		Nine Months Ended September 30,
	2022	2021	2022	2021
Shares of common stock subject to outstanding options	4,043,274	3,668,179	3,902,116	3,817,351
Employee stock purchase plan	39,177	14,445	40,094	16,686
Restricted stock units	2,114,223	1,246,888	1,929,696	1,011,466
Total common stock equivalents	6,196,674	4,929,512	5,871,906	4,845,503

Balance Sheet Components

9 Months Ended

Sep. 30, 2022

Balance Sheet Related Disclosures [Abstract]

Balance Sheet Components

Goodwill

Goodwill was $676.9 million and $707.9 million as of September 30, 2022 and December 31, 2021, respectively. The changes in the carrying amounts of goodwill during the nine months ended September 30, 2022 were due to foreign currency translation and measurement period adjustments. The Company has not recorded any impairment related to goodwill.

Intangible Assets, Net

Intangible assets include finite-lived product technology, customer relationships, licenses and trade names and indefinite-lived in-process research and development. Intangible assets consisted of the following (in thousands of dollars):


	September 30, 2022						December 31, 2021						Weighted Average Remaining Amortization Period (Years)
	Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount		Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount
Percepta product technology	$	16,000	$	(8,000)	$	8,000	$	16,000	$	(7,200)	$	8,800	7
Prosigna product technology	4,120		(778)		3,342		4,120		(572)		3,548		11
Prosigna customer relationships	2,430		(1,377)		1,053		2,430		(1,013)		1,417		1
nCounter Dx license	46,880		(8,855)		38,025		46,880		(6,511)		40,369		11
LymphMark product technology	990		(401)		589		990		(295)		695		4
Decipher product technology	90,000		(13,984)		76,016		90,000		(7,234)		82,766		8
Decipher trade names	4,000		(1,243)		2,757		4,000		(643)		3,357		3
HalioDx developed technology	36,367		(4,500)		31,867		45,640		(1,877)		43,763		9
HalioDx customer relationships	4,213		(861)		3,352		4,870		(352)		4,518		6
HalioDx customer backlog	5,976		(1,735)		4,241		6,908		(710)		6,198		2
Total finite-lived intangibles	210,976		(41,734)		169,242		221,838		(26,407)		195,431		8.9
In-process research and development	7,300		—		7,300		7,300		—		7,300
Total intangible assets	$	218,276	$	(41,734)	$	176,542	$	229,138	$	(26,407)	$	202,731

During the three months ended June 30, 2022, the Company concluded it had a triggering event requiring assessment of impairment for certain of its long-lived assets in conjunction with management’s decision to cease commercialization efforts related to the Company’s stand-alone Immunoscore Colon Dx commercial offering. As a result, the Company reviewed the long-lived assets for impairment and recorded a $3.3 million impairment charge associated with its HalioDx Immunoscore Colon Dx developed technology finite-lived intangible asset. The impairment is recorded within general and administrative expense on the condensed consolidated statement of operations for the nine months ended September 30, 2022. The impairment was assessed under an income approach estimating forecasted discounted cash flows. This method is consistent with the methods the Company employed in prior periods to value other long-lived assets.

Amortization of the finite-lived intangible assets is recognized on a straight-line basis. Amortization expense of $5.2 million and $5.0 million was recognized for the three months ended September 30, 2022 and 2021, respectively, and expense of $16.1 million and $10.5 million was recognized for the nine months ended September 30, 2022 and 2021, respectively.

The estimated future aggregate amortization expense as of September 30, 2022 is as follows (in thousands of dollars):


Year Ending December 31,	Amounts
2022 remainder of year	$	5,184
2023	20,735
2024	20,695
2025	19,635
2026	17,899
Thereafter	85,094
Total	$	169,242

Supplies and Inventory

As of September 30, 2022 and December 31, 2021, supplies and inventory consisted of $10.5 million and $8.2 million, respectively, of lab supplies and reagents consumed in the performance of testing services, and $3.3 million and $3.0 million, respectively, of inventory related to raw materials consumed in contract manufacturing process as well as finished diagnostic kits sourced from third parties related to product sales.

Accrued Liabilities

Accrued liabilities consisted of the following (in thousands of dollars):


	September 30, 2022		December 31, 2021
Accrued compensation expenses	$	25,732	$	30,792
Accrued other	6,405		8,683
Total accrued liabilities	$	32,137	$	39,475

Business Combinations

9 Months Ended

Sep. 30, 2022

Business Combinations [Abstract]

Business Combinations

HalioDx

On August 2, 2021, the Company acquired 100% of the equity interests, or the HalioDx Acquisition, of HalioDx SAS and 100% of the equity interest of HalioDx Inc., historically a wholly-owned subsidiary of HalioDx SAS, collectively referred to as HalioDx. The HalioDx Acquisition gave the Company the capabilities and expertise to manufacture its own IVD test kits for use on the nCounter Analysis System. The acquisition also deepened the Company's scientific expertise and capabilities in the rapidly growing area of immuno-oncology, further strengthening its offerings for biopharmaceutical and other partners. The consideration to acquire HalioDx was $319.6 million, composed of $147.1 million in the form of 3.3 million shares of the

Company’s common stock based on the Company's share price on the closing date, $4.2 million in liabilities, and the remainder in cash.

The following table summarizes the fair values of assets acquired and liabilities assumed in the acquisition of HalioDx at the date of acquisition (in thousands):


Cash and cash equivalents	$	5,938
Accounts receivable	9,298
Supplies inventory	3,610
Prepaids and other current assets	7,045
Property and equipment, net	2,716
Right-of-use assets, financing lease	733
Right-of-use assets, operating lease	2,136
Intangible assets	60,303
Other assets	524
Total identifiable assets acquired	92,303
Accounts payable	(2,645)
Accrued liabilities	(5,627)
Current portion of financing lease liability	(247)
Current portion of operating lease liability	(448)
Long-term debt	(1,171)
Deferred revenue	(3,250)
Financing lease liability, net of current portion	(488)
Operating lease liability, net of current portion	(1,687)
Deferred tax liability	(6,946)
Net identifiable assets acquired	69,794
Goodwill	249,846
Total purchase price	$	319,640

Since the acquisition, the Company has recorded certain measurement period adjustments due to new information becoming available pertaining to the valuation of accounts payable and certain other assets. These adjustments were recorded as net increases to goodwill totaling $0.2 million and did not impact the condensed consolidated statements of operations.

Decipher Biosciences

On March 12, 2021, the Company acquired 100% of the equity interests of Decipher Biosciences, a privately-held company developing diagnostic tests in urologic cancers, for approximately $594.7 million, or the Decipher Acquisition.

The following table summarizes the fair values of assets acquired and liabilities assumed through the Company's acquisition of Decipher Biosciences at the date of acquisition (in thousands):


Cash and cash equivalents	$	19,782
Accounts receivable	7,562
Supplies inventory	1,641
Prepaids and other current assets	778
Property and equipment, net	1,737
Right-of-use assets, operating lease	7,601
Finite-lived intangible assets	94,000
Indefinite-lived intangible assets	7,300
Restricted cash	146
Other assets	3,075
Total identifiable assets acquired	143,622
Accounts payable	(2,351)
Accrued liabilities	(4,322)
Operating lease obligations (current)	(1,241)
Operating lease obligations, net of current portion	(4,540)
Deferred tax liability	(4,740)
Net identifiable assets acquired	126,428
Goodwill	468,266
Total purchase price	$	594,694

The measurement period concluded in March 2022, and no adjustments were recorded during the nine months ended September 30, 2022.

Related Party Transactions

Members of Veracyte's board of directors, Dr. Tina S. Nova, Ph.D. and Dr. Robert S. Epstein, M.D., M.S., served on the board of directors of Decipher Biosciences prior to the acquisition of Decipher Biosciences, with Dr. Nova additionally serving as President and Chief Executive Officer of Decipher Biosciences. Pursuant to Veracyte's related party transactions policy, Dr. Nova and Dr. Epstein recused themselves from all discussions of its board of directors related to the Decipher Acquisition, and the Decipher Acquisition was approved by each of the non-interested members of the board of directors. In connection with the Decipher Acquisition, certain Decipher Biosciences equity awards held by Dr. Nova and Dr. Epstein were fully-accelerated and certain incentive bonus payments were made to Dr. Nova pursuant to a management incentive plan established by the Decipher Biosciences board of directors, resulting in payments of approximately $26.5 million and $1.4 million to each of them, respectively. Dr. Nova resigned from Veracyte’s board of directors and now serves as Veracyte's President of its CLIA US Business. Dr. Epstein continues to serve on Veracyte’s board of directors.

Fair Value Measurements

9 Months Ended

Sep. 30, 2022

Fair Value Disclosures [Abstract]

Fair Value Measurements

The Company records certain of its financial assets and liabilities at fair value. The accounting guidance for fair value provides a framework for measuring fair value and clarifies the definition of fair value. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (an exit price) in an orderly transaction between market participants at the reporting date. The accounting guidance establishes a three-tiered hierarchy, which prioritizes the inputs used in the valuation methodologies in measuring fair value as follows:

•Level I: Inputs which include quoted prices in active markets for identical assets and liabilities;

•Level II: Inputs other than Level I that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities; and

•Level III: Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities.

The carrying amounts of certain financial instruments of the Company, including cash and cash equivalents, prepaid expenses and other current assets, accounts payable and accrued liabilities, approximate fair value due to their relatively short maturities. The fair value of the Company’s financial assets includes money market funds and deposits for leases of the Company's facilities. Money market funds, included in cash and cash equivalents in the accompanying condensed consolidated balance sheets, were $108.7 million and $159.2 million as of September 30, 2022 and December 31, 2021, respectively, and are Level I assets as described above. The deposits for the leases, included in restricted cash, were $0.7 million as of both September 30, 2022 and December 31, 2021 and are a Level I assets as described above. There were no transfers between Levels 1, 2 or 3 for the three and nine months ended September 30, 2022 and 2021.

On December 3, 2019, the Company acquired from NanoString the exclusive global diagnostics license to the nCounter Analysis System, the Prosigna breast cancer prognostic gene signature assay, and the LymphMark lymphoma subtyping assay. Pursuant to the terms of the agreement, Veracyte paid NanoString $40.0 million in cash and $10.0 million in Veracyte common stock, and may pay up to an additional $10.0 million in cash, contingent upon first achievement or occurrence, by or on behalf of Veracyte, of the commercial launch of the first, second and third diagnostic tests for use on the nCounter multiplex analysis system. This contingency was valued at $6.1 million as of the acquisition date and is remeasured to fair value at each reporting date until the contingent consideration is settled. As of September 30, 2022 and December 31, 2021, this contingency was remeasured to $8.3 million and $8.4 million, respectively, with the corresponding changes included in general and administrative expense in the Company's condensed consolidated statements of operations. For the three months ended September 30, 2022 and 2021, expenses of zero and $0.1 million, respectively, were recorded in general and administrative expense for the changes in carrying value. For the nine months ended September 30, 2022 and 2021, a reversal of expense of $0.1 million and an expense of $0.3 million, respectively, were recorded. As of September 30, 2022, the achievement of two of the milestones is forecasted to occur within the next 12 months. As a result, $5.9 million of the contingent consideration is included in short term liabilities at September 30, 2022. The fair value of the contingent consideration includes inputs that are not observable in the market and thus represents a Level III financial liability. The estimation of the fair value of the contingent consideration is based on the present value of the expected payments calculated by assessing the likelihood of when the related milestones would be achieved and estimating the Company's borrowing rate. These estimates form the basis for making judgments about the carrying value of the contingent consideration that are not readily apparent from other sources. Changes to the forecasts for the achievement of the milestones and the borrowing rate can significantly affect the estimated fair value of the contingent consideration. As of September 30, 2022 and December 31, 2021, the Company calculated the estimated fair value of the milestones using the following significant unobservable inputs:


	Value or Range (Weighted-Average)
Unobservable input	September 30, 2022	December 31, 2021
Discount rate	8.9%	5.9%
Probability of achievement	80% - 100% (94%)	80% - 100% (94%)

Short-Term Investments Held-to-Maturity

The Company's short-term investments consist of time deposits with a bank with maturities at the time of purchase that were between 90 days and one year. The Company classifies these investments as held-to-maturity debt securities, which are reported at amortized cost, and are Level II assets as described above. As of September 30, 2022, the Company held no short-term investments and, as of December 31, 2021, short-term investments were recorded at amortized cost of $4.0 million and had a fair value of approximately $4.0 million. As of September 30, 2022 and December 31, 2021, gross unrealized losses on short-term investments were insignificant.

- Definition

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

Commitments and Contingencies

9 Months Ended

Sep. 30, 2022

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

Operating Leases

The Company leases office and laboratory facilities in South San Francisco and San Diego, California, Austin, Texas, Marseille, France, and Richmond, Virginia, and leases certain equipment under various non-cancelable lease agreements. The lease terms extend to October 2030 and contain extension of lease terms and expansion options. The leases have a weighted

average remaining lease term of 4.1 years as of September 30, 2022. The Company had deposits of $0.7 million included in long-term assets as of both September 30, 2022, and December 31, 2021 restricted from withdrawal and held by banks in the form of collateral for irrevocable standby letters of credit held as security for the leases.

The Company determined its operating lease liabilities using payments through their current expiration dates and a weighted average discount rate of 6.4% based on the rate that the Company would have to pay to borrow, on a collateralized basis, an amount equal to the lease payments in a similar economic environment. Operating lease liabilities along with the associated right-of-use assets are disclosed in the accompanying condensed consolidated balance sheets. After the adoption of ASC 842, Leases, or ASC 842, the Company classified its deferred rent for tenant improvements with its operating lease right-of-use assets on the consolidated balance sheets. In connection with the acquisition of Decipher Biosciences, the Company identified certain off-market rate leases and has estimated an intangible asset of $1.8 million which is included in operating lease assets and will be amortized over the remaining lease term.

Future minimum lease payments under non-cancelable operating leases as of September 30, 2022 are as follows (in thousands of dollars):


Year Ending December 31,	Amounts
Remainder of 2022	$	1,149
2023	4,654
2024	4,423
2025	4,474
2026	1,389
Thereafter	1,524
Total future minimum lease payments	17,613
Less: amount representing interest	2,128
Present value of future lease payments	15,485
Less: short-term lease liabilities	3,958
Long-term lease liabilities	$	11,527

The Company recognizes operating lease expense on a straight-line basis over the non-cancelable lease period. The following table summarizes operating lease expense and cash paid for amounts included in the measurement of lease liabilities (in thousands of dollars):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2022		2021		2022		2021
Operating lease expense	$	1,105	$	982	$	3,271	$	2,460
Cash paid for amounts included in the measurement of lease liabilities	$	1,148	$	1,011	$	3,360	$	2,518

The company has leased laboratory equipment under various financing leases. The total right-of-use assets and total financing lease liabilities for these financing leases were $0.4 million and $0.5 million, respectively, as of September 30, 2022, and are included in property and equipment, net and other liabilities in the accompanying condensed consolidated balance sheets. As of December 31, 2021, the total right-of-use assets and total financing lease liabilities for these financing leases were $0.7 million and $0.6 million, respectively.

The Company’s wholly-owned foreign subsidiary has entered into an arrangement under which it expects to sign a lease agreement for facilities which will be constructed in Marseille, France. The lease will commence upon completion of the construction of the office building which the Company currently expects to occur in the fourth quarter of 2023 at which time the Company will record a lease liability and a corresponding ROU asset. The initial term of the lease will be twelve years with annual rent of approximately $1.4 million, which is subject to change based on final construction.

Contingencies

From time to time, the Company may be involved in legal proceedings arising in the ordinary course of business. The Company assesses contingencies to determine the degree of probability and range of possible loss for potential accrual in its condensed consolidated financial statements. An estimated loss contingency is accrued in the financial statements if it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated. The Company believes there are no legal proceedings pending that could have, either individually or in the aggregate, a material adverse effect on the Company’s condensed consolidated financial statements.

Debt

9 Months Ended

Sep. 30, 2022

Debt Disclosure [Abstract]

Debt

Loan and Security Agreement

On November 3, 2017, the Company entered into a loan and security agreement, or Loan and Security Agreement, with Silicon Valley Bank. The Loan and Security Agreement allowed the Company to borrow up to $35.0 million, with a $25.0 million advance term loan, or Term Loan Advance, and a revolving line of credit of up to $10.0 million, or Revolving Line of Credit. The Company had not drawn on the Revolving Line of Credit as of September 30, 2022. Borrowings under the Loan and Security Agreement matured on October 1, 2022. Amounts were borrowed and repaid under the Revolving Line of Credit up until the earliest of full repayment or maturity of the Loan and Security Agreement, termination of the Loan and Security Agreement, or October 1, 2022.

The Term Loan Advance bore interest at a variable rate equal to (i) the thirty-day U.S. London Interbank Offer Rate, or LIBOR, plus (ii) 4.20%, with a minimum rate of 5.43% per annum. Principal amounts outstanding under the Revolving Line of Credit bore interest at a variable rate equal to (i) LIBOR plus (ii) 3.50%, with a minimum rate of 4.70% per annum.

A final payment on the Term Loan Advance in the amount of $1.2 million was due upon the earlier of the maturity date of the Term Loan Advance or its payment in full. The Loan and Security Agreement contained customary representations, warranties, and events of default, as well as affirmative and negative covenants. As of September 30, 2022, the Company was in compliance with the loan covenants. The Company’s obligations under the Loan and Security Agreement were secured by substantially all of its assets (excluding intellectual property), subject to certain customary exceptions.

The debt obligation for borrowings made under the Loan and Security Agreement was as follows (in thousands of dollars):


	September 30, 2022		December 31, 2021
Debt principal	$	—	$	—
End-of-term debt obligation	1,187		1,026
Total debt obligation	$	1,187	$	1,026

As of September 30, 2022, the principal balance outstanding was one dollar. In October 2022, the Loan and Security Agreement matured, and the outstanding principal and final payment, totaling $1.2 million, was repaid in full.

The end-of-term debt obligation accreted over the term of the Loan and Security Agreement until maturity and is included in other income(loss), net in the Company's condensed consolidated statements of operations.

- Definition

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.

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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+ Details

Stockholders' Equity

9 Months Ended

Sep. 30, 2022

Equity [Abstract]

Stockholders' Equity

Stockholders’ Equity

Common Stock

The Company had reserved shares of common stock for issuance as follows:


	September 30, 2022	December 31, 2021
Stock options and restricted stock units issued and outstanding	6,502,656	4,892,164
Stock options and restricted stock units available for grant under stock option plans	5,189,164	4,418,364
Common stock available for the Employee Stock Purchase Plan	1,335,353	1,490,130
Total	13,027,173	10,800,658

- Definition

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.

+ References

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+ Details

Components of Other Income (Loss)

9 Months Ended

Sep. 30, 2022

Other Income and Expenses [Abstract]

Components of Other Income (Loss)

Other income (loss), net consists of the following (in thousands of dollars):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2022		2021		2022		2021
French research tax credits	$	962	$	419	$	2,790	$	419
Interest income	573		27		824		46
Interest expense	(61)		(61)		(193)		(177)
Loss on currency revaluation	(597)		708		(673)		(1,159)
Other	(72)		109		(73)		109
	$	805	$	1,202	$	2,675	$	(762)

Income Taxes	9 Months Ended
Income Taxes	Sep. 30, 2022
Income Tax Disclosure [Abstract]
Income Taxes	Income Taxes The Company recorded income tax benefits of $0.2 million and $1.4 million for the three months ended September 30, 2022 and 2021, respectively, and $0.3 million and $5.3 million for the nine months ended September 30, 2022 and 2021, respectively. The income tax benefit for 2021 was primarily impacted by a discrete tax adjustment related to the release of certain valuation allowances on the Company's deferred tax assets upon recording of the deferred tax liabilities for the acquisition of Decipher Biosciences. On August 16, 2022, the U.S. enacted the Inflation Reduction Act of 2022, which, among other things, implements a 15% minimum tax on book income of certain large corporations, a 1% excise tax on net stock repurchases and several tax incentives to promote clean energy. Based on its current analysis of the provisions, the Company does not believe this legislation will have a material impact on its consolidated financial statements.

- Definition

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

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+ Details

Organization, Description of Business and Summary of Significant Accounting Policies (Policies)

9 Months Ended

Sep. 30, 2022

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Basis of Presentation

Reclassifications

Use of Estimates

Concentrations of Credit Risk and Other Risks and Uncertainties

Cash and Cash Equivalents

The Company considers demand deposits in a bank, money market funds and highly liquid investments with an original maturity of 90 days or less to be cash equivalents.

Short-Term Investments

Revenue Recognition and Cost of Revenue

Revenue Recognition

obligations are considered satisfied once the Company has completed a service or transferred control of a product to the customer.

Testing Revenue

Product Revenue

Biopharmaceutical and Other Revenue


	Three Months Ended September 30,				Nine Months Ended September 30,
	2022		2021		2022		2021
Biopharmaceutical revenue	$	6,368	$	5,241	$	20,820	$	7,431
Contract manufacturing and testing	1,333		1,273		5,743		1,273
Total	$	7,701	$	6,514	$	26,563	$	8,704

Cost of Testing Revenue

Cost of Product Revenue

Cost of Biopharmaceutical and Other Revenue

Pension Liability

Pension LiabilityThe Company offers a defined benefit pension plan to certain non-U.S. employees of its Veracyte SAS subsidiary.

Recent Accounting Pronouncements

Organization , Description of Business and Summary of Significant Accounting Policies (Tables)

9 Months Ended

Sep. 30, 2022

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Schedule of Third-party Payers as a Percentage of Total

The Company’s third-party payers and other customers in excess of 10% of total revenue and their related revenue as a percentage of total revenue were as follows:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2022		2021		2022		2021
Medicare	31	%	31	%	31	%	31	%
UnitedHealthcare	10	%	9	%	10	%	10	%
	41	%	40	%	41	%	41	%


	September 30, 2022		December 31, 2021
Medicare	14	%	12	%
UnitedHealthcare	10	%	9	%

Schedule of Revenue

Revenue included in biopharmaceutical and other revenue for the three and nine months ended September 30, 2022 and 2021 was as follows (in thousands of dollars):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2022		2021		2022		2021
Biopharmaceutical revenue	$	6,368	$	5,241	$	20,820	$	7,431
Contract manufacturing and testing	1,333		1,273		5,743		1,273
Total	$	7,701	$	6,514	$	26,563	$	8,704

Net Loss Per Common Share (Tables)

9 Months Ended

Sep. 30, 2022

Earnings Per Share [Abstract]

Schedule of Outstanding Common Stock Equivalents Excluded From Diluted Net Loss Per Common Share

The following outstanding common stock equivalents have been excluded from diluted net loss per common share because their inclusion would be anti-dilutive:


	Three Months Ended September 30,		Nine Months Ended September 30,
	2022	2021	2022	2021
Shares of common stock subject to outstanding options	4,043,274	3,668,179	3,902,116	3,817,351
Employee stock purchase plan	39,177	14,445	40,094	16,686
Restricted stock units	2,114,223	1,246,888	1,929,696	1,011,466
Total common stock equivalents	6,196,674	4,929,512	5,871,906	4,845,503

Balance Sheet Components (Tables)

9 Months Ended

Sep. 30, 2022

Balance Sheet Related Disclosures [Abstract]

Schedule of Intangible Assets

Intangible assets consisted of the following (in thousands of dollars):


	September 30, 2022						December 31, 2021						Weighted Average Remaining Amortization Period (Years)
	Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount		Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount
Percepta product technology	$	16,000	$	(8,000)	$	8,000	$	16,000	$	(7,200)	$	8,800	7
Prosigna product technology	4,120		(778)		3,342		4,120		(572)		3,548		11
Prosigna customer relationships	2,430		(1,377)		1,053		2,430		(1,013)		1,417		1
nCounter Dx license	46,880		(8,855)		38,025		46,880		(6,511)		40,369		11
LymphMark product technology	990		(401)		589		990		(295)		695		4
Decipher product technology	90,000		(13,984)		76,016		90,000		(7,234)		82,766		8
Decipher trade names	4,000		(1,243)		2,757		4,000		(643)		3,357		3
HalioDx developed technology	36,367		(4,500)		31,867		45,640		(1,877)		43,763		9
HalioDx customer relationships	4,213		(861)		3,352		4,870		(352)		4,518		6
HalioDx customer backlog	5,976		(1,735)		4,241		6,908		(710)		6,198		2
Total finite-lived intangibles	210,976		(41,734)		169,242		221,838		(26,407)		195,431		8.9
In-process research and development	7,300		—		7,300		7,300		—		7,300
Total intangible assets	$	218,276	$	(41,734)	$	176,542	$	229,138	$	(26,407)	$	202,731

Schedule of Future Aggregate Amortization Expense

The estimated future aggregate amortization expense as of September 30, 2022 is as follows (in thousands of dollars):


Year Ending December 31,	Amounts
2022 remainder of year	$	5,184
2023	20,735
2024	20,695
2025	19,635
2026	17,899
Thereafter	85,094
Total	$	169,242

Schedule of Accrued Liabilities

Accrued liabilities consisted of the following (in thousands of dollars):


	September 30, 2022		December 31, 2021
Accrued compensation expenses	$	25,732	$	30,792
Accrued other	6,405		8,683
Total accrued liabilities	$	32,137	$	39,475

Business Combinations (Tables)

9 Months Ended

Sep. 30, 2022

Business Combinations [Abstract]

Schedule of Fair Values of Assets Acquired and Liabilities Assumed

The following table summarizes the fair values of assets acquired and liabilities assumed in the acquisition of HalioDx at the date of acquisition (in thousands):


Cash and cash equivalents	$	5,938
Accounts receivable	9,298
Supplies inventory	3,610
Prepaids and other current assets	7,045
Property and equipment, net	2,716
Right-of-use assets, financing lease	733
Right-of-use assets, operating lease	2,136
Intangible assets	60,303
Other assets	524
Total identifiable assets acquired	92,303
Accounts payable	(2,645)
Accrued liabilities	(5,627)
Current portion of financing lease liability	(247)
Current portion of operating lease liability	(448)
Long-term debt	(1,171)
Deferred revenue	(3,250)
Financing lease liability, net of current portion	(488)
Operating lease liability, net of current portion	(1,687)
Deferred tax liability	(6,946)
Net identifiable assets acquired	69,794
Goodwill	249,846
Total purchase price	$	319,640

The following table summarizes the fair values of assets acquired and liabilities assumed through the Company's acquisition of Decipher Biosciences at the date of acquisition (in thousands):


Cash and cash equivalents	$	19,782
Accounts receivable	7,562
Supplies inventory	1,641
Prepaids and other current assets	778
Property and equipment, net	1,737
Right-of-use assets, operating lease	7,601
Finite-lived intangible assets	94,000
Indefinite-lived intangible assets	7,300
Restricted cash	146
Other assets	3,075
Total identifiable assets acquired	143,622
Accounts payable	(2,351)
Accrued liabilities	(4,322)
Operating lease obligations (current)	(1,241)
Operating lease obligations, net of current portion	(4,540)
Deferred tax liability	(4,740)
Net identifiable assets acquired	126,428
Goodwill	468,266
Total purchase price	$	594,694

Fair Value Measurements (Tables)

9 Months Ended

Sep. 30, 2022

Fair Value Disclosures [Abstract]

Fair Value Measurement Inputs and Valuation Techniques

As of September 30, 2022 and December 31, 2021, the Company calculated the estimated fair value of the milestones using the following significant unobservable inputs:


	Value or Range (Weighted-Average)
Unobservable input	September 30, 2022	December 31, 2021
Discount rate	8.9%	5.9%
Probability of achievement	80% - 100% (94%)	80% - 100% (94%)

Commitments and Contingencies (Tables)

9 Months Ended

Sep. 30, 2022

Commitments and Contingencies Disclosure [Abstract]

Schedule of Future Minimum Lease Payments Under Non-cancelable Operating Leases

Future minimum lease payments under non-cancelable operating leases as of September 30, 2022 are as follows (in thousands of dollars):


Year Ending December 31,	Amounts
Remainder of 2022	$	1,149
2023	4,654
2024	4,423
2025	4,474
2026	1,389
Thereafter	1,524
Total future minimum lease payments	17,613
Less: amount representing interest	2,128
Present value of future lease payments	15,485
Less: short-term lease liabilities	3,958
Long-term lease liabilities	$	11,527

Schedule of Operating Lease Expense and Measurement Of Lease Liabilities

The following table summarizes operating lease expense and cash paid for amounts included in the measurement of lease liabilities (in thousands of dollars):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2022		2021		2022		2021
Operating lease expense	$	1,105	$	982	$	3,271	$	2,460
Cash paid for amounts included in the measurement of lease liabilities	$	1,148	$	1,011	$	3,360	$	2,518

Debt (Tables)

9 Months Ended

Sep. 30, 2022

Debt Disclosure [Abstract]

Schedule of Net Debt Obligation

The debt obligation for borrowings made under the Loan and Security Agreement was as follows (in thousands of dollars):


	September 30, 2022		December 31, 2021
Debt principal	$	—	$	—
End-of-term debt obligation	1,187		1,026
Total debt obligation	$	1,187	$	1,026

Stockholders' Equity (Tables)

9 Months Ended

Sep. 30, 2022

Equity [Abstract]

Schedule of Reserved Shares of Common Stock for Issuance

The Company had reserved shares of common stock for issuance as follows:


	September 30, 2022	December 31, 2021
Stock options and restricted stock units issued and outstanding	6,502,656	4,892,164
Stock options and restricted stock units available for grant under stock option plans	5,189,164	4,418,364
Common stock available for the Employee Stock Purchase Plan	1,335,353	1,490,130
Total	13,027,173	10,800,658

- Definition

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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+ Details

Components of Other Income (Loss) (Tables)

9 Months Ended

Sep. 30, 2022

Other Income and Expenses [Abstract]

Schedule of Other Income (Loss), net

Other income (loss), net consists of the following (in thousands of dollars):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2022		2021		2022		2021
French research tax credits	$	962	$	419	$	2,790	$	419
Interest income	573		27		824		46
Interest expense	(61)		(61)		(193)		(177)
Loss on currency revaluation	(597)		708		(673)		(1,159)
Other	(72)		109		(73)		109
	$	805	$	1,202	$	2,675	$	(762)

Organization, Description of Business and Summary of Significant Accounting Policies - Narrative (Details)	9 Months Ended
	Sep. 30, 2022 USD ($) segment	Dec. 31, 2021 USD ($)
Class of Stock [Line Items]
Number of operating segments \| segment	1
Prepaid expenses and other current assets	$ (14,538,000)	$ (13,255,000)
Short-term investments	0	3,964,000
Short-term investments, allowance for expected credit losses	0	0
Long term deposit	749,000	749,000
Accounts receivable	40,068,000	41,461,000
Pension obligation	$ 900,000	1,100,000
Defined Benefit Plan, Type [Extensible List]	Pension Plan [Member]
Biopharmaceutical and other revenue
Class of Stock [Line Items]
Accounts receivable	$ 7,700,000	11,600,000
Deferred revenue	$ 3,900,000	5,000,000
Revision of Prior Period, Reclassification, Adjustment
Class of Stock [Line Items]
Prepaid expenses and other current assets		4,000,000
Short-term investments		$ 4,000,000

Organization, Description of Business and Summary of Significant Accounting Policies - Schedule of Third-party Payers And Other Customers (Details) - Customer concentration risk	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021	Dec. 31, 2021
Revenue \| Medicare
Accounts, Notes, Loans and Financing Receivable [Line Items]
Concentration risk	31.00%	31.00%	31.00%	31.00%
Revenue \| UnitedHealthcare
Accounts, Notes, Loans and Financing Receivable [Line Items]
Concentration risk	10.00%	9.00%	10.00%	10.00%
Revenue \| Customers Representing >10% Of Total Revenue
Accounts, Notes, Loans and Financing Receivable [Line Items]
Concentration risk	41.00%	40.00%	41.00%	41.00%
Accounts receivable \| Medicare
Accounts, Notes, Loans and Financing Receivable [Line Items]
Concentration risk			14.00%		12.00%
Accounts receivable \| UnitedHealthcare
Accounts, Notes, Loans and Financing Receivable [Line Items]
Concentration risk			10.00%		9.00%

Organization, Description of Business and Summary of Significant Accounting Policies - Schedule of Biopharmaceutical and Other Revenues (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Disaggregation of Revenue [Line Items]
Total revenue	$ 75,592	$ 60,370	$ 216,239	$ 152,178
Biopharmaceutical revenue
Disaggregation of Revenue [Line Items]
Total revenue	6,368	5,241	20,820	7,431
Contract manufacturing and testing
Disaggregation of Revenue [Line Items]
Total revenue	1,333	1,273	5,743	1,273
Biopharmaceutical and other revenue
Disaggregation of Revenue [Line Items]
Total revenue	$ 7,701	$ 6,514	$ 26,563	$ 8,704

- Definition

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

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+ Details

Net Loss Per Common Share (Details) - shares	3 Months Ended		9 Months Ended
Net Loss Per Common Share (Details) - shares	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Outstanding shares of common stock equivalents that have been excluded from diluted net loss per common share
Shares of common stock subject to outstanding options (in shares)	6,196,674	4,929,512	5,871,906	4,845,503
Shares of common stock subject to outstanding options
Outstanding shares of common stock equivalents that have been excluded from diluted net loss per common share
Shares of common stock subject to outstanding options (in shares)	4,043,274	3,668,179	3,902,116	3,817,351
Employee stock purchase plan
Outstanding shares of common stock equivalents that have been excluded from diluted net loss per common share
Shares of common stock subject to outstanding options (in shares)	39,177	14,445	40,094	16,686
Restricted stock units
Outstanding shares of common stock equivalents that have been excluded from diluted net loss per common share
Shares of common stock subject to outstanding options (in shares)	2,114,223	1,246,888	1,929,696	1,011,466

Balance Sheet Components - Narrative (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021	Dec. 31, 2021
Finite-Lived Intangible Assets [Line Items]
Goodwill	$ 676,885		$ 676,885		$ 707,904
Impairment of intangible assets			3,318	$ 0
Intangible asset amortization	5,213	$ 4,983	16,090	$ 10,507
Lab supplies and reagents consumed	10,500		10,500		8,200
Raw materials and finished diagnostic kits	$ 3,300		3,300		$ 3,000
HalioDx developed technology
Finite-Lived Intangible Assets [Line Items]
Impairment of intangible assets			$ 3,300

- Definition

Amount after accumulated impairment loss of an asset representing future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized.

+ References + Details

Balance Sheet Components - Schedule of Intangible Assets (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2022	Dec. 31, 2021
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 210,976	$ 221,838
Accumulated Amortization	(41,734)	(26,407)
Total	169,242	195,431
Indefinite-lived intangible assets	7,300	7,300
Total intangible assets	218,276	229,138
Intangible assets, net	$ 176,542	202,731
Weighted Average Remaining Amortization Period (Years)	8 years 10 months 24 days
Percepta product technology
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 16,000	16,000
Accumulated Amortization	(8,000)	(7,200)
Total	$ 8,000	8,800
Weighted Average Remaining Amortization Period (Years)	7 years
Prosigna product technology
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 4,120	4,120
Accumulated Amortization	(778)	(572)
Total	$ 3,342	3,548
Weighted Average Remaining Amortization Period (Years)	11 years
Prosigna customer relationships
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 2,430	2,430
Accumulated Amortization	(1,377)	(1,013)
Total	$ 1,053	1,417
Weighted Average Remaining Amortization Period (Years)	1 year
nCounter Dx license
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 46,880	46,880
Accumulated Amortization	(8,855)	(6,511)
Total	$ 38,025	40,369
Weighted Average Remaining Amortization Period (Years)	11 years
LymphMark product technology
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 990	990
Accumulated Amortization	(401)	(295)
Total	$ 589	695
Weighted Average Remaining Amortization Period (Years)	4 years
Decipher product technology
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 90,000	90,000
Accumulated Amortization	(13,984)	(7,234)
Total	$ 76,016	82,766
Weighted Average Remaining Amortization Period (Years)	8 years
Decipher trade names
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 4,000	4,000
Accumulated Amortization	(1,243)	(643)
Total	$ 2,757	3,357
Weighted Average Remaining Amortization Period (Years)	3 years
HalioDx developed technology
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 36,367	45,640
Accumulated Amortization	(4,500)	(1,877)
Total	$ 31,867	43,763
Weighted Average Remaining Amortization Period (Years)	9 years
HalioDx customer relationships
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 4,213	4,870
Accumulated Amortization	(861)	(352)
Total	$ 3,352	4,518
Weighted Average Remaining Amortization Period (Years)	6 years
HalioDx customer backlog
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 5,976	6,908
Accumulated Amortization	(1,735)	(710)
Total	$ 4,241	$ 6,198
Weighted Average Remaining Amortization Period (Years)	2 years

Balance Sheet Components - Schedule of Future Amortization Expense (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Balance Sheet Related Disclosures [Abstract]
2022 remainder of year	$ 5,184
2023	20,735
2024	20,695
2025	19,635
2026	17,899
Thereafter	85,094
Total	$ 169,242	$ 195,431

Balance Sheet Components - Schedule of Accrued Liabilities (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Balance Sheet Related Disclosures [Abstract]
Accrued compensation expenses	$ 25,732	$ 30,792
Accrued other	6,405	8,683
Total accrued liabilities	$ 32,137	$ 39,475

Business Combinations - Narrative (Details) - USD ($) shares in Millions, $ in Millions			1 Months Ended	14 Months Ended
	Aug. 02, 2021	Mar. 12, 2021	Mar. 31, 2021	Sep. 30, 2022
HalioDx SAS
Business Acquisition [Line Items]
Equity interest acquired	100.00%
HalioDx Inc.
Business Acquisition [Line Items]
Equity interest acquired	100.00%
HalioDx
Business Acquisition [Line Items]
Considerations paid in acquisition	$ 319.6
Value of shares transferred in acquisition	$ 147.1
Shares transferred in acquisition (in shares)	3.3
Incurred liabilities in acquisition	$ 4.2
Measurement period adjustments, increase to goodwill				$ 0.2
Decipher Biosciences
Business Acquisition [Line Items]
Equity interest acquired		100.00%
Considerations paid in acquisition		$ 594.7
Decipher Biosciences \| Dr. Tina S. Nova, Ph.D.
Business Acquisition [Line Items]
Payments to board of directors members			$ 26.5
Decipher Biosciences \| Dr. Robert S. Epstein, M.D., M.S.
Business Acquisition [Line Items]
Payments to board of directors members			$ 1.4

Business Combinations - Fair Values of Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021	Aug. 02, 2021	Mar. 12, 2021
Business Acquisition [Line Items]
Goodwill	$ 676,885	$ 707,904
HalioDx
Business Acquisition [Line Items]
Cash and cash equivalents			$ 5,938
Accounts receivable			9,298
Supplies inventory			3,610
Prepaids and other current assets			7,045
Property and equipment, net			2,716
Right-of-use assets, financing lease			733
Right-of-use assets, operating lease			2,136
Finite-lived intangible assets			60,303
Other assets			524
Total identifiable assets acquired			92,303
Accounts payable			(2,645)
Accrued liabilities			(5,627)
Current portion of financing lease liability			(247)
Current portion of operating lease liability			(448)
Long-term debt			(1,171)
Deferred revenue			(3,250)
Financing lease liability, net of current portion			(488)
Operating lease liability, net of current portion			(1,687)
Deferred tax liability			(6,946)
Net identifiable assets acquired			69,794
Goodwill			249,846
Total purchase price			$ 319,640
Decipher Biosciences
Business Acquisition [Line Items]
Cash and cash equivalents				$ 19,782
Accounts receivable				7,562
Supplies inventory				1,641
Prepaids and other current assets				778
Property and equipment, net				1,737
Right-of-use assets, operating lease				7,601
Finite-lived intangible assets				94,000
Indefinite-lived intangible assets				7,300
Restricted cash				146
Other assets				3,075
Total identifiable assets acquired				143,622
Accounts payable				(2,351)
Accrued liabilities				(4,322)
Current portion of operating lease liability				(1,241)
Operating lease liability, net of current portion				(4,540)
Deferred tax liability				(4,740)
Net identifiable assets acquired				126,428
Goodwill				468,266
Total purchase price				$ 594,694

Fair Value Measurements - Narrative (Details) - USD ($)		3 Months Ended		9 Months Ended
Fair Value Measurements - Narrative (Details) - USD ($)	Dec. 03, 2019	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021	Dec. 31, 2021
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Acquisition-related contingent consideration, net of current portion		$ 2,411,000		$ 2,411,000		$ 5,722,000
Short term contingent considerations		5,913,000		5,913,000		2,682,000
Short-term investments		0		0		3,964,000
Short-term investments, fair value						4,000,000.0
NanoString
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash paid in acquisition	$ 40,000,000.0
Additional cash to be paid	10,000,000.0
Acquisition-related contingent consideration, net of current portion	6,100,000	8,300,000		8,300,000		8,400,000
Contingent consideration, changes in fair value		0	$ 100,000	(100,000)	$ 300,000
Short term contingent considerations		5,900,000		5,900,000
NanoString \| Common Stock
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Value of shares issued in acquisition	$ 10,000,000.0
Headquarters And Laboratory Facilities South San Francisco
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Security deposit		700,000		700,000		700,000
Money Market Funds
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash and cash equivalents		$ 108,700,000		$ 108,700,000		$ 159,200,000

Fair Value Measurements - Fair Value Measurement Input (Details)	Sep. 30, 2022	Dec. 31, 2021
Discount rate
Measurement input	0.089	0.059
Probability of achievement \| Minimum
Measurement input	0.80	0.80
Probability of achievement \| Maximum
Measurement input	1	1
Probability of achievement \| Weighted Average
Measurement input	0.94	0.94

Commitments and Contingencies - Narrative (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021	Mar. 12, 2021
Operating Leases
Discount rate	6.40%
Finance right-of-use assets	$ 400	$ 700
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List]	Property and equipment, net	Property and equipment, net
Finance lease liabilities	$ 500	$ 600
Finance Lease, Liability, Statement of Financial Position [Extensible List]	Other liabilities	Other liabilities
Decipher Biosciences
Operating Leases
Right-of-use assets, operating lease			$ 7,601
Decipher Biosciences \| Off-Market Favorable Lease
Operating Leases
Right-of-use assets, operating lease			$ 1,800
Headquarters And Laboratory Facilities South San Francisco and San Diego, California, Austin, Texas, Marseille, France and Richmond, Virginia
Operating Leases
Weighted average remaining lease term	4 years 1 month 6 days
Facilities in Marseille, France
Operating Leases
Term of lease	12 years
Annual rent	$ 1,400

Commitments and Contingencies - Schedule of Future Minimum Lease Payments (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Operating Leases, Future Minimum Payments Due, Fiscal Year Maturity [Abstract]
Remainder of 2022	$ 1,149
2023	4,654
2024	4,423
2025	4,474
2026	1,389
Thereafter	1,524
Total future minimum lease payments	17,613
Less: amount representing interest	2,128
Present value of future lease payments	15,485
Less: short-term lease liabilities	3,958	$ 3,630
Long-term lease liabilities	$ 11,527	$ 14,096

Commitments and Contingencies - Schedule of Operating Lease Expense (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Commitments and Contingencies Disclosure [Abstract]
Operating lease expense	$ 1,105	$ 982	$ 3,271	$ 2,460
Cash paid for amounts included in the measurement of lease liabilities	$ 1,148	$ 1,011	$ 3,360	$ 2,518

Debt - Narrative (Details) - Silicon Valley Bank - USD ($)		1 Months Ended
	Nov. 03, 2017	Oct. 31, 2022	Sep. 30, 2022	Dec. 31, 2021
Line of credit
Line of Credit Facility [Line Items]
Line of credit facility, maximum borrowing capacity	$ 35,000,000.0
Long-term debt balance outstanding			$ 1,187,000	$ 1,026,000
Line of credit \| Subsequent Event
Line of Credit Facility [Line Items]
Debt repayment		$ 1,200,000
Line of credit \| Secured Debt
Line of Credit Facility [Line Items]
Line of credit facility, maximum borrowing capacity	25,000,000.0
Periodic payment terms, balloon payment to be paid	$ 1,200,000
Line of credit \| Secured Debt \| London Interbank Offered Rate (LIBOR)
Line of Credit Facility [Line Items]
Basis spread on variable rate	4.20%
Line of credit \| Secured Debt \| London Interbank Offered Rate (LIBOR) \| Minimum
Line of Credit Facility [Line Items]
Interest rate, stated percentage	5.43%
Line of credit \| Revolving Credit Facility
Line of Credit Facility [Line Items]
Line of credit facility, maximum borrowing capacity	$ 10,000,000.0
Line of credit \| Revolving Credit Facility \| London Interbank Offered Rate (LIBOR)
Line of Credit Facility [Line Items]
Basis spread on variable rate	3.50%
Line of credit \| Revolving Credit Facility \| London Interbank Offered Rate (LIBOR) \| Minimum
Line of Credit Facility [Line Items]
Interest rate, stated percentage	4.70%
Term Loan Advance
Line of Credit Facility [Line Items]
Long-term debt balance outstanding			$ 1

Debt - Schedule of Loan and Security Agreement (Details) - Line of credit - Silicon Valley Bank - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Debt Instrument [Line Items]
Debt principal	$ 0	$ 0
End-of-term debt obligation	1,187	1,026
Total debt obligation	$ 1,187	$ 1,026

- Definition

Amount, excluding unamortized premium (discount) and debt issuance cost, of long-term debt. Excludes lease obligation.

+ References + Details

Stockholders' Equity (Details) - shares	Sep. 30, 2022	Dec. 31, 2021
Class of Stock [Line Items]
Total number of shares reserved for issuance (in shares)	13,027,173	10,800,658
Shares of common stock subject to outstanding options
Class of Stock [Line Items]
Options issued and outstanding (in shares)	6,502,656	4,892,164
Shares available for issuance (in shares)	5,189,164	4,418,364
Employee stock purchase plan
Class of Stock [Line Items]
Shares available for issuance (in shares)	1,335,353	1,490,130

Components of Other Income (Loss) (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Other Income and Expenses [Abstract]
French research tax credits	$ 962	$ 419	$ 2,790	$ 419
Interest income	573	27	824	46
Interest expense	(61)	(61)	(193)	(177)
Loss on currency revaluation	(597)	708	(673)	(1,159)
Other	(72)	109	(73)	109
Other income (loss), net	$ 805	$ 1,202	$ 2,675	$ (762)

Income Taxes (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
Income Taxes (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Income Tax Disclosure [Abstract]
Income tax benefit	$ (152)	$ (1,350)	$ (270)	$ (5,297)

- Definition

Amount of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations.

+ References + Details