0000950170-22-009747 | 10-Q | XBRL Viewer

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Document and Entity Information - shares	3 Months Ended
Document and Entity Information - shares	Mar. 31, 2022	May 06, 2022
Cover [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Mar. 31, 2022
Document Fiscal Year Focus	2022
Document Fiscal Period Focus	Q1
Entity Registrant Name	Arcadia Biosciences, Inc.
Entity Central Index Key	0001469443
Entity Current Reporting Status	Yes
Current Fiscal Year End Date	--12-31
Entity Filer Category	Non-accelerated Filer
Entity Common Stock, Shares Outstanding		22,188,918
Entity Shell Company	false
Entity Emerging Growth Company	false
Entity Small Business	true
Entity File Number	001-37383
Entity Tax Identification Number	81-0571538
Entity Address, Address Line One	202 Cousteau Place
Entity Address, Address Line Two	Suite 105
Entity Address, City or Town	Davis
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	95618
City Area Code	530
Local Phone Number	756-7077
Entity Incorporation, State or Country Code	DE
Trading Symbol	RKDA
Title of 12(b) Security	Common
Security Exchange Name	NASDAQ
Entity Interactive Data Current	Yes
Document Quarterly Report	true
Document Transition Report	false

Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021
Current assets:
Cash and cash equivalents	$ 24,551	$ 28,685
Accounts receivable, net of allowance for doubtful accounts of $54 and $76 as of March 31, 2022 and December 31, 2021, respectively	2,768	1,370
Inventories, net — current	3,235	4,433
Assets held for sale	254
Prepaid expenses and other current assets	691	900
Total current assets	31,499	35,388
Property and equipment, net	1,468	2,291
Right of use asset	2,546	3,081
Inventories, net — noncurrent	2,656	2,494
Intangible assets, net	471	484
Other noncurrent assets	159	180
Total assets	38,799	43,918
Current liabilities:
Accounts payable and accrued expenses	3,440	3,638
Amounts due to related parties	69	64
Operating lease liability — current	1,036	1,074
Other current liabilities	264	264
Total current liabilities	4,809	5,040
Operating lease liability — noncurrent	1,709	2,220
Common stock warrant liabilities		3,392
Other noncurrent liabilities	2,039	2,070
Total liabilities	8,557	12,722
Commitments and contingencies (Note 17)
Stockholders’ equity:
Common stock, $0.001 par value - 150,000,000 shares authorized as of March 31, 2022 and December 31, 2021; 22,188,918 and 22,184,235 shares issued and outstanding as of March 31,2022 and December 31, 2021, respectively	63	63
Additional paid-in capital	277,169	257,515
Accumulated deficit	(246,971)	(226,485)
Total Arcadia Biosciences stockholders’ equity	30,261	31,093
Non-controlling interest	(19)	103
Total stockholders' equity	30,242	31,196
Total liabilities and stockholders’ equity	$ 38,799	$ 43,918

Condensed Consolidated Balance Sheets (Parenthetical) (Unaudited) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021
Statement of Financial Position [Abstract]
Allowance for doubtful accounts	$ 54	$ 76
Common stock, par value	$ 0.001	$ 0.001
Common stock, authorized	150,000,000	150,000,000
Common stock, issued	22,188,918	22,184,235
Common stock, outstanding	22,188,918	22,184,235

Condensed Consolidated Statements of Operations and Comprehensive (Loss) Income (Unaudited) - USD ($)	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Revenues:
Total revenues	$ 3,220,000	$ 828,000
Operating expenses (income):
Cost of product revenues	3,458,000	856,000
Research and development	395,000	1,159,000
Change in fair value of contingent consideration	(31,000)	(140,000)
Impairment of property and equipment		210,000
Gain on disposal of property and equipment	(328,000)
Selling, general and administrative	4,349,000	4,069,000
Total operating expenses	7,843,000	6,154,000
Loss from operations	(4,623,000)	(5,326,000)
Interest expense	(1,000)	(9,000)
Other income, net	14,000	7,463,000
Change in fair value of common stock warrant liabilities		322,000
Issuance and offering costs		(769,000)
Net (loss) income before income taxes	(4,610,000)	(1,681,000)
Income tax provision	0
Net (loss) income	(4,610,000)	1,681,000
Net loss attributable to non-controlling interest	(122,000)	(377,000)
Net (loss) income attributable to common stockholders	$ (4,488,000)	$ 2,058,000
Net (loss) income per share attributable to common stockholders:
Basic net (loss) income per share attributable to common stockholders:	$ (0.20)	$ 0.11
Diluted net (loss) income per share attributable to common stockholders:	$ (0.20)	$ 0.11
Denominator:
Weighted average number of common shares outstanding	22,186,993	18,970,250
Weighted average number of common shares outstanding - diluted	22,186,993	19,042,962
Product
Revenues:
Total revenues	$ 3,170,000	$ 803,000
Royalty
Revenues:
Total revenues	$ 50,000	$ 25,000

Condensed Consolidated Statements of Stockholders' Equity (Unaudited) - USD ($) $ in Thousands	Total	January 2021 PIPE [Member]	Common Stock [Member]	Common Stock [Member] January 2021 PIPE [Member]	Additional Paid-In Capital [Member]	Additional Paid-In Capital [Member] January 2021 PIPE [Member]	Accumulated Deficit [Member]	Non-Controlling Interest [Member]
Stockholders Equity, Beginning Balance at Dec. 31, 2020	$ 28,552		$ 54		$ 239,496		$ (211,825)	$ 827
Stockholders Equity, Beginning Balance, Shares at Dec. 31, 2020			13,450,861
Issuance of shares		$ 15,516		$ 8		$ 15,508
Issuance of shares, Shares				7,876,784
Offering costs		(2,084)				(2,084)
Issuance of placement agent warrants		$ 942				$ 942
Issuance of shares related to employee stock purchase plan	21				21
Issuance of shares related to employee stock purchase plan, Shares			8,604
Stock-based compensation	325				325
Non-controlling interest contributions	750							750
Net (loss) income	1,681						2,058	(377)
Stockholders Equity, Ending Balance at Mar. 31, 2021	45,703		$ 62		254,208		(209,767)	1,200
Stockholders Equity, Ending Balance, Shares at Mar. 31, 2021			21,336,249
Stockholders Equity, Beginning Balance at Dec. 31, 2020	$ 28,552		$ 54		239,496		(211,825)	827
Stockholders Equity, Beginning Balance, Shares at Dec. 31, 2020			13,450,861
Accounting Standards Update [Extensible Enumeration]	Accounting Standards Update 2020-06 [Member]
Net (loss) income	$ (16,100)
Stockholders Equity, Ending Balance at Dec. 31, 2021	31,196		$ 63		257,515		(226,485)	103
Stockholders Equity, Ending Balance (Accounting Standards Update 2020-06 [Member]) at Dec. 31, 2021	3,392				19,390		(15,998)
Stockholders Equity, Ending Balance, Shares at Dec. 31, 2021			22,184,235
Issuance of shares related to employee stock purchase plan	4				4
Issuance of shares related to employee stock purchase plan, Shares			4,683
Stock-based compensation	260				260
Net (loss) income	(4,610)						(4,488)	(122)
Stockholders Equity, Ending Balance at Mar. 31, 2022	$ 30,242		$ 63		$ 277,169		$ (246,971)	$ (19)
Stockholders Equity, Ending Balance, Shares at Mar. 31, 2022			22,188,918

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($)	3 Months Ended		12 Months Ended
	Mar. 31, 2022	Mar. 31, 2021	Dec. 31, 2021
CASH FLOWS FROM OPERATING ACTIVITIES:
Net (loss) income	$ (4,610,000)	$ 1,681,000	$ (16,100,000)
Adjustments to reconcile net loss to cash used in operating activities:
Change in fair value of common stock warrant liabilities		(322,000)
Change in fair value of contingent consideration	(31,000)	(140,000)
Issuance and offering costs		769,000
Depreciation	149,000	236,000
Amortization of intangible assets	13,000	20,000
Lease amortization	166,000	289,000
Gain on disposal of property and equipment	(328,000)
Stock-based compensation	260,000	325,000
Unrealized gain on corporate securities		(7,463,000)
Impairment of property and equipment		210,000
Write-down of inventory	368,000	160,000
Changes in operating assets and liabilities:
Accounts receivable	(1,398,000)	(293,000)
Inventories	669,000	184,000
Prepaid expenses and other current assets	208,000	(90,000)
Other noncurrent assets	22,000
Accounts payable and accrued expenses	(198,000)	(591,000)
Amounts due to related parties	5,000	(54,000)
Unearned revenue		55,000
Other current liabilities		3,000
Operating lease payments	(180,000)	(272,000)
Net cash used in operating activities	(4,885,000)	(4,707,000)	(25,900,000)
CASH FLOWS FROM INVESTING ACTIVITIES:
Proceeds from sale of property and equipment	787,000
Purchases of property and equipment	(40,000)	(485,000)
Net cash provided by (used in) investing activities	747,000	(485,000)
CASH FLOWS FROM FINANCING ACTIVITIES:
Principal payments on debt		(2,009,000)
Proceeds from ESPP purchases	4,000	21,000
Capital contributions received from non-controlling interest		750,000
Net cash provided by financing activities	4,000	21,997,000
Net (decrease) increase in cash and cash equivalents	(4,134,000)	16,805,000
Cash and cash equivalents - beginning of period	28,685,000	16,043,000	16,043,000
Cash and cash equivalents - end of period	24,551,000	32,848,000	$ 28,685,000
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
Cash paid for interest	1,000	19,000
NONCASH INVESTING AND FINANCING ACTIVITIES:
Purchases of fixed assets included in accounts payable and accrued expenses	25,000
January 2021 PIPE Purchase Agreement [Member]
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from issuance of common stock and warrants from offering		25,147,000
Payments of offering costs		(1,912,000)
NONCASH INVESTING AND FINANCING ACTIVITIES:
Common stock warrants issued to placement agent and included in offering costs related to purchase agreement		$ 942,000
Accounting Standards Update 2020-06 [Member]
NONCASH INVESTING AND FINANCING ACTIVITIES:
Common stock warrant liabilities reclassified to equity	$ 3,392,000

Description of Business and Basis of Presentation	3 Months Ended
Description of Business and Basis of Presentation	Mar. 31, 2022
Accounting Policies [Abstract]
Description of Business and Basis of Presentation	1. Description of Business and Basis of Presentation Organization Arcadia Biosciences, Inc. (the "Company"), was incorporated in Arizona in 2002 and maintains its headquarters in Davis, California, with additional facilities in American Falls, Idaho, and Chatsworth, California. The Company was reincorporated in Delaware in March 2015. The Company is a producer and marketer of innovative, plant-based health and wellness products. Its history as a leader in science-based approaches to developing high-value crop improvements, as well as nutritionally enhanced food ingredients and health and wellness products, has laid the foundation for its path forward. The Company used advanced breeding techniques to develop these proprietary innovations which are now being commercialized through the sales of seed and grain, as well as food ingredients and products. The recent acquisition of the businesses of Lief Holdings, LLC (“Lief”), EKO Holdings, LLC (“Eko”) and Live Zola, LLC (“Zola”) added bath and body care products, as well as coconut water, to the Company’s portfolio. In May 2021, the Company’s wholly owned subsidiary Arcadia Wellness, LLC (“Arcadia Wellness” or “AW”, see Note 6), acquired the businesses of Eko, Lief, and Zola. The acquisition included consumer CBD brands like Soul Spring™, a CBD-infused botanical therapy brand in the natural category, Saavy Naturals™, a line of natural body care products and Provault™, a CBD-infused sports performance formula made with natural ingredients, providing effective support and recovery for athletes. Also included in the purchase is Zola, a coconut water sourced exclusively with sustainably grown coconuts from Thailand. In August 2019, the Company entered into a joint venture agreement with Legacy Ventures Hawaii, LLC (“Legacy,” see Note 8) to grow, extract, and sell hemp products. The partnership Archipelago Ventures Hawaii, LLC (“Archipelago”), combines the Company’s extensive genetic expertise and resources with Legacy’s experience in hemp extraction and sales. In October 2021, Arcadia and Legacy mutually agreed to wind down the cultivation activities of Archipelago, due to regulatory challenges and a saturated hemp market. Basis of Presentation and Principles of Consolidation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial statements and are in the form prescribed by the Securities and Exchange Commission (the “SEC”) in instructions to Form 10-Q and Rule 10-01 of Regulation S-X. In the opinion of management, the accompanying condensed consolidated financial statements reflect all adjustments, consisting of normal recurring adjustments, considered necessary for a fair statement of the Company’s financial position, results of operations and cash flows for the periods indicated. All material intercompany accounts and transactions have been eliminated in consolidation. The accompanying unaudited condensed consolidated financial statements include the accounts of the Company, Arcadia Wellness, and Archipelago. The Company uses a qualitative approach in assessing the consolidation requirement for variable interest entities ("VIEs"). This approach focuses on determining whether the Company has the power to direct the activities of the VIE that most significantly affect the VIE’s economic performance and whether the Company has the obligation to absorb losses, or the right to receive benefits, that could potentially be significant to the VIE. For all periods presented, the Company has determined that it is the primary beneficiary of Archipelago, a joint venture, as it has a controlling interest in Archipelago. Accordingly, the Company consolidates Archipelago in the condensed consolidated financial statements after eliminating intercompany transactions. For consolidated joint ventures, the non-controlling partner’s share of the assets, liabilities and operations of the joint venture is included in non-controlling interests as equity of the Company. The non-controlling partner’s interest is generally computed as the joint venture partner’s ownership percentage of Archipelago. Net loss attributable to non-controlling interest of $122,000 and $377,000 is recorded as an adjustment to net (loss) income to arrive at net (loss) income attributable to common stockholders for the three months ended March 31, 2022 and 2021, respectively. The non-controlling partner’s equity interests are presented as non-controlling interests on the condensed consolidated balance sheets as of March 31, 2022. The information included in these condensed consolidated financial statements and notes thereto should be read in conjunction with Management’s Discussion and Analysis of Financial Condition and Results of Operations included herein and Management’s Discussion and Analysis of Financial Condition and Results of Operations and the condensed consolidated financial statements and notes thereto for the fiscal year ended December 31, 2021 included in the Company’s Annual Report on Form 10-K, filed with the SEC on March 31, 2022. Liquidity, Capital Resources, and Going Concern The accompanying condensed consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities during the normal course of business. Since inception, the Company has financed its operations primarily through equity and debt financings. As of March 31, 2022, the Company had an accumulated deficit of $247.0 million, and cash and cash equivalents of $24.6 million. For the three months ended March 31, 2022, the Company had a net loss of $4.6 million and net cash used in operations of $4.9 million. For the twelve months ended December 31, 2021, the Company had net losses of $16.1 million and net cash used in operations of $25.9 million. With cash and cash equivalents of $24.6 million as of March 31, 2022, the Company believes that its existing cash and cash equivalents will not be sufficient to meet its anticipated cash requirements for at least the next 12 months from the issuance date of these financial statements, and thus raises substantial doubt about the Company’s ability to continue as a going concern. The financial statements do not include any adjustments that might result from the outcome of this uncertainty. The Company may seek to raise additional funds through debt or equity financings. The Company may also consider entering into additional partner arrangements. The sale of additional equity would result in dilution to the Company’s stockholders. The incurrence of debt would result in debt service obligations, and the instruments governing such debt could provide for additional operating and financing covenants that would restrict operations. If the Company does require additional funds and is unable to secure adequate additional funding at terms agreeable to the Company, the Company may be forced to reduce spending, extend payment terms with suppliers, liquidate assets, or suspend or curtail planned development programs. Any of these actions could materially harm the business, results of operations and financial condition.

Recent Accounting Pronouncements

3 Months Ended

Mar. 31, 2022

Accounting Changes and Error Corrections [Abstract]

Recent Accounting Pronouncements

2. Recent Accounting Pronouncements

In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. Additionally, the FASB issued ASU No. 2019-04, Codification Improvements to Topic 326 in April 2019 and ASU 2019-05, Financial Instruments — Credit Losses (Topic 326) — Targeted Transition Relief in May 2019. The amendments affect loans, debt securities, trade receivables, net investments in leases, off-balance-sheet credit exposures, reinsurance receivables, and any other financial assets not excluded from the scope that have the contractual right to receive cash. In November 2019, the FASB issued ASU No. 2019-10, which defers the effective date of ASU No. 2016-13 for smaller reporting companies to fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. The Company is currently evaluating the impact of the adoption of ASU No. 2016-13 on the condensed consolidated financial statements.

In August 2020, the FASB issued ASU No. 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging— Contracts in Entity’s Own Equity (Subtopic 815-40). The FASB Board is issuing this Update to address issues identified as a result of the complexity associated with applying GAAP for certain financial instruments with characteristics of liabilities and equity. In addressing the complexity, the FASB Board focused on amending the guidance on convertible instruments and the guidance on the derivatives scope exception for contracts in an entity’s own equity. ASU 2020-06 is effective for public business entities that meet the definition of a Securities and Exchange Commission (SEC) filer, excluding entities eligible to be smaller reporting companies as defined by the SEC, for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. The amendments in this Update are effective for public business entities that meet the definition of a smaller reporting company, as defined by the SEC, for fiscal years beginning after December 15, 2023, including interim periods within those fiscal years. The Company early adopted ASU No. 2020-06 on January 1, 2022, using the modified retrospective method. Prior to the adoption of ASU No. 2020-06, the Company had liability classified awards due to the existence of certain contingent cash payment feature. Upon adoption, these clauses no longer preclude equity classification. Under the modified retrospective method, the historical mark-to-market adjustments related to outstanding awards were reversed through retained earnings and the original carrying value of the awards were reclassified to additional paid-in capital. Adoption of the new standard resulted in an increase to accumulated deficit of $16.0 million, an increase to additional paid-in capital of $19.4 million, and a decrease to common stock warrant liabilities of $3.4 million, on the condensed consolidated balance sheets.

In May 2021, the FASB issued ASU No. 2021-04, Earnings Per Share (Topic 260), Debt—Modifications and Extinguishments (Subtopic 470-50), Compensation—Stock Compensation (Topic 718), and Derivatives and Hedging—Contracts in Entity's Own Equity (Subtopic 815-40): Issuer's Accounting for Certain Modifications or Exchanges of Freestanding Equity-Classified Written Call Options. The amendments in this Update clarify and reduce diversity in an issuer’s accounting for modifications or exchanges of freestanding equity-classified written call options (for example, warrants) that remain equity classified after modification or exchange. The amendments in this Update affect all entities that issue freestanding written call options that are classified in equity. The amendments in this Update are effective for all entities for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. The Company adopted ASU No. 2021-04 on January 1, 2022 with an immaterial impact on the Company’s disclosures.

- Definition

The entire disclosure for change in accounting principle. Includes, but is not limited to, nature, reason, and method of adopting amendment to accounting standards or other change in accounting principle.

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Reference 25: http://www.xbrl.org/2003/role/disclosureRef
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Reference 34: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Inventory

3 Months Ended

Mar. 31, 2022

Inventory Disclosure [Abstract]

Inventory

3. Inventory

Inventory costs are tracked on a lot-identified basis and are included as cost of revenues when sold. Inventories are stated at the lower of cost or net realizable value. The Company makes adjustments to inventory when conditions indicate that the net realizable value may be less than cost due to physical deterioration, obsolescence, changes in price levels, or other factors. Additional adjustments to inventory are made for excess and slow-moving inventory on hand that is not expected to be sold within a reasonable timeframe to reduce the carrying amount to its estimated net realizable value. The write-downs to inventory are included in cost of revenues and are based upon estimates about future demand from the Company’s customers and distributors and market conditions. The Company recorded write-downs of wheat and body care inventories of $368,000 during the three months ended March 31, 2022. The Company recorded a write-down of hemp seed inventories of $160,000 during the three months ended March 31, 2021. If there are significant changes in demand and market conditions, substantial future write-downs of inventory may be required, which would materially increase the Company’s expenses in the period the write down is taken and materially affect the Company’s operating results.

Inventories, net consist of the following (in thousands):


	March 31, 2022		December 31, 2021
Raw materials	$	1,922	$	1,851
Goods in process		714		842
Finished goods		3,255		4,234
Inventories	$	5,891	$	6,927

Property and Equipment, Net

3 Months Ended

Mar. 31, 2022

Property, Plant and Equipment [Abstract]

Property and Equipment, Net

4. Property and Equipment, Net

Property and equipment, net consisted of the following (in thousands):


	March 31, 2022			December 31, 2021
Laboratory equipment	$	2,226		$	2,659
Software and computer equipment		575			548
Machinery and equipment		868			1,809
Furniture and fixtures		203			211
Vehicles		333			417
Leasehold improvements		2,264			2,306
Property and equipment, gross		6,469			7,950
Less accumulated depreciation and amortization		(5,001	)		(5,659	)
Property and equipment, net	$	1,468		$	2,291

Depreciation expense was $149,000 and $236,000 for the three months ended March 31, 2022 and 2021, respectively.

As of March 31, 2022, and December 31, 2021, respectively, there was $197,000 and $267,000 of construction in progress included in property and equipment that had not been placed into service and was not subject to depreciation.

We consider property and equipment to be assets held for sale when management approves and commits to a plan to dispose of a property or group of properties. The property and equipment held for sale prior to the sale date is separately presented, within current assets, on the condensed consolidated balance sheet as assets held for sale.

During the first quarter of 2022 management initiated the sale of property and equipment related to Archipelago, located in Hawaii. The Company completed the sale of a portion of such property and equipment with a gain on sale of property and equipment in the amount of $328,000 recorded on the condensed consolidated statements of operations and comprehensive (loss) income, during the first quarter of 2022, with proceeds of $787,000 through a local auction. The Company had no sales of assets held for sale during the first quarter of 2021. Property and equipment related to Archipelago, in the amount of $254,000, have been classified as assets held for sale, and are recorded at fair value as of March 31, 2022. The fair value has been estimated using publicly available prices for some of the assets, and business partners' estimates for assets with prices not readily available, due to the relatively small size of the industry in which they can be used.

Investments and Fair Value Instruments

3 Months Ended

Mar. 31, 2022

Investments And Fair Value Instruments [Abstract]

Investments and Fair Value Instruments

5. Investments and Fair Value Instruments

Investments

The investments are carried at fair value, based on quoted market prices or other readily available market information. Unrealized and realized gains and losses are recognized as other income in the condensed consolidated statements of operations and comprehensive loss.

The following tables summarize the amortized cost and fair value of the investment securities portfolio at March 31, 2022 and December 31, 2021.


(Dollars in thousands)	Amortized Cost		Unrealized Gains		Unrealized Losses		Estimated Fair Value
March 31, 2022
Cash equivalents:
Money market funds		22,343		—		—		22,343
Total Assets at Fair Value	$	22,343	$	—	$	—	$	22,343


(Dollars in thousands)	Amortized Cost		Unrealized Gains		Unrealized Losses		Estimated Fair Value
December 31, 2021
Cash equivalents:
Money market funds	$	26,842	$	—	$	—	$	26,842
Total Assets at Fair Value	$	26,842	$	—	$	—	$	26,842

The Company did not have any investment categories that were in a continuous unrealized loss position for more than twelve months as of March 31, 2022.

Fair Value Measurement

The fair value of the investment securities at March 31, 2022 were as follows:


	Fair Value Measurements at March 31, 2022
(Dollars in thousands)	Level 1		Level 2		Level 3		Total
Assets at Fair Value
Cash equivalents:
Money market funds		22,343		—		—		22,343
Total Assets at Fair Value	$	22,343	$	—	$	—	$	22,343

The fair value of the investment securities at December 31, 2021 were as follows:


	Fair Value Measurements at December 31, 2021
(Dollars in thousands)	Level 1		Level 2		Level 3		Total
Assets at Fair Value
Cash equivalents:
Money market funds	$	26,842	$	—	$	—	$	26,842
Total Assets at Fair Value	$	26,842	$	—	$	—	$	26,842

The Company uses the market approach technique to value its financial instruments and there were no changes in valuation techniques during 2022 or 2021. The Company’s financial instruments consist primarily of cash and cash equivalents, accounts receivable, accounts payable, accrued liabilities, and notes payable. For accounts receivable, accounts payable, accrued liabilities, and notes payable the carrying amounts of these financial instruments as of March 31, 2022 and December 31, 2021 were considered representative of their fair values due to their short term to maturity or repayment. Cash equivalents are carried at cost, which approximates their fair value.

As of March 31, 2022, the Company’s Level 3 liabilities consist of a contingent liability resulting from the Anawah acquisition, as described in Note 15, and a contingent liability resulting from the Industrial Seed Innovations acquisition. As of December 31, 2021 the Company also had common stock warrant liabilities related to the March 2018, the June 2019, the September 2019, and the January 2021 Offerings, described in Note 11, which were reclassified to additional paid-in capital upon adoption of ASU 2020-06, as of January 1, 2022. See Note 2.

The contingent liability related to the Anawah acquisition was measured and recorded on a recurring basis as of March 31, 2022 and December 31, 2021, using unobservable inputs, namely the Company’s ability and intent to pursue certain specific products developed using technology acquired in the purchase. A significant deviation in the Company’s ability and/or intent to pursue the technology acquired in the purchase could result in a significantly lower (higher) fair value measurement. The contingent liability related to the Industrial Seed Innovations (“ISI”) acquisition was measured and recorded on a recurring basis as of March 31, 2022 and December 31, 2021, using unobservable inputs, namely ISI’s forecasted revenue. A significant deviation in ISI’s forecasted revenue could result in a lower (higher) fair value measurement.

The following table sets forth the establishment of the Company’s Level 3 liabilities, as well as a summary of the changes in the fair value and other adjustments (in thousands):



(Dollars in thousands)	Common Stock Warrant Liability - March 2018 Purchase Agreement			Common Stock Warrant Liability - June 2019 Offering			Common Stock Warrant Liability - September 2019 Offering			Common Stock Warrant Liability - January 2021 Offering			Contingent Liabilities			Total
Balance as of December 31, 2021	$	7		$	170		$	223		$	2,993		$	2,070		$	5,463
Reclassification upon adoption of ASU 2020-06		(7	)		(170	)		(223	)		(2,993	)		—		$	(3,392	)
Change in fair value of contingent consideration		—			—			—			—			(31	)	$	(31	)
Balance as of March 31, 2022	$	—		$	—		$	—		$	—		$	2,039		$	2,039

Arcadia Wellness Acquisition

3 Months Ended

Mar. 31, 2022

Arcadia Wellness Acquisition [Member]

Business Acquisition [Line Items]

Arcadia Wellness Acquisition

. Arcadia Wellness Acquisition

On May 17, 2021, the Company’s wholly owned subsidiary Arcadia Wellness, acquired the assets of Eko, Lief, and Zola. The acquisition included consumer brands of bath and body care products such as Soul Spring, the CBD-infused botanical therapy brand, Saavy Naturals, a line of natural body care products and Provault, a CBD-infused sports performance formula. Also included in the purchase was Zola, a coconut water sourced from Thailand.

The acquisition was recorded as a business combination, in accordance with ASC 805. The purchase price consideration for the acquisition totaled an estimated $6.1 million, of which $4.0 million in cash and $2.1 million in the form of 827,401 shares of the Company’s common stock, was paid during the month of May 2021. The cash consideration paid for the acquisition was funded by cash on hand.

Acquisition costs are not included as components of consideration transferred and instead are accounted for as expenses in the period in which the costs are incurred. The Company incurred costs related to the Arcadia Wellness acquisition of approximately $850,000 included in selling, general and administrative expenses in the Company's consolidated statements of operations and comprehensive loss for the year ended December 31, 2021.

The Company performed an allocation of purchase price as of the acquisition date based on management's estimates of fair value. The Company believes its estimates and assumptions are reasonable.

The following table presents the allocation of the purchase price of the assets acquired at fair value at the acquisition date.


	Purchase Price Allocation
Inventory	$	840
Prepaid and other current assets		62
Fixed assets		308
Deposits		82
Customer list		360
Trade names and trademarks		2,900
Formulations		260
Goodwill		1,240
Total consideration allocated	$	6,052

The former shareholders of Eko, Lief, and Zola remain responsible for their pre-acquisition liabilities. In connection with the acquisition, the Company entered into a lease agreement for the use of offices, production equipment acquired, and storage warehouses. The lease was effective on May 17, 2021 and has a term of 3 years.

For the period from January 1, 2022 to March 31, 2022, the Company recognized approximately $1.8 million of revenue and $247,000 of net loss relating to Arcadia Wellness, which included charges for the amortization of acquired intangible assets.

For the period from May 17, 2021 to December 31, 2021, the Company recognized approximately $4.3 million of revenue and $7.5 million of net loss relating to Arcadia Wellness, which included charges for the amortization of acquired intangible assets.

Acquired intangible assets of $3.5 million include trade names and trademarks of $2.9 million (indefinite useful life), customer list of $360,000 (fifteen-year useful life) and formulations of $260,000 (ten-year useful life). For impairments related to the acquired intangible assets see Note 7.

The total weighted average amortization period for the acquired intangibles is 12.9 years.

The acquisition produced $1.2 million of goodwill, which was fully impaired during the year ended December 31, 2021, due to weakness in some of the newly acquired consumer product margins, combined with a volatile economic climate and higher than normal inflation. Goodwill arising from the Arcadia Wellness acquisition was not deductible for tax purposes.

Supplemental Pro-Forma Results of Operations (Unaudited)

The following unaudited pro-forma condensed consolidated results of operations for the three months ended March 31, 2022 and 2021, have been prepared as if the acquisition of Arcadia Wellness had occurred on January 1, 2021 and includes adjustments for amortization of intangibles, and the addition to basic and diluted weighted average number of shares outstanding.


	For the three months ended March 31,
	2022 (Pro forma)			2021 (Pro forma)
Total revenues	$	3,220		$	2,313
Net (loss) income		(4,610	)		205
Net (loss) income attributable to common stockholders	$	(4,488	)	$	582
Weighted average shares - Basic and diluted		22,186,993			19,870,362
Net income (loss) per share attributable to common stockholders:
Basic and diluted	$	(0.20	)	$	0.03

Intangible Assets, Net

3 Months Ended

Mar. 31, 2022

Goodwill and Intangible Assets Disclosure [Abstract]

Intangible Assets, Net

. Intangible assets, net

The Company’s intangible assets, net as of March 31, 2022, consist of the following:


	March 31, 2022						December 31, 2021
	Gross Carrying Amount (1)		Accumulated Amortization		Net Carrying Amount		Gross Carrying Amount (1)		Accumulated Amortization		Net Carrying Amount
Amortized intangible assets
Intellectual property	$	258	$	118	$	140	$	258	$	107	$	151
Customer lists		71		28		43		71		26		45
Total amortizable intangible assets	$	329	$	146	$	183	$	329	$	133	$	196

Indefinite-lived intangible assets
Brands and trademarks	$	288	$	—	$	288	$	288	$	—	$	288
Total intangible asset, net	$	617	$	146	$	471	$	617	$	133	$	484

(1) The gross carrying amounts included in this table reflect the effects of the impairments of intangible assets recorded during the year ended December 31, 2021, when the Company estimated an overall decrease in the sales forecast for AW products, due to an inventory item rationalization, in addition to a decrease in the sales forecast of ISI seeds, related to the saturated hemp seed market. As a result, Arcadia performed a quantitative intangible assets impairment test. The Company used a discounted cash flow approach to develop the fair value of the acquired intellectual property, customer lists, brands and trademarks. As a result of this assessment, Arcadia recorded an impairment of intangible assets in the amount of $3.3 million in the condensed consolidated statements of operations and comprehensive loss for the year ended December 31, 2021. No impairments have been recorded during the three months ended March 31, 2022.

Intellectual property and customer lists will be amortized based on their useful lives ranging between 4 and 15 years. As of March 31, 2022, future amortization of intellectual property and customer lists is as follows:


Year Ending December 31,
2022 (excluding the three months ended March 31, 2022)	$	40
2023		53
2024		53
2025		4
2026		4
Thereafter		29
Total	$	183

Consolidated Joint Venture

3 Months Ended

Mar. 31, 2022

Equity Method Investments and Joint Ventures [Abstract]

Consolidated Joint Venture

. Consolidated Joint Venture

In 2019, the Company and Legacy Ventures Hawaii, LLC, a Nevada limited liability company (“Legacy”), formed Archipelago Ventures Hawaii, LLC, a Delaware limited liability company and entered into a Limited Liability Company Operating Agreement (the “Operating Agreement”). The Company and Legacy formed Archipelago to develop, extract and commercialize hemp-derived products from industrial hemp grown in Hawaii.

Pursuant to the Operating Agreement, a joint operating committee consisting of two individuals appointed by the Company and two individuals appointed by Legacy will manage Archipelago. As of March 31, 2022, the Company and Legacy hold 50.75% and 49.25% interests in Archipelago, respectively, and have made capital contributions to Archipelago of $3,108,000 and $3,016,000, respectively, as determined by the joint operating committee. The Operating Agreement includes indemnification rights, non-competition obligations, and certain rights and obligations in connection with the transfer of membership interests, including rights of first refusal.

The Company consolidates Archipelago in the condensed consolidated financial statements after eliminating intercompany transactions. Net loss attributable to non-controlling interest of $122,000 and $377,000 is recorded as an adjustment to net (loss) income to arrive at net (loss) income attributable to common stockholders for the three months ended March 31, 2022 and 2021, respectively. Legacy’s equity interests are presented as non-controlling interests on the condensed consolidated balance sheets. Refer to Note 1 for basis of presentation.

In October 2021, Arcadia and Legacy mutually agreed to wind down the cultivation activities of Archipelago, due to regulatory challenges and a saturated hemp market.

Collaborative Arrangements

3 Months Ended

Mar. 31, 2022

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Collaborative Arrangements

9. Collaborative Arrangements

In August 2017, the Company entered into a collaborative arrangement for the research, development and commercialization of an improved wheat quality trait in North America. This collaborative arrangement is a contractual agreement with Corteva AgriScience (“Corteva”) and involves a joint operating activity where both Arcadia and Corteva are active participants in the activities of the collaboration. Arcadia and Corteva participate in the research and development, and Arcadia has the primary responsibility for the intellectual property strategy while Corteva will generally lead the marketing and commercialization efforts. Both parties are exposed to significant risks and rewards of the collaboration and the agreement includes both cost sharing and profit sharing. The activities are performed with no guarantee of either technological or commercial success.

The Company accounts for research and development (“R&D”) costs in accordance ASC 730, Research and Development, which states R&D costs must be charged to expense as incurred. Accordingly, internal R&D costs are expensed as incurred. Third-party R&D costs are expensed when the contracted work has been performed or as milestone results are achieved.

Leases

3 Months Ended

Mar. 31, 2022

Lessee Disclosure [Abstract]

Leases

10. Leases

Operating Leases

As of March 31, 2022, the Company leases office space in Davis, CA, and Chatsworth, CA, as well as additional buildings, land and equipment. Leases with an initial term of 12 months or less are not recorded on the balance sheet; the Company recognizes lease expense for these short-term leases on a straight-line basis. The Company subleases a portion of the Davis office lease to a third party. During the three months ended March 31, 2022, the Company did not enter into new leases, and there are no leases that have not yet commenced as of March 31, 2022.

Some leases (the Davis office, a warehouse, and a copy machine) include one or more options to renew, with renewal terms that can extend the lease term from one to six years. The exercise of lease renewal options is at the Company’s sole discretion.

The Company’s lease agreements do not contain any material variable lease payments, material residual value guarantees or material restrictive covenants. Leases consisted of the following (in thousands):


Leases	Classification	March 31, 2022		December 31, 2021
Assets
Operating lease assets	Right of use asset	$	2,546	$	3,081
Total leased assets		$	2,546	$	3,081
Liabilities
Current - Operating	Operating lease liability- current	$	1,036	$	1,074
Noncurrent - Operating	Operating lease liability- noncurrent		1,709		2,220
Total leased liabilities		$	2,745	$	3,294


Lease Cost	Classification	For the Three Months Ended March 31, 2022			For the Three Months Ended March 31, 2021
Operating lease cost	SG&A and R&D Expenses	$	276		$	289
Short term lease cost (1)	SG&A and R&D Expenses		3			58
Sublease income (2)	SG&A and R&D Expenses		(87	)		(14	)
Net lease cost		$	192		$	333

(1)

Short term lease cost consists of field trial lease agreements with a lease term of 12 months or less.

(2)

Sublease income is recorded as a reduction to lease expense.


Lease Term and Discount Rate	March 31, 2022			December 31, 2021
Weighted-average remaining lease term (years)		2.5			2.7
Weighted-average discount rate		6.4	%		6.0	%

Equity Financing

3 Months Ended

Mar. 31, 2022

Equity [Abstract]

Equity Financing

11. Equity Financing

Private Placements

In January 2021, the Company issued in a private placement offering (the “January 2021 Private Placement”) pursuant to a securities purchase agreement (“January 2021 Purchase Agreement”) (i) 7,876,784 shares of its common stock, and (ii) warrants to purchase up to 3,938,392 shares of common stock at an exercise price of $3.13 per share (the “January 2021 Warrants”) and raised total gross proceeds of $25.1 million. The January 2021 Warrants are exercisable at any time at the option of the holder and expire 5.5 years from the date of issuance. In connection with the January 2021 Private Placement, the Company granted to a placement agent warrants to purchase a total of 393,839 shares of Common Stock (the “January 2021 Placement Agent Warrants”) that have an exercise price per share equal to $3.99 and a term of 5.5 years from the date of issuance.

The common stock warrants are classified as a liability within Level 3 due to a contingent cash payment feature. The Company utilized a Black Scholes Merton model on January 28, 2021 with the following assumptions: volatility of 123.8 percent, stock price of $2.88 and risk-free rate of 0.5%. The estimated fair value of the common stock warrant liability was subsequently remeasured at December 31, 2021 with the changes recorded on the Company’s consolidated statements of operations and comprehensive loss.

The January 2021 Placement Agent Warrants were issued for services performed by the placement agent as part of the January 2021 Private Placement and were treated as offering costs. The value of the January 2021 Placement Agent Warrants was determined to be $942,000, calculated using a Black-Scholes Model. The Company incurred additional offering costs totaling $1.9 million that consist of direct incremental legal, advisory, accounting and filing fees relating to the January 2021 Private Placement. The offering costs, inclusive of the January 2021 Placement Agent Warrants, totaled $2.8 million and allocated to the common stock warrant liability and the common stock using their relative fair values. A total of $769,000 was allocated to the common stock warrant liability and expensed and the remaining $2.0 million was allocated to the common stock and offset to additional paid in capital.

In March 2018, the Company issued in a private placement offering (the “March 2018 Private Placement”) pursuant to a securities purchase agreement (“March 2018 Purchase Agreement”) (i) 300,752 shares of its common stock and (ii) warrants to purchase up to 300,752 shares of common stock at an initial exercise price equal to $45.75 (the “March 2018 Warrants”) and raised total gross proceeds of $10.0 million. The March 2018 Warrants are exercisable at any time at the option of the holder and expire five years from the date of issuance. In connection with the March 2018 Private Placement, the Company granted to a placement agent warrants to purchase a total of 15,038 shares of Common Stock (the “March 2018 Placement Agent Warrants”) that have an exercise price per share equal to $41.5625 and a term of five years from the date of issuance.

The number of shares of common stock and the number and exercise price of the March 2018 Warrants issued in the March 2018 Private Placement were subject to adjustments as provided in the March 2018 Purchase Agreement. Following the adjustments as provided in the March 2018 Purchase Agreement, the number of shares issued to the purchasers was 1,201,634, the total number of shares issuable upon exercise of the March 2018 Warrants was 1,282,832 and the per share exercise price of the March 2018 Warrants was $10.7258.

Registered Direct Offerings

On May 11, 2018, the Company filed a shelf Registration Statement on Form S-3 with the SEC which was declared effective on June 8, 2018 (“Shelf Registration Statement”). This shelf registration process allows the Company to sell any combination of common stock, preferred stock, warrants and units consisting of such securities in one or more offerings from time to time having aggregate offering prices of up to $50 million. This registration statement may no longer be used after June 8, 2021, the three-year anniversary of its effective date.

In December 2020, the Company entered into a securities purchase agreement (the “December 2020 Purchase Agreement”) pursuant to which it sold (i) 2,618,658 registered shares of its common stock pursuant to the Shelf Registration Statement and (ii) unregistered warrants to purchase 2,618,658 shares of its common stock (the “December 2020 Warrants”) in a private placement, for total gross proceeds of $8.0 million (the “December 2020 Registered Direct Offering”). The December 2020 Registered Direct Offering closed on December 22, 2020. The December 2020 Warrants have an exercise price of $3.00 per share, became exercisable upon issuance and expire 5.5 years after the date of issuance. In connection with the December 2020 Registered Direct Offering, the Company granted to a placement agent warrants to purchase a total of 130,933 shares of common stock (“December 2020 Placement Agent Warrants”) that have an exercise price per share equal to $3.8188 and a term of five years.

In September 2019, the Company entered into a securities purchase agreement (the “September 2019 Purchase Agreement”) pursuant to which it sold (i) 1,318,828 registered shares of its common stock pursuant to the Shelf Registration Statement and (ii) unregistered warrants to purchase 659,414 shares of its common stock (the “September 2019 Warrants”) in a private placement, for total gross proceeds of $10.0 million (the “September 2019 Registered Direct Offering”). The September 2019 Registered Direct Offering closed on September 5, 2019. The September 2019 Warrants have an exercise price of $7.52 per share, became exercisable upon issuance and expire 5.5 years after the date of issuance. In connection with the September 2019 Registered Direct Offering, the Company granted to a placement agent warrants to purchase a total of 65,942 shares of common stock (“September 2019 Placement Agent Warrants”) that have an exercise price per share equal to $9.4781 and a term of five years.

In June 2019, the Company entered into a securities purchase agreement (the “June 2019 Purchase Agreement”) pursuant to which it sold (i) 1,489,575 registered shares of its common stock pursuant to the Shelf Registration Statement and (ii) unregistered warrants to purchase 1,489,575 shares of its common stock (the “June 2019 Warrants”) in a private placement, for total gross proceeds of $7.5 million (the “June 2019 Registered Direct Offering”). The June 2019 Registered Direct Offering closed on June 14, 2019. The June 2019 Warrants have an exercise price of $5.00 per share, became exercisable upon issuance and expire 5.5 years after the date of issuance. In connection with the June 2019 Registered Direct Offering, the Company granted to a placement agent warrants to purchase a total of 74,479 shares of common stock (“June 2019 Placement Agent Warrants”) that have an exercise price per share equal to $6.2938 and a term of five years.

In June 2018, the Company entered into a securities purchase agreement (the “June 2018 Purchase Agreement”) pursuant to which it sold (i) 1,392,345 registered shares of its common stock pursuant to the Shelf Registration Statement and (ii) unregistered warrants to purchase 1,392,345 shares of its common stock (the “June 2018 Warrants”) in a private placement, for total gross proceeds of $14.0 million (the “June 2018 Registered Direct Offering”). The June 2018 Registered Direct Offering closed on June 14, 2018. The June 2018 Warrants have an exercise price of $9.94 per share, became exercisable upon issuance and expire 5.5 years after the date of issuance. In connection with the June 2018 Registered Direct Offering, the Company granted to a placement agent warrants to purchase a total of 69,617 shares of common stock (“June 2018 Placement Agent Warrants”) that have an exercise price per share equal to $12.568 and a term of five years.

- 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

Warrants

3 Months Ended

Mar. 31, 2022

Warrants and Rights Note Disclosure [Abstract]

Warrants

12. Warrants

The Company issued the following warrants to purchase shares of its common stock, which are outstanding as of March 31, 2022 or December 31, 2021, respectively. These warrants are exercisable any time at the option of the holder until their expiration date.


	Issuance Date	Term	Exercise Price Per Share		Warrants Exercised during the Year Ended December 31, 2021		Warrants Outstanding at December 31, 2021		Warrants Exercised during the Three Months Ended March 31, 2022		Warrants Outstanding at March 31, 2022
January 2021 Placement Agent Warrants	January 2021	5.5 years	$	3.99		—		393,839		—		393,839
January 2021 Service and Performance Warrants (1)	January 2021	2 years	$	3.08		—		7,500		—		7,500
December 2020 Warrants	December 2020	5.5 years	$	3.00		—		2,618,658		—		2,618,658
December 2020 Placement Agent Warrants	December 2020	5 years	$	3.82		—		130,933		—		130,933
July 2020 Warrants	July 2020	5.5 years	$	3.85		—		641,416		—		641,416
July 2020 Placement Agent Warrants	July 2020	5.5 years	$	4.97		—		32,071		—		32,071
May 2020 Warrants	May 2020	5 years	$	4.78		—		1,392,345		—		1,392,345
May 2020 Placement Agent Warrants	May 2020	5 years	$	6.13		—		69,617		—		69,617
March 2020 Service and Performance Warrants (1)	March 2020	3 years	$	2.50		—		18,350		—		18,350
February 12, 2020 Service and Performance Warrants (1)(3)	February 2020	2 years	$	4.71		—		150,000		—		—
February 3, 2020 Service and Performance Warrants (1)(3)	February 2020	2 years	$	4.91		—		10,000		—		—
September 2019 Placement Agent Warrants	September 2019	5 years	$	9.48		—		65,942		—		65,942
June 2019 Placement Agent Warrants	June 2019	5 years	$	6.29		—		74,479		—		74,479
April 2019 Service and Performance Warrants (1)	April 2019	5 years	$	6.18		—		145,154		—		145,154
June 2018 Placement Agent Warrants	June 2018	5 years	$	12.57		—		69,617		—		69,617
March 2018 Placement Agent Warrants	March 2018	5 years	$	41.56		—		15,038		—		15,038
January 2021 Warrants (2)	January 2021	5.5 years	$	3.13		—		3,938,392		—		3,938,392
September 2019 Warrants (2)	September 2019	5.5 years	$	7.52		—		659,414		—		659,414
June 2019 Warrants (2)	June 2019	5.5 years	$	5.00		—		435,830		—		435,830
June 2018 Warrants (2)	June 2018	5.5 years	$	9.94		—		—		—		—
March 2018 Warrants (2)	March 2018	5 years	$	10.73		—		641,416		—		641,416
Total						—		11,510,011		—		11,350,011

(1) The Company issued service and performance warrants (“Service and Performance Warrants”) in connection with professional services agreements with non-affiliated third party entities.

(2) Certain warrants contain a contingent cash payment feature and therefore were accounted for as a liability at the date of issuance and were adjusted to fair value at each balance sheet date. Upon adoption of ASU No. 2020-06 on January 1, 2022, all of the common stock warrant liabilities have been reclassified to equity classified common stock warrants, due to the elimination of the contingent cash payments as criteria for liability classification.

(3) These warrants expired in February 2022.

Stock-Based Compensation and Employee Stock Purchase Program

3 Months Ended

Mar. 31, 2022

Share-based Payment Arrangement [Abstract]

Stock-Based Compensation and Employee Stock Purchase Program

13. Stock-Based Compensation and Employee Stock Purchase Program

Stock Incentive Plans

The Company has two equity incentive plans: the 2006 Stock Plan (“2006 Plan”) and the 2015 Omnibus Equity Incentive Plan (“2015 Plan”).

In 2006, the Company adopted the 2006 Plan, which provided for the granting of stock options to executives, employees, and other service providers under terms and provisions established by the Board of Directors. The Company granted non-statutory stock options (“NSOs”) under the 2006 Plan until May 2015, when it was terminated as to future awards, although it continues to govern the terms of options that remain outstanding and were issued under the 2006 Plan. The 2015 Plan became effective upon the Company’s IPO in May 2015 and all shares that were reserved, but not issued, under the 2006 Plan were assumed by the 2015 Plan. Upon effectiveness, the 2015 Plan had 154,387 shares of common stock reserved for future issuance, which included 10,637 that were transferred to and assumed by the 2015 Plan. The 2015 Plan provides for automatic annual increases in shares available for grant. In addition, shares subject to awards under the 2006 Plan that are forfeited or canceled will be added to the 2015 Plan. The 2015 Plan provides for the grant of incentive stock options (“ISOs”), NSOs, restricted stock awards, stock units, stock appreciation rights, and other forms of equity compensation, all of which may be granted to employees, officers, non-employee directors, and consultants. The exercise price for ISOs and NSOs will be granted at a price per share not less than the fair value of our common stock at the date of grant. Options granted generally vest over a four-year period; however, there might be alternative vesting schedules, as approved by the Board. Options granted, once vested, are generally exercisable for up to 10 years, after grant to the extent vested.

In June 2019, the shareholders approved an amendment to the Company’s 2015 Plan for a one-time increase to the number of shares of common stock that may be issued under the 2015 Plan by 120,000 shares. On May 17, 2021, upon completion of the Arcadia Wellness transaction, the Company granted 248,000 inducement stock option pursuant to Rule 5635(c)(4) of the Nasdaq Listing Rules. On May 28, 2021, the Company filed a registration statement on Form S-8 to register the issuance of shares upon exercise of these inducement stock options. On February 2, 2022, Stanley Jacot, Jr. was hired as the new president and chief executive officer of the Company. The Company granted Mr. Jacot an inducement stock option to purchase 316,108 shares of the Company’s common stock pursuant to Rule 5635(c)(4) of the Nasdaq Listing Rules. The Company has not filed a registration statement on Form S-8 to register the issuance of shares upon exercise of this inducement stock option. The inducement options grants have been issued outside of the 2015 Plan, but are subject to the terms and conditions of the 2015 Plan. As of March 31, 2022, a total of 2,484,005 shares of common stock were reserved for issuance under the 2015 Plan, of which 1,158,874 shares of common stock are available for future grant. As of March 31, 2022, a total of 7,813 and 1,325,131 options are outstanding under the 2006 and 2015 Plans, respectively. As of December 31, 2021, a total of 8,240 and 1,345,955 options are outstanding under the 2006 and 2015 Plans, respectively. As of March 31, 2022 a total of 376,608 inducement options are outstanding.

The following is a summary of stock option information and weighted average exercise prices under the Company’s stock incentive plans (in thousands, except share data and price per share):


	Shares Subject to Outstanding Options			Weighted- Average Exercise Price Per Share		Aggregate Intrinsic Value
Outstanding — Balance at December 31, 2021		1,422,195		$	5.28	$	—
Options granted		326,108			0.91
Options exercised		—			—
Options forfeited		(31,366	)		3.13
Options expired		(7,385	)		15.07
Outstanding — Balance at March 31, 2022		1,709,552		$	4.44	$	161,253
Vested and expected to vest — March 31, 2022		1,518,077		$	4.77	$	118,914
Exercisable — March 31, 2022		777,274		$	7.24	$	—

Aggregate intrinsic value represents the difference between the exercise price of the options and the estimated fair value of the Company’s common stock determined by our Board of Directors for each of the respective periods. The intrinsic value of options exercised was $0 for both quarters ended March 31, 2022 and 2021.

As of March 31, 2022, there was $1.0 million of unrecognized compensation cost related to unvested stock-based compensation grants that will be recognized over the weighted-average remaining recognition period of 3.07 years.

On December 14, 2021, Matt Plavan provided notice to the Company of his resignation as Arcadia’s president, chief executive officer and director, effective as of December 31, 2021. On December 19, 2021, Arcadia and Mr. Plavan entered into a Separation and Release Agreement (the “Separation Agreement”) which provided that the vesting of all unvested options previously issued to Mr. Plavan accelerated pursuant to the terms of the Separation Agreement. In addition, the Separation Agreement extended the post-termination exercise period of the accelerated options from 90 days to up to two and one-half years. The stock compensation expense

related to the modification of Mr. Plavan’s stock options was $154,000 and it was recognized in selling, general and administrative expenses during the year ended December 31, 2021.

In determining the fair value of the stock-based awards, the Company uses the Black-Scholes option-pricing model and assumptions discussed below. Each of these inputs is subjective and generally requires significant judgment to determine.

Expected Term—The expected term is the estimated period of time outstanding for stock options granted and was estimated based on a simplified method allowed by the SEC, and defines the term as the average of the contractual term of the options and the weighted-average vesting period for all open employee awards.

Expected Volatility—The historical volatility data was computed using the daily closing prices for the Company’s shares during the equivalent period of the calculated expected term of the stock-based awards.

Risk-Free Interest Rate—The risk-free interest rate is based on the interest rate of U.S. Treasuries of comparable maturities on the date the options were granted.

Expected Dividend—The expected dividend yield is based on the Company’s expectation of future dividend payouts to common stockholders.

The fair value of stock option awards was estimated at the date of grant using a Black-Scholes option-pricing model with the following weighted-average assumption:


	Three Months Ended March 31,
	2022			2021
Expected term (years)		6.08			6.03
Expected volatility		120	%		121	%
Risk-free interest rate		1.68	%		0.62	%
Dividend yield		—			—

The Company recognized $260,000 and $325,000 of compensation expense for stock options awards for the three months ended March 31, 2022 and 2021, respectively.

Employee Stock Purchase Plan

The Company’s 2015 Employee Stock Purchase Plan (“ESPP”) became effective on May 14, 2015. The ESPP allows eligible employees to purchase shares of the Company’s common stock at a discount of up to 15% of their eligible compensation through payroll deductions, subject to any plan limitations. After the first offering period, which began on May 14, 2015 and ended on February 1, 2016, the ESPP provides for six-month offering periods, and at the end of each offering period, employees are able to purchase shares at 85% of the lower of the fair market value of the Company’s common stock on the first trading day of the offering period or on the last day of the offering period. As of March 31, 2022, the number of shares of common stock reserved for future issuance under the ESPP is 128,914. The ESPP provides for automatic annual increases in the shares available for purchase beginning on January 1, 2016. As of March 31, 2022, 54,928 shares had been issued under the ESPP. The Company recorded $1,000 and $5,000 of ESPP related compensation expense for the quarters ended March 31, 2022 and 2021, respectively.

Income Taxes

3 Months Ended

Mar. 31, 2022

Income Tax Disclosure [Abstract]

Income Taxes

14. Income Taxes

Income tax expense during interim periods is based on applying an estimated annual effective income tax rate to year-to-date income, plus any significant unusual or infrequently occurring items that are recorded in the interim period. The computation of the annual estimated effective tax rate at each interim period requires certain estimates and significant judgment including, but not limited to, the expected operating income for the year, projections of the proportion of income earned and taxed in various jurisdictions, permanent and temporary differences, and the likelihood of recovering deferred tax assets generated in the current year. The accounting estimates used to compute the provision for income taxes may change as new events occur, more experience is obtained, additional information becomes known, or as the tax environment changes.

The interim financial statement provision for income taxes is different from the amounts computed by applying the United States federal statutory income tax rate of 21%. The Company’s effective tax rate was 0.00% and -0.01% for the three months ended March 31, 2022 and 2021, respectively. The difference between the effective tax rate and the federal statutory rate of 21% was primarily due to the full valuation allowance recorded on the Company’s net deferred tax assets.

The Company experienced an ownership change under IRC Section 382 as a result of the common shares issued in connection with the January 2021 Offering. This ownership change limited the Company’s ability to utilize its net operating loss carryforwards prior to expiration and certain net operating loss carryforwards were written off as a result. The Company is currently conducting additional analysis regarding the valuation of the Company at the time of the ownership change to assess what, if any, portion of the limitation may be reversed. Any adjustment to the amount of limitation will not impact the deferred tax asset balance due to the full valuation allowance.

During the three months ended March 31, 2022, there were no material changes to the Company’s uncertain tax positions.

- 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

Commitment and Contingencies

3 Months Ended

Mar. 31, 2022

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

15. Commitments and Contingencies

Leases

The Company leases office and laboratory space, grain storage bins, warehouse space, farmland, and equipment under operating lease agreements having initial lease terms ranging from one to five years, including certain renewal options available to the Company at market rates. The Company also leases land for field trials on a short-term basis. See Note 10.

Legal Matters

From time to time, in the ordinary course of business, the Company may become involved in certain legal proceedings. The Company currently is not a party to any material litigation or other material legal proceedings.

Contingent Liability Related to the Anawah Acquisition

In June 2005, the Company completed its agreement and plan of merger and reorganization with Anawah, Inc. (“Anawah”), to purchase the Anawah’s food and agricultural research company through a non-cash stock purchase. Pursuant to the merger with Anawah, and in accordance with the ASC 805 - Business Combinations, the Company incurred a contingent liability not to exceed $5.0 million. This liability represents amounts to be paid to Anawah’s previous stockholders for cash collected on revenue recognized by the Company upon commercial sale of certain specific products developed using technology acquired in the purchase. As of December 31, 2010, the Company ceased activities relating to three of the six Anawah product programs thus, the contingent liability was reduced to $3.0 million. During the third quarter of 2016, one of the programs previously accrued for was abandoned and another program previously abandoned was reactivated. During the fourth quarter of 2019, the Company determined that one of the technologies was no longer active and decided to abandon the previously accrued program. As of March 31, 2022, the Company continues to pursue a total of two development programs using this technology and believes that the contingent liability is probable. As a result, $2.0 million remains on the condensed consolidated balance sheet as an other noncurrent liability.

Contingent Liability Related to the ISI Acquisition

In August 2020, the Company acquired by merger Industrial Seed Innovations (“ISI”). A portion of the purchase price consideration for the acquisition in the amount of $280,000 will be recognized in two annual installments, each of up to 132,626 shares of the Company’s common stock, subject to the achievement of revenue milestones in 2021 and 2022. The contingent consideration was measured and recorded at fair value. As of March 31, 2022, the full amount of the contingent consideration is included in other noncurrent liabilities as no installments are expected to become due within 12 months from the condensed consolidated balance sheets date. During the quarters ended March 31, 2022 and 2021, respectively, as a result of a remeasurement of the contingent consideration, a $31,000 decrease and a $140,000 decrease in the related liability were recorded as a change in fair value of contingent consideration on the condensed consolidated statements of operations and comprehensive loss. As of March 31, 2022, the fair value of the contingent liability related to the ISI acquisition has been estimated in the amount of $39,000.

Contracts

The Company has entered into contract research agreements with unrelated parties that require the Company to pay certain funding commitments. The initial terms of these agreements range from one to three years in duration and in certain cases are cancelable.

The Company licenses certain technologies via executed agreements (“In-Licensing Agreements”) that are used to develop and advance the Company’s own technologies. The Company has entered into various In-Licensing Agreements with related and unrelated parties that require the Company to pay certain license fees, royalties, and/or milestone fees. In addition, certain royalty payments ranging from 2% to 15% of net revenue amounts as defined in the In-Licensing Agreements are or will be due.

The Company could be adversely affected by certain actions by the government as it relates to government contract revenue received in prior years. Government agencies, such as the Defense Contract Audit Agency routinely audit and investigate government contractors. These agencies review a contractor’s performance under its agreements; cost structure; and compliance with applicable laws, regulations and standards. The agencies also review the adequacy of, and a contractor’s compliance with, its internal control systems and policies, including the contractor’s purchasing, property, estimating, compensation and management information systems.

While the Company’s management anticipates no adverse result from an audit, should any costs be found to be improperly allocated to a government agreement, such costs will not be reimbursed, or if already reimbursed, may need to be refunded. If an audit uncovers improper or illegal activities, civil and criminal penalties and administrative sanctions, including termination of contracts, forfeiture of profits, suspension of payments or fines, and suspension or prohibition from doing business with the government could occur. In addition, serious reputational harm or significant adverse financial effects could occur if allegations of impropriety were made against the Company. There currently are routine audits in process relating to government grant revenues.

Net (Loss) Income per Share

3 Months Ended

Mar. 31, 2022

Earnings Per Share [Abstract]

Net (Loss) Income per Share

16. Net (Loss) Income per Share

As the Company had net losses for the three months ended March 31, 2022, all potentially dilutive common shares for such quarter were determined to be anti-dilutive. Basic net income per share for the quarter ended March 31, 2021, is calculated by dividing net income by the weighted-average number of common shares outstanding during the period and excludes any dilutive effects of stock-based awards and warrants. Diluted net income per share is computed giving effect to all potentially dilutive common shares, including common stock issuable upon exercise of stock options and warrants.

The following table sets forth the computation of basic and diluted net income per common share (in shares and per share):


	For the Three Months Ended March 31,
		2022			2021
Net (loss) income per share - Basic
Numerator:
Net (loss) income attributable to common stockholders	$	(4,488	)	$	2,058
Denominator:
Weighted average number of common shares outstanding		22,186,993			18,970,250
Basic net (loss) income per share attributable to common stockholders:	$	(0.20	)	$	0.11
Net (loss) income per share - Diluted
Numerator:
Net (loss) income attributable to common stockholders	$	(4,488	)	$	2,058
Denominator:
Weighted average number of common shares outstanding		22,186,993			18,970,250
Effect of dilutive stock options		—			—
Effect of dilutive warrants		—			72,712
Weighted average number of common shares outstanding - diluted		22,186,993			19,042,962
Diluted net (loss) income per share attributable to common stockholders:	$	(0.20	)	$	0.11

Related-Party Transactions

3 Months Ended

Mar. 31, 2022

Related-Party Transactions

17. Related-Party Transactions

The Company’s related parties include Moral Compass Corporation (“MCC”) and the John Sperling Foundation (“JSF”). The rights to the intellectual property owned by Blue Horse Labs, Inc. (“BHL”) were assigned to its sole shareholder, the John Sperling Revocable Trust (“JSRT”) due to BHL’s dissolution and then subsequently to the JSF. The JSF is deemed a related party of the Company because MCC, the Company’s largest stockholder, and the JSF share common officers and directors.

JSF receives a single digit royalty from the Company when revenue has been collected on product sales or for license payments from third parties that involve certain intellectual property developed under research funding originally from BHL. Royalty fees due to JSF were $69,000 and $64,000 as of March 31, 2022 and December 31, 2021, respectively, and are included in the condensed consolidated balance sheets as amounts due to related parties.

During the quarter ended March 31, 2021, the Company leased land on the island of Molokai, Hawaii from an entity owned by Kevin Comcowich, the Chair of the Company’s Board of Directors, and his wife. The Company used to grow hemp on this land to support the operations of its joint venture Archipelago Ventures Hawaii, until the expiration of the lease in February 2022. The original lease was executed in February 2019, covered 10 acres of land, had a term of two years and provided for rent payments of $1,200 per acre per year. In March and April 2020, the Company entered into two lease amendments for two additional 10-acre

parcels and two additional 15-acre parcels, at the same lease rate of $1,200 per acre per year, and with a term of two years. The Company made lease payments in the amount of $0 and $36,000 for the three months ended March 31, 2022 and 2021, respectively.

Subsequent Events

3 Months Ended

Mar. 31, 2022

Subsequent Events [Abstract]

Subsequent Events

18. Subsequent Events

Management has evaluated subsequent events through May 12, 2022, the date that the financial statements were available to be issued.

Description of Business and Basis of Presentation (Policies)	3 Months Ended
	Mar. 31, 2022
Accounting Policies [Abstract]
Organization	Organization Arcadia Biosciences, Inc. (the "Company"), was incorporated in Arizona in 2002 and maintains its headquarters in Davis, California, with additional facilities in American Falls, Idaho, and Chatsworth, California. The Company was reincorporated in Delaware in March 2015. The Company is a producer and marketer of innovative, plant-based health and wellness products. Its history as a leader in science-based approaches to developing high-value crop improvements, as well as nutritionally enhanced food ingredients and health and wellness products, has laid the foundation for its path forward. The Company used advanced breeding techniques to develop these proprietary innovations which are now being commercialized through the sales of seed and grain, as well as food ingredients and products. The recent acquisition of the businesses of Lief Holdings, LLC (“Lief”), EKO Holdings, LLC (“Eko”) and Live Zola, LLC (“Zola”) added bath and body care products, as well as coconut water, to the Company’s portfolio. In May 2021, the Company’s wholly owned subsidiary Arcadia Wellness, LLC (“Arcadia Wellness” or “AW”, see Note 6), acquired the businesses of Eko, Lief, and Zola. The acquisition included consumer CBD brands like Soul Spring™, a CBD-infused botanical therapy brand in the natural category, Saavy Naturals™, a line of natural body care products and Provault™, a CBD-infused sports performance formula made with natural ingredients, providing effective support and recovery for athletes. Also included in the purchase is Zola, a coconut water sourced exclusively with sustainably grown coconuts from Thailand. In August 2019, the Company entered into a joint venture agreement with Legacy Ventures Hawaii, LLC (“Legacy,” see Note 8) to grow, extract, and sell hemp products. The partnership Archipelago Ventures Hawaii, LLC (“Archipelago”), combines the Company’s extensive genetic expertise and resources with Legacy’s experience in hemp extraction and sales. In October 2021, Arcadia and Legacy mutually agreed to wind down the cultivation activities of Archipelago, due to regulatory challenges and a saturated hemp market.
Basis of Presentation and Principles of Consolidation	Basis of Presentation and Principles of Consolidation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial statements and are in the form prescribed by the Securities and Exchange Commission (the “SEC”) in instructions to Form 10-Q and Rule 10-01 of Regulation S-X. In the opinion of management, the accompanying condensed consolidated financial statements reflect all adjustments, consisting of normal recurring adjustments, considered necessary for a fair statement of the Company’s financial position, results of operations and cash flows for the periods indicated. All material intercompany accounts and transactions have been eliminated in consolidation. The accompanying unaudited condensed consolidated financial statements include the accounts of the Company, Arcadia Wellness, and Archipelago. The Company uses a qualitative approach in assessing the consolidation requirement for variable interest entities ("VIEs"). This approach focuses on determining whether the Company has the power to direct the activities of the VIE that most significantly affect the VIE’s economic performance and whether the Company has the obligation to absorb losses, or the right to receive benefits, that could potentially be significant to the VIE. For all periods presented, the Company has determined that it is the primary beneficiary of Archipelago, a joint venture, as it has a controlling interest in Archipelago. Accordingly, the Company consolidates Archipelago in the condensed consolidated financial statements after eliminating intercompany transactions. For consolidated joint ventures, the non-controlling partner’s share of the assets, liabilities and operations of the joint venture is included in non-controlling interests as equity of the Company. The non-controlling partner’s interest is generally computed as the joint venture partner’s ownership percentage of Archipelago. Net loss attributable to non-controlling interest of $122,000 and $377,000 is recorded as an adjustment to net (loss) income to arrive at net (loss) income attributable to common stockholders for the three months ended March 31, 2022 and 2021, respectively. The non-controlling partner’s equity interests are presented as non-controlling interests on the condensed consolidated balance sheets as of March 31, 2022. The information included in these condensed consolidated financial statements and notes thereto should be read in conjunction with Management’s Discussion and Analysis of Financial Condition and Results of Operations included herein and Management’s Discussion and Analysis of Financial Condition and Results of Operations and the condensed consolidated financial statements and notes thereto for the fiscal year ended December 31, 2021 included in the Company’s Annual Report on Form 10-K, filed with the SEC on March 31, 2022.
Liquidity, Capital Resources, and Going Concern	Liquidity, Capital Resources, and Going Concern The accompanying condensed consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities during the normal course of business. Since inception, the Company has financed its operations primarily through equity and debt financings. As of March 31, 2022, the Company had an accumulated deficit of $247.0 million, and cash and cash equivalents of $24.6 million. For the three months ended March 31, 2022, the Company had a net loss of $4.6 million and net cash used in operations of $4.9 million. For the twelve months ended December 31, 2021, the Company had net losses of $16.1 million and net cash used in operations of $25.9 million. With cash and cash equivalents of $24.6 million as of March 31, 2022, the Company believes that its existing cash and cash equivalents will not be sufficient to meet its anticipated cash requirements for at least the next 12 months from the issuance date of these financial statements, and thus raises substantial doubt about the Company’s ability to continue as a going concern. The financial statements do not include any adjustments that might result from the outcome of this uncertainty. The Company may seek to raise additional funds through debt or equity financings. The Company may also consider entering into additional partner arrangements. The sale of additional equity would result in dilution to the Company’s stockholders. The incurrence of debt would result in debt service obligations, and the instruments governing such debt could provide for additional operating and financing covenants that would restrict operations. If the Company does require additional funds and is unable to secure adequate additional funding at terms agreeable to the Company, the Company may be forced to reduce spending, extend payment terms with suppliers, liquidate assets, or suspend or curtail planned development programs. Any of these actions could materially harm the business, results of operations and financial condition.

Inventory (Tables)

3 Months Ended

Mar. 31, 2022

Inventory Disclosure [Abstract]

Summary of Inventories

Inventories, net consist of the following (in thousands):


	March 31, 2022		December 31, 2021
Raw materials	$	1,922	$	1,851
Goods in process		714		842
Finished goods		3,255		4,234
Inventories	$	5,891	$	6,927

Property and Equipment, Net (Tables)

3 Months Ended

Mar. 31, 2022

Property, Plant and Equipment [Abstract]

Summary of Property and Equipment, Net

Property and equipment, net consisted of the following (in thousands):


	March 31, 2022			December 31, 2021
Laboratory equipment	$	2,226		$	2,659
Software and computer equipment		575			548
Machinery and equipment		868			1,809
Furniture and fixtures		203			211
Vehicles		333			417
Leasehold improvements		2,264			2,306
Property and equipment, gross		6,469			7,950
Less accumulated depreciation and amortization		(5,001	)		(5,659	)
Property and equipment, net	$	1,468		$	2,291

Investments and Fair Value Instruments (Tables)

3 Months Ended

Mar. 31, 2022

Investments And Fair Value Instruments [Abstract]

Summary of Amortized Cost and Fair Value of Investment Securities Portfolio

The following tables summarize the amortized cost and fair value of the investment securities portfolio at March 31, 2022 and December 31, 2021.


(Dollars in thousands)	Amortized Cost		Unrealized Gains		Unrealized Losses		Estimated Fair Value
March 31, 2022
Cash equivalents:
Money market funds		22,343		—		—		22,343
Total Assets at Fair Value	$	22,343	$	—	$	—	$	22,343


(Dollars in thousands)	Amortized Cost		Unrealized Gains		Unrealized Losses		Estimated Fair Value
December 31, 2021
Cash equivalents:
Money market funds	$	26,842	$	—	$	—	$	26,842
Total Assets at Fair Value	$	26,842	$	—	$	—	$	26,842

Summary of Fair Value of Investment Securities

The fair value of the investment securities at March 31, 2022 were as follows:


	Fair Value Measurements at March 31, 2022
(Dollars in thousands)	Level 1		Level 2		Level 3		Total
Assets at Fair Value
Cash equivalents:
Money market funds		22,343		—		—		22,343
Total Assets at Fair Value	$	22,343	$	—	$	—	$	22,343

The fair value of the investment securities at December 31, 2021 were as follows:


	Fair Value Measurements at December 31, 2021
(Dollars in thousands)	Level 1		Level 2		Level 3		Total
Assets at Fair Value
Cash equivalents:
Money market funds	$	26,842	$	—	$	—	$	26,842
Total Assets at Fair Value	$	26,842	$	—	$	—	$	26,842

Summary of Changes in Fair Value and Other Adjustments of Liabilities

The following table sets forth the establishment of the Company’s Level 3 liabilities, as well as a summary of the changes in the fair value and other adjustments (in thousands):



(Dollars in thousands)	Common Stock Warrant Liability - March 2018 Purchase Agreement			Common Stock Warrant Liability - June 2019 Offering			Common Stock Warrant Liability - September 2019 Offering			Common Stock Warrant Liability - January 2021 Offering			Contingent Liabilities			Total
Balance as of December 31, 2021	$	7		$	170		$	223		$	2,993		$	2,070		$	5,463
Reclassification upon adoption of ASU 2020-06		(7	)		(170	)		(223	)		(2,993	)		—		$	(3,392	)
Change in fair value of contingent consideration		—			—			—			—			(31	)	$	(31	)
Balance as of March 31, 2022	$	—		$	—		$	—		$	—		$	2,039		$	2,039

- Definition

Tabular disclosure of financial instruments measured at fair value, including those classified in shareholders' equity measured on a recurring or nonrecurring basis. Disclosures include, but are not limited to, fair value measurements recorded and the reasons for the measurements, level within the fair value hierarchy in which the fair value measurements are categorized and transfers between levels 1 and 2. Nonrecurring fair value measurements are those that are required or permitted in the statement of financial position in particular circumstances.

+ References + Details

Arcadia Wellness Acquisition (Tables)

3 Months Ended

Mar. 31, 2022

Business Combinations [Abstract]

Schedule of Allocation Purchase Price of Assets Acquired at Fair Value at Acquisition Date

The following table presents the allocation of the purchase price of the assets acquired at fair value at the acquisition date.


	Purchase Price Allocation
Inventory	$	840
Prepaid and other current assets		62
Fixed assets		308
Deposits		82
Customer list		360
Trade names and trademarks		2,900
Formulations		260
Goodwill		1,240
Total consideration allocated	$	6,052

Schedule of Unaudited Pro-forma Condensed Consolidated Results of Operations


	For the three months ended March 31,
	2022 (Pro forma)			2021 (Pro forma)
Total revenues	$	3,220		$	2,313
Net (loss) income		(4,610	)		205
Net (loss) income attributable to common stockholders	$	(4,488	)	$	582
Weighted average shares - Basic and diluted		22,186,993			19,870,362
Net income (loss) per share attributable to common stockholders:
Basic and diluted	$	(0.20	)	$	0.03

Intangible Assets, Net (Tables)

3 Months Ended

Mar. 31, 2022

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Intangible Assets, Net

The Company’s intangible assets, net as of March 31, 2022, consist of the following:


	March 31, 2022						December 31, 2021
	Gross Carrying Amount (1)		Accumulated Amortization		Net Carrying Amount		Gross Carrying Amount (1)		Accumulated Amortization		Net Carrying Amount
Amortized intangible assets
Intellectual property	$	258	$	118	$	140	$	258	$	107	$	151
Customer lists		71		28		43		71		26		45
Total amortizable intangible assets	$	329	$	146	$	183	$	329	$	133	$	196

Indefinite-lived intangible assets
Brands and trademarks	$	288	$	—	$	288	$	288	$	—	$	288
Total intangible asset, net	$	617	$	146	$	471	$	617	$	133	$	484

Schedule of Future Amortization of Intellectual Property and Customer Lists

As of March 31, 2022, future amortization of intellectual property and customer lists is as follows:


Year Ending December 31,
2022 (excluding the three months ended March 31, 2022)	$	40
2023		53
2024		53
2025		4
2026		4
Thereafter		29
Total	$	183

Leases (Tables)

3 Months Ended

Mar. 31, 2022

Lessee Disclosure [Abstract]

Schedule of Leases

Leases consisted of the following (in thousands):


Leases	Classification	March 31, 2022		December 31, 2021
Assets
Operating lease assets	Right of use asset	$	2,546	$	3,081
Total leased assets		$	2,546	$	3,081
Liabilities
Current - Operating	Operating lease liability- current	$	1,036	$	1,074
Noncurrent - Operating	Operating lease liability- noncurrent		1,709		2,220
Total leased liabilities		$	2,745	$	3,294


Lease Cost	Classification	For the Three Months Ended March 31, 2022			For the Three Months Ended March 31, 2021
Operating lease cost	SG&A and R&D Expenses	$	276		$	289
Short term lease cost (1)	SG&A and R&D Expenses		3			58
Sublease income (2)	SG&A and R&D Expenses		(87	)		(14	)
Net lease cost		$	192		$	333

(1)

Short term lease cost consists of field trial lease agreements with a lease term of 12 months or less.

(2)

Sublease income is recorded as a reduction to lease expense.


Lease Term and Discount Rate	March 31, 2022			December 31, 2021
Weighted-average remaining lease term (years)		2.5			2.7
Weighted-average discount rate		6.4	%		6.0	%

Warrants (Tables)

3 Months Ended

Mar. 31, 2022

Warrants and Rights Note Disclosure [Abstract]

Summary of Warrants Issued to Purchase Common Stock


	Issuance Date	Term	Exercise Price Per Share		Warrants Exercised during the Year Ended December 31, 2021		Warrants Outstanding at December 31, 2021		Warrants Exercised during the Three Months Ended March 31, 2022		Warrants Outstanding at March 31, 2022
January 2021 Placement Agent Warrants	January 2021	5.5 years	$	3.99		—		393,839		—		393,839
January 2021 Service and Performance Warrants (1)	January 2021	2 years	$	3.08		—		7,500		—		7,500
December 2020 Warrants	December 2020	5.5 years	$	3.00		—		2,618,658		—		2,618,658
December 2020 Placement Agent Warrants	December 2020	5 years	$	3.82		—		130,933		—		130,933
July 2020 Warrants	July 2020	5.5 years	$	3.85		—		641,416		—		641,416
July 2020 Placement Agent Warrants	July 2020	5.5 years	$	4.97		—		32,071		—		32,071
May 2020 Warrants	May 2020	5 years	$	4.78		—		1,392,345		—		1,392,345
May 2020 Placement Agent Warrants	May 2020	5 years	$	6.13		—		69,617		—		69,617
March 2020 Service and Performance Warrants (1)	March 2020	3 years	$	2.50		—		18,350		—		18,350
February 12, 2020 Service and Performance Warrants (1)(3)	February 2020	2 years	$	4.71		—		150,000		—		—
February 3, 2020 Service and Performance Warrants (1)(3)	February 2020	2 years	$	4.91		—		10,000		—		—
September 2019 Placement Agent Warrants	September 2019	5 years	$	9.48		—		65,942		—		65,942
June 2019 Placement Agent Warrants	June 2019	5 years	$	6.29		—		74,479		—		74,479
April 2019 Service and Performance Warrants (1)	April 2019	5 years	$	6.18		—		145,154		—		145,154
June 2018 Placement Agent Warrants	June 2018	5 years	$	12.57		—		69,617		—		69,617
March 2018 Placement Agent Warrants	March 2018	5 years	$	41.56		—		15,038		—		15,038
January 2021 Warrants (2)	January 2021	5.5 years	$	3.13		—		3,938,392		—		3,938,392
September 2019 Warrants (2)	September 2019	5.5 years	$	7.52		—		659,414		—		659,414
June 2019 Warrants (2)	June 2019	5.5 years	$	5.00		—		435,830		—		435,830
June 2018 Warrants (2)	June 2018	5.5 years	$	9.94		—		—		—		—
March 2018 Warrants (2)	March 2018	5 years	$	10.73		—		641,416		—		641,416
Total						—		11,510,011		—		11,350,011

(1) The Company issued service and performance warrants (“Service and Performance Warrants”) in connection with professional services agreements with non-affiliated third party entities.

(3) These warrants expired in February 2022.

Stock-Based Compensation and Employee Stock Purchase Program (Tables)

3 Months Ended

Mar. 31, 2022

Share-based Payment Arrangement [Abstract]

Summary of Activity Under Stock Incentive Plans

The following is a summary of stock option information and weighted average exercise prices under the Company’s stock incentive plans (in thousands, except share data and price per share):


	Shares Subject to Outstanding Options			Weighted- Average Exercise Price Per Share		Aggregate Intrinsic Value
Outstanding — Balance at December 31, 2021		1,422,195		$	5.28	$	—
Options granted		326,108			0.91
Options exercised		—			—
Options forfeited		(31,366	)		3.13
Options expired		(7,385	)		15.07
Outstanding — Balance at March 31, 2022		1,709,552		$	4.44	$	161,253
Vested and expected to vest — March 31, 2022		1,518,077		$	4.77	$	118,914
Exercisable — March 31, 2022		777,274		$	7.24	$	—

Weighted-Average Fair Value Assumption of Stock Option Awards

The fair value of stock option awards was estimated at the date of grant using a Black-Scholes option-pricing model with the following weighted-average assumption:


	Three Months Ended March 31,
	2022			2021
Expected term (years)		6.08			6.03
Expected volatility		120	%		121	%
Risk-free interest rate		1.68	%		0.62	%
Dividend yield		—			—

Net Loss per Share (Tables)

3 Months Ended

Mar. 31, 2022

Earnings Per Share [Abstract]

Summary of Computation of Basic and Diluted Net Income Per Common Share

The following table sets forth the computation of basic and diluted net income per common share (in shares and per share):


	For the Three Months Ended March 31,
		2022			2021
Net (loss) income per share - Basic
Numerator:
Net (loss) income attributable to common stockholders	$	(4,488	)	$	2,058
Denominator:
Weighted average number of common shares outstanding		22,186,993			18,970,250
Basic net (loss) income per share attributable to common stockholders:	$	(0.20	)	$	0.11
Net (loss) income per share - Diluted
Numerator:
Net (loss) income attributable to common stockholders	$	(4,488	)	$	2,058
Denominator:
Weighted average number of common shares outstanding		22,186,993			18,970,250
Effect of dilutive stock options		—			—
Effect of dilutive warrants		—			72,712
Weighted average number of common shares outstanding - diluted		22,186,993			19,042,962
Diluted net (loss) income per share attributable to common stockholders:	$	(0.20	)	$	0.11

Description of Business and Basis of Presentation - Additional Information (Detail) - USD ($)	3 Months Ended		12 Months Ended
	Mar. 31, 2022	Mar. 31, 2021	Dec. 31, 2021
Accounting Policies [Abstract]
Place of incorporation	Arizona
Year of incorporation	2002
Place of reincorporation	Delaware
Date of reincorporation	2015-03
Net loss attributable to noncontrolling interest	$ 122,000	$ 377,000
Accumulated deficit	(246,971,000)		$ (226,485,000)
Cash and cash equivalents	24,551,000		28,685,000
Net income (losses)	(4,610,000)	1,681,000	(16,100,000)
Net cash used in operations	$ (4,885,000)	$ (4,707,000)	$ (25,900,000)

Recent Accounting Pronouncements - Additional Information (Detail) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Dec. 31, 2021
New Accounting Pronouncements Or Change In Accounting Principle [Line Items]
Accumulated deficit	$ (246,971)	$ (226,485)
Additional paid-in capital	277,169	257,515
Common stock warrant liabilities		$ 3,392
Accounting Standards Update 2020-06 [Member]
New Accounting Pronouncements Or Change In Accounting Principle [Line Items]
Accumulated deficit	16,000
Additional paid-in capital	19,400
Decrease in common stock warrant liabilities	$ 3,400
Change in accounting principle, accounting standards update, adopted [true false]	true
Change in accounting principle, accounting standards update, adoption date	Jan. 01, 2022
Accounting Standards Update 2021-04 [Member]
New Accounting Pronouncements Or Change In Accounting Principle [Line Items]
Change in accounting principle, accounting standards update, adopted [true false]	true
Change in accounting principle, accounting standards update, adoption date	Jan. 01, 2022
Change in accounting principle, accounting standards update, immaterial effect [true false]	true

Inventory - Additional Information (Detail) - USD ($)	3 Months Ended
Inventory - Additional Information (Detail) - USD ($)	Mar. 31, 2022	Mar. 31, 2021
Inventory Disclosure [Abstract]
Write-down of inventory	$ 368,000	$ 160,000

Inventory - Summary of Inventories (Detail) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021
Inventory Disclosure [Abstract]
Raw materials	$ 1,922	$ 1,851
Goods in process	714	842
Finished goods	3,255	4,234
Inventories	$ 5,891	$ 6,927

Property and Equipment, Net - Summary of Property and Equipment, Net (Detail) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021
Property Plant And Equipment [Line Items]
Property and equipment, gross	$ 6,469	$ 7,950
Less accumulated depreciation and amortization	(5,001)	(5,659)
Property and equipment, net	1,468	2,291
Laboratory equipment [Member]
Property Plant And Equipment [Line Items]
Property and equipment, gross	2,226	2,659
Software and computer equipment [Member]
Property Plant And Equipment [Line Items]
Property and equipment, gross	575	548
Machinery and equipment [Member]
Property Plant And Equipment [Line Items]
Property and equipment, gross	868	1,809
Furniture and fixtures [Member]
Property Plant And Equipment [Line Items]
Property and equipment, gross	203	211
Vehicles [Member]
Property Plant And Equipment [Line Items]
Property and equipment, gross	333	417
Leasehold improvements [Member]
Property Plant And Equipment [Line Items]
Property and equipment, gross	$ 2,264	$ 2,306

Property and Equipment, Net - Additional Information (Detail) - USD ($)	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021	Dec. 31, 2021
Property Plant And Equipment [Line Items]
Depreciation expense	$ 149,000	$ 236,000
Property and equipment, gross	6,469,000		$ 7,950,000
Gain on sale of property and equipment	328,000
Proceeds from sale of property and equipment	787,000
Assets held for sale		$ 0
Property and equipment classified as assets held for sale, fair value	254,000
Construction in Progress [Member]
Property Plant And Equipment [Line Items]
Property and equipment, gross	$ 197,000		$ 267,000

Investments and Fair Value Instruments - Summary of Amortized Cost and Fair Value of Investment Securities Portfolio (Detail) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021
Schedule Of Available For Sale Securities [Line Items]
Amortized Cost	$ 22,343	$ 26,842
Estimated Fair Value	22,343	26,842
Cash Equivalents [Member] \| Money Market Funds [Member]
Schedule Of Available For Sale Securities [Line Items]
Amortized Cost	22,343	26,842
Estimated Fair Value	$ 22,343	$ 26,842

Investments and Fair Value Instruments - Additional Information (Detail)	Mar. 31, 2022 USD ($)
Investments, Debt and Equity Securities [Abstract]
Investment in continuous unrealized loss position for more than twelve months	$ 0

Investments and Fair Value Instruments - Summary of Fair Value of Investments Securities (Detail) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021
Assets at Fair Value
Total Assets at Fair Value	$ 22,343	$ 26,842
Money Market Funds [Member]
Assets at Fair Value
Cash equivalents	22,343	26,842
Level 1 [Member]
Assets at Fair Value
Total Assets at Fair Value	22,343	26,842
Level 1 [Member] \| Money Market Funds [Member]
Assets at Fair Value
Cash equivalents	$ 22,343	$ 26,842

Investments and Fair Value Instruments - Summary of Changes in Fair Value and Other Adjustments of Liabilities (Detail) - Level 3 [Member] $ in Thousands	3 Months Ended
	Mar. 31, 2022 USD ($)
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items]
Beginning Balance	$ 5,463
Ending Balance	2,039
Common Stock Warrant Liability [Member] \| Purchase Agreement [Member]
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items]
Beginning Balance	7
Common Stock Warrant Liability [Member] \| June 2019 Offering [Member]
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items]
Beginning Balance	170
Common Stock Warrant Liability [Member] \| September 2019 Offering [Member]
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items]
Beginning Balance	223
Common Stock Warrant Liability [Member] \| January 2021 Offering [Member]
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items]
Beginning Balance	2,993
Contingent Liabilities [Member]
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items]
Beginning Balance	2,070
Change in fair value of contingent consideration	(31)
Ending Balance	2,039
ASU 2020-06 [Member]
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items]
Change in fair value of contingent consideration	(31)
ASU 2020-06 [Member] \| Reclassification upon Adoption [Member]
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items]
Beginning Balance	(3,392)
ASU 2020-06 [Member] \| Reclassification upon Adoption [Member] \| Common Stock Warrant Liability [Member] \| Purchase Agreement [Member]
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items]
Beginning Balance	(7)
ASU 2020-06 [Member] \| Reclassification upon Adoption [Member] \| Common Stock Warrant Liability [Member] \| June 2019 Offering [Member]
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items]
Beginning Balance	(170)
ASU 2020-06 [Member] \| Reclassification upon Adoption [Member] \| Common Stock Warrant Liability [Member] \| September 2019 Offering [Member]
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items]
Beginning Balance	(223)
ASU 2020-06 [Member] \| Reclassification upon Adoption [Member] \| Common Stock Warrant Liability [Member] \| January 2021 Offering [Member]
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items]
Beginning Balance	$ (2,993)

Industrial Seed Innovations Acquisition - Additional Information (Detail)	1 Months Ended	3 Months Ended
	Aug. 31, 2020 USD ($) Installment shares	Mar. 31, 2022 USD ($)	Mar. 31, 2021 USD ($)
Business Acquisition [Line Items]
Change in fair value of contingent consideration		$ (31,000)	$ (140,000)
Existence of option to extend		true
Lease option to extend, description		Some leases (the Davis office, a warehouse, and a copy machine) include one or more options to renew, with renewal terms that can extend the lease term from one to six years.
Maximum [Member]
Business Acquisition [Line Items]
Operating leases, term of contract		5 years
Option to extend lease, term		6 years
Minimum [Member]
Business Acquisition [Line Items]
Operating leases, term of contract		1 year
Option to extend lease, term		1 year
Industrial Seed Innovations [Member]
Business Acquisition [Line Items]
Remaining amount paid in multiple installments	$ 280,000
Change in fair value of contingent consideration		$ (31,000)	$ (140,000)
Operating leases, term of contract		3 years
Industrial Seed Innovations [Member] \| Common Stock [Member]
Business Acquisition [Line Items]
Number of annual installment of common stock shares payable \| Installment	2
Industrial Seed Innovations [Member] \| Common Stock [Member] \| Revenue Milestone in 2022 [Member] \| Maximum [Member]
Business Acquisition [Line Items]
Business combination, equity interest issuable upon achievement of revenue milestone \| shares	132,626

Arcadia Wellness Acquisition - Additional Information (Detail) - USD ($)			3 Months Ended		7 Months Ended	12 Months Ended
	May 31, 2021	May 17, 2021	Mar. 31, 2022	Mar. 31, 2021	Dec. 31, 2021	Dec. 31, 2021
Business Acquisition [Line Items]
Existence of option to extend			true
Lease option to extend, description			Some leases (the Davis office, a warehouse, and a copy machine) include one or more options to renew, with renewal terms that can extend the lease term from one to six years.
Total revenues			$ 3,220,000	$ 828,000
Net loss attributable to common stockholders			$ 4,488,000	$ (2,058,000)
Arcadia Wellness [Member]
Business Acquisition [Line Items]
Purchase price consideration	$ 6,100,000
Cash paid for Acquisition	4,000,000.0
Business combination, equity interest issuable, value	$ 2,100,000
Operating leases, term of contract			3 years
Lease option to extend, description			The lease was effective on May 17, 2021 and has a term of 3 years.
Total revenues			$ 1,800,000		$ 4,300,000
Net loss attributable to common stockholders			$ 247,000		$ 7,500,000
Intangible assets, net		$ 3,500,000
Weighted average useful life		12 years 10 months 24 days
Goodwill		$ 1,240,000
Arcadia Wellness [Member] \| Trademarks and Trade Names [Member]
Business Acquisition [Line Items]
Intangible assets, net		2,900,000
Arcadia Wellness [Member] \| Customer List [Member]
Business Acquisition [Line Items]
Intangible assets, net		$ 360,000
Useful life		15 years
Arcadia Wellness [Member] \| Formulations [Member]
Business Acquisition [Line Items]
Intangible assets, net		$ 260,000
Useful life		10 years
Arcadia Wellness [Member] \| Selling, General and Administrative Expenses [Member]
Business Acquisition [Line Items]
Acquisition related costs						$ 850,000
Common Stock [Member] \| Arcadia Wellness [Member]
Business Acquisition [Line Items]
Business combination, equity interest issuable, shares	827,401

Arcadia Wellness Acquisition - Schedule of Allocation Purchase Price of Assets Acquired at Fair Value at Acquisition Date (Detail) - Arcadia Wellness [Member] $ in Thousands	May 17, 2021 USD ($)
Business Acquisition [Line Items]
Inventory	$ 840
Prepaid and other current assets	62
Fixed assets	308
Deposits	82
Customer list	360
Trade names and trademarks	2,900
Formulations	260
Goodwill	1,240
Total consideration allocated	$ 6,052

Arcadia Wellness Acquisition - Schedule of Unaudited Pro-forma Condensed Consolidated Results of Operations (Detail) - Arcadia Wellness [Member] - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Business Acquisition [Line Items]
Total revenues	$ 3,220	$ 2,313
Net (loss) income	(4,610)	205
Net (loss) income attributable to common stockholders	$ (4,488)	$ 582
Weighted average shares - Basic and diluted	22,186,993	19,870,362
Net income (loss) per share attributable to common stockholders:
Basic and diluted	$ (0.20)	$ 0.03

Intangible Assets, Net - Schedule of Intangible Assets, Net (Detail) - USD ($)
$ in Thousands

Mar. 31, 2022

Dec. 31, 2021

Finite And Indefinite Lived Intangible Assets [Line Items]

Amortized intangible assets, Gross Carrying Amount

^[1]

$ 329

Amortized intangible assets, Accumulated Amortization

146

133

Finite-Lived Intangible Assets, Net, Total

183

196

Indefinite-lived intangible assets, Gross Carrying Amount

^[1]

617

Indefinite-lived intangible assets, Net Carrying Amount

471

484

Brands and Trademarks [Member]

Finite And Indefinite Lived Intangible Assets [Line Items]

Indefinite-lived intangible assets, Gross Carrying Amount

^[1]

288

Indefinite-lived intangible assets, Net Carrying Amount

288

Intellectual Property [Member]

Finite And Indefinite Lived Intangible Assets [Line Items]

Amortized intangible assets, Gross Carrying Amount

^[1]

258

Amortized intangible assets, Accumulated Amortization

118

107

Finite-Lived Intangible Assets, Net, Total

140

151

Customer Lists [Member]

Finite And Indefinite Lived Intangible Assets [Line Items]

Amortized intangible assets, Gross Carrying Amount

^[1]

Amortized intangible assets, Accumulated Amortization

Finite-Lived Intangible Assets, Net, Total

$ 43

$ 45

[1]

The gross carrying amounts included in this table reflect the effects of the impairments of intangible assets recorded during the year ended December 31, 2021, when the Company estimated an overall decrease in the sales forecast for AW products, due to an inventory item rationalization, in addition to a decrease in the sales forecast of ISI seeds, related to the saturated hemp seed market. As a result, Arcadia performed a quantitative intangible assets impairment test. The Company used a discounted cash flow approach to develop the fair value of the acquired intellectual property, customer lists, brands and trademarks. As a result of this assessment, Arcadia recorded an impairment of intangible assets in the amount of $3.3 million in the condensed consolidated statements of operations and comprehensive loss for the year ended December 31, 2021. No impairments have been recorded during the three months ended March 31, 2022.

Intangible Assets, Net - Schedule of Intangible Assets, Net (Parenthetical) (Detail) - USD ($)	3 Months Ended	12 Months Ended
	Mar. 31, 2021	Dec. 31, 2021
Finite-Lived Intangible Assets [Line Items]
Impairment of intangible asset	$ 0	$ 3,300,000

Intangible Assets, Net - Additional Information (Detail) - Intellectual Property and Customer Lists [Member]	3 Months Ended
	Mar. 31, 2022
Minimum [Member]
Finite Lived Intangible Assets [Line Items]
Useful life of intangible assets amortized	4 years
Maximum [Member]
Finite Lived Intangible Assets [Line Items]
Useful life of intangible assets amortized	15 years

Intangible Assets, Net - Schedule of Future Amortization of Intellectual Property and Customer Lists (Detail) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021
Finite Lived Intangible Assets [Line Items]
2022 (excluding the three months ended March 31, 2022)	$ 40
2023	4
2024	53
2025	53
2026	4
Thereafter	29
Finite-Lived Intangible Assets, Net, Total	$ 183	$ 196

Consolidated Joint Venture - Additional Information (Detail)		3 Months Ended
	Aug. 09, 2019 Individual	Mar. 31, 2022 USD ($)	Mar. 31, 2021 USD ($)
Schedule Of Equity Method Investments [Line Items]
Net loss attributable to noncontrolling interest		$ 122,000	$ 377,000
Archipelago Ventures Hawaii, LLC [Member] \| Arcadia Biosciences, Inc [Member]
Schedule Of Equity Method Investments [Line Items]
Number of individuals appointed \| Individual	2
Joint venture interest percentage		50.75%
Capital contributions		$ 3,108,000
Archipelago Ventures Hawaii, LLC [Member] \| Legacy Ventures Hawaii, LLC [Member]
Schedule Of Equity Method Investments [Line Items]
Number of individuals appointed \| Individual	2
Joint venture interest percentage		49.25%
Capital contributions		$ 3,016,000

Collaborative Arrangements - Additional Information (Detail)	1 Months Ended
	Aug. 31, 2017
Collaborative Arrangements [Member]
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Contractual agreement month and year	2017-08

Leases - Additional Information (Detail)	3 Months Ended
Leases - Additional Information (Detail)	Mar. 31, 2022
Lessee Lease Description [Line Items]
Existence of option to extend	true
Lease option to extend, description	Some leases (the Davis office, a warehouse, and a copy machine) include one or more options to renew, with renewal terms that can extend the lease term from one to six years.
Minimum [Member]
Lessee Lease Description [Line Items]
Option to extend lease, term	1 year
Maximum [Member]
Lessee Lease Description [Line Items]
Option to extend lease, term	6 years

Leases - Schedule of Leases (Detail) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021	Dec. 31, 2021
Assets
Operating lease assets	$ 2,546		$ 3,081
Total leased assets	2,546		3,081
Liabilities
Current - Operating	1,036		1,074
Noncurrent - Operating	1,709		2,220
Total leased liabilities	2,745		$ 3,294
Lease Cost
Net lease cost	$ 192	$ 333
Lease Term and Discount Rate
Weighted-average remaining lease term (years)	2 years 6 months		2 years 8 months 12 days
Weighted-average discount rate	6.40%		6.00%
SG&A and R&D Expenses [Member]
Lease Cost
Operating lease cost	$ 276	289
Sublease income	(87)	(14)
R&D Expenses [Member]
Lease Cost
Short term lease cost	$ 3	$ 58

Equity Financing - Additional Information (Detail)	1 Months Ended						3 Months Ended
Equity Financing - Additional Information (Detail)	Jan. 31, 2021 USD ($) $ / shares shares	Dec. 31, 2020 USD ($) $ / shares shares	Sep. 30, 2019 USD ($) $ / shares shares	Jun. 30, 2019 USD ($) $ / shares shares	Jun. 30, 2018 USD ($) $ / shares shares	Mar. 31, 2018 USD ($) $ / shares shares	Mar. 31, 2022 USD ($)	Mar. 31, 2021 USD ($)	Jan. 28, 2021
Class Of Warrant Or Right [Line Items]
Offering costs allocated to common stock warrant liability and expensed \| $								$ 769,000
Registration statement expiration term							On May 11, 2018, the Company filed a shelf Registration Statement on Form S-3 with the SEC which was declared effective on June 8, 2018 (“Shelf Registration Statement”). This shelf registration process allows the Company to sell any combination of common stock, preferred stock, warrants and units consisting of such securities in one or more offerings from time to time having aggregate offering prices of up to $50 million. This registration statement may no longer be used after June 8, 2021, the three-year anniversary of its effective date.
Maximum [Member]
Class Of Warrant Or Right [Line Items]
Proceeds from issuance, aggregate offering prices \| $							$ 50,000,000
March 2018 Purchase Agreement [Member]
Class Of Warrant Or Right [Line Items]
Shares of common stock issued						1,201,634
Warrant issued, shares of common stock called by warrant						1,282,832
Warrants issued, exercise price \| $ / shares						$ 10.7258
December 2020 Purchase Agreement [Member]
Class Of Warrant Or Right [Line Items]
Shares of common stock issued		2,618,658
Proceeds from issuance of common stock and warrants gross \| $		$ 8,000,000.0
Offering closing period		Dec. 22, 2020
December 2020 Purchase Agreement [Member] \| Warrants [Member]
Class Of Warrant Or Right [Line Items]
Warrant issued, shares of common stock called by warrant		2,618,658
Warrants issued, exercise price \| $ / shares		$ 3.00
Warrants expiration period		5 years 6 months
September 2019 Purchase Agreement [Member]
Class Of Warrant Or Right [Line Items]
Shares of common stock issued			1,318,828
Proceeds from issuance of common stock and warrants gross \| $			$ 10,000,000.0
Offering closing period			Sep. 05, 2019
September 2019 Purchase Agreement [Member] \| Warrants [Member]
Class Of Warrant Or Right [Line Items]
Warrant issued, shares of common stock called by warrant			659,414
Warrants issued, exercise price \| $ / shares			$ 7.52
Warrants expiration period			5 years 6 months
June 2019 Purchase Agreement [Member]
Class Of Warrant Or Right [Line Items]
Shares of common stock issued				1,489,575
Proceeds from issuance of common stock and warrants gross \| $				$ 7,500,000
Offering closing period				Jun. 14, 2019
June 2019 Purchase Agreement [Member] \| Warrants [Member]
Class Of Warrant Or Right [Line Items]
Warrant issued, shares of common stock called by warrant				1,489,575
Warrants issued, exercise price \| $ / shares				$ 5.00
Warrants expiration period				5 years 6 months
June 2018 Purchase Agreement [Member]
Class Of Warrant Or Right [Line Items]
Shares of common stock issued					1,392,345
Proceeds from issuance of common stock and warrants gross \| $					$ 14,000,000.0
Offering closing period					Jun. 14, 2018
June 2018 Purchase Agreement [Member] \| Warrants [Member]
Class Of Warrant Or Right [Line Items]
Warrant issued, shares of common stock called by warrant					1,392,345
Warrants issued, exercise price \| $ / shares					$ 9.94
Warrants expiration period					5 years 6 months
June 2018 Placement Agent Warrants [Member] \| June 2018 Purchase Agreement [Member] \| Warrants [Member]
Class Of Warrant Or Right [Line Items]
Warrant issued, shares of common stock called by warrant					69,617
Warrants issued, exercise price \| $ / shares					$ 12.568
Warrant, exercisable term					5 years
June 2019 Placement Agent Warrants [Member] \| June 2019 Purchase Agreement [Member] \| Warrants [Member]
Class Of Warrant Or Right [Line Items]
Warrant issued, shares of common stock called by warrant				74,479
Warrants issued, exercise price \| $ / shares				$ 6.2938
Warrant, exercisable term				5 years
September 2019 Placement Agent Warrants [Member] \| September 2019 Purchase Agreement [Member] \| Warrants [Member]
Class Of Warrant Or Right [Line Items]
Warrant issued, shares of common stock called by warrant			65,942
Warrants issued, exercise price \| $ / shares			$ 9.4781
Warrant, exercisable term			5 years
December 2020 Placement Agent Warrants [Member] \| December 2020 Purchase Agreement [Member] \| Warrants [Member]
Class Of Warrant Or Right [Line Items]
Warrant issued, shares of common stock called by warrant		130,933
Warrants issued, exercise price \| $ / shares		$ 3.8188
Warrant, exercisable term		5 years
March 2018 Private Placement [Member] \| March 2018 Purchase Agreement [Member]
Class Of Warrant Or Right [Line Items]
Shares of common stock issued						300,752
Warrant issued, shares of common stock called by warrant						300,752
Warrants issued, exercise price \| $ / shares						$ 45.75
Proceeds from issuance of common stock and warrants gross \| $						$ 10,000,000.0
Warrants expiration period						5 years
March 2018 Private Placement [Member] \| March 2018 Placement Agent Warrants [Member] \| March 2018 Purchase Agreement [Member]
Class Of Warrant Or Right [Line Items]
Warrant issued, shares of common stock called by warrant						15,038
Warrants issued, exercise price \| $ / shares						$ 41.5625
Warrant, exercisable term						5 years
January 2021 Private Placement [Member] \| January 2021 Purchase Agreement [Member]
Class Of Warrant Or Right [Line Items]
Shares of common stock issued	7,876,784
Warrant issued, shares of common stock called by warrant	3,938,392
Warrants issued, exercise price \| $ / shares	$ 3.13
Proceeds from issuance of common stock and warrants gross \| $	$ 25,100,000
Warrants expiration period	5 years 6 months
Remaining offering costs allocated to common stock and offset to additional paid in capital \| $	$ 2,000,000.0
January 2021 Private Placement [Member] \| January 2021 Purchase Agreement [Member] \| Warrants [Member]
Class Of Warrant Or Right [Line Items]
Offering costs allocated to common stock warrant liability and expensed \| $	$ 769,000
January 2021 Private Placement [Member] \| January 2021 Purchase Agreement [Member] \| Warrants [Member] \| Expected Volatility [Member]
Class Of Warrant Or Right [Line Items]
Warrants and rights outstanding, measurement input									123.8
January 2021 Private Placement [Member] \| January 2021 Purchase Agreement [Member] \| Warrants [Member] \| Stock Price [Member]
Class Of Warrant Or Right [Line Items]
Warrants and rights outstanding, measurement input									2.88
January 2021 Private Placement [Member] \| January 2021 Purchase Agreement [Member] \| Warrants [Member] \| Risk-Free Interest Rate [Member]
Class Of Warrant Or Right [Line Items]
Warrants and rights outstanding, measurement input									0.5
January 2021 Private Placement [Member] \| January 2021 Placement Agent Warrants [Member] \| January 2021 Purchase Agreement [Member]
Class Of Warrant Or Right [Line Items]
Warrant issued, shares of common stock called by warrant	393,839
Warrants issued, exercise price \| $ / shares	$ 3.99
Warrant, exercisable term	5 years 6 months
Issuance of placement agent warrants \| $	$ 942,000
Offering costs \| $	1,900,000
January 2021 Private Placement [Member] \| January 2021 Placement Agent Warrants [Member] \| January 2021 Purchase Agreement [Member] \| Warrants [Member]
Class Of Warrant Or Right [Line Items]
Offering costs \| $	$ 2,800,000

Warrants - Summary of Warrants Issued to Purchase Common Stock (Detail) - $ / shares	3 Months Ended
	Mar. 31, 2022	Dec. 31, 2021
Class Of Warrant Or Right [Line Items]
Warrants Outstanding	11,350,011	11,510,011
January 2021 Placement Agent Warrants [Member]
Class Of Warrant Or Right [Line Items]
Issuance Date	2021-01
Term	5 years 6 months
Exercise Price Per Share	$ 3.99
Warrants Outstanding	393,839	393,839
January 2021 Service and Performance Warrants [Member]
Class Of Warrant Or Right [Line Items]
Issuance Date	2021-01
Term	2 years
Exercise Price Per Share	$ 3.08
Warrants Outstanding	7,500	7,500
December 2020 Warrants [Member]
Class Of Warrant Or Right [Line Items]
Issuance Date	2020-12
Term	5 years 6 months
Exercise Price Per Share	$ 3.00
Warrants Outstanding	2,618,658	2,618,658
December 2020 Placement Agent Warrants [Member]
Class Of Warrant Or Right [Line Items]
Issuance Date	2020-12
Term	5 years
Exercise Price Per Share	$ 3.82
Warrants Outstanding	130,933	130,933
July 2020 Warrants [Member]
Class Of Warrant Or Right [Line Items]
Issuance Date	2020-07
Term	5 years 6 months
Exercise Price Per Share	$ 3.85
Warrants Outstanding	641,416	641,416
July 2020 Placement Agent Warrants [Member]
Class Of Warrant Or Right [Line Items]
Issuance Date	2020-07
Term	5 years 6 months
Exercise Price Per Share	$ 4.97
Warrants Outstanding	32,071	32,071
May 2020 Warrants [Member]
Class Of Warrant Or Right [Line Items]
Issuance Date	2020-05
Term	5 years
Exercise Price Per Share	$ 4.78
Warrants Outstanding	1,392,345	1,392,345
May 2020 Placement Agent Warrants [Member]
Class Of Warrant Or Right [Line Items]
Issuance Date	2020-05
Term	5 years
Exercise Price Per Share	$ 6.13
Warrants Outstanding	69,617	69,617
March 2020 Service and Performance Warrants [Member]
Class Of Warrant Or Right [Line Items]
Issuance Date	2020-03
Term	3 years
Exercise Price Per Share	$ 2.50
Warrants Outstanding	18,350	18,350
February 12, 2020 Service and Performance Warrants [Member]
Class Of Warrant Or Right [Line Items]
Issuance Date	2020-02
Term	2 years
Exercise Price Per Share	$ 4.71
Warrants Outstanding		150,000
February 3, 2020 Service and Performance Warrants [Member]
Class Of Warrant Or Right [Line Items]
Issuance Date	2020-02
Term	2 years
Exercise Price Per Share	$ 4.91
Warrants Outstanding		10,000
September 2019 Placement Agent Warrants [Member]
Class Of Warrant Or Right [Line Items]
Issuance Date	2019-09
Term	5 years
Exercise Price Per Share	$ 9.48
Warrants Outstanding	65,942	65,942
June 2019 Placement Agent Warrants [Member]
Class Of Warrant Or Right [Line Items]
Issuance Date	2019-06
Term	5 years
Exercise Price Per Share	$ 6.29
Warrants Outstanding	74,479	74,479
April 2019 Service and Performance Warrants [Member]
Class Of Warrant Or Right [Line Items]
Issuance Date	2019-04
Term	5 years
Exercise Price Per Share	$ 6.18
Warrants Outstanding	145,154	145,154
June 2018 Placement Agent Warrants [Member]
Class Of Warrant Or Right [Line Items]
Issuance Date	2018-06
Term	5 years
Exercise Price Per Share	$ 12.57
Warrants Outstanding	69,617	69,617
March 2018 Placement Agent Warrants [Member]
Class Of Warrant Or Right [Line Items]
Issuance Date	2018-03
Term	5 years
Exercise Price Per Share	$ 41.56
Warrants Outstanding	15,038	15,038
January 2021 Warrants [Member]
Class Of Warrant Or Right [Line Items]
Issuance Date	2021-01
Term	5 years 6 months
Exercise Price Per Share	$ 3.13
Warrants Outstanding	3,938,392	3,938,392
September 2019 Warrants [Member]
Class Of Warrant Or Right [Line Items]
Issuance Date	2019-09
Term	5 years 6 months
Exercise Price Per Share	$ 7.52
Warrants Outstanding	659,414	659,414
June 2019 Warrants [Member]
Class Of Warrant Or Right [Line Items]
Issuance Date	2019-06
Term	5 years 6 months
Exercise Price Per Share	$ 5.00
Warrants Outstanding	435,830	435,830
June 2018 Warrants [Member]
Class Of Warrant Or Right [Line Items]
Issuance Date	2018-06
Term	5 years 6 months
Exercise Price Per Share	$ 9.94
March 2018 Warrants [Member]
Class Of Warrant Or Right [Line Items]
Issuance Date	2018-03
Term	5 years
Exercise Price Per Share	$ 10.73
Warrants Outstanding	641,416	641,416

Warrants - Summary of Warrants Issued to Purchase Common Stock (Parenthetical) (Detail)	3 Months Ended
	Mar. 31, 2022
February 12, 2020 Service and Performance Warrants [Member]
Class of Warrant or Right [Line Items]
Warrant expiration month and year	2022-02
February 3, 2020 Service and Performance Warrants [Member]
Class of Warrant or Right [Line Items]
Warrant expiration month and year	2022-02

Stock-Based Compensation and Employee Stock Purchase Program - Additional Information (Detail)							1 Months Ended	3 Months Ended		12 Months Ended
	Feb. 02, 2022 shares	Dec. 19, 2021	Dec. 14, 2021	May 17, 2021 shares	May 20, 2015 shares	May 14, 2015	Jun. 30, 2019 shares	Mar. 31, 2022 USD ($) IncentivePlan shares	Mar. 31, 2021 USD ($)	Dec. 31, 2021 USD ($) shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of equity incentive plans \| IncentivePlan								2
Shares Subject to Outstanding, Options granted								326,108
Total number of options outstanding								1,709,552		1,422,195
Intrinsic value of options exercised \| $								$ 0	$ 0
Unrecognized compensation cost related to unvested stock-based compensation grants \| $								$ 1,000,000.0
Weighted-average remaining recognition period								3 years 25 days
Stock-based compensation \| $								$ 260,000	325,000
2015 Employee Stock Purchase Plan [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total number of shares reserved for issuance under plan								128,914
Stock-based compensation \| $								$ 1,000	$ 5,000
Percentage in payroll deductions to acquire shares of common stock						15.00%
Purchase plan offering period						6 months
Employees are able to purchase company's common stock on first trading day of offering period, percentage						85.00%
Issuance of common stock pursuant to employee stock purchase plan								54,928
First offering period, start date						May 14, 2015
First offering period, end date						Feb. 01, 2016
Inducement Stock Option [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares Subject to Outstanding, Options granted				248,000
Total number of options outstanding								376,608
Inducement Stock Option [Member] \| Stanley Jacot, Jr. [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares Subject to Outstanding, Options granted	316,108
Separation Agreement [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Options exercisable period		2 years 6 months	90 days
Separation Agreement [Member] \| Selling, General and Administrative Expenses [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation \| $										$ 154,000
2015 Omnibus Equity Incentive Plan [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Terms under the plan								The 2015 Plan became effective upon the Company’s IPO in May 2015 and all shares that were reserved, but not issued, under the 2006 Plan were assumed by the 2015 Plan. Upon effectiveness, the 2015 Plan had 154,387 shares of common stock reserved for future issuance, which included 10,637 that were transferred to and assumed by the 2015 Plan. The 2015 Plan provides for automatic annual increases in shares available for grant. In addition, shares subject to awards under the 2006 Plan that are forfeited or canceled will be added to the 2015 Plan.
Total number of shares reserved for issuance under plan					154,387			2,484,005
Options vesting period					4 years
Additional shares authorized for issuance under the plan							120,000
Common stock available for future grant								1,158,874
Total number of options outstanding								1,325,131		1,345,955
2015 Omnibus Equity Incentive Plan [Member] \| Maximum [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Options exercisable period					10 years
2006 Stock Incentive Plan [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total number of shares reserved for issuance under plan					10,637
Total number of options outstanding								7,813		8,240

Stock-Based Compensation and Employee Stock Purchase Program - Summary of Activity Under Stock Incentive Plans (Detail) $ / shares in Units, $ in Thousands	3 Months Ended
	Mar. 31, 2022 USD ($) $ / shares shares
Share-based Payment Arrangement [Abstract]
Shares Subject to Outstanding, Beginning Balance \| shares	1,422,195
Shares Subject to Outstanding, Options granted \| shares	326,108
Shares Subject to Outstanding, Options Forfeited \| shares	(31,366)
Shares Subject to Outstanding, Options Expired \| shares	(7,385)
Shares Subject to Outstanding, Ending Balance \| shares	1,709,552
Shares Subject to Outstanding, Vested and expected to vest \| shares	1,518,077
Shares Subject to Outstanding, Exercisable \| shares	777,274
Weighted-Average Exercise Price Per Share, Outstanding Beginning Balance \| $ / shares	$ 5.28
Weighted-Average Exercise Price Per Share, Options granted \| $ / shares	0.91
Weighted-Average Exercise Price Per Share, Options forfeited \| $ / shares	3.13
Weighted-Average Exercise Price Per Share, Options expired \| $ / shares	15.07
Weighted Average Exercise Price Per Share, Outstanding Ending Balance \| $ / shares	4.44
Weighted Average Exercise Price Per Share, Vested and expected to vest \| $ / shares	4.77
Weighted Average Exercise Price Per Share, Exercisable \| $ / shares	$ 7.24
Aggregate Intrinsic Value, Outstanding Balance \| $	$ 161,253
Aggregate Intrinsic Value, Vested and expected to vest \| $	$ 118,914

Stock-Based Compensation and Employee Stock Purchase Program - Weighted-Average Fair Value Assumption of Stock Option Awards (Detail) - Employee Stock Option [Member]	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected term (years)	6 years 29 days	6 years 10 days
Expected volatility	120.00%	121.00%
Risk-free interest rate	1.68%	0.62%

Income Taxes - Additional Information (Detail) - USD ($)	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Income Tax Disclosure [Abstract]
Federal statutory tax rate	21.00%
Effective tax rate	(0.00%)	(0.01%)
Uncertain tax positions	$ 0

Commitments and Contingencies - Additional Information (Detail)	1 Months Ended	3 Months Ended		12 Months Ended
	Aug. 31, 2020 USD ($) Installment shares	Mar. 31, 2022 USD ($) Installment	Mar. 31, 2021 USD ($)	Dec. 31, 2010 USD ($) Installment Program	Dec. 31, 2021 USD ($)	Jun. 30, 2005 USD ($)
Commitments And Contingencies [Line Items]
Other noncurrent liability		$ 2,039,000			$ 2,070,000
Change in fair value of contingent consideration		$ (31,000)	$ (140,000)
Anawah, Inc [Member]
Commitments And Contingencies [Line Items]
Contingent liability				$ 3,000,000.0		$ 5,000,000.0
Date of merger and reorganization		Jun. 30, 2005
Restructuring activities, description		As of December 31, 2010, the Company ceased activities relating to three of the six Anawah product programs
Number of development programs ceased \| Installment				3
Number of development programs \| Program				6
Other noncurrent liability		$ 2,000,000.0
Industrial Seed Innovations [Member]
Commitments And Contingencies [Line Items]
Operating leases, term of contract		3 years
Other noncurrent liability		$ 39,000
Remaining amount paid in multiple installments	$ 280,000
Number of installment become due within 12 months as full amount contingent consideration included in other noncurrent liabilities \| Installment		0
Change in fair value of contingent consideration		$ (31,000)	$ (140,000)
Industrial Seed Innovations [Member] \| Common Stock [Member]
Commitments And Contingencies [Line Items]
Number of annual installment of common stock shares payable \| Installment	2
Minimum [Member]
Commitments And Contingencies [Line Items]
Operating leases, term of contract		1 year
Royalty payments due, percentage of net revenue as defined in the In-Licensing agreements		2.00%
Maximum [Member]
Commitments And Contingencies [Line Items]
Operating leases, term of contract		5 years
Royalty payments due, percentage of net revenue as defined in the In-Licensing agreements		15.00%
Maximum [Member] \| Industrial Seed Innovations [Member] \| Common Stock [Member] \| Revenue Milestone in 2022 [Member]
Commitments And Contingencies [Line Items]
Business combination, equity interest issuable upon achievement of revenue milestone \| shares	132,626

Net (Loss) Income per Share - Summary of Computation of Basic and Diluted Net Income Per Common Share (Detail) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Numerator:
Net (loss) income attributable to common stockholders	$ (4,488)	$ 2,058
Denominator:
Weighted average number of common shares outstanding	22,186,993	18,970,250
Basic net (loss) income per share attributable to common stockholders:	$ (0.20)	$ 0.11
Numerator:
Net (loss) income attributable to common stockholders	$ (4,488)	$ 2,058
Denominator:
Weighted average number of common shares outstanding	22,186,993	18,970,250
Effect of dilutive warrants		72,712
Weighted average number of common shares outstanding - diluted	22,186,993	19,042,962
Diluted net (loss) income per share attributable to common stockholders:	$ (0.20)	$ 0.11

Related-Party Transactions - Additional Information (Detail)	1 Months Ended			3 Months Ended
	Apr. 30, 2020 USD ($) a Lease	Mar. 31, 2020 USD ($) a	Feb. 28, 2019 USD ($) a	Mar. 31, 2022 USD ($)	Mar. 31, 2021 USD ($)	Dec. 31, 2021 USD ($)
Related Party Transaction [Line Items]
Royalty fees due				$ 69,000		$ 64,000
Number of lease amendments \| Lease	2
Lease payments				0	$ 36,000
Mr. Kevin Comcowich [Member]
Related Party Transaction [Line Items]
Acres of land \| a			10
Operating leases, term of contract			2 years
Rent payments			$ 1,200
Mr. Kevin Comcowich [Member] \| Amendment [Member]
Related Party Transaction [Line Items]
Acres of land \| a	15	10
Operating leases, term of contract	2 years	2 years
Number of additional properties under lease agreement	two additional 15-acre parcels	two additional 10-acre parcels
Rent payments	$ 1,200	$ 1,200
John Sperling Foundation [Member]
Related Party Transaction [Line Items]
Royalty fees due				$ 69,000		$ 64,000