0000950170-23-009159 | 10-K | XBRL Viewer

Document and Entity Information - USD ($) $ in Millions	12 Months Ended
Document and Entity Information - USD ($) $ in Millions	Dec. 31, 2022	Mar. 01, 2023	Jun. 30, 2022
Document Information [Line Items]
Document Type	10-K
Amendment Flag	false
Document Period End Date	Dec. 31, 2022
Document Fiscal Year Focus	2022
Document Fiscal Period Focus	FY
Trading Symbol	HYPR
Entity Registrant Name	Hyperfine, Inc.
Entity Central Index Key	0001833769
Current Fiscal Year End Date	--12-31
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Title of 12(b) Security	Class A common stock, $0.0001 par value per share
Security Exchange Name	NASDAQ
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
ICFR Auditor Attestation Flag	false
Entity Shell Company	false
Entity Public Float			$ 120.5
Entity File Number	001-39949
Entity Tax Identification Number	98-1569027
Entity Address, Address Line One	351 New Whitfield Street
Entity Address, City or Town	Guilford
Entity Address, State or Province	CT
Entity Address, Postal Zip Code	06437
City Area Code	866
Local Phone Number	796-6767
Entity Incorporation, State or Country Code	DE
Document Annual Report	true
Document Transition Report	false
Auditor Name	Deloitte & Touche LLP
Auditor Firm ID	34
Auditor Location	New York City, New York
Documents Incorporated by Reference	The following documents (or parts thereof) are incorporated by reference into the following parts of this Form 10-K: Certain information required in Part III of this Annual Report on Form 10-K is incorporated by reference from the Registrant’s Proxy Statement for the 2023 Annual Meeting of Stockholders to be filed with the Securities and Exchange Commission.
Class A Common Stock
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		55,991,074
Class B Common Stock
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		15,055,288

COMBINED AND CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
CURRENT ASSETS:
Cash and cash equivalents	$ 117,472	$ 188,498
Restricted cash	771	2,662
Accounts receivable, less allowance of $180 and $32 in 2022 and 2021, respectively	2,103	553
Unbilled receivables	454	91
Inventory	4,622	4,310
Prepaid expenses and other current assets	3,194	1,357
Due from related parties	48	14
Total current assets	128,664	197,485
Property and equipment, net	3,248	3,753
Other long term assets	2,139	1,235
Total assets	134,051	202,473
CURRENT LIABILITIES:
Accounts payable	678	2,248
Deferred grant funding	771	2,662
Deferred revenue	1,378	730
Due to related parties		1,981
Accrued expenses and other current liabilities	5,976	8,115
Total current liabilities	8,803	15,736
Long term deferred revenue	1,526	510
Total liabilities	10,329	16,246
COMMITMENTS AND CONTINGENCIES (NOTE 14)
STOCKHOLDERS' EQUITY:
Additional paid-in capital	333,199	322,540
Accumulated deficit	(209,484)	(136,320)
Total stockholders' equity	123,722	186,227
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY	134,051	202,473
Class A Common Stock
STOCKHOLDERS' EQUITY:
Common stock	5	5
Class B Common Stock
STOCKHOLDERS' EQUITY:
Common stock	$ 2	$ 2

COMBINED AND CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Allowance for doubtful accounts receivable	$ 180	$ 32
Class A Common Stock
Common shares, par value, (per share)	$ 0.0001	$ 0.0001
Common shares, shares authorized	600,000,000	600,000,000
Common shares, shares issued	55,622,488	55,277,061
Common shares, shares outstanding	55,622,488	55,277,061
Class B Common Stock
Common shares, par value, (per share)	$ 0.0001	$ 0.0001
Common shares, shares authorized	27,000,000	27,000,000
Common shares, shares issued	15,055,288	15,055,288
Common shares, shares outstanding	15,055,288	15,055,288

COMBINED AND CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Sales
Total sales	$ 6,814	$ 1,496
Cost of sales
Total cost of sales	5,907	2,663
Gross margin	907	(1,167)
Operating Expenses:
Research and development	28,156	25,842
General and administrative	32,406	27,497
Sales and marketing	14,219	10,362
Total operating expenses	74,781	63,701
Loss from operations	(73,874)	(64,868)
Interest income	761	18
Other expense, net	(51)	(1)
Loss before provision for income taxes	(73,164)	(64,851)
Provision for income taxes	0	0
Net loss and comprehensive loss	$ (73,164)	$ (64,851)
Earnings Per Share, Basic	$ (1.04)	$ (17.57)
Earnings Per Share, Diluted	$ (1.04)	$ (17.57)
Denominator for Basic EPS - Weighted-average common stock	70,449,191	3,690,523
Denominator for Dilutive EPS - Weighted-average common stock	70,449,191	3,690,523
Device
Sales
Total sales	$ 5,246	$ 715
Cost of sales
Total cost of sales	4,231	2,058
Service
Sales
Total sales	1,568	781
Cost of sales
Total cost of sales	$ 1,676	$ 605

COMBINED AND CONSOLIDATED STATEMENTS OF CHANGES IN CONVERTIBLE PREFERRED STOCK AND STOCKHOLDERS' EQUITY (DEFICIT) - USD ($) $ in Thousands	Total	Hyperfine Convertible Preferred Stock	Liminal Convertible Preferred Stock	Additional Paid-in Capital	Accumulated Deficit	Common Stock Class A Common Stock	Common Stock Class B Common Stock
Balance at Dec. 31, 2020	$ (61,054)			$ 10,415	$ (71,469)
Balance (in shares) at Dec. 31, 2020		95,010,858
Balance at Dec. 31, 2020		$ 128,286
Balance (in shares) at Dec. 31, 2020						1,576,137
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net loss	(64,851)				(64,851)
Issuance of Series D convertible preferred stock, net of issuance costs		$ 30,461
Issuance of Series D convertible preferred stock, net of issuance costs (in shares)		14,171,333
Investment from 4Bionics, LLC	3,516			3,516
Conversion of Liminal Common stock	(9,350)			(9,350)
Conversion of Liminal Common stock (in shares)			57,500,000
Conversion of Liminal Common stock			$ 9,350
Conversion of Liminal Common stock (in shares)						(180)
Exercise of stock options	1,497			1,497
Exercise of stock options (in shares)						565,533
Conversion of the convertible preferred stock into Class A and Class B common stock at the Business Combination	168,097	$ (158,747)	$ (9,350)	168,092		$ 3	$ 2
Conversion of the convertible preferred stock into Class A and Class B common stock at the Business Combination (in shares)		(109,182,191)	(57,500,000)			31,028,815	15,055,288
Net equity infusion from the Business Combination	141,471			141,469		$ 2
Net equity infusion from the Business Combination (in shares)						21,806,756
Issuance of Class A common stock to a service provider (in shares)						300,000
Stock-based compensation expense	6,901			6,901
Balance at Dec. 31, 2021	186,227					$ 5	$ 2
Balance at Dec. 31, 2021				322,540	(136,320)
Balance (in shares) at Dec. 31, 2021						55,277,061	15,055,288
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net loss	(73,164)				(73,164)
Exercise of stock options	7			7
Exercise of stock options (in shares)						25,870
Issuance of restricted stock						319,557
Stock-based compensation expense	10,652			10,652
Balance at Dec. 31, 2022	$ 123,722					$ 5	$ 2
Balance (in shares) at Dec. 31, 2022			0
Balance at Dec. 31, 2022				$ 333,199	$ (209,484)
Balance (in shares) at Dec. 31, 2022						55,622,488	15,055,288

COMBINED AND CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Cash flows from operating activities:
Net loss	$ (73,164)	$ (64,851)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation	1,015	726
Stock-based compensation expense	10,652	6,901
Write-off of other assets - related party		984
Other	91	85
Changes in assets and liabilities:
Accounts receivable	(1,550)	(379)
Unbilled receivables	(363)	(91)
Inventory	(312)	(2,667)
Prepaid expenses and other current assets	(1,837)	(666)
Due from related parties	(34)	1,451
Other assets - related party		260
Prepaid inventory	(281)
Other long term assets	(632)	(1,201)
Accounts payable	(1,570)	1,436
Deferred grant funding	(1,891)	1,052
Deferred revenue	1,664	1,082
Due to related parties	(1,981)	1,845
Accrued expenses and other current liabilities	(2,146)	6,851
Net cash used in operating activities	(72,339)	(47,182)
Cash flows from investing activities:
Purchases of property and equipment	(585)	(2,711)
Net cash used in investing activities	(585)	(2,711)
Cash flows from financing activities:
Proceeds from exercise of stock options	7	1,497
Proceeds from issuance of Series D convertible preferred stock		30,468
Stock issuance costs related to Series D convertible preferred stock		(7)
Repayment of notes payable		(178)
Investment from 4Bionics, LLC		3,516
Net proceeds from equity infusion from the Business Combination		141,471
Net cash provided by financing activities	7	176,767
Net (decrease) increase in cash and cash equivalents and restricted cash	(72,917)	126,874
Cash, cash equivalents and restricted cash, beginning of year	191,160	64,286
Cash, cash equivalents and restricted cash, end of year	118,243	191,160
Reconciliation of cash, cash equivalents, and restricted cash reported in the balance sheets
Cash and cash equivalents	117,472	188,498
Restricted cash	771	2,662
Total cash, cash equivalents and restricted cash	118,243	191,160
Supplemental disclosure of cash flow information:
Cash received from exchange of research and development tax credits	131	374
Supplemental disclosure of noncash information:
Write-off of notes receivable	$ 90
Issuance of Class A Common Stock to a service provider in exchange for the service provided in connection with the Business Combination		$ 3,000

ORGANIZATION AND DESCRIPTION OF BUSINESS

12 Months Ended

Dec. 31, 2022

Organization, Consolidation and Presentation of Financial Statements [Abstract]

ORGANIZATION AND DESCRIPTION OF BUSINESS

1. ORGANIZATION AND DESCRIPTION OF BUSINESS

Hyperfine, Inc. (together with its subsidiaries, as applicable, “Hyperfine” and the “Company”), formerly known as HealthCor Catalio Acquisition Corp. (“HealthCor”), was incorporated as a Cayman Islands exempted company on November 18, 2020. The Company’s legal name became Hyperfine, Inc. in connection with the closing of the Business Combination (the “Closing”) on December 22, 2021 (the “Closing Date”), as defined and described in Note 3. Business Combination. In connection with the Closing, Hyperfine, Inc., a Delaware corporation (“Legacy Hyperfine”), and Liminal Sciences, Inc., a Delaware corporation (“Liminal”), merged with and into separate wholly owned subsidiaries of HealthCor and became wholly-owned subsidiaries of the Company, and changed their names to Hyperfine Operations, Inc. and Liminal Operations, Inc., respectively. Liminal subsequently changed its name to Liminal Sciences, Inc. The prior period financial information represents the combined financial results of Legacy Hyperfine and Liminal.

The Company is an innovative digital health business with a mission to provide affordable and accessible imaging and monitoring through magnetic resonance imaging (“MRI”) to revolutionize healthcare for people around the world. The Company’s Swoop® Portable Magnetic Resonance (“MR”) Imaging® System (“Swoop® system”) produces high quality images at a lower magnetic field strength than conventional MRI scanners. Healthcare professionals can use the Swoop® system to make effective clinical diagnoses on a patient in various of settings where MRI devices have previously been inaccessible. The Company received 510(k) clearance from the U.S. Food and Drug Administration (“FDA”) in 2020. The Swoop® system has since been authorized for brain imaging in several countries, including the European Union (CE marking), the United Kingdom (UK Conformity Assessment (“UKCA”)), Canada, Australia, New Zealand and Pakistan. All of the Company’s revenue to date has been generated from sales of this machine and related services. In December 2022, the Company has suspended its program to develop a device to non-invasively measure key vital signs in the brain. In addition to Legacy Hyperfine and Liminal, the Company has an indirect wholly-owned subsidiary in the United Kingdom that did not have any significant operations during 2022.

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

12 Months Ended

Dec. 31, 2022

Accounting Policies [Abstract]

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation and Principles of Consolidation

The accompanying combined and consolidated financial statements include the accounts of the Company and have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and pursuant to the accounting disclosure rules and regulations of the Securities and Exchange Commission (the “SEC”). All intercompany transactions and balances have been eliminated.

COVID-19 Outbreak

In March 2020, the World Health Organization declared the global outbreak of COVID-19 to be a pandemic. The Company continues to closely monitor the recent COVID-19 developments, including the lifting of COVID-19 safety measures, the drop in COVID-19 vaccination rates, the implementation of, and reaction to, vaccine mandates, the spread of new strains or variants of the coronavirus, and supply chain and labor shortages. The COVID-19 pandemic has had, and is expected to continue to have, an adverse impact on our operations. For example, we have experienced restrictions on our salesforce’s ability to visit sites. Many hospitals and other healthcare providers decreased spending and limited physical access to facilities, slowing the Company’s ability to demonstrate its Swoop® system. Many hospitals and other healthcare providers have continued to focus their attention on addressing COVID-19, which the Company believes has resulted in lower sales volume. Trade shows and conferences moved to a virtual platform creating difficulty in demonstrating our device to key stakeholders. In addition, the Company’s supplier and sub tier suppliers have been adversely affected by COVID-19 and the Company has also experienced increases in product costs as raw materials have been constrained.

In adjusting to the COVID-19 market and manufacturing conditions, the Company did not have to materially adjust its existing resource allocation or its factors of production. The Company has not incurred any significant impairment losses in the carrying values of its assets as a result of the COVID-19 pandemic and is not aware of any specific related event or circumstance that would require the Company to revise its estimates reflected in its combined and consolidated financial statements.

COVID-19 created multiple commercial challenges in 2022 and 2021 and the commercial challenges and restrictions from COVID-19 have been generally reduced in 2023, however, the Company is unable to predict the full impact that the COVID-19 pandemic will have on its future results of operations, liquidity and financial condition due to numerous uncertainties, including the duration of the pandemic, and the actions that may be taken by government authorities across the United States and elsewhere, it is not expected to result in any significant changes in costs going forward.

Concentration of Credit Risk

Financial instruments that potentially subject the Company to concentration of credit risk consist principally of cash and cash equivalents. At December 31, 2022 and 2021, substantially all the Company’s cash and cash equivalents were invested at three and two financial institutions, respectively. The Company also maintains balances in various operating accounts above federally insured limits. The Company has not experienced any losses on such accounts and does not believe it is exposed to any significant credit risk on cash and cash equivalents.

For the years ended December 31, 2022 and 2021 there was one customer that represented 10% or more of total net revenue. We had two customers as of December 31, 2022 and three customers as of December 31, 2021, respectively, that each accounted for more than 10% of our total accounts receivable, net and unbilled receivables.

The Company utilizes a single exclusive manufacturer for its Swoop® system. Additionally, the Company purchases raw materials from this manufacturer.

Segment Information

The Company’s Chief Operating Decision Maker (“CODM”) is its Chief Executive Officer (“CEO”). Legacy Hyperfine and Liminal represent two operating segments. Given the similar qualitative and economic characteristics of the two operating segments, such that both are focused upon the development and commercialization of existing and new products and services, Legacy Hyperfine and Liminal are aggregated into one reporting unit. All of the Company’s long-lived assets are located in the United States. Other than $2,538 and $78 of revenue recognized in non-U.S. countries for the years ended December 31, 2022 and 2021, respectively, all of the revenues during these periods were earned in the United States. Since the Company is aggregated into a single reportable unit, all required financial segment information is provided in the combined and consolidated financial statements.

Use of Estimates

The preparation of the combined and consolidated financial statements in conformity with U.S. GAAP requires the Company to make estimates and assumptions about future events that affect the amounts reported in its combined and consolidated financial statements and accompanying notes. Future events and their effects cannot be determined with certainty. On an ongoing basis, management evaluates these estimates and assumptions. Significant estimates and assumptions included:

•

Revenue recognition, including determination of the timing and pattern of satisfaction of performance obligations, determination of the standalone selling price (“SSP”) of performance obligations and estimation of variable consideration if any;

•

Allowance for doubtful accounts;

•

Net realizable value (the selling price as well as estimated costs of disposal and transportation) of inventory, and demand and future use of inventory;

•

Valuation allowances with respect to deferred tax assets; and

•

Assumptions underlying the fair value used in calculation of the stock-based compensation expense.

The Company bases these estimates on historical and anticipated results and trends and on various other assumptions that the Company believes are reasonable under the circumstances, including assumptions as to future events. Changes in estimates are recorded in the period in which they become known. Actual results could differ from those estimates, and any such differences may be material to the Company’s combined and consolidated financial statements.

Cash and Cash Equivalents

All highly liquid investments purchased with a maturity of three months or less are cash equivalents. As of December 31, 2022 and 2021, cash and cash equivalents consist principally of cash and money market accounts. The Company funded its operations primarily with proceeds from the issuance of common and preferred stock. The Company incurred significant cash burn and recurring net losses, which includes a net loss of $73,164 for the year ended December 31, 2022, and an accumulated deficit of $209,484 as of December 31, 2022. As of December 31, 2022, the Company had cash and cash equivalents of $117,472.

Restricted Cash

Restricted cash balance represents funds received as part of grant funding and restricted in use to the purpose of the funding. For details, see the Note 2. Summary of Significant Accounting Policies - Grant Funding and Note 14. Commitments and Contingencies.

Accounts Receivable

Accounts receivable are stated as the amount the Company expects to collect. The Company maintains allowance for doubtful accounts for estimated losses resulting from the inability of its customers to make required payments. As of December 31, 2022 and 2021, the allowance for doubtful accounts was $180 and $32, respectively.

Inventories

Inventories primarily consist of finished goods which are produced by the Company’s third-party contract manufacturers as well as raw materials ordered in advance by the third-party contract manufacturer due to long delivery-lead time and which were billed to the Company. Inventories are stated at the lower of actual cost, determined using the average cost method, or net realizable value. Cost includes an allocation of wages, taxes and benefits for employees involved in warehousing, logistics coordination, material sourcing, and production planning activities. Net realizable value is based upon an estimated average selling price reduced by the estimated costs of disposal and transportation.

The valuation of inventory also requires the Company to estimate excess and obsolete inventory. The Company considers sales forecasts and historical experience to identify excess, close out, or slow-moving items as well as new product development schedules, product obsolescence and product merchantability, including whether older products can be remanufactured into new products, among other factors. The Company reduces the value of inventory for estimated obsolescence or lack of marketability by the difference between the cost of the affected inventory and the net realizable value.

Prepaid Expenses and Other Current Assets

Prepaid expenses and other current assets include amounts paid in advance for operating expenses as well as monies to be received from the State of Connecticut for research and development tax credits. These research and development tax credits are exchanged for a cash refund and are typically collected within one year from the date the tax return is filed with the state. The credits are recognized as an offset to research and development expenses in the combined and consolidated statements of operations and comprehensive loss in the annual period in which the corresponding expenses were incurred.

Property and Equipment, Net

Property and equipment are stated at cost less accumulated depreciation and amortization. Depreciation expense is computed using the straight-line method over the estimated useful lives of the related assets. MRI devices purchased from a third-party manufacturer that were intended for use as research units, for customer demonstration purposes to support sales efforts and training and as leased units are classified as Property and Equipment.

Useful lives of property and equipment are as follows:


Property and equipment	Estimated useful life
Laboratory equipment		5
Research devices		5
Sales and marketing devices		5
Computer equipment		5
Tooling		3
Trade show assets		3
Leased devices		5
Other	3-7

Other property and equipment include furniture and fixtures, software, vehicles, and machinery and equipment.

Expenditures for major renewals and improvements are capitalized. Expenditures for repairs and maintenance are expensed as incurred. When assets are retired or otherwise disposed of, the cost of these assets and related accumulated depreciation is eliminated from the balance sheet, and any resulting gains or losses are included in the combined and consolidated statements of operations and comprehensive loss in the period of disposal.

Impairment of Long-Lived Assets

The Company reviews its long-lived assets for impairment at least annually or when the Company determines a triggering event has occurred. When a triggering event has occurred, each impairment test is based on a comparison of the future expected undiscounted cash flow to the recorded value of the asset. If the recorded value of the asset is less than the undiscounted cash flow, the asset is written down to its estimated fair value. Impairments were recorded for the years ended December 31, 2022 of $80 and no impairment recorded for the year ended December 31, 2021 (see Note 15. Restructuring).

Capitalized Software Development Costs

For the costs incurred in developing the firmware embedded in the hardware devices that the Company sells and leases to its customers, the Company applies the principles of Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 985-20, Accounting for the Costs of Computer Software to Be Sold, Leased, or Otherwise Marketed (“ASC 985-20”). ASC 985-20 requires that software development costs incurred in conjunction with product development be charged to research and development expense until technological feasibility is established. Thereafter, until the product is released for sale, software development costs must be capitalized and reported at the lower of unamortized cost or net realizable value of the related product. The Company has adopted the “tested working model” approach to establishing technological feasibility for its software products. Under this approach, the Company does not consider a product in development to have passed the technological feasibility milestone until the Company has completed a model of the product that contains essentially all the functionality and features of the final product and has tested the model to ensure that it works as expected. The Company’s hardware device, with the embedded firmware, was released for sale during the fourth quarter of the year ended December 31, 2020, when the Company had completed all of the research and development activity to establish the technological feasibility of the product. As of December 31, 2022 and 2021, the Company had not incurred significant costs between the establishment of technological feasibility and the release of a product for sale; thus, the Company had expensed all software development costs as incurred.

For software developed or acquired for internal use, including software used in the provision of subscription services to the Company’s customers, the Company applies the principles of ASC 350-40, Accounting for the Cost of Computer Software Developed or Obtained for Internal Use (“ASC 350-40”). ASC 350-40 requires that software development costs incurred before the preliminary project stage be expensed as incurred. The Company capitalizes development costs related to these software applications once the preliminary project stage is complete and it is probable that the project will be completed, and the software will be used to perform the function intended. Costs incurred during the preliminary project and post-implementation stages, including training and maintenance, are expensed as incurred. Capitalized costs are amortized on a project-by-project basis using the straight-line method over the estimated economic life of the application, which is three years, beginning when the asset is substantially ready for use. As of December 31, 2022 and 2021, the Company did not have any amount of capitalized internal-use software development costs.

Revenue Recognition

The Company recognizes revenue in accordance with ASC Topic 606, “Revenue from Contracts with Customers.”

Revenue is recognized when or as a customer obtains control of the promised goods and services. The amount of revenue recognized reflects the consideration to which the Company expects to be entitled in exchange for these goods and services. To achieve this core principle, the Company applies the following 5 steps:

• Step 1: Identify Contracts with Customers: The Company executes signed contracts with its customers for the sale of hardware devices and subscription services.

• Step 2: Identify Performance Obligations: The Company’s contracts with customers primarily include two performance obligations, namely the hardware device and subscription services, which include access to the Company’s hosted cloud-based software applications and hardware maintenance and support on an ongoing basis throughout the subscription period.

• Step 3: Determine Transaction Price: The Company’s contracts with customers include variable consideration in the form of discounts and price concessions. The Company estimates variable consideration using the expected value method based on the data available as of the end of each reporting period.

• Step 4: Allocate Transaction Price to Performance Obligations: The Company allocates transaction price to the performance obligations in a contract with a customer, based on the relative standalone selling prices of the goods and services. The standalone selling prices of the hardware devices and subscription services are determined based on the observable standalone selling prices for which the Company sells the respective goods and services on a standalone basis, including renewals of subscription services.

• Step 5: Recognize Revenue as Performance Obligations are Satisfied: Each unit of hardware devices is a performance obligation satisfied at a point in time, when control of the good transfers from the Company to the customer, which is typically upon shipment of the good to the customer. For sales of hardware where control of the product transfers to the customer upon shipment, the Company has made an accounting policy election to account for shipping and handling as fulfillment activities rather than a performance obligation. The subscription services are stand-ready obligations that are satisfied over time by providing the customer with ongoing access to the Company’s resources throughout the subscription period. The Company uses the time elapsed (straight-line) measure of progress to recognize revenue as these performance obligations are satisfied evenly over the respective service period.

The Company offers alternative payment structures and “as-a-service” offerings that are assessed to determine whether an embedded lease arrangement exists. The Company accounts for those contracts as a lease arrangement under ASC 842 and ASC 840, Leases for the years ended December 31, 2022 and 2021, respectively. The Company identify certain Device-as-a-Service contracts to be within the scope of ASC 842 and ASC 606. Revenue from contracts with customers upon adoption of ASC 842, in which the Company acts as a lessor. For contracts that are in the scope of both ASC 842 and ASC 606, and in which the lease component is an operating lease, the Company has applied the practical expedient in ASC 842 to combine the lease component (the device itself in device as a service,

("DaaS") contracts) and non-lease (maintenance and SaaS) components, and to account for the combined components as a single lease component. Accordingly, the Company accounts for the monthly payments as lease revenue. For contracts in which the lease component is a sales-type lease, the Company derecognizes the asset (the MRI device) and recognizes a lease receivable in an amount that represents the present value of the lease payments. At times, the Company may enter into arrangements with payment terms which exceed one year from the transfer of control of the product or service. In such cases, the Company assesses whether the arrangement contains a significant component. If a significant financing component exists, the transaction price is adjusted for the financing portion of the arrangement, which is recorded as interest income over the payment term using the effective interest method. The Company does not assess whether a significant component exists when, at contract inception, the period between the transfer of control to a customer and final payment is one year or less.

Deferred Revenue

Deferred revenue primarily consists of billings or payments received in advance of revenue recognition from subscription services described above and is reduced as the revenue recognition criteria are met. Deferred revenue is classified as current based on expected revenue recognition timing. Specifically, deferred revenue that will be recognized as revenue within the succeeding 12 month period is recorded as deferred revenue as part of current liabilities and the remaining portion is recorded as long term deferred revenue in the Company’s combined and consolidated balance sheets.

Warranties

The Company offers a device warranty to customers for the longer of (a) 12 months from delivery of the device for devices obtained through a capital purchase, or (b) the term of the subscription agreement for devices obtained on a subscription basis (subject to continued payment of fees for the subscription service). The Company’s subscription services include hardware maintenance and support. As noted in the accounting policy for revenue recognition, the Company recognizes revenue for subscription service over time using the time elapsed measure of progress. The costs of hardware maintenance are recognized in costs of revenue as they are incurred.

Research and Development

Research and development costs consists of production costs for prototype, test and pre-production units, lab supplies, consulting and personnel costs, including salaries, stock-based compensation, bonuses, benefit costs and depreciation. Certain research and development grant funding is recognized as a reduction to research and development costs (see Note 2. Summary of Significant Accounting Policies - Grant Funding). The Company recognizes these costs as they are incurred.

Grant Funding

The Company received certain research and development funding through a grant issued by the Bill & Melinda Gates Foundation (“BMGF”). Funding is recorded on the combined and consolidated balance sheet as restricted cash upon receipt. The funding is recognized in the combined and consolidated statements of operations and comprehensive loss as a reduction to research and development expense in the period when milestone deliverables are fulfilled and met. Grant funding payments received in advance of research and development expenses incurred are recorded as deferred grant funding as a current liability in the Company’s combined and consolidated balance sheets.

Cost of Sales

Cost of sales consists of product and service costs including personnel cost and benefits including stock-based compensation, product costs, production setup expenses, depreciation expenses, inventory excess and obsolescence expenses.

Patent Costs

Patent costs have been charged to operations as incurred, as their realization is uncertain. These costs are included in general and administrative expenses in the combined and consolidated statements of operations and comprehensive loss.

General and Administrative

General and administrative expenses primarily consist of personnel costs and benefits including stock-based compensation, patent and filing fees, office expenses and outside services. Outside services consist of professional services, legal and other professional fees.

Sales and Marketing

Sales and marketing costs primarily consist of personnel costs and benefits including stock-based compensation, advertising, promotional, as well as conferences, meetings, and other events. Advertising costs are expensed as incurred. For the years ended December 31, 2022 and 2021, advertising expenses were $1,338 and $2,459, respectively.

Net Loss per Common Share

Basic net loss per common share is calculated by dividing the net loss attributed to common stockholders by the weighted average number of common shares outstanding during the period, without consideration of potentially dilutive securities.

Diluted net loss per common share is computed by dividing the net loss attributable to common stockholders by the weighted average number of common shares plus the common equivalent shares of the period, including any dilutive effect from such shares. The Company’s diluted net loss per common share is the same as basic net loss per common share for all periods presented since the effect of potentially dilutive securities is anti-dilutive.

Convertible Preferred Stock

The Company has applied the guidance in ASC Topic 480-10-S99-3A, SEC Staff Announcement: Classification and Measurement of Redeemable Securities, and has therefore classified the Series A, Series B, Series C and Series D Convertible Preferred Stock (“Convertible Preferred Stock”) (see Note 10. Convertible Preferred Stock) as mezzanine equity. The Convertible Preferred Stock was recorded outside of stockholders’ equity (deficit) because the Convertible Preferred Stock included a redemption provision upon a change of control, which is deemed a liquidation event that is considered outside the Company’s control. The Convertible Preferred Stock has been recorded at its original issue price, net of issuance costs. The Company did not adjust the carrying value of the Convertible Preferred Stock to the liquidation price associated with a change of control at December 31, 2020 because a change of control of the Company was not considered probable at the reporting date (see Note 10. Convertible Preferred Stock). Subsequent adjustments to increase or decrease the carrying values to their respective liquidation prices were made only when it became probable that such a change of control would occur.

Stock-Based Compensation

The measurement of stock-based compensation expense for all stock-based payment awards, including stock options granted to employees, directors, and consultants, is based on the estimated fair value of the awards on the date of grant.

The Company recognizes stock-based compensation expense for stock option grants and incentive unit grants with only service conditions on a straight-line basis over the requisite service period of the individual grants, which is generally the vesting period, based on the estimated grant date fair values. Generally, stock option grants and incentive unit grants fully vest four years after the grant date, and stock option grants generally have a term of 10 years.

The Company recognizes the effect of forfeiture in compensation costs based on actual forfeitures when they occur.

The Company's stock-based compensation program includes stock option grants to its employees, directors, and consultants. Stock options are granted at exercise prices not less than the estimated fair market value of the Company’s common stock at the date of grant.

The fair values of stock option grants are estimated using a Black-Scholes option-pricing model. Key inputs and assumptions include the expected term of the option, stock price volatility, risk free interest rate, dividend yield, stock price and exercise price. Many of the assumptions require significant judgment and any changes could have a material impact in the determination of stock-based compensation expense.

During the year ended December 31, 2020, Liminal was a wholly owned subsidiary of 4Bionics, and as such, 4Bionics granted equity awards in the form of incentive units to Liminal employees and nonemployees under 4Bionics’ stock-based compensation program.

On April 2, 2021, 4Bionics executed a plan of liquidation and dissolution and its ownership in Liminal was distributed to its members and to the holders of incentive units. Immediately subsequent to the dissolution, all outstanding unvested incentive unit awards under 4Bionic’s 2019 Equity Incentive Plan were replaced with preferred stock awards indexed to and settled in the preferred stock of the former 4Bionics subsidiaries Liminal, Detect, Inc. (f/k/a Homodeus Inc.), identifeye HEALTH Inc. (f/k/a Tesseract Health, Inc.) and Protein Evolution, Inc. The preferred stock awards were subject to service vesting conditions only. No incremental value was provided to participants as a result of the modification of the awards as the modification date fair value of the incentive unit awards was equal to the modification date fair value of the stock underlying the restricted stock awards. Moreover, the remaining vesting period before and after modification was unchanged.

Earn-Out Shares

Earn-Out Shares, as defined in Note 3. Business Combination, to which the Companies’ pre-closing equity holders are entitled, fall within the scope of ASC 815, Derivatives and Hedging (“ASC 815”) pursuant to which such Earn-Out Shares are equity classified and are to be recognized upon achievement of the market price milestone.

Earn-Out Shares to which certain employees are entitled to fall within the scope of ASC 718, Compensation – Stock Compensation (“ASC 718”), pursuant to which such Earn-Out Shares are equity classified and their grant date fair value will be recognized as compensation expense over the vesting period.

Research and Development Tax Credits

The Company recognizes research and development tax credits as a reduction of research and development expense as earned. For State of Connecticut research and development tax credits, which are exchanged for a cash refund from the State of Connecticut, such exchanged credits are recognized as earned as a reduction of research and development expense in the combined and consolidated statements of operations and comprehensive loss.

Income Taxes

The Company utilizes the asset and liability method of accounting for income taxes, as set forth in ASC Topic 740, Income Taxes. Under this method, deferred tax assets and liabilities are recognized for the expected future tax consequences of temporary differences between the carrying amounts and the tax basis of assets and liabilities using the enacted statutory tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. A valuation allowance is established against net deferred tax assets if, based on the weight of available evidence, it is more likely than not that some or all of the net deferred tax assets will not be realized. The Company has recorded a full valuation allowance as of December 31, 2022 and 2021. Based on the available evidence, the Company believes that it is more likely than not that it will be unable to utilize all of its deferred tax assets in the future.

In accordance with the provisions of ASC Topic 740, the Company accrues for the estimated amount of taxes for uncertain tax positions if it is more likely than not that the Company would be required to pay such additional taxes. An uncertain tax position will not be recognized if it has a less than 50% likelihood of being sustained. The Company’s policy is to recognize any interest and penalties related to income taxes in income tax expense in the combined and consolidated statements of operations and comprehensive loss. The Company’s open tax years subject to examination by the relevant taxing authorities are 2017 through 2019. As of December 31, 2022 and 2021, the Company had no uncertain tax positions.

Recent Accounting Pronouncements

Accounting pronouncements adopted

In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842), which outlines a comprehensive lease accounting model and supersedes the current lease guidance. The new guidance requires lessees to recognize almost all of their leases on the balance sheet by recording a lease liability and corresponding right-of-use assets. It also changes the definition of a lease and expands the disclosure requirements of lease arrangements. As per the latest ASU 2020-05 issued by the FASB, entities that have not yet issued or made available for issuance the financial statements as of June 3, 2020 can defer the new guidance for one year. For public entities, this guidance is effective for annual reporting periods beginning January 1, 2020, including interim periods within that annual reporting period. For the Company, this guidance is effective for annual reporting periods beginning January 1, 2022, and interim reporting periods within annual reporting periods beginning January 1, 2023. The Company adopted this guidance including the election of the effective date modified retrospective transition approach, the package of practical expedients applied in the transition on January 1, 2022 and there was no material effect of adoption on the combined and consolidated financial statements.

As part of the adoption of Topic 842, the Company made the following practical expedient elections:

•

We elected the package of practical expedients available for transition which allow us to not reassess whether expired or existing contracts contain leases under the new definition of a lease, lease classification for expired or existing leases and whether previously capitalized initial direct costs would qualify for capitalization under ASC 842.

•

We did not elect to use hindsight when considering judgments and estimates such as assessments of lessee options to extend or terminate a lease or purchase the underlying asset.

•

For all asset classes, we elected to not recognize a right-of-use asset and lease liability for short-term leases.

•

For all asset classes, we elected to not separate non-lease components from lease components to which they relate and have accounted for the combined lease and non-lease components as a single lease component.

The Company identified certain Device-as-a-Service contracts to be within the scope of ASC 842 and ASC 606, Revenue from Contracts with Customers upon adoption of ASC 842, in which the Company acts as a lessor. For contracts that are in the scope of both ASC 842 and ASC 606, and in which the lease component is an operating lease, the Company has applied the practical expedient in ASC 842 to combine the lease component (the device itself in device as a service, ("DaaS") contracts) and non-lease (maintenance and SaaS) components, and to account for the combined components as a single lease component. Accordingly, the Company accounts for the monthly payments as lease revenue. For contracts in which the lease component is a sales-type lease, the Company derecognizes the asset (the MRI device) and recognizes a lease receivable in an amount that represents the present value of the lease payments.

Accounting pronouncements issued but not yet adopted

In June 2016, the FASB issued ASU No. 2016-13, “Financial Instruments — Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments,” which was subsequently amended in November 2018 through ASU No. 2018-19, “Codification Improvements to Topic 326, Financial Instruments — Credit Losses.” ASU No. 2016-13 will require entities to estimate lifetime expected credit losses for trade and other receivables, net investments in leases, financing receivables, debt securities and other instruments, which will result in earlier recognition of credit losses. Further, the new credit loss model will affect how entities in all industries estimate their allowance for losses for receivables that are current with respect to their payment terms. ASU No. 2018-19 further clarifies that receivables arising from operating leases are not within the scope of Topic 326. Instead, impairment from receivables of operating leases should be accounted for in accordance with Topic 842, Leases. As per the latest ASU 2020-02, the FASB deferred the timelines for certain small public and private entities, thus the new guidance will be adopted by the Company for the annual reporting period beginning January 1, 2023, including interim periods within that annual reporting period. The standard will apply as a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which the guidance is adopted. The Company is in the process of evaluating the impact that the adoption of this pronouncement will have on the Company’s combined and consolidated financial statements and disclosures.

BUSINESS COMBINATION

12 Months Ended

Dec. 31, 2022

Business Combination and Asset Acquisition [Abstract]

BUSINESS COMBINATION

3. BUSINESS COMBINATION

At the Closing, Legacy Hyperfine and Liminal merged with and into separate wholly owned subsidiaries of HealthCor and each became a wholly-owned subsidiary of the Company. The Business Combination is accounted for as a reverse recapitalization in accordance with U.S. GAAP primarily due to the fact that Legacy Hyperfine and Liminal stockholders continued to control the Company following the closing of the Business Combination. Under this method of accounting, HealthCor is treated as the “acquired” company for accounting purposes and the Business Combination is treated as the equivalent of Legacy Hyperfine and Liminal issuing stock for the net assets of HealthCor, accompanied by a recapitalization. The net assets of HealthCor are stated at historical cost, with no goodwill or other intangible assets recorded. Reported shares and loss per share available to holders of the Company’s capital stock and equity awards prior to the Business Combination have been retroactively restated reflecting the exchange ratios established pursuant to the Business Combination Agreement dated as of July 7, 2021 (the “Business Combination Agreement”).

Pursuant to the Business Combination Agreement, at the effective time of the Business Combination (the “Effective Time”):

• each share of Legacy Hyperfine capital stock (other than shares of Legacy Hyperfine Series A preferred stock) that was issued and outstanding as of immediately prior to the Effective Time was automatically cancelled and extinguished and converted into the right to receive a number of shares of the Company’s Class A common stock equal to 0.3275 (the “Hyperfine Exchange Ratio”), rounded down to the nearest whole number of shares;

• each share of Legacy Hyperfine Series A preferred stock that was issued and outstanding as of immediately prior to the Effective Time was automatically cancelled and extinguished and converted into the right to receive a number of shares of the Company’s Class B common stock equal to the Hyperfine Exchange Ratio, rounded down to the nearest whole number of shares;

• each share of Liminal capital stock (other than shares of Liminal Series A-1 preferred stock) that was issued and outstanding as of immediately prior to the Effective Time was automatically cancelled and extinguished and converted into the right to receive a number of shares of the Company’s Class A common stock equal to 0.1796 (the “Liminal Exchange Ratio”), rounded down to the nearest whole number of shares;

• each share of Liminal Series A-1 preferred stock that was issued and outstanding as of immediately prior to the Effective Time was automatically cancelled and extinguished and converted into the right to receive a number of shares of the Company’s Class B common stock equal to the Liminal Exchange Ratio, rounded down to the nearest whole number of shares;

• each option to purchase shares of Legacy Hyperfine common stock and each option to purchase shares of Liminal common stock, whether vested or unvested, that was outstanding and unexercised as of immediately prior to the Effective Time was assumed by the Company and became an option (vested or unvested, as applicable) to purchase a number of shares of the Company’s Class A common stock equal to the number of shares of Legacy Hyperfine common stock or Liminal common stock subject to such option immediately prior to the Effective Time multiplied by the Hyperfine Exchange Ratio or the Liminal Exchange Ratio, as applicable, rounded down to the nearest whole number of shares, at an exercise price per share equal to the exercise price per share of such option immediately prior to the Effective Time divided by the Hyperfine Exchange Ratio or the Liminal Exchange Ratio, as applicable, rounded up to the nearest whole cent; and

• each Legacy Hyperfine restricted stock unit and each Liminal restricted stock unit outstanding immediately prior to the Effective Time was assumed by the Company and became a restricted stock unit with respect to a number of shares of the Company’s Class A common stock equal to the number of shares of Legacy Hyperfine common stock or Liminal common stock subject to such Legacy Hyperfine restricted stock unit or Liminal restricted stock unit immediately prior to the Effective Time multiplied by the Hyperfine Exchange Ratio or the Liminal Exchange Ratio, as applicable, rounded down to the nearest whole share.

Pursuant to the Business Combination Agreement, the Company will issue to holders of Legacy Hyperfine and Liminal securities as of immediately prior to the Effective Time, in accordance with their pro rata share, up to 10,000,000 shares of Class A common stock as earn-out consideration (the “Earn-Out Shares”), if at any time during the period between the Closing Date and the third anniversary of the Closing Date (the “Earn-Out Period”), (i) the last share price of the Class A common stock is greater than or equal to $15.00 for any 20 trading days within any 30 consecutive trading day period, or (ii) there is a transaction that will result in shares of Class A common stock being converted or exchanged into the right to receive cash or other consideration having a value greater than or equal to $15.00. During the Earn-Out Period, if there is a transaction (other than for stock splits, stock dividends, special cash dividends, reorganizations, recapitalizations or similar transactions affecting the Class A common stock) that will result in the shares of Class A common stock being converted or exchanged into the right to receive cash or other consideration having a value less than $15.00, then the right to receive Earn-Out Shares will terminate.

On December 21, 2021, HealthCor filed the Certificate of Incorporation (the “Certificate”) with the Secretary of State of the State of Delaware, which became effective after the Domestication. As a consequence of filing the Certificate, the Company adopted a dual class structure, comprised of the Company’s Class A common stock, which is entitled to one vote per share, and the Company’s Class B common stock, which is entitled to 20 votes per share. The Company’s Class B common stock has the same economic terms as the Company’s Class A common stock, but is subject to a “sunset” provision if Jonathan M. Rothberg, Ph.D., the founder of Legacy Hyperfine and Liminal, and a Director of the Company (“Dr. Rothberg”), and other permitted holders of the Company’s Class B common stock collectively cease to beneficially own at least twenty percent (20%) of the number of shares of the Company’s Class B common stock (as such number of shares is equitably adjusted in respect of any reclassification, stock dividend, subdivision, combination or recapitalization of the Company’s Class B common stock) collectively held by Dr. Rothberg and permitted transferees of the Company’s Class B common stock as of the Effective Time. At the Effective Time, the Company amended the Certificate to change the name of the Company from HealthCor Catalio Acquisition Corp. to “Hyperfine, Inc.” (the Certificate, as amended, the “Amended Certificate”).

Concurrently with the execution of the Business Combination Agreement, HealthCor entered into subscription agreements (the “Subscription Agreements”) with certain institutional investors and accredited investors (the “PIPE Investors”), pursuant to which the PIPE Investors purchased, immediately prior to the Closing, an aggregate of 12,610,000 shares of HealthCor Class A common stock at a purchase price of $10.00 per share (the “PIPE Investment”).

Additionally, on December 22, 2021, HealthCor, HC Sponsor LLC (the “Sponsor”), Legacy Hyperfine and Liminal entered into a Forfeiture Agreement (the “Forfeiture Agreement”), pursuant to which, immediately prior to the Closing, 150,000 shares of HealthCor’s Class B common stock held by the Sponsor were irrevocably forfeited and automatically cancelled (the “Forfeiture”).

The total number of shares of the Company’s Class A common stock outstanding immediately following the Closing was 54,977,061 comprising:

• 29,711,224 shares of Class A common stock issued to Hyperfine stockholders (other than certain holders of Hyperfine Series A preferred stock);

• 3,459,081 shares of Class A common stock issued to Liminal stockholders (other than certain holders of Liminal Series A-1 preferred stock);

• 12,610,000 shares of Class A common stock issued in connection with the Closing to the PIPE Investors pursuant to the PIPE Investment;

• 5,025,000 shares of Class A common stock issued immediately prior to the Effective Time to the initial shareholders upon conversion of the 5,025,000 shares of Class B common stock outstanding immediately prior to the Effective Time (following the issuance of the 5,175,000 shares of Class B common stock upon the Conversion of the 5,175,000 Class B ordinary shares held by the initial shareholders and after reflecting the irrevocable forfeiture by the Sponsor to HealthCor of 150,000 shares of Class B common stock for no consideration and automatic cancellation as of immediately prior to the Closing);

• 614,000 shares of Class A common stock issued to the Sponsor; and

• 3,557,756 shares of Class A common stock issued to the Company’s public stockholders holding 3,557,756 Class A ordinary shares outstanding at the Effective Time, after reflecting redemptions of 17,142,244 shares of HealthCor Class A common stock.

The total number of shares of the Company’s Class B common stock outstanding immediately following the Closing was 15,055,288 shares. Immediately following the Closing, Dr. Rothberg held approximately 84.8% of the combined voting power of the Company. Accordingly, Dr. Rothberg and his permitted transferees control the Company, and the Company is a controlled company within the meaning of the Nasdaq listing rules.

Net equity infusion from the Business Combination was $141,471, which consists of $207,448 proceeds from HealthCor, $126,100 proceeds from the PIPE Investors, net of payments to redeeming HealthCor shareholders of $171,437 and payment of transaction costs of $20,640. Additionally, 300,000 shares of Class A Common Stock were issued in connection with the Business Combination to a service provider in exchange for the services provided in connection with HealthCor’s initial public offering.

In December 2021, in connection with the closing of the Business Combination, the Company prepaid directors and officers insurance policy in the amount of $1,244 and repaid the Liminal Paycheck Protection Program ("PPP") loan in full in the amount of $113.

REVENUE RECOGNITION

12 Months Ended

Dec. 31, 2022

Revenue from Contract with Customer [Abstract]

REVENUE RECOGNITION

4. REVENUE RECOGNITION

Disaggregation of Revenue

The Company disaggregates revenue from contracts with customers by product type. The Company believes that these categories aggregate the payor types by nature, amount, timing and uncertainty of its revenue streams. The following table summarizes the Company’s disaggregated revenues:


	Pattern of Recognition	2022		2021
Device	Point in time	$	5,246	$	715
Service	Over time		1,568		781
Total revenue		$	6,814	$	1,496

Contract Balances

Contract balances represent amounts presented in the combined and consolidated balance sheets when either the Company has transferred goods or services to the customer, or the customer has paid consideration to the Company under the contract. These contract balances include trade accounts receivable and deferred revenue. Deferred revenue represents consideration received from customers at the beginning of the subscription period for services that are transferred to the customer over the respective subscription period. The accounts receivable balances represent amounts billed to customers for goods and services where the Company has an unconditional right to payment of the amount billed.

The following table provides information about receivables and deferred revenue from contracts with customers:


	2022		2021
Accounts receivable	$	2,103	$	553
Unbilled receivables - current		454		91
Unbilled receivables - non-current (1)		744		—
Deferred revenue		1,378		730
Long term deferred revenue		1,526		510

_________________________

(1) Recorded in other long term assets in the Company’s combined and consolidated balance sheets.

The Company recognizes a receivable when it has an unconditional right to payment, and payment terms range from 30 days to less than one year based on the terms agreed upon with the respective customer.

Accounts Receivable, Unbilled Services, and Deferred Revenue

Accounts receivable are recorded at net realizable value. Unbilled receivable arise when performance obligations are satisfied for which revenue has been recognized but the customers have not been billed. Contractual provisions and payment schedules may or may not correspond to the timing of the performance of services under the contract.

Deferred revenue is a contact liability that consists of customer payments received in advance of performance and billings in excess of revenue recognized, net of revenue recognized from the balance at the beginning of the period.

The amount of revenue recognized during the years ended December 31, 2022 and 2021 that was included in the deferred revenue balance at the beginning of the period was $593 and $158, respectively.

Timing of Billing and Performance

Difference in the timing of revenue recognition and associated billings and cash collections result in recording of billed accounts receivable, unbilled accounts receivable (including contract assets), and deferred revenue on the combined consolidated balance sheet. Amounts are billed in accordance with the agreed-upon contractual terms, resulting in recording unbilled accounts receivable in instances where the right to bill is contingent solely on the passage of time, and contract assets in instances where the right to consideration is conditional on something other than the passage of time.

Revenue from Leasing Arrangements

Revenue from leasing arrangements is not subject to the revenue standard for contracts with customers and remains separately accounted for under ASC 842 and ASC 840, Leases for the years ended December 31, 2022 and 2021. The Company records operating lease rental revenue as service revenue on a straight-line basis over the lease term. The Company records revenue from the sale of hardware devices under sales-type leases as device revenue in an amount equal to the present value of minimum lease payments at the inception of the lease. Sales-type leases also produce financing income, which is included in device revenue in the combined and consolidated statements of operations and comprehensive loss and is recognized at effective rates of return over the lease term.

Costs of Obtaining or Fulfilling Contracts

The Company incurs incremental costs of obtaining contracts with customers. Incremental costs of obtaining contracts, which include commissions paid as a result of obtaining contracts with customers, are capitalized to the extent that the Company expects to recover such costs. Capitalized costs are amortized in a pattern that is consistent with the Company’s transfer to the customer of the related goods and services. Such costs are recorded in Other long term assets and were $247 and $158 as of December 31, 2022 and 2021, respectively. During the years ended December 31, 2022 and 2021 the Company recognized $331 and $29, respectively, in expense related to the amortization of the capitalized contract costs.

Transaction price allocated to remaining performance obligations

As of December 31, 2022 and 2021, the Company had remaining performance obligations amounting to $8,663 and $2,800, respectively. The Company expects to recognize approximately 62% of its remaining performance obligations as revenue in fiscal year 2023, and an additional 38% in fiscal year 2024 and thereafter.

Significant Judgements

The Company makes significant judgments applying the guidance related to the determination of the timing and pattern of satisfaction of performance obligations, determination of the standalone selling price of performance obligations and estimation of variable consideration if any.

Practical Expedients and Accounting Policy Elections

As a practical expedient, the Company does not adjust transaction price for the effects of a significant financing component in contracts in which the period between when the Company transfers the promised good or service to the customer and when the customer pays for that good or service is one year or less.

The Company has made an accounting policy election to exclude all sales taxes from the transaction price of its contracts with customers. Accordingly, sales taxes collected from customers and remitted to government authorities is not included in revenue and is accounted for as a liability until it has been remitted to the respective government authority.

- Definition

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

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-URI https://asc.fasb.org/topic&trid=49130388

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 10
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130551-203045

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 13
-Subparagraph (b)(2)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130556-203045

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130554-203045

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 9
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130550-203045

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (e)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130554-203045

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130554-203045

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (d)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130554-203045

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 15
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130558-203045

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (c)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130554-203045

+ Details

FAIR VALUE OF FINANCIAL INSTRUMENTS

12 Months Ended

Dec. 31, 2022

Fair Value Disclosures [Abstract]

FAIR VALUE OF FINANCIAL INSTRUMENTS

5. FAIR VALUE OF FINANCIAL INSTRUMENTS

Fair value estimates of financial instruments are made at a specific point in time, based on relevant information about financial markets and specific financial instruments. As these estimates are subjective in nature, involving uncertainties and matters of significant judgment, they cannot be determined with precision. Changes in assumptions can significantly affect estimated fair value.

The Company measures fair value as the price that would be received to sell an asset or paid to transfer a liability (an exit price) in an orderly transaction between market participants at the reporting date. The Company utilizes a three-tier hierarchy, which prioritizes the inputs used in the valuation methodologies in measuring fair value:

Level 1 — Valuations based on quoted prices in active markets for identical assets or liabilities that an entity has the ability to access.

Level 2 — Valuations based on quoted prices for similar assets or liabilities, quoted prices for identical assets or liabilities in markets that are not active, or other inputs that are observable or can be corroborated by observable data for substantially the full term of the assets or liabilities.

Level 3 — Valuations based on inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. The Company has no assets or liabilities valued with Level 3 inputs.

The carrying value of cash and cash equivalents, accounts payable and accrued expenses and other current liabilities approximates their fair values due to the short-term or on demand nature of these instruments.

There were no transfers between fair value measurement levels during the years ended December 31, 2022 and 2021.

The Company had $93,502 and $48,625 of money market funds and demand deposit accounts included in cash and cash equivalents and restricted cash as of December 31, 2022 and 2021, respectively. These assets were valued using quoted prices in active markets and accordingly were classified as Level 1.

- Definition

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

+ References + Details

INVENTORIES

12 Months Ended

Dec. 31, 2022

Inventory Disclosure [Abstract]

Inventories

6. INVENTORIES

A summary of inventories are as follows at December 31:


	2022		2021
Raw materials	$	2,241	$	2,355
Finished goods		2,381		1,955
Total inventories	$	4,622	$	4,310

Manufacturing overhead costs primarily include management’s best estimate and allocation of the labor costs incurred related to acquiring finished goods from the Company’s contract manufacturer. Labor costs include wages, taxes and benefits for employees involved in warehousing, logistics coordination, material sourcing, and production planning activities. The majority of these costs have been written off based on the Company’s analysis of net realizable value.

PROPERTY AND EQUIPMENT, NET

12 Months Ended

Dec. 31, 2022

Property, Plant and Equipment [Abstract]

PROPERTY AND EQUIPMENT, NET

7. PROPERTY AND EQUIPMENT, NET

Property and equipment, net, are recorded at historical cost and consist of the following at December 31:


	2022			2021
Laboratory equipment	$	923		$	989
Research devices		1,709			1,422
Sales and marketing devices		524			669
Computer equipment		623			575
Construction in progress		359			341
Tooling		372			302
Trade show assets		254			293
Leased devices		453			396
Other		353			176
		5,570			5,163
Less: Accumulated depreciation and amortization		(2,322	)		(1,410	)
Property and equipment, net	$	3,248		$	3,753

Depreciation expense amounted to $1,015 and $726 for the years ended December 31, 2022 and 2021, respectively.

ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES

12 Months Ended

Dec. 31, 2022

Payables and Accruals [Abstract]

ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES

8. ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES

Accrued expenses and other current liabilities consist of the following at December 31:


	2022		2021
Bonus	$	2,674	$	3,421
Contracted services		1,127		2,711
SPAC bonus and other costs		—		1,071
Legal fees		261		452
Payroll and related benefits		1,876		441
Other		38		19
Total accrued expenses and other current liabilities	$	5,976	$	8,115

CONVERTIBLE PREFERRED STOCK

12 Months Ended

Dec. 31, 2022

Temporary Equity Disclosure [Abstract]

CONVERTIBLE PREFERRED STOCK

9. CONVERTIBLE PREFERRED STOCK

Legacy Hyperfine Convertible Preferred Stock

Legacy Hyperfine had issued four series of Convertible Preferred Stock, Series A through Series D. The following table summarizes the authorized, issued and outstanding Convertible Preferred Stock of Legacy Hyperfine immediately prior to the Business Combination:


Class	Year of Class Issuance	Issuance Price per share		Shares Authorized		Shares Issued and Outstanding		Total Proceeds or Exchange Value		Issuance Costs		Net Carrying Value		Initial Liquidation Price per share
Series A	2014	$	0.04		25,000,000		25,000,000	$	1,000	$	2	$	998	$	0.80
Series B	2017		0.80		10,625,000		10,625,000		8,500		—		8,500		0.80
Series C	2017		1.88		31,586,210		31,586,210		59,382		234		59,148		1.88
Series D	2020-2021		2.15		62,577,618		41,970,981		90,237		136		90,101		2.15
					129,788,828		109,182,191	$	159,119	$	372	$	158,747

The powers, preferences, rights, qualifications, limitations and restrictions of the shares of Convertible Preferred Stock were as follows:

Dividends

Dividends shall accrue to holders of the Convertible Preferred Stock at the rate of 8% of the original issue price for the applicable series of Convertible Preferred Stock, per annum subject to appropriate adjustment in the event of any stock dividend, stock split, combination or other similar recapitalization, reclassification and other similar events payable only when, and if, declared by Legacy Hyperfine’s board of directors. The right to receive dividends on Convertible Preferred Stock is not cumulative, and therefore, if not declared in any year, the right to such dividends shall terminate and shall not carry forward into the next year. There have been no dividends declared to date.

Liquidation Rights

In the event of any liquidation, dissolution or winding up of Legacy Hyperfine, whether voluntary or involuntary or a deemed liquidation event (which includes a merger, the sale of all of Legacy Hyperfine’s assets, or a transaction which the holders of capital stock of Legacy Hyperfine hold less than 50% of the voting securities) (each a “Liquidation Event”), the holders of the Convertible Preferred Stock are entitled to be paid out of the assets of Legacy Hyperfine available for distribution to stockholders, pari passu, at a liquidation price per share equal to the greater of: (1) the applicable original issue price of such Convertible Preferred Stock, plus any declared and unpaid dividends or (2) an amount that would have been payable had all the shares of the Convertible Preferred Stock been converted into Legacy Hyperfine common stock. These payments will be made to or set aside prior to the holders of shares of any other class or series of capital stock that is not, by its terms, senior to the Convertible Preferred Stock.

Voting Rights

The holders of shares of the Convertible Preferred Stock shall be entitled to vote on all matters on which the holders of shares of Legacy Hyperfine common stock shall be entitled to vote.

Each holder of record of shares of Series A Convertible Preferred Stock shall be entitled to ten votes per share of Legacy Hyperfine Special-voting common stock into which such Series A Convertible Preferred Stock are convertible, as discussed below under “Conversion,” on all matters to be voted on by Legacy Hyperfine’s stockholders. Each holder of record of shares of Series B Convertible Preferred Stock, Series C Convertible Preferred Stock and Series D Convertible Preferred Stock shall be entitled to one vote per share of Legacy Hyperfine common stock into which such Series B Convertible Preferred Stock, Series C Convertible Preferred Stock, and Series D Convertible Preferred Stock are convertible, as discussed below under Conversion, on all matters to be voted on by Legacy Hyperfine’s stockholders. The holders of Convertible Preferred Stock and the holders of Legacy Hyperfine common stock shall vote together and not as separate classes. There shall be no series voting.

Conversion

Each share of Series A Convertible Preferred Stock is convertible, at the option of the holder, at any time after the date of issuance of such share, into shares of Legacy Hyperfine Special-voting common stock on a 1 to 1 conversion rate subject to customary anti-dilution adjustments and upon the issuance of additional shares of common stock for no consideration or consideration less than the conversion price of the Series A Convertible Preferred Stock. Each share of Series B Convertible Preferred Stock, Series C Convertible Preferred Stock and Series D Convertible Preferred Stock shall be convertible, at the option of the holder, at any time after the date of issuance into shares of Legacy Hyperfine common stock on a 1 to 1 conversion rate subject to customary anti-dilution adjustments and upon the issuance of additional shares of common stock for no consideration or consideration less than the conversion price of the respective series of Convertible Preferred Stock, which is equal to the original issuance price for each series of Convertible Preferred Stock.

Upon the earlier to occur of (i) election of the Convertible Preferred Stock by (A) the consent or vote of the majority holders of the Convertible Preferred Stock (voting together as a single class and not as separate series, and on an as-converted basis), (B) the consent or vote of the majority holders of Series C Convertible Preferred Stock (voting separately as a single class) and (C) the consent or vote of the majority holders of Series D Convertible Preferred Stock (voting separately as a single class) or (ii) the closing of a firm commitment underwritten initial public offering pursuant to an effective registration statement filed under the Securities Act of 1933 covering the offer and sale of shares of Legacy Hyperfine common stock in which the aggregate gross proceeds to Legacy Hyperfine are at least $80,000 (1) each share of Series A Convertible Preferred Stock shall automatically be converted into shares of Legacy Hyperfine Special-voting common stock on a 1 for 1 basis and (2) each share of Series B, Series C and Series D Convertible Preferred Stock shall automatically be converted into Legacy Hyperfine common stock on a 1 for 1 basis.

Upon the closing of the Business Combination, the Convertible Preferred Stock converted into Class A and Class B common stock based on the Business Combination’s Hyperfine Exchange Ratio of 0.3275 of the Company’s shares for each Legacy Hyperfine share. The Company recorded the conversion at the carrying value of the Convertible Preferred Stock at the time of the Closing. There are no shares of Convertible Preferred Stock outstanding as of December 31, 2021 and 2022.

Liminal Convertible Preferred Stock

On April 1, 2021 Liminal effected a recapitalization whereby each share of Liminal common stock outstanding was exchanged for shares of Liminal Series A-1 preferred stock and Liminal Series A-2 preferred stock. The value ascribed to the preferred stock is equivalent to the total amount of historical equity investments contributed by the common shareholder. There were no new investments or changes in control in conjunction with the recapitalization.

The powers, preferences, rights, qualifications, limitations and restrictions of the shares of Liminal Convertible Preferred Stock are as follows:

Dividends

Dividends shall accrue to holders of the Convertible Preferred Stock at the rate of 8% of the original issue price for the applicable series of Convertible Preferred Stock, per annum subject to appropriate adjustment in the event of any stock dividend, stock split, combination or other similar recapitalization, reclassification and other similar events payable only when, and if, declared by Liminal’s board of directors. The right to receive dividends on Convertible Preferred Stock is not cumulative, and therefore, if not declared in any year, the right to such dividends shall terminate and shall not carry forward into the next year. There have been no dividends declared to date.

Liquidation Rights

In the event of any liquidation, dissolution or winding up of Liminal, whether voluntary or involuntary or a deemed liquidation event (which includes a merger, the sale of all of Liminal’s assets, or a transaction which the holders of capital stock of Liminal hold less than 50% of the voting securities) (each a “Liquidation Event”), the holders of the Convertible Preferred Stock are entitled to be paid out of the assets of Liminal available for distribution to stockholders, pari passu, at a liquidation price per share equal to the greater of: (1) the applicable original issuance price of $.1287 per share for Series A-1 and Series A-2 Convertible Preferred Stock, plus any declared and unpaid dividends or (2) an amount that would have been payable had all the shares of the Convertible Preferred Stock been converted into Liminal common stock. These payments will be made to or set aside prior to the holders of shares of any other class or series of capital stock that is not, by its terms, senior to the Convertible Preferred Stock.

Voting Rights

The holders of shares of the Convertible Preferred Stock shall be entitled to vote on all matters on which the holders of shares of Liminal common stock shall be entitled to vote.

Each holder of record of shares of Series A-1 Convertible Preferred Stock shall be entitled to ten votes per share of Liminal Special-voting common stock into which such Series A-1 Convertible Preferred Stock are convertible, as discussed below under “Conversion,” on all matters to be voted on by Liminal’s stockholders. Each holder of record of shares of Series A-2 Convertible Preferred Stock shall be entitled to one vote per share of Liminal common stock into which such Series A-2 Convertible Preferred Stock are convertible, as discussed below under Conversion, on all matters to be voted on by Liminal’s stockholders. The holders of Convertible Preferred Stock and the holders of Liminal common stock shall vote together and not as separate classes. There shall be no series voting.

Conversion

Each share of Series A-1 Convertible Preferred Stock is convertible, at the option of the holder, at any time after the date of issuance of such share, into shares of Liminal Special-voting common stock on a 1 to 1 conversion rate subject to customary anti-dilution adjustments and upon the issuance of additional shares of Liminal common stock for no consideration or consideration less than the conversion price of the Series A Convertible Preferred Stock. Each share of Series A-2 Convertible Preferred Stock shall be convertible, at the option of the holder, at any time after the date of issuance into shares of Liminal common stock on a 1 to 1 conversion rate subject to customary anti-dilution adjustments and upon the issuance of additional shares of common stock for no consideration or consideration less than the conversion price of the respective series of Convertible Preferred Stock, which is equal to the original issuance price for each series of Convertible Preferred Stock.

Upon the earlier to occur of (i) election of the Convertible Preferred Stock by the consent or vote of the majority holders of the Convertible Preferred Stock (voting together as a single class and not as separate series, and on an as-converted basis) or (ii) the closing of a firm commitment underwritten initial public offering pursuant to an effective registration statement filed under the Securities Act of 1933, as amended, covering the offer and sale of shares of Liminal common stock in which the aggregate gross proceeds to Liminal are at least $80,000 (1) each share of Series A-1 Convertible Preferred Stock shall automatically be converted into shares of Liminal Special-voting common stock on a 1 for 1 basis and (2) each share of Series A-2 Convertible Preferred Stock shall automatically be converted into Liminal common stock on a 1 for 1 basis.

Upon the closing of the Business Combination, the Liminal Convertible Preferred Stock converted into Class A and Class B common stock based on the Business Combination’s Liminal Exchange Ratio of 0.1796 of the Company’s shares for each Liminal share. The Company recorded the conversion at the carrying value of the Convertible Preferred Stock at the time of the Closing. There are no shares of Convertible Preferred Stock outstanding as of December 31, 2021.

EQUITY INCENTIVE PLAN

12 Months Ended

Dec. 31, 2022

Share-Based Payment Arrangement [Abstract]

EQUITY INCENTIVE PLAN

10. EQUITY INCENTIVE PLAN

Hyperfine Inc. 2021 Equity Incentive Plan

A total of 16,013,762 shares of common stock are reserved for issuance under the Company's 2021 Equity Incentive Plan (the “Hyperfine Plan”). The Hyperfine Plan is administered by the Company's board of directors. The board of directors may grant restricted stock and options to purchase shares either as incentive stock options or non-qualified stock options. The option grants are subject to certain terms and conditions, option periods and conditions, exercise rights and privileges as set forth in the Hyperfine Plan. During the year ended December 31, 2022, the number of shares available for grant increased by 2,813,293 shares pursuant to the evergreen provision in the Hyperfine Plan that provides for an automatic annual increase in the number of shares available for grant under the Hyperfine Plan equal to the lesser of (i) 4% of the number of outstanding shares of common stock outstanding on the first day of the fiscal year, and (ii) an amount determined by the administrator of the Hyperfine Plan, beginning in fiscal year 2022 and ending on the second day of fiscal year 2031. At December 31, 2022, 6,522,133 shares of common stock remain available for issuance under the Hyperfine Plan.

Prior to the Business Combination, Legacy Hyperfine and Liminal were distinct entities with separate equity incentive plans for their employees and nonemployees. Both plans were subsequently adopted and assumed by the Company as a consequence of the Business Combination.

Stock option activity

Each stock option grant carries varying vesting schedules whereby the options become exercisable at the participant’s sole discretion provided they are an employee, director or consultant of the Company on the applicable vesting date. Each option shall terminate not more than ten years from the date of the grant.

During the fourth quarter of 2022, the Company granted certain equity awards to the newly hired Chief Executive Officer. These awards include an option award to purchase 3,175,000 shares of Class A common stock which will vest based on continued service over a four year period.

During the quarter ended December 31, 2022, the Company initiated and carried out certain restructuring actions in order to reduce costs, including termination of employees. As part of the employees’ severance, for certain employees the Company accelerated the vesting of unvested awards including 90,003 option awards and 33,281 of restricted stock unit awards and extended the exercise period for 346,028 vested options post-termination, which were treated as the modification of awards in connection with the termination of employees and resulted in an additional stock-based compensation expense of $143 representing the incremental fair value of the modified awards.

During the years ended December 31, 2022 and 2021, the Company granted certain equity awards to the Chief Executive Officer hired during 2021. These awards include (1) an option award to purchase 1,899,500 shares of Class A common stock which will vest based on continued service over a four year period, and (2) two separate option

awards to purchase 474,875 shares of Class A common stock (949,750 options total), which will be fully vested upon the occurrence of various service, performance, and market conditions. The following awards were granted to the Chief Executive Officer during the year ended December 31, 2022: (1) 474,875 share option award which will vest based on continued service over a five year period, (2) a 300,000 share option award which will vest based on continued service over a four year period, (3) a restricted stock unit (RSU) award for 150,000 shares which will vest based on continued service over a four year period, and (4) an RSU award granted on April 26, 2022 for 649,350 shares which will vest in four installments from February 2023 through November 2023. On July 29, 2022, the former Chief Executive Officer’s employment with the Company terminated; the 649,350 RSUs awarded on April 26, 2022 continue to remain outstanding until paid in accordance with the schedule set forth in the grant notice agreement.

Certain equity awards were also granted to the Executive Chairperson of the Legacy Hyperfine board of directors. The equity compensation included (1) an option award to purchase 712,312 shares of Class A common stock which will vest based on continued service, over four years and (2) two separate option awards to purchase 237,437 shares each of Class A common stock (474,874 shares in total), which will be fully vested upon the occurrence of various certain service, performance, and market conditions.

The service condition for these awards is satisfied by providing service to the Company based on the defined service period per the award agreement. The performance-based condition is satisfied upon the occurrence of a special purpose acquisition company (“SPAC”) transaction, initial public offering (“IPO”), or financing event as defined in the award agreement. The market condition is satisfied by achieving various multiples of a defined price per share. The achievement of the performance condition and the commencement of the related expense recognition event cannot occur until the event is deemed probable, which only occurs once a SPAC transaction, IPO, or financing event has occurred. The performance condition was satisfied as a result of the Business Combination and the Company recognized a credit to stock-based compensation expense of $904 and an expense of $1,772 in connection with these awards during the year ended December 31, 2022 and 2021. None of the market conditions have been satisfied and as such, none of the awards are exercisable as of December 31, 2022 and 2021.

During the year ended December 31, 2021, the Company also granted 258,833 option awards subject to certain service and performance conditions. The service condition required the participant’s continued employment with the Company through the applicable vesting date, and the performance condition required the consummation of a Sale, IPO, or SPAC transaction as defined in the option award agreement. These awards were forfeited and cancelled prior to the consummation of the Business Combination. As a Sale, IPO, or SPAC transaction did not occur prior to forfeiture, the Company did not record any stock-based compensation expense related to these option awards.

All options granted by the Company during the years ended December 31, 2022 and 2021 were granted with exercise prices equal to the estimated fair value of the Company's common stock at the date of grant, as determined by the Company's board of directors.

A summary of the stock option activity under the Hyperfine Plan is presented in the table below:


	Number of Options			Weighted Average Exercise Price		Weighted Average Remaining Contractual Term		Aggregate Intrinsic Value
Outstanding at January 1, 2021		1,903,479		$	0.87	7.07		$	2,073
Granted		6,771,237			3.37
Exercised		(565,533	)		2.65
Forfeited		(587,047	)		3.86
Outstanding at December 31, 2021		7,522,136		$	3.21		8.79	$	30,052
Granted		8,685,663			2.43
Exercised		(25,870	)		0.26
Forfeited / Expired		(5,462,365	)		3.03
Outstanding at December 31, 2022		10,719,564		$	1.34
Options exercisable at December 31, 2022		3,442,085		$	1.97		8.71	$	124
Vested and expected to vest at December 31, 2022		10,719,564		$	1.34		8.75	$	157

The Company received cash proceeds from the exercise of stock options of $7 and $1,497 during the years ended December 31, 2022 and 2021, respectively.

The total intrinsic value (the amount by which the stock price exceeds the exercise price of the option on the date of exercise) of the stock options exercised during the years ended December 31, 2022 and 2021, was $47 and $2,752, respectively. The weighted-average grant date fair value of options granted during the year ended December 31, 2022 and 2021 was $0.62 and $0.66, respectively.

During the years ended December 31, 2022 and 2021, the Company recognized $3,483 and $6,604, respectively, of share‑based compensation expense for stock options granted to employees.

Tax benefits from tax deductions for exercised options and disqualifying dispositions in excess of the deferred tax asset attributable to stock compensation costs for such options are credited to additional paid‑in capital. The benefits are recognized against income taxes. Realized excess tax benefits related to stock options exercises was zero for each of the years ended December 31, 2022 and 2021.

As of December 31, 2022, there was approximately $7,357 of unrecognized compensation cost, related to unvested stock options, which is expected to be recognized over a weighted average period of 2.89 years.

Stock Option Repricing

On September 26, 2022, stockholders controlled by Jonathan M. Rothberg, Ph.D., Vice Chairperson of the Company, representing a majority in voting power with respect to the Company’s Class A common stock and the Company’s Class B common stock, approved a one-time stock option repricing (the “Option Repricing”). The Board of Directors of the Company previously approved the Option Repricing on August 24, 2022, contingent upon stockholder approval of the Option Repricing. Stock options held by Dr. Rothberg were not repriced in the Option Repricing. The Option Repricing was effected on October 31, 2022. Unexercised options held by current employees and certain non-employee directors with exercise prices ranging from $1.28 to $5.24 per share were repriced on a one-for-one basis to $0.91 per share which represented the per share fair value of our Class A common stock as of the date of the repricing. There was no other modification to the vesting schedule of the previously issued options. As a result, 5,378,308 outstanding options, including 4,903,434 awards with service conditions and 474,874 awards with market and performance-based conditions, originally granted to purchase Class A common stock at prices ranging from $1.28 to $5.24 per share were repriced under this program.

The Company treated the repricing as a modification of the original awards and calculated additional compensation costs for the difference between the fair value of the modified award and the fair value of the original award on the modification date. The repricing of the awards with service conditions resulted in incremental stock-based compensation expense of $1,460. Expense of $456 related to vested shares was expensed on the repricing date and expense related to unvested shares is being amortized over the remaining vesting period of such stock options.

The repricing of the awards with market and performance-based conditions resulted in incremental stock-based compensation expense of $1, which is being amortized over the remaining requisite service period.

Stock option valuation inputs

The Company utilized the Black-Scholes option pricing model for determining the estimated fair value for service awards. The Black-Scholes model requires the use of subjective assumptions which determine the fair value of stock-based awards. The assumptions used to value option grants to employees and nonemployees for the years ended December 31, 2022 and 2021 were as follows:


	2022	2021
Risk Free interest rate	0.91% - 4.18%	0.95% - 1.13%
Expected dividend yield	0%	0%
Expected term (1)	0.51 years - 7.50 years	5.40 years - 6.17 years
Expected volatility	49% - 56%	70%

_________________________

(1) Expected term of 0.51 years related to certain employee award granted and forfeited within approximately six months.

Risk free interest rate

The risk free interest rate for periods within the expected term of the awards is based on the U.S. Treasury yield curve in effect at the time of the grant.

Expected dividend yield

The Company has never declared or paid any cash dividends and does not expect to pay any cash dividends in the foreseeable future.

Expected term

For employee awards, the Company calculates the expected term using the “simplified” method, which is the simple average of the vesting period and the contractual term. The simplified method is applied as the Company does not have sufficient historical data to provide a reasonable basis for an estimate of the expected term. The Company calculates expected term for employee awards that take into account the effects of employee’s expected exercise and post-vesting employment termination behavior.

Expected volatility

During the year ended December 31, 2022, the expected volatility was determined using the historical volatilities of several publicly listed peer companies over a period equivalent to the expected term of the awards.

During the year ended December 31, 2021, as Legacy Hyperfine was privately held from inception through the Closing and all option grants during 2021 occurred prior to the Closing Date, there was no specific historical or implied volatility information available. Accordingly, the Company estimates the expected volatility on the historical stock volatility of a group of similar companies that are publicly traded over a period equivalent to the expected term of the stock-based awards. Point estimates of expected annual equity volatility of 70% for December 31, 2021, were selected in the guideline companies’ historical range.

Exercise price

The exercise price is taken directly from the grant notice issued to employees and nonemployees.

The stock options granted to the Company's employees and nonemployees for the periods presented were as follows:


	2022		2021
Stock options granted to employee		7,901,501		3,534,844
Stock options granted to nonemployee		784,162		3,236,393
Total stock options granted		8,685,663		6,771,237

Incentive Unit and Preferred Stock Award Activity

Incentive unit grants typically vest over a four year period provided the holder is an employee, director or consultant of the Company on the applicable vesting date. Upon termination of service, pursuant to the terms of the grant, the participant 1) immediately forfeits any unvested (but issued) incentive units and 2) the Company has the right, but not the obligation, to repurchase at the fair market value on the date of termination, any vested incentive units. The repurchase right is valid for 18 months commencing with the date of service.

On April 2, 2021, 4Bionics executed a plan of liquidation and dissolution and its ownership in Liminal was distributed to its members and to the holders of incentive units. Immediately subsequent to the dissolution, all outstanding unvested incentive unit awards under 4Bionic’s 2019 Equity Incentive Plan were replaced with preferred stock awards indexed to and settled in the preferred stock of the former 4Bionics subsidiaries Liminal, Detect, Inc. (f/k/a Homodeus Inc.), and identifeye HEALTH Inc. (f/k/a Tesseract Health, Inc.). The preferred stock awards are subject to service vesting conditions only. No incremental value was provided to participants as a result of the modification of the awards as the modification date fair value of the incentive unit awards was equal to modification date fair value of the stock underlying the restricted stock awards. Moreover, the remaining vesting period before and after modification was unchanged. No incremental compensation expense was recognized as a result of the modification.

Prior to the dissolution of 4Bionics, a portion of total 4Bionics stock-based compensation expense was allocated to Liminal based on the level of service provided by the relevant employees and nonemployees to Liminal over the term of the award. Subsequent to the dissolution of 4Bionics, the Company recognizes the stock-based compensation expense related to the replacement preferred stock awards and no allocation methodology is required. In connection with the Business Combination, all replacement preferred stock awards were accelerated to fully vest. The Company recognized stock-based compensation expense of $578 related to the incentive unit awards and replacement preferred stock awards during the years ended December 31, 2021.

Restricted Stock Units

The following table summarizes the changes in the Company’s outstanding restricted stock units (“RSUs”) for the year ended December 31, 2022:


	Number of RSUs
Outstanding at January 1, 2021		—
Granted		117,516
Released		—
Forfeited		—
Outstanding at December 31, 2021		117,516
Granted		2,493,335
Released		(319,557	)
Forfeited		(694,514	)
Expired		(11,421	)
Outstanding at December 31, 2022		1,585,359

During the year ended December 31, 2022, the Company granted 2,493,335 RSUs to employees of the Company. The RSUs vest over a four year period, contingent on the ongoing service of the employees. The grant date fair value of the RSUs was measured using the fair value of the underlying Class A common stock, which had a prices ranging from $0.78 to $3.85 per share on the grant date. The total grant date fair value of $8,316 will be recognized evenly over the four year period as the service condition is satisfied.

The Company recognized $4,243 and $9 of share‑based compensation expense, related to RSUs during the years ended December 31, 2022 and 2021. The weighted average grant date fair value per share of RSUs granted was $3.34 and $9.19 for the years ended December 31, 2022 and 2021, respectively. The aggregate fair market value of RSUs that vested during the year ended December 31, 2022 was $491.

On June 27, 2022, David Scott delivered his resignation as the Company’s President, Chief Executive Officer and member of the Board of Directors, effective as July 29, 2022. Pursuant to the terms of the Restricted Stock Unit Award Grant Notice and Agreement dated April 26, 2022 with Mr. Scott under the Hyperfine Plan, the 649,350 RSUs awarded on April 26, 2022, which were fully vested upon grant and the stock-based compensation expense for these fully vested awards were recognized immediately upon grant and will continue to remain outstanding until paid in accordance with the schedule set forth in the grant notice. In addition, 150,000 unvested RSUs and 3,124,252 unvested options held by Mr. Scott ceased to vest as of the resignation date of July 29, 2022 and were immediately forfeited. The previously recognized stock-based compensation expense of $4,501 related to these awards was recaptured in accordance with ASC 718 as a credit to general and administrative expense.

In December 2021, immediately following the Business Combination, the Company granted 117,516 restricted stock units (“RSUs”) to members of the Company’s Board of Directors. The RSUs vest over a three year period, contingent on the ongoing service of the Directors. The grant date fair value of the RSUs was measured using the fair value of the underlying Class A common stock, which was $9.19 per share on the grant date. The total grant date fair value of $1,080 will be recognized evenly over the three year period as the service condition is satisfied.

Earn-Out Shares

During the year ended December 31, 2022, no earnout shares were granted. During the year ended December 31, 2021, subject to the achievement of certain milestones, certain employees are entitled to a total of 933,933 Earn-Out Shares. These Earn-Out Shares fall within the scope of ASC 718, pursuant to which such Earn-Out Shares are equity classified and their grant date fair value will be recognized as compensation expense over the vesting period.

During the years ended December 31, 2022 and 2021, the Company recorded $2,926 and $288, respectively, of share‑based compensation expense related to Earn-Out Shares.

Earn-out valuation inputs

The Company utilized a Monte Carlo Simulation pricing model for determining the estimated fair value for Earn-Out Shares. The fair value is based on the simulated price of the Company over the maturity date of the Earn-Out Shares. The key assumptions used in the valuation were as follows:


	2021
Stock Price	10.92
Risk Free interest rate		0.96	%
Expected dividend yield		0.0	%
Term (years)	3
Expected volatility		54.5	%

Risk free interest rate

The risk free interest rate for periods within the expected term of the awards is based on the U.S. Treasury yield curve in effect at the time of the grant.

Expected dividend yield

The Company has never declared or paid any cash dividends and does not expect to pay any cash dividends in the foreseeable future.

Expected term

For Earn-Out Shares, the expected term is determined to be three years from the Closing as this is the period over which the market price milestone may be achieved. As there is no dependent vesting period, the shares are exercisable at the point that the market condition is reached.

Expected volatility

As Legacy Hyperfine was privately held from inception through the Closing, there was no specific historical or implied volatility information available.

Accordingly, the Company estimates the expected volatility on the historical stock volatility of a group of similar companies that are publicly traded over a period equivalent to the expected term of the earn-out awards. A point estimate of expected annual equity volatility of 55% for December 31, 2021 was selected in the guideline companies’ historical range.

Stock-Based Compensation Expense

The Company’s stock-based compensation expense for the periods presented was as follows:


	2022		2021
Cost of sales		115		24
Research and development		2,141		1,327
General and administrative		8,064		5,482
Sales and marketing		332		68
Total stock-based compensation expense	$	10,652	$	6,901

Total unrecognized stock-based compensation expense as of December 31, 2022 was $10,074 which will be recognized over the remaining vesting period of 2.84 years.

NET LOSS PER SHARE

12 Months Ended

Dec. 31, 2022

Earnings Per Share [Abstract]

NET LOSS PER SHARE

11. NET LOSS PER SHARE

Basic net loss per share is computed by dividing the net loss by the weighted-average number of shares of common stock of the Company outstanding during the period. Diluted net loss per share is computed by giving effect to all common equivalent shares of the Company, including convertible preferred stock, outstanding stock options, RSUs and Earn-Out Shares, to the extent dilutive. Basic and diluted net loss per share was the same for each period presented as the inclusion of all common equivalent shares of the Company outstanding would have been anti-dilutive.

The following table presents the calculation of basic and diluted net loss per share for the Company’s common stock:


	2022			2021
Numerator:
Net Loss	$	(73,164	)	$	(64,851	)
Numerator for Basic and Dilutive net loss per share – Loss available to common stockholders	$	(73,164	)	$	(64,851	)
Denominator:
Common Stock		70,449,191			3,690,523
Denominator for Basic and Dilutive net loss per share - Weighted-average common stock		70,449,191			3,690,523
Basic and dilutive net loss per share	$	(1.04	)	$	(17.57	)

Since the Company was in a net loss position for all periods presented, the basic loss per share calculation excludes preferred stock as it does not participate in net losses of the Company. Additionally, net loss per share attributable to Class A and Class B common stockholders was the same on a basic and diluted basis, as the inclusion of all common equivalent shares outstanding would have been anti-dilutive. Anti-dilutive common equivalent shares were as follows:


	2022		2021
Outstanding options to purchase common stock		10,719,564		7,522,136
Outstanding RSUs		1,585,359		117,516
Earn-Out Shares (1)		9,421,444		10,000,000
Total anti-dilutive common equivalent shares		21,726,367		17,639,652

_________________________

(1) The Company will issue to holders of Legacy Hyperfine and Liminal securities as of immediately prior to the effective time of the Mergers, in accordance with their pro rata share, up to 10,000,000 shares of Class A common stock as earn-out consideration (the “Earn-Out Shares”) net of forfeitures, if at any time during the period between the Closing Date of December 22, 2021 and the third anniversary of the Closing Date (the “Earn-Out Period”), (i) the last reported sale price of the Class A common stock is greater than or equal to $15.00 for any 20 trading days within any 30 consecutive trading day period, or (ii) there is a transaction that will result in shares of Class A common stock being converted or exchanged into the right to receive cash or other consideration having a value greater than or equal to $15.00. During the Earn-Out Period, if there is a transaction (other than for stock splits, stock dividends, special cash dividends, reorganizations, recapitalizations or similar transactions affecting the Class A common stock) that will result in the shares of Class A common stock being converted or exchanged into the right to receive cash or other consideration having a value less than $15.00, then the right to receive Earn-Out Shares will terminate.

INCOME TAXES

12 Months Ended

Dec. 31, 2022

Income Tax Disclosure [Abstract]

INCOME TAXES

12. INCOME TAXES

Significant components of the Company's deferred tax assets (liabilities) are as follows:


	As of December 31,
	2022			2021
Gross deferred tax assets (liabilities):
Net operating loss carryforwards	$	39,033		$	29,300
Tax credit carryforwards		5,478			3,429
Fixed assets		(117	)		(117	)
Stock-based compensation		2,621			1,634
Capitalized R&D		5,463			—
Deferred revenue		817			949
Accrued bonuses		—			857
Other		70			84
Total deferred tax assets		53,365			36,136
Valuation allowance		(53,365	)		(36,136	)
Net deferred tax assets (liabilities)	$	—		$	—

The Company had no income tax expense due to federal and state net operating losses incurred for the years ended December 31, 2022 and 2021. The Company has also not recorded any income tax benefits for its federal and state net operating losses incurred in each period due to uncertainty of realizing the benefit from those items. All of the Company’s losses before income taxes were generated in the United States. The effective tax rate for the Company for the years ended December 31, 2022 and 2021 was zero percent. A reconciliation of the income tax expense at the federal statutory tax rate to the Company’s effective income tax rate follows:


	As of December 31,
	2022			2021
Statutory tax rate		21.0	%		21.0	%
State taxes, net of federal benefit		2.1	%		4.0	%
Federal research and development credit		2.5	%		1.5	%
Stock-based compensation		(1.5	)%		(0.1	)%
Deferred tax adjustment resulting from tax rate change		(0.4	)%		2.2	%
Other		(0.1	)%		(0.5	)%
Valuation allowance		(23.5	)%		(28.1	)%
Effective tax rate		0.0	%		0.0	%

The Company’s effective tax rate for December 31, 2022 and 2021 differs from the federal statutory tax rate of 21% mainly due to the effect of deferred state income tax benefits resulting from state net operating loss carryforwards, the tax benefits related to federal and state research and development tax credits, and the effects of nondeductible stock based compensation. The net effect of these items is fully offset by the increase in the Company’s valuation allowance from the prior year.

The Company has established a full valuation allowance against its net deferred tax assets due to the uncertainty of the Company’s ability to generate sufficient taxable income to realize the deferred tax assets, and therefore has not recognized any benefits from the net operating losses, tax credits and other deferred tax assets. The Company’s valuation allowance increased $18,135 and $18,348 for the years ended December 31, 2022 and 2021, respectively.

As of December 31, 2022, the Company had the following tax net operating loss carryforwards available to reduce future federal and state taxable income, and tax credit carryforwards available to offset future federal and state income taxes:


	Hyperfine
	Amount		Begin to Expire in
Hyperfine tax net operating loss carryforwards:
Federal (pre-2018 NOLs)	$	12,084	2034
Federal (post-2017 NOLs)		132,748	No Expiration
States		84,977	2031
Tax credit carryforwards:
Federal research and development		3,877	2034
Connecticut research and development		1,015	No Expiration
Connecticut others		21	5 Year Carryforward
Federal others		135	5 Year Carryforward


	Liminal
	Amount		Begin to Expire in
Liminal tax net operating loss carryforwards:
Federal (pre-2018 NOLs)	$	—
Federal (post-2017 NOLs)		13,446	No Expiration
States		13,443	2038
Tax credit carryforwards:
Federal research and development		717	2038
Connecticut research and development		81	No Expiration
Federal and state other		3	2025

Under Internal Revenue Code Section 382, if a corporation undergoes an “ownership change,” the corporation’s ability to use its pre-change net operating loss and tax credit carryforwards to offset its post-change income and tax liabilities may be limited. Generally, an ownership change occurs when certain shareholders increase their aggregated ownership by more than 50 percentage points over their lowest ownership percentage in a testing period (typically three years). The Company performed a Section 382 analysis in 2021 for Legacy Hyperfine to determine whether an

ownership change had occurred. Based on this analysis, Legacy Hyperfine experienced two consecutive ownership changes, one on January 17, 2017, and one on May 16, 2017. As a result, Legacy Hyperfine’s net operating loss and tax credit carryforwards as of December 31, 2020 are subject to a Section 382 limitation. The January 17, 2017 ownership change resulted in an annual limitation of $865 and the May 16, 2017 ownership change resulted in an annual limitation of $3,008. The first (earlier) limitation will limit the deduction of pre-change losses and credits arising before the first ownership change. The second (later) ownership change creates another limit to deduction of those pre-change losses and credits. However, the second ownership change does not allow for a “step-up” of the first limitation and therefore the pre-January 17, 2017 losses and credits are still subject to the first limitation amount. Due to these limitations, the Company estimates that $3,125 and $249 of the federal net operating loss and research and development credit carryforwards, respectively, will expire before utilization. Accordingly, Legacy Hyperfine’s gross deferred tax assets and corresponding valuation allowance have been adjusted to reflect the estimated expirations. In addition, as a result of the Business Combination and any other equity issuances since the last ownership change, the Company may have experienced additional ownership changes as of December 31, 2022. As of December 31, 2022, the Company has not completed an additional Section 382 analysis to determine whether any successive ownership changes have occurred.

The Company has adopted the accounting guidance within ASC Topic 740 on uncertainties in income taxes. ASC Topic 740 prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return.

As of December 31, 2022 and 2021, the Company did not have any unrecognized tax benefits. To the extent penalties and interest would be assessed on any underpayment of income tax, the Company’s policy is that such amounts would be accrued and classified as a component of income tax expense in the combined and consolidated financial statements. To date, the Company has not recorded any such interest or penalties.

The Company files income tax returns in the U.S. federal and various state jurisdictions. As a result of the Company’s net operating loss carryforwards, the Company’s federal and state statutes of limitations generally remain open for all tax years until its net operating loss and tax credit carryforwards are utilized or expire prior to utilization. The Company does not currently have any federal or state income tax examinations in progress.

Additionally, as a result of legislation in the state of Connecticut, companies have the opportunity to exchange certain research and development tax credit carryforwards for a cash payment of 65% of the research and development tax credit. The research and development expenses that qualify for Connecticut credits are limited to those costs incurred within Connecticut. The Company has elected to participate in the exchange program and, as a result, has recognized net benefits of $468 and $103 for the years ended December 31, 2022 and 2021, respectively, which is included in research and development expenses in the accompanying statements of operations and comprehensive loss. As of December 31, 2022 and 2021, the Company has recorded $525 and $196 of the research and development tax credit receivables in Prepaid expenses and other current assets on the Company’s combined and consolidated balance sheets, respectively.

- 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.

+ References

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

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

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

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

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

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

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

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

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

+ Details

RELATED PARTY TRANSACTIONS

12 Months Ended

Dec. 31, 2022

RELATED PARTY TRANSACTIONS

13. RELATED PARTY TRANSACTIONS

The Company utilizes and subleases office and lab space in Connecticut which is being leased from an unrelated landlord by 4Catalyzer Corporation, (“4C”), which is owned by a related party. The Company pays rent to 4C on a month-to-month basis, and no lease agreement was entered into between the parties until June 2021. A total of approximately $314 and $149 was paid during 2022 and 2021, respectively.

Prior to 4Bionics executing a plan of liquidation and dissolution on April 2, 2021, certain expenses incurred at 4Bionics were allocated to its subsidiaries, including Liminal. Expenses that broadly benefited 4Bionics and its subsidiaries were allocated evenly amongst its three subsidiaries. Expenses that were incurred on behalf of the employees of each company were allocated based on each subsidiary’s relative headcount. Total proceeds allocated to Liminal upon liquidation and dissolution in 2021 were $101. The method used to allocate common expenses of 4Bionics to Liminal is reasonable.

In January 2018, the Company entered into a Promissory Note (the “Note”) with one of its employees (the “Borrower”) in the amount of $90. The Note bore interest at a rate equal to 1.68% per annum. In accordance with the terms of the Note, since the Borrower remained employed with the Company on the maturity date of January 11, 2022, $90 of the then outstanding principal amount and all interest accrued to that date was forgiven and the Borrower is no longer required to repay the amount..

The Company also made payments to 4C to prefund the acquisition of capital assets and these amounts are included in Other assets — related party on the combined and consolidated balance sheets. There were no prepaid advances as of December 31, 2022 and 2021. During 2021, the Company wrote off $983 of such prepaid advances considered to be unrecoverable.

The Company was a party to an Amended and Restated Technology Services Agreement (the “ARTSA”), most recently amended on November 11, 2020, by and among 4C, the Company and other participant companies controlled by the Rothberg family. Under the ARTSA, the Company and the other participant companies agreed to share certain non-core technologies, which means any technologies, information or equipment owned or otherwise controlled by the participant company that are not specifically related to the core business area of the participant and subject to certain restrictions on use. The ARTSA also provided for 4C to perform certain services for the Company and each other participant company such as monthly administrative, management and technical consulting services to the Company which are pre-funded approximately once a quarter. The Company incurred expenses from 4C of $33 and $4,055 during the years ended December 31, 2022 and 2021, respectively. As of December 31, 2022 there was $48 due from 4C and as of December 31, 2021 there was $1,872 due to 4C for expenses paid on their behalf. These receivables and payables are included in Due from related parties and Due to related parties, respectively, on the combined and consolidated balance sheets. On July 7, 2021, Legacy Hyperfine, Liminal and 4C entered into First Addendums to the ARTSA, pursuant to which Legacy Hyperfine and Liminal each terminated its participation under the ARTSA immediately prior to the Closing. Legacy Hyperfine and Liminal each entered into a Master Services Agreement (the “Master Services Agreements”) with 4C effective as of July 7, 2021 pursuant to which Legacy Hyperfine and Liminal may engage 4C to provide services such as general administration, facilities, information technology, financing, legal, human resources and other services, through future statements of work and under terms and conditions to be determined by the parties with respect to any services to be provided.

The ARTSA also provided for the participant companies to provide other services to each other. The Company also has transactions with other entities under common ownership, which include payments made to third parties on behalf of the Company. The amounts remaining payable at December 31, 2022 and 2021 are $0 and $110, respectively, and are included in the Due to related parties on the combined and consolidated balance sheets. In addition, the Company has transactions with these other entities under common ownership which include payments made by the Company to third parties on behalf of the other entities and the amounts remaining receivable are in the aggregate $0 at December 31, 2022 and the amounts remaining receivable are in the aggregate $14 at December 31, 2021, and are reflected in the Due from related parties on the combined and consolidated balance sheets. All amounts are paid or received throughout the year within 30 days after the end of each month.

Legacy Hyperfine and Liminal entered into Technology and Services Exchange Agreements (each, a “TSEA” and collectively, the “TSEA”) with other participant companies controlled by the Rothbergs. A TSEA by and among Butterfly Network, Inc., AI Therapeutics, Inc., Quantum-Si Incorporated, 4Bionics, identifeye HEALTH Inc. (f/k/a Tesseract Health, Inc.), Detect, Inc. (f/k/a Homodeus Inc.), Legacy Hyperfine and Liminal was signed in November 2020; a TSEA by and among Quantum-Si Incorporated, AI Therapeutics, Inc., 4Bionics, identifeye HEALTH Inc., Detect, Inc., Legacy Hyperfine and Liminal was signed in February 2021 (and which Protein Evolution, Inc. joined in August 2021); and a TSEA by and among Legacy Hyperfine, Liminal, AI Therapeutics, Inc., identifeye HEALTH Inc. and Detect, Inc. was signed in July 2021 and is effective upon the Closing. Under the TSEA, Legacy Hyperfine, Liminal and other participant companies may, in their discretion, permit the use of non-core technologies, which include any technologies, information or equipment owned or otherwise controlled by the participant company that are not specifically related to the core business area of the participant, such as software, hardware, electronics, fabrication and supplier information, vendor lists and contractor lists, by other participant companies. As of December 31, 2022 and 2021, the Company had transactions with other participant companies and had expenses of $0 and $11, respectively, included in Accounts payable.

COMMITMENTS AND CONTINGENCIES

12 Months Ended

Dec. 31, 2022

Commitments and Contingencies Disclosure [Abstract]

COMMITMENTS AND CONTINGENCIES

14. COMMITMENTS AND CONTINGENCIES

Commitments

During 2020, the Company was awarded a $1,610 grant from the BMGF for the provision and equipping of 20 sites with the Hyperfine portable point-of-care MRI system to enable the performance of a multi-site study focused on optimizing diagnostic image quality (the “Project”). During 2021, the Company was awarded an additional $3,300 grant from the BMGF, of which $2,500 was received for the provision and equipping of five sites and other related deliverables, of which the remaining $800 was received in the second quarter of 2022. The funds are accounted for as restricted cash with an offset to deferred grant revenue. At December 31, 2022 and 2021, the Company has $771 and $2,662, respectively, in restricted cash and deferred grant funding on the combined and consolidated balance sheets. Any grant funds, plus any income, that have not been used for, or committed to, the project must be returned promptly to BMGF upon expiration of or termination of the agreement. Both of the grants are designed to support the deployment of a total of 25 Swoop® systems and other services to investigators, which commenced in the spring of 2021, and is expected to fund the program for approximately two years. At December 31, 2022, 20 Swoop® system units and 10 baby cradles were provisioned and delivered to BMGF and the majority of the milestones for service deliverables were also met. These grants are designed to provide data to validate the use of our Swoop® system in measuring the impact of maternal anemia, malnutrition, infection and birth related injury.

Contingencies

The Company does not have any outstanding or ongoing litigation and legal matters where, based on present information, including its assessment of the merits of the particular claims, the Company believes it is reasonably possible that any asserted or unasserted legal claims or proceedings, individually or in aggregate, will have a material adverse effect on its results of operations or financial condition. The ultimate outcome of any legal matter cannot be predicted with certainty.

The Company has indemnification obligations under some agreements that the Company enters into with other parties in the ordinary course of business, including business partners, investors, contractors, and the Company’s officers, directors and certain employees. The Company has agreed to indemnify and defend the indemnified party claims and related losses suffered or incurred by the indemnified party from actual or threatened third-party claim because of the Company’s activities or non-compliance with certain representations and warranties made by the Company. It is not possible to determine the maximum potential loss under these indemnification provisions due to the Company’s limited history of prior indemnification claims and the unique facts and circumstances involved in any particular case. To date, losses recorded in the combined and consolidated statements of operations and comprehensive loss in connection with the indemnification provisions have not been material.

The Company agreed to pay $1,000 to a third-party service provider upon the receipt by the Companies’ pre-closing equity holders of any Earn-Out Shares (see Note 3. Business Combination). The Company determined the probability of such payment to be not probable thus no liability was recognized.

RESTRUCTURING

12 Months Ended

Dec. 31, 2022

Restructuring and Related Activities [Abstract]

RESTRUCTURING

15. RESTRUCTURING

During the quarter ended December 31, 2022, the Company initiated and carried out certain restructuring actions in order to reduce costs and improve efficiency. As a result, the Company recognized $1,002 of costs primarily related to employee termination expenses and losses from fixed assets impairment. The Company recognized $80 in impairment related to the research and development asset as the Company abandoned further development efforts. On the

statement of operations, the associated restructuring costs were presented in operating expenses. On the combined and consolidated statement of cash flows, the amounts were presented in the captions in which such amounts would have been recorded absent the impairment charges. As of December 31, 2022, there was $832 of accrued liability related to employee termination expenses.

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)

12 Months Ended

Dec. 31, 2022

Accounting Policies [Abstract]

Basis of Presentation and Principles of Consolidation

COVID-19 Outbreak

Concentration of Credit Risk

The Company utilizes a single exclusive manufacturer for its Swoop® system. Additionally, the Company purchases raw materials from this manufacturer.

Segment Information

Use of Estimates

•

Allowance for doubtful accounts;

•

Net realizable value (the selling price as well as estimated costs of disposal and transportation) of inventory, and demand and future use of inventory;

•

Valuation allowances with respect to deferred tax assets; and

•

Assumptions underlying the fair value used in calculation of the stock-based compensation expense.

Cash and Cash Equivalents

Restricted Cash

Accounts Receivable

Inventories

Prepaid Expenses and Other Current Assets

Property and Equipment, Net

Useful lives of property and equipment are as follows:


Property and equipment	Estimated useful life
Laboratory equipment		5
Research devices		5
Sales and marketing devices		5
Computer equipment		5
Tooling		3
Trade show assets		3
Leased devices		5
Other	3-7

Other property and equipment include furniture and fixtures, software, vehicles, and machinery and equipment.

Impairment of Long-Lived Assets

Capitalized Software Development Costs

Revenue Recognition

The Company recognizes revenue in accordance with ASC Topic 606, “Revenue from Contracts with Customers.”

• Step 1: Identify Contracts with Customers: The Company executes signed contracts with its customers for the sale of hardware devices and subscription services.

Deferred Revenue

Warranties

Research and Development

Grant Funding

Cost of Sales

Patent Costs

General and Administrative

Sales and Marketing

Net Loss per Common Share

Convertible Preferred Stock

Stock-Based Compensation

The Company recognizes the effect of forfeiture in compensation costs based on actual forfeitures when they occur.

Earn-Out Shares

Research and Development Tax Credits

Income Taxes

Recent Accounting Pronouncements

Accounting pronouncements adopted

As part of the adoption of Topic 842, the Company made the following practical expedient elections:

•

We did not elect to use hindsight when considering judgments and estimates such as assessments of lessee options to extend or terminate a lease or purchase the underlying asset.

•

For all asset classes, we elected to not recognize a right-of-use asset and lease liability for short-term leases.

•

Accounting pronouncements issued but not yet adopted

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables)

12 Months Ended

Dec. 31, 2022

Accounting Policies [Abstract]

Schedule of estimated useful lives of property and equipment

Useful lives of property and equipment are as follows:


Property and equipment	Estimated useful life
Laboratory equipment		5
Research devices		5
Sales and marketing devices		5
Computer equipment		5
Tooling		3
Trade show assets		3
Leased devices		5
Other	3-7

REVENUE RECOGNITION (Tables)

12 Months Ended

Dec. 31, 2022

Revenue from Contract with Customer [Abstract]

Summary of Disaggregated Revenues

The following table summarizes the Company’s disaggregated revenues:


	Pattern of Recognition	2022		2021
Device	Point in time	$	5,246	$	715
Service	Over time		1,568		781
Total revenue		$	6,814	$	1,496

Information about Receivables and Deferred Revenue from Contracts with Customers

The following table provides information about receivables and deferred revenue from contracts with customers:


	2022		2021
Accounts receivable	$	2,103	$	553
Unbilled receivables - current		454		91
Unbilled receivables - non-current (1)		744		—
Deferred revenue		1,378		730
Long term deferred revenue		1,526		510

_________________________

(1) Recorded in other long term assets in the Company’s combined and consolidated balance sheets.

INVENTORIES (Tables)

12 Months Ended

Dec. 31, 2022

Inventory Disclosure [Abstract]

Summary of Inventories

A summary of inventories are as follows at December 31:


	2022		2021
Raw materials	$	2,241	$	2,355
Finished goods		2,381		1,955
Total inventories	$	4,622	$	4,310

PROPERTY AND EQUIPMENT, NET (Tables)

12 Months Ended

Dec. 31, 2022

Property, Plant and Equipment [Abstract]

Schedule of Property and Equipment, Net

Property and equipment, net, are recorded at historical cost and consist of the following at December 31:


	2022			2021
Laboratory equipment	$	923		$	989
Research devices		1,709			1,422
Sales and marketing devices		524			669
Computer equipment		623			575
Construction in progress		359			341
Tooling		372			302
Trade show assets		254			293
Leased devices		453			396
Other		353			176
		5,570			5,163
Less: Accumulated depreciation and amortization		(2,322	)		(1,410	)
Property and equipment, net	$	3,248		$	3,753

ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES (Tables)

12 Months Ended

Dec. 31, 2022

Payables and Accruals [Abstract]

Schedule Of Accrued Expenses and Other Current Liabilities

Accrued expenses and other current liabilities consist of the following at December 31:


	2022		2021
Bonus	$	2,674	$	3,421
Contracted services		1,127		2,711
SPAC bonus and other costs		—		1,071
Legal fees		261		452
Payroll and related benefits		1,876		441
Other		38		19
Total accrued expenses and other current liabilities	$	5,976	$	8,115

CONVERTIBLE PREFERRED STOCK (Tables)

12 Months Ended

Dec. 31, 2022

Temporary Equity Disclosure [Abstract]

Summary of Authorized, Issued and Outstanding Convertible Preferred Stock

The following table summarizes the authorized, issued and outstanding Convertible Preferred Stock of Legacy Hyperfine immediately prior to the Business Combination:


Class	Year of Class Issuance	Issuance Price per share		Shares Authorized		Shares Issued and Outstanding		Total Proceeds or Exchange Value		Issuance Costs		Net Carrying Value		Initial Liquidation Price per share
Series A	2014	$	0.04		25,000,000		25,000,000	$	1,000	$	2	$	998	$	0.80
Series B	2017		0.80		10,625,000		10,625,000		8,500		—		8,500		0.80
Series C	2017		1.88		31,586,210		31,586,210		59,382		234		59,148		1.88
Series D	2020-2021		2.15		62,577,618		41,970,981		90,237		136		90,101		2.15
					129,788,828		109,182,191	$	159,119	$	372	$	158,747

EQUITY INCENTIVE PLAN (Tables)

12 Months Ended

Dec. 31, 2022

Share-Based Payment Arrangement [Abstract]

Summary of Stock Option Activity

A summary of the stock option activity under the Hyperfine Plan is presented in the table below:


	Number of Options			Weighted Average Exercise Price		Weighted Average Remaining Contractual Term		Aggregate Intrinsic Value
Outstanding at January 1, 2021		1,903,479		$	0.87	7.07		$	2,073
Granted		6,771,237			3.37
Exercised		(565,533	)		2.65
Forfeited		(587,047	)		3.86
Outstanding at December 31, 2021		7,522,136		$	3.21		8.79	$	30,052
Granted		8,685,663			2.43
Exercised		(25,870	)		0.26
Forfeited / Expired		(5,462,365	)		3.03
Outstanding at December 31, 2022		10,719,564		$	1.34
Options exercisable at December 31, 2022		3,442,085		$	1.97		8.71	$	124
Vested and expected to vest at December 31, 2022		10,719,564		$	1.34		8.75	$	157

Assumptions Used to Value Option Grants to Employees and Nonemployees

The assumptions used to value option grants to employees and nonemployees for the years ended December 31, 2022 and 2021 were as follows:


	2022	2021
Risk Free interest rate	0.91% - 4.18%	0.95% - 1.13%
Expected dividend yield	0%	0%
Expected term (1)	0.51 years - 7.50 years	5.40 years - 6.17 years
Expected volatility	49% - 56%	70%

_________________________

(1) Expected term of 0.51 years related to certain employee award granted and forfeited within approximately six months.

Summary of Stock Options Granted

The stock options granted to the Company's employees and nonemployees for the periods presented were as follows:


	2022		2021
Stock options granted to employee		7,901,501		3,534,844
Stock options granted to nonemployee		784,162		3,236,393
Total stock options granted		8,685,663		6,771,237

Summary of Restricted Stock Unit Activity

The following table summarizes the changes in the Company’s outstanding restricted stock units (“RSUs”) for the year ended December 31, 2022:


	Number of RSUs
Outstanding at January 1, 2021		—
Granted		117,516
Released		—
Forfeited		—
Outstanding at December 31, 2021		117,516
Granted		2,493,335
Released		(319,557	)
Forfeited		(694,514	)
Expired		(11,421	)
Outstanding at December 31, 2022		1,585,359

Key Assumptions Used in Valuation for Earn-Out Shares

The key assumptions used in the valuation were as follows:


	2021
Stock Price	10.92
Risk Free interest rate		0.96	%
Expected dividend yield		0.0	%
Term (years)	3
Expected volatility		54.5	%

Summary of Stock-Based Compensation Expense

The Company’s stock-based compensation expense for the periods presented was as follows:


	2022		2021
Cost of sales		115		24
Research and development		2,141		1,327
General and administrative		8,064		5,482
Sales and marketing		332		68
Total stock-based compensation expense	$	10,652	$	6,901

NET LOSS PER SHARE (Tables)

12 Months Ended

Dec. 31, 2022

Earnings Per Share [Abstract]

Schedule of Basic and Diluted Net Loss Per Share

The following table presents the calculation of basic and diluted net loss per share for the Company’s common stock:


	2022			2021
Numerator:
Net Loss	$	(73,164	)	$	(64,851	)
Numerator for Basic and Dilutive net loss per share – Loss available to common stockholders	$	(73,164	)	$	(64,851	)
Denominator:
Common Stock		70,449,191			3,690,523
Denominator for Basic and Dilutive net loss per share - Weighted-average common stock		70,449,191			3,690,523
Basic and dilutive net loss per share	$	(1.04	)	$	(17.57	)

Schedule of Anti-dilutive Common Equivalent Shares

Anti-dilutive common equivalent shares were as follows:


	2022		2021
Outstanding options to purchase common stock		10,719,564		7,522,136
Outstanding RSUs		1,585,359		117,516
Earn-Out Shares (1)		9,421,444		10,000,000
Total anti-dilutive common equivalent shares		21,726,367		17,639,652

_________________________

INCOME TAXES (Tables)

12 Months Ended

Dec. 31, 2022

Income Tax Disclosure [Abstract]

Schedule of Deferred Tax Assets (Liabilities)

Significant components of the Company's deferred tax assets (liabilities) are as follows:


	As of December 31,
	2022			2021
Gross deferred tax assets (liabilities):
Net operating loss carryforwards	$	39,033		$	29,300
Tax credit carryforwards		5,478			3,429
Fixed assets		(117	)		(117	)
Stock-based compensation		2,621			1,634
Capitalized R&D		5,463			—
Deferred revenue		817			949
Accrued bonuses		—			857
Other		70			84
Total deferred tax assets		53,365			36,136
Valuation allowance		(53,365	)		(36,136	)
Net deferred tax assets (liabilities)	$	—		$	—

Schedule of Reconciliation of Anticipated Income Tax Expense Benefit Computed by Statutory Federal Income Tax Rate

A reconciliation of the income tax expense at the federal statutory tax rate to the Company’s effective income tax rate follows:


	As of December 31,
	2022			2021
Statutory tax rate		21.0	%		21.0	%
State taxes, net of federal benefit		2.1	%		4.0	%
Federal research and development credit		2.5	%		1.5	%
Stock-based compensation		(1.5	)%		(0.1	)%
Deferred tax adjustment resulting from tax rate change		(0.4	)%		2.2	%
Other		(0.1	)%		(0.5	)%
Valuation allowance		(23.5	)%		(28.1	)%
Effective tax rate		0.0	%		0.0	%

Schedule of Tax Net Operating Loss Carryforward and Tax Credit Carryforward


	Hyperfine
	Amount		Begin to Expire in
Hyperfine tax net operating loss carryforwards:
Federal (pre-2018 NOLs)	$	12,084	2034
Federal (post-2017 NOLs)		132,748	No Expiration
States		84,977	2031
Tax credit carryforwards:
Federal research and development		3,877	2034
Connecticut research and development		1,015	No Expiration
Connecticut others		21	5 Year Carryforward
Federal others		135	5 Year Carryforward


	Liminal
	Amount		Begin to Expire in
Liminal tax net operating loss carryforwards:
Federal (pre-2018 NOLs)	$	—
Federal (post-2017 NOLs)		13,446	No Expiration
States		13,443	2038
Tax credit carryforwards:
Federal research and development		717	2038
Connecticut research and development		81	No Expiration
Federal and state other		3	2025

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Additional Information (Details)	12 Months Ended
	Dec. 31, 2022 USD ($) Unit Segment Customer	Dec. 31, 2021 USD ($) Customer
Summary Of Significant Accounting Policies [Line Items]
Number of operating segments \| Segment	2
Number of reporting segment \| Unit	1
Revenue recognized	$ 593,000	$ 158,000
Allowance for doubtful accounts	180,000	32,000
Impairment of long-lived assets	$ 80,000	$ 0
Impairment, Intangible Asset, Finite-Lived, Statement of Income or Comprehensive Income [Extensible Enumeration]	Research and Development Expense	Research and Development Expense
Capitalized costs, amortization method	straight-line method
Capitalized costs, amortization period	3 years
Advertising expenses	$ 1,338,000	$ 2,459,000
Net loss	(73,164,000)	(64,851,000)
Cash and cash equivalents	117,472,000	188,498,000
Accumulated deficit	$ 209,484,000	136,320,000
Vesting period	4 years
Stock option grants, term	10 years
Open tax year	2017 2018 2019
Uncertain tax positions	$ 0	$ 0
Accounts Receivable \| Customer Concentration Risk
Summary Of Significant Accounting Policies [Line Items]
Number Of Customers \| Customer	2	3
Revenue \| Customer Concentration Risk
Summary Of Significant Accounting Policies [Line Items]
Number Of Customers \| Customer	1	1
Non-US
Summary Of Significant Accounting Policies [Line Items]
Revenue recognized	$ 2,538,000	$ 78,000
ASU 2016-02
Summary Of Significant Accounting Policies [Line Items]
Change in accounting principle, accounting standards update, adopted	true
Change in accounting principle, accounting standards update, adoption date	Jan. 01, 2022
Change in accounting principle, accounting standards update, immaterial effect	true
Software Development Costs
Summary Of Significant Accounting Policies [Line Items]
Capitalized internal-use software development costs	$ 0	$ 0

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Useful lives of property and equipment (Details)	12 Months Ended
	Dec. 31, 2022
Laboratory Equipment
Property Plant And Equipment [Line Items]
Estimated useful life	5 years
Research Devices
Property Plant And Equipment [Line Items]
Estimated useful life	5 years
Sales and Marketing Devices
Property Plant And Equipment [Line Items]
Estimated useful life	5 years
Computer Equipment
Property Plant And Equipment [Line Items]
Estimated useful life	5 years
Tooling
Property Plant And Equipment [Line Items]
Estimated useful life	3 years
Trade Show Assets
Property Plant And Equipment [Line Items]
Estimated useful life	3 years
Leased Devices
Property Plant And Equipment [Line Items]
Estimated useful life	5 years
Other \| Minimum
Property Plant And Equipment [Line Items]
Estimated useful life	3 years
Other \| Maximum
Property Plant And Equipment [Line Items]
Estimated useful life	7 years

BUSINESS COMBINATION - Additional Information (Details) $ / shares in Units, $ in Thousands				12 Months Ended
	Dec. 22, 2021 USD ($) shares	Dec. 21, 2021 $ / shares shares	Jul. 07, 2021 d $ / shares shares	Dec. 31, 2021 USD ($) shares	Dec. 31, 2022 $ / shares shares
Business Acquisition [Line Items]
Shares price \| $ / shares			$ 15.00
Percentage number of shares ceases to beneficially owned		20.00%
Prepaid directors and officers insurance policy in connection with closing of business combination \| $				$ 1,244
Payment of paycheck protection program loan \| $				113
Interest and payments to redeeming company shareholders \| $	$ 171,437
Net proceeds from equity infusion from the Business Combination \| $	141,471			$ 141,471
Payment of transaction costs \| $	$ 20,640
Dr. Rothberg
Business Acquisition [Line Items]
Percentage of common stock voting power	84.80%
HealthCor
Business Acquisition [Line Items]
Net proceeds from equity infusion from the Business Combination \| $	$ 207,448
Class A Common Stock
Business Acquisition [Line Items]
Business combination transaction threshold trading days \| d			20
Business combination transaction threshold consecutive trading days. \| d			30
Number of votes per share entitled to class of common stock \| $ / shares		$ 1
Common shares, shares outstanding	54,977,061			55,277,061	55,622,488
Common shares, shares issued				55,277,061	55,622,488
Common Stock issued to service provider in exchange for services	300,000
Class A Common Stock \| Immediately Prior To Effective Time
Business Acquisition [Line Items]
Common shares, shares issued	5,025,000
Class A Common Stock \| Sponsor
Business Acquisition [Line Items]
Common shares, shares issued	614,000
Class A Common Stock \| HealthCor
Business Acquisition [Line Items]
Common stock subject to redemption	17,142,244
Class A Common Stock \| Subscription Agreements
Business Acquisition [Line Items]
Shares price \| $ / shares		$ 10.00
Aggregate number of shares issued in transaction		12,610,000
Class B Common Stock
Business Acquisition [Line Items]
Number of votes per share entitled to class of common stock \| $ / shares		$ 20
Shares held by sponsor , irrevocably forfeited	150,000
Common shares, shares outstanding				15,055,288	15,055,288
Common shares, shares issued				15,055,288	15,055,288
Conversion of stock, shares issued	5,025,000
Class B Common Stock \| Dr. Rothberg
Business Acquisition [Line Items]
Common shares, shares outstanding	15,055,288
Class B Common Stock \| Immediately Prior To Effective Time
Business Acquisition [Line Items]
Common shares, shares issued	5,175,000
Class B Ordinary Shares
Business Acquisition [Line Items]
Shares held by sponsor , irrevocably forfeited	150,000
Conversion of stock, shares issued	5,175,000
Class A Ordinary Shares
Business Acquisition [Line Items]
Common shares, shares issued	3,557,756
Series A-1 preferred stock
Business Acquisition [Line Items]
Shares price \| $ / shares					$ 0.1287
Legacy Hyperfine
Business Acquisition [Line Items]
Stock split, conversion ratio			0.3275
Legacy Hyperfine \| Class A Common Stock
Business Acquisition [Line Items]
Common shares, shares issued	29,711,224
Legacy Hyperfine \| Series A-1 preferred stock
Business Acquisition [Line Items]
Common shares, shares issued	3,459,081
Liminal
Business Acquisition [Line Items]
Stock split, conversion ratio			0.1796
Business combination, shares issued as earn out consideration			10,000,000
PIPE Investors
Business Acquisition [Line Items]
Net proceeds from equity infusion from the Business Combination \| $	$ 126,100
PIPE Investors \| Class A Common Stock
Business Acquisition [Line Items]
Common shares, shares issued	12,610,000

REVENUE RECOGNITION - Summary of Disaggregated Revenues (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Disaggregation Of Revenue [Line Items]
Total revenue	$ 6,814	$ 1,496
Device
Disaggregation Of Revenue [Line Items]
Total revenue	5,246	715
Device \| Point In Time
Disaggregation Of Revenue [Line Items]
Total revenue	5,246	715
Service
Disaggregation Of Revenue [Line Items]
Total revenue	1,568	781
Service \| Over Time
Disaggregation Of Revenue [Line Items]
Total revenue	$ 1,568	$ 781

- Definition

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

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

REVENUE RECOGNITION - Information about Receivables and Deferred Revenue from Contracts with Customers (Details) - USD ($)
$ in Thousands

Dec. 31, 2022

Dec. 31, 2021

Revenue from Contract with Customer [Abstract]

Accounts receivable

$ 2,103

$ 553

Unbilled receivables - current

454

Unbilled receivables - non-current

^[1]

744

Deferred revenue

1,378

730

Long term deferred revenue

$ 1,526

$ 510

[1]	Recorded in other long term assets in the Company’s combined and consolidated balance sheets.

REVENUE RECOGNITION - Additional Information (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Disaggregation Of Revenue [Line Items]
Payment terms range, minimum	30 days
Payment terms range, maximum	1 year
Revenue recognized that was included in the deferred revenue balance at the beginning of the period	$ 593	$ 158
Capitalized contract cost	247	158
Amortization of capitalized contract cost	331	29
Remaining performance obligation	$ 8,663	$ 2,800

REVENUE RECOGNITION - Additional Information (Details1)	Dec. 31, 2022
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2023-01-01
Disaggregation Of Revenue [Line Items]
Remaining performance obligation expected to be recognized, percentage	62.00%
Remaining performance obligation expected to be recognized, duration	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2024-01-01
Disaggregation Of Revenue [Line Items]
Remaining performance obligation expected to be recognized, percentage	38.00%
Remaining performance obligation expected to be recognized, duration

FAIR VALUE OF FINANCIAL INSTRUMENTS - Additional Information (Details) - USD ($)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Fair value assets transfer between levels amount	$ 0	$ 0
Level 1 \| Money Market Funds and Demand Deposit Accounts
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Cash and cash equivalents	$ 93,502,000	$ 48,625,000

INVENTORIES - Summary of Inventories (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Inventory Disclosure [Abstract]
Raw materials	$ 2,241	$ 2,355
Finished goods	2,381	1,955
Total inventories	$ 4,622	$ 4,310

PROPERTY AND EQUIPMENT, NET - Schedule of Property and equipment, net (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Property Plant And Equipment [Line Items]
Property and equipment, gross	$ 5,570	$ 5,163
Less: Accumulated depreciation and amortization	(2,322)	(1,410)
Property and equipment, net	3,248	3,753
Laboratory Equipment
Property Plant And Equipment [Line Items]
Property and equipment, gross	923	989
Research Devices
Property Plant And Equipment [Line Items]
Property and equipment, gross	1,709	1,422
Sales and Marketing Devices
Property Plant And Equipment [Line Items]
Property and equipment, gross	524	669
Computer Equipment
Property Plant And Equipment [Line Items]
Property and equipment, gross	623	575
Construction In Progress
Property Plant And Equipment [Line Items]
Property and equipment, gross	359	341
Tooling
Property Plant And Equipment [Line Items]
Property and equipment, gross	372	302
Trade Show Assets
Property Plant And Equipment [Line Items]
Property and equipment, gross	254	293
Leased Devices
Property Plant And Equipment [Line Items]
Property and equipment, gross	453	396
Other
Property Plant And Equipment [Line Items]
Property and equipment, gross	$ 353	$ 176

PROPERTY AND EQUIPMENT, NET - Additional Information (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Property, Plant and Equipment [Abstract]
Depreciation expense	$ 1,015	$ 726

ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES - Schedule of Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Payables and Accruals [Abstract]
Bonus	$ 2,674	$ 3,421
Contracted services	1,127	2,711
SPAC bonus and other costs		1,071
Legal fees	261	452
Payroll and related benefits	1,876	441
Other	38	19
Total accrued expenses and other current liabilities	$ 5,976	$ 8,115

CONVERTIBLE PREFERRED STOCK - Additional Information (Details)		12 Months Ended
	Apr. 01, 2021	Dec. 31, 2022 USD ($) Vote $ / shares shares	Dec. 31, 2021 USD ($) shares	Jul. 07, 2021 $ / shares	Jul. 06, 2021 shares
Temporary Equity [Line Items]
Liquidation rights, description		In the event of any liquidation, dissolution or winding up of Legacy Hyperfine, whether voluntary or involuntary or a deemed liquidation event (which includes a merger, the sale of all of Legacy Hyperfine’s assets, or a transaction which the holders of capital stock of Legacy Hyperfine hold less than 50% of the voting securities) (each a “Liquidation Event”), the holders of the Convertible Preferred Stock are entitled to be paid out of the assets of Legacy Hyperfine available for distribution to stockholders, pari passu, at a liquidation price per share equal to the greater of: (1) the applicable original issue price of such Convertible Preferred Stock, plus any declared and unpaid dividends or (2) an amount that would have been payable had all the shares of the Convertible Preferred Stock been converted into Legacy Hyperfine common stock. These payments will be made to or set aside prior to the holders of shares of any other class or series of capital stock that is not, by its terms, senior to the Convertible Preferred Stock.
Convertible preferred stock, shares outstanding					109,182,191
Original issuance price \| $ / shares				$ 15.00
Dividend Declared
Temporary Equity [Line Items]
Dividends Payable \| $		$ 0	$ 0
Legacy Hyperfine
Temporary Equity [Line Items]
Aggregate gross proceeds of common stock \| $		$ 80,000,000
Convertible Preferred Stock
Temporary Equity [Line Items]
Convertible preferred stock dividend rate		8.00%	8.00%
Exchange ratio		0.3275
Convertible preferred stock, shares outstanding		0	0
Liminal Convertible Preferred Stock
Temporary Equity [Line Items]
Convertible preferred stock dividend rate		8.00%
Liquidation rights, description		In the event of any liquidation, dissolution or winding up of Liminal, whether voluntary or involuntary or a deemed liquidation event (which includes a merger, the sale of all of Liminal’s assets, or a transaction which the holders of capital stock of Liminal hold less than 50% of the voting securities) (each a “Liquidation Event”), the holders of the Convertible Preferred Stock are entitled to be paid out of the assets of Liminal available for distribution to stockholders, pari passu, at a liquidation price per share equal to the greater of: (1) the applicable original issuance price of $.1287 per share for Series A-1 and Series A-2 Convertible Preferred Stock, plus any declared and unpaid dividends or (2) an amount that would have been payable had all the shares of the Convertible Preferred Stock been converted into Liminal common stock. These payments will be made to or set aside prior to the holders of shares of any other class or series of capital stock that is not, by its terms, senior to the Convertible Preferred Stock.
Exchange ratio		0.1796
Convertible preferred stock, shares outstanding		0
Convertible preferred stock, conversion basis	On April 1, 2021 Liminal effected a recapitalization whereby each share of Liminal common stock outstanding was exchanged for shares of Liminal Series A-1 preferred stock and Liminal Series A-2 preferred stock. The value ascribed to the preferred stock is equivalent to the total amount of historical equity investments contributed by the common shareholder.
Aggregate gross proceeds of common stock \| $		$ 80,000,000
Liminal Convertible Preferred Stock \| Dividend Declared
Temporary Equity [Line Items]
Dividends Payable \| $		$ 0
Series A Convertible Preferred Stock
Temporary Equity [Line Items]
Number of votes per share \| Vote		10
Convertible preferred stock, shares outstanding					25,000,000
Convertible preferred stock, conversion basis		Each share of Series A Convertible Preferred Stock is convertible, at the option of the holder, at any time after the date of issuance of such share, into shares of Legacy Hyperfine Special-voting common stock on a 1 to 1 conversion rate subject to customary anti-dilution adjustments and upon the issuance of additional shares of common stock for no consideration or consideration less than the conversion price of the Series A Convertible Preferred Stock.
Series B Convertible Preferred Stock
Temporary Equity [Line Items]
Number of votes per share \| Vote		1
Convertible preferred stock, shares outstanding					10,625,000
Series C Convertible Preferred Stock
Temporary Equity [Line Items]
Number of votes per share \| Vote		1
Convertible preferred stock, shares outstanding					31,586,210
Series D Convertible Preferred Stock
Temporary Equity [Line Items]
Number of votes per share \| Vote		1
Convertible preferred stock, shares outstanding					41,970,981
Series B, C and D Convertible Preferred Stock
Temporary Equity [Line Items]
Convertible preferred stock, conversion basis		Each share of Series B Convertible Preferred Stock, Series C Convertible Preferred Stock and Series D Convertible Preferred Stock shall be convertible, at the option of the holder, at any time after the date of issuance into shares of Legacy Hyperfine common stock on a 1 to 1 conversion rate subject to customary anti-dilution adjustments and upon the issuance of additional shares of common stock for no consideration or consideration less than the conversion price of the respective series of Convertible Preferred Stock, which is equal to the original issuance price for each series of Convertible Preferred Stock.
Series A-1 Convertible Preferred Stock
Temporary Equity [Line Items]
Number of votes per share \| Vote		10
Convertible preferred stock, conversion basis		Each share of Series A-1 Convertible Preferred Stock is convertible, at the option of the holder, at any time after the date of issuance of such share, into shares of Liminal Special-voting common stock on a 1 to 1 conversion rate subject to customary anti-dilution adjustments and upon the issuance of additional shares of Liminal common stock for no consideration or consideration less than the conversion price of the Series A Convertible Preferred Stock.
Original issuance price \| $ / shares		$ 0.1287
Series A-2 Convertible Preferred Stock
Temporary Equity [Line Items]
Number of votes per share \| Vote		1
Convertible preferred stock, conversion basis		Each share of Series A-2 Convertible Preferred Stock shall be convertible, at the option of the holder, at any time after the date of issuance into shares of Liminal common stock on a 1 to 1 conversion rate subject to customary anti-dilution adjustments and upon the issuance of additional shares of common stock for no consideration or consideration less than the conversion price of the respective series of Convertible Preferred Stock, which is equal to the original issuance price for each series of Convertible Preferred Stock.
Original issuance price \| $ / shares		$ 0.1287

CONVERTIBLE PREFERRED STOCK - Summary of Authorized, Issued and Outstanding Convertible Preferred Stock (Details) $ / shares in Units, $ in Thousands	Jul. 06, 2021 USD ($) $ / shares shares
Temporary Equity [Line Items]
Shares Authorized	129,788,828
Shares Issued	109,182,191
Shares Outstanding	109,182,191
Total Proceeds or Exchange Value \| $	$ 159,119
Issuance Costs \| $	372
Net Carrying Value \| $	$ 158,747
Series A
Temporary Equity [Line Items]
Year of Class Issuance	2014
Issuance Price per share \| $ / shares	$ 0.04
Shares Authorized	25,000,000
Shares Issued	25,000,000
Shares Outstanding	25,000,000
Total Proceeds or Exchange Value \| $	$ 1,000
Issuance Costs \| $	2
Net Carrying Value \| $	$ 998
Initial Liquidation Price per share \| $ / shares	$ 0.80
Series B
Temporary Equity [Line Items]
Year of Class Issuance	2017
Issuance Price per share \| $ / shares	$ 0.80
Shares Authorized	10,625,000
Shares Issued	10,625,000
Shares Outstanding	10,625,000
Total Proceeds or Exchange Value \| $	$ 8,500
Net Carrying Value \| $	$ 8,500
Initial Liquidation Price per share \| $ / shares	$ 0.80
Series C
Temporary Equity [Line Items]
Year of Class Issuance	2017
Issuance Price per share \| $ / shares	$ 1.88
Shares Authorized	31,586,210
Shares Issued	31,586,210
Shares Outstanding	31,586,210
Total Proceeds or Exchange Value \| $	$ 59,382
Issuance Costs \| $	234
Net Carrying Value \| $	$ 59,148
Initial Liquidation Price per share \| $ / shares	$ 1.88
Series D
Temporary Equity [Line Items]
Issuance Price per share \| $ / shares	$ 2.15
Shares Authorized	62,577,618
Shares Issued	41,970,981
Shares Outstanding	41,970,981
Total Proceeds or Exchange Value \| $	$ 90,237
Issuance Costs \| $	136
Net Carrying Value \| $	$ 90,101
Initial Liquidation Price per share \| $ / shares	$ 2.15
Series D \| Minimum
Temporary Equity [Line Items]
Year of Class Issuance	2020
Series D \| Maximum
Temporary Equity [Line Items]
Year of Class Issuance	2021

STOCKHOLDERS' EQUITY (DEFICIT) - Additional Information (Details) - $ / shares	Dec. 31, 2022	Dec. 31, 2021	Dec. 22, 2021
Class A Common Stock
Class Of Stock [Line Items]
Common shares, shares authorized	600,000,000	600,000,000
Common shares, par value, (per share)	$ 0.0001	$ 0.0001
Common shares, shares outstanding	55,622,488	55,277,061	54,977,061
Class B Common Stock
Class Of Stock [Line Items]
Common shares, shares authorized	27,000,000	27,000,000
Common shares, par value, (per share)	$ 0.0001	$ 0.0001
Common shares, shares outstanding	15,055,288	15,055,288

EQUITY INCENTIVE PLAN - Additional Information (Details)

1 Months Ended

3 Months Ended

12 Months Ended

Sep. 26, 2022

$ / shares

Jun. 27, 2022

USD ($)

Apr. 26, 2022

Installment

Dec. 31, 2021

USD ($)

Option

$ / shares

Dec. 31, 2022

USD ($)

Option

Dec. 31, 2022

USD ($)

Option

$ / shares

Dec. 31, 2021

USD ($)

Option

$ / shares

Jul. 29, 2022

Dec. 31, 2020

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Option repricing approved date

Aug. 24, 2022

Option repricing effected date

Oct. 31, 2022

$ 0

Vesting period

4 years

Stock-based compensation expense incremental fair of the modified awards | $

$ 143,000

Stock-based compensation expense | $

$ 10,652,000

6,901,000

Stock-based compensation expense | $

$ 4,501,000

10,652,000

6,901,000

Cash proceeds from exercise of stock options | $

7,000

$ 1,497,000

Incremental value as a result of the modification of the awards | $

Incremental compensation expense recognized as a result of the modification | $

Total unrecognized stock-based compensation expense | $

$ 10,074,000

Remaining vesting period

2 years 10 months 2 days

Number of vesting installments | Installment

Vested Options Post-Termination

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Options exercisable

346,028

Chief Executive Officer

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Option award to purchase shares

474,875

949,750

Vesting period

5 years

Number of separate option awards | Option

Executive Chairman

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Option award to purchase shares

474,874

Number of separate option awards | Option

Stock Option Grants

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Vesting of unvested awards

90,003

Stock-based compensation expense | $

$ 904,000

$ 1,772,000

Expected annual equity volatility

70.00%

Total unrecognized stock-based compensation expense | $

$ 7,357,000

Remaining vesting period

2 years 10 months 20 days

Stock Option Grants | Chief Executive Officer

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Unvested, Number of Shares

3,124,252

Restricted Stock Units

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Vesting of unvested awards

33,281

Vesting period

3 years

4 years

Stock-based compensation expense | $

$ 4,243,000

$ 9,000

Restricted stock units ("RSU") granted

117,516

2,493,335

117,516

Grant date fair value per share | $ / shares

$ 3.34

$ 9.19

Total grant date fair value | $

$ 1,080,000

$ 8,316,000

Aggregate fair market value | $

$ 491,000

Total grant date fair value recognized period

3 years

4 years

Restricted Stock Units | Chief Executive Officer

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Vesting period

4 years

Restricted stock units ("RSU") granted

649,350

150,000

Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Unvested, Number of Shares

150,000

Incentive Unit Grants

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Vesting period

4 years

Repurchase right valid period

18 months

Incentive Unit Awards and Replacement Preferred Stock Awards

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Expected annual equity volatility

55.00%

Earn-Out Shares

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Stock-based compensation expense | $

$ 2,926,000

$ 288,000

Expected annual equity volatility

54.50%

Number of shares entitle to certain employees

933,933

Expected term

3 years

Stock Options One | Chief Executive Officer

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Option award to purchase shares

300,000

Vesting period

4 years

Stock Option Repricing Service Condition

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Stock-based compensation expense | $

$ 1,460,000

Stock Option Repricing Vested Shares

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Stock-based compensation expense | $

$ 456,000

Maximum | Stock Option Grants

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Expected annual equity volatility

56.00%

Expected term

^[1]

7 years 6 months

6 years 2 months 1 day

Minimum | Stock Option Grants

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Expected annual equity volatility

49.00%

Expected term

^[1]

6 months 3 days

5 years 4 months 24 days

Class A Common Stock | Chief Executive Officer

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Option award to purchase shares

3,175,000

1,899,500

Vesting period

4 years

Class A Common Stock | Executive Chairman

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Option award to purchase shares

712,312

Vesting period

4 years

Class A Common Stock | Restricted Stock Units

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Grant date fair value per share | $ / shares

$ 9.19

Class A Common Stock | Stock Options One | Executive Chairman

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Option award to purchase shares

237,437

Class A Common Stock | Two Separate Option Awards | Chief Executive Officer

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Option award to purchase shares

474,875

Class A Common Stock | Stock Option Repricing

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Outstanding options

5,378,308

Grant date fair value per share | $ / shares

$ 0.91

Class A Common Stock | Stock Option Repricing Service Condition

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Outstanding options

4,903,434

Class A Common Stock | Stock Option Repricing Market and Performance Based Condition

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Outstanding options

474,874

Stock-based compensation expense | $

$ 1,000

Class A Common Stock | Maximum | Restricted Stock Units

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Grant date fair value per share | $ / shares

$ 3.85

Class A Common Stock | Maximum | Stock Option Repricing

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Grant date fair value per share | $ / shares

5.24

Class A Common Stock | Minimum | Restricted Stock Units

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Grant date fair value per share | $ / shares

$ 0.78

Class A Common Stock | Minimum | Stock Option Repricing

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Grant date fair value per share | $ / shares

$ 1.28

Employee

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Stock-based compensation expense | $

$ 3,483,000

$ 6,604,000

Employee | Stock Option Grants

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Expected term

6 months 3 days

Hyperfine Plan

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Common stock, capital shares reserved for future issuance

16,013,762

Increased number of shares available for grant

2,813,293

Common stock shares outstanding percentage

4.00%

Common stock remain available for issuance

6,522,133

Options exercisable

3,442,085

Outstanding options

7,522,136

10,719,564

7,522,136

1,903,479

Option award to purchase shares

8,685,663

6,771,237

Total intrinsic value of stock options exercised | $

$ 47,000

$ 2,752,000

Weighted-average grant date fair value of options granted | $ / shares

$ 0.62

$ 0.66

Expected annual equity volatility

70.00%

Hyperfine Plan | Service and Performance Shares

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Option award to purchase shares

258,833

Hyperfine Plan | Employee

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Option award to purchase shares

7,901,501

3,534,844

Hyperfine Plan | Restricted Stock Units | Chief Executive Officer

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Restricted stock units ("RSU") granted

649,350

4Bionics Plan

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Stock-based compensation expense | $

$ 578,000

[1]	Expected term of 0.51 years related to certain employee award granted and forfeited within approximately six months.

EQUITY INCENTIVE PLAN - Summary of Stock Option Activity (Details) - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Weighted Average Exercise Price
Outstanding	$ 1.34
Hyperfine Plan
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding [Roll Forward]
Outstanding	7,522,136	1,903,479
Granted	8,685,663	6,771,237
Exercised	(25,870)	(565,533)
Forfeited	(5,462,365)	(587,047)
Outstanding	10,719,564	7,522,136	1,903,479
Options exercisable	3,442,085
Vested and expected to vest	10,719,564
Weighted Average Exercise Price
Outstanding	$ 3.21	$ 0.87
Granted	2.43	3.37
Exercised	0.26	2.65
Forfeited	3.03	3.86
Outstanding		$ 3.21	$ 0.87
Options exercisable	1.97
Vested and expected to vest	$ 1.34
Weighted Average Remaining Contractual Term
Outstanding		8 years 9 months 14 days	7 years 25 days
Options exercisable	8 years 8 months 15 days
Vested and expected to vest	8 years 9 months
Aggregate Intrinsic Value
Outstanding		$ 30,052	$ 2,073
Options exercisable	$ 124
Vested and expected to vest	$ 157

EQUITY INCENTIVE PLAN - Summary of Restricted Stock Unit Activity (Details) - Restricted Stock Units - shares	1 Months Ended	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2022	Dec. 31, 2021
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Number of RSUs, Beginning balance		117,516
Number of RSUs, Granted	117,516	2,493,335	117,516
Number of RSUs, Released		(319,557)
Number of RSUs, Forfeited		(694,514)
Number of RSUs, Expired		(11,421)
Number of RSUs, Ending balance	117,516	1,585,359	117,516

EQUITY INCENTIVE PLAN - Assumptions Used to Value Option Grants to Employees and Nonemployees (Details) - Stock Option Grants

12 Months Ended

Dec. 31, 2022

Dec. 31, 2021

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Risk Free interest rate, minimum

0.91%

0.95%

Risk Free interest rate, maximum

4.18%

1.13%

Expected dividend yield

0.00%

Expected volatility

70.00%

Minimum

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Expected term

^[1]

6 months 3 days

5 years 4 months 24 days

Expected volatility

49.00%

Maximum

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Expected term

^[1]

7 years 6 months

6 years 2 months 1 day

Expected volatility

56.00%

[1]	Expected term of 0.51 years related to certain employee award granted and forfeited within approximately six months.

EQUITY INCENTIVE PLAN - Assumptions Used to Value Option Grants to Employees and Nonemployees (Parenthetical) (Details)	12 Months Ended
	Dec. 31, 2022
Stock Option Grants \| Employee
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Expected term	6 months 3 days

EQUITY INCENTIVE PLAN - Summary of Stock Options Granted (Details) - Hyperfine Plan - shares	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock options granted	8,685,663	6,771,237
Employee
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock options granted	7,901,501	3,534,844
Nonemployee
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock options granted	784,162	3,236,393

EQUITY INCENTIVE PLAN - Key Assumptions Used in Valuation for Earn-Out Shares (Details) - Earn-Out Shares - $ / shares	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock price		$ 10.92
Risk Free interest rate		0.96%
Expected dividend yield		0.00%
Term (years)	3 years	3 years
Expected volatility		54.50%

EQUITY INCENTIVE PLAN - Summary of Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Total stock-based compensation expense	$ 10,652	$ 6,901
Cost Of Sales
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Total stock-based compensation expense	115	24
Research and Development
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Total stock-based compensation expense	2,141	1,327
General and Administrative
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Total stock-based compensation expense	8,064	5,482
Sales and Marketing
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Total stock-based compensation expense	$ 332	$ 68

NET LOSS PER SHARE - Schedule of Basic and Diluted Net Loss Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Net loss	$ (73,164)	$ (64,851)
Numerator for Basic and Dilutive net loss per share - Loss available to common stockholders	$ (73,164)	$ (64,851)
Denominator for Basic net loss per share - Weighted-average common stock	70,449,191	3,690,523
Denominator for Dilutive net loss per share - Weighted-average common stock	70,449,191	3,690,523
Basic net loss per share	$ (1.04)	$ (17.57)
Dilutive net loss per share	$ (1.04)	$ (17.57)
Common Stock
Denominator for Basic net loss per share - Weighted-average common stock	70,449,191	3,690,523
Denominator for Dilutive net loss per share - Weighted-average common stock	70,449,191	3,690,523

- Definition

The amount of net income (loss) for the period per each share of common stock or unit outstanding during the reporting period.

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- Definition

The amount of net income (loss) for the period available to each share of common stock or common unit outstanding during the reporting period and to each share or unit that would have been outstanding assuming the issuance of common shares or units for all dilutive potential common shares or units outstanding during the reporting period.

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

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Amount, after deduction of tax, noncontrolling interests, dividends on preferred stock and participating securities; of income (loss) available to common shareholders.

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NET LOSS PER SHARE - Schedule of Anti-dilutive Common Equivalent Shares (Details) - shares	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Total anti-dilutive common equivalent shares	21,726,367	17,639,652
Outstanding Options to Purchase Common Stock
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Total anti-dilutive common equivalent shares	10,719,564	7,522,136
Outstanding RSUs
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Total anti-dilutive common equivalent shares	1,585,359	117,516
Earn-Out Shares
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Total anti-dilutive common equivalent shares	9,421,444	10,000,000

NET LOSS PER SHARE - Schedule of Anti-dilutive Common Equivalent Shares (Parenthetical) (Details) - Class A Common Stock - $ / shares	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Common stock, shares issued	55,622,488	55,277,061
Number of trading days	20 days
Number of consecutive trading days	30 days
Earnout shares right to terminate threshold consideration value	$ 15.00
Minimum
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Share price	15.00
Value of cash or other consideration received upon conversion of stock	$ 15.00
Earn-Out Shares \| Maximum
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Common stock, shares issued	10,000,000

INCOME TAXES - Schedule of Deferred Tax Assets (Liabilities) (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Components of Deferred Tax Assets and Liabilities [Abstract]
Net operating loss carryforwards	$ 39,033	$ 29,300
Tax credit carryforwards	5,478	3,429
Fixed assets (liabilities)	(117)	(117)
Stock-based compensation	2,621	1,634
Capitalized R&D	5,463
Deferred Revenue	817	949
Accrued bonuses		857
Other	70	84
Total deferred tax assets	53,365	36,136
Valuation allowance	$ (53,365)	$ (36,136)

INCOME TAXES - Additional Information (Details)	12 Months Ended
INCOME TAXES - Additional Information (Details)	Dec. 31, 2022 USD ($) Ownership	Dec. 31, 2021 USD ($)	May 16, 2017 USD ($)	Jan. 17, 2017 USD ($)
Operating Loss Carryforwards [Line Items]
Income tax expense	$ 0	$ 0
Effective tax rate percent	0.00%	0.00%
Statutory tax rate	21.00%	21.00%
Deferred tax assets valuation allowance increased	$ 18,135,000	$ 18,348,000
Ownership change percentage testing period	3 years
Ownership change, description	an ownership change occurs when certain shareholders increase their aggregated ownership by more than 50 percentage points over their lowest ownership percentage in a testing period (typically three years).
Number of consecutive ownership changes \| Ownership	2
Ownership changes date, one	Jan. 17, 2017
Ownership changes date, two	May 16, 2017
Amount of annual limitation of net operating loss and tax credit carryforwards due to ownership change			$ 3,008,000	$ 865,000
Unrecognized tax benefits	$ 0	0
Percentage of cash payment in research and development tax credit	65.00%
Research and development tax credit receivables	$ 525,000	196,000
Research and Development
Operating Loss Carryforwards [Line Items]
Exchange program recognized net benefits	468,000	103,000
Federal And State Net Operating Losses
Operating Loss Carryforwards [Line Items]
Income tax expense	$ 0	$ 0
Federal Net Operating Loss
Operating Loss Carryforwards [Line Items]
Amount of estimated net operating loss and tax credit carryforwards will expire before utilization due to ownership change				3,125,000
Federal Research and Development
Operating Loss Carryforwards [Line Items]
Amount of estimated net operating loss and tax credit carryforwards will expire before utilization due to ownership change				$ 249,000

INCOME TAXES - Schedule of Reconciliation of Anticipated Income Tax Expense Benefit Computed by Statutory Federal Income Tax Rate (Details)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Effective Income Tax Rate Reconciliation, Percent [Abstract]
Statutory tax rate	21.00%	21.00%
State taxes, net of federal benefit	2.10%	4.00%
Federal research and development credits	2.50%	1.50%
Stock-based compensation	(1.50%)	(0.10%)
Deferred tax adjustment resulting from tax rate change	(0.40%)	2.20%
Other	0.10%	(0.50%)
Valuation allowance	(23.50%)	(28.10%)
Effective tax rate	0.00%	0.00%

INCOME TAXES - Schedule of Tax Net Operating Loss Carryforward and Tax Credit Carryforward (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2022 USD ($)
Hyperfine \| Federal Research and Development
Operating Loss Carryforwards [Line Items]
Tax credit carryforward	$ 3,877
Begin to Expire in	2034
Hyperfine \| Connecticut Research and Development
Operating Loss Carryforwards [Line Items]
Tax credit carryforward	$ 1,015
Hyperfine \| Connecticut Others
Operating Loss Carryforwards [Line Items]
Tax credit carryforward	$ 21
Begin to Expire in	5 years
Hyperfine \| Federal \| Pre-2018
Operating Loss Carryforwards [Line Items]
Tax net operating loss carryforward	$ 12,084
Begin to Expire in	2034
Hyperfine \| Federal \| Post-2017
Operating Loss Carryforwards [Line Items]
Tax net operating loss carryforward	$ 132,748
Hyperfine \| States
Operating Loss Carryforwards [Line Items]
Tax net operating loss carryforward	$ 84,977
Begin to Expire in	2031
Hyperfine \| Federal Other
Operating Loss Carryforwards [Line Items]
Tax credit carryforward	$ 135
Begin to Expire in	5 years
Liminal \| Federal Research and Development
Operating Loss Carryforwards [Line Items]
Tax credit carryforward	$ 717
Begin to Expire in	2038
Liminal \| Connecticut Research and Development
Operating Loss Carryforwards [Line Items]
Tax credit carryforward	$ 81
Liminal \| Federal \| Post-2017
Operating Loss Carryforwards [Line Items]
Tax net operating loss carryforward	13,446
Liminal \| States
Operating Loss Carryforwards [Line Items]
Tax net operating loss carryforward	$ 13,443
Begin to Expire in	2038
Liminal \| Federal and State Other
Operating Loss Carryforwards [Line Items]
Tax credit carryforward	$ 3
Begin to Expire in	2025

RELATED PARTY TRANSACTIONS - Additional Information (Details)		1 Months Ended	12 Months Ended
	Jan. 11, 2022 USD ($)	Jan. 31, 2018 USD ($)	Dec. 31, 2022 USD ($) Subsidiary	Dec. 31, 2021 USD ($)
Related Party Transaction [Line Items]
Expenses allocated			$ 1,000,000
Promissory Note with one of the employees		$ 90,000
Interest rate of the Note		1.68%
Promissory Note with one of the employees will be forgiven	$ 90,000
Due from related parties			48,000	$ 14,000
Due to related parties for payments paid on their behalf				1,872,000
ARTSA
Related Party Transaction [Line Items]
Due to related parties for payments paid on their behalf			0	110,000
Due from related parties for payments made on behalf of the other entities			0	14,000
4C
Related Party Transaction [Line Items]
Payments for rent			314,000	149,000
Prepaid advances			0	0
Prepaid advances unrecoverable				983,000
Expenses incurred			33,000	4,055,000
Due to related parties for payments paid on their behalf			$ 48,000
4Bionics
Related Party Transaction [Line Items]
Number of subsidiaries \| Subsidiary			3
Liminal \| Allocation of Expense Incurred
Related Party Transaction [Line Items]
Expenses allocated				101,000
TESA
Related Party Transaction [Line Items]
Due to related parties for payments paid on their behalf			$ 0	$ 11,000

COMMITMENTS AND CONTINGENCIES (Details)	3 Months Ended	12 Months Ended
COMMITMENTS AND CONTINGENCIES (Details)	Jun. 30, 2022 USD ($)	Dec. 31, 2022 USD ($) System	Dec. 31, 2021 USD ($) System Site	Dec. 31, 2020 USD ($) Site
Product Liability Contingency [Line Items]
Restricted cash		$ 771,000	$ 2,662,000
Deferred grant funding		771,000	$ 2,662,000	$ 1,610,000
Number of sites for equipping Hyperfine portable point-of-care MRI system \| Site			5	20
Grant awarded from the BMGF			$ 3,300,000
Grant awarded for provision and equipping	$ 800,000		$ 2,500,000
Expenses allocated		$ 1,000,000
Number of swoop systems and other services deployed \| System			25
Number of swoop system units provisioned and delivered \| System		20
Number of baby cradles provisioned and delivered \| System		10
Expected period to fund program			2 years
Earn-out liability		$ 0

RESTRUCTURING - Additional Information (Details) - USD ($)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Restructuring Cost and Reserve [Line Items]
Impairment of long-lived assets	$ 80,000	$ 0
Impairment, Intangible Asset, Finite-Lived, Statement of Income or Comprehensive Income [Extensible Enumeration]	Research and Development Expense	Research and Development Expense
Employee Termination Expenses and Losses From Fixed Assets Impairment
Restructuring Cost and Reserve [Line Items]
Restructuring charges	$ 1,002,000
Employee Termination Expenses
Restructuring Cost and Reserve [Line Items]
Accrued liability	$ 832,000