UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF

THE SECURITIES EXCHANGE ACT OF 1934

For the Quarterly Period Ended September 30, 2021

Commission File Number 001-35817

VYANT BIO, INC.

(Exact name of registrant as specified in the charter)

Delaware		04-3462475
(State or other jurisdiction of		(I.R.S. Employer
incorporation or organization)		Identification Number)

2 Executive Campus

2370 State Route 70, Suite 310

Cherry Hill, NJ 08002

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (201) 479-8126

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, $0.0001 Par Value		VYNT		The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐.

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer ☐ Accelerated filer ☐

Non-accelerated Filer ☒ Smaller reporting company ☒

Emerging growth company ☐

If an emerging growth company, indicate by check mark if registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒.

There were 28,989,623 shares of common stock, par value $0.0001 of Vyant Bio, Inc. issued and outstanding as of November 9, 2021.

Vyant Bio, Inc. and Subsidiaries

INDEX

		Page No.

Part I	Financial Information	3
Item 1:	Unaudited Condensed Consolidated Financial Statements	3
Item 2:	Management’s Discussion and Analysis of Financial Condition and Results of Operations	28
Item 3:	Quantitative and Qualitative Disclosures about Market Risk	41
Item 4:	Controls and Procedures	41

Part II	Other Information	42
Item 1:	Legal Proceedings	42
Item 1A:	Risk Factors	42
Item 2:	Unregistered Sales of Equity Securities and Use of Proceeds	42
Item 3:	Defaults Upon Senior Securities	42
Item 4:	Mine Safety Disclosures	43
Item 5:	Other Information	43
Item 6:	Exhibits	43

Signatures		44

Part I Financial Information

Item 1 Financial Statements

Vyant Bio, Inc.

(Formerly Known as Cancer Genetics, Inc.)

Consolidated Balance Sheets

(unaudited)

(Shares and USD in Thousands)

	September 30,			December 31,
	2021			2020

Assets
Current assets:
Cash and cash equivalents	$	23,203		$	792
Trade accounts and other receivables		1,192			357
Inventory		480			415
Prepaid expenses and other current assets		1,419			223
Total current assets		26,294			1,787
Non-current assets:
Fixed assets, net		1,269			1,031
Operating lease right-of-use assets, net		888			1,095
Intangible assets, net		9,025			-
Goodwill		22,085			-
Long-term prepaid expenses and other assets		1,659			136
Total non-current assets		34,926			2,262
Total Assets	$	61,220		$	4,049

Liabilities, Temporary Equity and Stockholders’ Equity (Deficit)
Current liabilities:
Accounts payable	$	1,073		$	1,300
Accrued expenses		1,329			162
Deferred revenue		1,458			92
Obligations under operating leases, current portion		335			486
Obligation under finance lease, current portion		30			-
Other current liabilities		-			9
Current liabilities of discontinued operations		444			-
Total current liabilities		4,669			2,049
Obligations under operating leases, less current portion		523			627
Obligations under finance leases, less current portion		55			-
Share-settlement obligation derivative		-			1,690
Accrued interest		-			277
Long-term debt		57			6,839
Total Liabilities		5,304			11,482

Commitments and Contingencies (Note 16)		-
Temporary Equity
Series A Convertible Preferred stock, $0.0001 par value; 4,700 shares authorized, 0 and 4,612 shares issued and outstanding as of September 30, 2021 and December 31, 2020, respectively (liquidation value of $0 and $11,732, respectively, as of September 30, 2021 and December 31, 2020)		-			12,356
Series B Convertible Preferred stock, $0.0001 par value; 4,700 shares authorized, 0 and 3,489 shares issued and outstanding, as of September 30, 2021 and December 31, 2020, respectively (liquidation value of $0 and $15,707, respectively, as of September 30, 2021 and December 31, 2020)		-			16,651
Series C Convertible Preferred stock, $0.0001 par value; 2,000 shares authorized, 0 shares issued and outstanding as of September 30, 2021 and December 31, 2020 (liquidation value of $0 as of September 30, 2021 and December 31, 2020)		-			-
Total Temporary Equity		-			29,007

Stockholders’ Equity (Deficit)
Preferred stock, authorized 9,764 shares $ 0.0001 par value, none issued		-			-
Common stock, authorized 100,000 shares, $0.0001 par value, 28,985 and 2,594 shares issued and outstanding as of September 30, 2021, and December 31, 2020, respectively		3			-
Additional paid-in capital		109,864			1,514
Accumulated comprehensive income		16			-
Accumulated deficit		(53,967	)		(37,954	)
Total Stockholders’ Equity (Deficit)		55,916			(36,440	)
Total Liabilities and Stockholders’ Equity (Deficit)	$	61,220		$	4,049

See Notes to Unaudited Condensed Consolidated Financial Statements.

Vyant Bio, Inc.

(Formerly Known as Cancer Genetics, Inc.)

Consolidated Statements of Operations and Comprehensive Loss

(Shares and USD in Thousands)


	Three months ended September 30,						Nine months ended September, 30
	2021			2020			2021			2020
Revenues:
Service	$	1,347		$	238		$	3,294		$	414
Product		159			97			381			188
Total revenues		1,506			335			3,675			602

Operating costs and expenses:
Cost of goods sold – service		1,073			130			2,178			300
Cost of goods sold – product		355			247			1,096			560
Research and development		1,211			867			2,941			2,469
Selling, general and administrative		3,335			819			8,226			2,060
Merger related costs		-			1,042			2,310			1,042
Total operating costs and expenses		5,974			3,105			16,751			6,431
Loss from operations		(4,468	)		(2,770	)		(13,076	)		(5,829	)

Other income (expense):
Change in fair value of warrant liability		-			-			214			-
Change in fair value of share-settlement obligation derivative		-			(9	)		(250	)		(220	)
Loss on debt conversions					-			(2,518	)		-
Other income (expense), net		4			(1	)		(21	)		-
Interest income (expense), net		3			(210	)		(362	)		(247	)
Total other income (expense)		7			(220	)		(2,937	)		(467	)
Loss before income taxes		(4,461	)		(2,990	)		(16,013	)		(6,296	)
Income tax expense (benefit)		-			-			-			-
Net loss	$	(4,461	)	$	(2,990	)	$	(16,013	)	$	(6,296	)
Cumulative translation adjustment		17			-			16			-
Comprehensive loss	$	(4,444	)	$	(2,990	)	$	(15,997	)	$	(6,296	)

Net loss per common share:
Net loss per share attributable to common stock - Basic and Diluted	$	(0.15	)	$	(1.20	)	$	(0.78	)	$	(2.54	)
Weighted average shares outstanding:
Weighted average common shares outstanding - Basic and Diluted		28,986			2,500			20,466			2,476

See Notes to Unaudited Condensed Consolidated Financial Statements.

Vyant Bio, Inc.

(Formerly Known as Cancer Genetics, Inc.)

Consolidated Statements of Temporary Equity and Common Stockholders’ Equity (Deficit)

(unaudited)

(Shares and USD in Thousands)

	Shares		Amount		Shares			Amount			Shares		Amount		Equity			Shares		Amount		Capital		Deficit			Income (Loss)			(Deficit)
Three months ended September 30, 2021 and 2020

	Series A				Series B						Series C				Total							Additional					Accumulated			Total Common Stockholders’
	Preferred Stock				Preferred Stock						Preferred Stock				Temporary			Common Stock				Paid in		Accumulated			Comprehensive			Equity
	Shares		Amount		Shares			Amount			Shares		Amount		Equity			Shares		Amount		Capital		Deficit			Income (Loss)			(Deficit)
Balances as of June 30, 2021		-	$	-		-		$	-			-	$	-	$	-			28,985	$	3	$	109,567	$	(49,506	)	$	(1	)	$	60,063
Issuance of shares for services
Issuance of shares for services, shares
Exercise of stock options
Exercise of stock options, shares		-		-		-			-			-		-		-			-		-		-		-			-			-
Issuance of Series C Convertible Preferred shares, net of issuance costs of $214
Issuance of Series C Convertible Preferred shares, net of issuance costs of $214, shares		-				-						-				-			-		-		-		-			-			-
Issuance of Common Stock for acquisition consideration
Issuance of Common Stock for acquisition consideration, shares
Issuance of incremental shares to StemoniX shareholders upon Merger
Issuance of incremental shares to StemoniX shareholders upon Merger,shares
Conversion of Preferred Stock to Common Stock upon Merger
Conversion of Preferred Stock to Common Stock upon Merger, shares		-				-						-				-			-		-		-		-			-			-
Conversion of 2020 Convertible Notes to Common Stock upon Merger
Conversion of 2020 Convertible Notes to Common Stock upon Merger, shares
Preferred stock warrant settled for Common Stock upon Merger
Preferred stock warrant settled for Common Stock upon Merger , shares
Warrant liability reclassified to equity upon Merger
Related party note payable exchange for stock option
Related party note payable exchange for stock option,shares
Executives deferred compensation settled with restricted stock
Executives deferred compensation settled with restricted stock, shares
Issuance of Series B Convertible Preferred shares, net of issuance costs of $41
Issuance of Series B Convertible Preferred shares, net of issuance costs of $41, shares
Exchange of Series B Preferred Stock for 2020 Convertible Notes		-		-		-			-			-		-		-			-		-		-		-			-			-
Exchange of Series B Preferred Stock for 2020 Convertible Notes, shares		-		-		-			-			-		-		-			-		-		-		-			-			-
Stock-based compensation		-		-		-			-			-		-		-			-		-		297		-			-			297
Foreign currency translation adjustment		-		-		-			-			-		-		-			-		-		-		-			17			17
Net loss		-		-		-			-			-		-		-			-		-		-		(4,461	)		-			(4,461	)
Balance as of September 30, 2021		-	$	-		-		$	-			-	$	-	$	-			28,985	$	3	$	109,864	$	(53,967	)	$	16		$	55,916

Balance as of June 30, 2020		4,612	$	12,356		3,508		$	16,756			-	$	-	$	29,112			2,472	$	-	$	1,173	$	(32,610	)	$	-		$	(31,437	)
Issuance of shares for services		-		-		-			-			-		-		-			16		-		34		-			-			34
Stock-based compensation		-		-		-			-			-		-		-			-		-		73		-			-			73
Exercise of stock options		-		-		-			-			-		-		-			35		-		62		-			-			62
Related party note payable exchange for stock option		-		-		-			-			-		-		-			12		-		26		-			-			26
Executives deferred compensation settled with restricted stock		-		-		-			-			-		-		-			43		-		86		-			-			86
Exchange of Series B Preferred Stock for 2020 Convertible Notes		-		-		(4	)		(24	)		-		-		(24	)		-		-		-		-			-			-
Net loss		-		-		-			-			-		-		-			-		-		-		(2,990	)		-			(2,990	)
Balance as of September 30 2020		4,612	$	12,356		3,504		$	16,732			-	$	-	$	29,088			2,578	$	-	$	1,454	$	(35,600	)	$	-		$	(34,146	)

See Notes to Unaudited Condensed Consolidated Financial Statements.

Vyant Bio, Inc.

(Formerly Known as Cancer Genetics, Inc.)

Consolidated Statements of Temporary Equity and Common Stockholders’ Equity (Deficit)

(unaudited)

(Shares and USD in Thousands)

Nine months ended September 30, 2021 and 2020

	Series A Preferred Stock						Series B Preferred Stock						Series C Preferred Stock						Total Temporary			Common Stock				Additional Paid In		Accumulated			Accumulated Comprehensive		Total Common Stockholders’ Equity
	Shares			Amount			Shares			Amount			Shares			Amount			Equity			Shares		Amount		Capital		Deficit			Income		(Deficit)
Balance as of December 31, 2020		4,612		$	12,356			3,489		$	16,651			-		$	-		$	29,007			2,594	$	-	$	1,514	$	(37,954	)	$	-	$	(36,440	)
Stock-based compensation		-			-			-			-			-			-			-			-		-		1,025		-			-		1,025
Exercise of stock options		-			-			-			-			-			-			-			-		-		4		-			-		4
Issuance of Series C Convertible Preferred shares, net of issuance costs of $214		-			-			-			-			567			1,786			1,786			-		-		-		-			-		-
Issuance of Common Stock for acquisition consideration		-			-			-			-			-			-			-			11,007		2		59,918		-			-		59,920
Issuance of incremental shares to StemoniX shareholders upon Merger		-			-			-			-			-			-			-			805		-		-		-			-		-
Conversion of Preferred Stock to Common Stock upon Merger		(4,612	)		(12,356	)		(3,489	)		(16,651	)		(567	)		(1,786	)		(30,793	)		11,197		1		30,792		-			-		30,793
Conversion of 2020 Convertible Notes to Common Stock upon Merger		-			-			-			-			-			-			-			3,339		-		16,190		-			-		16,190
Preferred stock warrant settled for Common Stock upon Merger		-			-			-			-			-			-			-			43		-		-		-			-		-
Warrant liability reclassified to equity upon Merger		-			-			-			-			-			-			-			-		-		421		-			-		421
Foreign currency translation adjustment		-			-			-			-			-			-			-			-		-		-		-			16		16
Net loss		-			-			-			-			-			-			-			-		-		-		(16,013	)		-		(16,013	)
Balance as of September 30, 2021		-		$	-			-		$	-			-		$	-		$	-			28,985	$	3	$	109,864	$	(53,967	)	$	16	$	55,916

Balance as of December 31, 2019		4,612		$	12,356			3,735		$	18,045			-		$	-		$	30,401			2,456	$	-	$	1,047	$	(29,304	)	$	-	$	(28,257	)
Stock-based compensation		-			-			-			-			-			-			-			-		-		170		-			-		170
Issuance of shares for services		-			-			5			30			-			-			30			20		-		40		-			-		40
Exercise of stock options		-			-			-			-			-			-			-			47		-		85		-			-		85
Related party note payable exchange for stock option exercise		-			-			-			-			-			-			-			12		-		26		-			-		26
Executives deferred compensation settled with restricted tock		-			-			-			-			-			-			-			43		-		86		-			-		86
Issuance of Series B Convertible Preferred shares, net of issuance costs of $41		-			-			236			1,250			-			-			1,250			-		-		-		-			-		-
Exchange of Series B Preferred Stock for 2020 Convertible Notes		-			-			(472	)		(2,593	)		-			-			(2,593	)		-		-		-		-			-		-
Net loss		-			-			-			-			-			-			-			-		-		-		(6,296	)		-		(6,296	)
Net loss		-			-			-			-			-			-			-			-		-		-		(6,296	)		-		(6,296	)
Balance as of September 30, 2020		4,612		$	12,356			3,504		$	16,732			-		$	-		$	29,088			2,578	$	-	$	1,454	$	(35,600	)	$	-	$	(34,146	)

See Notes to Unaudited Condensed Consolidated Financial Statements.

Vyant Bio, Inc.

(Formerly Known as Cancer Genetics, Inc.)

Consolidated Statements of Cash Flows

(unaudited)

(USD in Thousands)


	Nine months ended September 30,
	2021				2020

Cash Flows from Operating Activities:
Net loss	$	(16,013	)		$	(6,296	)
Reconciliation of net loss to net cash used in operating activities:
Stock-based compensation		1,025				326
Amortization of operating lease right-of-use assets		316				370
Depreciation and amortization expense		912				428
Change in fair value of share-settlement obligation derivative		250				220
Change in fair value of warrant liability		(214	)			-
Change in fair value of 2020 Convertible Note with fair value election		4				-
Accretion of debt discount		173				116
Loss on conversion of debt		2,518				-
PPP loan forgiveness		-				(649	)
Other		(14	)			29
Changes in operating assets and liabilities, net of impacts of business combination:
Trade accounts and other receivables		40				(173	)
Inventory		(66	)			(18	)
Prepaid expenses and other current assets		(726	)			101
Accounts payable		(981	)			710
PPP loan proceeds		-				730
Obligations under operating leases		(370	)			(375	)
Accrued expenses and other current liabilities		(844	)			135
Net cash used in operating activities		(13,990	)			(4,346	)

Cash Flows from Investing Activities:
Purchase of equipment		(521	)			(6	)
Proceeds from patent held for sale and equipment sales		50				17
Cash acquired from acquisition		30,163				-
Net cash provided by investing activities		29,692				11

Cash Flows from Financing Activities:
EIDL loan proceeds		-				67
Issuance of Common Stock		4				85
Issuance of Series B Convertible Preferred Stock, net of issuance costs		-				1,250
Issuance of Series C Convertible Preferred Stock, net of issuance costs		1,786				-
2020 Convertible Note proceeds, net of issuance costs		5,022				4,548
Principal payments on long-term debt		(82	)			-
Proceeds from related party notes		-				80
Principal payments on obligations under finance leases		(21	)			(55	)
Net cash provided by financing activities		6,709				5,975
Net increase in cash and cash equivalents		22,411				1,640
Cash and cash equivalents, beginning of the period		792				315
Total cash and cash equivalents, end of period	$	23,203			$	1,955
Supplemental disclosure of cash flow information:
Cash paid for interest	$	1			$	5
Cash paid for income taxes		-				1
Non-cash investing activities:
Fair value of non-cash merger consideration	$	59,920			$	-
Right-of-use assets obtained in exchange for new operating lease liabilities		83				373
Non-cash financing activities:
Conversion of Convertible Preferred Stock to Common Stock upon Merger	$	30,793		$		-
Conversion of 2020 Convertible Notes and accrued interest to Common Stock upon Merger		16,190				-
Exchange of Series B Convertible Preferred Stock for 2020 Convertible Notes		-				2,593
Related party note payable converted to 2020 Convertible Notes		-				55
Related party note payable exchanged for stock option exercise		-				26
Reclass warrant liability to equity upon Merger		421				-

See Notes to Unaudited Consolidated Financial Statements.

Vyant Bio, Inc.

(formerly known as Cancer Genetics, Inc.)

Notes to Condensed Consolidated Financial Statements

Period Ended September 30, 2021

(Unaudited)

Note 1. Organization and Description of Business

Vyant Bio, Inc. (“Vyant Bio” or “the Company”) is an innovative biotechnology company focused on partnering with pharmaceutical and other biotechnology companies to identify novel biological targets and therapeutics through the integration of human-derived biology with data science technologies and investigational new drug (“IND”) expertise.

The Company has two wholly-owned operating subsidiaries StemoniX, Inc. (“StemoniX”) and vivoPharm Pty Ltd (“vivoPharm”). StemoniX develops and manufactures high-density, at-scale human induced pluripotent stem cell (“iPSC”) derived neural screening platforms for drug discovery and development. vivoPharm has an extensive set of anti-tumor referenced data based on predictive xenograft and syngeneic tumor models to provide discovery services such as contract research services, focused primarily on unique specialized studies to guide drug discovery. By combining the two companies, Vyant Bio intends to build on the historic businesses and empower the discovery of new medicines and biomarkers through the convergence of its novel human biology and software technologies.

In accordance with the rules and regulations of the United States (“U.S.”) Securities and Exchange Commission (“SEC”), the Company has omitted footnote disclosures that would substantially duplicate the disclosures contained in the Company’s audited consolidated financial statements. These unaudited condensed consolidated financial statements should be read together with the audited financial statements of StemoniX, Inc. for the year ended December 31, 2020, and notes thereto included in the Company’s April 5, 2021 Form 8-K report as filed with the SEC.

In the opinion of the Company’s management, the accompanying unaudited interim condensed consolidated financial statements contain all adjustments, consisting solely of those which are of a normal recurring nature, necessary to present fairly its financial position as of September 30, 2021 and the results of its operations, cash flows and changes in stockholders’ equity (deficit) for the three and nine months ended September 30, 2021 and 2020. The results of operations for the three and nine months ended September 30, 2021 are not necessarily indicative of the results that may be expected for the entire 2021 year.

On March 11, 2020, the World Health Organization declared the novel strain of coronavirus (“COVID-19”) a global pandemic and recommended containment and mitigation measures worldwide. Many of the Company’s customers worldwide were impacted by COVID-19 and temporarily closed their facilities which impacted revenues in the first half of 2020 for StemoniX. While the impact of the pandemic on our business has lessened, the global outbreak of COVID-19 continues with new variants and is impacting the way we operate our business as well as in certain circumstances limiting the availability of lab supplies. The extent to which the COVID-19 pandemic may impact the Company’s future business will depend on future developments, which are highly uncertain and cannot be predicted with confidence, such as, the duration of the outbreak, travel restrictions and social distancing in the U.S. and other countries, business closures or business disruptions, and the effectiveness of actions taken in the U.S. and other countries to contain and treat the disease.

The Company is actively monitoring the impact of the COVID-19 pandemic on its business, results of operations and financial condition. The full extent to which the COVID-19 pandemic will directly or indirectly impact the Company’s business, results of operations and financial condition in the future is unknown at this time and will depend on future developments that are highly unpredictable.

Dollar amounts in tables are stated in thousands of U.S. dollars.

Note 2. Cancer Genetics, Inc. Merger

The Company formerly known as Cancer Genetics, Inc. (“CGI”), StemoniX and CGI Acquisition, Inc. (“Merger Sub”) entered into a merger agreement on August 21, 2020, which was amended on February 8, 2021 and February 26, 2021(as amended, the “Merger Agreement”). Pursuant to the terms of the Merger Agreement, Merger Sub was merged (the “Merger”) with and into StemoniX on March 30, 2021, with StemoniX surviving the Merger as a wholly owned subsidiary of the Company. For U.S. federal income tax purposes, the Merger qualified as a tax-free “reorganization”. Concurrent with the Merger closing, the Company changed its name to Vyant Bio, Inc. Under the terms of the Merger Agreement, upon consummation of the Merger, the Company issued (i) an aggregate of 17,977,544 shares of VYNT common stock, par value $0.0001 per share (the “Common Stock”) to the holders of StemoniX capital stock (after giving effect to the conversion of all StemoniX preferred shares and StemoniX 2020 Convertible Notes) and StemoniX warrants (which does not include a certain warrant (the “Investor Warrant”) issued to a certain StemoniX convertible note holder (the “Major Investor”)), (ii) options to purchase an aggregate of 891,780 shares of Common Stock to the holders of StemoniX options with exercise prices ranging from $0.66 to $4.61 per share and a weighted average exercise price of $1.46 per share, and (iii) a warrant (the “Major Investor Warrant”) to the Major Investor, expiring February 23, 2026 to purchase 143,890 shares of Common Stock at a price of $5.9059 per share in exchange of the Investor Warrant.

The Merger was accounted for as a reverse acquisition with StemoniX being the accounting acquirer of CGI using the acquisition method of accounting. Under acquisition accounting, the assets and liabilities (including executory contracts, commitments and other obligations) of CGI, as of March 30, 2021, the closing date of the Merger, were recorded at their respective fair values and added to those of StemoniX. Any excess of purchase price consideration over the fair values of the identifiable net assets is recorded as goodwill. The total consideration paid by StemoniX in the Merger amounted to $59.9 million, which represents the fair value of CGI’s 11,007,186 shares of Common Stock or $50.74 million, 2,157,686 Common Stock warrants or $9.04 million and 55,907 Common Stock options outstanding on the closing date of the Merger with a fair value of $139 thousand. In addition, at the effective time of the Merger, existing StemoniX shareholders received an additional 804,711 incremental shares in accordance with the conversion ratio set forth in the Merger Agreement.

StemoniX and CGI incurred $0 thousand and $2.3 million of costs associated with the Merger that have been reported on the consolidated statements of operations as Merger related costs for the three and nine months ended September 30, 2021, respectively. There were $1 million of Merger related costs on StemoniX’s statements of operations for the three and nine months ended September 30, 2020. As of September 30, 2021 and December 31, 2020, accounts payable includes $0 thousand and $1.0 million of Merger related costs.

The following details the preliminary allocation of the purchase price consideration recorded on March 31, 2021, with adjustments recorded in the second and third quarters of 2021, and balances as of September 30, 2021.