0000950170-21-001418 | 10-Q | XBRL Viewer

Organization, Consolidation and Presentation of Financial Statements

1. Organization and Description of Business

23andMe Holding Co. (the “Company”) is dedicated to helping people access, understand, and benefit from the human genome. The Company pioneered direct-to-consumer genetic testing through its Personal Genome Service products and services. Consumers receive reports that provide them with information on their genetic health risks, their ancestry, and their traits, based on genetic testing of a saliva sample they send to the Company in an easy-to-use “spit kit” the Company provides. Consumers have the option to participate in the Company’s research programs. The Company analyzes consenting consumers’ genotypic and phenotypic data to discover new insights into genetics. The Company uses these insights to generate new Personal Genome Service® (“PGS”) reports, and, through its therapeutics business and collaborations with pharmaceutical companies and universities, to discover and advance new therapies for unmet medical needs. 23and Me, Inc., the Company's accounting predecessor, was incorporated in Delaware in 2006. The Company currently is headquartered in Sunnyvale, California.

On June 16, 2021 (the “Closing Date”), the Company consummated the transactions contemplated by the Agreement and Plan of Merger, dated February 4, 2021, as amended on February 13, 2021 and March 25, 2021, among VG Acquisition Corp., a blank check company incorporated as a Cayman Islands exempted company in 2020 (“VGAC”), Chrome Merger Sub, and 23andMe, Inc. (the "Merger"). In connection with the Merger, VGAC changed its jurisdiction of incorporation from the Cayman Islands to the State of Delaware and changed its name to 23andMe Holding Co. (the "Domestication"). On the Closing Date, Merger Sub merged with and into 23andMe, Inc., with 23andMe, Inc. being the surviving corporation and a wholly owned subsidiary of the Company (together with the Merger and the Domestication, the “Business Combination”).

The transaction is accounted for as a reverse recapitalization with 23andMe, Inc. being the accounting acquirer and VGAC as the acquired company for accounting purposes. Accordingly, all historical financial information presented in the unaudited condensed consolidated financial statements represents the accounts of 23andMe, Inc. and its wholly owned subsidiary. The shares and net loss per common share prior to the Merger have been retroactively restated as shares reflecting the exchange ratio established in the Merger (each outstanding share of 23andMe, Inc. Class A common stock was exchanged for 2.293698169 shares of the Company’s Class A common stock, and each outstanding share of 23andMe, Inc. Class B common stock, including all shares of 23andMe, Inc. preferred stock (which were converted to shares of 23andMe, Inc. Class B common stock immediately prior to the Merger), was exchanged for 2.293698169 shares of the Company’s Class B common stock).

Prior to the Business Combination, VGAC’s units, public shares, and public warrants were listed on the New York Stock Exchange under the symbols “VGAC.U,” “VGAC,” and “VGAC WS,” respectively. On June 17, 2021, the Company's Class A common stock and public warrants began trading on The Nasdaq Global Select Market (“Nasdaq”), under the symbols “ME” and “MEUSW,” respectively. See Note 3, "Recapitalization" for additional details.

Summary of Significant Accounting Policies

6 Months Ended

Jun. 30, 2021

Summary of Significant Accounting Policies

2. Summary of Significant Accounting Policies

Basis of Presentation

The Company’s unaudited condensed consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”) and include the accounts of the Company and its wholly owned subsidiary. All intercompany accounts and transactions have been eliminated in consolidation.

There have been no changes to the Company's significant accounting policies described in the audited consolidated financial statements for the year ended March 31, 2021, that have had a material impact on these condensed consolidated financial statements and related notes.

Unaudited Interim Condensed Consolidated Financial Information

The accompanying interim condensed consolidated financial statements as of June 30, 2021 and for the three months ended June 30, 2021 and 2020 and accompanying notes, are unaudited. These unaudited interim condensed consolidated financial statements (the "condensed consolidated financial statements") have been prepared in accordance with U.S. GAAP applicable to interim financial statements. These financial statements are presented in accordance with the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”) and do not include all disclosures normally required in annual consolidated financial statements prepared in accordance with U.S. GAAP. As such, the information included herein should be read in conjunction with the consolidated financial statements and accompanying notes as of and for the year ended March 31, 2021 (the “audited consolidated financial statements”) that was included in the Company’s Form 8-K filed on June 21, 2021. In management’s opinion, the unaudited interim condensed consolidated financial statements have been prepared on the same basis as the annual financial statements, which include only normal recurring adjustments, necessary for a fair statement of the Company’s financial position as of June 30, 2021 and its condensed consolidated results of operations and cash flows for the three months ended June 30, 2021 and 2020. The results of operations for the three months ended June 30, 2021 are not necessarily indicative of the results expected for the year ending March 31, 2022 or any other future interim or annual periods.

As a result of the Merger, prior period share and per share amounts presented in the accompanying condensed consolidated financial statements and these related notes have been retroactively converted.

Fiscal Year

The Company’s fiscal year ends on March 31. References to fiscal year 2022 and 2021, refer to the fiscal years ending and ended March 31, 2022 and 2021, respectively.

Use of Estimates

The preparation of condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates, judgments and assumptions that affect the reported amounts of assets and liabilities and the related disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenue and expenses during the reporting period and the accompanying notes. Significant items subject to such estimates and assumptions include, but are not limited to, the determination of standalone selling price for various performance obligations; the estimated expected benefit period for the rate and recognition pattern of breakage revenue for purchases where a saliva collection kit is never returned for processing; the fair value of financial assets and liabilities; the capitalization and estimated useful life of internal use software; the useful life of long-lived assets; the timing and costs associated with asset retirement obligations; the incremental borrowing rate for operating leases; the fair value of private warrants; stock-based compensation including the determination of the fair value of the Company’s common stock and stock options prior to the Closing Date; and the valuation of deferred tax assets and uncertain tax positions. The Company bases these estimates on historical and anticipated results, trends and various other assumptions that it believes are reasonable under the circumstances, including assumptions as to future events. Actual results could differ from these estimates, and such differences could be material to the condensed consolidated financial statements.

The novel coronavirus (“COVID-19”) pandemic has created significant global economic uncertainty and resulted in the slowdown of economic activity. COVID-19 has disrupted the Company’s general business operations since March 2020 and the Company expects that such disruption will continue for an unknown period. The Company is not aware of any specific event or circumstance that would require revisions to estimates, updates to judgments, or adjustments to the carrying value of assets or liabilities. These estimates may change, as new events occur and additional information is obtained, and will be recognized in the condensed consolidated financial statements as soon as they become known. Actual results could differ from those estimates and any such differences may be material to the condensed consolidated financial statements.

Concentration of Supplier Risk

Certain of the raw materials, components and equipment associated with the deoxyribonucleic acid (“DNA”) microarrays and saliva collection kits (“Kits”) used by the Company in the delivery of its services are available only from third-party suppliers. The Company also relies on a third-party laboratory service for the processing of its customer samples. Shortages and slowdowns could occur in these essential materials, components, equipment and laboratory services due to an interruption of supply or increased demand in the industry. If the Company were unable to procure certain materials, components, equipment or laboratory services at acceptable prices, it would be required to reduce its laboratory operations, which could have a material adverse effect on its results of operations.

A single supplier accounted for 100% of the Company’s total purchases of microarrays and a separate single supplier accounted for 100% of the Company’s total purchases of Kits for the three months ended June 30, 2021 and 2020. One laboratory service provider accounted for 100% of the Company’s processing of customer samples for the three months ended June 30, 2021 and 2020.

Concentration of Credit Risk

Financial instruments that potentially subject the Company to a concentration of credit risk include cash and accounts receivable. The Company maintains its cash with high-quality financial institutions in the United States, the composition and maturities of which are regularly monitored by the Company. The Company’s revenue and accounts receivable are derived primarily from the United States. See Revenue Recognition within Note 2, “Summary of Significant Accounting Policies,” for additional information regarding geographical disaggregation of revenue. The Company grants credit to its customers in the normal course of business, performs ongoing credit evaluations of its customers and does not require collateral. The Company regularly monitors the aging of accounts receivable balances.

Significant customer information is as follows:


	June 30,			March 31,
	2021			2021
Percentage of accounts receivable:
Customer C		95	%		35	%
Customer D		0	%		40	%


	Three Months Ended June 30,
	2021			2020
Percentage of revenue:
Customer C		14	%		13	%
Customer B		19	%		25	%

Revenue Recognition

The Company generates revenue from its Consumer & Research Services segment, which includes revenue from PGS and research services, and its Therapeutics segment. In accordance with Accounting Standards Codification (“ASC”) Topic 606, Revenue from Contracts with Customers (“ASC 606”), revenue is recognized when a customer obtains control of promised goods or services. The amount of revenue recognized reflects the consideration that the Company expects to receive in exchange for these goods or services.

The Company sells through multiple channels, including direct to consumer via the Company’s website and through online retailers. If the customer does not return the Kit, services cannot be completed by the Company, potentially resulting in unexercised rights (“breakage”) revenue. To estimate breakage, the Company applies the practical expedient available under ASC 606 to assess its customer contracts on a portfolio basis as opposed to individual customer contracts, due to the similarity of customer characteristics, at the sales channel level. The Company recognizes the breakage amounts as revenue, proportionate to the pattern of revenue recognition of the returning kits in these respective sales channel portfolios. The Company estimates breakage for the portion of Kits not expected to be returned using an analysis of historical data and considers other factors that could influence customer Kit return behavior. The Company updates its breakage rate estimate periodically and, if necessary, adjusts the deferred revenue balance accordingly. If actual return patterns vary from the estimate, actual breakage revenue may differ from the amounts recorded. The Company recognized breakage revenue from unreturned Kits of $4.5 million, and $4.5 million for the three months ended June 30, 2021, and 2020, respectively.

Fees paid to certain sales channel partners include, in part, compensation for obtaining PGS contracts. Such contracts have an amortization period of one year or less, and the Company has applied the practical expedient to recognize these costs as sales and marketing expenses when incurred. These costs were $3.1 million, and $0.7 million for the three months ended June 30, 2021, and 2020 respectively.

Disaggregation of Revenue

The following table presents revenue by category:


	Three Months Ended June 30,
	2021					2020
	Amount		Percentage of Revenue			Amount		Percentage of Revenue
	(in thousands, except percentages)
Consumer services	$	47,850		81	%	$	34,730		72	%
Research services		11,389		19	%		13,279		28	%
Therapeutics		—		0	%		48		0	%
Total	$	59,239		100	%	$	48,057		100	%

Substantially all consumer services revenue is recognized at the point in time of the initial transfer of reports to the consumer, and substantially all research services revenue is recognized over time as services are performed. Substantially all therapeutics revenue is recognized at the point in time intellectual property is transferred.

The following table summarizes revenue by region based on the shipping address of customers or the location where the services are delivered:


	Three Months Ended June 30,
	2021					2020
	Amount		Percentage of Revenue			Amount		Percentage of Revenue
	(in thousands, except percentages)
United States	$	40,352		68	%	$	32,360		67	%
United Kingdom		13,906		23	%		13,215		28	%
Canada		3,240		6	%		1,609		3	%
Other regions		1,741		3	%		873		2	%
International		18,887		32	%		15,697		33	%
Total	$	59,239		100	%	$	48,057		100	%

Contract Balances

Accounts receivable are recorded when the right to consideration becomes unconditional. Contract assets include amounts associated with contractual rights related to consideration for performance obligations not yet billed and are included in prepaid expenses and other current assets in the condensed consolidated balance sheets. The amount of contract assets was immaterial as of June 30, 2021 and 2020.

Contract liabilities consist of deferred revenue. Revenue is deferred when the Company invoices in advance of fulfilling performance obligations under a contract. Deferred revenue primarily relates to Kits that have been shipped to consumers and non-consigned retail sites but not yet returned for processing by the consumer, as well as research services billed in advance of performance. Deferred revenue is recognized when the obligation to deliver results to the customer is satisfied, and when research services are ultimately performed.

As of June 30, 2021 and 2020, deferred revenue for consumer services was $45.4 million and $41.4 million, respectively. Of the $39.3 million and $38.8 million of deferred revenue for consumer services as of March 31, 2021, and 2020, respectively, the Company recognized $24.5 million and $13.8 million as revenue during the three months ended June 30, 2021 and 2020, respectively.

As of June 30, 2021 and 2020, deferred revenue for research services was $20.7 million and $35.6 million, respectively, including related party deferred revenue amounts of $18.9 million and $33.2 million, respectively. Of the $31.9 million and $48.6 million of deferred revenue for research services as of March 31, 2021 and 2020, respectively, the Company recognized $11.4 million and $13.3 million as revenue during the three months ended June 30, 2021 and 2020, respectively, of which related party revenue amounts were $11.2 million and $11.8 million, respectively.

Remaining Performance Obligations

The transaction price allocated to remaining performance obligations represents contracted revenue that has not yet been recognized, which includes deferred revenue and amounts that are expected to be billed and recognized as revenue in future periods. The Company has utilized the practical expedient available under ASC 606 to not disclose the value of unsatisfied performance obligations for PGS as those contracts have an expected length of one year or less. As of June 30, 2021, the aggregate amount of the transaction price allocated to remaining performance obligations for research services was $50.6 million. This amount is expected to be recognized over a remaining subsequent period of approximately 1 to 2 years from the reporting date.

Stock-Based Compensation

Stock-based compensation expense related to stock-based awards for employees and non-employees is recognized based on the fair value of the awards granted. The fair value of each stock-based award is estimated on the grant date using the Black-Scholes option pricing model. The Black-Scholes option pricing model requires the input of highly subjective assumptions, including the fair value of the underlying common stock, the expected term of the stock-based award, the expected volatility of the price of the Company’s common stock, risk-free interest rates, and the expected dividend yield of common stock. The fair value of each restricted stock unit (“RSU”) is estimated based on the fair value of the common stock on the grant date. Prior to the Merger, the Company determined the fair value of its common stock for financial reporting as of each grant date based on numerous objective and subjective factors and management’s judgement. Subsequent to the Merger, the Company determines the fair value using the market closing price of its common stock on the date of grant. The related stock-based compensation expense is recognized on a straight-line basis over the requisite service period of the awards, including awards with graded vesting and no additional conditions for vesting other than service conditions. The Company accounts for forfeitures as they occur.

Warrant Liabilities

The Company classifies Private Placement Warrants and Public Warrants (both defined and discussed in Note 10, "Common Stock and Warrants") as liabilities. At the end of each reporting period, changes in fair value during the period are recognized as change in fair value of warrant liabilities within other (expense) income, net within the condensed consolidated statements of operations and comprehensive loss. The Company will continue to adjust the warrant liability for changes in the fair value until the earlier of a) the exercise or expiration of the warrants or b) the redemption of the warrants, at which time the warrants will be reclassified to additional paid-in capital.

Segment Information

The Company currently operates in two reporting segments: Consumer & Research Services and Therapeutics. The Consumer & Research Services segment consists of revenue and expenses from PGS, as well as research services revenue and expenses from certain collaboration agreements (including the GSK Agreement). The Therapeutics segment consists of revenues from the out-licensing of intellectual property associated with identified drug targets and expenses related to therapeutic product candidates under clinical development. Substantially all of the Company’s revenues are derived from the Consumer & Research Services segment. See Note 2, “Summary of Significant Accounting Policies,” for additional information regarding revenue. There are no inter-segment sales.

Certain expenses such as Finance, Legal, Regulatory and Supplier Quality, and CEO Office are not reported as part of the reporting segments as reviewed by the CODM. These amounts are included in Unallocated Corporate in the reconciliations below. The chief operating decision-maker (“CODM”) is the Chief Executive Officer (“CEO”). The CODM evaluates the performance of each segment based on Adjusted EBITDA. Adjusted EBITDA is defined as net income before net interest expense (income), net other expense (income), which includes changes in the fair value of the warrants, depreciation and amortization of fixed assets, amortization of internal use software, non-cash stock-based compensation expense, and expenses related to restructuring and other charges, if applicable for the period.

The Company’s revenue and Adjusted EBITDA by segment is as follows:


	Three Months Ended June 30,
	2021			2020
	(in thousands)
Segment Revenue
Consumer and Research Services	$	59,239		$	48,009
Therapeutics		—			48
Total Revenue	$	59,239		$	48,057
Segment adjusted EBITDA
Consumer and Research Services adjusted EBITDA	$	(505	)	$	(4,236	)
Therapeutics Adjusted EBITDA		(18,303	)		(9,394	)
Unallocated Corporate		(8,467	)		(6,199	)
Total adjusted EBITDA	$	(27,275	)	$	(19,829	)

Reconciliation of net loss to adjusted EBITDA
Net Loss	$	(42,026	)	$	(35,770	)
Adjustments
Interest (income), net		(44	)		(74	)
Other (income) / expense, net		520			(878	)
Depreciation and amortization		4,638			5,532
Stock-based compensation expense		9,637			11,361
Total adjusted EBITDA	$	(27,275	)	$	(19,829	)

Customers accounting for 10% or more of segment revenues were as follows:


	Three Months Ended June 30,
	2021				2020
	(in thousands, except percentages)
Consumer and Research Services Segment Revenue:
Customer C(1)	$	8,512	14	%	$	5,847	12	%
Customer B(2)	$	11,209	19	%	$	11,827	25	%
Therapeutics Segment Revenue:
Customer E(2)	$	—	0	%	$	48	100	%

(1)

Customer C revenues are primarily in the United States.

(2)

Customer B revenues are in the United Kingdom and Customer E is in a region other than the United States, United Kingdom or Canada.

Revenue by geographical region can be found in the revenue recognition disclosures in Note 2, “Summary of Significant Accounting Policies.” All of the Company’s property and equipment, net of depreciation and amortization, was located in the United States during the periods presented. The reporting segments do not present total assets as they are not reviewed by the CODM when evaluating their performance.

Recently Adopted Accounting Pronouncements

As an “emerging growth company,” the Jumpstart Our Business Startups Act (“JOBS Act”) allows the Company to delay adoption of new or revised accounting pronouncements applicable to public companies until such pronouncements are made applicable to private companies. The Company has elected to use this extended transition period under the JOBS Act. The adoption dates discussed below reflect this election and no new accounting pronouncements were adopted during the period.

Recently Issued Accounting Pronouncements

In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, which replaces the existing incurred loss impairment model with an expected credit loss model and requires a financial asset measured at amortized cost to be presented at the net amount expected to be collected. The guidance will be effective for the Company beginning April 1, 2023, and interim periods therein. Early adoption is permitted. The Company is currently evaluating the effect that ASU 2016-13 will have on its condensed consolidated financial statements and related disclosures.

In August 2020, the FASB issued ASU No. 2020-06, Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging— Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity, which simplifies the accounting for certain financial instruments with characteristics of liabilities and equity, including convertible instruments and contracts on an entity’s own equity, and clarifies the guidance on the computation of earnings per share for those financial instruments. The guidance will be effective for the Company beginning April 1, 2022, and interim periods therein. Early adoption is permitted for fiscal years beginning after December 15, 2020, and interim periods within those fiscal years. The Company is currently evaluating the effect that ASU 2020-06 will have on its condensed consolidated financial statements and related disclosures and does not believe the adoption will have a material impact.

In May 2021, the FASB issued ASU No. 2021-04, Earnings Per Share (Topic 260), Debt—Modifications and Extinguishments (Subtopic 470-50), Compensation—Stock Compensation (Topic 718), and Derivatives and Hedging—Contracts in Entity's Own Equity (Subtopic 815-40): Issuer's Accounting for Certain Modifications or Exchanges of Freestanding Equity-Classified Written Call Options (a consensus of the FASB Emerging Issues Task Force), The amendments in this Update clarify and reduce diversity in an issuer’s accounting for modifications or exchanges of freestanding equity-classified written call options (for example, warrants) that remain equity classified after modification or exchange. The guidance clarifies whether an issuer should account for a modification or an exchange of a freestanding equity-classified written call option that remains equity classified after modification or exchange as (1) an adjustment to equity and, if so, the related earnings per share (EPS) effects, if any, or (2) an expense and, if so, the manner and pattern of recognition. The Company is currently evaluating the effect that ASU 2021-04 will have on its condensed consolidated financial statements and related disclosures.

Recapitalization

3 Months Ended

Jun. 30, 2021

Restructuring And Related Activities [Abstract]

Recapitalization

3. Recapitalization

As discussed in Note 1, "Organization and Description of Business", on the Closing Date, VGAC completed the acquisition of 23andMe, Inc. and acquired 100% of 23andMe, Inc.’s shares and 23andMe, Inc. received gross proceeds of $559.7 million, which includes $309.7 million in proceeds from issuance of common stock upon Merger and $250 million in proceeds from the PIPE Investment. As of June, 16, 2021, the Company recorded $33.7 million of transaction costs, which consisted of legal, accounting, and other professional services directly related to the Merger. These costs were included in additional paid-in capital on the Company’s condensed consolidated balance sheet. The cash outflows related to these costs were presented as financing activities on the Company’s condensed consolidated statement of cash flows. These deferred offering costs are offset against proceeds upon accounting for the consummation of the Merger. On the Closing Date, each holder of 23andMe, Inc. Class A common stock received approximately 2.293698169 shares of the Company’s Class A common stock, par value $0.0001 per share, and each holder of 23andMe, Inc. Class B common stock received approximately 2.293698169 shares of the Company’s Class B common stock, par value $0.0001 per share. See Note 9, "Redeemable Convertible Preferred Stock" and Note 10, "Common Stock and Warrants", for additional details of the Company's stockholders' equity prior to and subsequent to the Merger.

All equity awards of 23andMe, Inc. were assumed by the Company and converted into comparable equity awards that are settled or exercisable for shares of the Company’s Class A common stock. As a result, each outstanding stock option was converted into an option to purchase shares of the Company’s Class A common stock based on an exchange ratio of 2.293698169, and each outstanding restricted stock unit was converted into restricted stock units of the Company that, upon vesting, may be settled for shares of the Company’s Class A common stock based on an exchange ratio of 2.293698169.

Each public and private warrant of VGAC that was unexercised at the time of the Merger was assumed by the Company and represents the right to purchase one share of the Company’s Class A common stock upon exercise of such warrant.

The Merger was accounted for as a reverse recapitalization with 23andMe, Inc. as the accounting acquirer and VGAC as the acquired company for accounting purposes. 23andMe, Inc. was determined to be the accounting acquirer since 23andMe Inc.'s shareholders prior to the Merger had the greatest voting interest in the combined entity, 23andMe Inc.'s shareholders appointed the initial directors of the combined Board of Directors and control future appointments, 23andMe Inc. comprises all of the ongoing operations, and 23andMe Inc.'s senior management directs operations of the combined entity. Accordingly, all historical financial information presented in these unaudited condensed consolidated financial statements represents the accounts of 23andMe, Inc. and its wholly owned subsidiary. Net assets were stated at historical cost consistent with the treatment of the transaction as a reverse recapitalization of 23andMe, Inc.

Lock-up and Earn-Out Shares

Pursuant to our Bylaws, shares of Class A common stock received as consideration in connection with the Merger (or securities convertible into or exchangeable for shares of Class A common stock) may not be sold or otherwise disposed of or hedged by our stockholders for a period of 180 days after the Closing Date.

Pursuant to a letter agreement entered into on October 1, 2020 (the “VGAC IPO Letter Agreement”) by VGAC, VG Acquisition Sponsor LLC (the “Sponsor”), and the then officers and directors of VGAC (the “VGAC Insiders”), as amended by a Sponsor Letter Agreement (the “Sponsor Letter Agreement”), dated as of February 4, 2021, by and among 23andMe, Inc., VGAC, the Sponsor, the VGAC Insiders and Credit Suisse Securities (USA) LLC as representative of the several Underwriters named in the underwriting agreement with respect to the initial public offering of VGAC (the “Underwriter”), the VGAC Insiders agreed to certain transfer restrictions applicable to 12,713,750 of the Class B ordinary shares of VGAC held by the Sponsor and VGAC Insiders (the “Founder Shares”), which were converted in the Business Combination to a like number of shares of Class A common stock of the Company. Pursuant to the VGAC IPO Letter Agreement, as amended by the Sponsor Letter Agreement, 70% of the Founder Shares cannot be transferred (subject to certain limited exceptions) until the earlier to occur of (i) one year after the Closing Date or (ii) the date following the completion of the Business Combination on which the Company completes a liquidation, merger, share exchange or other similar transaction that results in all of the shareholders having the right to exchange their ordinary shares for cash, securities or other property. Notwithstanding the foregoing, if the closing price of the Company's Class A common stock equals or exceeds $12.00 per share (as adjusted for share sub-divisions, share capitalizations, reorganizations, recapitalizations and the like) for any 20 trading days within any 30-trading day period commencing at least 150 days after the Business Combination, 70% of the Founder Shares will be released from the lock-up. As of June 30, 2021, the Company did not meet any thresholds for the shares to be released from lock-up. The Founders Shares are issued and outstanding Class A common shares that cannot be forfeited, and as such meet the criteria for equity classification in accordance with ASC 505.

Following the closing of the Merger, 3,814,125 of the Class B ordinary shares of VGAC held by the Sponsor as of the date of the Sponsor Agreement (the “Earn-Out Shares”), which constitute the remaining 30% of the Founder Shares, and were converted in the Business Combination into a like number of shares of the Company's Class A common stock, are subject to a lockup of seven years. The lockup has an early release effective (i) with respect to 50% of the Earn-Out Shares, upon the closing price of the Company’s Class A common stock equaling or exceeding $12.50 per share for any 20 trading days within any 30-trading-day period and (ii) with respect to the other 50% of the Earn-Out Shares, upon the closing price of the Company’s Class A common stock equaling or exceeding $15.00 per share for any 20 trading days within any 30-trading-day period; provided that the transfer restrictions applicable to the Earn-Out Shares will terminate on the date following the closing date on which the Company completes a liquidation, merger, amalgamation, capital stock exchange, reorganization or other similar transaction that results in all of the Company’s public stockholders having the right to exchange their shares of Class A common stock for cash, securities or other property (a “Liquidation Event”), if such Liquidation Event occurs prior to the date that the stock price thresholds referenced in (i) and (ii) are met. As of June 30, 2021, the Company did not meet any earn out thresholds. The Earn-Out Shares are issued and outstanding Class A common shares that cannot be forfeited, and as such meet the criteria for equity classification in accordance with ASC 505.

PIPE Investment

On February 4, 2021, concurrently with the execution of the Merger Agreement, VGAC entered into subscription agreements with certain investors (the “PIPE Investors”) to which such investors collectively subscribed for an aggregate of 25,000,000 shares of the Company’s Class A common stock at $10.00 per share for aggregate gross proceeds of $250,000,000 (the “PIPE Investment”). The Anne Wojcicki Foundation, which subscribed for 2,500,000 shares of the Company's Class A common stock, is affiliated with the Company’s CEO and therefore a related party. The PIPE Investment was consummated concurrently with the closing of the Merger.

Fair Value Measurements

3 Months Ended

Jun. 30, 2021

Fair Value Disclosures [Abstract]

Fair Value Measurements

4. Fair Value Measurements

The Company's fair value hierarchy for its financial assets and liabilities that are measured at fair value on a recurring basis as of June 30, 2021, is as follows:


	Level 1		Level 2		Level 3		Total
	(in thousands)
Liabilities
Public Warrants	$	51,363,551	$	—	$	—	$	51,363,551
Private Placement Warrants		—		24,585,417		—		24,585,417
Total liabilities	$	51,363,551	$	24,585,417	$	—	$	75,948,968

The fair value of cash, restricted cash, accounts receivable, accounts payable, and accrued liabilities are stated at their carrying value, which approximates fair value due to the short time to the expected receipt or payment date as of June 30, 2021 and March 31, 2021. The Public Warrants are classified as Level 1 due to the use of an observable market quote in an active market. The Private Placement Warrants (“Private Warrants”) are classified as Level 2 due to the use of observable market data for identical or similar liabilities. There were no financial instruments as of March 31, 2021 and no other financial instruments in the Level 1, Level 2 or Level 3 categories as of June 30, 2021.

As of June 30, 2021, the Company has Private Placement Warrants and Public Warrants ("Warrants") defined and discussed in Note 10, "Common Stock and Warrants". The Warrants are measured at fair value on a recurring basis. The Company performs routine procedures such as comparing prices obtained from independent sources to ensure that appropriate fair values are recorded. Because the transfer of Private Placement Warrants to anyone outside of certain permitted transferees of VG Acquisition Sponsor LLC (the “Sponsor”) would result in the Private Placement Warrants having substantially the same terms as the Public Warrants, the Company determined that the fair value of each Private Placement Warrant is consistent with that of a Public Warrant, with an insignificant adjustment for short-term marketability restrictions. Accordingly, the Private Placement Warrants are classified as Level 2 financial instruments. The Public and Private Warrants were valued as of June 30, 2021 using the listed trading price of $3.03 per Public Warrant.

The change in the fair value of warrant liabilities is as follows:


	Warrant Liabilities
	(in thousands)
Balance at March 31, 2021	$	—
Private Placement Warrants and Public Warrants		75,415
Exercised warrants		—
Change in fair value of warrants		534
Balance at June 30, 2021	$	75,949

As of June 30, 2021, the Company had no transfers between levels of the fair value hierarchy of its assets or liabilities measured at fair value.

Organization Consolidation And Presentation Of Financial Statements [Abstract]

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

Collaborations

3 Months Ended

Jun. 30, 2021

Collaborations

5. Collaborations

From time to time the Company enters into collaboration arrangements in which both parties are active participants in the arrangement and are exposed to the significant risks and rewards of the collaboration, in which case the collaboration is within the scope of ASC 808, Collaborative Arrangements (“ASC 808”). Within such collaborations, the Company determines if any obligations are an output of the Company’s ordinary activities in exchange for consideration, and if so, the Company applies ASC 606 to such activities.

For other payments received from the other party for other collaboration activities related to various development, launch and sales milestones of licensed products, or royalties related to net sales of licensed products, the Company analogizes to ASC 606.

Such payments will be recognized when the related activities occur as they are determined to relate predominantly to the license of intellectual property transferred to the other party and therefore have also been excluded from the transaction price allocated to the performance obligations determined under ASC 606. To date, no consideration in this regard has been received under the agreements discussed below.

GlaxoSmithKline Agreement

In July 2018, the Company and an affiliate of GlaxoSmithKline plc (“GSK”) entered into a four-year exclusive drug discovery and development collaboration agreement for collaboration on identification and development of therapeutic agents with a unilateral option for GSK to extend the term for an additional year. The Company concluded that GSK is considered a customer. Therefore, the Company has applied the guidance in ASC 606 to account for and present consideration received from GSK related to research services provided by the Company. The Company’s activities under the GSK Agreement, which include reporting, drug target discovery, and joint steering committee participation, represent one combined performance obligation to deliver research services. In addition, the GSK Agreement, along with subsequent amendments, provided GSK the right to include certain identified pre-existing 23andMe programs in the collaboration at GSK’s election, each of which is considered distinct from the research services. The exercise price for the pre-existing program options varied to reflect the respective stage of development of each such program, with up to two such programs being offered for no additional charge. The two programs offered for no additional charge were material rights and therefore also identified as performance obligations within the arrangement.

In addition to cost-sharing during the performance of research services which is recorded within cost of revenue when incurred in the Consumer and Research Services segment, once drug targets have been identified for inclusion in the collaboration, the Company and GSK equally share in the costs of further research, development and commercialization of identified targets, subject to certain rights of either party to opt-out of funding at certain predetermined development milestones. These cost-sharing charges for costs incurred subsequent to the identification of drug targets have been included in research and development expense in the consolidated statements of operations during the period incurred. The Company may also share in the net profits or losses of products that are commercialized pursuant to the collaboration, or receive royalties on products which are successfully commercialized.

During the three months ended June 30, 2021 and 2020, the Company recognized $11.2 million and $11.8 million, respectively, of research services revenue related to the GSK Agreement. As of June 30, 2021, and March 31, 2021, the Company had current deferred revenue related to GSK of $18.9 million and $30.1 million, respectively. As of June 30, 2021, and March 31, 2021, there was no noncurrent deferred revenue related to GSK. There was no receivable related to GSK as of June 30, 2021 and March 31, 2021. During the three months ended June 30, 2021 and 2020, cost-sharing amounts incurred subsequent to the identification of targets, included in research and development expenses, were amounts payable to GSK of $6 million and $1.8 million, respectively. During the three months ended June 30, 2021 and 2020, cost-sharing amounts incurred prior to the identification of targets, included in cost of revenue, were amounts payable to GSK of $0.4 million and $0.4 million, respectively. As of June 30, 2021 and March 31, 2021, the Company had $13.5 million and $11.5 million, respectively, related to balances of amounts payable to GSK for reimbursement of shared costs included within accounts payable and accrued expenses and other current liabilities in the condensed consolidated balance sheets.

Balance Sheet Components

3 Months Ended

Jun. 30, 2021

Balance Sheet Related Disclosures [Abstract]

Balance Sheet Components

6. Balance Sheet Components

Property and Equipment, Net

Property and equipment, net consisted of the following:


		June 30,			March 31,
		2021			2021
	(in thousands)
Computer and software		$	13,371		$	13,252
Laboratory equipment and software			49,379			48,636
Furniture and office equipment			8,803			8,803
Leasehold improvements			39,715			39,668
Capitalized asset retirement obligations			853		853
Property and equipment, gross			112,121			111,212
Less: accumulated depreciation and amortization			(54,421	)		(50,328	)
Property and equipment, net		$	57,700		$	60,884

Depreciation and amortization expense was $4.1 million and $5.1 million for three months ended June 30, 2021 and 2020, respectively.

Internal-use Software, Net


	June 30,			March 31,
	2021			2021
	(in thousands)
Capitalized internal-use software	$	10,088		$	9,200
Less: accumulated amortization		(2,956	)		(2,311	)
Internal-use software, net	$	7,132		$	6,889

For the three months ended June 30, 2021 and 2020, amortization expense related to internal-use software was $0.6 million and $0.3 million, respectively, including approximately $0.1 million and $0.1 million, respectively, of stock-based compensation expense. Impairment to internal-use software was nil and $0.2 million for the three months ended June 30, 2021 and 2020.

Accrued Expense and Other Current Liabilities

Accrued expense and other current liabilities consisted of the following:


	June 30,		March 31,
	2021		2021
	(in thousands)
Accrued payables	$	21,371	$	19,869
Accrued compensation and benefits		11,281		11,749
Accrued taxes		190	166
Other		187	169
Total accrued expenses and other current liabilities	$	33,029	$	31,953

Leases

3 Months Ended

Jun. 30, 2021

Leases [Abstract]

Leases

7. Leases

The Company’s lease portfolio includes leased offices, dedicated lab facility and storage space, and dedicated data center facility space, with remaining contractual periods from 2.5 years to 10.1 years. For purposes of calculating lease liabilities, lease terms may include options to extend the lease when it is reasonably certain that the Company will exercise those options.

The Company incurred total lease costs in its consolidated statements of operations of $3.5 million and $ 3.4 million for the three months ended June 30, 2021 and 2020, respectively.

As of June 30, 2021, the future minimum lease payments included in the measurement of the Company’s operating lease liabilities were as follows:


	June 30,
	2021
	(in thousands)
Fiscal years ending March 31,
Remainder of 2022	$	8,585
2023		14,453
2024		14,838
2025		14,350
2026		10,996
Thereafter		64,421
Total future operating lease payments		127,643
Less: imputed interest		(37,120	)
Total operating lease liabilities	$	90,523

Commitments and Contingencies

3 Months Ended

Jun. 30, 2021

Commitments And Contingencies Disclosure [Abstract]

Commitments and Contingencies

8. Commitments and Contingencies

Non-cancelable Purchase Obligations

In the normal course of business, the Company enters into non-cancelable purchase commitments with various parties for purchases. In June 2021, the Company entered into a non-cancelable long-term contract with purchase obligations totaling $33.0 million over a 3-year period related to data services. As of June 30, 2021, the Company had outstanding non-cancelable purchase obligations with a term of 12 months or longer totaling $89.2 million.

Legal Matters

The Company is subject to certain routine legal and regulatory proceedings, as well as demands and claims that arise in the normal course of business. Certain conditions may exist as of the date the condensed consolidated financial statements are issued, which may result in a loss to the Company, but will only be recorded when one or more future events occur or fail to occur. The Company’s management assesses such contingent liabilities, and such assessment inherently involves an exercise of judgment. In assessing loss contingencies related to legal proceedings that are pending against and by the Company or unasserted claims that may result in such proceedings, the Company’s management evaluates the perceived merits of any legal proceedings or unasserted claims, as well as the perceived merits of the amount of relief sought or expected to be sought.

If the assessment of a contingency indicates that it is probable that a material loss has been incurred and the amount of the liability can be estimated, then the estimated liability would be accrued in the Company’s condensed consolidated financial statements. If the assessment indicates that a potential material loss contingency is not probable but is reasonably possible, or is probable but cannot be estimated, then the nature of the contingent liability, together with an estimate of the range of possible loss if determinable and material, would be disclosed. Loss contingencies considered to be remote by management are generally not disclosed unless they involve guarantees, in which case the guarantee would be disclosed. Legal fees related to potential loss contingencies are expensed as incurred.

On December 10, 2019, Celmatix Inc. (“Celmatix”) filed a lawsuit in the Supreme Court of the State of New York against the Company (Index No. 657329/2019) asserting claims against the Company for breach of contract and the implied covenant of good faith and fair dealing, and tortious interference with contract and prospective economic advantage, alleging damages that, according to the compliant, plaintiff “believed to be in excess of $100 million.” On February 14, 2020, the Company filed its answer, denying all of the material allegations of the complaint and asserting counterclaims against Celmatix for breach of contract. Celmatix amended its complaint on July 13, 2021, asserting an additional claim against the Company for fraudulent inducement of contract. On July 19, 2021, the Company filed its answer to the amended complaint, denying all of the material allegations and asserting a counterclaim and an additional defense of fraudulent inducement of contract. The Company believes that the claims are without merit and is vigorously defending against the claims and pursuing its counterclaims. Discovery is ongoing. The Company is unable to conclude at this time whether any potential loss is probable with respect to any of the claims, and, as the litigation remains in the discovery stage, cannot estimate any reasonably possible loss or range of loss that may potentially result if the plaintiff ultimately were to prevail with respect to any of the claims that have been asserted.

Indemnification

The Company enters into indemnification provisions under agreements with other companies in the ordinary course of business, including, but not limited to, collaborators, landlords, vendors and contractors. Pursuant to these arrangements, the Company agrees to indemnify, defend, and hold harmless, the indemnified party for certain losses suffered or incurred by the indemnified party as a result of the Company’s activities. The maximum potential amount of future payments the Company could be required to make under these agreements is not determinable. The Company has never incurred costs to defend lawsuits or settle claims related to these indemnification agreements. As a result, the Company believes the fair value of these agreements is not material. The Company maintains insurance, including commercial general liability insurance and product liability insurance to offset certain potential liabilities under these indemnification provisions. In addition, the Company indemnifies its officers, directors and certain key employees against claims made with respect to matters that arise while they are serving in their respective capacities as such, subject to certain limitations set forth under applicable law, the Company’s Bylaws and applicable indemnification agreements. To date, there have been no claims under these indemnification provisions.

Redeemable Convertible Preferred Stock

3 Months Ended

Jun. 30, 2021

Redeemable Convertible Preferred Stock

9. Redeemable Convertible Preferred Stock

The following table is a summary of the Company’s redeemable convertible preferred stock as of March 31, 2021 (in thousands, except for share data):


	March 31, 2021
			Shares				Aggregate
	Shares		Issued and		Carrying		Liquidation
	Authorized		Outstanding		Value		Preference
	(in thousands, except share data)
Series A		16,330,984		16,330,984	$	8,815	$	8,953
Series B		20,754,666		20,754,666		27,643		27,779
Series C		22,703,050		22,703,050		30,961		31,179
Series D		33,110,992		33,110,992		58,274		58,450
Series E		24,414,254		24,414,254		114,936		115,246
Series F		41,300,501		41,300,501		242,168		250,000
Series F-1		50,897,623		50,567,408		354,554		382,500
Total redeemable convertible preferred stock		209,512,070		209,181,855	$	837,351	$	874,107

All shares of redeemable convertible preferred stock were converted pursuant to the Business Combination, which closed on June 16, 2021, and share amounts are presented as having been converted as of March 31, 2021.

Conversion

Immediately prior to the effective time of the Merger, all series of the redeemable convertible preferred stock of 23andMe, Inc. were converted into shares of Class B common stock of 23andMe, Inc. on a one-for-one basis and then converted to the Company’s Class B common stock at an exchange ratio of 2.293698169. As of June 30, 2021, no shares of redeemable convertible preferred stock were outstanding.

Common Stock and Warrants

3 Months Ended

Jun. 30, 2021

Common Stock and Warrants

10. Common Stock and Warrants

Prior to the Merger, 23andMe, Inc. had three classes of authorized common stock: Class A common stock, Class B common stock and Class C common stock. There were no outstanding shares of 23andMe, Inc. Class C common stock. Shares issued on early exercise are not considered outstanding for accounting purposes because the employees holding these awards are not entitled to the rewards of stock ownership. The rights of the holders of 23andMe, Inc. Class A, B and Class C common stock, respectively, were identical, except with respect to (i) electing members of the Board of Directors and (ii) voting rights. The outstanding shares of 23andMe, Inc. Class A and B common stock, respectively, are presented on the consolidated balance sheet and on the consolidated statement of equity and stockholders' equity (deficit) for the year ended March 31, 2021.

Merger Transaction

On the Closing Date and in accordance with the terms and subject to the conditions of the Merger Agreement, each share of 23andMe, Inc. Class A common stock, par value $0.00001 per share, (other than dissenting shares) was canceled and converted into the right to receive the applicable portion of the merger consideration comprised of the Company’s Class A common stock, par value $0.0001 per share, as determined in the Merger Agreement (the “Share Conversion Ratio”), each share of 23andMe, Inc. Class B common stock, par value $0.00001 per share (other than dissenting shares) was canceled and converted into the right to receive the applicable portion of the merger consideration comprised of the Company’s Class B common stock, par value $0.0001 per share, as determined pursuant to the Share Conversion Ratio. The Share Conversion Ratio is 2.293698169.

On June 16, 2021, in connection with the Merger, the Company amended and restated its certificate of incorporation to authorize 1,490,000,000 shares of common stock, of which 1,140,000,000 shares are designated Class A common stock and 350,000,000 shares are designated Class B common stock. The rights of the holders of Class A common stock and Class B common stock are identical, except with respect to voting and conversion rights. Holders of Class A common stock are entitled to one vote per share and holders of Class B common stock are entitled to ten votes per share. Each share of Class B common stock is convertible into one share of Class A common stock any time at the option of the holder, and is automatically converted into one share of Class A common stock upon transfer (except for certain permitted transfers). Once converted into Class A common stock, the Class B common stock will not be reissued. Additionally, pursuant to the Company’s amended and restated certificate of incorporation, the Company is authorized to issue 10,000,000 shares of preferred stock having a par value of $0.0001 per share (“Preferred Stock”). The Company’s Board of Directors has the authority to issue shares of the Preferred Stock in one or more series and to determine the preferences, privileges, and restrictions, including voting rights, of those shares. As of June 30, 2021, no shares of Preferred Stock were issued and outstanding.

As of June 30, 2021, the Company had authorized 1,140,000,000 and 350,000,000 shares of Class A and Class B common stock, respectively, and the Company had 92,672,510 and 313,759,355 shares of Class A and Class B common stock issued and outstanding, respectively.

PIPE Investment

Concurrently with the execution of the Merger Agreement, certain investors collectively subscribed for 25,000,000 shares of the Company’s Class A common stock at $10.00 per share for aggregate gross proceeds of $250,000,000 million. The Anne Wojcicki Foundation, which subscribed for 2,500,000 shares of the Company's Class A common stock, is affiliated with the Company’s CEO and therefore a related party.

Class A Common Stock Warrants

As the accounting acquirer, 23andMe, Inc. is deemed to have assumed 8,113,999 warrants for Class A common stock that were held by VG Acquisition Sponsor LLC (“Sponsor”) at an exercise price of $11.50 ("Private Placement Warrants") and 16,951,609 Class A common stock warrants held by VGAC's shareholders at an exercise price of $11.50 ("Public Warrants"). In accordance with the warrant agreements, warrants will become exercisable on October 6, 2021. The warrants will expire five years after the completion of the Business Combination, or earlier upon redemption or liquidation.

Subsequent to the Merger, the Private Placement Warrants and Public Warrants for shares of Class A common stock meet liability classification requirements since the warrants may be required to be settled in cash under a tender offer. In addition, Private Placement Warrants are potentially subject to a different settlement amount as a result of being held by the Sponsor which precludes the Private Placement Warrants from being considered indexed to the entity's own stock. Therefore, these warrants are classified as liabilities on the condensed consolidated balance sheets. As of June 30, 2021, no warrants have been exercised.

As of June 30, 2021, the following Warrants were outstanding (in thousands, expect for share and per share amounts):


Warrant Type	Shares		Exercise Price
	(in thousands, except share data)
Public		16,951,609	$	11.50
Private		8,113,999		11.50

Public warrant terms

The Public Warrants become exercisable into shares of Class A common stock commencing on October 6, 2021. The Public Warrants will expire five years after the completion of the Business Combination, or earlier upon redemption or liquidation.

Redemption of Warrants When the Price per Class A Common Stock Equals or Exceeds $18.00

Once the warrants become exercisable, the Company may redeem the outstanding warrants:



in whole and not in part;



at a price of $0.01 per warrant;



upon not less than 30 days’ prior written notice of redemption to each warrant holder; and



if, and only if, the last reported sale price of the Class A common stock for any 20 trading days within a 30-trading-day period ending three business days before the Company sends the notice of redemption to the warrant holders (which is referred to as the “Reference Value”) equals or exceeds $18.00 per share (as adjusted for share splits, share capitalizations, reorganizations, recapitalizations, and the like).

Redemption of Warrants When the Price per Class A Common Stock Equals or Exceeds $10.00

Commencing ninety (90) days after the warrants become exercisable, the Company may redeem the outstanding warrants:



in whole and not in part;



at $0.10 per warrant upon a minimum of 30 days’ prior written notice of redemption, provided that holders will be able to exercise their warrants on a cashless basis prior to redemption and receive that number of shares determined by reference to the table below, based on the redemption date and the “fair market value” of Class A common stock;



if, and only if, the Reference Value (as defined above under “Redemption of Warrants When the Price per Class A common stock Equals or Exceeds $18.00”) equals or exceeds $10.00 per share (as adjusted per share sub-divisions, share dividends, reorganizations, reclassifications, recapitalizations, and the like); and



if the Reference Value is less than $18.00 per share (as adjusted for share sub-divisions, share capitalizations, reorganizations, recapitalizations, and the like) the Private Placement Warrants must also be concurrently called for redemption on the same terms as the outstanding Public Warrants, as described above.

The numbers in the fee table of the Registration Statement on Form S-1 filed by the Company on July 8, 2021 represent the number of shares of Class A common stock that a warrant holder has the right to receive upon exercise in connection with a redemption by the Company pursuant to this redemption feature, based on the “fair market value” of the Class A common stock on the corresponding redemption date (assuming holders elect to exercise their warrants on a cashless basis prior to redemption), determined based on the average of the volume-weighted average price for the 10 trading days immediately following the date on which the notice of redemption is sent to the holders of warrants, and the number of months that the corresponding redemption date precedes the expiration date of the warrants, each as set forth in such fee table. The Company must provide its warrant holders with the final fair market value no later than one business day after the 10-trading-day period described above ends.

No fractional shares will be issued upon exercise of the warrants. If, upon exercise of the warrants, a holder would be entitled to receive a fractional interest in a share, the Company will, upon exercise, round down to the nearest whole number the number of shares of Class A common stock to be issued to the warrant holder.

Private Placement Warrants

The Private Placement Warrants (including the shares of Class A common stock issuable upon exercise of the Private Placement Warrants) are not transferable, assignable or salable until 30 days after the completion of the Business Combination (except, among other limited exceptions, to VGAC’s officers and directors and other persons or entities affiliated with the Sponsor) and they will not be redeemable by the Company, so long as they are held by the Sponsor, members of the Sponsor, or their permitted transferees (except under certain specified circumstances). The Sponsor or its permitted transferees, have the option to exercise the Private Placement Warrants on a cashless basis. Except as described herein, the Private Placement Warrants have terms and provisions that are identical to those of the Public Warrants. If the Private Placement Warrants are held by holders other than the Sponsor or its permitted transferees, the Private Placement Warrants will be redeemable by the Company and exercisable by the holders on the same basis as the Public Warrants.

Except as described under “—Redemption of Warrants When the Price per Class A common stock Equals or Exceeds $10.00,” if holders of the Private Placement Warrants elect to exercise them on a cashless basis, they would pay the exercise price by surrendering such warrants for that number of shares of Class A common stock equal to the quotient obtained by dividing (x) the product of the number of shares of Class A common stock underlying the warrants, multiplied by the excess of the “historical fair market value” of the Class A common stock over the exercise price of the warrants by (y) the fair market value. For these purposes, the “historical fair market value” will mean the average reported closing price of the shares of Class A common stock for the 10 trading days ending on the third trading day prior to the date on which the notice of warrant exercise is sent to the warrant agent.

Reserve for Issuance

The Company has the following shares of common stock reserved for future issuance, on an as-if converted basis:


	June 30,		March 31,
	2021		2021
Redeemable convertible preferred stock		—		209,181,855
Outstanding stock options		65,962,668		67,377,405
Outstanding restricted stock units		2,837,769		—
Outstanding private warrants		8,113,999		—
Outstanding public warrants		16,951,609		—
Remaining shares available for future issuance under 2006 Equity Incentive Plan		—		2,259,758
Remaining shares available for future issuance under 2021 Equity Incentive Plan		67,182,537		—
Total shares of common stock reserved		161,048,582		278,819,018

Equity Incentive Plans and Stock-Based Compensation

6 Months Ended

Jun. 30, 2021

Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]

Equity Incentive Plans and Stock- Based Compensation

11. Equity Incentive Plans and Stock-Based Compensation

Equity Incentive Plans

In 2006, the Company established its 2006 Equity Incentive Plan, as amended (the “2006 Plan”), which provides for the grant of stock options and restricted stock to employees, directors, officers and consultants of the Company. The Plan allows for time-based or performance-based vesting for the awards. The Plan has been amended and restated at various times since its adoption. As of June 30, 2021, there have been no performance-based awards granted under the Plan.

On June 10, 2021, at an extraordinary general meeting of shareholders of VGAC (the “VGAC Shareholder Meeting”), the shareholders of VGAC approved the 23andMe Holding Co. 2021 Incentive Equity Plan (the “2021 Plan”) and reserved 136,000,000 authorized shares of the Company’s Class A common stock. In addition, all equity awards of 23andMe, Inc. that were issued under the Plan were converted into comparable equity awards that are settled or exercisable for shares of the Company’s Class A common stock. As a result, each 23andMe, Inc. stock option was converted into an option to purchase shares of the Company’s Class A common stock based on an exchange ratio of 2.293698169. As of the effective date of the 2021 Plan, no further stock awards have been or will be granted under the 2006 Plan.

The Incentive Equity Plan authorizes the issuance or transfer of up to 136,000,000 shares of Class A common stock. The number of shares of Class A common stock reserved for issuance under the 2021 Plan will automatically increase on January 1 of each calendar year, starting in 2022, in an amount equal to (i) 22,839,019 shares of Class A common stock, (ii) 3.0% of the aggregate number of shares of Class A common stock and Class B common stock outstanding, or (iii) a lesser number of shares determined by the Company’s board of directors prior to the applicable January 1.

Options under the Plan have a contractual life of up to ten years. The exercise price of a stock option shall not be less than 100% of the estimated fair value of the shares on the date of grant, as determined by the Board of Directors. For Incentive Stock Options (“ISO”) as defined in the Internal Revenue Code of 1986 (“the Code”), the exercise price of an ISO granted to a 10% stockholder shall not be less than 110% of the estimated fair value of the underlying stock on the date of grant as determined by the Board of Directors. The Company’s options generally vest over four years. Under the Plan, stock option awards entitle the holder to receive one share of common stock for every option exercised.

In connection with the Merger, all the 23andMe, Inc. option holders received an equivalent award at an exchange ratio of 2.293698169 that vest in accordance with the original terms of the award. The Company determined this to be a Type I modification but did not record any incremental stock-based compensation expense since the fair value of the modified awards immediately after the modification was not greater than the fair value of the original awards immediately before the modification.

Stock Option Activity

Stock option activity and activity regarding shares available for grant under the Plan is as follows:


	Options Outstanding
	Outstanding Stock Options			Weighted-Average Exercise Price			Weighted-Average Remaining Contractual Life (Years)		Aggregate Intrinsic Value
	(in thousands, except share, years, and per share data)
Balance as of March 31, 2021		29,375,026		$	9.37		7.1		$	403,498
Recapitalization		38,002,437		$	(5.28	)
Balance as of March 31, 2021		67,377,463		$	4.09
Granted		—
Exercised		(818,479	)	$	3.12
Cancelled/Forfeited/Expired		(596,316	)	$	4.79
Balance as of June 30, 2021		65,962,668		$	4.09			6.9	$	501,155
Vested and exercisable as of June 30, 2021		39,327,557		$	3.49			5.7	$	322,319

The weighted average grant-date fair value of options granted for the three months ended June 30 2020 was $3.00 per share, and the intrinsic value of vested options exercised was $5.7 million and $2.3 million for the three months ended June 30, 2021 and 2020, respectively. There were no options granted during the three months ended June 30, 2021. As of June 30, 2021, unrecognized stock-based compensation cost related to unvested stock options was $73.6 million, which is expected to be recognized over a weighted-average period of 2.5 years. The cash flows resulting from the tax benefits for tax deductions resulting from the exercise of stock options in excess of the compensation expense recorded for those options (excess tax benefits) are classified as a cash flow from financing activities. Due to a full valuation allowance on deferred tax assets, the Company did not recognize any tax benefit from stock option exercises for the three months ended June 30, 2021.

The Company estimated the fair value of options granted using the Black-Scholes option-pricing model. The fair value of stock options is being amortized on a straight-line basis over the requisite service period of the awards.

The Black-Scholes assumptions used to value stock options at the grant dates are as follows:


	Three Months Ended June 30,
	2020
	Min			Max
Expected term (years)		6.0			6.1
Expected volatility		67	%		68	%
Risk-free interest rate		0.4	%		0.5	%
Expected dividend yield	—			—

Restricted Stock Units (RSUs)

Under the 2006 Plan and 2021 Plan, RSUs may be granted to employees, non-employee directors and consultants. The RSUs vest ratably over a period ranging from one to four years and are subject to the participant’s continuing service to the Company over that period. Until vested, RSUs do not have the voting and dividend participation rights of common stock and the shares underlying the awards are not considered issued and outstanding.

The following table summarizes the restricted stock unit activity under the equity incentive plans and related information:


	RSUs
	Unvested RSUs		Weighted-Average Grant Date Fair Value Per Share
Balance as of March 31, 2021		—		—
Granted		2,837,769	$	10.08
Vested		—		—
Cancelled/forfeited		—		—
Balance as of June 30, 2021		2,837,769	$	10.08
Expected to vest, June 30, 2021		2,837,769	$	10.08

As of June 30, 2021, unrecognized stock-based compensation expense related to outstanding unvested RSUs was $27.7 million, which is expected to be recognized over a weighted-average period of 3.7 years.

Employee Stock Purchase Plan

On June 10, 2021, at the VGAC Shareholder Meeting, the shareholders of VGAC approved the 23andMe Holding Co. Employee Stock Purchase Plan (the “ESPP”).

The Company expects to file a registration statement on Form S-8 to register the shares of Class A common stock issuable pursuant to the terms of the ESPP once it is eligible to do so. Accordingly, as of June 30, 2021, no shares of our Class A common stock have been purchased under the ESPP.

Stock-Based Compensation

The total share-based compensation expense related to stock options and restricted stock units by line item in the accompanying unaudited condensed consolidated statements of operations is summarized as follows:


	Three Months Ended June 30,
	2021		2020
	(in thousands)
Cost of revenue	$	798	$	179
Research and development		5,607		4,199
Sales and marketing		903		829
General and administrative		2,329		4,494
Total stock-based compensation expense	$	9,637	$	9,701

Secondary Sale Transactions

During the three months ended June 30, 2020, certain current and former employees sold shares of common stock to certain existing shareholders at a sales price that was above the then-current fair value. Since the purchasing parties are entities affiliated with a holder of economic interest in the Company and acquired the shares from current and former employees at a price in excess of fair value of such shares, the amount paid in excess of the fair value of common stock at the time of the secondary sales was recorded as compensation expense.

Total stock-based compensation expense related to the secondary sale transactions of $1.7 million included in the unaudited condensed consolidated statements of operations for the three months ended June 30, 2020 was recorded within general and administrative expenses.

Income Taxes

3 Months Ended

Jun. 30, 2021

Income Tax Disclosure [Abstract]

Income Taxes

12. Income Taxes

The components of the Company’s loss before provision for (benefit from) income taxes for the three months ended June 30, 2021 and June 30, 2020 were as follows (in thousands):


	Three Months Ended June 30,
	2021			2020
	(in thousands)
Domestic	$	(42,026	)	$	(35,770	)
Loss before provision for (benefit from) income taxes	$	(42,026	)	$	(35,770	)

There has historically been no federal or state provision for income taxes because the Company has historically incurred operating losses and maintains a full valuation allowance against its net deferred tax assets. For the three months ended June 30, 2021 and June 30, 2020, the Company recognized no provision for income taxes. Utilization of net operating loss carryforwards may be subject to future annual limitations provided by Section 382 of the Internal Revenue Code and similar state provisions.

Net Loss Per Share Attributable to Common Stockholders

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 + Details

Net Loss Per Share Attributable to Common Stockholders

3 Months Ended

Jun. 30, 2021

Earnings Per Share [Abstract]

13. Net Loss Per Share Attributable to Common Stockholders

Prior to the Merger and prior to effecting the recapitalization, the net loss attributable to common stockholders was allocated based on the contractual participation rights of the 23andMe, Inc. Class A and 23andMe, Inc. Class B common stock. As the liquidation and dividend rights of 23andMe, Inc. Class A and 23andMe, Inc. Class B common stock are identical, the net loss attributable to common stockholders is allocated on a proportionate basis, and the resulting net loss per share is identical for 23andMe, Inc. Class A and 23andMe, Inc. Class B common stock under the two class method. Earnings per share calculations for all periods prior to the Merger have been retrospectively restated to the equivalent number of shares reflecting the exchange ratio established in the reverse capitalization.

Subsequent to the Merger, the Company continues to have two classes of common stock: Class A and Class B common stock. Similar to the previous structure, the rights are identical, including liquidation and dividend rights, except the Company’s Class B common stock has additional voting rights and is convertible at any time at the option of the holder into Class A common stock, and is automatically converted into Class A common stock upon transfer (except for certain permitted transfers). The net loss attributable to common stockholders is allocated on a proportionate basis, and the resulting net loss per share is identical for Class A and Class B common stock under the two class method.

The Company uses the two-class method to calculate net loss per share. No dividends were declared or paid for the three months ended June 30, 2021 or 2020. The diluted net loss per share attributable to common stockholders is calculated by giving effect to all potentially dilutive common stock equivalents during the period. The Company’s redeemable, stock options and early exercised stock options are considered to be potential common stock equivalents but have been excluded from the calculation of diluted net loss per share attributable to common stockholders as their effect is antidilutive.

Net loss attributable to common stockholders is equivalent to net loss for all periods presented.

The following table sets forth the computation of basic and diluted net loss per share attributable to common stockholders for the periods presented:


	Three Months Ended June 30,
	2021						2020
	Class A			Class B			Class A			Class B
	(in thousands, except share and per share data)
Numerator:
Net loss attributable to common stockholders	$	(7,945	)	$	(34,081	)	$	(7,569	)	$	(28,201	)

Denominator:
Weighted-average shares used in computing net loss per share attributable to common stockholders, basic and diluted		31,797,184			136,394,578			19,800,551			73,776,756

Net loss per share:
Net loss per share attributable to common stockholders, basic and diluted	$	(0.25	)	$	(0.25	)	$	(0.38	)	$	(0.38	)

The potential shares of common stock that were excluded from the computation of diluted net loss per share attributable to common stockholders for the periods presented because including them would have been anti-dilutive are as follows:


	As of June 30,
	2021				2020
	Class A		Class B		Class A		Class B
Redeemable convertible preferred stock	—		—		—			198,274,933
Outstanding stock options		65,962,668	—		—			67,299,602
Issuance of common stock upon early exercise of options (unvested)	—		—		—			7,894,144
Restricted stock units		2,837,769	—		—		—
Warrants		25,065,608	—		—		—
Total		93,866,045		—		—		273,468,679

Related Party Transaction

3 Months Ended

Jun. 30, 2021

Related Party Transactions

14. Related Party Transactions

As described in Note 5, "Collaborations," in July 2018, the Company and GSK entered into a collaboration agreement, and there were transactions with GSK during the three months ended June 30, 2021 and 2020. At the time the collaboration agreement was entered into, GSK also purchased 17,291,066 shares of Series F-1 redeemable convertible preferred stock of 23andMe, Inc. These shares were converted into a like number of shares of Class B common stock of 23andMe, Inc. immediately prior to the Merger, and were exchanged pursuant to the Share Conversion Ratio into shares of the Company’s Class B common stock in the Business Combination. GSK has a greater than 10% voting interest in the Company as of June 30, 2021.

As described in Note 3, "Recapitalization", in February 2021, concurrently with the execution of the Merger Agreement, VGAC entered into subscription agreements with certain investors to which such investors collectively subscribed for an aggregate of 25,000,000 shares of the Company’s Class A common stock at $10.00 per share for aggregate gross proceeds of $250,000,000. The Anne Wojcicki Foundation, which subscribed for 2,500,000 shares of the Company's Class A common stock, is affiliated with the Company’s CEO and therefore a related party.

Subsequent Events

6 Months Ended

Jun. 30, 2021

Subsequent Events [Abstract]

Subsequent Events

15. Subsequent Events

The Company has evaluated subsequent events from the balance sheet date through August 13, 2021, the date at which the condensed consolidated financial statements were available to be issued.

Legal Matters

On July 13, 2021, Celmatix amended its complaint asserting an additional claim against the Company for fraudulent inducement of contract. Refer to Note 8, "Legal Matters", above.

Summary of Significant Accounting Policies (Policies)

3 Months Ended

Jun. 30, 2021

Unaudited Interim Condensed Consolidated Financial Information

Basis of Presentation

Fiscal Year

The Company’s fiscal year ends on March 31. References to fiscal year 2022 and 2021, refer to the fiscal years ending and ended March 31, 2022 and 2021, respectively.

Use of Estimates

Concentration of Supplier Risk

Concentration of Credit Risk

Significant customer information is as follows:


	June 30,			March 31,
	2021			2021
Percentage of accounts receivable:
Customer C		95	%		35	%
Customer D		0	%		40	%


	Three Months Ended June 30,
	2021			2020
Percentage of revenue:
Customer C		14	%		13	%
Customer B		19	%		25	%

Revenue Recognition

Disaggregation of Revenue

The following table presents revenue by category:


	Three Months Ended June 30,
	2021					2020
	Amount		Percentage of Revenue			Amount		Percentage of Revenue
	(in thousands, except percentages)
Consumer services	$	47,850		81	%	$	34,730		72	%
Research services		11,389		19	%		13,279		28	%
Therapeutics		—		0	%		48		0	%
Total	$	59,239		100	%	$	48,057		100	%

The following table summarizes revenue by region based on the shipping address of customers or the location where the services are delivered:


	Three Months Ended June 30,
	2021					2020
	Amount		Percentage of Revenue			Amount		Percentage of Revenue
	(in thousands, except percentages)
United States	$	40,352		68	%	$	32,360		67	%
United Kingdom		13,906		23	%		13,215		28	%
Canada		3,240		6	%		1,609		3	%
Other regions		1,741		3	%		873		2	%
International		18,887		32	%		15,697		33	%
Total	$	59,239		100	%	$	48,057		100	%

Contract Balances

Remaining Performance Obligations

Stock-Based Compensation

Warrant Liabilities

Segment Information

The Company’s revenue and Adjusted EBITDA by segment is as follows:


	Three Months Ended June 30,
	2021			2020
	(in thousands)
Segment Revenue
Consumer and Research Services	$	59,239		$	48,009
Therapeutics		—			48
Total Revenue	$	59,239		$	48,057
Segment adjusted EBITDA
Consumer and Research Services adjusted EBITDA	$	(505	)	$	(4,236	)
Therapeutics Adjusted EBITDA		(18,303	)		(9,394	)
Unallocated Corporate		(8,467	)		(6,199	)
Total adjusted EBITDA	$	(27,275	)	$	(19,829	)

Reconciliation of net loss to adjusted EBITDA
Net Loss	$	(42,026	)	$	(35,770	)
Adjustments
Interest (income), net		(44	)		(74	)
Other (income) / expense, net		520			(878	)
Depreciation and amortization		4,638			5,532
Stock-based compensation expense		9,637			11,361
Total adjusted EBITDA	$	(27,275	)	$	(19,829	)

Customers accounting for 10% or more of segment revenues were as follows:


	Three Months Ended June 30,
	2021				2020
	(in thousands, except percentages)
Consumer and Research Services Segment Revenue:
Customer C(1)	$	8,512	14	%	$	5,847	12	%
Customer B(2)	$	11,209	19	%	$	11,827	25	%
Therapeutics Segment Revenue:
Customer E(2)	$	—	0	%	$	48	100	%

(1)

Customer C revenues are primarily in the United States.

(2)

Customer B revenues are in the United Kingdom and Customer E is in a region other than the United States, United Kingdom or Canada.

Recently Adopted Accounting Pronouncements

Recently Issued Accounting Pronouncements

Summary of Significant Accounting Policies (Tables)

3 Months Ended

Jun. 30, 2021

Summary of Significant Customer Information

Significant customer information is as follows:


	June 30,			March 31,
	2021			2021
Percentage of accounts receivable:
Customer C		95	%		35	%
Customer D		0	%		40	%


	Three Months Ended June 30,
	2021			2020
Percentage of revenue:
Customer C		14	%		13	%
Customer B		19	%		25	%

Summary Of Revenue By Category

The following table presents revenue by category:


	Three Months Ended June 30,
	2021					2020
	Amount		Percentage of Revenue			Amount		Percentage of Revenue
	(in thousands, except percentages)
Consumer services	$	47,850		81	%	$	34,730		72	%
Research services		11,389		19	%		13,279		28	%
Therapeutics		—		0	%		48		0	%
Total	$	59,239		100	%	$	48,057		100	%

Summary of Revenue by Region based on the Shipping Address of Customers

The following table summarizes revenue by region based on the shipping address of customers or the location where the services are delivered:


	Three Months Ended June 30,
	2021					2020
	Amount		Percentage of Revenue			Amount		Percentage of Revenue
	(in thousands, except percentages)
United States	$	40,352		68	%	$	32,360		67	%
United Kingdom		13,906		23	%		13,215		28	%
Canada		3,240		6	%		1,609		3	%
Other regions		1,741		3	%		873		2	%
International		18,887		32	%		15,697		33	%
Total	$	59,239		100	%	$	48,057		100	%

Schedule Of Company Revenue and Adjusted EBITDA by Segment

The Company’s revenue and Adjusted EBITDA by segment is as follows:


	Three Months Ended June 30,
	2021			2020
	(in thousands)
Segment Revenue
Consumer and Research Services	$	59,239		$	48,009
Therapeutics		—			48
Total Revenue	$	59,239		$	48,057
Segment adjusted EBITDA
Consumer and Research Services adjusted EBITDA	$	(505	)	$	(4,236	)
Therapeutics Adjusted EBITDA		(18,303	)		(9,394	)
Unallocated Corporate		(8,467	)		(6,199	)
Total adjusted EBITDA	$	(27,275	)	$	(19,829	)

Reconciliation of net loss to adjusted EBITDA
Net Loss	$	(42,026	)	$	(35,770	)
Adjustments
Interest (income), net		(44	)		(74	)
Other (income) / expense, net		520			(878	)
Depreciation and amortization		4,638			5,532
Stock-based compensation expense		9,637			11,361
Total adjusted EBITDA	$	(27,275	)	$	(19,829	)

Summary of Customers Accounting for 10% or More of Segment Revenues

Customers accounting for 10% or more of segment revenues were as follows:


	Three Months Ended June 30,
	2021				2020
	(in thousands, except percentages)
Consumer and Research Services Segment Revenue:
Customer C(1)	$	8,512	14	%	$	5,847	12	%
Customer B(2)	$	11,209	19	%	$	11,827	25	%
Therapeutics Segment Revenue:
Customer E(2)	$	—	0	%	$	48	100	%

(1)

Customer C revenues are primarily in the United States.

(2)

Customer B revenues are in the United Kingdom and Customer E is in a region other than the United States, United Kingdom or Canada.

Fair Value Measurements (Tables)

3 Months Ended

Jun. 30, 2021

Fair Value Disclosures [Abstract]

Schedule of Fair Value Assets and Liabilities Measured on Recurring Basis

The Company's fair value hierarchy for its financial assets and liabilities that are measured at fair value on a recurring basis as of June 30, 2021, is as follows:


	Level 1		Level 2		Level 3		Total
	(in thousands)
Liabilities
Public Warrants	$	51,363,551	$	—	$	—	$	51,363,551
Private Placement Warrants		—		24,585,417		—		24,585,417
Total liabilities	$	51,363,551	$	24,585,417	$	—	$	75,948,968

Schedule of Changes in Fair Value of Warrant Liabilities

The change in the fair value of warrant liabilities is as follows:


	Warrant Liabilities
	(in thousands)
Balance at March 31, 2021	$	—
Private Placement Warrants and Public Warrants		75,415
Exercised warrants		—
Change in fair value of warrants		534
Balance at June 30, 2021	$	75,949

Balance Sheet Components (Tables)

3 Months Ended

Jun. 30, 2021

Balance Sheet Related Disclosures [Abstract]

Property and Equipment, Net

Property and equipment, net consisted of the following:


		June 30,			March 31,
		2021			2021
	(in thousands)
Computer and software		$	13,371		$	13,252
Laboratory equipment and software			49,379			48,636
Furniture and office equipment			8,803			8,803
Leasehold improvements			39,715			39,668
Capitalized asset retirement obligations			853		853
Property and equipment, gross			112,121			111,212
Less: accumulated depreciation and amortization			(54,421	)		(50,328	)
Property and equipment, net		$	57,700		$	60,884

Schedule of Internal Use Software, Net


	June 30,			March 31,
	2021			2021
	(in thousands)
Capitalized internal-use software	$	10,088		$	9,200
Less: accumulated amortization		(2,956	)		(2,311	)
Internal-use software, net	$	7,132		$	6,889

Schedule of Accrued Expense and Other Current Liabilities

Accrued expense and other current liabilities consisted of the following:


	June 30,		March 31,
	2021		2021
	(in thousands)
Accrued payables	$	21,371	$	19,869
Accrued compensation and benefits		11,281		11,749
Accrued taxes		190	166
Other		187	169
Total accrued expenses and other current liabilities	$	33,029	$	31,953

Leases (Tables)

3 Months Ended

Jun. 30, 2021

Leases [Abstract]

Schedule of Future Minimum Lease Payments Related to Company's Operating Lease Liability

As of June 30, 2021, the future minimum lease payments included in the measurement of the Company’s operating lease liabilities were as follows:


	June 30,
	2021
	(in thousands)
Fiscal years ending March 31,
Remainder of 2022	$	8,585
2023		14,453
2024		14,838
2025		14,350
2026		10,996
Thereafter		64,421
Total future operating lease payments		127,643
Less: imputed interest		(37,120	)
Total operating lease liabilities	$	90,523

Redeemable Convertible Preferred Stock (Tables)

3 Months Ended

Jun. 30, 2021

Schedule of Redeemable Convertible Preferred Stock

The following table is a summary of the Company’s redeemable convertible preferred stock as of March 31, 2021 (in thousands, except for share data):


	March 31, 2021
			Shares				Aggregate
	Shares		Issued and		Carrying		Liquidation
	Authorized		Outstanding		Value		Preference
	(in thousands, except share data)
Series A		16,330,984		16,330,984	$	8,815	$	8,953
Series B		20,754,666		20,754,666		27,643		27,779
Series C		22,703,050		22,703,050		30,961		31,179
Series D		33,110,992		33,110,992		58,274		58,450
Series E		24,414,254		24,414,254		114,936		115,246
Series F		41,300,501		41,300,501		242,168		250,000
Series F-1		50,897,623		50,567,408		354,554		382,500
Total redeemable convertible preferred stock		209,512,070		209,181,855	$	837,351	$	874,107

Common Stock and Warrants (Tables)

3 Months Ended

Jun. 30, 2021

Schedule Of Warrants Outstanding

As of June 30, 2021, the following Warrants were outstanding (in thousands, expect for share and per share amounts):


Warrant Type	Shares		Exercise Price
	(in thousands, except share data)
Public		16,951,609	$	11.50
Private		8,113,999		11.50

Schedule of Common Stock Reserved for Issuance

The Company has the following shares of common stock reserved for future issuance, on an as-if converted basis:


	June 30,		March 31,
	2021		2021
Redeemable convertible preferred stock		—		209,181,855
Outstanding stock options		65,962,668		67,377,405
Outstanding restricted stock units		2,837,769		—
Outstanding private warrants		8,113,999		—
Outstanding public warrants		16,951,609		—
Remaining shares available for future issuance under 2006 Equity Incentive Plan		—		2,259,758
Remaining shares available for future issuance under 2021 Equity Incentive Plan		67,182,537		—
Total shares of common stock reserved		161,048,582		278,819,018

Equity Incentive Plans and Stock-Based Compensation (Tables)

3 Months Ended

Jun. 30, 2021

Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]

Schedule of Summary of Stock Option Activity and Activity Regarding Shares Available for Grant

Stock option activity and activity regarding shares available for grant under the Plan is as follows:


	Options Outstanding
	Outstanding Stock Options			Weighted-Average Exercise Price			Weighted-Average Remaining Contractual Life (Years)		Aggregate Intrinsic Value
	(in thousands, except share, years, and per share data)
Balance as of March 31, 2021		29,375,026		$	9.37		7.1		$	403,498
Recapitalization		38,002,437		$	(5.28	)
Balance as of March 31, 2021		67,377,463		$	4.09
Granted		—
Exercised		(818,479	)	$	3.12
Cancelled/Forfeited/Expired		(596,316	)	$	4.79
Balance as of June 30, 2021		65,962,668		$	4.09			6.9	$	501,155
Vested and exercisable as of June 30, 2021		39,327,557		$	3.49			5.7	$	322,319

Schedule of Assumptions Used in the Black-Scholes Option-Pricing Model

The Black-Scholes assumptions used to value stock options at the grant dates are as follows:


	Three Months Ended June 30,
	2020
	Min			Max
Expected term (years)		6.0			6.1
Expected volatility		67	%		68	%
Risk-free interest rate		0.4	%		0.5	%
Expected dividend yield	—			—

Summary of Restricted Stock Awards Activity under the Equity Incentive Plan

The following table summarizes the restricted stock unit activity under the equity incentive plans and related information:


	RSUs
	Unvested RSUs		Weighted-Average Grant Date Fair Value Per Share
Balance as of March 31, 2021		—		—
Granted		2,837,769	$	10.08
Vested		—		—
Cancelled/forfeited		—		—
Balance as of June 30, 2021		2,837,769	$	10.08
Expected to vest, June 30, 2021		2,837,769	$	10.08

Schedule of Share Based Compensation Costs.


	Three Months Ended June 30,
	2021		2020
	(in thousands)
Cost of revenue	$	798	$	179
Research and development		5,607		4,199
Sales and marketing		903		829
General and administrative		2,329		4,494
Total stock-based compensation expense	$	9,637	$	9,701

Income Taxes (Tables)

3 Months Ended

Jun. 30, 2021

Income Tax Disclosure [Abstract]

Schedule of Loss Before Provision For (benefit from) Income Taxes

The components of the Company’s loss before provision for (benefit from) income taxes for the three months ended June 30, 2021 and June 30, 2020 were as follows (in thousands):


	Three Months Ended June 30,
	2021			2020
	(in thousands)
Domestic	$	(42,026	)	$	(35,770	)
Loss before provision for (benefit from) income taxes	$	(42,026	)	$	(35,770	)

Net Loss Per Share Attributable to Common Stockholders (Tables)

3 Months Ended

Jun. 30, 2021

Earnings Per Share [Abstract]

Schedule of Earnings Per Share, Basic and Diluted

The following table sets forth the computation of basic and diluted net loss per share attributable to common stockholders for the periods presented:


	Three Months Ended June 30,
	2021						2020
	Class A			Class B			Class A			Class B
	(in thousands, except share and per share data)
Numerator:
Net loss attributable to common stockholders	$	(7,945	)	$	(34,081	)	$	(7,569	)	$	(28,201	)

Denominator:
Weighted-average shares used in computing net loss per share attributable to common stockholders, basic and diluted		31,797,184			136,394,578			19,800,551			73,776,756

Net loss per share:
Net loss per share attributable to common stockholders, basic and diluted	$	(0.25	)	$	(0.25	)	$	(0.38	)	$	(0.38	)

Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share


	As of June 30,
	2021				2020
	Class A		Class B		Class A		Class B
Redeemable convertible preferred stock	—		—		—			198,274,933
Outstanding stock options		65,962,668	—		—			67,299,602
Issuance of common stock upon early exercise of options (unvested)	—		—		—			7,894,144
Restricted stock units		2,837,769	—		—		—
Warrants		25,065,608	—		—		—
Total		93,866,045		—		—		273,468,679

Organization and Description of Business - Additional Information (Detail)		3 Months Ended
	Jun. 16, 2021	Jun. 30, 2021
Class Of Stock [Line Items]
Stock split description	Each share of Class B common stock is convertible into one share of Class A common stock any time at the option of the holder, and is automatically converted into one share of Class A common stock upon transfer	The shares and net loss per common share prior to the Merger have been retroactively restated as shares reflecting the exchange ratio established in the Merger (each outstanding share of 23andMe, Inc. Class A common stock was exchanged for 2.293698169 shares of the Company’s Class A common stock, and each outstanding share of 23andMe, Inc. Class B common stock, including all shares of 23andMe, Inc. preferred stock (which were converted to shares of 23andMe, Inc. Class B common stock immediately prior to the Merger), was exchanged for 2.293698169 shares of the Company’s Class B common stock).
Class A Common Stock [Member]
Class Of Stock [Line Items]
Exchange Ratio	2.293698169	2.293698169
Class B Common Stock [Member]
Class Of Stock [Line Items]
Exchange Ratio	2.293698169	2.293698169

Summary of Significant Accounting Policies - Additional Information (Details) - USD ($) $ in Millions	3 Months Ended
	Jun. 30, 2021	Jun. 30, 2020	Mar. 31, 2021	Mar. 31, 2020
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Percentage of Revenue	100.00%	100.00%
Revenue contract costs recognized when incurred	$ 3.1	$ 0.7
Microarrays
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Percentage of Revenue	100.00%	100.00%
K I T S
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Percentage of Revenue	100.00%	100.00%
Revenue recognized	$ 4.5	$ 4.5
Laboratory Services
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Percentage of Revenue	100.00%	100.00%
Research Services
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Percentage of Revenue	19.00%	28.00%
Revenue recognized	$ 11.4	$ 13.3
Remaining performance obligations	50.6
Deferred revenue for customer services	20.7	35.6	$ 31.9	$ 48.6
Contract with customer liability related party amount	18.9	33.2
Contract with customer liability revenue recognized related party amount	$ 11.2	$ 11.8
Research Services \| Minimum [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Remaining performance obligation, remaining duration	1 year
Research Services \| Maximum [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Remaining performance obligation, remaining duration	2 years
Consumer services
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Percentage of Revenue	81.00%	72.00%
Revenue recognized	$ 24.5	$ 13.8
Deferred revenue for customer services	$ 45.4	$ 41.4	$ 39.3	$ 38.8
Supplier Concentration Risk
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Percentage of Revenue	100.00%	100.00%

Summary of Significant Accounting Policies - Summary of Significant Customer Information (Details)	3 Months Ended
	Jun. 30, 2021	Mar. 31, 2021	Jun. 30, 2020
Concentration Risk [Line Items]
Percentage of Revenue	100.00%		100.00%
Customer C
Concentration Risk [Line Items]
Percentage of accounts receivable	95.00%	35.00%
Percentage of Revenue	14.00%		13.00%
Customer D
Concentration Risk [Line Items]
Percentage of accounts receivable	0.00%	40.00%
Customer B
Concentration Risk [Line Items]
Percentage of Revenue	19.00%		25.00%

Summary of Significant Accounting Policies - Summary of Revenue by Category (Detail) - USD ($) $ in Thousands	3 Months Ended
	Jun. 30, 2021	Jun. 30, 2020
Disaggregation Of Revenue [Line Items]
Revenue	$ 59,239	$ 48,057
Percentage of Revenue	100.00%	100.00%
Consumer services
Disaggregation Of Revenue [Line Items]
Revenue	$ 47,850	$ 34,730
Percentage of Revenue	81.00%	72.00%
Research Services
Disaggregation Of Revenue [Line Items]
Revenue	$ 11,389	$ 13,279
Percentage of Revenue	19.00%	28.00%
Therapeutics
Disaggregation Of Revenue [Line Items]
Revenue	$ 0	$ 48
Percentage of Revenue	0.00%	0.00%

Amount, including 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.

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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Summary of Significant Accounting Policies - Summary of Revenue by Region (Detail) - USD ($) $ in Thousands	3 Months Ended
	Jun. 30, 2021	Jun. 30, 2020
Disaggregation Of Revenue [Line Items]
Revenue	$ 59,239	$ 48,057
Percentage of Revenue	100.00%	100.00%
United States
Disaggregation Of Revenue [Line Items]
Revenue	$ 40,352	$ 32,360
Percentage of Revenue	68.00%	67.00%
United Kingdom
Disaggregation Of Revenue [Line Items]
Revenue	$ 13,906	$ 13,215
Percentage of Revenue	23.00%	28.00%
Canada
Disaggregation Of Revenue [Line Items]
Revenue	$ 3,240	$ 1,609
Percentage of Revenue	6.00%	3.00%
Other
Disaggregation Of Revenue [Line Items]
Revenue	$ 1,741	$ 873
Percentage of Revenue	3.00%	2.00%
International
Disaggregation Of Revenue [Line Items]
Revenue	$ 18,887	$ 15,697
Percentage of Revenue	32.00%	33.00%

Summary of Significant Accounting Policies - Schedule of Company Revenue and Adjusted EBITDA by Segment (Details) - USD ($) $ in Thousands	3 Months Ended
	Jun. 30, 2021	Jun. 30, 2020
Segment Revenue
Total Revenue	$ 59,239	$ 48,057
Segment adjusted EBITDA
Total adjusted EBITDA	(27,275)	(19,829)
Net Loss	(42,026)	(35,770)
Adjustments
Interest (income) / expenses, net	(44)	(74)
Other (income) / expense, net	(520)	(878)
Depreciation and Amortization	4,638	5,532
Stock-based compensation expense	9,637	11,361
Total adjusted EBITDA	(27,275)	(19,829)
Consumer And Research Services [Member]
Segment Revenue
Total Revenue	59,239	48,009
Segment adjusted EBITDA
Total adjusted EBITDA	(505)	(4,236)
Therapeutics
Segment Revenue
Total Revenue	0	48
Segment adjusted EBITDA
Total adjusted EBITDA	(18,303)	(9,394)
Unallocated Corporate [Member]
Segment adjusted EBITDA
Total adjusted EBITDA	$ (8,467)	$ (6,199)

Summary of Significant Accounting Policies - Schedule of Customer Accounting of Segment Revenue (Details) - USD ($) $ in Thousands	3 Months Ended
	Jun. 30, 2021	Jun. 30, 2020
Segment Reporting Information [Line Items]
Total Revenue	$ 59,239	$ 48,057
Percentage of Revenue	100.00%	100.00%
Therapeutics
Segment Reporting Information [Line Items]
Percentage of Revenue	0.00%	0.00%
Customer C \| Consumer And Research Services
Segment Reporting Information [Line Items]
Total Revenue	$ 8,512	$ 5,847
Percentage of Revenue	14.00%	12.00%
Customer B \| Consumer And Research Services
Segment Reporting Information [Line Items]
Total Revenue	$ 11,209	$ 11,827
Percentage of Revenue	19.00%	25.00%
Customer E \| Therapeutics
Segment Reporting Information [Line Items]
Total Revenue	$ 0	$ 48
Percentage of Revenue	0.00%	100.00%

Amount of revenue recognized from goods sold, services rendered, insurance premiums, or other activities that constitute an earning process. Includes, but is not limited to, investment and interest income before deduction of interest expense when recognized as a component of revenue, and sales and trading gain (loss).

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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Recapitalization - Additional Information (Details)		3 Months Ended
Recapitalization - Additional Information (Details)	Jun. 16, 2021 USD ($) $ / shares shares	Jun. 30, 2021 $ / shares shares	Mar. 31, 2021 $ / shares shares	Feb. 04, 2021 $ / shares shares
Business Acquisition [Line Items]
Proceeds From Issuance of Common Stock Reverse Recapitalization \| $	$ 559,700,000
Reverse Recapitalization Percentage of Voting Interests Acquired	100.00%
Reverse Recapitalization Transaction Costs \| $	$ 33,700,000
Proceeds from issuance of common stock merger \| $	$ 309,700,000
Restricted Stock Units [Member]
Business Acquisition [Line Items]
Shares conversion ratio	2.293698169
Founder shares [Member]
Business Acquisition [Line Items]
Shares restricted for transfer				12,713,750
Lock-up early release terms for the earn out shares, description		(i) one year after the Closing Date or (ii) the date following the completion of the Business Combination on which the Company completes a liquidation, merger, share exchange or other similar transaction that results in all of the shareholders having the right to exchange their ordinary shares for cash, securities or other property. Notwithstanding the foregoing, if the closing price of the Company's Class A common stock equals or exceeds $12.00 per share (as adjusted for share sub-divisions, share capitalizations, reorganizations, recapitalizations and the like) for any 20 trading days within any 30-trading day period commencing at least 150 days after the Business Combination, 70% of the Founder Shares will be released from the lock-up.
Percent of share release from lockup		70.00%
VG Acquisition Sponsor LLC [Member]
Business Acquisition [Line Items]
Sponsor, Description		(i) with respect to 50% of the Earn-Out Shares, upon the closing price of the Company’s Class A common stock equaling or exceeding $12.50 per share for any 20 trading days within any 30-trading-day period and (ii) with respect to the other 50% of the Earn-Out Shares, upon the closing price of the Company’s Class A common stock equaling or exceeding $15.00 per share for any 20 trading days within any 30-trading-day period; provided that the transfer restrictions applicable to the Earn-Out Shares will terminate on the date following the closing date on which the Company completes a liquidation, merger, amalgamation, capital stock exchange, reorganization or other similar transaction that results in all of the Company’s public stockholders having the right to exchange their shares of Class A common stock for cash, securities or other property (a “Liquidation Event”), if such Liquidation Event occurs prior to the date that the stock price thresholds referenced in (i) and (ii) are met.
Earn-out shares, Percentage		50.00%
Lockup period for shares		7 years
PIPE [Member]
Business Acquisition [Line Items]
Proceeds from investment \| $	$ 250,000,000
Class A Common Stock [Member]
Business Acquisition [Line Items]
Common Stock, Par value \| $ / shares	$ 0.0001	$ 0.0001	$ 0.0001
Shares conversion ratio	2.293698169	2.293698169
Common Stock, Shares, Outstanding		92,672,510	20,713,076
Common Stock, Shares, Issued		92,672,510	20,713,076
Lock up for Class A common stock in connection with the Merger	180 days
Trading days	20 days	20 days
Number of trading days after commencing	30 days	30 days
Number of trading days after business combination		150 days
Class A Common Stock [Member] \| Restricted Stock Units [Member]
Business Acquisition [Line Items]
Shares conversion ratio	2.293698169
Class A Common Stock [Member] \| Founder shares [Member]
Business Acquisition [Line Items]
Share Price Thresholds Release From Lock Up \| $ / shares		$ 12.00
Class A Common Stock [Member] \| VG Acquisition Sponsor LLC [Member]
Business Acquisition [Line Items]
Common stock, Price Per Share \| $ / shares				$ 10.00
Share Price Thresholds Release From Lock Up \| $ / shares		$ 15.00
Class A Common Stock [Member] \| The Anne Wojcicki Foundation [Member]
Business Acquisition [Line Items]
Common stock shares subscribed		2,500,000
Class A Common Stock [Member] \| PIPE [Member]
Business Acquisition [Line Items]
Common Stock, Shares, Issued	25,000,000
Aggregate gross proceeds of common stock \| $	$ 250,000,000
Class A Common Stock [Member] \| PIPE [Member] \| The Anne Wojcicki Foundation [Member]
Business Acquisition [Line Items]
Common stock shares subscribed	2,500,000
Class B Common Stock [Member]
Business Acquisition [Line Items]
Common Stock, Par value \| $ / shares	$ 0.0001	$ 0.0001	$ 0.0001
Acquired ownership percentage				30.00%
Shares conversion ratio	2.293698169	2.293698169
Common Stock, Shares, Outstanding		313,759,355	103,816,706
Common Stock, Shares, Issued		313,759,355	103,816,706
Class B Common Stock [Member] \| Founder shares [Member]
Business Acquisition [Line Items]
Percentage Shares Restricted For Transfer				70.00%
Class B Common Stock [Member] \| VG Acquisition Sponsor LLC [Member]
Business Acquisition [Line Items]
Share Price Thresholds Release From Lock Up \| $ / shares		$ 12.50
Common Stock, Shares, Outstanding	3,814,125
Trading days	20 days
Number of trading days after commencing	30 days

Fair Value Measurements - Summary of Financial Asset Measured at Fair Value on Recurring Basis (Details) $ in Thousands	Jun. 30, 2021 USD ($)
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Total Liabilities	$ 75,948,968
Public Warrants [Member]
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Total Liabilities	51,363,551
Private Placement Warrants [Member]
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Total Liabilities	24,585,417
Level 1 [Member]
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Total Liabilities	51,363,551
Level 1 [Member] \| Public Warrants [Member]
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Total Liabilities	51,363,551
Level 1 [Member] \| Private Placement Warrants [Member]
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Total Liabilities	0
Level 2 [Member]
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Total Liabilities	24,585,417
Level 2 [Member] \| Public Warrants [Member]
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Total Liabilities	0
Level 2 [Member] \| Private Placement Warrants [Member]
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Total Liabilities	24,585,417
Level 3 [Member]
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Total Liabilities	0
Level 3 [Member] \| Public Warrants [Member]
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Total Liabilities	0
Level 3 [Member] \| Private Placement Warrants [Member]
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Total Liabilities	$ 0

Fair Value Measurements - Additional Information (Details) - USD ($)	Jun. 30, 2021	Mar. 31, 2021
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Fair Value, Assets, Level 1 to Level 2 Transfers, Amount	$ 0
Fair Value, Liabilities, Level 1 to Level 2 Transfers, Amount	0
Fair Value, Assets, Level 2 to Level 1 Transfers, Amount	0
Fair Value, Liabilities, Level 2 to Level 1 Transfers, Amount	0
Level 1 [Member]
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Transfer between Levels	0	$ 0
Level 2 [Member]
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Transfer between Levels	$ 0	0
Trading price	$ 3.03
Level 3 [Member]
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Transfer between Levels	$ 0	$ 0

Fair Value Measurements - Schedule of Changes in Fair Value of Warrant Liabilities (Details) - USD ($) $ in Thousands	3 Months Ended
	Jun. 30, 2021	Jun. 30, 2020
Fair Value Disclosures [Abstract]
Balance	$ 0
Private Placement Warrants and Public Warrants	75,415
Exercised warrants	0
Change in fair value of warrant	534	$ 0
Balance	$ 75,949

Collaborations - Additional Information (Detail) - USD ($) $ in Thousands	3 Months Ended
	Jun. 30, 2021	Jun. 30, 2020	Mar. 31, 2021
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Revenue from Research Services and Therapeutics	$ 59,239	$ 48,057
Deferred Revenue Current	66,103		$ 71,255
Cost Of Revenue	28,542	25,563
Accounts Payable and Other Accrued Liabilities, Current	33,029		31,953
G S K
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Revenue from Research Services and Therapeutics	11,200	11,800
Deferred Revenue Current	18,900		30,100
Deferred Revenue Noncurrent	0		0
Receivables, Net, Current	0		0
Research and development expense	6,000	1,800
Cost Of Revenue	400	$ 400
Accounts Payable and Other Accrued Liabilities, Current	$ 13,500		$ 11,500

Balance Sheet Components - Property and Equipment, Net (Details) - USD ($) $ in Thousands	Jun. 30, 2021	Mar. 31, 2021
Property Plant And Equipment [Line Items]
Property and equipment, gross	$ 112,121	$ 111,212
Less: accumulated depreciation and amortization	(54,421)	(50,328)
Property and equipment, net	57,700	60,884
Computer and Software
Property Plant And Equipment [Line Items]
Property and equipment, gross	13,371	13,252
Laboratory Equipment and Software
Property Plant And Equipment [Line Items]
Property and equipment, gross	49,379	48,636
Furniture and Office Equipment
Property Plant And Equipment [Line Items]
Property and equipment, gross	8,803	8,803
Leasehold Improvements
Property Plant And Equipment [Line Items]
Property and equipment, gross	39,715	39,668
Capitalized Asset Retirement Obligations
Property Plant And Equipment [Line Items]
Property and equipment, gross	$ 853	$ 853

Balance Sheet Components - Additional Information (Details) - USD ($)	3 Months Ended
	Jun. 30, 2021	Jun. 30, 2020
Property Plant And Equipment [Line Items]
Depreciation and amortization	$ 4,093,000	$ 5,058,000
Internal Use Software
Property Plant And Equipment [Line Items]
Amortization and impairment of internal-use software including capitalized stock based compensation expense	600,000	300,000
Stock-based compensation expense capitalized to internal-use software	100,000	100,000
Impairment to internal-use software	$ 0	$ 200

Balance Sheet Components - Schedule of Internal Use Software, Net (Details) - USD ($) $ in Thousands	Jun. 30, 2021	Mar. 31, 2021
Balance Sheet Related Disclosures [Abstract]
Capitalized internal-use software, gross	$ 10,088	$ 9,200
Less: accumulated amortization	(2,956)	(2,311)
Internal-use software, net	$ 7,132	$ 6,889

Balance Sheet Components - Schedule of Accrued Expense and Other Current Liabilities (Details) - USD ($) $ in Thousands	Jun. 30, 2021	Mar. 31, 2021
Balance Sheet Related Disclosures [Abstract]
Accrued payables	$ 21,371	$ 19,869
Accrued compensation and benefits	11,281	11,749
Accrued taxes	190	166
Other	187	169
Total accrued expenses and other current liabilities	$ 33,029	$ 31,953

Leases - Additional Information (Details) - USD ($) $ in Millions	3 Months Ended
	Jun. 30, 2021	Jun. 30, 2020
Lessee Lease Description [Line Items]
Lease cost	$ 3.5	$ 3.4
Minimum
Lessee Lease Description [Line Items]
Lessee, Operating Lease, Renewal Term	2 years 6 months
Maximum
Lessee Lease Description [Line Items]
Lessee, Operating Lease, Renewal Term	10 years 1 month 6 days

Leases - Schedule of Future Minimum Lease Payments Related to Company's Operating Lease Liability (Details) $ in Thousands	Jun. 30, 2021 USD ($)
Leases [Abstract]
Remainder of 2022	$ 8,585
2023	14,453
2024	14,838
2025	14,350
2026	10,996
Thereafter	64,421
Total future operating lease payments	127,643
Less: imputed interest	(37,120)
Total operating lease liabilities	$ 90,523

Commitments and Contingencies - Additional Information (Details) - USD ($) $ in Millions	1 Months Ended
	Jun. 30, 2021	Dec. 10, 2019
Commitments And Contingencies Disclosure [Abstract]
Non-cancelable purchase obligation entered	$ 33.0
Non-Cancelable Purchase Obligation	$ 89.2
Damages related to asserting claims		$ 100.0

Redeemable Convertible Preferred Stock - Schedule of Redeemable Convertible Preferred Stock (Details) - USD ($) $ in Thousands	Jun. 30, 2021	Mar. 31, 2021
Redeemable convertible preferred stock, Shares, Authorized		209,512,070
Redeemable convertible preferred stock, Shares, Issued		209,181,855
Redeemable convertible preferred stock, Shares, Outstanding	0	209,181,855
Carrying value		$ 837,351
Redeemable convertible preferred stock, Liquidation Preference		$ 874,107
Series A [Member]
Redeemable convertible preferred stock, Shares, Authorized		16,330,984
Redeemable convertible preferred stock, Shares, Issued		16,330,984
Redeemable convertible preferred stock, Shares, Outstanding		16,330,984
Carrying value		$ 8,815
Redeemable convertible preferred stock, Liquidation Preference		$ 8,953
Series B [Member]
Redeemable convertible preferred stock, Shares, Authorized		20,754,666
Redeemable convertible preferred stock, Shares, Issued		20,754,666
Redeemable convertible preferred stock, Shares, Outstanding		20,754,666
Carrying value		$ 27,643
Redeemable convertible preferred stock, Liquidation Preference		$ 27,779
Series C [Member]
Redeemable convertible preferred stock, Shares, Authorized		22,703,050
Redeemable convertible preferred stock, Shares, Issued		22,703,050
Redeemable convertible preferred stock, Shares, Outstanding		22,703,050
Carrying value		$ 30,961
Redeemable convertible preferred stock, Liquidation Preference		$ 31,179
Series D [Member]
Redeemable convertible preferred stock, Shares, Authorized		33,110,992
Redeemable convertible preferred stock, Shares, Issued		33,110,992
Redeemable convertible preferred stock, Shares, Outstanding		33,110,992
Carrying value		$ 58,274
Redeemable convertible preferred stock, Liquidation Preference		$ 58,450
Series E [Member]
Redeemable convertible preferred stock, Shares, Authorized		24,414,254
Redeemable convertible preferred stock, Shares, Issued		24,414,254
Redeemable convertible preferred stock, Shares, Outstanding		24,414,254
Carrying value		$ 114,936
Redeemable convertible preferred stock, Liquidation Preference		$ 115,246
Series F [Member]
Redeemable convertible preferred stock, Shares, Authorized		41,300,501
Redeemable convertible preferred stock, Shares, Issued		41,300,501
Redeemable convertible preferred stock, Shares, Outstanding		41,300,501
Carrying value		$ 242,168
Redeemable convertible preferred stock, Liquidation Preference		$ 250,000
Series F-1 [Member]
Redeemable convertible preferred stock, Shares, Authorized		50,897,623
Redeemable convertible preferred stock, Shares, Issued		50,567,408
Redeemable convertible preferred stock, Shares, Outstanding		50,567,408
Carrying value		$ 354,554
Redeemable convertible preferred stock, Liquidation Preference		$ 382,500

Redeemable Convertible Preferred Stock - Additional Information (Details)	3 Months Ended
	Jun. 30, 2021 shares	Mar. 31, 2021 shares
Redeemable convertible preferred stock, Shares, Outstanding	0	209,181,855
Class B Common Stock [Member]
Exchange Ratio	2.293698169

Common Stock and Warrants - Additional Information (Detail) $ / shares in Units, $ in Thousands		3 Months Ended		6 Months Ended
	Jun. 16, 2021 Vote $ / shares shares	Jun. 30, 2021 USD ($) $ / shares shares	Jun. 30, 2020 USD ($)	Jun. 30, 2021 $ / shares shares	Mar. 31, 2021 $ / shares shares
Class Of Stock [Line Items]
Stock split description	Each share of Class B common stock is convertible into one share of Class A common stock any time at the option of the holder, and is automatically converted into one share of Class A common stock upon transfer	The shares and net loss per common share prior to the Merger have been retroactively restated as shares reflecting the exchange ratio established in the Merger (each outstanding share of 23andMe, Inc. Class A common stock was exchanged for 2.293698169 shares of the Company’s Class A common stock, and each outstanding share of 23andMe, Inc. Class B common stock, including all shares of 23andMe, Inc. preferred stock (which were converted to shares of 23andMe, Inc. Class B common stock immediately prior to the Merger), was exchanged for 2.293698169 shares of the Company’s Class B common stock).
Common stock, shares authorized	1,490,000,000
Preferred stock, shares authorized	10,000,000
Preferred stock, par value \| $ / shares	$ 0.0001
Preferred stock, shares issued		0		0
Preferred stock, shares outstanding		0		0
Proceeds from issuance of common stock \| $		$ 309,720	$ 0
Warrants exercised		0		0
Public Warrants
Class Of Stock [Line Items]
Expiration				5 years
Public Warrants
Class Of Stock [Line Items]
Class of Warrant or Right Redemption Threshold Trading Days		10 days
Class A Common Stock [Member]
Class Of Stock [Line Items]
Common Stock, Par value \| $ / shares	$ 0.0001	$ 0.0001		$ 0.0001	$ 0.0001
Exchange Ratio	2.293698169	2.293698169
Common stock, shares authorized	1,140,000,000	1,140,000,000		1,140,000,000
Number of votes \| Vote	1
Common Stock, Shares, Issued		92,672,510		92,672,510	20,713,076
Common Stock, Shares, Outstanding		92,672,510		92,672,510	20,713,076
Trading days	20 days	20 days
Share Redemption Trigger Price \| $ / shares		$ 18.00		$ 18.00
Class A Common Stock [Member] \| The Anne Wojcicki Foundation [Member]
Class Of Stock [Line Items]
Common stock shares subscribed		2,500,000		2,500,000
Class A Common Stock [Member] \| Private Placement Warrants
Class Of Stock [Line Items]
Number of Warrants		8,113,999		8,113,999
Exercise price \| $ / shares		$ 11.50		$ 11.50
Number of Days after the completion of an initial business combination		30 days
Class of Warrant or Right Redemption Threshold Trading Days		10 days
Class of warrants or rights redemption price per warrant \| $ / shares		$ 10.00		$ 10.00
Class A Common Stock [Member] \| Public Warrants
Class Of Stock [Line Items]
Warrants exercisable days		90 days
Number of Warrants		16,951,609		16,951,609
Exercise price \| $ / shares		$ 11.50		$ 11.50
Class A Common Stock [Member] \| 23andMe, Inc [Member]
Class Of Stock [Line Items]
Common Stock, Par value \| $ / shares		$ 0.00001		$ 0.00001
Class A Common Stock [Member] \| VG Acquisition Sponsor LLC [Member]
Class Of Stock [Line Items]
Expiry date		5 years		5 years
Class A Common Stock [Member] \| VG Acquisition Sponsor LLC [Member] \| Private Placement Warrants
Class Of Stock [Line Items]
Number of Warrants		8,113,999		8,113,999
Exercise price \| $ / shares		$ 11.50		$ 11.50
Class A Common Stock [Member] \| VG Acquisition Sponsor LLC [Member] \| Public Warrants
Class Of Stock [Line Items]
Number of Warrants		16,951,609		16,951,609
Exercise price \| $ / shares		$ 11.50		$ 11.50
Class A Common Stock [Member] \| PIPE
Class Of Stock [Line Items]
Common Stock, Par value \| $ / shares		$ 10.00		$ 10.00
Common stock shares subscribed		25,000,000		25,000,000
Proceeds from issuance of common stock \| $		$ 250,000,000,000
Class B Common Stock [Member]
Class Of Stock [Line Items]
Common Stock, Par value \| $ / shares	$ 0.0001	$ 0.0001		$ 0.0001	$ 0.0001
Exchange Ratio	2.293698169	2.293698169
Common stock, shares authorized	350,000,000	350,000,000		350,000,000
Number of votes \| Vote	10
Common Stock, Shares, Issued		313,759,355		313,759,355	103,816,706
Common Stock, Shares, Outstanding		313,759,355		313,759,355	103,816,706
Class B Common Stock [Member] \| 23andMe, Inc [Member]
Class Of Stock [Line Items]
Common Stock, Par value \| $ / shares		$ 0.00001		$ 0.00001
Class B Common Stock [Member] \| VG Acquisition Sponsor LLC [Member]
Class Of Stock [Line Items]
Common Stock, Shares, Outstanding	3,814,125
Trading days	20 days
Common Class C [Member]
Class Of Stock [Line Items]
Common Stock, Shares, Outstanding		0		0
Share Price Less Than Dollar Eighteen And Greater Than Or Equals To Ten Point Zero Zero \| Class A Common Stock [Member] \| Public Warrants
Class Of Stock [Line Items]
Exercise price \| $ / shares		$ 0.10		$ 0.10
Share Redemption Trigger Price \| $ / shares		$ 10.00		10.00
Class of warrants redemption notice period		30 days
Share Price Less Than Dollar Eighteen And Greater Than Or Equals To Ten Point Zero Zero \| Minimum [Member] \| Class A Common Stock [Member] \| Public Warrants
Class Of Stock [Line Items]
Exercise price \| $ / shares		$ 18.00		18.00
Class of warrants or rights redemption price per warrant \| $ / shares		18.00		18.00
Share Price Equals Or Exceeds Dollar Eighteen \| Class A Common Stock [Member] \| Public Warrants
Class Of Stock [Line Items]
Exercise price \| $ / shares		$ 0.01		0.01
Class of Warrant or Right Redemption Threshold Consecutive Trading Days		20 days
Class of Warrant or Right Redemption Threshold Trading Days		30 days
Share Redemption Trigger Price \| $ / shares		$ 18.00		$ 18.00
Class of warrants redemption notice period		30 days

Common Stock and Warrants - Schedule Of Warrants Outstanding (Detail) - Class A Common Stock [Member]	Jun. 30, 2021 $ / shares shares
Public Warrants
Class Of Stock [Line Items]
Number of Warrants \| shares	16,951,609
Exercise price \| $ / shares	$ 11.50
Private Placement Warrants
Class Of Stock [Line Items]
Number of Warrants \| shares	8,113,999
Exercise price \| $ / shares	$ 11.50

Common Stock and Warrants - Schedule of Common Stock Reserved for Issuance (Detail) - shares	3 Months Ended
	Jun. 30, 2021	Mar. 31, 2021
Class Of Stock [Line Items]
Redeemable convertible preferred stock	0	209,181,855
Outstanding stock options	65,962,668	67,377,405
Total shares of common stock reserved	161,048,582	278,819,018
2006 Equity Incentive Plan
Class Of Stock [Line Items]
Shares available for future issuance under equity incentive plan	0	2,259,758
2021 Equity Incentive Plan
Class Of Stock [Line Items]
Shares available for future issuance under equity incentive plan	67,182,537	0
Private Warrants
Class Of Stock [Line Items]
Class of warrant or right outstanding reserved for future issuance	8,113,999	0
Public Warrants
Class Of Stock [Line Items]
Class of warrant or right outstanding reserved for future issuance	16,951,609	0
Restricted Stock Units [Member]
Class Of Stock [Line Items]
Outstanding restricted stock units	2,837,769	0

Equity Incentive Plans and Stock-Based Compensation - Additional Information (Details) $ / shares in Units, $ in Thousands	3 Months Ended
	Jun. 30, 2021 USD ($) shares	Jun. 30, 2020 USD ($) $ / shares	Mar. 31, 2020	Jun. 10, 2021 shares	Mar. 31, 2021 shares
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Remaining shares available for future issuance under the 2021 Incentive Equity Plan	161,048,582				278,819,018
Shares available to be issued	65,962,668				29,375,026
Stock Options, Granted	0
Weighted-average grant date fair values of options granted \| $ / shares		$ 3.00
Intrinsic value of vested options exercised \| $	$ 5,700	$ 2,300
Unrecognized stock-based compensation cost \| $	$ 73,600
Weighted average period over which unrecognized compensation is expected to be recognized	2 years 6 months
Stock-based compensation expense \| $	$ 9,637	9,701
General And Administrative Expense [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock-based compensation expense \| $	2,329	4,494
General And Administrative Expense [Member] \| Secondary Sale Transaction [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock-based compensation expense \| $		$ 1,700
Stock Option Activity [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Tax benefit arising from stock option exercises \| $	0
Restricted Stock Units [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Unrecognized stock-based compensation cost \| $	$ 27,700
Weighted average period over which unrecognized compensation is expected to be recognized	3 years 8 months 12 days
Maximum [Member] \| Restricted Stock Units [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Vesting period	4 years
Minimum [Member] \| Restricted Stock Units [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Vesting period	1 year
2021 Incentive Equity Plan [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Exchange ratio of common stock	2.293698169
Share-based payment award, description	The number of shares of Class A common stock reserved for issuance under the 2021 Plan will automatically increase on January 1 of each calendar year, starting in 2022, in an amount equal to (i) 22,839,019 shares of Class A common stock, (ii) 3.0% of the aggregate number of shares of Class A common stock and Class B common stock outstanding, or (iii) a lesser number of shares determined by the Company’s board of directors prior to the applicable January 1.
Share-based payment award, expiration period	10 years
Share-based compensation terms of award	Options under the Plan have a contractual life of up to ten years. The exercise price of a stock option shall not be less than 100% of the estimated fair value of the shares on the date of grant, as determined by the Board of Directors.
ESPP [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Shares available to be issued	0
2006 Equity Incentive Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock Options, Granted	0
Exercise price of stock options as a percentage of fair value of shares	100.00%		110.00%
2006 Equity Incentive Plan \| Performance Based Awards [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock Options, Granted	0
2006 Equity Incentive Plan \| Stock Option Activity [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Percentage of total stock holding			10.00%
Class A Common Stock [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Common stock issued and outstanding, percentage		3.00%
Class A Common Stock [Member] \| 2021 Incentive Equity Plan [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Remaining shares available for future issuance under the 2021 Incentive Equity Plan				136,000,000
Shares available to be issued	22,839,019
Class A Common Stock [Member] \| 2021 Incentive Equity Plan [Member] \| Maximum [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Remaining shares available for future issuance under the 2021 Incentive Equity Plan				136,000,000

Equity Incentive Plans and Stock-Based Compensation - Summary of the Activity Under the Stock Plan (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended
	Jun. 30, 2021	Mar. 31, 2021
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]
Shares Available for Grant, Beginning balance	29,375,026
Beginning Balance, Shares Recapitalization		38,002,437
Balance as of March 31, 2021		67,377,463
Shares Available for Grant, Granted	0
Shares Available for Grant, Exercised	(818,479)
Shares Available for Grant, Cancelled/Forfeited/Expired	(596,316)
Shares Available for Grant, Ending balance	65,962,668	29,375,026
Ending Vested and exercisable, Shares Available for Grant	39,327,557
Weighted-Average Exercise Price, Beginning balance	$ 9.37
Weighted-Average Exercise Price, Recapitalization		$ 5.28
Balance as of March 31, 2021		4.09
Weighted-Average Exercise Price, Exercised	3.12
Weighted-Average Exercise Price, Cancelled/Forfeited/Expired	4.79
Weighted-Average Exercise Price, Ending balance	4.09	$ 9.37
Weighted-Average Exercise Price, Vested and exercisable	$ 3.49
Weighted-Average Remaining Contractual Term (Years)	6 years 10 months 24 days	7 years 1 month 6 days
Weighted-Average Remaining Contractual Term (Years), Vested and Exercisable	5 years 8 months 12 days
Aggregate Intrinsic Value of Options Outstanding	$ 501,155	$ 403,498
Aggregate Intrinsic Value of Options Outstanding, Vested and Exercisable	$ 322,319

Equity Incentive Plans and Stock-Based Compensation - Summary of the Value Stock Options (Details)	3 Months Ended
	Jun. 30, 2021
Minimum [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Expected term	6 years
Volatility	67.00%
Risk-free rate	0.40%
Dividend yield	0.00%
Maximum [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Expected term	6 years 1 month 6 days
Volatility	68.00%
Risk-free rate	0.50%
Dividend yield	0.00%

Equity Incentive Plans and Stock-Based Compensation - Summary of the Restricted Stock Units (Details)	3 Months Ended
	Jun. 30, 2021 $ / shares shares
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Weighted-Average Grant Date Fair Value Per Share, Vested \| $ / shares	$ 0
Weighted-Average Grant Date Fair Value Per Share, Ending balance, Unvested \| $ / shares	$ 10.08
Restricted Stock Units [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Unvested RSUs, beginning balance, Unvested \| shares	0
Unvested RSUs, Granted \| shares	2,837,769
Unvested RSUs, Vested \| shares	0
Unvested RSUs, Cancelled/forfeited \| shares	0
Unvested RSUs, ending balance, unvested \| shares	2,837,769
Uninvested RSUs , Expected to Vest \| shares	2,837,769
Weighted-Average Grant Date Fair Value Per Share, Beginning balance, Unvested \| $ / shares	$ 0
Weighted-Average Grant Date Fair Value Per Share, Granted \| $ / shares	10.08
Weighted-Average Grant Date Fair Value Per Share, Cancelled/forfeited \| $ / shares	0
Weighted-Average Grant Date Fair Value Per Share, Ending balance, Unvested \| $ / shares	$ 10.08

Equity Incentive Plans and Stock-Based Compensation - Summary of the Stock-Based Compensation (Details) - USD ($) $ in Thousands	3 Months Ended
	Jun. 30, 2021	Jun. 30, 2020
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Stock-based compensation expense	$ 9,637	$ 9,701
Cost of Revenue [Member]
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Stock-based compensation expense	798	179
Research and Development [Member]
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Stock-based compensation expense	5,607	4,199
Sales and Marketing [Member]
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Stock-based compensation expense	903	829
General and Administrative [Member]
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Stock-based compensation expense	$ 2,329	$ 4,494

Income Taxes - Schedule of loss before provision for (benefit from) income taxes (Details) - USD ($) $ in Thousands	3 Months Ended
	Jun. 30, 2021	Jun. 30, 2020
Income Tax Disclosure [Abstract]
Domestic	$ (42,026)	$ (35,770)
Loss before provision for (benefit from) income taxes	$ (42,026)	$ (35,770)

Income Taxes - Additional Information (Details) - USD ($) $ in Thousands	3 Months Ended
	Jun. 30, 2021	Jun. 30, 2020
Income Tax Disclosure [Abstract]
Provision For Income Taxes	$ 0	$ 0

Net Loss Per Share Attributable to Common Stockholders - Additional Information (Detail) - $ / shares	3 Months Ended
	Jun. 30, 2021	Jun. 30, 2020
Earnings Per Share [Abstract]
Dividends paid in shares	$ 0	$ 0

Net Loss Per Share - Schedule of Basic And Diluted Net Loss Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended
	Jun. 30, 2021	Jun. 30, 2020
Numerator:
Net loss attributable to common stockholders	$ (42,026)	$ (35,770)
Denominator:
Weighted-average shares used to compute net loss per share, basic and diluted	168,191,762	93,577,307
Net loss per share:
Net loss per share, basic and diluted	$ (0.25)	$ (0.38)
Class A Common Stock [Member]
Numerator:
Net loss attributable to common stockholders	$ (7,945)	$ (7,569)
Denominator:
Weighted-average shares used to compute net loss per share, basic and diluted	31,797,184	19,800,551
Net loss per share:
Net loss per share, basic and diluted	$ (0.25)	$ (0.38)
Class B Common Stock [Member]
Numerator:
Net loss attributable to common stockholders	$ (34,081)	$ (28,201)
Denominator:
Weighted-average shares used to compute net loss per share, basic and diluted	136,394,578	73,776,756
Net loss per share:
Net loss per share, basic and diluted	$ (0.25)	$ (0.38)

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

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