DOCUMENT AND ENTITY INFORMATION
DOCUMENT AND ENTITY INFORMATION - shares | 9 Months Ended | |
Sep. 30, 2022 | Nov. 08, 2022 | |
Document and Entity Information [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2022 | |
Document Transition Report | false | |
Entity File Number | 001-36439 | |
Entity Registrant Name | PRECIPIO, INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 91-1789357 | |
Entity Address, Address Line One | 4 Science Park | |
Entity Address, City or Town | New Haven | |
Entity Address, State or Province | CT | |
Entity Address, Postal Zip Code | 06511 | |
City Area Code | 203 | |
Local Phone Number | 787-7888 | |
Title of 12(b) Security | Common Stock, $0.01 par value per share | |
Trading Symbol | PRPO | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 22,820,260 | |
Entity Central Index Key | 0001043961 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) | Sep. 30, 2022 | Dec. 31, 2021 |
CURRENT ASSETS: | ||
Cash | $ 5,144,000 | $ 11,668,000 |
Accounts receivable, net | 955,000 | 697,000 |
Inventories | 663,000 | 564,000 |
Other current assets | 656,000 | 549,000 |
Total current assets | 7,418,000 | 13,478,000 |
PROPERTY AND EQUIPMENT, NET | 885,000 | 836,000 |
OTHER ASSETS: | ||
Finance lease right-of-use assets, net | 284,000 | 371,000 |
Operating lease right-of-use assets, net | 811,000 | 858,000 |
Intangibles, net | 14,005,000 | 14,717,000 |
Other assets | 144,000 | 179,000 |
Total assets | 23,547,000 | 30,439,000 |
CURRENT LIABILITIES: | ||
Current maturities of long-term debt, less debt issuance costs | 367,000 | 26,000 |
Current maturities of finance lease liabilities | 168,000 | 222,000 |
Current maturities of operating lease liabilities | 194,000 | 166,000 |
Accounts payable | 2,132,000 | 1,863,000 |
Accrued expenses | 1,536,000 | 1,918,000 |
Deferred revenue | 13,000 | 18,000 |
Total current liabilities | 4,410,000 | 4,213,000 |
LONG TERM LIABILITIES: | ||
Long-term debt, less current maturities and debt issuance costs | 141,000 | 160,000 |
Finance lease liabilities, less current maturities | 89,000 | 159,000 |
Operating lease liabilities, less current maturities | 625,000 | 697,000 |
Common stock warrant liabilities | 28,000 | 606,000 |
Total liabilities | 5,293,000 | 5,835,000 |
COMMITMENTS AND CONTINGENCIES (Note 5) | ||
STOCKHOLDERS' EQUITY: | ||
Preferred stock - $0.01 par value, 15,000,000 shares authorized at September 30, 2022 and December 31, 2021, 47 shares issued and outstanding at September 30, 2022 and December 31, 2021, liquidation preference of $94 at September 30, 2022 | ||
Common stock, $0.01 par value, 150,000,000 shares authorized at September 30, 2022 and December 31, 2021, 22,820,260 and 22,708,442 shares issued and outstanding at September 30, 2022 and December 31, 2021, respectively | 228,000 | 227,000 |
Additional paid-in capital | 107,975,000 | 104,431,000 |
Accumulated deficit | (90,007,000) | (80,094,000) |
Total Precipio, Inc. stockholders' equity | 18,196,000 | 24,564,000 |
Noncontrolling interest in joint venture | 58,000 | 40,000 |
Total stockholders' equity | 18,254,000 | 24,604,000 |
Total liabilities and stockholders' equity | $ 23,547,000 | $ 30,439,000 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) $ in Thousands | Sep. 30, 2022 USD ($) $ / shares shares |
CONDENSED CONSOLIDATED BALANCE SHEETS [Abstract] | |
Preferred stock, par value (in dollars per share) | $ / shares | $ 0.01 |
Preferred stock, shares authorized (in shares) | 15,000,000 |
Preferred stock, shares issued (in shares) | 47 |
Preferred stock, shares outstanding (in shares) | 47 |
Preferred stock, liquidation preference | $ | $ 94 |
Common stock, par value | $ / shares | $ 0.01 |
Common stock, shares authorized (in shares) | 150,000,000 |
Common stock, shares issued (in shares) | 22,820,260 |
Common stock, shares outstanding (in shares) | 22,820,260 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Revenue, net of contractual allowances and adjustments | $ 2,295 | $ 2,139 | $ 7,268 | $ 6,494 |
Adjustment for allowance for doubtful accounts | (80) | 107 | (247) | (80) |
Net sales | 2,215 | 2,246 | 7,021 | 6,414 |
Total cost of sales | 1,779 | 1,718 | 5,109 | 4,667 |
Gross profit | 436 | 528 | 1,912 | 1,747 |
OPERATING EXPENSES: | ||||
Operating expenses | 3,665 | 2,967 | 12,383 | 8,455 |
OPERATING LOSS | (3,229) | (2,439) | (10,471) | (6,708) |
OTHER INCOME (EXPENSE): | ||||
Interest income (expense), net | (6) | (6) | (6) | (14) |
Warrant revaluation | 59 | 578 | 578 | (434) |
Gain on settlement of liability | 3 | 13 | 4 | 47 |
Gain on forgiveness of Paycheck Protection Program loan | 794 | |||
Total other income (expense) | 56 | 585 | 576 | 393 |
LOSS BEFORE INCOME TAXES | (3,173) | (1,854) | (9,895) | (6,315) |
INCOME TAX EXPENSE | 0 | 0 | 0 | 0 |
NET LOSS | (3,173) | (1,854) | (9,895) | (6,315) |
Less: Net income attributable to noncontrolling interest in joint venture | (6) | (6) | (18) | (10) |
NET LOSS ATTRIBUTABLE TO PRECIPIO, INC. COMMON STOCKHOLDERS | $ (3,179) | $ (1,860) | $ (9,913) | $ (6,325) |
LOSS PER COMMON SHARE, BASIC | $ (0.14) | $ (0.08) | $ (0.44) | $ (0.31) |
LOSS PER COMMON SHARE, DILUTED | $ (0.14) | $ (0.08) | $ (0.44) | $ (0.31) |
WEIGHTED-AVERAGE SHARES OF COMMON STOCK OUTSTANDING, BASIC | 22,766,890 | 22,708,034 | 22,728,275 | 20,555,588 |
WEIGHTED-AVERAGE SHARES OF COMMON STOCK OUTSTANDING, DILUTED | 22,766,890 | 22,708,034 | 22,728,275 | 20,555,588 |
Service revenue, net [Member] | ||||
Revenue, net of contractual allowances and adjustments | $ 2,060 | $ 1,998 | $ 6,291 | $ 5,980 |
Adjustment for allowance for doubtful accounts | (80) | 107 | (247) | (80) |
Net sales | 1,980 | 2,105 | 6,044 | 5,900 |
Total cost of sales | 1,512 | 1,450 | 4,414 | 4,121 |
Other [Member] | ||||
Revenue, net of contractual allowances and adjustments | 235 | 141 | 977 | 514 |
Net sales | 235 | 141 | 977 | 514 |
Total cost of sales | $ 267 | $ 268 | $ 695 | $ 546 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) | Preferred Stock [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Deficit [Member] | Total Precipio, Inc. [Member] | Noncontrolling Interest in Joint Venture [Member] | Total |
Balance at beginning of period at Dec. 31, 2020 | $ 176,000 | $ 85,523,000 | $ (71,564,000) | $ 14,135,000 | $ 27,000 | $ 14,162,000 | |
Balance at beginning of period (in shares) at Dec. 31, 2020 | 47 | 17,576,916 | |||||
Increase (Decrease) in Stockholders' Equity | |||||||
Net loss | (6,325,000) | (6,325,000) | 10,000 | (6,315,000) | |||
Issuance of common stock in connection with purchase agreements | $ 5,000 | 1,255,000 | 1,260,000 | 1,260,000 | |||
Issuance of common stock in connection with purchase agreements (in shares) | 500,000 | ||||||
Issuance of common stock in connection with at the market offering, net of issuance costs | $ 45,000 | 14,902,000 | 14,947,000 | 14,947,000 | |||
Issuance of common stock in connection with at the market offering, net of issuance costs (in shares) | 4,501,000 | ||||||
Proceeds upon issuance of common stock from exercise of warrants | $ 1,000 | 399,000 | 400,000 | 400,000 | |||
Proceeds upon issuance of common stock from exercise of warrants (in shares) | 74,000 | ||||||
Proceeds upon issuance of common stock from exercise of stock options | 3,000 | 3,000 | 3,000 | ||||
Proceeds upon issuance of common stock from exercise of stock options (in shares) | 1,229 | ||||||
Issuance of common stock for consulting services | $ 200,000 | 150,000 | 150,000 | 150,000 | |||
Issuance of common stock for consulting services (in shares) | 55,147 | ||||||
Stock-based compensation | 1,310,000 | 1,310,000 | 1,310,000 | ||||
Balance at end of period at Sep. 30, 2021 | $ 227,000 | 103,542,000 | (77,889,000) | 25,880,000 | 37,000 | 25,917,000 | |
Balance at end of period (in shares) at Sep. 30, 2021 | 47 | 22,708,292 | |||||
Balance at beginning of period at Jun. 30, 2021 | $ 227,000 | 103,029,000 | (76,029,000) | 27,227,000 | 31,000 | 27,258,000 | |
Balance at beginning of period (in shares) at Jun. 30, 2021 | 47 | 22,707,063 | |||||
Increase (Decrease) in Stockholders' Equity | |||||||
Net loss | (1,860,000) | (1,860,000) | 6,000 | (1,854,000) | |||
Proceeds upon issuance of common stock from exercise of warrants | 3,000 | 3,000 | $ 3,000 | ||||
Proceeds upon issuance of common stock from exercise of warrants (in shares) | 1,229 | 0 | |||||
Proceeds upon issuance of common stock from exercise of stock options | $ 3,000 | ||||||
Stock-based compensation | 510,000 | 510,000 | 510,000 | ||||
Balance at end of period at Sep. 30, 2021 | $ 227,000 | 103,542,000 | (77,889,000) | 25,880,000 | 37,000 | 25,917,000 | |
Balance at end of period (in shares) at Sep. 30, 2021 | 47 | 22,708,292 | |||||
Balance at beginning of period at Dec. 31, 2021 | $ 227,000 | 104,431,000 | (80,094,000) | 24,564,000 | 40,000 | 24,604,000 | |
Balance at beginning of period (in shares) at Dec. 31, 2021 | 47 | 22,708,442 | |||||
Increase (Decrease) in Stockholders' Equity | |||||||
Net loss | (9,913,000) | (9,913,000) | 18,000 | (9,895,000) | |||
Issuance of common stock in connection with at the market offering, net of issuance costs | $ 1,000 | 128,000 | 129,000 | 129,000 | |||
Issuance of common stock in connection with at the market offering, net of issuance costs (in shares) | 85,023 | ||||||
Proceeds upon issuance of common stock from exercise of warrants | 11,000 | 11,000 | 11,000 | ||||
Proceeds upon issuance of common stock from exercise of warrants (in shares) | 26,795 | ||||||
Stock-based compensation | 3,405,000 | 3,405,000 | 3,405,000 | ||||
Balance at end of period at Sep. 30, 2022 | $ 228,000 | 107,975,000 | (90,007,000) | 18,196,000 | 58,000 | 18,254,000 | |
Balance at end of period (in shares) at Sep. 30, 2022 | 47 | 22,820,260 | |||||
Balance at beginning of period at Jun. 30, 2022 | $ 227,000 | 107,114,000 | (86,828,000) | 20,513,000 | 52,000 | 20,565,000 | |
Balance at beginning of period (in shares) at Jun. 30, 2022 | 47 | 22,708,708 | |||||
Increase (Decrease) in Stockholders' Equity | |||||||
Net loss | (3,179,000) | (3,179,000) | 6,000 | (3,173,000) | |||
Issuance of common stock in connection with at the market offering, net of issuance costs | $ 1,000 | 128,000 | 129,000 | 129,000 | |||
Issuance of common stock in connection with at the market offering, net of issuance costs (in shares) | 85,023 | ||||||
Proceeds upon issuance of common stock from exercise of warrants | 11,000 | 11,000 | 11,000 | ||||
Proceeds upon issuance of common stock from exercise of warrants (in shares) | 26,529 | ||||||
Stock-based compensation | 722,000 | 722,000 | 722,000 | ||||
Balance at end of period at Sep. 30, 2022 | $ 228,000 | $ 107,975,000 | $ (90,007,000) | $ 18,196,000 | $ 58,000 | $ 18,254,000 | |
Balance at end of period (in shares) at Sep. 30, 2022 | 47 | 22,820,260 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Dec. 31, 2021 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | |||||
Net loss | $ (3,173) | $ (1,854) | $ (9,895) | $ (6,315) | |
Adjustments to reconcile net loss to net cash flows used in operating activities: | |||||
Depreciation and amortization | 910 | 835 | |||
Amortization of operating lease right-of-use asset | 139 | 162 | |||
Amortization of finance lease right-of-use asset | 99 | 44 | |||
Amortization of deferred financing costs, debt discounts and debt premiums | 3 | 2 | |||
Gain on forgiveness of debt | (794) | ||||
Gain on settlement of liability | (3) | (13) | (4) | (47) | |
Stock-based compensation | 3,405 | 1,310 | |||
Value of stock issued in payment of services | 150 | ||||
Provision for losses on doubtful accounts | 245 | 82 | |||
Warrant revaluation | (578) | 434 | |||
Derecognition of finance lease right-of-use asset | 60 | ||||
Changes in operating assets and liabilities: | |||||
Accounts receivable | (503) | 222 | |||
Inventories | (99) | (330) | |||
Other assets | 341 | (354) | |||
Accounts payable | 235 | (156) | |||
Operating lease liabilities | (136) | (167) | |||
Accrued expenses and other liabilities | (383) | (274) | |||
Net cash used in operating activities | (6,221) | (5,136) | |||
CASH FLOWS FROM INVESTING ACTIVITIES: | |||||
Purchase of property and equipment | (225) | (624) | |||
Net cash used in investing activities | (225) | (624) | |||
CASH FLOWS FROM FINANCING ACTIVITIES: | |||||
Principal payments on finance lease obligations | (124) | (79) | |||
Deposits on finance lease right-of-use assets | (41) | ||||
Issuance of common stock, net of issuance costs | 129 | 16,207 | |||
Proceeds from exercise of warrants | 11 | 400 | |||
Proceeds from exercise of stock options | 3 | ||||
Principal payments on long-term debt | (94) | (33) | |||
Payments on common stock warrant liabilities | (130) | ||||
Net cash flows (used in) provided by financing activities | (78) | 16,327 | |||
NET CHANGE IN CASH | (6,524) | 10,567 | |||
CASH AT BEGINNING OF PERIOD | 11,668 | 2,656 | $ 2,656 | ||
CASH AT END OF PERIOD | $ 5,144 | $ 13,223 | 5,144 | 13,223 | $ 11,668 |
SUPPLEMENTAL CASH FLOW INFORMATION | |||||
Cash paid during the period for interest | 32 | 22 | |||
SUPPLEMENTAL DISCLOSURE OF CONSULTING SERVICES OR ANY OTHER NON-CASH COMMON STOCK RELATED ACTIVITY | |||||
Purchases of equipment financed through accounts payable | 34 | 35 | |||
Prepaid insurance financed with loan | 413 | ||||
Operating lease right-of-use assets obtained in exchange for operating lease obligations | $ 92 | 0 | |||
Finance lease right-of-use assets obtained in exchange for finance lease obligations | $ 346 |
BUSINESS DESCRIPTION
BUSINESS DESCRIPTION | 9 Months Ended |
Sep. 30, 2022 | |
BUSINESS DESCRIPTION [Abstract] | |
BUSINESS DESCRIPTION | 1. BUSINESS DESCRIPTION Business Description. Precipio, Inc., and its subsidiaries, (collectively, “we”, “us”, “our”, the “Company” or “Precipio”) is a healthcare solutions company focused on cancer diagnostics. The Company’s business mission is to address the pervasive problem of cancer misdiagnoses by developing solutions to mitigate the root causes of this problem in the form of diagnostic products, reagents and services. Misdiagnoses originate from aged commercial diagnostic cancer testing technologies, lack of subspecialized expertise, and sub-optimal laboratory processes that are needed in today’s diagnostic cancer testing in order to provide accurate, rapid, and resource-effective results to treat patients. Industry studies estimate 1 in 5 blood-cancer patients are misdiagnosed. As cancer diagnostic testing has evolved from cellular to molecular (genes and exons), laboratory testing has become extremely complex, requiring even greater diagnostic precision, attention to process and a more appropriate evaluation of the abundance of genetic data to effectively gather, consider, analyze and present information for the physician for patient treatment. Precipio sees cancer diagnostics as requiring a holistic approach to improve diagnostic data for improved interpretations with the intent to reduce misdiagnoses. By delivering diagnostic products, reagents and services that improve the accuracy and efficiency of diagnostics, leading to fewer misdiagnoses, we believe patient outcomes can be improved through the selection of appropriate therapeutic options. Furthermore, we believe that better patient outcomes will have a positive impact on healthcare expenses as misdiagnoses are reduced. Better Diagnostic Results – Better Patient Outcome – Lower Healthcare Expenditures. To deliver its strategy, the Company has structured its organization in order to drive development of diagnostic products. Laboratory and R&D facilities located in New Haven, Connecticut and Omaha, Nebraska house development teams that collaborate on new products and services. The Company operates CLIA laboratories in both the New Haven, Connecticut and Omaha, Nebraska locations providing essential blood cancer diagnostics to office-based oncologists in many states nationwide. To deliver on our strategy of mitigating misdiagnoses we rely heavily on our CLIA laboratory to support R&D beta-testing of the products we develop, in a clinical environment. Our operating structure promotes the harnessing of our proprietary technology and genetic diagnostic expertise to bring to market the Company’s robust pipeline of innovative solutions designed to address the root causes of misdiagnoses. Joint Venture. The Company has determined that it holds a variable interest in a joint venture formed in April 2020 (the “Joint Venture”) and is the primary beneficiary of the variable interest entity (“VIE”). See Note 2 - Summary of Significant Accounting Policies for further discussion regarding consolidation of variable interest entities. Going Concern. The condensed consolidated financial statements have been prepared using accounting principles generally accepted in the United States of America (“GAAP”) applicable for a going concern, which assume that the Company will realize its assets and discharge its liabilities in the ordinary course of business. The Company has incurred substantial operating losses and has used cash in its operating activities for the past several years. For the nine months ended September 30, 2022, the Company had a net loss of $9.9 million and net cash used in operating activities of $6.2 million. As of September 30, 2022, the Company had an accumulated deficit of $90.0 million and working capital of $3.0 million. The Company’s ability to continue as a going concern over the next twelve months from the date of issuance of these condensed consolidated financial statements in this Quarterly Report on Form 10-Q is dependent upon a combination of achieving its business plan, including generating additional revenue and avoiding potential business disruption due to the novel coronavirus (“COVID-19”) pandemic, and raising additional financing to meet its debt obligations and paying liabilities arising from normal business operations when they come due. To meet its current and future obligations the Company has taken the following steps to capitalize the business and successfully achieve its business plan: ● On April 2, 2021, the Company entered into a sales agreement with A.G.P./Alliance Global Partners (“AGP”), pursuant to which the Company may offer and sell its common stock having aggregate sales proceeds of up to $22.0 million, to or through AGP, as sales agent (the “AGP Sales Agreement”). From April 2, 2021 through the date the condensed consolidated financial statements were issued, we have received approximately $15.6 million in gross proceeds through the AGP Sales Agreement from the sale of 4,586,023 shares of common stock, leaving the Company with $6.4 million available for future sales pursuant to the AGP Sales Agreement. Notwithstanding the aforementioned circumstances, there remains substantial doubt about the Company’s ability to continue as a going concern for the next twelve months from the date these condensed consolidated financial statements were issued. There can be no assurance that the Company will be able to successfully achieve its initiatives summarized above in order to continue as a going concern over the next twelve months from the date of issuance of this Quarterly Report Form 10-Q. The accompanying condensed consolidated financial statements have been prepared assuming the Company will continue as a going concern and do not include any adjustments that might result should the Company be unable to continue as a going concern as a result of the outcome of this uncertainty. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 9 Months Ended |
Sep. 30, 2022 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation. The accompanying condensed consolidated financial statements are presented in conformity with GAAP and, as of September 30, 2022 and for the three and nine months ended September 30, 2022 and 2021, are unaudited and reflect all adjustments (consisting of only normal recurring adjustments) that are necessary for a fair presentation of the financial position and operating results for the interim periods. These unaudited condensed consolidated financial statements and notes should be read in conjunction with the audited financial statements and notes thereto for the year ended December 31, 2021 contained in our Annual Report on Form 10-K, filed with the Securities and Exchange Commission (the “SEC”) on March 30, 2022. The results of operations for the interim periods presented are not necessarily indicative of the results for fiscal year 2022. The condensed consolidated financial statements include the accounts of Precipio and its wholly owned subsidiaries, and the Joint Venture which is a VIE in which we are the primary beneficiary. Refer to the section titled “Consolidation of Variable Interest Entities” for further information related to our accounting for the Joint Venture. All intercompany balances have been eliminated in consolidation. Recently Adopted Accounting Pronouncements. In July 2021, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2021-05, Lease (Topic 842), “Lessors - Certain Leases with Variable Lease Payments” In May 2021, the FASB issued ASU 2021-04, “ Issuer s Accounting for Certain Modifications or Exchanges of Freestanding Equity-Classified Written Call Options” guidance on January 1, 2022. The adoption of this standard was not material to our condensed consolidated financial statements. Recent Accounting Pronouncements Not Yet Adopted. In June 2022, the FASB issued ASU 2022-03, Fair Value Measurement (Topic 820) (“ASU 2022-03”). The amendments in ASU 2022-03 clarify that a contractual restriction on the sale of an equity security is not considered part of the unit of account of the equity security and, therefore, is not considered in measuring fair value. The amendments also clarify that an entity cannot, as a separate unit of account, recognize and measure a contractual sale restriction. The amendments in this Update also require additional disclosures for equity securities subject to contractual sale restrictions. The provisions in this Update are effective for fiscal years beginning after December 15, 2023. Early adoption is permitted. The Company does not expect to early adopt this ASU. The Company is currently assessing the potential impact that the adoption of this ASU will have on its condensed consolidated financial statements. In August 2020, the FASB issued ASU 2020-06 “ Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity In June 2016, the FASB issued ASU 2016-13 “ Measurement of Credit Losses on Financial Instruments Loss Per Share. Basic loss per share is calculated based on the weighted-average number of common shares outstanding during each period. Diluted loss per share includes shares issuable upon exercise of outstanding stock options, warrants or conversion rights that have exercise or conversion prices below the market value of our common stock. Options, warrants and conversion rights pertaining to 4,528,682 and 3,596,917 shares of our common stock have been excluded from the computation of diluted loss per share at September 30, 2022 and 2021, respectively, because the effect is anti-dilutive due to the net loss. The following table summarizes the outstanding securities not included in the computation of diluted net loss per share: September 30, 2022 2021 Stock options 3,698,712 2,647,516 Warrants 712,470 831,901 Preferred stock 117,500 117,500 Total 4,528,682 3,596,917 Consolidation of Variable Interest Entities. We evaluate any entity in which we are involved to determine if the entity is a VIE and if so, whether we hold a variable interest and are the primary beneficiary. We consolidate VIEs that are subject to assessment when we are deemed to be the primary beneficiary of the VIE. The process for determining whether we are the primary beneficiary of the VIE is to conclude whether we are a party to the VIE holding a variable interest that meets both of the following criteria: (1) has the power to make decisions that most significantly affect the economic performance of the VIE, and (2) has the obligation to absorb losses or the right to receive benefits that in either case could potentially be significant to the VIE. We have determined that we hold a variable interest in the Joint Venture, have the power to make significant operational decisions on behalf of the VIE and also have the obligation to absorb the majority of the losses from the VIE. As such we have also determined that we are the primary beneficiary of the VIE. The following table presents information about the carrying value of the assets and liabilities of the Joint Venture which we consolidate and which are included on our condensed consolidated balance sheets. Intercompany balances are eliminated in consolidation and not reflected in the following table. (dollars in thousands) September 30, 2022 December 31, 2021 Assets: Accounts receivable, net $ 248 $ 180 Total assets $ 248 $ 180 Liabilities: Accrued expenses $ 32 $ 36 Total liabilities $ 32 $ 36 Noncontrolling interest in Joint Venture $ 58 $ 40 Total stockholders' equity $ 114 $ 79 |
LONG-TERM DEBT
LONG-TERM DEBT | 9 Months Ended |
Sep. 30, 2022 | |
LONG-TERM DEBT [Abstract] | |
LONG-TERM DEBT | 3. LONG-TERM DEBT Long-term debt consists of the following: Dollars in Thousands September 30, 2022 December 31, 2021 Department of Economic and Community Development (DECD) $ 184 $ 205 DECD debt issuance costs (16) (19) Financed insurance loan 340 — Total long-term debt 508 186 Current portion of long-term debt (367) (26) Long-term debt, net of current maturities $ 141 $ 160 Department of Economic and Community Development. On January 8, 2018, the Company entered into an agreement with the Connecticut Department of Economic and Community Development (“DECD”) by which the Company received a loan of $300,000 secured by substantially all of the Company’s assets (the “DECD 2018 Loan”). The DECD 2018 Loan is a ten-year loan due on December 31, 2027 and includes interest paid monthly at 3.25%. The maturity date of the DECD 2018 Loan was extended to May 31, 2028 and the modification did not have a material impact on the Company’s cash flows. Amortization of the debt issuance costs were $1,000 for the three months ended September 30, 2022 and 2021, respectively, and $3,000 for the nine months ended September 30, 2022 and 2021, respectively. Financed Insurance Loan. The Company finances certain of its insurance premiums (the “Financed Insurance Loans”). In July 2022, the Company financed $0.4 million with a 5.99% interest rate and is obligated to make payments on a monthly basis through June 2023. As of September 30, 2022 and December 31, 2021, the Financed Insurance Loan’s outstanding balance of $0.3 million and zero, respectively, was included in current maturities of long-term debt in the Company’s condensed consolidated balance sheet. A corresponding prepaid asset was included in other current assets. |
ACCRUED EXPENSES OTHER CURRENT
ACCRUED EXPENSES OTHER CURRENT LIABILITIES | 9 Months Ended |
Sep. 30, 2022 | |
ACCRUED EXPENSES OTHER CURRENT LIABILITIES [Abstract] | |
ACCRUED EXPENSES OTHER CURRENT LIABILITIES | 4 Accrued expenses at September 30, 2022 and December 31, 2021 are as follows: (dollars in thousands) 2022 2021 Accrued expenses $ 753 $ 1,033 Accrued compensation 680 718 Accrued franchise, property and sales and use taxes 84 148 Accrued interest 19 19 $ 1,536 $ 1,918 The Company recorded certain settled reductions in accrued expenses and accounts payable as gains which are included in gain on settlement of liability, net in the condensed consolidated statements of operations. During the three and nine months ended September 30, 2022, $3,000 and $4,000, respectively, were recorded as a gain on settlement of liability. During the three and nine months ended September 30, 2021, $13,000 and $47,000, respectively, were recorded as a gain on settlement of liability. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 9 Months Ended |
Sep. 30, 2022 | |
COMMITMENTS AND CONTINGENCIES [Abstract] | |
COMMITMENTS AND CONTINGENCIES | 5 The Company is involved in legal proceedings related to matters, which are incidental to its business. Also, the Company is delinquent on the payment of outstanding accounts payable for certain vendors and suppliers who have taken or have threatened to take legal action to collect such outstanding amounts. See below for a discussion on these matters. LITIGATIONS CPA Global provides us with certain patent management services. On February 6, 2017, CPA Global claimed that we owed approximately $0.2 million for certain patent maintenance services rendered. CPA Global has not filed claims against us in connection with this allegation. A liability of less than $0.1 million has been recorded and is reflected in accounts payable within the accompanying condensed consolidated balance sheets at September 30, 2022 and December 31, 2021. LEGAL AND REGULATORY ENVIRONMENT The healthcare industry is subject to numerous laws and regulations of federal, state and local governments. These laws and regulations include, but are not limited to, matters such as licensure, accreditation, government healthcare program participation requirement, reimbursement for patient services and Medicare and Medicaid fraud and abuse. Government activity has increased with respect to investigations and allegations concerning possible violations of fraud and abuse statutes and regulations by healthcare providers. Violations of these laws and regulations could result in expulsion from government healthcare programs together with the imposition of significant fines and penalties, as well as significant repayments for patient services previously billed. Management believes that the Company is in compliance with fraud and abuse regulations, as well as other applicable government laws and regulations. While no material regulatory inquiries have been made, compliance with such laws and regulations can be subject to future government review and interpretation, as well as regulatory actions unknown or unasserted at this time. |
LEASES
LEASES | 9 Months Ended |
Sep. 30, 2022 | |
LEASES [Abstract] | |
LEASES | 6 The Company leases administrative facilities and laboratory equipment through operating lease agreements. In addition, we rent various equipment used in our diagnostic lab and in our administrative offices through finance lease arrangements. Our operating leases include both lease (e.g., fixed payments including rent) and non-lease components (e.g., common area or other maintenance costs). The facility leases include one or more options to renew, from 1 to 5 years or more. The exercise of lease renewal options is typically at our sole discretion, therefore, the renewals to extend the lease terms are not included in our right-of-use (“ROU”) assets and lease liabilities as they are not reasonably certain of exercise. We regularly evaluate the renewal options and, when they are reasonably certain of exercise, we include the renewal period in our lease term. As our leases do not provide an implicit rate, we use our collateralized incremental borrowing rate based on the information available at the lease commencement date in determining the present value of the lease payments. Operating leases result in the recognition of ROU assets and lease liabilities on the balance sheet. ROU assets represent our right to use the leased asset for the lease term and lease liabilities represent our obligation to make lease payments. Operating lease ROU assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term. Lease expense is recognized on a straight-line basis over the lease term. Leases with an initial term of 12 months or less are not recorded on the balance sheet. The primary leases we enter into with initial terms of 12 months or less are for equipment. On May 11, 2022, we extended the lease term for our office facility in Omaha, Nebraska by modifying the expiration date from May 31, 2022 to May 31, 2025. As a result of this lease extension agreement, we recognized an additional operating lease ROU asset and corresponding operating lease liability of $0.1 million which equals the present value of the remaining payments due under the lease extension. The Company also recognizes ROU assets from finance leases in connection with its HSRR program. For certain customers in the HSRR program, the Company leases diagnostic testing equipment and then subleases the equipment to the customer. Finance lease ROU assets and finance lease liabilities are recognized at the lease commencement date, and at the sublease commencement date the finance lease ROU asset is derecognized and is recorded as cost of sales in the condensed consolidated statements of operations. There were no derecognized finance lease ROU assets for the three and nine months ended September 30, 2022. Derecognized finance lease ROU assets for the three and nine months ended September 30, 2021 were less than $0.1 million, respectively. Where Precipio is the lessor, customers lease diagnostic testing equipment from the Company with the transfer of ownership to the customer at the end of the lease term at no additional cost. For these contracts, the Company accounts for the arrangements as sales-type leases. The lease asset for sales-type leases is the net investment in leased asset, which is recorded once the finance lease ROU asset is derecognized and a related gain or loss is noted. The net investment in leased assets was $0.1 million and $0.2 million as of September 30, 2022 and December 31, 2021, respectively, and is included in other current assets and other assets in our condensed consolidated balance sheets. The balance sheet presentation of our operating and finance leases is as follows: (dollars in thousands) Classification on the Condensed Consolidated Balance Sheet September 30, 2022 December 31, 2021 Assets: Operating lease right-of-use assets, net $ 811 $ 858 Finance lease right-of-use assets, net (1) 284 371 Total lease assets $ 1,095 $ 1,229 Liabilities: Current: Current maturities of operating lease liabilities $ 194 $ 166 Current maturities of finance lease liabilities 168 222 Noncurrent: Operating lease liabilities, less current maturities 625 697 Finance lease liabilities, less current maturities 89 159 Total lease liabilities $ 1,076 $ 1,244 (1) As of September 30, 2022 and December 31, 2021, finance lease right-of-use assets included $23 and $61 , respectively, of assets related to finance leases associated with the HSRR program. As of September 30, 2022 and December 31, 2021, the estimated future minimum lease payments, excluding non-lease components, are as follows: (dollars in thousands) Operating Leases Finance Leases Total September 30, December 31, September 30, December 31, September 30, December 31, 2022 2021 2022 2021 2022 2021 2022 $ 62 $ 227 $ 33 $ 176 $ 95 $ 403 2023 252 218 101 101 353 319 2024 239 204 80 80 319 284 2025 205 191 65 65 270 256 2026 195 195 26 26 221 221 Thereafter — — — — — — Total lease obligations 953 1,035 305 448 1,258 1,483 Less: Amount representing interest (134) (172) (48) (67) (182) (239) Present value of net minimum lease obligations 819 863 257 381 1,076 1,244 Less, current portion (194) (166) (168) (222) (362) (388) Long term portion $ 625 $ 697 $ 89 $ 159 $ 714 $ 856 Other information as of September 30, 2022 and December 31, 2021 is as follows: September 30, December 31, 2022 2021 Weighted-average remaining lease term (years): Operating leases 3.9 4.7 Finance leases 2.9 3.1 Weighted-average discount rate: Operating leases 8.00% 8.00% Finance leases 10.23% 10.03% During the nine months ended September 30, 2022 and 2021, operating cash flows from operating leases was $0.1 million and $0.2 million, respectively, and operating lease ROU assets obtained in exchange for operating lease liabilities was $0.1 million and zero, respectively. Operating Lease Costs Operating lease costs were approximately $0.1 million during the three months ended September 30, 2022 and 2021, respectively, and $0.2 million and $0.3 million for the nine months ended September 30, 2022 and 2021, respectively. These costs are primarily related to long-term operating leases for the Company’s facilities and laboratory equipment. Short-term and variable lease costs were less than $0.1 million for the three and nine months ended September 30, 2022 and 2021, respectively. Finance Lease Costs Finance lease amortization and interest expenses are included in the condensed consolidated statements of operations for the three and nine months ended September 30, 2022 and 2021. The balances within these accounts are less than $0.1 million, respectively. |
STOCKHOLDERS' EQUITY
STOCKHOLDERS' EQUITY | 9 Months Ended |
Sep. 30, 2022 | |
STOCKHOLDERS' EQUITY [Abstract] | |
STOCKHOLDERS' EQUITY | 7 Common Stock. Pursuant to our Third Amended and Restated Certificate of Incorporation, as amended, we currently have 150,000,000 shares of common stock authorized for issuance. On December 20, 2018, the Company’s shareholders approved the proposal to authorize the Company’s Board of Directors to, in its discretion, amend the Company’s Third Amended and Restated Certificate of Incorporation to increase the total number of authorized shares of common stock from 150,000,000 shares to 250,000,000 shares. The Company has not yet implemented this increase. During the three and nine months ended September 30, 2022, the Company issued 26,529 and 26,795 shares of its common stock, respectively, in connection with the exercise of 26,529 and 26,795 warrants. The warrant exercises resulted in net cash proceeds to the Company of $11,000 during the nine months ended September 30, 2022. During the three and nine months ended September 30, 2021, the Company issued zero and 74,000 shares of its common stock, respectively, in connection with the exercise of zero and 74,000 warrants, respectively. The warrant exercises resulted in net cash proceeds to the Company of $0.4 million during the nine months ended September 30, 2021 During the nine months ended September 30, 2021, the Company issued 55,147 shares of its common stock in connection with consulting services of approximately $0.2 million. During the three and nine months ended September 30, 2021, the Company issued 1,229 shares of its common stock, respectively, in connection with the exercise of 1,229 stock options. The stock option exercises resulted in net cash proceeds to the Company of $3,000 for the three and nine months ended September 30, 2021, respectively. LP 2020 Purchase Agreement On March 26, 2020, the Company entered into a purchase agreement (the “LP 2020 Purchase Agreement”) with Lincoln Park pursuant to which Lincoln Park has agreed to purchase from us, from time to time, up to $10,000,000 of our common stock, subject to certain limitations, during the 24-month term of the LP 2020 Purchase Agreement. During the three and nine months ended September 30, 2021, we received approximately zero and $1.3 million, respectively, from the sale of zero and 500,000 shares of common stock, respectively, to Lincoln Park under the LP 2020 Purchase Agreement. The Company terminated the LP 2020 Purchase Agreement effective June 14, 2021. At The Market Offering Agreement On April 2, 2021, the Company entered into a sales agreement with A.G.P./Alliance Global Partners (“AGP”), pursuant to which the Company may offer and sell its common stock, par value $0.01 per share (the “Common Stock”) (the “Shares”), having aggregate sales proceeds of up to $22.0 million. Shares can be sold either directly to or through AGP as a sales agent (the “AGP Sales Agreement”), from time to time, in an “at the market offering” (as defined in Rule 415(a)(4) under the Securities Act of 1933, as amended) of the Shares (the “ATM Offering”). The Company is limited in the number of shares it can sell in the ATM Offering due to the offering limitations currently applicable to the Company under General Instruction I.B.6. of Form S-3 and the Company’s public float as of the applicable date of such sales, as well as the number of authorized and unissued shares available for issuance, in accordance with the terms of the AGP Sales Agreement. The sale of our shares of Common Stock to or through AGP, will be made pursuant to the registration statement (the “Registration Statement”) on Form S-3 (File No. 333-237445), which was declared effective by the Securities and Exchange Commission (the “SEC”) on April 13, 2020, for an aggregate offering price of up to $50.0 million. Under the AGP Sales Agreement, Shares may be sold by any method permitted by law deemed to be an “at the market offering.” AGP will also be able to sell shares of Common Stock by any other method permitted by law, including in negotiated transactions with the Company’s prior written consent. Upon delivery of a placement notice and subject to the terms and conditions of the AGP Sales Agreement, AGP is required to use its commercially reasonable efforts consistent with its normal trading and sales practices, applicable state and federal law, rules and regulations, and the rules of The Nasdaq Capital Market to sell the Shares from time to time based upon the Company’s instructions, including any price, time or size limits specified by the Company. AGP is not under any obligation to purchase any of the Shares on a principal basis pursuant to the AGP Sales Agreement, except as otherwise agreed by AGP and the Company in writing and expressly set forth in a placement notice. AGP’s obligations to sell the Shares under the AGP Sales Agreement are subject to satisfaction of certain conditions, including customary closing conditions. The Company is not obligated to make any sales of Shares under the AGP Sales Agreement and any determination by the Company to do so will be dependent, among other things, on market conditions and the Company’s capital raising needs. The Company has agreed to pay AGP a cash fee of 3.0% of the aggregate gross proceeds from the sale of the Shares on the Company’s behalf pursuant to the AGP Sales Agreement. The AGP Sales Agreement contains representations, warranties and covenants that are customary for transactions of this type. In addition, the Company has provided AGP with customary indemnification and contribution rights. The Company has also agreed to reimburse AGP for certain specified expenses, including the expenses of counsel to AGP. The offering of the Shares pursuant to the AGP Sales Agreement will terminate upon the termination of the AGP Sales Agreement by AGP or the Company, as permitted therein. During the three and nine months ended September 30, 2022, we received net proceeds of $0.1 million in each period from the sale of 85,023 we received net proceeds of zero and approximately $14.9 million, respectively, from the sale of zero and 4,501,000 shares of common stock through AGP, respectively. Preferred Stock. The Company’s Board of Directors is authorized to issue up to 15,000,000 shares of preferred stock in one or more series, from time to time, with such designations, powers, preferences and rights and such qualifications, limitations and restrictions as may be provided in a resolution or resolutions adopted by the Board of Directors. Series B Preferred Stock. The Company filed a Certificate of Designation of Preferences, Rights and Limitations of Series B Convertible Preferred Stock (“Series B Preferred Stock”) with the State of Delaware, which designates 6,900 shares of our preferred stock as Series B Preferred Stock. The Series B Preferred Stock has a stated value of $1,000 per share and a par value of $0.01 per share. The Series B Preferred Stock includes a beneficial ownership blocker but has no dividend rights (except to the extent dividends are also paid on the common stock). On August 28, 2017, the Company completed an underwritten public offering consisting of the Company’s Series B Preferred Stock and warrants. The conversion price of the Series B Preferred Stock contains a down round feature. The Company will recognize the effect of the down round feature when it is triggered. At that time, the effect would be treated as a deemed dividend and as a reduction of income available to common shareholders in our basic earnings per share calculation. There were no conversions of Series B Preferred Stock during the three and nine months ended September 30, 2022 and 2021, respectively. At September 30, 2022 and December 31, 2021, the Company had 6,900 shares of Series B Preferred Stock designated and issued and 47 shares of Series B Preferred Stock outstanding. Based on the stated value of $1,000 per share and a conversion price of $0.40 per share, the outstanding shares of Series B Preferred Stock at September 30, 2022 were convertible into 117,500 shares of common stock. Common Stock Warrants. The following represents a summary of the warrants outstanding as of September 30, 2022: Underlying Exercise Issue Year Expiration Shares Price Warrants (1) 2017 October 2022 666 $ 0.40 (2) 2018 October 2022 7,207 $ 112.50 (3) 2018 April 2023 69,964 $ 5.40 (3) 2018 April 2023 78,414 $ 5.40 (4) 2018 October 2022 15,466 $ 11.25 (5) 2018 July 2023 14,671 $ 5.40 (5) 2018 July 2023 14,672 $ 5.40 (5) 2018 August 2023 20,903 $ 5.40 (5) 2018 August 2023 20,903 $ 5.40 (5) 2018 September 2023 19,816 $ 5.40 (5) 2018 September 2023 20,903 $ 5.40 (6) 2018 November 2023 75,788 $ 5.40 (6) 2018 December 2023 51,282 $ 5.40 (7) 2019 April 2024 147,472 $ 5.40 (8) 2019 May 2024 154,343 $ 9.56 712,470 (1) These warrants were issued in connection with the waiver of default the Company received in the fourth quarter of 2017 in connection with the Convertible Promissory Notes. (2) These warrants were issued in connection with certain debt obligation settlement agreements. (3) These warrants were issued in connection with a 2018 securities purchase agreement, as amended, (the “2018 Note Agreement”). (4) These warrants were issued in connection with the 2018 Note Agreement. (5) These warrants were issued in connection with the 2018 Note Agreement. (6) These warrants were issued in connection with the 2018 Note Agreement. (7) These warrants were issued in connection with the 2018 Note Agreement. (8) These warrants were issued in connection with convertible notes issued in May 2019 (the “May 2019 Bridge Notes”). During the three months ended September 30, 2022 and 2021, 83,501 and zero warrants expired, respectively. During the nine months ended September 30, 2022 and 2021, 92,626 and 239 warrants expired, respectively. These warrants had been issued in connection with transactions which were completed in 2016 and 2017. During the nine months ended September 30, 2021, 357 warrants were settled for cash of approximately $0.1 million. For further discussion, see the 2016 Warrant Liability in Note 8 – Fair Value. There were 26,529 and 26,795 w exercised during the three and nine months ended September 30, 2022 for proceeds to the Company of approximately $11,000 , respectively. During the nine months ended September 30, 2022, the intrinsic value of the w exercised was less than $0.1 million. There were 74,000 w exercised during the nine months ended September 30, 2021 for proceeds to the Company of $0.2 million. During the nine months ended September 30, 2021, the intrinsic value of the w exercised was $0.1 million. Deemed Dividends Certain of our preferred stock and warrant issuances contain down round provisions which require us to recognize the effect of the down round feature when it is triggered. That effect is treated as a dividend and as a reduction of income available to common shareholders in basic earnings per share. There were no deemed dividends during the three and nine months ended September 30, 2022 and 2021. |
FAIR VALUE
FAIR VALUE | 9 Months Ended |
Sep. 30, 2022 | |
FAIR VALUE [Abstract] | |
FAIR VALUE | 8 FASB guidance on fair value measurements, which defines fair value, establishes a framework for measuring fair value and expands disclosures about fair value measurements for our financial assets and liabilities, as well as for other assets and liabilities that are carried at fair value on a recurring basis in our condensed consolidated financial statements. FASB guidance establishes a three-level fair value hierarchy based upon the assumptions (inputs) used to price assets or liabilities. The three levels of inputs used to measure fair value are as follows: Level 1—Unadjusted quoted prices in active markets for identical assets or liabilities; Level 2—Observable inputs other than those included in Level 1, such as quoted prices for similar assets and liabilities in active markets or quoted prices for identical assets or liabilities in inactive markets; and Level 3—Unobservable inputs reflecting our own assumptions and best estimate of what inputs market participants would use in pricing the asset or liability. Common Stock Warrant Liabilities. Certain of our issued and outstanding warrants to purchase shares of common stock do not qualify to be treated as equity and, accordingly, are recorded as a liability. We are required to record these instruments at fair value at each reporting date and changes are recorded as a non-cash adjustment to earnings. The gains or losses included in earnings are reported in other income (expense) in our condensed consolidated statements of operations. 2016 Warrant Liability The Company has a warrant liability related to warrants issued in January 2016 (the “2016 Warrant Liability”) and it represents the fair value of such warrants, of which, 357 warrants were settled for cash of approximately $0.1 million in January 2021. The balance of the 2016 Warrant Liability was zero as of September 30, 2022 and December 31, 2021, respectively. Bridge Note Warrant Liabilities During 2018 and 2019, the Company issued warrants in connection with the issuance of convertible notes. All of these warrants issuances were classified as warrant liabilities (the “Bridge Note Warrant Liabilities”). The Bridge Note Warrant Liabilities are considered Level 3 financial instruments and were valued using the Black Scholes model. As of September 30, 2022, Bridge Note Warrant Liabilities outstanding were the result of convertible note issuances on eight different dates in 2018 and 2019. The assumptions used in the valuation of the Bridge Note Warrant Liabilities include the following ranges: remaining life to maturity of 0.1 to 1.6 years; volatility rate of 74% to 115%; and risk-free rate of 2.79% to 4.14%. As of December 31, 2021, assumptions used in the valuation of the Bridge Note Warrant Liabilities include: remaining life to maturity of 0.3 to 2.4 years; volatility rate of 61% to 199%; and risk free rate of 0.06 to 0.73%. During the three and nine months ended September 30, 2022 and 2021, the change in the fair value of the warrant liabilities measured using significant unobservable inputs (Level 3) were comprised of the following: Dollars in Thousands Three Months Ended September 30, 2022 Bridge Note Total Warrant Warrant Liabilities Liabilities Beginning balance at July 1 $ 87 $ 87 Total gains: Revaluation recognized in earnings (59) (59) Balance at September 30 $ 28 $ 28 Three Months Ended September 30, 2021 Bridge Note Total Warrant Warrant Liabilities Liabilities Beginning balance at July 1 $ 2,207 $ 2,207 Total losses: Revaluation recognized in earnings (578) (578) Deductions – warrant liability settlement – – Balance at September 30 $ 1,629 $ 1,629 Dollars in Thousands Nine Months Ended September 30, 2022 Bridge Note Total Warrant Warrant Liabilities Liabilities Beginning balance at January 1 $ 606 $ 606 Total losses: Revaluation recognized in earnings (578) (578) Deductions – warrant exercises and write-offs – – Balance at September 30 $ 28 $ 28 Nine Months Ended September 30, 2021 2016 Warrant Bridge Note Total Warrant Liability Warrant Liabilities Liabilities Beginning balance at January 1 $ 130 $ 1,195 $ 1,325 Total losses: Revaluation recognized in earnings – 434 434 Deductions – warrant liability settlement (130) – (130) Balance at September 30 $ – $ 1,629 $ 1,629 |
EQUITY INCENTIVE PLAN
EQUITY INCENTIVE PLAN | 9 Months Ended |
Sep. 30, 2022 | |
EQUITY INCENTIVE PLAN [Abstract] | |
EQUITY INCENTIVE PLAN | 9 The Company currently issues stock awards under its 2017 Stock Option and Incentive Plan, as amended (the “2017 Plan”) which will expire on June 5, 2027. The shares authorized for issuance under the 2017 Plan were 3,852,853 at September 30, 2022, of which 152,842 were available for future grant. The shares authorized under the 2017 Plan are subject to annual increases on January 1 by 5% of the number of shares of common stock issued and outstanding on the immediately preceding December 31, or such lessor number of shares determined by the Company’s Board of Directors or Compensation Committee. During the nine months ended September 30, 2022, the shares authorized for issuance increased by 1,135,422 shares. Stock Options. The Company accounts for all stock-based compensation payments to employees and directors, including grants of employee stock options, at fair value at the date of grant and expenses the benefit in operating expense in the condensed consolidated statements of operations over the service period of the awards. The Company records the expense for stock-based compensation awards subject to performance-based milestone vesting over the remaining service period when management determines that achievement of the milestone is probable based on the expected satisfaction of the performance conditions as of the reporting date. The fair value of each stock option granted is estimated on the date of grant using the Black-Scholes option pricing model, which requires various assumptions including estimating stock price volatility, expected life of the stock option, risk free interest rate and estimated forfeiture rate. During the nine months ended September 30, 2022, the Company granted stock options to purchase up to 1,114,000 shares of common stock at a weighted average exercise price of $1.51 per share. These awards have vesting periods of up to four years and had a weighted average grant date fair value of $1.45. The fair value calculation of options granted during the nine months ended September 30, 2022 used the follow assumptions: risk free interest rates of 1.60% to 3.55%, based on the U.S. Treasury yield in effect at the time of grant; expected life of six years; and volatility of 166% based on historical volatility of the Company’s common stock over a time that is consistent with the expected life of the option. The following table summarizes stock option activity under our plans during the nine months ended September 30, 2022: Number of Weighted-Average Options Exercise Price Outstanding at January 1, 2022 2,635,287 $ 3.38 Granted 1,114,000 1.51 Forfeited (50,575) 2.43 Outstanding at September 30, 2022 3,698,712 $ 2.83 Exercisable at September 30, 2022 1,998,581 $ 3.33 As of September 30, 2022, there were 3,229,938 options that were vested or expected to vest with zero aggregate intrinsic value and a remaining weighted average contractual life of 8.4 years. During the nine months ended September 30, 2021, there were 1,907,347 options granted with a weighted average exercise price of $2.89 per share, 81,594 options forfeited with a weighted average exercise price of $2.83 per share and 1,229 options exercised with a weighted average exercise price of $2.04. Based on Company policy, stock options will become 100% vested in the event of an employee retirement, with retirement defined as someone who has attained the age of 65 and has served as an employee for the three-year period immediately preceding the retirement date. In connection with the retirement of a former employee in March 2022, the Company accelerated the vesting of shares of previously unvested stock options pursuant to the terms of certain Company stock option agreements previously issued between March 2019 and January 2022. During the nine months ended September 30, 2022, the Company accelerated 481,637 shares of previously unvested stock options and recorded $1.1 million of non-cash stock-based compensation expense for the accelerated awards. The Company also extended the remaining contractual term of all outstanding stock options of the former employee as of the retirement date. The Company determined this to be a modification of the stock options which would result in incremental fair value. Management calculated the change in fair value due to the modification to be a non-cash stock-based compensation expense of $0.5 million which is included within operating expense in the accompanying statements of operations during the nine months ended September 30, 2022. For the three and nine months ended September 30, 2022, we recorded non-cash stock-based compensation expense for all stock awards of $0.7 million and $3.4 million, respectively, within operating expense in the accompanying statements of operations. For the three and nine months ended September 30, 2021, we recorded compensation expense for all stock awards of $0.5 million and $1.3 million, respectively, within operating expense in the accompanying statements of operation. As of September 30, 2022, the unrecognized compensation expense related to unvested stock awards was $3.5 million, which is expected to be recognized over a weighted-average period of 2.7 years. |
SALES SERVICE REVENUE, NET AND
SALES SERVICE REVENUE, NET AND ACCOUNTS RECEIVABLE | 9 Months Ended |
Sep. 30, 2022 | |
SALES SERVICE REVENUE, NET AND ACCOUNTS RECEIVABLE [Abstract] | |
SALES SERVICE REVENUE, NET AND ACCOUNTS RECEIVABLE | 10. SALES SERVICE REVENUE, NET AND ACCOUNTS RECEIVABLE ASC Topic 606, “Revenue from contracts with customers” The Company follows the guidance of ASC 606 for the recognition of revenue from contracts with customers to transfer goods and services. The Company performed a comprehensive review of its existing revenue arrangements following the five-step model: Step 1: Identification of the contract with the customer. Sub-steps include determining the customer in a contract, initial contract identification and determining if multiple contracts should be combined and accounted for as a single transaction. Step 2: Identify the performance obligation in the contract. Sub-steps include identifying the promised goods and services in the contract and identifying which performance obligations within the contract are distinct. Step 3: Determine the transaction price. Sub-steps include variable consideration, constraining estimates of variable consideration, the existence of a significant financing component in the contract, noncash consideration and consideration payable to a customer. Step 4: Allocate transaction price. Sub-steps include assessing the amount of consideration to which the Company expects to be entitled in exchange for transferring the promised goods or services to the customer. Step 5: Satisfaction of performance obligations. Sub-steps include ascertaining the point in time when an asset is transferred to the customer and when the customer obtains control of the asset upon which time the Company recognizes revenue. Nature of Contracts and Customers The Company’s contracts and related performance obligations are similar for its customers and the sales process for all customers starts upon the receipt of requisition forms from the customers for patient diagnostic testing and the execution of contracts for biomarker testing and clinical research. Payment terms for the services provided are 30 days, unless separately negotiated. Diagnostic testing Control of the laboratory testing services is transferred to the customer at a point in time. As such, the Company recognizes revenue for laboratory testing services at a point in time based on the delivery method (web-portal access or fax) for the patient’s laboratory report, per the contract. Clinical research grants Control of the clinical research services are transferred to the customer over time. The Company will recognize revenue utilizing the “effort based” method, measuring its progress toward complete satisfaction of the performance obligation. Biomarker testing and clinical project services Control of the biomarker testing and clinical project services are transferred to the customer over time. The Company utilizes an “effort based” method of assessing performance and measures progress towards satisfaction of the performance obligation based upon the delivery of results. The Company generates revenue from the provision of diagnostic testing provided to patients, biomarker testing provided to bio-pharma customers and clinical research grants funded by both bio-pharma customers and government health programs. Reagents and other diagnostic products Control of reagents and other diagnostic products are transferred to the customer at a point in time and, as such, the Company recognizes these revenues at a point in time based on the delivery method. These revenues include revenues from reagent sets for our HSRR program, COVID-19 antibody tests and other product sales and are included in other revenue in our condensed consolidated statements of operations. Equipment leasing The Company accounts for sales-type leases within the scope of ASC 842, Leases, as ASC 606 specifically excludes leases from its guidance. The sales-type leases result in the derecognition of the underlying asset, the recognition of profit or loss on the sale, and the recognition of an investment in leased asset. Disaggregation of Revenues by Transaction Type We operate in one business segment and, therefore, the results of our operations are reported on a consolidated basis for purposes of segment reporting, consistent with internal management reporting. Service revenue, net for the three and nine months ended September 30, 2022 and 2021 was as follows: For the Three Months Ended September 30, (dollars in thousands) Diagnostic Testing Biomarker Testing Total 2022 2021 2022 2021 2022 2021 Medicaid $ 12 $ 4 $ — $ — $ 12 $ 4 Medicare 936 942 — — 936 942 Self-pay 109 65 — — 109 65 Third party payers 1,003 952 — — 1,003 952 Contract diagnostics — — — 35 — 35 Service revenue, net $ 2,060 $ 1,963 $ — $ 35 $ 2,060 $ 1,998 For the Nine Months Ended September 30, (dollars in thousands) Diagnostic Testing Biomarker Testing Total 2022 2021 2022 2021 2022 2021 Medicaid $ 39 $ 35 $ — $ — $ 39 $ 35 Medicare 2,986 2,935 — — 2,986 2,935 Self-pay 206 181 — — 206 181 Third party payers 3,060 2,773 — — 3,060 2,773 Contract diagnostics — — — 56 — 56 Service revenue, net $ 6,291 $ 5,924 $ — $ 56 $ 6,291 $ 5,980 Revenue from the Medicare and Medicaid programs account for a portion of the Company’s patient diagnostic service revenue. Laws and regulations governing those programs are extremely complex and subject to interpretation. As a result, there is at least a reasonable possibility that recorded estimates will change by a material amount in the near term. Revenue Recognition Revenue is recognized when a customer obtains control of promised goods or services, in an amount that reflects the consideration which the entity expects to receive in exchange for those goods or services. To the extent the transaction price includes variable consideration, the Company estimates the amount of variable consideration that should be included in the transaction price using the expected value method based on historical experience. The Company does not typically enter arrangements where multiple contracts can be combined as the terms regarding services are generally found within a single agreement/requisition form. The Company derives its revenues from the following types of transactions: diagnostic testing (“Diagnostic”), revenues from the Company’s ICP technology and bio-pharma projects encompassing genetic diagnostics (collectively “Biomarker”), revenues from clinical research grants from state and federal research programs and diagnostic product sales, including revenues from equipment leases and reagent sales associated with our HSRR program. Deferred revenue Deferred revenue, or unearned revenue, refers to advance payments for products or services that are to be delivered in the future. The Company records such prepayment of unearned revenue as a liability, as revenue that has not yet been earned, but represents products or services that are owed to a customer. As the product or service is delivered over time, the Company recognizes the appropriate amount of revenue from deferred revenue. For the period ended September 30, 2022 and December 31, 2021, the deferred revenue was $13,000 and $18,000, respectively. Contractual Allowances and Adjustments We are reimbursed by payers for services we provide. Payments for services covered by payers average less than billed charges. We monitor revenue and receivables from payers and record an estimated contractual allowance for certain revenue and receivable balances as of the revenue recognition date to properly account for anticipated differences between amounts estimated in our billing system and amounts ultimately reimbursed by payers. Accordingly, the total revenue and receivables reported in our condensed consolidated financial statements are recorded at the amounts expected to be received from these payers. For service revenue, the contractual allowance is estimated based on several criteria, including unbilled claims, historical trends based on actual claims paid, current contract and reimbursement terms and changes in customer base and payer/product mix. The billing functions for the remaining portion of our revenue are contracted and fixed fees for specific services and are recorded without an allowance for contractual discounts . The following table presents our revenues initially recognized for each associated payer class during the three and nine months ended September 30, 2022 and 2021 For the Three Months Ended September 30, (dollars in thousands) Contractual Allowances and Revenues, net of Contractual Gross Revenues adjustments Allowances and adjustments 2022 2021 2022 2021 2022 2021 Medicaid $ 12 $ 4 $ — $ — $ 12 $ 4 Medicare 936 942 — — 936 942 Self-pay 109 65 — — 109 65 Third party payers 3,486 3,313 (2,483) (2,361) 1,003 952 Contract diagnostics — 35 — — — 35 4,543 4,359 (2,483) (2,361) 2,060 1,998 Other 235 141 — — 235 141 $ 4,778 $ 4,500 $ (2,483) $ (2,361) $ 2,295 $ 2,139 For the Nine Months Ended September 30, (dollars in thousands) Contractual Allowances and Revenues, net of Contractual Gross Revenues adjustments Allowances and adjustments 2022 2021 2022 2021 2022 2021 Medicaid $ 39 $ 35 $ — $ — $ 39 $ 35 Medicare 2,986 2,935 — — 2,986 2,935 Self-pay 206 181 — — 206 181 Third party payers 10,664 9,670 (7,604) (6,897) 3,060 2,773 Contract diagnostics – 56 — — — 56 13,895 12,877 (7,604) (6,897) 6,291 5,980 Other 977 514 — — 977 514 $ 14,872 $ 13,391 $ (7,604) $ (6,897) $ 7,268 $ 6,494 Allowance for Doubtful Accounts The Company provides for a general allowance for collectability of services when recording net sales. The Company has adopted the policy of recognizing net sales to the extent it expects to collect that amount. Reference is made to FASB 954-605-45-5 and ASU 2011-07, Health Care Entities: Presentation and Disclosure of Patient Service Revenue, Provision for Bad Debt, and the Allowance for Doubtful Accounts. The change in the allowance for doubtful accounts is directly related to the increase in patient service revenues. The following table presents our reported revenues net of the collection allowance and adjustments for the three and nine months ended September 30, 2022 and 2021. For the Three Months Ended September 30, Revenues, net of (dollars in thousands) Contractual Allowances Allowances for doubtful and adjustments accounts Total 2022 2021 2022 2021 2022 2021 Medicaid $ 12 $ 4 $ (6) $ (3) $ 6 $ 1 Medicare 936 942 (24) (47) 912 895 Self-pay 109 65 — — 109 65 Third party payers 1,003 952 (50) 157 953 1,109 Contract diagnostics — 35 — — — 35 2,060 1,998 (80) 107 1,980 2,105 Other 235 141 — — 235 141 $ 2,295 $ 2,139 $ (80) $ 107 $ 2,215 $ 2,246 For the Nine Months Ended September 30, Revenues, net of (dollars in thousands) Contractual Allowances Allowances for doubtful and adjustments accounts Total 2022 2021 2022 2021 2022 2021 Medicaid $ 39 $ 35 $ (19) $ (2) $ 20 $ 33 Medicare 2,986 2,935 (75) (36) 2,911 2,899 Self-pay 206 181 — — 206 181 Third party payers 3,060 2,773 (153) (42) 2,907 2,731 Contract diagnostics — 56 — — — 56 6,291 5,980 (247) (80) 6,044 5,900 Other 977 514 — — 977 514 $ 7,268 $ 6,494 $ (247) $ (80) $ 7,021 $ 6,414 Costs to Obtain or Fulfill a Customer Contract Sales commissions are expensed when incurred because the amortization period would have been one year or less. These costs are recorded in operating expenses in the condensed consolidated statements of operations. Shipping and handling costs are comprised of inbound and outbound freight and associated labor. The Company accounts for shipping and handling activities related to contracts with customers as fulfillment costs which are included in cost of sales in the condensed consolidated statements of operations. Accounts Receivable The Company has provided an allowance for potential credit losses, which has been determined based on management’s industry experience. The Company grants credit without collateral to its patients, most of who are insured under third party payer agreements. The following summarizes the mix of receivables outstanding related to payer categories: (dollars in thousands) September 30, 2022 December 31, 2021 Medicaid $ 34 $ 45 Medicare 1,064 727 Self-pay 279 139 Third party payers 1,680 2,111 Contract diagnostic services and other 91 159 $ 3,148 $ 3,181 Less allowance for doubtful accounts (2,193) (2,484) Accounts receivable, net $ 955 $ 697 The following table presents the roll-forward of the allowance for doubtful accounts for the nine months ended September 30, 2022. Allowance for Doubtful (dollars in thousands) Accounts Balance, January 1, 2022 $ (2,484) Collection Allowance: Medicaid $ (19) Medicare (75) Third party payers (153) (247) Bad debt expense $ 2 Total charges (245) Other 536 Balance, September 30, 2022 $ (2,193) For the nine months ended September 30, 2022, the allowance for doubtful accounts was adjusted by $0.5 million due to the revaluation of fully reserved accounts receivable and customer credits at January 1, 2022. The adjustment had no effect on our net accounts receivable or total assets in our condensed consolidated balance sheets. Customer Revenue and Accounts Receivable Concentration Our customers are oncologists, hospitals, reference laboratories, physician-office laboratories, and pharma and biotech companies. Net sales Accounts receivable, as of Three Months Ended Nine Months Ended September 30, September 30, September 30, December 31, 2022 2021 2022 2021 2022 2021 Customer A * * * * * 21 % Customer B * * * * * 12 % * represents less than 10% |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 9 Months Ended |
Sep. 30, 2022 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | 11. SUBSEQUENT EVENTS The Company has evaluated events and transactions subsequent to September 30, 2022 through the date of this Quarterly Report on Form 10-Q, and any subsequent events are reported below. Nasdaq Delisting Notice On October 28, 2022, the Company received a letter from The Nasdaq Stock Market LLC (“Nasdaq”), notifying it that for the past 30 consecutive business days, the closing bid price per share of its common stock was below $1.00, the minimum bid price requirement for continued listing on The Nasdaq Capital Market, as required by Nasdaq Listing Rule 5550(a)(2) (the “Bid Price Rule”). As a result, the Company was notified by Nasdaq that it is not in compliance with the Bid Price Rule. Nasdaq has provided the Company with 180 calendar days, or until April 26, 2023, to regain compliance with the Bid Price Rule. This notification has no immediate effect on the Company’s listing on the Nasdaq Capital Market or on the trading of the Company’s common stock. To regain compliance with the Bid Price Rule, the closing bid price of the Company’s common stock must meet or exceed $1.00 per share for a minimum of ten consecutive business days during the 180-calendar day grace period. If the Company’s common stock does not regain compliance with the Bid Price Rule during this grace period, it may be eligible for an additional period of 180 calendar days provided that the Company satisfies certain requirements. However, if Nasdaq determines that the Company will not be able to cure the deficiency, or if the Company is otherwise not eligible, Nasdaq will provide notice that the Company’s securities will be subject to delisting. The Company intends to monitor the closing bid price of its common stock and may, if appropriate, evaluate various courses of action to regain compliance with the Bid Price Rule. However, there can be no assurance that the Company will be able to regain compliance with the Bid Price Rule. |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 9 Months Ended |
Sep. 30, 2022 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Abstract] | |
Basis of Presentation | Basis of Presentation. The accompanying condensed consolidated financial statements are presented in conformity with GAAP and, as of September 30, 2022 and for the three and nine months ended September 30, 2022 and 2021, are unaudited and reflect all adjustments (consisting of only normal recurring adjustments) that are necessary for a fair presentation of the financial position and operating results for the interim periods. These unaudited condensed consolidated financial statements and notes should be read in conjunction with the audited financial statements and notes thereto for the year ended December 31, 2021 contained in our Annual Report on Form 10-K, filed with the Securities and Exchange Commission (the “SEC”) on March 30, 2022. The results of operations for the interim periods presented are not necessarily indicative of the results for fiscal year 2022. The condensed consolidated financial statements include the accounts of Precipio and its wholly owned subsidiaries, and the Joint Venture which is a VIE in which we are the primary beneficiary. Refer to the section titled “Consolidation of Variable Interest Entities” for further information related to our accounting for the Joint Venture. All intercompany balances have been eliminated in consolidation. |
Recent Accounting Pronouncements | Recently Adopted Accounting Pronouncements. In July 2021, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2021-05, Lease (Topic 842), “Lessors - Certain Leases with Variable Lease Payments” In May 2021, the FASB issued ASU 2021-04, “ Issuer s Accounting for Certain Modifications or Exchanges of Freestanding Equity-Classified Written Call Options” guidance on January 1, 2022. The adoption of this standard was not material to our condensed consolidated financial statements. Recent Accounting Pronouncements Not Yet Adopted. In June 2022, the FASB issued ASU 2022-03, Fair Value Measurement (Topic 820) (“ASU 2022-03”). The amendments in ASU 2022-03 clarify that a contractual restriction on the sale of an equity security is not considered part of the unit of account of the equity security and, therefore, is not considered in measuring fair value. The amendments also clarify that an entity cannot, as a separate unit of account, recognize and measure a contractual sale restriction. The amendments in this Update also require additional disclosures for equity securities subject to contractual sale restrictions. The provisions in this Update are effective for fiscal years beginning after December 15, 2023. Early adoption is permitted. The Company does not expect to early adopt this ASU. The Company is currently assessing the potential impact that the adoption of this ASU will have on its condensed consolidated financial statements. In August 2020, the FASB issued ASU 2020-06 “ Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity In June 2016, the FASB issued ASU 2016-13 “ Measurement of Credit Losses on Financial Instruments |
Loss Per Share | Loss Per Share. Basic loss per share is calculated based on the weighted-average number of common shares outstanding during each period. Diluted loss per share includes shares issuable upon exercise of outstanding stock options, warrants or conversion rights that have exercise or conversion prices below the market value of our common stock. Options, warrants and conversion rights pertaining to 4,528,682 and 3,596,917 shares of our common stock have been excluded from the computation of diluted loss per share at September 30, 2022 and 2021, respectively, because the effect is anti-dilutive due to the net loss. The following table summarizes the outstanding securities not included in the computation of diluted net loss per share: September 30, 2022 2021 Stock options 3,698,712 2,647,516 Warrants 712,470 831,901 Preferred stock 117,500 117,500 Total 4,528,682 3,596,917 |
Consolidation of Variable Interest Entities | Consolidation of Variable Interest Entities. We evaluate any entity in which we are involved to determine if the entity is a VIE and if so, whether we hold a variable interest and are the primary beneficiary. We consolidate VIEs that are subject to assessment when we are deemed to be the primary beneficiary of the VIE. The process for determining whether we are the primary beneficiary of the VIE is to conclude whether we are a party to the VIE holding a variable interest that meets both of the following criteria: (1) has the power to make decisions that most significantly affect the economic performance of the VIE, and (2) has the obligation to absorb losses or the right to receive benefits that in either case could potentially be significant to the VIE. We have determined that we hold a variable interest in the Joint Venture, have the power to make significant operational decisions on behalf of the VIE and also have the obligation to absorb the majority of the losses from the VIE. As such we have also determined that we are the primary beneficiary of the VIE. The following table presents information about the carrying value of the assets and liabilities of the Joint Venture which we consolidate and which are included on our condensed consolidated balance sheets. Intercompany balances are eliminated in consolidation and not reflected in the following table. (dollars in thousands) September 30, 2022 December 31, 2021 Assets: Accounts receivable, net $ 248 $ 180 Total assets $ 248 $ 180 Liabilities: Accrued expenses $ 32 $ 36 Total liabilities $ 32 $ 36 Noncontrolling interest in Joint Venture $ 58 $ 40 Total stockholders' equity $ 114 $ 79 |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Abstract] | |
Schedule of Variable Interest Entities | (dollars in thousands) September 30, 2022 December 31, 2021 Assets: Accounts receivable, net $ 248 $ 180 Total assets $ 248 $ 180 Liabilities: Accrued expenses $ 32 $ 36 Total liabilities $ 32 $ 36 Noncontrolling interest in Joint Venture $ 58 $ 40 Total stockholders' equity $ 114 $ 79 |
Outstanding Securities not Included in the Computation of Diluted Net Loss | The following table summarizes the outstanding securities not included in the computation of diluted net loss per share: September 30, 2022 2021 Stock options 3,698,712 2,647,516 Warrants 712,470 831,901 Preferred stock 117,500 117,500 Total 4,528,682 3,596,917 |
LONG-TERM DEBT (Tables)
LONG-TERM DEBT (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
LONG-TERM DEBT [Abstract] | |
Schedule of debt | Long-term debt consists of the following: Dollars in Thousands September 30, 2022 December 31, 2021 Department of Economic and Community Development (DECD) $ 184 $ 205 DECD debt issuance costs (16) (19) Financed insurance loan 340 — Total long-term debt 508 186 Current portion of long-term debt (367) (26) Long-term debt, net of current maturities $ 141 $ 160 |
ACCRUED EXPENSES OTHER CURREN_2
ACCRUED EXPENSES OTHER CURRENT LIABILITIES (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
ACCRUED EXPENSES OTHER CURRENT LIABILITIES [Abstract] | |
Accrued expenses | Accrued expenses at September 30, 2022 and December 31, 2021 are as follows: (dollars in thousands) 2022 2021 Accrued expenses $ 753 $ 1,033 Accrued compensation 680 718 Accrued franchise, property and sales and use taxes 84 148 Accrued interest 19 19 $ 1,536 $ 1,918 |
LEASES (Tables)
LEASES (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
LEASES [Abstract] | |
Summary of balance sheet presentation of our operating and finance leases | (dollars in thousands) Classification on the Condensed Consolidated Balance Sheet September 30, 2022 December 31, 2021 Assets: Operating lease right-of-use assets, net $ 811 $ 858 Finance lease right-of-use assets, net (1) 284 371 Total lease assets $ 1,095 $ 1,229 Liabilities: Current: Current maturities of operating lease liabilities $ 194 $ 166 Current maturities of finance lease liabilities 168 222 Noncurrent: Operating lease liabilities, less current maturities 625 697 Finance lease liabilities, less current maturities 89 159 Total lease liabilities $ 1,076 $ 1,244 (1) As of September 30, 2022 and December 31, 2021, finance lease right-of-use assets included $23 and $61 , respectively, of assets related to finance leases associated with the HSRR program. |
Summary of estimated future minimum lease payments for finance leases | As of September 30, 2022 and December 31, 2021, the estimated future minimum lease payments, excluding non-lease components, are as follows: (dollars in thousands) Operating Leases Finance Leases Total September 30, December 31, September 30, December 31, September 30, December 31, 2022 2021 2022 2021 2022 2021 2022 $ 62 $ 227 $ 33 $ 176 $ 95 $ 403 2023 252 218 101 101 353 319 2024 239 204 80 80 319 284 2025 205 191 65 65 270 256 2026 195 195 26 26 221 221 Thereafter — — — — — — Total lease obligations 953 1,035 305 448 1,258 1,483 Less: Amount representing interest (134) (172) (48) (67) (182) (239) Present value of net minimum lease obligations 819 863 257 381 1,076 1,244 Less, current portion (194) (166) (168) (222) (362) (388) Long term portion $ 625 $ 697 $ 89 $ 159 $ 714 $ 856 |
Schedule of other information | September 30, December 31, 2022 2021 Weighted-average remaining lease term (years): Operating leases 3.9 4.7 Finance leases 2.9 3.1 Weighted-average discount rate: Operating leases 8.00% 8.00% Finance leases 10.23% 10.03% |
STOCKHOLDERS' EQUITY (Tables)
STOCKHOLDERS' EQUITY (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
STOCKHOLDERS' EQUITY [Abstract] | |
Schedule of stockholders' equity, including warrants and rights | The following represents a summary of the warrants outstanding as of September 30, 2022: Underlying Exercise Issue Year Expiration Shares Price Warrants (1) 2017 October 2022 666 $ 0.40 (2) 2018 October 2022 7,207 $ 112.50 (3) 2018 April 2023 69,964 $ 5.40 (3) 2018 April 2023 78,414 $ 5.40 (4) 2018 October 2022 15,466 $ 11.25 (5) 2018 July 2023 14,671 $ 5.40 (5) 2018 July 2023 14,672 $ 5.40 (5) 2018 August 2023 20,903 $ 5.40 (5) 2018 August 2023 20,903 $ 5.40 (5) 2018 September 2023 19,816 $ 5.40 (5) 2018 September 2023 20,903 $ 5.40 (6) 2018 November 2023 75,788 $ 5.40 (6) 2018 December 2023 51,282 $ 5.40 (7) 2019 April 2024 147,472 $ 5.40 (8) 2019 May 2024 154,343 $ 9.56 712,470 (1) These warrants were issued in connection with the waiver of default the Company received in the fourth quarter of 2017 in connection with the Convertible Promissory Notes. (2) These warrants were issued in connection with certain debt obligation settlement agreements. (3) These warrants were issued in connection with a 2018 securities purchase agreement, as amended, (the “2018 Note Agreement”). (4) These warrants were issued in connection with the 2018 Note Agreement. (5) These warrants were issued in connection with the 2018 Note Agreement. (6) These warrants were issued in connection with the 2018 Note Agreement. (7) These warrants were issued in connection with the 2018 Note Agreement. (8) These warrants were issued in connection with convertible notes issued in May 2019 (the “May 2019 Bridge Notes”). |
FAIR VALUE (Tables)
FAIR VALUE (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
FAIR VALUE [Abstract] | |
Schedule of Changes in Fair Value of Liability | During the three and nine months ended September 30, 2022 and 2021, the change in the fair value of the warrant liabilities measured using significant unobservable inputs (Level 3) were comprised of the following: Dollars in Thousands Three Months Ended September 30, 2022 Bridge Note Total Warrant Warrant Liabilities Liabilities Beginning balance at July 1 $ 87 $ 87 Total gains: Revaluation recognized in earnings (59) (59) Balance at September 30 $ 28 $ 28 Three Months Ended September 30, 2021 Bridge Note Total Warrant Warrant Liabilities Liabilities Beginning balance at July 1 $ 2,207 $ 2,207 Total losses: Revaluation recognized in earnings (578) (578) Deductions – warrant liability settlement – – Balance at September 30 $ 1,629 $ 1,629 Dollars in Thousands Nine Months Ended September 30, 2022 Bridge Note Total Warrant Warrant Liabilities Liabilities Beginning balance at January 1 $ 606 $ 606 Total losses: Revaluation recognized in earnings (578) (578) Deductions – warrant exercises and write-offs – – Balance at September 30 $ 28 $ 28 Nine Months Ended September 30, 2021 2016 Warrant Bridge Note Total Warrant Liability Warrant Liabilities Liabilities Beginning balance at January 1 $ 130 $ 1,195 $ 1,325 Total losses: Revaluation recognized in earnings – 434 434 Deductions – warrant liability settlement (130) – (130) Balance at September 30 $ – $ 1,629 $ 1,629 |
EQUITY INCENTIVE PLAN (Tables)
EQUITY INCENTIVE PLAN (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
EQUITY INCENTIVE PLAN [Abstract] | |
Summary of stock option activity | The following table summarizes stock option activity under our plans during the nine months ended September 30, 2022: Number of Weighted-Average Options Exercise Price Outstanding at January 1, 2022 2,635,287 $ 3.38 Granted 1,114,000 1.51 Forfeited (50,575) 2.43 Outstanding at September 30, 2022 3,698,712 $ 2.83 Exercisable at September 30, 2022 1,998,581 $ 3.33 |
SALES SERVICE REVENUE, NET AN_2
SALES SERVICE REVENUE, NET AND ACCOUNTS RECEIVABLE (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
SALES SERVICE REVENUE, NET AND ACCOUNTS RECEIVABLE [Abstract] | |
Schedule of Net Revenues | For the Three Months Ended September 30, (dollars in thousands) Diagnostic Testing Biomarker Testing Total 2022 2021 2022 2021 2022 2021 Medicaid $ 12 $ 4 $ — $ — $ 12 $ 4 Medicare 936 942 — — 936 942 Self-pay 109 65 — — 109 65 Third party payers 1,003 952 — — 1,003 952 Contract diagnostics — — — 35 — 35 Service revenue, net $ 2,060 $ 1,963 $ — $ 35 $ 2,060 $ 1,998 For the Nine Months Ended September 30, (dollars in thousands) Diagnostic Testing Biomarker Testing Total 2022 2021 2022 2021 2022 2021 Medicaid $ 39 $ 35 $ — $ — $ 39 $ 35 Medicare 2,986 2,935 — — 2,986 2,935 Self-pay 206 181 — — 206 181 Third party payers 3,060 2,773 — — 3,060 2,773 Contract diagnostics — — — 56 — 56 Service revenue, net $ 6,291 $ 5,924 $ — $ 56 $ 6,291 $ 5,980 |
Schedule of Gross to Net Sales Adjustments | For the Three Months Ended September 30, (dollars in thousands) Contractual Allowances and Revenues, net of Contractual Gross Revenues adjustments Allowances and adjustments 2022 2021 2022 2021 2022 2021 Medicaid $ 12 $ 4 $ — $ — $ 12 $ 4 Medicare 936 942 — — 936 942 Self-pay 109 65 — — 109 65 Third party payers 3,486 3,313 (2,483) (2,361) 1,003 952 Contract diagnostics — 35 — — — 35 4,543 4,359 (2,483) (2,361) 2,060 1,998 Other 235 141 — — 235 141 $ 4,778 $ 4,500 $ (2,483) $ (2,361) $ 2,295 $ 2,139 For the Nine Months Ended September 30, (dollars in thousands) Contractual Allowances and Revenues, net of Contractual Gross Revenues adjustments Allowances and adjustments 2022 2021 2022 2021 2022 2021 Medicaid $ 39 $ 35 $ — $ — $ 39 $ 35 Medicare 2,986 2,935 — — 2,986 2,935 Self-pay 206 181 — — 206 181 Third party payers 10,664 9,670 (7,604) (6,897) 3,060 2,773 Contract diagnostics – 56 — — — 56 13,895 12,877 (7,604) (6,897) 6,291 5,980 Other 977 514 — — 977 514 $ 14,872 $ 13,391 $ (7,604) $ (6,897) $ 7,268 $ 6,494 |
Schedule of Reported Revenues Net of Collection Allowance | For the Three Months Ended September 30, Revenues, net of (dollars in thousands) Contractual Allowances Allowances for doubtful and adjustments accounts Total 2022 2021 2022 2021 2022 2021 Medicaid $ 12 $ 4 $ (6) $ (3) $ 6 $ 1 Medicare 936 942 (24) (47) 912 895 Self-pay 109 65 — — 109 65 Third party payers 1,003 952 (50) 157 953 1,109 Contract diagnostics — 35 — — — 35 2,060 1,998 (80) 107 1,980 2,105 Other 235 141 — — 235 141 $ 2,295 $ 2,139 $ (80) $ 107 $ 2,215 $ 2,246 For the Nine Months Ended September 30, Revenues, net of (dollars in thousands) Contractual Allowances Allowances for doubtful and adjustments accounts Total 2022 2021 2022 2021 2022 2021 Medicaid $ 39 $ 35 $ (19) $ (2) $ 20 $ 33 Medicare 2,986 2,935 (75) (36) 2,911 2,899 Self-pay 206 181 — — 206 181 Third party payers 3,060 2,773 (153) (42) 2,907 2,731 Contract diagnostics — 56 — — — 56 6,291 5,980 (247) (80) 6,044 5,900 Other 977 514 — — 977 514 $ 7,268 $ 6,494 $ (247) $ (80) $ 7,021 $ 6,414 |
Schedule of Receivables | (dollars in thousands) September 30, 2022 December 31, 2021 Medicaid $ 34 $ 45 Medicare 1,064 727 Self-pay 279 139 Third party payers 1,680 2,111 Contract diagnostic services and other 91 159 $ 3,148 $ 3,181 Less allowance for doubtful accounts (2,193) (2,484) Accounts receivable, net $ 955 $ 697 |
Schedule of Allowance for Doubtful Accounts | The following table presents the roll-forward of the allowance for doubtful accounts for the nine months ended September 30, 2022. Allowance for Doubtful (dollars in thousands) Accounts Balance, January 1, 2022 $ (2,484) Collection Allowance: Medicaid $ (19) Medicare (75) Third party payers (153) (247) Bad debt expense $ 2 Total charges (245) Other 536 Balance, September 30, 2022 $ (2,193) |
Schedule of Customer Revenue and Accounts Receivable Concentrations | Net sales Accounts receivable, as of Three Months Ended Nine Months Ended September 30, September 30, September 30, December 31, 2022 2021 2022 2021 2022 2021 Customer A * * * * * 21 % Customer B * * * * * 12 % * represents less than 10% |
BUSINESS DESCRIPTION (Narrative
BUSINESS DESCRIPTION (Narrative) (Details) - USD ($) $ / shares in Units, $ in Thousands | 9 Months Ended | |||
Apr. 02, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Dec. 31, 2021 | |
Business Acquisition [Line Items] | ||||
Net loss | $ 9,900 | |||
Accumulated deficit | (90,007) | $ (80,094) | ||
Working deficiency | 3,000 | |||
Net cash used in operating activities | (6,221) | $ (5,136) | ||
Proceeds from issuance of common stock | $ 129 | $ 16,207 | ||
Common stock, par value | $ 0.01 | $ 0.01 | ||
Sales Agreement with Alliance Global Partners | ||||
Business Acquisition [Line Items] | ||||
Proceeds from issuance of common stock | $ 15,600 | |||
Sale of common stock | 4,586,023 | |||
Additional shares available for future sales | $ 6,400 | |||
Sales Agreement with Alliance Global Partners | Maximum [Member] | ||||
Business Acquisition [Line Items] | ||||
Proceeds from issuance of common stock | $ 22,000 |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Narrative) (Details) - shares | 9 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Finite-Lived Intangible Assets [Line Items] | ||
Securities not included in the computation of diluted net loss per share | 4,528,682 | 3,596,917 |
SUMMARY OF SIGNIFICANT ACCOUN_5
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Outstanding Securities) (Details) - shares | 9 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Securities not included in the computation of diluted net loss per share | 4,528,682 | 3,596,917 |
Stock Options [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Securities not included in the computation of diluted net loss per share | 3,698,712 | 2,647,516 |
Warrants [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Securities not included in the computation of diluted net loss per share | 712,470 | 831,901 |
Preferred Stock [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Securities not included in the computation of diluted net loss per share | 117,500 | 117,500 |
SUMMARY OF SIGNIFICANT ACCOUN_6
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (VIE) (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Jun. 30, 2022 | Dec. 31, 2021 | Sep. 30, 2021 | Jun. 30, 2021 | Dec. 31, 2020 |
Assets: | ||||||
Accounts receivable, net | $ 955 | $ 697 | ||||
Total assets | 23,547 | 30,439 | ||||
Liabilities: | ||||||
Accrued expenses | 1,536 | 1,918 | ||||
Total liabilities | 5,293 | 5,835 | ||||
Total stockholders' equity | 18,254 | $ 20,565 | 24,604 | $ 25,917 | $ 27,258 | $ 14,162 |
Variable Interest Entity, Primary Beneficiary [Member] | ||||||
Assets: | ||||||
Accounts receivable, net | 248 | 180 | ||||
Total assets | 248 | 180 | ||||
Liabilities: | ||||||
Accrued expenses | 32 | 36 | ||||
Total liabilities | 32 | 36 | ||||
Noncontrolling Interest in Joint Venture | 58 | 40 | ||||
Total stockholders' equity | $ 114 | $ 79 |
LONG-TERM DEBT (Schedule of Deb
LONG-TERM DEBT (Schedule of Debt) (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Debt Instrument [Line Items] | ||
Total long-term debt | $ 508 | $ 186 |
Current portion of long-term debt | (367) | (26) |
Long-term debt, net of current maturities | 141 | 160 |
Department of Economic and Community Development (DECD) | ||
Debt Instrument [Line Items] | ||
Total long-term debt | 184 | 205 |
Debt issuance cost | (16) | (19) |
Financed Insurance Loan [Member] | ||
Debt Instrument [Line Items] | ||
Total long-term debt | 340 | |
Current portion of long-term debt | $ (300) | $ 0 |
LONG-TERM DEBT (Narrative) (Det
LONG-TERM DEBT (Narrative) (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||||
Jan. 08, 2018 | Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Jul. 31, 2022 | Dec. 31, 2021 | |
Debt Instrument [Line Items] | |||||||
Current maturities of long-term debt, less debt issuance costs | $ 367,000 | $ 367,000 | $ 26,000 | ||||
Department of Economic and Community Development (DECD) | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, term | 10 years | ||||||
Debt instrument, maturity date | Dec. 31, 2027 | May 31, 2028 | |||||
Interest rate (as a percent) | 3.25% | ||||||
Financed Insurance Loan [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Current maturities of long-term debt, less debt issuance costs | 300,000 | $ 300,000 | $ 0 | ||||
Interest rate (as a percent) | 5.99% | ||||||
Debt instrument, face amount | $ 400,000 | ||||||
Term loan | Department of Economic and Community Development (DECD) | |||||||
Debt Instrument [Line Items] | |||||||
Proceeds from long-term debt | $ 300,000 | ||||||
Amortization of debt issuance cost | $ 1,000 | $ 1,000 | $ 3,000 | $ 3,000 |
ACCRUED EXPENSES OTHER CURREN_3
ACCRUED EXPENSES OTHER CURRENT LIABILITIES (Accrued Expenses) (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
ACCRUED EXPENSES OTHER CURRENT LIABILITIES [Abstract] | ||
Accrued expenses | $ 753 | $ 1,033 |
Accrued compensation | 680 | 718 |
Accrued franchise, property and sales and use taxes | 84 | 148 |
Accrued interest | 19 | 19 |
Accrued expenses | $ 1,536 | $ 1,918 |
ACCRUED EXPENSES OTHER CURREN_4
ACCRUED EXPENSES OTHER CURRENT LIABILITIES (Narrative) (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Maximum [Member] | ||||
Reduction in Certain Accrued Expense and Accounts Payable | $ 3,000 | $ 13,000 | $ 4,000 | $ 47,000 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Narrative) (Details) - CPA Global - USD ($) $ in Millions | Feb. 06, 2017 | Sep. 30, 2022 | Dec. 31, 2021 |
Loss Contingencies [Line Items] | |||
Loss contingency, damages sought | $ 0.2 | ||
Maximum [Member] | |||
Loss Contingencies [Line Items] | |||
Loss contingency accrual | $ 0.1 | $ 0.1 |
LEASES - Narrative (Details)
LEASES - Narrative (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||
May 11, 2022 USD ($) | Sep. 30, 2022 USD ($) | Sep. 30, 2021 USD ($) | Sep. 30, 2022 USD ($) item | Sep. 30, 2021 USD ($) | Dec. 31, 2021 USD ($) | |
Lessee, Lease, Description [Line Items] | ||||||
Operating leases | $ 100 | $ 200 | ||||
Operating lease right-of-use assets obtained in exchange for operating lease obligations | $ 100 | 92 | 0 | |||
Operating lease right-of-use assets, net | $ 811 | 811 | $ 858 | |||
Operating Lease, Liability, Noncurrent | 625 | 625 | 697 | |||
Finance lease ROU assets | 99 | 44 | ||||
Net investment in leased assets | $ 100 | $ 100 | $ 200 | |||
Minimum [Member] | ||||||
Lessee, Lease, Description [Line Items] | ||||||
Facility leases | item | 1 | |||||
Renewal term | 1 year | 1 year | ||||
Maximum [Member] | ||||||
Lessee, Lease, Description [Line Items] | ||||||
Renewal term | 5 years | 5 years | ||||
Right of Use Asset | ||||||
Lessee, Lease, Description [Line Items] | ||||||
Finance lease ROU assets | $ 0 | $ 100 | $ 0 | $ 100 |
LEASES - Operating and Financin
LEASES - Operating and Financing leases (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Balance sheet presentation of our operating and financing leases | ||
Operating lease right-of-use assets, net | $ 811 | $ 858 |
Finance lease right-of-use assets, net | 284 | 371 |
Total lease assets | 1,095 | 1,229 |
Current maturities of operating lease liabilities | 194 | 166 |
Current maturities of finance lease liabilities | 168 | 222 |
Operating lease liabilities, less current maturities | 625 | 697 |
Finance lease liabilities, less current maturities | 89 | 159 |
Total lease liabilities | 1,076 | 1,244 |
HemeScreen Reagent Rental [Member] | ||
Balance sheet presentation of our operating and financing leases | ||
Finance lease right-of-use assets, net | $ 23 | $ 61 |
LEASES - Future Minimum Lease P
LEASES - Future Minimum Lease Payments (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Operating leases, estimated future minimum lease payments | ||
2022 | $ 62 | $ 227 |
2023 | 252 | 218 |
2024 | 239 | 204 |
2025 | 205 | 191 |
2026 | 195 | 195 |
Total lease obligations | 953 | 1,035 |
Less: Amount representing interest | (134) | (172) |
Present value of net minimum lease obligations | 819 | 863 |
Less, current portion | (194) | (166) |
Long term portion | 625 | 697 |
Finance leases, estimated future minimum lease payments | ||
2022 | 33 | 176 |
2023 | 101 | 101 |
2024 | 80 | 80 |
2025 | 65 | 65 |
2026 | 26 | 26 |
Total lease obligations | 305 | 448 |
Less: Amount representing interest | (48) | (67) |
Present value of net minimum lease obligations | 257 | 381 |
Less, current portion | (168) | (222) |
Long term portion | 89 | 159 |
2022 | 95 | 403 |
2023 | 353 | 319 |
2024 | 319 | 284 |
2025 | 270 | 256 |
2026 | 221 | 221 |
Total lease obligations | 1,258 | 1,483 |
Less: Amount representing interest | (182) | (239) |
Total lease liabilities | 1,076 | 1,244 |
Less, current portion | (362) | (388) |
Long term portion | $ 714 | $ 856 |
LEASES - Other Information (Det
LEASES - Other Information (Details) | Sep. 30, 2022 | Dec. 31, 2021 |
LEASES [Abstract] | ||
Operating leases (in years) | 3 years 10 months 24 days | 4 years 8 months 12 days |
Finance leases (in years) | 2 years 10 months 24 days | 3 years 1 month 6 days |
Operating leases discount rate | 8% | 8% |
Finance leases discount rate | 10.23% | 10.03% |
LEASES - Operating and Financ_2
LEASES - Operating and Financing Lease Cost (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Lessee, Lease, Description [Line Items] | ||||
Operating lease costs | $ 0.1 | $ 0.1 | $ 0.2 | $ 0.3 |
Maximum [Member] | ||||
Lessee, Lease, Description [Line Items] | ||||
Short-term lease costs | 0.1 | 0.1 | 0.1 | 0.1 |
Finance leases, amortization expense and interest | $ 0.1 | $ 0.1 | $ 0.1 | $ 0.1 |
STOCKHOLDERS' EQUITY (Common St
STOCKHOLDERS' EQUITY (Common Stock, 2018 Purchase Agreement and LP Purchase Agreement) (Details) - USD ($) | 3 Months Ended | 9 Months Ended | 24 Months Ended | ||||||
Mar. 26, 2020 | Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Mar. 25, 2022 | Dec. 31, 2021 | Dec. 20, 2018 | Dec. 19, 2018 | |
Class of Stock [Line Items] | |||||||||
Common stock, shares authorized (in shares) | 150,000,000 | 150,000,000 | 150,000,000 | 250,000,000 | 150,000,000 | ||||
Proceeds upon issuance of common stock from exercise of warrants (in shares) | 0 | ||||||||
Exercised (in shares) | 1,229 | 1,229 | |||||||
Proceeds upon issuance of common stock from exercise of stock options | $ 3,000 | $ 3,000 | |||||||
Issuance of common stock in connection with at the market offering, net of issuance costs | $ 129,000 | $ 129,000 | 14,947,000 | ||||||
Shares issued (in shares) | 22,820,260 | 22,820,260 | 22,708,442 | ||||||
Common stock, shares outstanding (in shares) | 22,820,260 | 22,820,260 | 22,708,442 | ||||||
Issuance of common stock, net of issuance costs | $ 129,000 | 16,207,000 | |||||||
Issuance of common stock for consulting services | $ 150,000 | ||||||||
Common Stock [Member] | |||||||||
Class of Stock [Line Items] | |||||||||
Proceeds upon issuance of common stock from exercise of warrants (in shares) | 26,529 | 1,229 | 26,795 | 74,000 | |||||
Warrant exercises in period | 26,795 | ||||||||
Proceeds upon issuance of common stock from exercise of stock options (in shares) | 1,229 | ||||||||
Issuance of common stock in connection with at the market offering, net of issuance costs | $ 1,000 | $ 1,000 | $ 45,000 | ||||||
Shares issued (in shares) | 85,023 | 85,023 | 4,501,000 | ||||||
Issuance of common stock for consulting services (in shares) | 55,147 | ||||||||
Issuance of common stock for consulting services | $ 200,000 | ||||||||
Common Stock [Member] | |||||||||
Class of Stock [Line Items] | |||||||||
Proceeds upon issuance of common stock from exercise of warrants (in shares) | 26,529 | 26,795 | 74,000 | ||||||
Warrant exercises in period | 26,529 | 0 | 74,000 | ||||||
Proceeds from exercise of warrants | $ 400,000 | $ 200,000 | |||||||
Preferred Class B | |||||||||
Class of Stock [Line Items] | |||||||||
Conversion price (in dollars per share) | $ 0.40 | $ 0.40 | |||||||
Lincoln Park [Member] | |||||||||
Class of Stock [Line Items] | |||||||||
Shares sold in offering (in shares) | 0 | 500,000 | |||||||
Issuance of common stock, net of issuance costs | $ 0 | $ 1,300,000 | |||||||
Maximum [Member] | Common Stock [Member] | |||||||||
Class of Stock [Line Items] | |||||||||
Proceeds from exercise of warrants | $ 11,000 | ||||||||
LP 2020 Purchase Agreement [Member] | |||||||||
Class of Stock [Line Items] | |||||||||
Purchase agreement term | 24 months | ||||||||
LP 2020 Purchase Agreement [Member] | Lincoln Park [Member] | |||||||||
Class of Stock [Line Items] | |||||||||
Issuance of common stock in connection with at the market offering, net of issuance costs | $ 10,000,000 |
STOCKHOLDERS' EQUITY (At The Ma
STOCKHOLDERS' EQUITY (At The Market Offering Agreement) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||
Apr. 02, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Dec. 31, 2021 | Apr. 13, 2020 | |
Class of Stock [Line Items] | |||||||
Common stock, par value | $ 0.01 | $ 0.01 | $ 0.01 | ||||
Proceeds from issuance of common stock | $ 129 | $ 16,207 | |||||
At The Market Offering Agreement | |||||||
Class of Stock [Line Items] | |||||||
Proceeds from issuance of common stock | $ 100 | $ 0 | 100 | $ 14,900 | |||
Shares issued (in shares) | 0 | 4,501,000 | |||||
Amount available for future sale of shares pursuant to the sales agreement | $ 6,400 | 6,400 | |||||
AGP | |||||||
Class of Stock [Line Items] | |||||||
Proceeds from issuance of common stock | $ 15,100 | $ 15,100 | |||||
AGP | At The Market Offering Agreement | |||||||
Class of Stock [Line Items] | |||||||
Common stock, par value | $ 0.01 | ||||||
Aggregate sales proceeds of common stock | $ 22,000 | ||||||
Aggregate authorized offering price | $ 50,000 | ||||||
Percentage of cash fee | 3% | ||||||
Shares issued (in shares) | 85,023 | 85,023 |
STOCKHOLDERS' EQUITY (Preferred
STOCKHOLDERS' EQUITY (Preferred Stock) (Details) - shares | Sep. 30, 2022 | Dec. 31, 2021 |
STOCKHOLDERS' EQUITY [Abstract] | ||
Preferred stock, shares authorized (in shares) | 15,000,000 | 15,000,000 |
STOCKHOLDERS' EQUITY (Series B
STOCKHOLDERS' EQUITY (Series B Preferred Stock) (Details) - $ / shares | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Dec. 31, 2021 | Aug. 28, 2017 | |
Class of Stock [Line Items] | ||||||
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 | $ 0.01 | |||
Preferred stock, shares authorized (in shares) | 15,000,000 | 15,000,000 | 15,000,000 | |||
Preferred stock, shares outstanding (in shares) | 47 | 47 | 47 | |||
Preferred stock, shares issued (in shares) | 47 | 47 | 47 | |||
Preferred Class B | ||||||
Class of Stock [Line Items] | ||||||
Preferred stock, par value (in dollars per share) | $ 0.01 | |||||
Conversion price (in dollars per share) | $ 0.40 | $ 0.40 | ||||
Number of shares converted (in shares) | 0 | 0 | 0 | 0 | ||
Preferred stock, shares authorized (in shares) | 6,900 | 6,900 | 6,900 | 6,900 | ||
Preferred stock, shares outstanding (in shares) | 47 | 47 | 47 | |||
Preferred stock, shares issued (in shares) | 6,900 | 6,900 | 6,900 | |||
Preferred Stock, Liquidation Preference Per Share | $ 1,000 | $ 1,000 | $ 1,000 | |||
Number of common shares issuable upon conversion of preferred stock. | 117,500 | 117,500 |
STOCKHOLDERS' EQUITY (Schedule
STOCKHOLDERS' EQUITY (Schedule of Warrants) (Details) - USD ($) $ / shares in Units, $ in Millions | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||
Jan. 31, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Class of Stock [Line Items] | |||||
Underlying shares (in shares) | 712,470 | 712,470 | |||
Warrants expired | 83,501 | 0 | 92,626 | 239 | |
Warrants Not Assumed in Merger, Expiring October 2022 Group A [Member] | |||||
Class of Stock [Line Items] | |||||
Underlying shares (in shares) | 666 | 666 | |||
Exercise price (in dollars per share) | $ 0.40 | $ 0.40 | |||
Warrants Not Assumed in Merger, Expiring October 2022 Group B [Member] | |||||
Class of Stock [Line Items] | |||||
Underlying shares (in shares) | 7,207 | 7,207 | |||
Exercise price (in dollars per share) | $ 112.50 | $ 112.50 | |||
Warrants Not Assumed In Merger, Expiring April 2023 Group A [Member] | |||||
Class of Stock [Line Items] | |||||
Underlying shares (in shares) | 69,964 | 69,964 | |||
Exercise price (in dollars per share) | $ 5.40 | $ 5.40 | |||
Warrants Not Assumed In Merger, Expiring April 2023 Group B [Member] | |||||
Class of Stock [Line Items] | |||||
Underlying shares (in shares) | 78,414 | 78,414 | |||
Exercise price (in dollars per share) | $ 5.40 | $ 5.40 | |||
Warrants Not Assumed in Merger, Expiring October 2022 Group C [Member] | |||||
Class of Stock [Line Items] | |||||
Underlying shares (in shares) | 15,466 | 15,466 | |||
Exercise price (in dollars per share) | $ 11.25 | $ 11.25 | |||
Warrants Not Assumed In Merger, Expiring July 2023 Group A [Member] | |||||
Class of Stock [Line Items] | |||||
Underlying shares (in shares) | 14,671 | 14,671 | |||
Exercise price (in dollars per share) | $ 5.40 | $ 5.40 | |||
Warrants Not Assumed In Merger, Expiring July 2023 Group B [Member] | |||||
Class of Stock [Line Items] | |||||
Underlying shares (in shares) | 14,672 | 14,672 | |||
Exercise price (in dollars per share) | $ 5.40 | $ 5.40 | |||
Warrants Not Assumed In Merger, Expiring August 2023 Group A [Member] | |||||
Class of Stock [Line Items] | |||||
Underlying shares (in shares) | 20,903 | 20,903 | |||
Exercise price (in dollars per share) | $ 5.40 | $ 5.40 | |||
Warrants Not Assumed In Merger, Expiring August 2023 Group B [Member] | |||||
Class of Stock [Line Items] | |||||
Underlying shares (in shares) | 20,903 | 20,903 | |||
Exercise price (in dollars per share) | $ 5.40 | $ 5.40 | |||
Warrants Not Assumed In Merger, Expiring September 2023 Group A [Member] | |||||
Class of Stock [Line Items] | |||||
Underlying shares (in shares) | 19,816 | 19,816 | |||
Exercise price (in dollars per share) | $ 5.40 | $ 5.40 | |||
Warrants Not Assumed In Merger, Expiring September 2023 Group B [Member] | |||||
Class of Stock [Line Items] | |||||
Underlying shares (in shares) | 20,903 | 20,903 | |||
Exercise price (in dollars per share) | $ 5.40 | $ 5.40 | |||
Warrants Not Assumed In Merger, Expiring November 2023 [Member] | |||||
Class of Stock [Line Items] | |||||
Underlying shares (in shares) | 75,788 | 75,788 | |||
Exercise price (in dollars per share) | $ 5.40 | $ 5.40 | |||
Warrants Not Assumed In Merger, Expiring December 2023 [Member] | |||||
Class of Stock [Line Items] | |||||
Underlying shares (in shares) | 51,282 | 51,282 | |||
Exercise price (in dollars per share) | $ 5.40 | $ 5.40 | |||
Warrants Not Assumed In Merger, Expiring April 2024 [Member] | |||||
Class of Stock [Line Items] | |||||
Underlying shares (in shares) | 147,472 | 147,472 | |||
Exercise price (in dollars per share) | $ 5.40 | $ 5.40 | |||
Warrants Not Assumed In Merger, Expiring May 2024 [Member] | |||||
Class of Stock [Line Items] | |||||
Underlying shares (in shares) | 154,343 | 154,343 | |||
Exercise price (in dollars per share) | $ 9.56 | $ 9.56 | |||
2016 Warrant Liability [Member] | |||||
Class of Stock [Line Items] | |||||
Warrants outstanding (in shares) | 357 | 357 | 357 | ||
Settlement of warrant liability | $ 0.1 | $ 0.1 |
STOCKHOLDERS' EQUITY (Offering
STOCKHOLDERS' EQUITY (Offering Warrants) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Class of Stock [Line Items] | ||||
Deemed dividend | $ 0 | $ 0 | $ 0 | $ 0 |
Common Stock [Member] | ||||
Class of Stock [Line Items] | ||||
Intrinsic value of warrants exercised in period | $ 100 | |||
Common Stock [Member] | Maximum [Member] | ||||
Class of Stock [Line Items] | ||||
Intrinsic value of warrants exercised in period | $ 100 |
STOCKHOLDERS' EQUITY (Note Conv
STOCKHOLDERS' EQUITY (Note Conversion Warrants) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Equity [Abstract] | ||||
Deemed dividend | $ 0 | $ 0 | $ 0 | $ 0 |
STOCKHOLDERS' EQUITY (Convertib
STOCKHOLDERS' EQUITY (Convertible Promissory Note Warrants) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Equity [Abstract] | ||||
Deemed dividend | $ 0 | $ 0 | $ 0 | $ 0 |
STOCKHOLDERS' EQUITY (Remaining
STOCKHOLDERS' EQUITY (Remaining Warrants) (Details) | Sep. 30, 2022 shares |
STOCKHOLDERS' EQUITY [Abstract] | |
Class of warrant, number of securities called by warrants | 712,470 |
STOCKHOLDERS' EQUITY (Deemed Di
STOCKHOLDERS' EQUITY (Deemed Dividends) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Equity [Abstract] | ||||
Amount Recorded | $ 0 | $ 0 | $ 0 | $ 0 |
FAIR VALUE (Narratives) (Detail
FAIR VALUE (Narratives) (Details) | 1 Months Ended | 9 Months Ended | 24 Months Ended | ||
Jan. 31, 2021 USD ($) shares | Sep. 30, 2021 USD ($) shares | Dec. 31, 2019 installment | Sep. 30, 2022 USD ($) Y | Dec. 31, 2021 Y | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Number of dates of different convertible note issuances | installment | 8 | ||||
2016 Warrant Liability [Member] | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Warrants outstanding (in shares) | shares | 357 | 357 | |||
Settlement of warrant liability | $ | $ 100,000 | $ 100,000 | |||
Warrants and rights outstanding | $ | $ 0 | ||||
Minimum [Member] | Measurement Input, Price Volatility [Member] | Bridge Note Warrant Liabilities [Member] | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Warrants and Rights Outstanding, Measurement Input | 74 | 61 | |||
Minimum [Member] | Measurement Input, Risk Free Interest Rate [Member] | Bridge Note Warrant Liabilities [Member] | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Warrants and Rights Outstanding, Measurement Input | 2.79 | 0.06 | |||
Minimum [Member] | Measurement Input, Expected Term [Member] | Bridge Note Warrant Liabilities [Member] | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Warrants and Rights Outstanding, Measurement Input | Y | 0.1 | 0.3 | |||
Maximum [Member] | Measurement Input, Price Volatility [Member] | Bridge Note Warrant Liabilities [Member] | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Warrants and Rights Outstanding, Measurement Input | 115 | 199 | |||
Maximum [Member] | Measurement Input, Risk Free Interest Rate [Member] | Bridge Note Warrant Liabilities [Member] | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Warrants and Rights Outstanding, Measurement Input | 4.14 | 0.73 | |||
Maximum [Member] | Measurement Input, Expected Term [Member] | Bridge Note Warrant Liabilities [Member] | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Warrants and Rights Outstanding, Measurement Input | Y | 1.6 | 2.4 |
FAIR VALUE (Schedule of Changes
FAIR VALUE (Schedule of Changes in Fair Value of Liability) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Warrant Liabilities [Member] | ||||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||
Beginning balance | $ 87 | $ 2,207 | $ 606 | $ 1,325 |
Total losses: | ||||
Revaluation recognized in earnings | (59) | (578) | (578) | 434 |
Deductions - warrant exercises | (130) | |||
Balance at end of period | 28 | 1,629 | 28 | 1,629 |
2016 Warrant Liability [Member] | ||||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||
Beginning balance | 130 | |||
Total losses: | ||||
Deductions - warrant exercises | (130) | |||
Bridge Note Warrant Liabilities [Member] | ||||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||
Beginning balance | 87 | 2,207 | 606 | 1,195 |
Total losses: | ||||
Revaluation recognized in earnings | (59) | (578) | (578) | 434 |
Balance at end of period | $ 28 | $ 1,629 | $ 28 | $ 1,629 |
EQUITY INCENTIVE PLAN (Narrativ
EQUITY INCENTIVE PLAN (Narrative) (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Exercised (in shares) | 1,229 | 1,229 | ||
Stock-based compensation | $ 0.7 | $ 0.5 | $ 3.4 | $ 1.3 |
Unvested stock options, unrecognized compensation expense weighted average recognition period | 2 years 8 months 12 days | |||
Unrecognized compensation expense related to unvested stock awards | $ 3.5 | $ 3.5 | ||
Stock Options [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Granted (in shares) | 1,114,000 | 1,907,347 | ||
Granted (in dollars per share) | $ 1.51 | $ 2.89 | ||
Forfeited (in shares) | (50,575) | (81,594) | ||
Forfeited (in dollars per share) | $ 2.43 | $ 2.83 | ||
Weighted average grant date fair value (in dollars per share) | $ 1.45 | |||
Exercised (in shares) | 1,229 | |||
Options exercised, weighted average exercise price | $ 2.04 | |||
Risk free interest rate, minimum | 1.60% | |||
Risk free interest rate, maximum | 3.55% | |||
Term | 6 years | |||
Volatility rate | 166% | |||
Stock options, expected to vest, outstanding (in shares) | 3,229,938 | 3,229,938 | ||
Stock options, expected to vest, outstanding, aggregate intrinsic value | $ 0 | $ 0 | ||
Stock options, expected to vest remaining contractual term | 8 years 4 months 24 days | |||
Percentage of stock option vested at employee retirement | 100% | |||
Retirement age | 65 years | |||
Retirement age employment requirement | 3 years | |||
Stock-based compensation | $ 0.5 | |||
Accelerated Awards [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Granted (in shares) | 481,637 | |||
Stock-based compensation | $ 1.1 | |||
Maximum [Member] | Stock Options [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock options, unvested options, vesting period | 4 years | |||
Equity Incentive Plan 2017 [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of shares authorized | 3,852,853 | 3,852,853 | ||
Shares available for grant | 152,842 | 152,842 | ||
Percentage of annual increase in number of shares authorized for grant | 5% | |||
Number of additional shares authorized | 1,135,422 | |||
Equity Incentive Plan 2017 [Member] | Stock Options [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Plan expiration date | Jun. 05, 2027 |
EQUITY INCENTIVE PLAN (Summary
EQUITY INCENTIVE PLAN (Summary of Stock Option Activity) (Details) - $ / shares | 3 Months Ended | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Number of Options | |||
Exercised (in shares) | (1,229) | (1,229) | |
Stock Options [Member] | |||
Number of Options | |||
Outstanding at beginning of period (in shares) | 2,635,287 | ||
Granted (in shares) | 1,114,000 | 1,907,347 | |
Exercised (in shares) | (1,229) | ||
Forfeited (in shares) | (50,575) | (81,594) | |
Outstanding at end of period (in shares) | 3,698,712 | ||
Exercisable at end of period (in shares) | 1,998,581 | ||
Weighted-Average Exercise Price | |||
Outstanding at beginning of period (in dollars per share) | $ 3.38 | ||
Granted (in dollars per share) | 1.51 | $ 2.89 | |
Exercised (in dollars per share) | 2.04 | ||
Forfeited (in dollars per share) | 2.43 | $ 2.83 | |
Outstanding at end of period (in dollars per share) | 2.83 | ||
Exercisable at end of period (in dollars per share) | $ 3.33 |
SALES SERVICE REVENUE, NET AN_3
SALES SERVICE REVENUE, NET AND ACCOUNTS RECEIVABLE (Narrative) (Details) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2022 USD ($) | Sep. 30, 2021 USD ($) | Sep. 30, 2022 USD ($) segment | Sep. 30, 2021 USD ($) | Dec. 31, 2021 USD ($) | |
SALES SERVICE REVENUE, NET AND ACCOUNTS RECEIVABLE [Abstract] | |||||
Number of segments | segment | 1 | ||||
Revenue from sales-type leases | $ 0 | $ 100,000 | $ 0 | $ 100,000 | |
Deferred revenue | $ 13,000 | $ 13,000 | $ 18,000 |
SALES SERVICE REVENUE, NET AN_4
SALES SERVICE REVENUE, NET AND ACCOUNTS RECEIVABLE (Schedule of Net Revenues) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Disaggregation of Revenue [Line Items] | ||||
Revenue, net of contractual allowances and adjustments | $ 2,295 | $ 2,139 | $ 7,268 | $ 6,494 |
Service revenue, net [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, net of contractual allowances and adjustments | 2,060 | 1,998 | 6,291 | 5,980 |
Medicaid [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, net of contractual allowances and adjustments | 12 | 4 | ||
Medicaid [Member] | Service revenue, net [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, net of contractual allowances and adjustments | 12 | 4 | 39 | 35 |
Medicaid [Member] | Diagnostic Testing [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, net of contractual allowances and adjustments | 12 | 4 | 39 | 35 |
Medicare [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, net of contractual allowances and adjustments | 936 | 942 | ||
Medicare [Member] | Service revenue, net [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, net of contractual allowances and adjustments | 936 | 942 | 2,986 | 2,935 |
Medicare [Member] | Diagnostic Testing [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, net of contractual allowances and adjustments | 936 | 942 | 2,986 | 2,935 |
Self-Pay [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, net of contractual allowances and adjustments | 109 | 65 | ||
Self-Pay [Member] | Service revenue, net [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, net of contractual allowances and adjustments | 109 | 65 | 206 | 181 |
Self-Pay [Member] | Diagnostic Testing [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, net of contractual allowances and adjustments | 109 | 65 | 206 | 181 |
Third-Party Payor [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, net of contractual allowances and adjustments | 1,003 | 952 | ||
Third-Party Payor [Member] | Service revenue, net [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, net of contractual allowances and adjustments | 1,003 | 952 | 3,060 | 2,773 |
Third-Party Payor [Member] | Diagnostic Testing [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, net of contractual allowances and adjustments | 1,003 | 952 | 3,060 | 2,773 |
Contract Diagnostic Services [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, net of contractual allowances and adjustments | 35 | |||
Contract Diagnostic Services [Member] | Service revenue, net [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, net of contractual allowances and adjustments | 35 | 56 | ||
Contract Diagnostic Services [Member] | Biomarker Testing and Clinical Project Services [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, net of contractual allowances and adjustments | 35 | 56 | ||
Services Revenue, Net [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, net of contractual allowances and adjustments | 2,060 | 1,998 | ||
Services Revenue, Net [Member] | Service revenue, net [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, net of contractual allowances and adjustments | 6,291 | 5,980 | ||
Services Revenue, Net [Member] | Diagnostic Testing [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, net of contractual allowances and adjustments | $ 2,060 | 1,963 | $ 6,291 | 5,924 |
Services Revenue, Net [Member] | Biomarker Testing and Clinical Project Services [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, net of contractual allowances and adjustments | $ 35 | $ 56 |
SALES SERVICE REVENUE, NET AN_5
SALES SERVICE REVENUE, NET AND ACCOUNTS RECEIVABLE (Schedule of Gross to Net Sales Adjustments) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Disaggregation of Revenue [Line Items] | ||||
Gross revenue | $ 4,778 | $ 4,500 | $ 14,872 | $ 13,391 |
Contractual allowance and adjustments | (2,483) | (2,361) | (7,604) | (6,897) |
Service revenue, net | 2,295 | 2,139 | 7,268 | 6,494 |
Medicaid [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Service revenue, net | 12 | 4 | ||
Medicare [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Service revenue, net | 936 | 942 | ||
Self-Pay [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Service revenue, net | 109 | 65 | ||
Third-Party Payor [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Service revenue, net | 1,003 | 952 | ||
Contract Diagnostic Services [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Service revenue, net | 35 | |||
Service revenue, net [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Gross revenue | 4,543 | 4,359 | 13,895 | 12,877 |
Contractual allowance and adjustments | (2,483) | (2,361) | (7,604) | (6,897) |
Service revenue, net | 2,060 | 1,998 | 6,291 | 5,980 |
Service revenue, net [Member] | Medicaid [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Gross revenue | 12 | 4 | 39 | 35 |
Service revenue, net | 12 | 4 | 39 | 35 |
Service revenue, net [Member] | Medicare [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Gross revenue | 936 | 942 | 2,986 | 2,935 |
Service revenue, net | 936 | 942 | 2,986 | 2,935 |
Service revenue, net [Member] | Self-Pay [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Gross revenue | 109 | 65 | 206 | 181 |
Service revenue, net | 109 | 65 | 206 | 181 |
Service revenue, net [Member] | Third-Party Payor [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Gross revenue | 3,486 | 3,313 | 10,664 | 9,670 |
Contractual allowance and adjustments | (2,483) | (2,361) | (7,604) | (6,897) |
Service revenue, net | 1,003 | 952 | 3,060 | 2,773 |
Service revenue, net [Member] | Contract Diagnostic Services [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Gross revenue | 35 | 56 | ||
Service revenue, net | 35 | 56 | ||
Other [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Gross revenue | 977 | 514 | ||
Service revenue, net | 235 | 141 | $ 977 | $ 514 |
Other [Member] | Clinical Research Grants and Other [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Gross revenue | 235 | 141 | ||
Service revenue, net | $ 235 | $ 141 |
SALES SERVICE REVENUE, NET AN_6
SALES SERVICE REVENUE, NET AND ACCOUNTS RECEIVABLE (Schedule of Sales, Net of Collection Allowance) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Disaggregation of Revenue [Line Items] | ||||
Revenue, net of contractual allowances and adjustments | $ 2,295 | $ 2,139 | $ 7,268 | $ 6,494 |
Adjustment for allowance for doubtful accounts | (80) | 107 | (247) | (80) |
Net sales | 2,215 | 2,246 | 7,021 | 6,414 |
Medicaid [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, net of contractual allowances and adjustments | 12 | 4 | ||
Adjustment for allowance for doubtful accounts | (6) | (3) | (19) | |
Net sales | 6 | 1 | ||
Medicare [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, net of contractual allowances and adjustments | 936 | 942 | ||
Adjustment for allowance for doubtful accounts | (24) | (47) | (75) | |
Net sales | 912 | 895 | ||
Self-Pay [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, net of contractual allowances and adjustments | 109 | 65 | ||
Net sales | 109 | 65 | ||
Third-Party Payor [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, net of contractual allowances and adjustments | 1,003 | 952 | ||
Adjustment for allowance for doubtful accounts | (50) | 157 | (153) | |
Net sales | 953 | 1,109 | ||
Contract Diagnostic Services [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, net of contractual allowances and adjustments | 35 | |||
Net sales | 35 | |||
Service revenue, net [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, net of contractual allowances and adjustments | 2,060 | 1,998 | 6,291 | 5,980 |
Adjustment for allowance for doubtful accounts | (80) | 107 | (247) | (80) |
Net sales | 1,980 | 2,105 | 6,044 | 5,900 |
Service revenue, net [Member] | Medicaid [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, net of contractual allowances and adjustments | 12 | 4 | 39 | 35 |
Adjustment for allowance for doubtful accounts | (19) | (2) | ||
Net sales | 20 | 33 | ||
Service revenue, net [Member] | Medicare [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, net of contractual allowances and adjustments | 936 | 942 | 2,986 | 2,935 |
Adjustment for allowance for doubtful accounts | (75) | (36) | ||
Net sales | 2,911 | 2,899 | ||
Service revenue, net [Member] | Self-Pay [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, net of contractual allowances and adjustments | 109 | 65 | 206 | 181 |
Net sales | 206 | 181 | ||
Service revenue, net [Member] | Third-Party Payor [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, net of contractual allowances and adjustments | 1,003 | 952 | 3,060 | 2,773 |
Adjustment for allowance for doubtful accounts | (153) | (42) | ||
Net sales | 2,907 | 2,731 | ||
Service revenue, net [Member] | Contract Diagnostic Services [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, net of contractual allowances and adjustments | 35 | 56 | ||
Net sales | 56 | |||
Other [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, net of contractual allowances and adjustments | 235 | 141 | 977 | 514 |
Net sales | 235 | 141 | $ 977 | $ 514 |
Other [Member] | Clinical Research Grants and Other [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, net of contractual allowances and adjustments | $ 235 | $ 141 |
SALES SERVICE REVENUE, NET AN_7
SALES SERVICE REVENUE, NET AND ACCOUNTS RECEIVABLE (Schedule of Receivables) (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Accounts receivable, gross | $ 3,148 | $ 3,181 |
Less allowance for doubtful accounts | (2,193) | (2,484) |
Accounts receivable, net | 955 | 697 |
Medicaid [Member] | ||
Accounts receivable, gross | 34 | 45 |
Medicare [Member] | ||
Accounts receivable, gross | 1,064 | 727 |
Self-Pay [Member] | ||
Accounts receivable, gross | 279 | 139 |
Third-Party Payor [Member] | ||
Accounts receivable, gross | 1,680 | 2,111 |
Contract Diagnostic Services and Other [Member] | ||
Accounts receivable, gross | $ 91 | $ 159 |
SALES SERVICE REVENUE, NET AN_8
SALES SERVICE REVENUE, NET AND ACCOUNTS RECEIVABLE (Schedule of Allowance for Doubtful Accounts) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Allowance for doubtful accounts, Beginning balance | $ (2,484) | |||
Adjustment for allowance for doubtful accounts | $ (80) | $ 107 | (247) | $ (80) |
Bad debt expense | 2 | |||
Total charges | 245 | |||
Other | 536 | |||
Allowance for doubtful accounts, Ending balance | (2,193) | (2,193) | ||
Medicaid [Member] | ||||
Adjustment for allowance for doubtful accounts | (6) | (3) | (19) | |
Medicare [Member] | ||||
Adjustment for allowance for doubtful accounts | (24) | (47) | (75) | |
Third-Party Payor [Member] | ||||
Adjustment for allowance for doubtful accounts | $ (50) | $ 157 | $ (153) |
SALES SERVICE REVENUE, NET AN_9
SALES SERVICE REVENUE, NET AND ACCOUNTS RECEIVABLE (Schedule of Customer Revenue and Accounts Receivable Concentrations) (Details) - Accounts Receivable [Member] - Customer Concentration Risk [Member] | 12 Months Ended |
Dec. 31, 2021 | |
Customer A [Member] | |
Concentration Risk [Line Items] | |
Concentration risk, percentage | 21% |
Customer B [Member] | |
Concentration Risk [Line Items] | |
Concentration risk, percentage | 12% |