DOCUMENT AND ENTITY INFORMATION
DOCUMENT AND ENTITY INFORMATION - shares | 3 Months Ended | |
Mar. 31, 2023 | May 08, 2023 | |
Document and Entity Information [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2023 | |
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, $0.01 par value per share | |
Trading Symbol | PRPO | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 23,437,298 | |
Entity Central Index Key | 0001043961 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
CURRENT ASSETS: | ||
Cash | $ 2,141 | $ 3,445 |
Accounts receivable, net | 858 | 1,036 |
Inventories | 546 | 708 |
Other current assets | 450 | 521 |
Total current assets | 3,995 | 5,710 |
PROPERTY AND EQUIPMENT, NET | 834 | 877 |
OTHER ASSETS: | ||
Finance lease right-of-use assets, net | 234 | 257 |
Operating lease right-of-use assets, net | 714 | 763 |
Intangibles, net | 13,530 | 13,768 |
Other assets | 116 | 129 |
Total assets | 19,423 | 21,504 |
CURRENT LIABILITIES: | ||
Current maturities of long-term debt, less debt issuance costs | 142 | 255 |
Current maturities of finance lease liabilities | 155 | 162 |
Current maturities of operating lease liabilities | 205 | 199 |
Accounts payable | 2,190 | 2,042 |
Accrued expenses | 1,685 | 1,584 |
Deferred revenue | 124 | 119 |
Total current liabilities | 4,501 | 4,361 |
LONG TERM LIABILITIES: | ||
Long-term debt, less current maturities and debt issuance costs | 127 | 134 |
Finance lease liabilities, less current maturities | 50 | 68 |
Operating lease liabilities, less current maturities | 520 | 574 |
Total liabilities | 5,198 | 5,137 |
COMMITMENTS AND CONTINGENCIES (Note 5) | ||
STOCKHOLDERS' EQUITY: | ||
Preferred stock - $0.01 par value, 15,000,000 shares authorized at March 31, 2023 and December 31, 2022, 47 shares issued and outstanding at March 31, 2023 and December 31, 2022, liquidation preference of $78 at March 31, 2023 | ||
Common stock, $0.01 par value, 150,000,000 shares authorized at March 31, 2023 and December 31, 2022, 23,364,086 and 22,820,260 shares issued and outstanding at March 31, 2023 and December 31, 2022, respectively | 233 | 228 |
Additional paid-in capital | 109,254 | 108,371 |
Accumulated deficit | (95,327) | (92,297) |
Total Precipio, Inc. stockholders' equity | 14,160 | 16,302 |
Noncontrolling interest in joint venture | 65 | 65 |
Total stockholders' equity | 14,225 | 16,367 |
Total liabilities and stockholders' equity | $ 19,423 | $ 21,504 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) $ in Thousands | Mar. 31, 2023 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 | $ | $ 78 |
Common stock, par value | $ / shares | $ 0.01 |
Common stock, shares authorized (in shares) | 150,000,000 |
Common stock, shares issued (in shares) | 23,364,086 |
Common stock, shares outstanding (in shares) | 23,364,086 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Revenue, net of contractual allowances and adjustments | $ 2,829 | $ 2,527 |
Adjustment for allowance for doubtful accounts | (12) | (80) |
Net sales | 2,817 | 2,447 |
Total cost of sales | 2,068 | 1,744 |
Gross profit | 749 | 703 |
OPERATING EXPENSES: | ||
Operating expenses | 3,775 | 5,512 |
OPERATING LOSS | (3,026) | (4,809) |
OTHER (EXPENSE) INCOME: | ||
Interest income (expense), net | (4) | 2 |
Warrant revaluation | 222 | |
Gain on settlement of liability | 1 | |
Total other (expense) income | (4) | 225 |
LOSS BEFORE INCOME TAXES | (3,030) | (4,584) |
INCOME TAX EXPENSE | 0 | 0 |
NET LOSS | (3,030) | (4,584) |
Less: Net income attributable to noncontrolling interest in joint venture | (6) | |
NET LOSS ATTRIBUTABLE TO PRECIPIO, INC. COMMON STOCKHOLDERS | $ (3,030) | $ (4,590) |
LOSS PER COMMON SHARE, BASIC | $ (0.13) | $ (0.20) |
LOSS PER COMMON SHARE, DILUTED | $ (0.13) | $ (0.20) |
WEIGHTED-AVERAGE SHARES OF COMMON STOCK OUTSTANDING, BASIC | 23,211,838 | 22,708,587 |
WEIGHTED-AVERAGE SHARES OF COMMON STOCK OUTSTANDING, DILUTED | 23,211,838 | 22,708,587 |
Service revenue, net [Member] | ||
Revenue, net of contractual allowances and adjustments | $ 2,068 | $ 2,005 |
Adjustment for allowance for doubtful accounts | (12) | (80) |
Net sales | 2,056 | 1,925 |
Total cost of sales | 1,769 | 1,536 |
Other [Member] | ||
Revenue, net of contractual allowances and adjustments | 761 | 522 |
Net sales | 761 | 522 |
Total cost of sales | $ 299 | $ 208 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS EQUITY - USD ($) $ in Thousands | 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, 2021 | $ 227 | $ 104,431 | $ (80,094) | $ 24,564 | $ 40 | $ 24,604 | |
Balance at beginning of period (in shares) at Dec. 31, 2021 | 47 | 22,708,442 | |||||
Increase (Decrease) in Stockholders' Equity | |||||||
Net loss | (4,590) | (4,590) | 6 | (4,584) | |||
Proceeds upon issuance of common stock from exercise of warrants (in shares) | 266 | ||||||
Stock-based compensation | 2,232 | 2,232 | 2,232 | ||||
Balance at end of period at Mar. 31, 2022 | $ 227 | 106,663 | (84,684) | 22,206 | 46 | 22,252 | |
Balance at end of period (in shares) at Mar. 31, 2022 | 47 | 22,708,708 | |||||
Balance at beginning of period at Dec. 31, 2022 | $ 228 | 108,371 | (92,297) | 16,302 | 65 | 16,367 | |
Balance at beginning of period (in shares) at Dec. 31, 2022 | 47 | 22,820,260 | |||||
Increase (Decrease) in Stockholders' Equity | |||||||
Net loss | (3,030) | (3,030) | (3,030) | ||||
Issuance of common stock in connection with at the market offering, net of issuance costs | $ 5 | 433 | 438 | 438 | |||
Issuance of common stock in connection with at the market offering, net of issuance costs (in shares) | 543,826 | ||||||
Stock-based compensation | 450 | 450 | 450 | ||||
Balance at end of period at Mar. 31, 2023 | $ 233 | $ 109,254 | $ (95,327) | $ 14,160 | $ 65 | $ 14,225 | |
Balance at end of period (in shares) at Mar. 31, 2023 | 47 | 23,364,086 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | $ (3,030) | $ (4,584) |
Adjustments to reconcile net loss to net cash flows used in operating activities: | ||
Depreciation and amortization | 310 | 302 |
Amortization of operating lease right-of-use asset | 49 | 46 |
Amortization of finance lease right-of-use asset | 23 | 34 |
Amortization of deferred financing costs, debt discounts and debt premiums | 1 | |
Gain on settlement of liability | (1) | |
Stock-based compensation | 450 | 2,232 |
Provision for losses on doubtful accounts | 12 | 78 |
Warrant revaluation | (222) | |
Changes in operating assets and liabilities: | ||
Accounts receivable | 166 | (535) |
Inventories | 162 | 42 |
Other assets | 84 | 111 |
Accounts payable | 141 | 448 |
Operating lease liabilities | (48) | (45) |
Deferred revenue | 5 | 3 |
Accrued expenses | 101 | (244) |
Net cash used in operating activities | (1,575) | (2,334) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Purchase of property and equipment | (22) | (10) |
Net cash used in investing activities | (22) | (10) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Principal payments on finance lease obligations | (25) | (56) |
Issuance of common stock, net of issuance costs | 438 | |
Principal payments on long-term debt | (120) | (7) |
Net cash flows provided by (used in) financing activities | 293 | (63) |
NET CHANGE IN CASH | (1,304) | (2,407) |
CASH AT BEGINNING OF PERIOD | 3,445 | 11,668 |
CASH AT END OF PERIOD | 2,141 | 9,261 |
SUPPLEMENTAL CASH FLOW INFORMATION | ||
Cash paid during the period for interest | 10 | 9 |
SUPPLEMENTAL DISCLOSURE OF CONSULTING SERVICES OR ANY OTHER NON-CASH COMMON STOCK RELATED ACTIVITY | ||
Purchases of equipment financed through accounts payable | 7 | 7 |
Operating lease right-of-use assets obtained in exchange for operating lease obligations | $ 0 | $ 0 |
BUSINESS DESCRIPTION
BUSINESS DESCRIPTION | 3 Months Ended |
Mar. 31, 2023 | |
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 three months ended March 31, 2023, the Company had a net loss of $3.0 million and net cash used in operating activities of $1.6 million. As of March 31, 2023, the Company had an accumulated deficit of $95.3 million and a negative working capital of $0.5 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 $16.1 million in gross proceeds through the AGP Sales Agreement from the sale of 5,202,561 shares of common stock. The AGP Sales Agreement expired on April 13, 2023 in connection with the expiration of a registration statement on Form S-3 (File No. 333-237445). ● On April 14, 2023, the Company entered into a sales agreement with AGP, pursuant to which the Company may offer and sell its common stock having aggregate sales proceeds of up to $5.8 million, to or through AGP, as sales agent (the “AGP 2023 Sales Agreement”). As of the date the condensed consolidated financial statements were issued, we have received less than $1,000 in gross proceeds through the AGP 2023 Sales Agreement from the sale of 500 shares of common stock , leaving the Company approximately $5.8 million available for future sales pursuant to the AGP 2023 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 | 3 Months Ended |
Mar. 31, 2023 | |
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 March 31, 2023 and for the three months ended March 31, 2023 and 2022, 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, 2022 contained in our Annual Report on Form 10-K, filed with the Securities and Exchange Commission (the “SEC”) on March 30, 2023. The results of operations for the interim periods presented are not necessarily indicative of the results for fiscal year 2023. 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. Reclassification. Certain reclassifications were made to the statements of cash flows related to splitting accruals and deferred revenue to separate lines in order to conform to the 2023 presentation. These reclassifications had no effect on previously reported retained earnings, net income, total assets or liabilities, or cash flows used in operating activities. Recently Adopted Accounting Pronouncements. In June 2016, the FASB issued ASU 2016-13 “ Measurement of Credit Losses on Financial Instruments guidance on January 1, 2023. 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 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 5,571,536 and 4,584,622 shares of our common stock have been excluded from the computation of diluted loss per share at March 31, 2023 and 2022, 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: March 31, 2023 2022 Stock options 4,764,905 3,635,487 Warrants 689,131 831,635 Preferred stock 117,500 117,500 Total 5,571,536 4,584,622 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) March 31, 2023 December 31, 2022 Assets: Accounts receivable, net $ 256 $ 335 Total assets $ 256 $ 335 Liabilities: Accrued expenses $ 17 $ 50 Total liabilities $ 17 $ 50 Noncontrolling interest in Joint Venture $ 65 $ 65 Total stockholders' equity $ 129 $ 127 |
LONG-TERM DEBT
LONG-TERM DEBT | 3 Months Ended |
Mar. 31, 2023 | |
LONG-TERM DEBT [Abstract] | |
LONG-TERM DEBT | 3. LONG-TERM DEBT Long-term debt consists of the following: Dollars in Thousands March 31, 2023 December 31, 2022 Connecticut Department of Economic and Community Development (DECD) $ 169 $ 176 DECD debt issuance costs (15) (15) Financed insurance loan 115 228 Total long-term debt 269 389 Current portion of long-term debt (142) (255) Long-term debt, net of current maturities $ 127 $ 134 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 less than $1,000 for the three months ended March 31, 2023 and 2022, 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 March 31, 2023 and December 31, 2022, the Financed Insurance Loan’s outstanding balance of $0.1 million and $0.2 million, 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 | 3 Months Ended |
Mar. 31, 2023 | |
ACCRUED EXPENSES OTHER CURRENT LIABILITIES [Abstract] | |
ACCRUED EXPENSES OTHER CURRENT LIABILITIES | 4 Accrued expenses at March 31, 2023 and December 31, 2022 are as follows: (dollars in thousands) March 31, 2023 December 31, 2022 Accrued expenses $ 968 $ 983 Accrued compensation 561 491 Accrued franchise, property and sales and use taxes 137 91 Accrued interest 19 19 $ 1,685 $ 1,584 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 months ended March 31, 2023 and 2022, zero and $1,000, respectively, were recorded as a gain on settlement of liability. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 3 Months Ended |
Mar. 31, 2023 | |
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. PURCHASE COMMITMENTS The Company has entered into purchase commitments for reagents from suppliers. These agreements started in 2011 and run through 2025. The Company and the suppliers will true up the amounts on an annual basis. The future minimum purchase commitments under these and other purchase agreements are approximately $1.2 million and $1.3 million at March 31, 2023 and December 31, 2022, respectively. 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 March 31, 2023 and December 31, 2022. 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 | 3 Months Ended |
Mar. 31, 2023 | |
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. The Company also recognizes ROU assets from finance leases in connection with its HemeScreen Reagent Rental (“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 months ended March 31, 2023 and 2022, 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 as of March 31, 2023 and December 31, 2022, 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 March 31, 2023 December 31, 2022 Assets: Operating lease right-of-use assets, net $ 714 $ 763 Finance lease right-of-use assets, net (1) 234 257 Total lease assets $ 948 $ 1,020 Liabilities: Current: Current maturities of operating lease liabilities $ 205 $ 199 Current maturities of finance lease liabilities 155 162 Noncurrent: Operating lease liabilities, less current maturities 520 574 Finance lease liabilities, less current maturities 50 68 Total lease liabilities $ 930 $ 1,003 (1) As of March 31, 2023 and December 31, 2022, finance lease right-of-use assets included $7,000 and $13,000 , respectively, of assets related to finance leases associated with the HSRR program. As of March 31, 2023 and December 31, 2022, the estimated future minimum lease payments, excluding non-lease components, are as follows: (dollars in thousands) Operating Leases Finance Leases Total March 31, March 31, March 31, 2023 2023 2023 2023 (remaining) $ 189 $ 69 $ 258 2024 239 80 319 2025 205 65 270 2026 195 26 221 Total lease obligations 828 240 1,068 Less: Amount representing interest (103) (35) (138) Present value of net minimum lease obligations 725 205 930 Less, current portion (205) (155) (360) Long term portion $ 520 $ 50 $ 570 Other information as of March 31, 2023 and December 31, 2022 is as follows: March 31, December 31, 2023 2022 Weighted-average remaining lease term (years): Operating leases 3.5 3.7 Finance leases 2.7 2.8 Weighted-average discount rate: Operating leases 8.00% 8.00% Finance leases 10.41% 10.31% During the three months ended March 31, 2023 and 2022, operating cash flows from operating leases was $0.1 million, respectively, and operating lease ROU assets obtained in exchange for operating lease liabilities was zero, respectively. Operating Lease Costs Operating lease costs were approximately $0.1 million during the three months ended March 31, 2023 and 2022, 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 months ended March 31, 2023 and 2022, respectively. Finance Lease Costs Finance lease amortization and interest expenses are included in the condensed consolidated statements of operations for the three months ended March 31, 2023 and 2022. The balances within these accounts are less than $0.1 million, respectively. |
STOCKHOLDERS' EQUITY
STOCKHOLDERS' EQUITY | 3 Months Ended |
Mar. 31, 2023 | |
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 months ended March 31, 2023 and 2022, the Company issued zero and 266 shares of its common stock, respectively, in connection with the exercise of zero and 266 warrants, respectively. The warrant exercises during the three months ended March 31, 2022 resulted in net cash proceeds to the Company of less than $1,000. 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 months ended March 31, 2023, we received net proceeds of $0.4 million from the sale of 543,826 . The AGP Sales Agreement expired on April 13, 2023 in connection with the expiration of the registration statement on Form S-3 (File No. 333-237445). 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 months ended March 31, 2023 and 2022, respectively. At March 31, 2023 and December 31, 2022, 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 March 31, 2023 were convertible into 117,500 shares of common stock. Common Stock Warrants. The following represents a summary of the warrants outstanding as of March 31, 2023: Underlying Exercise Issue Year Expiration Shares Price Warrants (1) 2018 April 2023 148,378 $ 5.40 (2) 2018 July 2023 29,343 $ 5.40 (3) 2018 August 2023 41,806 $ 5.40 (4) 2018 September 2023 40,719 $ 5.40 (5) 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 $ 9.56 689,131 (1) - (7) (8) There were 266 w exercised during the three months ended March 31, 2022 for proceeds to the Company of less than $1,000 . During the three months ended March 31, 2022, the intrinsic value of the w exercised was less than $1,000 . 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 recorded during the three months ended March 31, 2023 and 2022. |
FAIR VALUE
FAIR VALUE | 3 Months Ended |
Mar. 31, 2023 | |
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. 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 March 31, 2023, 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 1.1 years; volatility rate of 56% to 79%; and risk-free rate of 4.63% to 4.97%. As of December 31, 2022, assumptions used in the valuation of the Bridge Note Warrant Liabilities include: remaining life to maturity of 0.3 to 1.4 years; volatility rate of 69% to 77%; and risk free rate of 4.42 to 4.76%. During the three months ended March 31, 2023 and 2022, 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 March 31, 2023 Bridge Note Warrant Liabilities Beginning balance at January 1 $ – * Total gains: Revaluation recognized in earnings – * Balance at March 31 $ – * * Represents amount less than one thousand dollars Three Months Ended March 31, 2022 Bridge Note Warrant Liabilities Beginning balance at January 1 $ 606 Total gains: Revaluation recognized in earnings (222) Balance at March 31 $ 384 |
EQUITY INCENTIVE PLAN
EQUITY INCENTIVE PLAN | 3 Months Ended |
Mar. 31, 2023 | |
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 4,993,866 at March 31, 2023, of which 227,662 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 three months ended March 31, 2023, the shares authorized for issuance increased by 1,141,013 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 three months ended March 31, 2023, the Company granted stock options to purchase up to 1,100,600 shares of common stock at a weighted average exercise price of $0.62 per share. These awards have vesting periods of up to four years and had a weighted average grant date fair value of $0.59. The fair value calculation of options granted during the three months ended March 31, 2023 used the following assumptions: risk free interest rate of 3.66%, based on the U.S. Treasury yield in effect at the time of grant; expected life of six years; and volatility of 162% 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 three months ended March 31, 2023: Number of Weighted-Average Options Exercise Price Outstanding at January 1, 2023 3,681,336 $ 2.84 Granted 1,100,600 0.62 Forfeited (17,031) 1.80 Outstanding at March 31, 2023 4,764,905 $ 2.33 Exercisable at March 31, 2023 2,482,475 $ 3.05 As of March 31, 2023, there were 4,054,451 options that were vested or expected to vest with aggregate intrinsic value of less than $0.1 million and a remaining weighted average contractual life of 8.3 years. During the three months ended March 31, 2022, there were 1,004,000 options granted with a weighted average exercise price of $1.54 per share and 3,800 options forfeited with a weighted average exercise price of $4.95 per share. For the three months ended March 31, 2023 and 2022, we recorded non-cash stock-based compensation expense for all stock awards of $0.5 million and $2.2 million, respectively, within operating expense in the accompanying statements of operations. As of March 31, 2023, the unrecognized compensation expense related to unvested stock awards was $3.3 million, which is expected to be recognized over a weighted-average period of 2.5 years. |
SALES SERVICE REVENUE, NET AND
SALES SERVICE REVENUE, NET AND ACCOUNTS RECEIVABLE | 3 Months Ended |
Mar. 31, 2023 | |
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 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 months ended March 31, 2023 and 2022 was as follows: For the Three Months Ended March 31, (dollars in thousands) Diagnostic Testing 2023 2022 Medicaid $ 8 $ 15 Medicare 880 974 Self-pay 80 49 Third party payers 1,100 967 Service revenue, net $ 2,068 $ 2,005 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 March 31, 2023 and December 31, 2022, the deferred revenue was $0.1 million, 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 months ended March 31, 2023 and 2022 For the Three Months Ended March 31, (dollars in thousands) Contractual Allowances and Revenues, net of Contractual Gross Revenues adjustments Allowances and adjustments 2023 2022 2023 2022 2023 2022 Medicaid $ 8 $ 15 $ — $ — $ 8 $ 15 Medicare 880 974 — — 880 974 Self-pay 80 49 — — 80 49 Third party payers 3,835 3,385 (2,735) (2,418) 1,100 967 4,803 4,423 (2,735) (2,418) 2,068 2,005 Other 761 522 — — 761 522 $ 5,564 $ 4,945 $ (2,735) $ (2,418) $ 2,829 $ 2,527 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 months ended March 31, 2023 and 2022. For the Three Months Ended March 31, Revenues, net of (dollars in thousands) Contractual Allowances Allowances for doubtful and adjustments accounts Total 2023 2022 2023 2022 2023 2022 Medicaid $ 8 $ 15 $ (4) $ (7) $ 4 $ 8 Medicare 880 974 — (24) 880 950 Self-pay 80 49 (8) — 72 49 Third party payers 1,100 967 — (49) 1,100 918 2,068 2,005 (12) (80) 2,056 1,925 Other 761 522 — — 761 522 $ 2,829 $ 2,527 $ (12) $ (80) $ 2,817 $ 2,447 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) March 31, 2023 December 31, 2022 Medicaid $ 31 $ 34 Medicare 1,080 1,124 Self-pay 252 291 Third party payers 1,446 1,888 Contract diagnostic services and other 415 53 $ 3,224 $ 3,390 Less allowance for doubtful accounts (2,366) (2,354) Accounts receivable, net $ 858 $ 1,036 The following table presents the roll-forward of the allowance for doubtful accounts for the three months ended March 31, 2023. Allowance for Doubtful (dollars in thousands) Accounts Balance, January 1, 2023 $ (2,354) Collection Allowance: Medicaid $ (4) Medicare — Self-pay (8) Third party payers — (12) Bad debt expense $ — Total charges (12) Balance, March 31, 2023 $ (2,366) 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 March 31, March 31, December 31, 2023 2022 2023 2022 Customer A 18 % * 31 % * Customer B * 10 % * * Customer C * * * 12 % Customer D * * 12 % * * represents less than 10% |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 3 Months Ended |
Mar. 31, 2023 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | 11. SUBSEQUENT EVENTS The Company has evaluated events and transactions subsequent to March 31, 2023 through the date of this Quarterly Report on Form 10-Q, and any material subsequent events are reported below. At The Market Offering Agreement On April 14, 2023, the Company entered into a Sales Agreement with AGP, pursuant to which the Company may offer and sell from time to time shares (the “Shares”) of its common stock, par value $0.01 per share (the “Common Stock”) to or through AGP, as sales agent (the “AGP 2023 Sales Agreement”), 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”). AGP will be entitled to a commission at a fixed rate of 3.0% of the gross proceeds from each sale of Shares pursuant to the AGP 2023 Sales Agreement. The Company has filed a prospectus to its registration statement on Form S-3 (File No. 333-271277), as amended, offering shares of common stock having an aggregate gross sales price of up to $5,800,000 pursuant to the AGP 2023 Sales Agreement. As of the date the condensed consolidated financial statements were issued, we have received less than $1,000 in gross proceeds through the AGP 2023 Sales Agreement from the sale of 500 shares of common stock, leaving the Company approximately $5.8 million available for future sales pursuant to the AGP 2023 Sales Agreement. Nasdaq Delisting Notice As previously reported, on October 28, 2022, the Company received a letter from The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that the closing bid price for its common stock had been below $1.00 for the previous 30 consecutive business days, and that it was therefore not in compliance with the minimum bid price requirement for continued inclusion on The Nasdaq Capital Market under Nasdaq Listing Rule 5550(a)(2) (the "Bid Price Rule"). The notice indicated that it would have 180 calendar days, or until April 26, 2023, to regain compliance with the Bid Price Rule On April 27, 2023, Nasdaq notified the Company that it is eligible for an extension to comply with the Bid Price Rule until October 23 2023, by which date the Company must evidence compliance for at least ten consecutive business days. If compliance cannot be demonstrated by October 23, 2023, Nasdaq will provide written notification that the Company’s common stock will be delisted. In the event of such a notification, the Company may appeal Nasdaq’s determination, but there can be no assurance Nasdaq would grant any such request for continued listing |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 3 Months Ended |
Mar. 31, 2023 | |
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 March 31, 2023 and for the three months ended March 31, 2023 and 2022, 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, 2022 contained in our Annual Report on Form 10-K, filed with the Securities and Exchange Commission (the “SEC”) on March 30, 2023. The results of operations for the interim periods presented are not necessarily indicative of the results for fiscal year 2023. 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. Reclassification. Certain reclassifications were made to the statements of cash flows related to splitting accruals and deferred revenue to separate lines in order to conform to the 2023 presentation. These reclassifications had no effect on previously reported retained earnings, net income, total assets or liabilities, or cash flows used in operating activities. |
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) March 31, 2023 December 31, 2022 Assets: Accounts receivable, net $ 256 $ 335 Total assets $ 256 $ 335 Liabilities: Accrued expenses $ 17 $ 50 Total liabilities $ 17 $ 50 Noncontrolling interest in Joint Venture $ 65 $ 65 Total stockholders' equity $ 129 $ 127 |
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 5,571,536 and 4,584,622 shares of our common stock have been excluded from the computation of diluted loss per share at March 31, 2023 and 2022, 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: March 31, 2023 2022 Stock options 4,764,905 3,635,487 Warrants 689,131 831,635 Preferred stock 117,500 117,500 Total 5,571,536 4,584,622 |
Recent Accounting Pronouncements | Reclassification. Certain reclassifications were made to the statements of cash flows related to splitting accruals and deferred revenue to separate lines in order to conform to the 2023 presentation. These reclassifications had no effect on previously reported retained earnings, net income, total assets or liabilities, or cash flows used in operating activities. |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Abstract] | |
Schedule of Variable Interest Entities | (dollars in thousands) March 31, 2023 December 31, 2022 Assets: Accounts receivable, net $ 256 $ 335 Total assets $ 256 $ 335 Liabilities: Accrued expenses $ 17 $ 50 Total liabilities $ 17 $ 50 Noncontrolling interest in Joint Venture $ 65 $ 65 Total stockholders' equity $ 129 $ 127 |
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: March 31, 2023 2022 Stock options 4,764,905 3,635,487 Warrants 689,131 831,635 Preferred stock 117,500 117,500 Total 5,571,536 4,584,622 |
LONG-TERM DEBT (Tables)
LONG-TERM DEBT (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
LONG-TERM DEBT [Abstract] | |
Schedule of debt | Long-term debt consists of the following: Dollars in Thousands March 31, 2023 December 31, 2022 Connecticut Department of Economic and Community Development (DECD) $ 169 $ 176 DECD debt issuance costs (15) (15) Financed insurance loan 115 228 Total long-term debt 269 389 Current portion of long-term debt (142) (255) Long-term debt, net of current maturities $ 127 $ 134 |
ACCRUED EXPENSES OTHER CURREN_2
ACCRUED EXPENSES OTHER CURRENT LIABILITIES (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
ACCRUED EXPENSES OTHER CURRENT LIABILITIES [Abstract] | |
Accrued expenses | Accrued expenses at March 31, 2023 and December 31, 2022 are as follows: (dollars in thousands) March 31, 2023 December 31, 2022 Accrued expenses $ 968 $ 983 Accrued compensation 561 491 Accrued franchise, property and sales and use taxes 137 91 Accrued interest 19 19 $ 1,685 $ 1,584 |
LEASES (Tables)
LEASES (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
LEASES [Abstract] | |
Summary of balance sheet presentation of our operating and finance leases | (dollars in thousands) Classification on the Condensed Consolidated Balance Sheet March 31, 2023 December 31, 2022 Assets: Operating lease right-of-use assets, net $ 714 $ 763 Finance lease right-of-use assets, net (1) 234 257 Total lease assets $ 948 $ 1,020 Liabilities: Current: Current maturities of operating lease liabilities $ 205 $ 199 Current maturities of finance lease liabilities 155 162 Noncurrent: Operating lease liabilities, less current maturities 520 574 Finance lease liabilities, less current maturities 50 68 Total lease liabilities $ 930 $ 1,003 (1) As of March 31, 2023 and December 31, 2022, finance lease right-of-use assets included $7,000 and $13,000 , respectively, of assets related to finance leases associated with the HSRR program. |
Summary of estimated future minimum lease payments for finance leases | As of March 31, 2023 and December 31, 2022, the estimated future minimum lease payments, excluding non-lease components, are as follows: (dollars in thousands) Operating Leases Finance Leases Total March 31, March 31, March 31, 2023 2023 2023 2023 (remaining) $ 189 $ 69 $ 258 2024 239 80 319 2025 205 65 270 2026 195 26 221 Total lease obligations 828 240 1,068 Less: Amount representing interest (103) (35) (138) Present value of net minimum lease obligations 725 205 930 Less, current portion (205) (155) (360) Long term portion $ 520 $ 50 $ 570 |
Schedule of other information | March 31, December 31, 2023 2022 Weighted-average remaining lease term (years): Operating leases 3.5 3.7 Finance leases 2.7 2.8 Weighted-average discount rate: Operating leases 8.00% 8.00% Finance leases 10.41% 10.31% |
STOCKHOLDERS' EQUITY (Tables)
STOCKHOLDERS' EQUITY (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
STOCKHOLDERS' EQUITY [Abstract] | |
Schedule of stockholders' equity, including warrants and rights | The following represents a summary of the warrants outstanding as of March 31, 2023: Underlying Exercise Issue Year Expiration Shares Price Warrants (1) 2018 April 2023 148,378 $ 5.40 (2) 2018 July 2023 29,343 $ 5.40 (3) 2018 August 2023 41,806 $ 5.40 (4) 2018 September 2023 40,719 $ 5.40 (5) 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 $ 9.56 689,131 (1) - (7) (8) |
FAIR VALUE (Tables)
FAIR VALUE (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
FAIR VALUE [Abstract] | |
Schedule of Changes in Fair Value of Liability | During the three months ended March 31, 2023 and 2022, 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 March 31, 2023 Bridge Note Warrant Liabilities Beginning balance at January 1 $ – * Total gains: Revaluation recognized in earnings – * Balance at March 31 $ – * * Represents amount less than one thousand dollars Three Months Ended March 31, 2022 Bridge Note Warrant Liabilities Beginning balance at January 1 $ 606 Total gains: Revaluation recognized in earnings (222) Balance at March 31 $ 384 |
EQUITY INCENTIVE PLAN (Tables)
EQUITY INCENTIVE PLAN (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
EQUITY INCENTIVE PLAN [Abstract] | |
Summary of stock option activity | The following table summarizes stock option activity under our plans during the three months ended March 31, 2023: Number of Weighted-Average Options Exercise Price Outstanding at January 1, 2023 3,681,336 $ 2.84 Granted 1,100,600 0.62 Forfeited (17,031) 1.80 Outstanding at March 31, 2023 4,764,905 $ 2.33 Exercisable at March 31, 2023 2,482,475 $ 3.05 |
SALES SERVICE REVENUE, NET AN_2
SALES SERVICE REVENUE, NET AND ACCOUNTS RECEIVABLE (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
SALES SERVICE REVENUE, NET AND ACCOUNTS RECEIVABLE [Abstract] | |
Schedule of Net Revenues | For the Three Months Ended March 31, (dollars in thousands) Diagnostic Testing 2023 2022 Medicaid $ 8 $ 15 Medicare 880 974 Self-pay 80 49 Third party payers 1,100 967 Service revenue, net $ 2,068 $ 2,005 |
Schedule of Gross to Net Sales Adjustments | For the Three Months Ended March 31, (dollars in thousands) Contractual Allowances and Revenues, net of Contractual Gross Revenues adjustments Allowances and adjustments 2023 2022 2023 2022 2023 2022 Medicaid $ 8 $ 15 $ — $ — $ 8 $ 15 Medicare 880 974 — — 880 974 Self-pay 80 49 — — 80 49 Third party payers 3,835 3,385 (2,735) (2,418) 1,100 967 4,803 4,423 (2,735) (2,418) 2,068 2,005 Other 761 522 — — 761 522 $ 5,564 $ 4,945 $ (2,735) $ (2,418) $ 2,829 $ 2,527 |
Schedule of Reported Revenues Net of Collection Allowance | For the Three Months Ended March 31, Revenues, net of (dollars in thousands) Contractual Allowances Allowances for doubtful and adjustments accounts Total 2023 2022 2023 2022 2023 2022 Medicaid $ 8 $ 15 $ (4) $ (7) $ 4 $ 8 Medicare 880 974 — (24) 880 950 Self-pay 80 49 (8) — 72 49 Third party payers 1,100 967 — (49) 1,100 918 2,068 2,005 (12) (80) 2,056 1,925 Other 761 522 — — 761 522 $ 2,829 $ 2,527 $ (12) $ (80) $ 2,817 $ 2,447 |
Schedule of Receivables | (dollars in thousands) March 31, 2023 December 31, 2022 Medicaid $ 31 $ 34 Medicare 1,080 1,124 Self-pay 252 291 Third party payers 1,446 1,888 Contract diagnostic services and other 415 53 $ 3,224 $ 3,390 Less allowance for doubtful accounts (2,366) (2,354) Accounts receivable, net $ 858 $ 1,036 |
Schedule of Allowance for Doubtful Accounts | The following table presents the roll-forward of the allowance for doubtful accounts for the three months ended March 31, 2023. Allowance for Doubtful (dollars in thousands) Accounts Balance, January 1, 2023 $ (2,354) Collection Allowance: Medicaid $ (4) Medicare — Self-pay (8) Third party payers — (12) Bad debt expense $ — Total charges (12) Balance, March 31, 2023 $ (2,366) |
Schedule of Customer Revenue and Accounts Receivable Concentrations | Net sales Accounts receivable, as of Three Months Ended March 31, March 31, December 31, 2023 2022 2023 2022 Customer A 18 % * 31 % * Customer B * 10 % * * Customer C * * * 12 % Customer D * * 12 % * * represents less than 10% |
BUSINESS DESCRIPTION (Narrative
BUSINESS DESCRIPTION (Narrative) (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 4 Months Ended | ||||||
Apr. 02, 2021 | May 12, 2023 | May 12, 2023 | Mar. 31, 2023 | Mar. 31, 2022 | May 12, 2023 | Apr. 14, 2023 | Dec. 31, 2022 | Apr. 13, 2020 | |
Business Acquisition [Line Items] | |||||||||
Net loss | $ 3,030,000 | $ 4,584,000 | |||||||
Net loss | 3,000,000 | ||||||||
Accumulated deficit | (95,327,000) | $ (92,297,000) | |||||||
Working deficiency | 500,000 | ||||||||
Net cash used in operating activities | (1,575,000) | $ (2,334,000) | |||||||
Proceeds from issuance of common stock | $ 438,000 | ||||||||
Common stock, par value | $ 0.01 | $ 0.01 | |||||||
Sales Agreement with Alliance Global Partners | |||||||||
Business Acquisition [Line Items] | |||||||||
Proceeds from issuance of common stock | $ 16,100,000 | ||||||||
Sale of common stock | 5,202,561 | ||||||||
Sales Agreement with Alliance Global Partners | Maximum [Member] | |||||||||
Business Acquisition [Line Items] | |||||||||
Proceeds from issuance of common stock | $ 22,000,000 | ||||||||
At The Market Offering Agreement | |||||||||
Business Acquisition [Line Items] | |||||||||
Proceeds from issuance of common stock | $ 400,000 | ||||||||
Sale of common stock | 543,826 | ||||||||
Subsequent Events [Member] | |||||||||
Business Acquisition [Line Items] | |||||||||
Sale of common stock | 72,712 | 5,202,561 | |||||||
Subsequent Events [Member] | At The Market Offering Agreement | |||||||||
Business Acquisition [Line Items] | |||||||||
Proceeds from issuance of common stock | $ 15,600,000 | ||||||||
Common stock, par value | $ 0.01 | ||||||||
Aggregate authorized offering price | $ 5,800,000 | ||||||||
Sale of common stock | 500 | ||||||||
Amount available for future sale of shares pursuant to the sales agreement | $ 5,800,000 | $ 5,800,000 | $ 5,800,000 | ||||||
Subsequent Events [Member] | At The Market Offering Agreement | Maximum [Member] | |||||||||
Business Acquisition [Line Items] | |||||||||
Proceeds from issuance of common stock | $ 1,000 | ||||||||
AGP | At The Market Offering Agreement | |||||||||
Business Acquisition [Line Items] | |||||||||
Common stock, par value | $ 0.01 | ||||||||
Aggregate authorized offering price | $ 50,000,000 |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Narrative) (Details) - shares | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Finite-Lived Intangible Assets [Line Items] | ||
Securities not included in the computation of diluted net loss per share | 5,571,536 | 4,584,622 |
SUMMARY OF SIGNIFICANT ACCOUN_5
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Outstanding Securities) (Details) - shares | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Securities not included in the computation of diluted net loss per share | 5,571,536 | 4,584,622 |
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 | 4,764,905 | 3,635,487 |
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 | 689,131 | 831,635 |
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 | Mar. 31, 2023 | Dec. 31, 2022 | Mar. 31, 2022 | Dec. 31, 2021 |
Assets: | ||||
Accounts receivable, net | $ 858 | $ 1,036 | ||
Total assets | 19,423 | 21,504 | ||
Liabilities: | ||||
Accrued expenses | 1,685 | 1,584 | ||
Total liabilities | 5,198 | 5,137 | ||
Total stockholders' equity | 14,225 | 16,367 | $ 22,252 | $ 24,604 |
Variable Interest Entity, Primary Beneficiary [Member] | ||||
Assets: | ||||
Accounts receivable, net | 256 | 335 | ||
Total assets | 256 | 335 | ||
Liabilities: | ||||
Accrued expenses | 17 | 50 | ||
Total liabilities | 17 | 50 | ||
Noncontrolling Interest in Joint Venture | 65 | 65 | ||
Total stockholders' equity | $ 129 | $ 127 |
LONG-TERM DEBT (Schedule of Deb
LONG-TERM DEBT (Schedule of Debt) (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Debt Instrument [Line Items] | ||
Total long-term debt | $ 269 | $ 389 |
Current portion of long-term debt | (142) | (255) |
Long-term debt, net of current maturities | 127 | 134 |
Connecticut Department of Economic and Community Development (DECD) | ||
Debt Instrument [Line Items] | ||
Total long-term debt | 169 | 176 |
Debt issuance cost | (15) | (15) |
Financed Insurance Loan [Member] | ||
Debt Instrument [Line Items] | ||
Total long-term debt | 115 | 228 |
Current portion of long-term debt | $ (100) | $ (200) |
LONG-TERM DEBT (Narrative) (Det
LONG-TERM DEBT (Narrative) (Details) - USD ($) | 3 Months Ended | ||||
Jan. 08, 2018 | Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | Jul. 31, 2022 | |
Debt Instrument [Line Items] | |||||
Current maturities of long-term debt, less debt issuance costs | $ 142,000 | $ 255,000 | |||
Connecticut 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 | $ 100,000 | $ 200,000 | |||
Interest rate (as a percent) | 5.99% | ||||
Debt instrument, face amount | $ 400,000 | ||||
Term loan | Connecticut Department of Economic and Community Development (DECD) | |||||
Debt Instrument [Line Items] | |||||
Proceeds from long-term debt | $ 300,000 | ||||
Term loan | Connecticut Department of Economic and Community Development (DECD) | Maximum [Member] | |||||
Debt Instrument [Line Items] | |||||
Amortization of debt issuance cost | $ 1,000 | $ 1,000 |
ACCRUED EXPENSES OTHER CURREN_3
ACCRUED EXPENSES OTHER CURRENT LIABILITIES (Accrued Expenses) (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
ACCRUED EXPENSES OTHER CURRENT LIABILITIES [Abstract] | ||
Accrued expenses | $ 968 | $ 983 |
Accrued compensation | 561 | 491 |
Accrued franchise, property and sales and use taxes | 137 | 91 |
Accrued interest | 19 | 19 |
Accrued expenses | $ 1,685 | $ 1,584 |
ACCRUED EXPENSES OTHER CURREN_4
ACCRUED EXPENSES OTHER CURRENT LIABILITIES (Narrative) (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Maximum [Member] | ||
Reduction in Certain Accrued Expense and Accounts Payable | $ 0 | $ 1,000 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Narrative) (Details) - USD ($) $ in Millions | Feb. 06, 2017 | Mar. 31, 2023 | Dec. 31, 2022 |
Loss Contingencies [Line Items] | |||
Other Commitment | $ 1.2 | $ 1.3 | |
CPA Global | |||
Loss Contingencies [Line Items] | |||
Loss contingency, damages sought | $ 0.2 | ||
CPA Global | Maximum [Member] | |||
Loss Contingencies [Line Items] | |||
Loss contingency accrual | $ 0.1 | $ 0.1 |
LEASES - Narrative (Details)
LEASES - Narrative (Details) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2023 USD ($) item | Mar. 31, 2022 USD ($) | Dec. 31, 2022 USD ($) | |
Lessee, Lease, Description [Line Items] | |||
Operating leases | $ 100 | $ 100 | |
Operating lease right-of-use assets obtained in exchange for operating lease obligations | 0 | 0 | |
Operating lease right-of-use assets, net | 714 | $ 763 | |
Operating Lease, Liability, Noncurrent | 520 | 574 | |
Finance lease ROU assets | 23 | 34 | |
Net investment in leased assets | $ 100 | $ 100 | |
Minimum [Member] | |||
Lessee, Lease, Description [Line Items] | |||
Facility leases | item | 1 | ||
Renewal term | 1 year | ||
Maximum [Member] | |||
Lessee, Lease, Description [Line Items] | |||
Renewal term | 5 years | ||
Right of Use Asset | |||
Lessee, Lease, Description [Line Items] | |||
Finance lease ROU assets | $ 0 | $ 0 |
LEASES - Operating and Financin
LEASES - Operating and Financing leases (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Balance sheet presentation of our operating and financing leases | ||
Operating lease right-of-use assets, net | $ 714 | $ 763 |
Finance lease right-of-use assets, net | 234 | 257 |
Total lease assets | 948 | 1,020 |
Current maturities of operating lease liabilities | 205 | 199 |
Current maturities of finance lease liabilities | 155 | 162 |
Operating lease liabilities, less current maturities | 520 | 574 |
Finance lease liabilities, less current maturities | 50 | 68 |
Total lease liabilities | 930 | 1,003 |
HemeScreen Reagent Rental [Member] | ||
Balance sheet presentation of our operating and financing leases | ||
Finance lease right-of-use assets, net | $ 7,000 | $ 13,000 |
LEASES - Future Minimum Lease P
LEASES - Future Minimum Lease Payments (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Operating leases, estimated future minimum lease payments | ||
2023 | $ 189 | |
2024 | 239 | |
2025 | 205 | |
2026 | 195 | |
Total lease obligations | 828 | |
Less: Amount representing interest | (103) | |
Present value of net minimum lease obligations | 725 | |
Less, current portion | (205) | $ (199) |
Long term portion | 520 | 574 |
Finance leases, estimated future minimum lease payments | ||
2023 | 69 | |
2024 | 80 | |
2025 | 65 | |
2026 | 26 | |
Total lease obligations | 240 | |
Less: Amount representing interest | (35) | |
Present value of net minimum lease obligations | 205 | |
Less, current portion | (155) | (162) |
Long term portion | 50 | 68 |
2023 | 258 | |
2024 | 319 | |
2025 | 270 | |
2026 | 221 | |
Total lease obligations | 1,068 | |
Less: Amount representing interest | (138) | |
Total lease liabilities | 930 | $ 1,003 |
Less, current portion | (360) | |
Long term portion | $ 570 |
LEASES - Other Information (Det
LEASES - Other Information (Details) | Mar. 31, 2023 | Dec. 31, 2022 |
LEASES [Abstract] | ||
Operating leases (in years) | 3 years 6 months | 3 years 8 months 12 days |
Finance leases (in years) | 2 years 8 months 12 days | 2 years 9 months 18 days |
Operating leases discount rate | 8% | 8% |
Finance leases discount rate | 10.41% | 10.31% |
LEASES - Operating and Financ_2
LEASES - Operating and Financing Lease Cost (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Lessee, Lease, Description [Line Items] | ||
Operating lease costs | $ 0.1 | $ 0.1 |
Maximum [Member] | ||
Lessee, Lease, Description [Line Items] | ||
Short-term lease costs | 0.1 | 0.1 |
Finance leases, amortization expense and interest | $ 0.1 | $ 0.1 |
STOCKHOLDERS' EQUITY (Common St
STOCKHOLDERS' EQUITY (Common Stock, 2018 Purchase Agreement and LP Purchase Agreement) (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 4 Months Ended | ||||
May 12, 2023 | Mar. 31, 2023 | Mar. 31, 2022 | May 12, 2023 | Dec. 31, 2022 | Dec. 20, 2018 | Dec. 19, 2018 | |
Class of Stock [Line Items] | |||||||
Common stock, shares authorized (in shares) | 150,000,000 | 150,000,000 | 250,000,000 | 150,000,000 | |||
Issuance of common stock in connection with at the market offering, net of issuance costs | $ 438,000 | ||||||
Shares issued (in shares) | 23,364,086 | 22,820,260 | |||||
Common stock, shares outstanding (in shares) | 23,364,086 | 22,820,260 | |||||
Issuance of common stock, net of issuance costs | $ 438,000 | ||||||
Common Stock [Member] | |||||||
Class of Stock [Line Items] | |||||||
Proceeds upon issuance of common stock from exercise of warrants (in shares) | 266 | ||||||
Issuance of common stock in connection with at the market offering, net of issuance costs | $ 5,000 | ||||||
Shares issued (in shares) | 543,826 | ||||||
Common Stock [Member] | |||||||
Class of Stock [Line Items] | |||||||
Proceeds upon issuance of common stock from exercise of warrants (in shares) | 0 | 266 | |||||
Warrant exercises in period | 0 | 266 | |||||
Preferred Class B | |||||||
Class of Stock [Line Items] | |||||||
Conversion price (in dollars per share) | $ 0.40 | ||||||
Subsequent Events [Member] | |||||||
Class of Stock [Line Items] | |||||||
Shares issued (in shares) | 72,712 | 5,202,561 | |||||
Maximum [Member] | Common Stock [Member] | |||||||
Class of Stock [Line Items] | |||||||
Proceeds from exercise of warrants | $ 1,000 |
STOCKHOLDERS' EQUITY (At The Ma
STOCKHOLDERS' EQUITY (At The Market Offering Agreement) (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 4 Months Ended | ||||||
Apr. 14, 2023 | Apr. 12, 2023 | Apr. 02, 2021 | May 12, 2023 | May 12, 2023 | Mar. 31, 2023 | May 12, 2023 | Dec. 31, 2022 | Apr. 13, 2020 | |
Class of Stock [Line Items] | |||||||||
Common stock, par value | $ 0.01 | $ 0.01 | |||||||
Proceeds from issuance of common stock | $ 438,000 | ||||||||
At The Market Offering Agreement | |||||||||
Class of Stock [Line Items] | |||||||||
Proceeds from issuance of common stock | $ 400,000 | ||||||||
Shares issued (in shares) | 543,826 | ||||||||
AGP | At The Market Offering Agreement | |||||||||
Class of Stock [Line Items] | |||||||||
Common stock, par value | $ 0.01 | ||||||||
Aggregate sales proceeds of common stock | $ 22,000,000 | ||||||||
Aggregate authorized offering price | $ 50,000,000 | ||||||||
Percentage of cash fee | 3% | ||||||||
Subsequent Events [Member] | |||||||||
Class of Stock [Line Items] | |||||||||
Aggregate sales proceeds of common stock | $ 100,000 | ||||||||
Shares issued (in shares) | 72,712 | 5,202,561 | |||||||
Subsequent Events [Member] | At The Market Offering Agreement | |||||||||
Class of Stock [Line Items] | |||||||||
Common stock, par value | $ 0.01 | ||||||||
Aggregate sales proceeds of common stock | $ 5,800,000 | ||||||||
Payments of Stock Issuance Costs | $ 500,000 | ||||||||
Aggregate authorized offering price | $ 5,800,000 | ||||||||
Proceeds from issuance of common stock | 15,600,000 | ||||||||
Shares issued (in shares) | 500 | ||||||||
Amount available for future sale of shares pursuant to the sales agreement | $ 5,800,000 | $ 5,800,000 | $ 5,800,000 | ||||||
Subsequent Events [Member] | AGP | At The Market Offering Agreement | |||||||||
Class of Stock [Line Items] | |||||||||
Percentage of cash fee | 3% |
STOCKHOLDERS' EQUITY (Preferred
STOCKHOLDERS' EQUITY (Preferred Stock) (Details) - shares | Mar. 31, 2023 | Dec. 31, 2022 |
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 | |||
Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | Aug. 28, 2017 | |
Class of Stock [Line Items] | ||||
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 | ||
Preferred stock, shares authorized (in shares) | 15,000,000 | 15,000,000 | ||
Preferred stock, shares outstanding (in shares) | 47 | 47 | ||
Preferred stock, shares issued (in shares) | 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 | |||
Number of shares converted (in shares) | 0 | 0 | ||
Preferred stock, shares authorized (in shares) | 6,900 | 6,900 | 6,900 | |
Preferred stock, shares outstanding (in shares) | 47 | 47 | ||
Preferred stock, shares issued (in shares) | 6,900 | 6,900 | ||
Preferred stock, dividend rate (percentage) | 0% | |||
Preferred Stock, Liquidation Preference Per Share | $ 1,000 | $ 1,000 | ||
Number of common shares issuable upon conversion of preferred stock. | 117,500 |
STOCKHOLDERS' EQUITY (Schedule
STOCKHOLDERS' EQUITY (Schedule of Warrants) (Details) | Mar. 31, 2023 $ / shares shares |
Class of Stock [Line Items] | |
Underlying shares (in shares) | 689,131 |
Warrants Not Assumed In Merger, Expiring April 2023 Group A [Member] | |
Class of Stock [Line Items] | |
Underlying shares (in shares) | 148,378 |
Exercise price (in dollars per share) | $ / shares | $ 5.40 |
Warrants Not Assumed In Merger, Expiring July 2023 Group A [Member] | |
Class of Stock [Line Items] | |
Underlying shares (in shares) | 29,343 |
Exercise price (in dollars per share) | $ / shares | $ 5.40 |
Warrants Not Assumed In Merger, Expiring August 2023 Group A [Member] | |
Class of Stock [Line Items] | |
Underlying shares (in shares) | 41,806 |
Exercise price (in dollars per share) | $ / shares | $ 5.40 |
Warrants Not Assumed In Merger, Expiring September 2023 Group A [Member] | |
Class of Stock [Line Items] | |
Underlying shares (in shares) | 40,719 |
Exercise price (in dollars per share) | $ / shares | $ 5.40 |
Warrants Not Assumed In Merger, Expiring November 2023 [Member] | |
Class of Stock [Line Items] | |
Underlying shares (in shares) | 75,788 |
Exercise price (in dollars per share) | $ / shares | $ 5.40 |
Warrants Not Assumed In Merger, Expiring December 2023 [Member] | |
Class of Stock [Line Items] | |
Underlying shares (in shares) | 51,282 |
Exercise price (in dollars per share) | $ / shares | $ 5.40 |
Warrants Not Assumed In Merger, Expiring April 2024 [Member] | |
Class of Stock [Line Items] | |
Underlying shares (in shares) | 147,472 |
Exercise price (in dollars per share) | $ / shares | $ 5.40 |
Warrants Not Assumed In Merger, Expiring May 2024 [Member] | |
Class of Stock [Line Items] | |
Underlying shares (in shares) | 154,343 |
Exercise price (in dollars per share) | $ / shares | $ 9.56 |
STOCKHOLDERS' EQUITY (Offering
STOCKHOLDERS' EQUITY (Offering Warrants) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Class of Stock [Line Items] | ||
Deemed dividend | $ 0 | $ 0 |
Common Stock [Member] | Maximum [Member] | ||
Class of Stock [Line Items] | ||
Intrinsic value of warrants exercised in period | $ 1,000,000 |
STOCKHOLDERS' EQUITY (Note Conv
STOCKHOLDERS' EQUITY (Note Conversion Warrants) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Equity [Abstract] | ||
Deemed dividend | $ 0 | $ 0 |
STOCKHOLDERS' EQUITY (Convertib
STOCKHOLDERS' EQUITY (Convertible Promissory Note Warrants) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Equity [Abstract] | ||
Deemed dividend | $ 0 | $ 0 |
STOCKHOLDERS' EQUITY (Remaining
STOCKHOLDERS' EQUITY (Remaining Warrants) (Details) | Mar. 31, 2023 shares |
STOCKHOLDERS' EQUITY [Abstract] | |
Class of warrant, number of securities called by warrants | 689,131 |
STOCKHOLDERS' EQUITY (Deemed Di
STOCKHOLDERS' EQUITY (Deemed Dividends) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Equity [Abstract] | ||
Amount Recorded | $ 0 | $ 0 |
FAIR VALUE (Narratives) (Detail
FAIR VALUE (Narratives) (Details) | 24 Months Ended | ||
Dec. 31, 2019 installment | Mar. 31, 2023 Y | Dec. 31, 2022 Y | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Number of dates of different convertible note issuances | installment | 8 | ||
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 | 56 | 69 | |
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 | 4.63 | 4.42 | |
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 | 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 | 79 | 77 | |
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 | 4.97 | 4.76 | |
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 | 1.1 | 1.4 |
FAIR VALUE (Schedule of Changes
FAIR VALUE (Schedule of Changes in Fair Value of Liability) (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2022 USD ($) | |
Total losses: | |
Revaluation recognized in earnings | $ (222) |
Bridge Note Warrant Liabilities [Member] | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |
Beginning balance | 606 |
Total losses: | |
Revaluation recognized in earnings | (222) |
Balance at end of period | $ 384 |
EQUITY INCENTIVE PLAN (Narrativ
EQUITY INCENTIVE PLAN (Narrative) (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation | $ 0.5 | $ 2.2 |
Unvested stock options, unrecognized compensation expense weighted average recognition period | 2 years 6 months | |
Unrecognized compensation expense related to unvested stock awards | $ 3.3 | |
Stock Options [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Granted (in shares) | 1,100,600 | 1,004,000 |
Granted (in dollars per share) | $ 0.62 | $ 1.54 |
Forfeited (in shares) | (17,031) | (3,800) |
Forfeited (in dollars per share) | $ 1.80 | $ 4.95 |
Weighted average grant date fair value (in dollars per share) | $ 0.59 | |
Risk free interest rate, minimum | 3.66% | |
Term | 6 years | |
Volatility rate | 162% | |
Stock options, expected to vest, outstanding (in shares) | 4,054,451 | |
Stock options, expected to vest remaining contractual term | 8 years 3 months 18 days | |
Maximum [Member] | Stock Options [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock options, unvested options, vesting period | 4 years | |
Stock options, expected to vest, outstanding, aggregate intrinsic value | $ 0.1 | |
Equity Incentive Plan 2017 [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of shares authorized | 4,993,866 | |
Shares available for grant | 227,662 | |
Percentage of annual increase in number of shares authorized for grant | 5% | |
Number of additional shares authorized | 1,141,013 | |
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) - Stock Options [Member] - $ / shares | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Number of Options | ||
Outstanding at beginning of period (in shares) | 3,681,336 | |
Granted (in shares) | 1,100,600 | 1,004,000 |
Forfeited (in shares) | (17,031) | (3,800) |
Outstanding at end of period (in shares) | 4,764,905 | |
Exercisable at end of period (in shares) | 2,482,475 | |
Weighted-Average Exercise Price | ||
Outstanding at beginning of period (in dollars per share) | $ 2.84 | |
Granted (in dollars per share) | 0.62 | $ 1.54 |
Forfeited (in dollars per share) | 1.80 | $ 4.95 |
Outstanding at end of period (in dollars per share) | 2.33 | |
Exercisable at end of period (in dollars per share) | $ 3.05 |
SALES SERVICE REVENUE, NET AN_3
SALES SERVICE REVENUE, NET AND ACCOUNTS RECEIVABLE (Narrative) (Details) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2023 USD ($) segment | Mar. 31, 2022 USD ($) | Dec. 31, 2022 USD ($) | |
SALES SERVICE REVENUE, NET AND ACCOUNTS RECEIVABLE [Abstract] | |||
Number of segments | segment | 1 | ||
Revenue from sales-type leases | $ 0 | $ 0 | |
Deferred revenue | $ 124 | $ 119 |
SALES SERVICE REVENUE, NET AN_4
SALES SERVICE REVENUE, NET AND ACCOUNTS RECEIVABLE (Schedule of Net Revenues) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Disaggregation of Revenue [Line Items] | ||
Revenue, net of contractual allowances and adjustments | $ 2,829 | $ 2,527 |
Service revenue, net [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, net of contractual allowances and adjustments | 2,068 | 2,005 |
Medicaid [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, net of contractual allowances and adjustments | 8 | 15 |
Medicaid [Member] | Service revenue, net [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, net of contractual allowances and adjustments | 8 | 15 |
Medicaid [Member] | Diagnostic Testing [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, net of contractual allowances and adjustments | 8 | 15 |
Medicare [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, net of contractual allowances and adjustments | 880 | 974 |
Medicare [Member] | Service revenue, net [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, net of contractual allowances and adjustments | 880 | 974 |
Medicare [Member] | Diagnostic Testing [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, net of contractual allowances and adjustments | 880 | 974 |
Self-Pay | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, net of contractual allowances and adjustments | 80 | 49 |
Self-Pay | Service revenue, net [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, net of contractual allowances and adjustments | 80 | 49 |
Self-Pay | Diagnostic Testing [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, net of contractual allowances and adjustments | 80 | 49 |
Third-Party Payor [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, net of contractual allowances and adjustments | 1,100 | 967 |
Third-Party Payor [Member] | Service revenue, net [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, net of contractual allowances and adjustments | 1,100 | 967 |
Third-Party Payor [Member] | Diagnostic Testing [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, net of contractual allowances and adjustments | 1,100 | 967 |
Services Revenue, Net [Member] | Diagnostic Testing [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, net of contractual allowances and adjustments | $ 2,068 | $ 2,005 |
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 | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Disaggregation of Revenue [Line Items] | ||
Gross revenue | $ 5,564 | $ 4,945 |
Contractual allowance and adjustments | (2,735) | (2,418) |
Service revenue, net | 2,829 | 2,527 |
Medicaid [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Service revenue, net | 8 | 15 |
Medicare [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Service revenue, net | 880 | 974 |
Self-Pay | ||
Disaggregation of Revenue [Line Items] | ||
Service revenue, net | 80 | 49 |
Third-Party Payor [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Service revenue, net | 1,100 | 967 |
Service revenue, net [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Gross revenue | 4,803 | 4,423 |
Contractual allowance and adjustments | (2,735) | (2,418) |
Service revenue, net | 2,068 | 2,005 |
Service revenue, net [Member] | Medicaid [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Gross revenue | 8 | 15 |
Service revenue, net | 8 | 15 |
Service revenue, net [Member] | Medicare [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Gross revenue | 880 | 974 |
Service revenue, net | 880 | 974 |
Service revenue, net [Member] | Self-Pay | ||
Disaggregation of Revenue [Line Items] | ||
Gross revenue | 80 | 49 |
Service revenue, net | 80 | 49 |
Service revenue, net [Member] | Third-Party Payor [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Gross revenue | 3,835 | 3,385 |
Contractual allowance and adjustments | (2,735) | (2,418) |
Service revenue, net | 1,100 | 967 |
Other [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Service revenue, net | 761 | 522 |
Other [Member] | Clinical Research Grants and Other [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Gross revenue | 761 | 522 |
Service revenue, net | $ 761 | $ 522 |
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 | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Disaggregation of Revenue [Line Items] | ||
Revenue, net of contractual allowances and adjustments | $ 2,829 | $ 2,527 |
Adjustment for allowance for doubtful accounts | (12) | (80) |
Net sales | 2,817 | 2,447 |
Medicaid [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, net of contractual allowances and adjustments | 8 | 15 |
Adjustment for allowance for doubtful accounts | (4) | (7) |
Net sales | 4 | 8 |
Medicare [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, net of contractual allowances and adjustments | 880 | 974 |
Adjustment for allowance for doubtful accounts | (24) | |
Net sales | 880 | 950 |
Self-Pay | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, net of contractual allowances and adjustments | 80 | 49 |
Adjustment for allowance for doubtful accounts | (8) | |
Net sales | 72 | 49 |
Third-Party Payor [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, net of contractual allowances and adjustments | 1,100 | 967 |
Adjustment for allowance for doubtful accounts | (49) | |
Net sales | 1,100 | 918 |
Service revenue, net [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, net of contractual allowances and adjustments | 2,068 | 2,005 |
Adjustment for allowance for doubtful accounts | (12) | (80) |
Net sales | 2,056 | 1,925 |
Service revenue, net [Member] | Medicaid [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, net of contractual allowances and adjustments | 8 | 15 |
Service revenue, net [Member] | Medicare [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, net of contractual allowances and adjustments | 880 | 974 |
Service revenue, net [Member] | Self-Pay | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, net of contractual allowances and adjustments | 80 | 49 |
Service revenue, net [Member] | Third-Party Payor [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, net of contractual allowances and adjustments | 1,100 | 967 |
Other [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, net of contractual allowances and adjustments | 761 | 522 |
Net sales | 761 | 522 |
Other [Member] | Clinical Research Grants and Other [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, net of contractual allowances and adjustments | $ 761 | $ 522 |
SALES SERVICE REVENUE, NET AN_7
SALES SERVICE REVENUE, NET AND ACCOUNTS RECEIVABLE (Schedule of Receivables) (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Accounts receivable, gross | $ 3,224 | $ 3,390 |
Less allowance for doubtful accounts | (2,366) | (2,354) |
Accounts receivable, net | 858 | 1,036 |
Medicaid [Member] | ||
Accounts receivable, gross | 31 | 34 |
Medicare [Member] | ||
Accounts receivable, gross | 1,080 | 1,124 |
Self-Pay | ||
Accounts receivable, gross | 252 | 291 |
Third-Party Payor [Member] | ||
Accounts receivable, gross | 1,446 | 1,888 |
Contract Diagnostic Services and Other [Member] | ||
Accounts receivable, gross | $ 415 | $ 53 |
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 | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Allowance for doubtful accounts, Beginning balance | $ (2,354) | |
Adjustment for allowance for doubtful accounts | (12) | $ (80) |
Total charges | 12 | |
Allowance for doubtful accounts, Ending balance | (2,366) | |
Medicaid [Member] | ||
Adjustment for allowance for doubtful accounts | (4) | (7) |
Medicare [Member] | ||
Adjustment for allowance for doubtful accounts | (24) | |
Third-Party Payor [Member] | ||
Adjustment for allowance for doubtful accounts | $ (49) | |
Self-Pay [Member] | ||
Adjustment for allowance for doubtful accounts | $ (8) |
SALES SERVICE REVENUE, NET AN_9
SALES SERVICE REVENUE, NET AND ACCOUNTS RECEIVABLE (Schedule of Customer Revenue and Accounts Receivable Concentrations) (Details) - Customer Concentration Risk [Member] | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | |
Sales Revenue, Net [Member] | Customer A [Member] | |||
Concentration Risk [Line Items] | |||
Concentration risk, percentage | 18% | ||
Sales Revenue, Net [Member] | Customer B [Member] | |||
Concentration Risk [Line Items] | |||
Concentration risk, percentage | 10% | ||
Accounts Receivable [Member] | Customer A [Member] | |||
Concentration Risk [Line Items] | |||
Concentration risk, percentage | 31% | ||
Accounts Receivable [Member] | Customer C [Member] | |||
Concentration Risk [Line Items] | |||
Concentration risk, percentage | 12% | ||
Accounts Receivable [Member] | Customer D [Member] | |||
Concentration Risk [Line Items] | |||
Concentration risk, percentage | 12% |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 4 Months Ended | |||||
Apr. 14, 2023 | Apr. 02, 2021 | May 12, 2023 | May 12, 2023 | Mar. 31, 2023 | May 12, 2023 | Dec. 31, 2022 | Apr. 13, 2020 | |
Subsequent Event [Line Items] | ||||||||
Common stock, par value | $ 0.01 | $ 0.01 | ||||||
Proceeds from Issuance of Common Stock | $ 438,000 | |||||||
At The Market Offering Agreement | ||||||||
Subsequent Event [Line Items] | ||||||||
Proceeds from Issuance of Common Stock | $ 400,000 | |||||||
Shares issued (in shares) | 543,826 | |||||||
AGP | At The Market Offering Agreement | ||||||||
Subsequent Event [Line Items] | ||||||||
Common stock, par value | $ 0.01 | |||||||
Percentage of cash fee | 3% | |||||||
Aggregate authorized offering price | $ 50,000,000 | |||||||
Subsequent Events [Member] | ||||||||
Subsequent Event [Line Items] | ||||||||
Shares issued (in shares) | 72,712 | 5,202,561 | ||||||
Subsequent Events [Member] | At The Market Offering Agreement | ||||||||
Subsequent Event [Line Items] | ||||||||
Common stock, par value | $ 0.01 | |||||||
Aggregate authorized offering price | $ 5,800,000 | |||||||
Proceeds from Issuance of Common Stock | $ 15,600,000 | |||||||
Shares issued (in shares) | 500 | |||||||
Amount available for future sale of shares pursuant to the sales agreement | $ 5,800,000 | $ 5,800,000 | $ 5,800,000 | |||||
Subsequent Events [Member] | At The Market Offering Agreement | Maximum [Member] | ||||||||
Subsequent Event [Line Items] | ||||||||
Proceeds from Issuance of Common Stock | $ 1,000 | |||||||
Subsequent Events [Member] | AGP | At The Market Offering Agreement | ||||||||
Subsequent Event [Line Items] | ||||||||
Percentage of cash fee | 3% |