Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | ||
In Millions, except Share data, unless otherwise specified | Dec. 31, 2014 | Feb. 23, 2015 | Jun. 30, 2014 |
Document And Entity Information [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | FALSE | ||
Document Period End Date | 31-Dec-14 | ||
Document Fiscal Year Focus | 2014 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | NEO | ||
Entity Registrant Name | NEOGENOMICS INC | ||
Entity Central Index Key | 1077183 | ||
Current Fiscal Year End Date | -19 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Filer Category | Accelerated Filer | ||
Entity Common Stock, Shares Outstanding | 60,255,943 | ||
Entity Public Float | $138.90 |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
CURRENT ASSETS | ||
Cash and cash equivalents | $33,689 | $4,834 |
Accounts receivable, net | 20,475 | 18,653 |
Inventories | 2,616 | 2,301 |
Deferred income tax asset, net | 821 | 588 |
Other current assets | 1,141 | 1,115 |
Total current assets | 58,742 | 27,491 |
PROPERTY AND EQUIPMENT, NET | 15,082 | 9,694 |
INTANGIBLE ASSETS, NET | 4,212 | 2,577 |
GOODWILL | 2,929 | |
OTHER ASSETS | 141 | 154 |
TOTAL ASSETS | 81,106 | 39,916 |
CURRENT LIABILITIES | ||
Accounts payable | 6,294 | 4,177 |
Accrued compensation | 3,897 | 2,337 |
Accrued expenses and other liabilities | 1,208 | 741 |
Short-term portion of equipment capital lease obligations | 3,224 | 2,786 |
Revolving credit line | 4,282 | |
Total current liabilities | 14,623 | 14,323 |
LONG TERM LIABILITIES | ||
Long-term portion of equipment capital lease obligations | 5,257 | 3,294 |
Deferred income tax liability, net | 821 | 588 |
Total long term liabilities | 6,078 | 3,882 |
TOTAL LIABILITIES | 20,701 | 18,205 |
COMMITMENTS AND CONTINGENCIES (SEE NOTE I) | ||
STOCKHOLDERS' EQUITY | ||
Common stock, $.001 par value, (100,000,000 shares authorized; 60,242,818 and 49,118,373 shares issued and outstanding, respectively) | 60 | 49 |
Additional paid-in capital | 79,751 | 42,200 |
Accumulated deficit | -19,406 | -20,538 |
Total stockholders' equity | 60,405 | 21,711 |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $81,106 | $39,916 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
Statement of Financial Position [Abstract] | ||
Common stock, par value | $0.00 | $0.00 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 60,242,818 | 49,118,373 |
Common stock, shares outstanding | 60,242,818 | 49,118,373 |
Consolidated_Statements_of_Ope
Consolidated Statements of Operations (USD $) | 12 Months Ended | ||
Share data in Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Income Statement [Abstract] | |||
NET REVENUE | $87,069,000 | $66,467,000 | $59,867,000 |
COST OF REVENUE | 46,355,000 | 34,730,000 | 33,031,000 |
GROSS MARGIN | 40,714,000 | 31,737,000 | 26,836,000 |
OPERATING EXPENSES | |||
General and administrative | 23,808,000 | 17,397,000 | 15,843,000 |
Research and development | 2,689,000 | 2,440,000 | 2,281,000 |
Sales and marketing | 11,999,000 | 8,726,000 | 7,501,000 |
Total operating expenses | 38,496,000 | 28,563,000 | 25,625,000 |
INCOME FROM OPERATIONS | 2,218,000 | 3,174,000 | 1,211,000 |
INTEREST AND OTHER EXPENSE - NET | 929,000 | 989,000 | 1,146,000 |
INCOME BEFORE TAXES | 1,289,000 | 2,185,000 | 65,000 |
INCOME TAXES | 157,000 | 152,000 | 0 |
NET INCOME | $1,132,000 | $2,033,000 | $65,000 |
NET INCOME PER SHARE - Basic | $0.02 | $0.04 | $0 |
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING - Basic | 53,483 | 48,263 | 45,027 |
NET INCOME PER SHARE - Diluted | $0.02 | $0.04 | $0 |
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING - Diluted | 56,016 | 52,775 | 48,715 |
Consolidated_Statements_of_Sha
Consolidated Statements of Shareholders' Equity (USD $) | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Deficit [Member] |
In Thousands, except Share data | ||||
Balance at Dec. 31, 2011 | $5,897 | $43 | $28,490 | ($22,636) |
Balance, Shares at Dec. 31, 2011 | 43,416,200 | |||
Stock issuance fees and expenses | -38 | -38 | ||
Stock compensation expense - warrants | 153 | 153 | ||
Common stock issuance ESPP plan | 89 | 89 | ||
Common stock issuance ESPP plan, shares | 56,805 | 56,805 | ||
Issuance of stock for warrants | 262 | 262 | ||
Issuance of stock for warrants, shares | 250,066 | |||
Issuance of stock for stock options | 198 | 198 | ||
Net income | 65 | 65 | ||
Issuance of stock for stock options, shares | 197,209 | 197,209 | ||
Issuance of common stock for intangibles | 1,945 | 2 | 1,943 | |
Issuance of common stock for intangibles, shares | 1,360,000 | |||
Stock compensation expense - options | 645 | 645 | ||
Balance at Dec. 31, 2012 | 9,216 | 45 | 31,742 | -22,571 |
Balance, Shares at Dec. 31, 2012 | 45,280,280 | |||
Stock issuance fees and expenses | -1,037 | -1,037 | ||
Stock compensation expense - warrants | 263 | 263 | ||
Common stock issuance ESPP plan | 230 | 230 | ||
Common stock issuance ESPP plan, shares | 76,595 | 76,595 | ||
Issuance of stock for stock options | 372 | 1 | 371 | |
Net income | 2,033 | 2,033 | ||
Issuance of stock for stock options, shares | 438,998 | 438,998 | ||
Issuance of common stock for cash | 9,968 | 3 | 9,965 | |
Issuance of common stock for cash, net, shares | 3,322,500 | |||
Stock compensation expense - options | 666 | 666 | ||
Balance at Dec. 31, 2013 | 21,711 | 49 | 42,200 | -20,538 |
Balance, Shares at Dec. 31, 2013 | 49,118,373 | |||
Stock issuance fees and expenses | -2,776 | -2,776 | ||
Stock compensation expense - warrants | 51 | 51 | ||
Common stock issuance ESPP plan | 353 | 353 | ||
Stock compensation expense - options and restricted stock | 641 | 641 | ||
Common stock issuance ESPP plan, shares | 90,285 | 90,285 | ||
Issuance of stock for warrants | 456 | 1 | 455 | |
Issuance of stock for warrants, shares | 458,333 | |||
Issuance of restricted stock | 138,500 | |||
Issuance of stock for stock options | 1,807 | 2 | 1,805 | |
Net income | 1,132 | 1,132 | ||
Issuance of stock for stock options, shares | 2,387,327 | 2,387,327 | ||
Issuance of common stock for cash | 37,030 | 8 | 37,022 | |
Issuance of common stock for cash, net, shares | 8,050,000 | |||
Balance at Dec. 31, 2014 | $60,405 | $60 | $79,751 | ($19,406) |
Balance, Shares at Dec. 31, 2014 | 60,242,818 |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
CASH FLOWS FROM OPERATING ACTIVITIES | |||
Net income | $1,132 | $2,033 | $65 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation and amortization of property and equipment | 5,345 | 4,189 | 3,636 |
Amortization of intangibles | 295 | 223 | 182 |
Amortization of debt issue costs | 66 | 49 | 38 |
Stock based compensation - options and restricted stock | 641 | 666 | 645 |
Stock based compensation - warrants | 51 | 263 | 153 |
Provision for bad debts | 2,437 | 2,797 | 3,053 |
Changes in assets and liabilities, net: | |||
(Increase) in accounts receivable, net of write-offs | -2,770 | -7,416 | -9,192 |
(Increase) in inventories | -229 | -442 | -657 |
Decrease (increase) in other assets | 41 | -71 | 46 |
(Increase) decrease in other current assets | -25 | -932 | 96 |
Increase in accounts payable and other liabilities | 2,466 | 868 | 1,443 |
NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES | 9,450 | 2,227 | -492 |
CASH FLOWS FROM INVESTING ACTIVITIES | |||
Purchases of intangible assets | -1,037 | ||
Acquisition, net of cash acquired | -5,830 | ||
Purchases of property and equipment | -3,772 | -2,011 | -2,615 |
NET CASH USED IN INVESTING ACTIVITIES | -9,602 | -2,011 | -3,652 |
CASH FLOWS FROM FINANCING ACTIVITIES | |||
(Repayments to) advances from revolving credit facility | -4,282 | -4,177 | 4,560 |
Restricted cash | 500 | ||
Repayment of capital lease obligations | -3,581 | -2,606 | -2,187 |
Issuance of common stock for the exercise of options, warrants and ESPP shares | 2,616 | 515 | 511 |
Issuance of common stock for cash , net of transaction expenses | 34,254 | 9,018 | |
NET CASH PROVIDED BY FINANCING ACTIVITIES | 29,007 | 2,750 | 3,384 |
NET CHANGE IN CASH AND CASH EQUIVALENTS | 28,855 | 2,966 | -760 |
CASH AND CASH EQUIVALENTS, BEGINNING OF YEAR | 4,834 | 1,868 | 2,628 |
CASH AND CASH EQUIVALENTS, END OF YEAR | 33,689 | 4,834 | 1,868 |
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION | |||
Interest paid | 981 | 945 | 1,108 |
Income taxes paid | 177 | 17 | |
Equipment leased under capital lease obligations | 5,884 | 3,377 | 2,782 |
Common stock issued for intangible asset purchase | $1,945 |
Nature_of_Business_and_Basis_o
Nature of Business and Basis of Presentation | 12 Months Ended |
Dec. 31, 2014 | |
Accounting Policies [Abstract] | |
Nature of Business and Basis of Presentation | NOTE A – NATURE OF BUSINESS AND BASIS OF PRESENTATION |
NeoGenomics, Inc., a Nevada corporation (the “Parent” or the “Parent Company”), and its subsidiaries, NeoGenomics Laboratories, Inc., a Florida corporation (“NEO”, “NeoGenomics Laboratories”) and Path Labs LLC., a Delaware Limited Liability Corporation (“Path Logic”) (collectively referred to as “we”, “us”, “our”, “NeoGenomics”, or the “Company”), operates as a certified “high complexity” clinical laboratory in accordance with the federal government’s Clinical Laboratory Improvement Act, as amended (“CLIA”), and is dedicated to the delivery of clinical diagnostic services to pathologists, oncologists, urologists, hospitals, and other laboratories throughout the United States. | |
The accompanying consolidated financial statements include the accounts of the Parent and the Subsidiaries. All significant intercompany accounts and balances have been eliminated in consolidation. | |
We have one reportable operating segment that delivers testing services to hospitals, pathologists, oncologists, other clinicians and researchers and represents 100% of the Company’s consolidated assets, net revenues and net income for each of the three years ended December 31, 2014. Also, at December 31, 2014, all of our services were provided within the United States and all of our assets were located in the United States. |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Accounting Policies [Abstract] | |||||||||||||
Summary of Significant Accounting Policies | NOTE B – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ||||||||||||
Use of Estimates | |||||||||||||
The Company prepares its consolidated financial statements in conformity with accounting principles generally accepted in the United States of America. These principles require management to make estimates, judgments and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses, together with amounts disclosed in the related notes to the consolidated financial statements. Actual results and outcomes may differ from management’s estimates, judgments and assumptions. Significant estimates, judgments and assumptions used in these consolidated financial statements include, but are not limited to, those related to revenues, accounts receivable and related allowances, contingencies, useful lives and recovery of long-term assets and intangible assets, income taxes and valuation allowances, stock-based compensation and impairment analysis of goodwill. These estimates, judgments, and assumptions are reviewed periodically and the effects of material revisions in estimates are reflected in the consolidated financial statements prospectively from the date of the change in estimate. | |||||||||||||
Revenue Recognition | |||||||||||||
The Company recognizes revenues when (a) the price is fixed or determinable, (b) persuasive evidence of an arrangement exists, (c) the service is performed and (d) collectability of the resulting receivable is reasonably assured. | |||||||||||||
The Company’s specialized diagnostic services are performed based on a written test requisition form or electronic equivalent and revenues are recognized once the diagnostic services have been performed, and the results have been delivered to the ordering physician. These diagnostic services are billed to various payers, including Medicare, commercial insurance companies, other directly billed healthcare institutions such as hospitals and clinics, and individuals. The Company reports revenues from contracted payers, including Medicare, certain insurance companies and certain healthcare institutions, based on the contractual rate, or in the case of Medicare, published fee schedules. The Company reports revenues from non-contracted payers, including certain insurance companies and individuals, based on the amount expected to be collected. The difference between the amount billed and the amount estimated to be collected from non-contracted payers is recorded as a contractual allowance to arrive at the reported net revenues. The expected revenues from non-contracted payers are based on the historical collection experience of each payer or payer group, as appropriate. The Company records revenues from patient pay tests net of a large discount and as a result recognizes minimal revenue on those tests. The Company regularly reviews its historical collection experience for non-contracted payers and adjusts its expected revenues for current and subsequent periods accordingly. | |||||||||||||
The table below shows the adjustments made to gross service revenue to arrive at net revenues, the amount reported on our statement of operations (in thousands): | |||||||||||||
For the Years Ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Gross Service Revenues | $ | 224,460 | $ | 173,784 | $ | 157,591 | |||||||
Total Contractual Adjustments and Discounts | (137,391 | ) | (107,317 | ) | (97,724 | ) | |||||||
Net Service Revenues | $ | 87,069 | $ | 66,467 | $ | 59,867 | |||||||
Cost of Revenue | |||||||||||||
Cost of revenue includes payroll and payroll related costs for performing tests, depreciation of laboratory equipment, rent for laboratory facilities, laboratory reagents, probes and supplies, and delivery and courier costs relating to the transportation of specimens to be tested. | |||||||||||||
Shipping Costs | |||||||||||||
The Company has a significant expense related to shipping specimens to our facility for testing and this cost is for contract couriers, commercial airline flights and charges from Federal Express to ship specimens to our facility. We had approximately $3.0 million, $2.9 million and $3.1 million in shipping expense for the years ended December 31, 2014, 2013 and 2012, respectively, and these costs were included in our cost of revenue. | |||||||||||||
Advertising Costs | |||||||||||||
Advertising costs are expensed at the time they were incurred and are not material for the years ended December 31, 2014, 2013 and 2012. | |||||||||||||
Research and Development | |||||||||||||
Research and development (“R&D”) costs are expensed as incurred. R&D expenses consist of cash and equity compensation and benefits for R&D personnel, amortization of intangibles, supplies, inventory and payment for samples to complete validation studies. These expenses were incurred to develop new genetic tests. | |||||||||||||
Accounts Receivable and Allowance for Doubtful Accounts | |||||||||||||
Accounts receivable are comprised of amounts due from sales of the Company’s specialized diagnostic services and are recorded at the invoiced amount, net of discounts and contractual allowances. The allowance for doubtful accounts is estimated based on the aging of accounts receivable with each payer category and the historical data on bad debts in these aging categories. In addition, the allowance is adjusted periodically for other relevant factors, including regularly assessing the state of our billing operations in order to identify issues which may impact the collectability of receivables or allowance estimates. Revisions to the allowance are recorded as an adjustment to bad debt expense within general and administrative expenses. After appropriate collection efforts have been exhausted, specific receivables deemed to be uncollectible are charged against the allowance in the period they are deemed uncollectible. Recoveries of receivables previously written-off are recorded as credits to the allowance. Our estimates of net revenue are subject to change based on the contractual status and payment policies of the third party payers with whom we deal. We regularly refine our estimates in order to make our estimated revenue as accurate as possible based on our most recent collection experience with each third party payer. | |||||||||||||
Changes in the allowance for doubtful accounts are as follows (in thousands): | |||||||||||||
Years Ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Beginning balance – Allowance for Doubtful Accounts | $ | 4,540 | $ | 3,002 | $ | 2,150 | |||||||
Provision for doubtful accounts | 2,437 | 2,797 | 3,053 | ||||||||||
Write-offs | (2,797 | ) | (1,259 | ) | (2,201 | ) | |||||||
Ending balance – Allowance for Doubtful Accounts | $ | 4,180 | $ | 4,540 | $ | 3,002 | |||||||
Statements of Cash Flows | |||||||||||||
For purposes of the consolidated statements of cash flows, we consider all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. | |||||||||||||
Fair Value of Financial Instruments and Concentrations of Credit Risk | |||||||||||||
The carrying value of cash and cash equivalents, accounts receivable, accounts payable, accrued expenses and other liabilities, and other current assets and liabilities are considered reasonable estimates of their respective fair values due to their short-term nature. The Company maintains its cash and cash equivalents with domestic financial institutions that the Company believes to be of high credit standing. The Company believes that, as of December 31, 2014, its concentration of credit risk related to cash and cash equivalents was not significant. The carrying value of the Company’s long-term capital lease obligations approximates its fair value based on the current market conditions for similar instruments. | |||||||||||||
Concentrations of credit risk with respect to revenue and accounts receivable are primarily limited to certain clients and geographies to which the Company provides a significant volume of its services, and to specific payers of our services such as Medicare and individual insurance companies. The Company’s client base consists of a large number of geographically dispersed clients diversified across various customer types. For the years ended December 31, 2014, 2013 and 2012, a large oncology practice with multiple locations accounted for 10.1%, 15.8% and 14.9%, respectively, of total revenue. All other clients were less than 5% of total revenue individually. For the years ended December 31, 2014, 2013 and 2012, revenue derived from the State of Florida accounted for 25.8%, 30.6% and 33.6%, respectively, of total revenue. | |||||||||||||
Inventories | |||||||||||||
Inventories, which consist principally of testing supplies, are valued at the lower of cost or market, using the first-in, first-out method (FIFO). | |||||||||||||
Other Current Assets | |||||||||||||
As of December 31, 2014 and 2013, other current assets consist primarily of prepaid expenses. | |||||||||||||
Property and Equipment | |||||||||||||
Property and equipment are recorded at cost, net of accumulated depreciation and amortization. Property and equipment generally includes purchases of items with a cost greater than $1,000 and a useful life greater than one year. Depreciation and amortization are computed on the straight line basis over the estimated useful lives of the assets. Leasehold improvements and property and equipment under capital leases are amortized over the shorter of the related lease terms or their estimated useful lives. Costs incurred in connection with the development of internal-use software are capitalized in accordance with the accounting standard for internal-use software, and are amortized over the expected useful life of the software. | |||||||||||||
The Company periodically reviews the estimated useful lives of property and equipment. Changes to the estimated useful lives are recorded prospectively from the date of the change. Upon retirement or sale, the cost of the assets disposed of and the related accumulated depreciation are removed from the accounts and any resulting gain or loss is included in income (loss) from operations. Repairs and maintenance costs are expensed as incurred. | |||||||||||||
Intangible Assets | |||||||||||||
Intangible assets with finite useful lives are recorded at fair value or cost, less accumulated amortization. We have four classes of intangible assets and each class of intangible assets is amortized over its estimated service period from service date for thirteen years or through the weighted average patent expiration date of each class of patents or the period of economic benefit using the straight-line method. We periodically review the estimated pattern in which the economic benefits will be consumed and adjust the amortization period and pattern to match our estimate. The Company’s intangible assets are related to the customer relationships acquired through the acquisition of Path Labs, LLC and to our license agreement with Health Discovery Corporation. | |||||||||||||
Goodwill | |||||||||||||
The Company evaluates goodwill on an annual basis in the fourth quarter or more frequently if management believes indicators of impairment exist. Such indicators could include, but are not limited to (1) a significant adverse change in legal factors or in business climate, (2) unanticipated competition, or (3) an adverse action or assessment by a regulator. The Company first assesses qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount, including goodwill. If management concludes that it is more likely than not that the fair value of a reporting unit is less than its carrying amount, management conducts a two-step quantitative goodwill impairment test. The first step of the impairment test involves comparing the fair value of the applicable reporting unit with its carrying value. The Company estimates the fair values of its reporting units using a combination of the income, or discounted cash flows, approach and the market approach, which utilizes comparable companies’ data. If the carrying amount of a reporting unit exceeds the reporting unit’s fair value, management performs the second step of the goodwill impairment test. The second step of the goodwill impairment test involves comparing the implied fair value of the affected reporting unit’s goodwill with the carrying value of that goodwill. The amount, by which the carrying value of the goodwill exceeds its implied fair value, if any, is recognized as an impairment loss. The Company’s evaluation of goodwill completed during the year resulted in no impairment losses. | |||||||||||||
Recoverability and Impairment of Long-Lived Assets | |||||||||||||
The Company reviews the recoverability of its long-lived assets (property and equipment, and intangible assets) if events or changes in circumstances indicate the assets may be impaired. Evaluation of possible impairment is based on the Company’s ability to recover the asset from the expected future pretax cash flows (undiscounted and without interest charges) of the related operations. If the expected undiscounted pretax cash flows are less than the carrying amount of such asset, an impairment loss is recognized for the difference between the estimated fair value and carrying amount of the asset. No impairment loss was recognized in the years ended December 31, 2014, 2013 and 2012. We believe the carrying values of our long-lived assets are recoverable at December 31, 2014. | |||||||||||||
Income Taxes | |||||||||||||
We compute income taxes in accordance with ASC Topic 740, Income Taxes. Under ASC Topic 740, deferred taxes are recognized for the tax consequences of temporary differences by applying enacted statutory rates applicable to future years to differences between the financial statement carrying amounts and the tax bases of existing assets and liabilities. Also, the effect on deferred taxes of a change in tax rates is recognized in income in the period that included the enactment date. Temporary differences between financial and tax reporting arise primarily from the use of different depreciation methods and lives for property and equipment and recognition of bad debts and various other expenses that have been allowed for or accrued for financial statement purposes but are not currently deductible for income tax purposes. | |||||||||||||
The provision for income taxes, including the effective tax rate and analysis of potential tax exposure items, if any, requires significant judgment and expertise in federal and state income tax laws, regulations and strategies, including the determination of deferred tax assets and liabilities and any estimated valuation allowances deemed necessary to recognize deferred tax assets at an amount that is more likely than not to be realized. We evaluate quarterly tax positions that have been taken or are expected to be taken in our tax returns, and record a liability for uncertain tax positions, if deemed necessary. We follow a two-step approach to recognizing and measuring uncertain tax positions. First, tax positions are recognized if the weight of available evidence indicates that it is more likely than not that the position will be sustained upon examination, including resolution of related appeals or litigation processes, if any. Second, the tax position is measured as the largest amount of tax benefit that has a greater than 50% likelihood of being realized upon settlement. We recognize interest and penalties related to unrecognized tax benefits in the provision for income taxes in the accompanying consolidated financial statements. During the years ended December 31, 2014, 2013 and 2012, we do not believe we had any significant uncertain tax positions nor did we have any provision for interest or penalties related to such positions. | |||||||||||||
Stock-Based Compensation | |||||||||||||
We account for option and stock awards under the Amended Plan in accordance with ASC Topic 718, Compensation – Stock Compensation, which requires the measurement and recognition of compensation expense in the Company’s consolidated statements of operations for all share-based option and stock awards, based on estimated grant-date fair values. | |||||||||||||
ASC Topic 718 requires us to estimate the fair value of stock-based option awards on the date of grant using an option-pricing model. The grant-date fair value of the award is recognized as expense over the requisite service period using the straight-line method. In accordance with ASC Topic 718, the estimated stock-based compensation expense to be recognized is reduced by stock option forfeitures. | |||||||||||||
We estimate the grant-date fair value of stock-based option awards using a trinomial lattice model. This model is affected by our stock price on the date of the grant as well as assumptions regarding a number of highly complex and subjective variables. These variables include the expected term of the option, expected risk-free rates of return, the expected volatility of our common stock, and expected dividend yield, each of which is more fully described below. The assumptions for expected term and expected volatility are the two assumptions that significantly affect the grant date fair value. | |||||||||||||
Expected Term: The expected term of an option is the period of time that the option is expected to be outstanding. The average expected term is determined using a trinomial lattice simulation model. | |||||||||||||
Risk-free Interest Rate: We base the risk-free interest rate used in the trinomial lattice valuation method on the implied yield at the grant date of the U.S. Treasury zero-coupon issue with an equivalent term to the stock-based award being valued. Where the expected term of a stock-based award does not correspond with the term for which a zero coupon interest rate is quoted, we use the nearest interest rate from the available maturities. | |||||||||||||
Expected Stock Price Volatility: We use our own historical weekly volatility because that is more reflective of market conditions. | |||||||||||||
Dividend Yield: Because we have never paid a dividend and do not expect to begin doing so in the foreseeable future, we have assumed a 0% dividend yield in valuing our stock-based awards. | |||||||||||||
Tax Effects of Stock-Based Compensation | |||||||||||||
We will only recognize a tax benefit from windfall tax deductions for stock-based awards in additional paid-in capital if an incremental tax benefit is realized after all other tax attributes currently available have been utilized. | |||||||||||||
Net Income Per Common Share | |||||||||||||
Basic net income per share is computed using the weighted average number of common shares outstanding during the applicable period. Diluted net income per share is computed using the weighted average number of common shares outstanding during the applicable period, plus the dilutive effect of potential common stock. Potential common stock consists of shares issuable pursuant to stock options and warrants. Calculations of net income per share are done using the treasury stock method. | |||||||||||||
Recent Pronouncements | |||||||||||||
In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-09, Revenues from Contracts with Customers. The update calls for a number of revisions in the revenue recognition rules. The update is effective for annual reporting periods beginning after December 15, 2016, including interim periods within that reporting period. Early application is not permitted. Entities may use a full retrospective approach or report the cumulative effect as of the date of adoption. The Company is currently reviewing this update and has not yet determined the effect this may have on our consolidated financial statements. |
Property_and_Equipment_Net
Property and Equipment, Net | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Property, Plant and Equipment [Abstract] | |||||||||||||
Property and Equipment, Net | NOTE C – PROPERTY AND EQUIPMENT, NET | ||||||||||||
Property and equipment consisted of the following at December 31, 2014 and 2013 (in thousands): | |||||||||||||
2014 | 2013 | Estimated | |||||||||||
Useful | |||||||||||||
Lives in | |||||||||||||
Years | |||||||||||||
Equipment | $ | 19,604 | $ | 13,848 | 7-Mar | ||||||||
Leasehold improvements | 3,541 | 2,258 | 5-Feb | ||||||||||
Furniture and fixtures | 1,982 | 1,087 | 7 | ||||||||||
Computer hardware | 4,249 | 2,680 | 3 | ||||||||||
Computer software | 5,033 | 3,265 | 3-Feb | ||||||||||
Assets not yet placed in service | 495 | 1,034 | — | ||||||||||
Subtotal | 34,904 | 24,172 | |||||||||||
Less accumulated depreciation and amortization | (19,822 | ) | (14,478 | ) | |||||||||
Property and equipment, net | $ | 15,082 | $ | 9,694 | |||||||||
Depreciation and amortization expense on property and equipment, including leased assets in each period was as follows (in thousands): | |||||||||||||
For the years ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Depreciation and amortization expense | $ | 5,345 | $ | 4,189 | $ | 3,636 | |||||||
In our consolidated statements of operations, we recorded approximately $3,516, $2,985 and $2,800 of depreciation and amortization in cost of revenue for the years ended December 31, 2014, 2013 and 2012, respectively, and we recorded $1,829, $1,204 and $836 of depreciation and amortization in general and administrative expenses for the years ended December 31, 2014, 2013 and 2012, respectively. | |||||||||||||
Property and equipment under capital leases, included above, consists of the following at December 31, 2014 and 2013 (in thousands): | |||||||||||||
2014 | 2013 | ||||||||||||
Equipment | $ | 8,729 | $ | 7,885 | |||||||||
Furniture and fixtures | 1,250 | 575 | |||||||||||
Computer hardware | 2,454 | 1,607 | |||||||||||
Computer software | 523 | 306 | |||||||||||
Leasehold Improvements | 44 | 134 | |||||||||||
Subtotal | 13,000 | 10,507 | |||||||||||
Less accumulated depreciation and amortization | (4,959 | ) | (5,038 | ) | |||||||||
Property and equipment under capital leases, net | $ | 8,041 | $ | 5,469 | |||||||||
Acquisitions
Acquisitions | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Business Combinations [Abstract] | |||||||||||||
Acquisitions | NOTE D – ACQUISITIONS | ||||||||||||
On July 8, 2014, the Company entered into a membership interest purchase agreement with Path Labs, LLC d/b/a Path Logic, a Delaware limited liability company (“Path Logic”), and Path Labs Holdings, LLC, a Delaware limited liability company (“PL Holdings”), whereby the Company acquired all of the outstanding equity ownership interests in Path Logic from PL Holdings for a purchase price (in thousands) of $5,908. NeoGenomics Laboratories paid the purchase price using cash on hand and borrowings on its revolving credit facility. | |||||||||||||
The following table summarizes the estimated fair values of the assets acquired and liabilities assumed at the acquisition date of July 8, 2014 (in thousands): | |||||||||||||
July 8, 2014 | Measurement | July 8, 2014 | |||||||||||
(As Initially | Period | (As Adjusted) | |||||||||||
Reported) | Adjustments | ||||||||||||
Current assets, including cash and cash equivalents | $ | 1,881 | $ | (159 | ) | $ | 1,722 | ||||||
Property, plant and equipment | 804 | (227 | ) | 577 | |||||||||
Identifiable intangible assets – customer relationships | 1,860 | 70 | 1,930 | ||||||||||
Long term deposits | — | 28 | 28 | ||||||||||
Goodwill | 2,561 | 368 | 2,929 | ||||||||||
Total assets acquired | 7,106 | 80 | 7,186 | ||||||||||
Current liabilities | (1,185 | ) | 5 | (1,180 | ) | ||||||||
Long-term liabilities | (13 | ) | (85 | ) | (98 | ) | |||||||
Net assets acquired | $ | 5,908 | $ | — | $ | 5,908 | |||||||
The above estimated fair values of assets acquired and liabilities assumed are based on the information that was available as of the acquisition date to estimate the fair value of assets acquired and liabilities assumed. As of December 31, 2014, the Company’s measurement period adjustments are complete. | |||||||||||||
Acquired intangible assets of $1.93 million consist of customer relationships which are being amortized over thirteen years. We recorded approximately $71,000 of amortization expense in the year ended December 31, 2014. | |||||||||||||
The estimated amortization expense related to the acquired intangible assets for each of the five succeeding fiscal years and thereafter as of December 31, 2014 is as follows (in thousands): | |||||||||||||
Years Ending December 31, | |||||||||||||
2015 | $ | 148 | |||||||||||
2016 | 148 | ||||||||||||
2017 | 148 | ||||||||||||
2018 | 148 | ||||||||||||
2019 | 148 | ||||||||||||
Thereafter | 1,119 | ||||||||||||
Total | $ | 1,859 | |||||||||||
The goodwill arising from the acquisition of Path Logic includes revenue synergies as a result of our existing customers and Path Logic’s customers having access to each other’s testing menus and capabilities. It also arises from the new product lines which Path Logic adds to the Company’s product portfolio. The total amount of goodwill which is expected to be deductible for tax purposes is approximately $3.7 million, which will be amortized on our tax returns over 15 years. | |||||||||||||
We incurred approximately $361,000 of due diligence and transaction related expenses for the acquisition of Path Logic during the year ended December 31, 2014. These costs included pre-acquisition due diligence costs and transaction related expenses. These costs were included in general and administrative expenses in our consolidated statements of operations for the year ended December 31, 2014. | |||||||||||||
The following unaudited pro forma information (in thousands) have been provided for illustrative purposes only and are not necessarily indicative of results that would have occurred had the Acquisition been in effect since January 1, 2013, nor are they necessarily indicative of future results. | |||||||||||||
Years Ended December 31, | |||||||||||||
(unaudited) | |||||||||||||
2014 | 2013 | ||||||||||||
Revenue | $ | 91,993 | $ | 76,305 | |||||||||
Net income (loss) | $ | 549 | $ | (3,340 | ) | ||||||||
Earnings (loss) per share | |||||||||||||
Basic | $ | 0.01 | $ | (0.07 | ) | ||||||||
Diluted | $ | 0.01 | $ | (0.07 | ) | ||||||||
The unaudited pro forma consolidated results during the years ended December 31, 2014 and 2013 have been prepared by adjusting our historical results to include the Acquisition as if it occurred on January 1, 2013. These unaudited pro forma consolidated historical results were then adjusted for the following: | |||||||||||||
• | adjustments to reflect the impact of $361,000 of transaction costs related to the 2014 acquisition of Path Logic as of January 1, 2013, | ||||||||||||
• | a net reduction in amortization expense during the years ended December 31, 2014 and 2013 due to decreased intangible assets recorded related to the acquisition, | ||||||||||||
• | a net reduction in interest expense during the years ended December 31, 2014 and 2013 as we did not acquire the existing debt from the acquisition offset by our interest expense on net borrowings under capital leases and notes payable, | ||||||||||||
• | a net reduction in depreciation expense during the years ended December 31, 2014 and 2013 due to decreased fixed asset values recorded related to the acquisition, | ||||||||||||
• | a net reduction in general and administrative expenses for the years ended December 31, 2014 and 2013 to remove the management fees from the private equity company and the Chief Executive Officer’s salary from the results, | ||||||||||||
• | a net reduction to adjust for the tax effect of the losses that were acquired which is based on an estimate of the state income taxes and federal alternate minimum tax which would not be required. | ||||||||||||
As noted above, the unaudited pro forma results of operations do not purport to be indicative of the actual results that would have been achieved by the combined company for the periods presented or that may be achieved by the combined company in the future. |
Intangible_Assets
Intangible Assets | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | |||||||||||||||||
Intangible Assets | NOTE E – INTANGIBLE ASSETS | ||||||||||||||||
As a result of the acquisition of Path Logic in July 2014 (See Note D), we recorded $1.93 million of customer relationships as an intangible asset and we are amortizing these customer relationships over a thirteen year period. | |||||||||||||||||
On January 6, 2012, we entered into a Master License Agreement (the “License Agreement”) with Health Discovery Corporation, a Georgia corporation (“HDC”). We were granted an exclusive worldwide license to certain of HDC’s “Licensed Patents” and “Licensed Know-How” (as defined in the License Agreement) to, among other things, use, develop, make, have made, sell, offer to sell, modify, and commercially exploit “Licensed Uses” (as defined in the License Agreement) and “Licensed Products” (as defined in the License Agreement), in the fields of laboratory testing, molecular diagnostics, clinical pathology, anatomic pathology and digital image analysis (excluding non-pathology-related radiologic and photographic image analysis) relating to the development, marketing production or sale of any “Laboratory Developed Tests” or LDTs (as defined in the License Agreement) or other products used for diagnosing, ruling out, predicting a response to treatment, and/or monitoring treatment of any or all hematopoietic and solid tumor cancers excluding cancers affecting the retina and breast cancer (collectively with certain other qualifications as defined in the License Agreement, the “Field” or “Field of Use”); provided, that the exclusion for breast cancer shall be in effect only so long as that certain license agreement between HDC and the licensee of the technology for breast cancer applications is in full force and effect and such licensee is not in material breach of any its obligations under that agreement. | |||||||||||||||||
The License Agreement allows us, among other things, to develop and sell, without limitation, any gene, gene-product or protein-based LDTs using HDC’s technology in the Field and provides for sublicensing rights and the assignment of the License Agreement, in whole or in part, in our sole discretion. The License Agreement further provides us with access to certain HDC personnel and consulting resources in the fields of mathematics and in genetic and molecular test development. The Licensed Know-How also includes, among other things, certain tests, algorithms and computer software which have already been developed by HDC. | |||||||||||||||||
The License Agreement is subject to two one-year extensions per product if needed, including LDTs for prostate, colon and pancreatic cancer and software to automate the interpretation of cytogenetics and flow cytometry (collectively, the “Initial Licensed Products”). | |||||||||||||||||
If we have not generated $5.0 million of net revenue from products, services and sublicensing arrangements pursuant to the License Agreement by January 5, 2017, HDC may, at its option, revoke the exclusivity with respect to any one or more of the Initial Licensed Products, subject to certain conditions. | |||||||||||||||||
In addition, the License Agreement provides for milestone payments to HDC, in cash or stock, based on sublicensing revenue and revenue generated from products developed as a result of the License Agreement. Milestone payments are in increments of $500,000 for every $2,000,000 in GAAP revenue recognized by us up to a total of $5,000,000 in potential milestone payments. After $20,000,000 in cumulative GAAP revenue has been recognized by us, HDC will receive a royalty of (i) 6.5% (subject to adjustment under certain circumstances) of Net Revenue (as defined in the License Agreement) generated from all Licensed Uses except for the cytogenetics and flow cytometry interpretation system and (ii) a royalty of 50% of Net Revenue (after the recoupment of certain development and commercialization costs) that we derive from any sublicensing arrangements for the cytogenetics and flow cytometry interpretation system. We have not made any milestone payments to HDC. | |||||||||||||||||
Intangible assets as of December 31, 2014 and 2013 consisted of the following (in thousands): | |||||||||||||||||
December 31, 2014 | |||||||||||||||||
Amortization | COST | Accumulated | Net | ||||||||||||||
Period | Amortization | ||||||||||||||||
Customer Relationships | 156 months | $ | 1,930 | $ | 71 | $ | 1,859 | ||||||||||
Support Vector Machine (SVM) technology | 108 months | 500 | 167 | 333 | |||||||||||||
Laboratory developed test (LDT) technology | 164 months | 1,482 | 297 | 1,185 | |||||||||||||
Flow Cytometry and Cytogenetics technology | 202 months | 1,000 | 165 | 835 | |||||||||||||
Total | $ | 4,912 | $ | 700 | $ | 4,212 | |||||||||||
31-Dec-13 | |||||||||||||||||
Amortization | COST | Accumulated | Net | ||||||||||||||
Period | Amortization | ||||||||||||||||
Support Vector Machine (SVM) technology | 108 months | $ | 500 | $ | 112 | $ | 388 | ||||||||||
Laboratory developed test (LDT) technology | 164 months | 1,482 | 188 | 1,294 | |||||||||||||
Flow Cytometry and Cytogenetics technology | 202 months | 1,000 | 105 | 895 | |||||||||||||
Total | $ | 2,982 | $ | 405 | $ | 2,577 | |||||||||||
The Company recorded amortization expense of intangible assets in the consolidated statements of operations as follows (in thousands): | |||||||||||||||||
For the Years Ended December 31, | |||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||
Amortization of intangible assets | $ | 295 | $ | 223 | $ | 182 | |||||||||||
The Company recorded amortization expense from customer relationships as a general and administrative expense. We will continue to record the amortization of the Support Vector Machine (SVM) technology, the Laboratory developed tests (LDT) technology and the Flow Cytometry and Cytogenetics technology intangibles as a research and development expense until the time that we have products, services or cost savings directly attributable to these intangible assets that would require that it be recorded in cost of goods sold. | |||||||||||||||||
The estimated amortization expense related to amortizable intangible assets for each of the five succeeding fiscal years and thereafter as of December 31, 2014 is as follows (in thousands): | |||||||||||||||||
Years Ending December 31, | |||||||||||||||||
2015 | $ | 371 | |||||||||||||||
2016 | 371 | ||||||||||||||||
2017 | 371 | ||||||||||||||||
2018 | 371 | ||||||||||||||||
2019 | 371 | ||||||||||||||||
Thereafter | 2,357 | ||||||||||||||||
Total | $ | 4,212 | |||||||||||||||
Income_Taxes
Income Taxes | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Income Tax Disclosure [Abstract] | |||||||||
Income Taxes | NOTE F – INCOME TAXES | ||||||||
Significant components of the provision for income taxes for the years ended December 31, 2014 and 2013 is as follows (in thousands): | |||||||||
2014 | 2013 | ||||||||
Current: | |||||||||
Federal | $ | 113 | $ | 93 | |||||
State | 44 | 59 | |||||||
Total Current Provision | $ | 157 | $ | 152 | |||||
We recorded no provision for income taxes for the year ended December 31, 2012. | |||||||||
A reconciliation of the differences between the effective tax rate and the federal statutory tax rate for the years ended December 31, 2014 and 2013 is as follows: | |||||||||
2014 | 2013 | ||||||||
Federal Statutory Tax Rate | 34 | % | 34 | % | |||||
State Income Taxes, net of Federal Income Tax Benefit | 3.37 | % | 1.77 | % | |||||
Non-deductible expenses | 5.89 | % | 1.89 | % | |||||
Non-deductible stock options and warrants | 4 | % | 14.45 | % | |||||
Non-deductible tax expense | 8.79 | % | — | % | |||||
Prior year adjustments for stock compensation | (27.93 | )% | — | % | |||||
Other, net | — | % | 0.26 | % | |||||
Valuation allowance | (15.96 | )% | (45.44 | )% | |||||
Effective Tax Rate | 12.16 | % | 6.93 | % | |||||
The prior year adjustments in the rate reconciliation for 2014 primarily relate to the recognition of deferred tax assets for Non-qualified stock options from prior years, although such deferred tax assets would be fully reserved by a valuation allowance. | |||||||||
The valuation allowances are required to be allocated between the current and noncurrent classifications depending on the division of deferred tax assets between current and noncurrent classifications. At December 31, 2014 and 2013, our current and non-current deferred income tax assets and liabilities consisted of the following (in thousands): | |||||||||
2014 | 2013 | ||||||||
Current deferred income tax assets: | |||||||||
Allowance for doubtful accounts | $ | 1,548 | $ | 1,741 | |||||
Accrued vacation | 334 | 243 | |||||||
AMT credit | — | 93 | |||||||
Other | 38 | 30 | |||||||
Subtotal | 1,920 | 2,107 | |||||||
Less valuation allowance | (1,099 | ) | (1,519 | ) | |||||
Total Net Current Deferred Income Tax Assets | $ | 821 | $ | 588 | |||||
Non-Current deferred income tax assets (liabilities): | |||||||||
Net operating loss carry-forwards | $ | 1,336 | $ | 1,240 | |||||
AMT credit | 96 | — | |||||||
Nonqualified stock options and warrants | 560 | — | |||||||
Accumulated depreciation and amortization | (1,672 | ) | (933 | ) | |||||
Subtotal | 320 | 307 | |||||||
Less valuation allowance | (1,141 | ) | (895 | ) | |||||
Total Net Non-current Deferred Income Tax Liability | (821 | ) | (588 | ) | |||||
Net Deferred Income Tax Asset / (Liability) | $ | — | $ | — | |||||
At December 31, 2014 and 2013, the Company had federal net operating loss carry forwards of approximately $8.2 million and $3.4 million, respectively and state net operating loss carry forwards of approximately $2.3 million and $1.2 million, respectively. The net operating loss amount differs from the recorded deferred tax asset due to the Company not recording the windfall benefit on the exercise of options. Assuming our net operating loss carry forwards are not disallowed because of certain “change in control” provisions of the Internal Revenue Code, these net operating loss carry forwards expire in various years beginning in the year ending December 31, 2028. However, we have established a valuation allowance to fully reserve our net deferred income tax assets as such assets did not meet the more likely than not recognition standard established by ASC Topic 740. Although we posted pre-tax income in 2013 and 2014, due to the unsettled circumstances around reimbursement reductions in 2015, which includes further Medicare rate reductions and the fact that we believe that most commercial insurance companies will follow Medicare’s lead and will reduce reimbursement for the effected Medicare CPT codes, we believe that our profitability for 2015 is not reasonably assured and thus we continued to record the full valuation allowance against our net deferred tax assets at December 31, 2014. Our valuation allowance decreased by $174,000 and $552,000 during the years ended December 31, 2014 and 2013, respectively. | |||||||||
We file income tax returns in the U.S. federal jurisdiction and in various state jurisdictions. Tax regulations within each jurisdiction are subject to the interpretation of the related tax laws and regulations and require significant judgment to apply. For federal and state purposes, we have open tax years from the tax years ended December 31, 2008 to December 31, 2014. We are not currently subject to any ongoing income tax examinations. | |||||||||
We have examined our current and past tax positions taken, and have concluded that it is more likely than not these tax positions will be sustained in the event of an examination and that there would be no material impact to our effective tax rate. As of December 31, 2014, 2013, and 2012, we had no unrecognized tax benefits. In the event interest or penalties will be accrued, our policy is to include these amounts related to unrecognized tax benefits in income tax expense. As of December 31, 2014, we had no accrued interest or penalties related to uncertain tax positions. |
Net_Income_Per_Share
Net Income Per Share | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Earnings Per Share [Abstract] | |||||||||||||
Net Income Per Share | NOTE G – NET INCOME PER SHARE | ||||||||||||
The following table provides the computation of basic and diluted net income per share for the years ended December 31, 2014, 2013 and 2012 (in thousands, except per share amounts): | |||||||||||||
Year Ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Net income | $ | 1,132 | $ | 2,033 | $ | 65 | |||||||
Basic weighted average shares outstanding | 53,483 | 48,263 | 45,027 | ||||||||||
Effect of potentially dilutive securities | 2,533 | 4,512 | 3,688 | ||||||||||
Diluted weighted average shares outstanding | 56,016 | 52,775 | 48,715 | ||||||||||
Basic net income per share | $ | 0.02 | $ | 0.04 | $ | 0 | |||||||
Diluted net income per share | $ | 0.02 | $ | 0.04 | $ | 0 | |||||||
For the year ended December 31, 2014, there were 400,000 options and no warrants excluded from the calculation of diluted earnings per share as anti-dilutive. For the year ended December 31, 2013, there were 341,000 options and no warrants excluded from the calculation of diluted earnings per share as anti-dilutive. For the year ended December 31, 2012, there were no outstanding options or warrants excluded from the calculation of diluted earnings per share as anti-dilutive. |
Stock_Options_Stock_Purchase_P
Stock Options, Stock Purchase Plan and Warrants | 12 Months Ended | ||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||||||||||||||||||||
Stock Options, Stock Purchase Plan and Warrants | NOTE H – STOCK OPTIONS, STOCK PURCHASE PLAN AND WARRANTS | ||||||||||||||||||||
Stock Option Plan | |||||||||||||||||||||
On April 16, 2013 the Company’s Board of Directors approved the Amended and Restated Equity Incentive Plan (the “Amended Plan”), which amended and restated the Equity Incentive Plan, originally effective as of October 14, 2003, and previously amended and restated effective as of October 31, 2006. The Amended Plan allows for the award of equity incentives, including stock options, stock appreciation rights, restricted stock awards, stock bonus awards, deferred stock awards, and other stock-based awards to certain employees, directors, or officers of, or key non-employee advisers or consultants, including contracted physicians to the Company or its subsidiaries. The Amended Plan, which expires on March 3, 2019, provides that the maximum aggregate number of shares of the Company’s common stock reserved and available for issuance under the Amended Plan is 7,000,000. | |||||||||||||||||||||
As of December 31, 2014, option and stock awards for 4,012,096 shares were outstanding, including 800,000 options issued outside of the Amended Plan to Douglas VanOort, the Company’s Chairman and Chief Executive Officer. A total of approximately 388,000 shares were available for future option and stock awards under the Amended Plan. Options typically expire after 5 - 10 years and generally vest over 3 or 4 years, but each grant’s expiration, vesting and exercise price provisions are determined at the time the awards are granted by the Compensation Committee of the Board of Directors or by the Chairman and Chief Executive Officer by virtue of authority delegated to him by the Compensation Committee. | |||||||||||||||||||||
The fair value of each stock option award granted during the years ended December 31, 2014, 2013 and 2012 was estimated as of the grant date using a trinomial lattice model with the following weighted average assumptions: | |||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||
Expected term (in years) | 3.0 - 4.6 | 2.5 – 4.5 | 2.5 – 4.5 | ||||||||||||||||||
Risk-free interest rate (%) | 1 | % | 0.7 | % | 0.6 | % | |||||||||||||||
Expected volatility (%) | 50 | % | 46 | % | 51 | % | |||||||||||||||
Dividend yield (%) | 0 | % | 0 | % | 0 | % | |||||||||||||||
Weighted average fair value/share at grant date | $ | 1.5 | $ | 1.19 | $ | 0.73 | |||||||||||||||
The status of our stock options and stock awards are summarized as follows: | |||||||||||||||||||||
Number | Weighted | ||||||||||||||||||||
Of | Average | ||||||||||||||||||||
Shares | Exercise | ||||||||||||||||||||
Price | |||||||||||||||||||||
Outstanding at December 31, 2011 | 4,779,170 | $ | 0.87 | ||||||||||||||||||
Granted | 1,298,000 | 1.64 | |||||||||||||||||||
Exercised | (197,209 | ) | 1.02 | ||||||||||||||||||
Canceled | (102,749 | ) | 1.6 | ||||||||||||||||||
Outstanding at December 31, 2012 | 5,777,212 | 1.02 | |||||||||||||||||||
Granted | 416,000 | 3.66 | |||||||||||||||||||
Exercised | (438,998 | ) | 0.85 | ||||||||||||||||||
Canceled | (28,916 | ) | 1.47 | ||||||||||||||||||
Outstanding at December 31, 2013 | 5,725,298 | 1.22 | |||||||||||||||||||
Granted | 760,500 | 4.21 | |||||||||||||||||||
Exercised | (2,387,327 | ) | 0.76 | ||||||||||||||||||
Canceled | (86,375 | ) | 2.39 | ||||||||||||||||||
Outstanding at December 31, 2014 | 4,012,096 | 2.04 | |||||||||||||||||||
Exercisable at December 31, 2014 | 2,379,378 | $ | 1.27 | ||||||||||||||||||
The number and weighted average grant-date fair values of options non-vested at the beginning and end of 2014, as well as options granted, vested and forfeited during the year was as follows: | |||||||||||||||||||||
Number of | Weighted | ||||||||||||||||||||
Options | Average | ||||||||||||||||||||
Grant Date | |||||||||||||||||||||
Fair Value | |||||||||||||||||||||
Non-vested at December 31, 2013 | 1,520,625 | $ | 1.02 | ||||||||||||||||||
Granted in 2014 | 760,500 | 1.5 | |||||||||||||||||||
Vested in 2014 | (565,740 | ) | 0.95 | ||||||||||||||||||
Forfeited in 2014 | (82,667 | ) | 0.85 | ||||||||||||||||||
Non-vested at December 31, 2014 | 1,632,718 | $ | 1.35 | ||||||||||||||||||
The following table summarizes information about our options outstanding at December 31, 2014: | |||||||||||||||||||||
Options Outstanding | Options Exercisable | ||||||||||||||||||||
Range of | Number | Weighted | Weighted | Number | Weighted | Weighted | |||||||||||||||
Exercise | Outstanding | Average | Average | Exercisable | Average | Average | |||||||||||||||
Prices ($) | Remaining | Exercise | Remaining | Exercise | |||||||||||||||||
Contractual | Price | Contractual | Price | ||||||||||||||||||
Life (Years) | Life (Years) | ||||||||||||||||||||
0.00 – 0.50 | 105,000 | 1.3 | $ | 0.49 | 105,000 | 1.3 | $ | 0.49 | |||||||||||||
0.51 – 1.00 | 1,007,000 | 1.2 | 0.8 | 1,007,000 | 1.2 | 0.8 | |||||||||||||||
1.01 – 1.50 | 833,096 | 1.5 | 1.4 | 671,596 | 1.5 | 1.39 | |||||||||||||||
1.51 – 3.00 | 973,000 | 2.2 | 1.74 | 499,041 | 2.2 | 1.73 | |||||||||||||||
3.01 – 4.00 | 674,500 | 3.8 | 3.66 | 96,741 | 3.4 | 3.8 | |||||||||||||||
4.01 – 5.00 | 379,500 | 4.8 | 4.72 | — | — | — | |||||||||||||||
5.01 – 6.00 | 40,000 | 4.7 | 5.44 | — | — | — | |||||||||||||||
4,012,096 | 2.3 | $ | 2.04 | 2,379,378 | 1.6 | $ | 1.27 | ||||||||||||||
As of December 31, 2014, the aggregate intrinsic value of all stock options outstanding and expected to vest was approximately $8.8 million and the aggregate intrinsic value of currently exercisable stock options was approximately $6.9 million. The intrinsic value of each option share is the difference between the fair market value of NeoGenomics common stock and the exercise price of such option share to the extent it is “in-the-money”. Aggregate intrinsic value represents the value that would have been received by the holders of in-the-money options had they exercised their options on the last trading day of the year and sold the underlying shares at the closing stock price on such day. The intrinsic value calculation is based on the $4.17 closing stock price of NeoGenomics Common Stock on December 31, 2014, the last trading day of 2014. The total number of in-the-money options outstanding and exercisable as of December 31, 2014 was approximately 2,379,378. | |||||||||||||||||||||
The total intrinsic value of options exercised during the years ended December 31, 2014, 2013 and 2012 was approximately $8,882,000, $1,200,000 and $264,000, respectively. Intrinsic value of exercised shares is the total value of such shares on the date of exercise less the cash received from the option holder to exercise the options. The total cash proceeds received from the exercise of stock options was approximately $1,807,000, $372,000 and $198,000 for the years ended December 31, 2014, 2013 and 2012, respectively. | |||||||||||||||||||||
The total fair value of options granted during the years ended December 31, 2014, 2013 and 2012 was approximately $1,139,000, $493,000 and $943,000, respectively. The total fair value of option shares vested during the years ended December 31, 2014, 2013 and 2012 was approximately $540,000, $349,000 and $218,000. | |||||||||||||||||||||
We recognize stock-based compensation expense over the vesting period using the straight-line method for employees and ratably for non-employees. Stock compensation cost recognized for the years ended December 31, 2014, 2013 and 2012 related to stock options was approximately $511,000, $666,000 and $575,000, respectively. As of December 31, 2014, there was approximately $1,200,000 of total unrecognized stock-based compensation cost, related to unvested stock options granted under the Amended Plan. This cost is expected to be recognized over a weighted-average period of 1.5 years. | |||||||||||||||||||||
On October 13, 2014, Robert Shovlin, our Chief Operating Officer was granted stock options to purchase 300,000 shares of the Company’s common stock at an exercise price per share of $4.79, which was the closing price per share on the last trading day prior to his start date. The stock options have a five year term and become 25% vested on the first anniversary of his start date. Thereafter 6,250 options per month vest beginning with the 13th month from the grant date and ending at the 48th month from the grant date. The stock options were valued at $502,925 based on a trinomial lattice model with the following weighted average terms: | |||||||||||||||||||||
Expected term in years | 3.1 | ||||||||||||||||||||
Risk-free interest rate (%) | 1 | % | |||||||||||||||||||
Weighted average expected volatility (%) | 50.7 | % | |||||||||||||||||||
Dividend yield (%) | 0 | % | |||||||||||||||||||
We recorded stock compensation expense of approximately $59,873 for these options during the year ended December 31, 2014. | |||||||||||||||||||||
On March 5, 2014, George Cardoza, our Chief Financial Officer was granted stock options to purchase 30,000 shares of the Company’s common stock at an exercise price per share of $3.45, which was the closing price per share on the date before the grant date. The stock options have a five year term and become 33% vested on each of the next three anniversaries of the grant date. The stock options were valued at $34,600 based on a trinomial lattice model with the following weighted average terms: | |||||||||||||||||||||
Expected term in years | 3 | ||||||||||||||||||||
Risk-free interest rate (%) | 0.9 | % | |||||||||||||||||||
Weighted average expected volatility (%) | 48.9 | % | |||||||||||||||||||
Dividend yield (%) | 0 | % | |||||||||||||||||||
We recorded stock compensation expense of approximately $16,000 for these options during the year ended December 31, 2014. | |||||||||||||||||||||
On March 5, 2014, Maher Albitar, our Chief Medical Officer was granted stock options to purchase 30,000 shares of the Company’s common stock at an exercise price per share of $3.45, which was the closing price per share on the date before the grant date. The stock options have a five year term and become 33% vested on each of the next three anniversaries of the grant date. Dr. Albitar works in our California laboratory location, and the State of California has certain regulations that prohibit the corporate practice of medicine. As a result of this regulation, Dr. Albitar is not an employee, but rather is a full-time consulting physician to NeoGenomics. Thus, these stock options are non-employee consultant options and as such are being revalued at the end of every reporting period. At December 31, 2014 these stock options were valued at $48,850 based on a trinomial lattice model with the following weighted average terms: | |||||||||||||||||||||
Expected term in years | 3 | ||||||||||||||||||||
Risk-free interest rate (%) | 0.9 | % | |||||||||||||||||||
Weighted average expected volatility (%) | 48.9 | % | |||||||||||||||||||
Dividend yield (%) | 0 | % | |||||||||||||||||||
We recorded stock compensation expense of approximately $24,000 for these options during the year ended December 31, 2014. | |||||||||||||||||||||
On April 22, 2013, Steven Ross, our Chief Information Officer was granted stock options to purchase 150,000 shares of the Company’s common stock at an exercise price per share of $3.93, which was the closing price per share on the last trading day prior to his start date. The stock options have a five year term and become 25% vested on each of the first four anniversaries of his start date. The stock options were valued at $192,000 based on a trinomial lattice model with the following weighted average terms: | |||||||||||||||||||||
Expected term in years | 3.5 | ||||||||||||||||||||
Risk-free interest rate (%) | 0.5 | % | |||||||||||||||||||
Weighted average expected volatility (%) | 45 | % | |||||||||||||||||||
Dividend yield (%) | 0 | % | |||||||||||||||||||
We recorded stock compensation expense of approximately $65,000 and $63,000 for these options during the years ended December 31, 2014 and 2013, respectively. | |||||||||||||||||||||
On January 9, 2012, Dr. Maher Albitar, our Chief Medical Officer was granted stock options to purchase 250,000 shares of the Company’s common stock at an exercise price per share of $1.43, which was the closing price per share on the last trading day prior to his start date. The stock options have a five year term and become 25% vested on each of the first four anniversaries of his start date. The stock options also fully vest upon a change of control of the Company. Dr. Albitar works in our California laboratory location, and the State of California has certain regulations that prohibit the corporate practice of medicine. As a result of this regulation, Dr. Albitar is not an employee, but rather is a full-time consulting physician to NeoGenomics. Thus, these stock options are non-employee consultant options and as such are being revalued at the end of every reporting period. At December 31, 2014 these stock options were valued at $628,500 based on a trinomial lattice model with the following weighted average terms: | |||||||||||||||||||||
Expected term in years | 2.8 | ||||||||||||||||||||
Risk-free interest rate (%) | 0.6 | % | |||||||||||||||||||
Weighted average expected volatility (%) | 53 | % | |||||||||||||||||||
Dividend yield (%) | 0 | % | |||||||||||||||||||
We recorded stock compensation expense of approximately $200,000, $252,000 and $151,000 for these options during the years ended December 31, 2014, 2013 and 2012, respectively. | |||||||||||||||||||||
On February 14, 2012, Mr. VanOort, our Chief Executive Officer was granted supplemental non-qualified stock options to purchase 800,000 shares of common stock at an exercise price of $1.71 per share which have a five year term so long as Mr. VanOort remains an employee of the Company (the “Supplemental Options”). The Supplemental Options are scheduled to vest according to the passage of time with 200,000 shares vesting each year on the anniversary of the grant date for the first four years after the grant. The Supplemental Options are valued at $505,000 based on a trinomial lattice model with the following weighted average terms: | |||||||||||||||||||||
Expected term in years | 3.8 | ||||||||||||||||||||
Risk-free interest rate (%) | 0.6 | % | |||||||||||||||||||
Weighted average expected volatility (%) | 52 | % | |||||||||||||||||||
Dividend yield (%) | 0 | % | |||||||||||||||||||
We recorded stock compensation expense of $91,000, $155,000 and $210,000 for these options during the years ended December 31, 2014, 2013 and 2012, respectively. In the event of a change of control of the Company in which the consideration payable to common stockholders of the Company has a deemed value of at least $4.00 per share, any unvested portion of the Supplemental Options will immediately vest in full. | |||||||||||||||||||||
Employee Stock Purchase Plan | |||||||||||||||||||||
Effective January 1, 2007, the Company began sponsoring an Employee Stock Purchase Plan (“ESPP”), under which eligible employees may purchase Common Stock, by means of limited payroll deductions, at a 5% discount from the fair market value of the Common Stock as of specific dates. In accordance with ASC Topic 718-50 Compensation – Stock Compensation – Employee Share Purchase Plans, the ESPP is considered non-compensatory and does not require the recognition of compensation cost because the discount offered to employees does not exceed 5%. Shares issued pursuant to this plan were 90,285, 76,595 and 56,805 for the years ended December 31, 2014, 2013 and 2012, respectively. | |||||||||||||||||||||
Common Stock Warrants | |||||||||||||||||||||
From time to time, the Company issues warrants to purchase its common stock. These warrants have been issued for consulting services, in connection with the Company’s credit facilities and sales of its common stock, and in connection with employment agreements and for compensation to directors. These warrants are valued using an option pricing model and using the volatility, market price, strike price, risk-free interest rate and dividend yield appropriate at the date the warrants were issued. Stock compensation costs recognized for the years ended December 31, 2014, 2013 and 2012 was approximately $51,000, $263,000 and $153,000, respectively. | |||||||||||||||||||||
On January 9, 2012 Dr. Maher Albitar was granted performance incentive warrants to purchase 200,000 shares of the Company’s common stock (the “Albitar Warrants”) at an exercise price per share of $1.43, which was the closing price per share on the last trading day prior to his start date. These warrants are being treated as non-employee consultant warrants and as such are being revalued, with assumptions for meeting performance, at the end of every reporting period using a trinomial lattice model. The Albitar Warrants have a five year term and vest in accordance with the performance criteria as follows: | |||||||||||||||||||||
(i) | 80,000 will vest upon the commercial launch of the Company’s gene-based plasma prostate cancer test licensed from Health Discovery Corp (“HDC”) or similar test based on our mutual agreement. | ||||||||||||||||||||
(ii) | 40,000 will vest upon the commercial launch of the Company’s gene-based colon cancer test licensed from HDC or similar test based on our mutual agreement. | ||||||||||||||||||||
(iii) | 40,000 will vest upon the commercial launch of the Company’s gene-based pancreatic cancer test licensed from HDC or similar test based on our mutual agreement. | ||||||||||||||||||||
(iv) | 20,000 will vest upon successful consummation of a sublicensing agreement with an instrument manufacturer to commercialize the cytogenetics automated image analysis technology licenses from HDC. | ||||||||||||||||||||
(v) | 20,000 will vest upon successful consummation of a sublicensing agreement with an instrument manufacturer to commercialize the flow cytometry automated image analysis technology licenses from HDC. | ||||||||||||||||||||
In the event of a change of control of the Company in which the consideration payable to common stockholders of the Company has a deemed value of at least $4.00 per share, any unvested portion of the Albitar Warrants will immediately vest in full. | |||||||||||||||||||||
On December 31, 2014 the Albitar Warrants were valued at approximately $505,000 based on a trinomial lattice model with the following terms: | |||||||||||||||||||||
Expected term in years | 2.3 | ||||||||||||||||||||
Risk-free interest rate (%) | 0.5 | % | |||||||||||||||||||
Weighted average expected volatility (%) | 51.8 | % | |||||||||||||||||||
Dividend yield (%) | 0 | % | |||||||||||||||||||
We recorded stock compensation expense of approximately $49,000, $231,000 and $135,000 for these warrants during the years ended December 31, 2014, 2013 and 2012, respectively. | |||||||||||||||||||||
On February 7, 2014, Gulfpointe Capital exercised 83,333 warrants to purchase shares of NeoGenomics common stock at an exercise price of $0.75 per share. The Company received proceeds of $62,500 from the exercise. | |||||||||||||||||||||
On March 12, 2014, Douglas M. VanOort exercised 375,000 warrants to purchase shares of NeoGenomics common stock at an exercise price of $1.05 per share. The Company received proceeds of $393,750 from the exercise. On March 16, 2014, 250,000 warrants issued to Douglas M. VanOort expired unvested because performance requirements were not met. | |||||||||||||||||||||
For the year ended December 31, 2012, 650,000 warrants previously issued to members of our board of directors and 348,417 warrants issued in June 2007 as part of a common stock offering were exercised or expired as follows: | |||||||||||||||||||||
Type of Exercise | Warrant Shares | Exercise Price / | Cash Received | Common Stock | |||||||||||||||||
Share | Shares Issued | ||||||||||||||||||||
For cash | 175,000 | $ | 1.5 | $ | 262,500 | 175,000 | |||||||||||||||
Cashless net exercise | 725,000 | $ | 1.5 | $ | — | 75,066 | |||||||||||||||
Expired unexercised | 98,417 | $ | 1.5 | $ | — | — | |||||||||||||||
Warrant activity is summarized as follows: | |||||||||||||||||||||
Shares | Weighted Average | ||||||||||||||||||||
Exercise Price | |||||||||||||||||||||
Warrants outstanding, December 31, 2011 | 2,156,750 | $ | 1.34 | ||||||||||||||||||
Granted | 200,000 | 1.43 | |||||||||||||||||||
Exercised | (900,000 | ) | 1.5 | ||||||||||||||||||
Expired | (98,417 | ) | 1.5 | ||||||||||||||||||
Cancelled | — | — | |||||||||||||||||||
Warrants outstanding, December 31, 2012 | 1,358,333 | 1.24 | |||||||||||||||||||
Granted | — | — | |||||||||||||||||||
Exercised | — | — | |||||||||||||||||||
Expired | — | — | |||||||||||||||||||
Cancelled | — | — | |||||||||||||||||||
Warrants outstanding, December 31, 2013 | 1,358,333 | 1.24 | |||||||||||||||||||
Granted | — | — | |||||||||||||||||||
Exercised | (458,333 | ) | 1 | ||||||||||||||||||
Expired | (250,000 | ) | 1.05 | ||||||||||||||||||
Cancelled | — | 0 | |||||||||||||||||||
Warrants outstanding, December 31, 2014 | 650,000 | $ | 1.48 | ||||||||||||||||||
Warrants exercisable at December 31, 2014 | 530,000 | $ | 1.49 | ||||||||||||||||||
The number and weighted average grant-date fair values of warrants non-vested at the beginning and end of 2014, as well as options granted, vested and forfeited during the year was as follows: | |||||||||||||||||||||
Number of | Weighted | ||||||||||||||||||||
Warrants | Average | ||||||||||||||||||||
Grant Date | |||||||||||||||||||||
Fair Value | |||||||||||||||||||||
Non-vested at December 31, 2013 | 575,000 | $ | 1.18 | ||||||||||||||||||
Granted in 2014 | — | — | |||||||||||||||||||
Vested in 2014 | (205,000 | ) | 1.2 | ||||||||||||||||||
Forfeited in 2014 | (250,000 | ) | 1.05 | ||||||||||||||||||
Non-vested at December 31, 2014 | 120,000 | $ | 1.43 | ||||||||||||||||||
The following table summarizes information on warrants outstanding on December 31, 2014: | |||||||||||||||||||||
Number | Exercise | Issued | Expire | ||||||||||||||||||
outstanding | price | ||||||||||||||||||||
450,000 | $ | 1.5 | 5/3/10 | 5/2/17 | |||||||||||||||||
200,000 | $ | 1.43 | 1/12/12 | 1/12/17 | |||||||||||||||||
650,000 | $ | 1.48 | |||||||||||||||||||
Commitments_and_Contingencies
Commitments and Contingencies | 12 Months Ended | ||||
Dec. 31, 2014 | |||||
Commitments and Contingencies Disclosure [Abstract] | |||||
Commitments and Contingencies | NOTE I – COMMITMENTS AND CONTINGENCIES | ||||
Operating Leases | |||||
The Company leases its laboratory and office facilities under non-cancelable operating leases. These operating leases expire at various dates through December 2017 and generally require the payment of real estate taxes, insurance, maintenance, utility and operating costs. The Company has approximately 49,000 square feet of office and laboratory space at our corporate headquarters in Fort Myers, Florida. In addition, we maintain laboratory and office space in West Sacramento, Fresno and Irvine, California, Nashville, Tennessee and Tampa, Florida. | |||||
The minimum aggregate future obligations under non-cancelable operating leases as of December 31, 2014 are as follows (in thousands): | |||||
Years ending December 31, | |||||
2015 | $ | 1,282 | |||
2016 | 928 | ||||
2017 | 483 | ||||
Total minimum lease payments | $ | 2,693 | |||
Rent expense for the years ended December 31, 2014, 2013 and 2012 was approximately $1,705,000, $1,072,000 and $1,123,000, respectively and is included in costs of revenues and in general and administrative expenses, depending on the allocation of work space in each facility. Certain of the Company’s facility leases include rent escalation clauses. The Company normalizes rent expense on a straight-line basis over the term of the lease for known changes in lease payments over the life of the lease. | |||||
Purchase Commitments | |||||
The Company has agreements in place to purchase a specified level of reagents from certain vendors. These purchase commitments expire at various dates through October 2019. The purchase commitments as of December 31, 2014 are as follows (in thousands): | |||||
Years ending December 31, | |||||
2015 | $ | 301 | |||
2016 | 301 | ||||
2017 | 301 | ||||
2018 | 293 | ||||
2019 | 191 | ||||
Total Purchase commitments | $ | 1,387 | |||
Capital Lease Obligations | |||||
The Company’s capital lease obligations expire at various times through 2019 and the weighted average interest rates under such leases approximated 9.16% at December 31, 2014. Some of our leases contain bargain purchase options that allow us to purchase the leased property for a minimal amount upon the expiration of the lease term. The remaining leases have purchase options at fair market value. Future minimum lease payments under capital lease obligations, including those described above are (in thousands): | |||||
Years ending December 31, | |||||
2015 | $ | 3,784 | |||
2016 | 3,191 | ||||
2017 | 1,601 | ||||
2018 | 518 | ||||
2019 and thereafter | 29 | ||||
Total future minimum lease payments | 9,123 | ||||
Less amount representing interest | (642 | ) | |||
Present value of future minimum lease payments | 8,481 | ||||
Less current maturities | (3,224 | ) | |||
Obligations under capital leases – long term | $ | 5,257 | |||
Property and equipment acquired under capital lease agreements (see Note C) are pledged as collateral to secure the performance of the future minimum lease payments above. | |||||
Employment Contracts | |||||
The agreements with our Chief Executive Officer, Chief Medical Officer, Chief Operating Officer, Chief Information Officer and Chief Financial Officer contain the following: | |||||
• | Clauses that allow for continuous automatic extensions of one year unless timely written notice terminating the contract is provided to such officers (as defined in the agreements). | ||||
• | Clauses that provide for accelerated vesting of the options granted pursuant to such agreements at the time of certain changes of control of the Company. | ||||
• | Clauses that provided for 6-12 months of severance benefits in the event that such officers are terminated without “cause” (as defined in the agreements) by the Company. The base salaries for these officers in 2015 are expected to approximate $1,717,000. |
Revolving_Credit_and_Security_
Revolving Credit and Security Agreement | 12 Months Ended | ||
Dec. 31, 2014 | |||
Debt Disclosure [Abstract] | |||
Revolving Credit and Security Agreement | NOTE J – REVOLVING CREDIT AND SECURITY AGREEMENT | ||
On March 26, 2012, the Parent Company, NeoGenomics Laboratories (“Borrower”), and CapitalSource Finance LLC (“Capital Source”) entered into a First Amendment (the “Amendment”) to the Amended and Restated Revolving Credit and Security Agreement, dated April 26, 2010 (the “Amended and Restated Credit Agreement” or the “Credit Facility”). The Amended and Restated Credit Agreement amended and restated the original Revolving Credit and Security Agreement dated February 1, 2008, as amended, among the Parent Company, Borrower and CapitalSource (the “Original Credit Agreement”). The terms of the Amendment and the Amended and Restated Credit Agreement are substantially similar except that the Amendment, among other things: | |||
I.) | Increased the maximum principal amount of the revolving credit facility (the “Facility Cap”) to $8.0 million from $5.0 million; provided, that the Borrower may request to increase the Facility Cap twice during the term of the Amended and Restated Credit Agreement in increments of $1.0 million to a maximum of $10,000,000; | ||
II.) | Extended the term of the Amended and Restated Credit Agreement to March 26, 2015; | ||
III.) | Revised the definition of “Minimum Termination Fee” to be: | ||
a. | 2.5% of the Facility Cap if the “Revolver Termination” (as defined in the Agreement) is at any time before March 26, 2013; | ||
b. | 1.5% of the Facility Cap if the Revolver Termination is after March 26, 2013 but before March 26, 2014; | ||
c. | 0.5% of the Facility Cap if the Revolver Termination is on or after March 26, 2014; and | ||
d. | That there shall be no Minimum Termination Fee if the Revolver Termination occurs within five (5) days of the end of the term. | ||
IV.) | Modified the definition of “Permitted Indebtedness” and “Fixed Charge Coverage Ratio”; and | ||
V.) | Amended Section 3.1 of the Amended and Restated Credit Agreement by deleting “the LIBOR shall be not less than 2.0%” and replacing it with “the LIBOR shall be not less than 1.0%”. | ||
We paid Capital Source a commitment fee of $80,000 in connection with the Amendment. | |||
On January 25, 2013 the Borrower and CapitalSource entered into the Second Amendment to the Amended and Restated Revolving Credit and Security Agreement, dated April 26, 2010. The Second Amendment: | |||
I.) | Increased the Facility Cap to $10.0 million from $9.0 million; provided, that the Borrower may request to increase the Facility Cap twice during the term of the Amended and Restated Credit Agreement in increments of $1.0 million to a maximum of $12,000,000 on or after January 31, 2013; | ||
II.) | Amended Annex 1 of the Credit Facility as follows: | ||
a) | Deleted Section 2 of the Annex 1 in its entirety and replaced it with the following: | ||
2. Minimum Cash Velocity | |||
For each Test Period, measured as of the last day of each calendar month ending on or after December 31, 2012, Collections of Accounts of Borrowers collectively shall not be less than the Cash Velocity Percentage of Borrowers net revenue for the Revenue Period less the bad debt expense recognized on the income statement for such Revenue Period. | |||
b) | Added the following definition to the definitions set forth in such Annex in the appropriate alphabetic order: | ||
“Cash Velocity Percentage” means (a) 80% for the period beginning December 31, 2012 and ending on March 31, 2013 and (b) 87.5% at all other times. | |||
We paid Capital Source a commitment fee of $10,000 in connection with the Second Amendment. | |||
On January 24, 2014 the Borrower and CapitalSource entered into a Third Amendment (the “Third Amendment”) to the Amended and Restated Credit Agreement. The terms of the Third Amendment amended Annex I of the credit agreement to delete the definition of Cash Velocity Percentage in its entirety and to replace it with the following: | |||
Cash Velocity Percentage – shall mean (a) 80% for the period beginning December 31, 2012 and ending on March 31, 2013, (b) 75% for the period beginning December 1, 2013 and ending on March 31, 2014 and (c) 87.5% at all other times. | |||
We paid Capital Source a commitment fee of $5,000 in connection with the Third Amendment. | |||
On July 8, 2014 NeoGenomics Laboratories, (“Borrower”) Path Labs, LLC, (“New Borrower”) and CapitalSource entered into a Joinder and Fourth Amendment (the “Fourth Amendment”) to the Amended and Restated Credit Agreement. The fourth amendment added the New Borrower to the credit agreement and allowed for them to borrow under the facility. All other terms of the credit agreement remained unchanged. | |||
On August 26, 2014 we repaid all outstanding amounts and terminated the facility. We paid Capital Source termination fees of $61,000 in connection with the termination. We also wrote off unamortized debt issuance costs of approximately $37,000. |
Related_Party_Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2014 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | NOTE K – RELATED PARTY TRANSACTIONS |
Consulting Agreement | |
During 2014, 2013 and 2012, Steven Jones, a director of the Company, earned approximately $257,500, $254,500 and $207,500, respectively, for various consulting work performed in connection with his duties as Executive Vice President of Finance. Mr. Jones is Chairman of the Compliance Committee. Mr. Jones also earned $177,500, $72,500 and $80,000 in corporate bonuses related to his consulting work in 2014, 2013 and 2012. | |
On May 3, 2010, the Company entered into a consulting agreement (the “Consulting Agreement”) with Steven Jones (the “Consultant” or “Mr. Jones”) whereby Mr. Jones would continue to provide consulting services to the Company in the capacity of Executive Vice President of Finance. The Consulting Agreement has an initial term from May 3, 2010 through April 30, 2013, which initial term automatically renews for additional one year periods unless either party provides notice of termination at least three months prior to the expiration of the initial term or any renewal term. In addition, the Company has the right to terminate the Consulting Agreement by giving written notice to the Consultant the year prior to the effective date of termination. The Consultant has the right to terminate the Consulting Agreement by giving written notice to the Company three months prior to the proposed termination date, provided, however, the Consultant is required to provide an additional three months of transition services to the Company upon reasonable request by the Company. The Consulting Agreement specifies an annual base retainer compensation of $180,000 per year, which was subsequently increased to $210,000 per year in April 2012. Mr. Jones annual compensation was increased to $250,000 on January 1, 2013. Mr. Jones annual compensation was increased to $260,000 in March 2014. Mr. Jones is also eligible to receive an annual cash bonus based on the achievement of certain performance metrics with a target of 30% of his base retainer. Such bonus is eligible to be increased to up to 150% of the target bonus in any fiscal year in which he meets certain performance thresholds established by the CEO of the Company and approved by the Board of Directors. On May 3, 2010, the Company also entered into a warrant agreement with the Consultant and it issued a warrant to purchase 450,000 shares of the Company’s common stock, which have all vested as of December 31, 2014. |
Retirement_Plan
Retirement Plan | 12 Months Ended |
Dec. 31, 2014 | |
Compensation and Retirement Disclosure [Abstract] | |
Retirement Plan | NOTE L – RETIREMENT PLAN |
We maintain a defined-contribution 401(k) retirement plan covering substantially all employees (as defined). Our employees may make voluntary contributions to the plan, subject to limitations based on IRS regulations and compensation. In addition, we match any employees’ contributions at the rate of 50% on the dollar up to a 4% employee contribution (2% Company match) of the respective employee’s salary. We made matching contributions of approximately $358,000, $275,000 and $220,000 during the years ended December 31, 2014, 2013 and 2012, respectively. |
Equity_Transactions
Equity Transactions | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Equity [Abstract] | |||||||||
Equity Transactions | NOTE M – EQUITY TRANSACTIONS | ||||||||
Public Offerings of Common Stock | |||||||||
In August 2014, the Company completed an offering of 8,050,000 shares of registered common stock, at a price of $4.60 per share, for gross proceeds of approximately $37.0 million. The Company received approximately $34.3 million in net proceeds after deducting underwriting fees and offering costs of approximately $2.7 million. The Company plans to use the net proceeds for working capital, capital expenditures and for general corporate purposes including potential acquisitions and the repayment of debt. | |||||||||
In March 2013, the Company completed an offering of 3,322,500 shares of registered common stock, at a price of $3.00 per share, for gross proceeds of $10.0 million. The Company received approximately $9.2 million in net proceeds after deducting underwriting fees and offering costs of approximately $0.8 million. | |||||||||
Restricted Stock Awards | |||||||||
On April 15, 2014, the Company granted 125,000 shares of restricted stock to Douglas M. VanOort. Such restricted shares vest on the third anniversary of the grant date so long as Mr. VanOort remains Chairman and Chief Executive Officer of the Company. The fair market value of the grant of restricted stock on award date was deemed to be $381,250 or $3.05 per share, which was the closing price of the Company’s common stock on the day before the grant as approved by the board of directors. We recorded approximately $91,000 of stock compensation expense for the year ended December 31, 2014 related to this restricted stock. | |||||||||
On April 15, 2014 the Company granted each of the four independent directors 3,000 shares of restricted stock for a total of 12,000 shares. Such restricted stock will vest ratably over each of the next four quarters so long as the director still serves as a member of the board of directors. The fair market value of each grant of restricted stock on award date was deemed to be $9,150 or $3.05 per share, which was the closing price of the Company’s common stock on the day before the grant as approved by the board of directors. We recorded approximately $36,000 of stock compensation expense for the year ended December 31, 2014 related to this restricted stock. | |||||||||
On October 27, 2014, the Company granted 1,500 shares of restricted stock to Bruce K. Crowther. Such restricted stock will vest over the next two quarters based on Mr. Crowther’s service on the board of directors. The fair market value of the grant on the award date was deemed to be $7,365 or $4.91 per share which was the closing price of the Company’s common stock on the day before the grant as approved by the board of directors. We recorded approximately $2,000 of stock compensation expense for the year ended December 31, 2014 related to this restricted stock. | |||||||||
The number and weighted average grant date fair values of restricted stock non-vested at the beginning and end of 2014, 2013 and 2012, as well as stock awards granted, vested and forfeited during the year are as follows: | |||||||||
Number | Weighted | ||||||||
of | Average | ||||||||
Restricted | Grant Date | ||||||||
Shares | Fair Value | ||||||||
Nonvested at December 31, 2011 | 90,000 | $ | 1.44 | ||||||
Granted in 2012 | — | — | |||||||
Vested in 2012 | (50,000 | ) | 1.44 | ||||||
Forfeited in 2012 | — | — | |||||||
Nonvested at December 31, 2012 | 40,000 | 1.44 | |||||||
Granted in 2013 | — | — | |||||||
Vested in 2013 | (32,000 | ) | 1.44 | ||||||
Forfeited in 2013 | — | — | |||||||
Nonvested at December 31, 2013 | 8,000 | 1.44 | |||||||
Granted in 2014 | 138,500 | 3.07 | |||||||
Vested in 2014 | (18,125 | ) | 2.45 | ||||||
Forfeited in 2014 | — | ||||||||
Nonvested at December 31, 2014 | 128,375 | 3.06 |
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policies) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Accounting Policies [Abstract] | |||||||||||||
Use of Estimates | Use of Estimates | ||||||||||||
The Company prepares its consolidated financial statements in conformity with accounting principles generally accepted in the United States of America. These principles require management to make estimates, judgments and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses, together with amounts disclosed in the related notes to the consolidated financial statements. Actual results and outcomes may differ from management’s estimates, judgments and assumptions. Significant estimates, judgments and assumptions used in these consolidated financial statements include, but are not limited to, those related to revenues, accounts receivable and related allowances, contingencies, useful lives and recovery of long-term assets and intangible assets, income taxes and valuation allowances, stock-based compensation and impairment analysis of goodwill. These estimates, judgments, and assumptions are reviewed periodically and the effects of material revisions in estimates are reflected in the consolidated financial statements prospectively from the date of the change in estimate. | |||||||||||||
Revenue Recognition | Revenue Recognition | ||||||||||||
The Company recognizes revenues when (a) the price is fixed or determinable, (b) persuasive evidence of an arrangement exists, (c) the service is performed and (d) collectability of the resulting receivable is reasonably assured. | |||||||||||||
The Company’s specialized diagnostic services are performed based on a written test requisition form or electronic equivalent and revenues are recognized once the diagnostic services have been performed, and the results have been delivered to the ordering physician. These diagnostic services are billed to various payers, including Medicare, commercial insurance companies, other directly billed healthcare institutions such as hospitals and clinics, and individuals. The Company reports revenues from contracted payers, including Medicare, certain insurance companies and certain healthcare institutions, based on the contractual rate, or in the case of Medicare, published fee schedules. The Company reports revenues from non-contracted payers, including certain insurance companies and individuals, based on the amount expected to be collected. The difference between the amount billed and the amount estimated to be collected from non-contracted payers is recorded as a contractual allowance to arrive at the reported net revenues. The expected revenues from non-contracted payers are based on the historical collection experience of each payer or payer group, as appropriate. The Company records revenues from patient pay tests net of a large discount and as a result recognizes minimal revenue on those tests. The Company regularly reviews its historical collection experience for non-contracted payers and adjusts its expected revenues for current and subsequent periods accordingly. | |||||||||||||
The table below shows the adjustments made to gross service revenue to arrive at net revenues, the amount reported on our statement of operations (in thousands): | |||||||||||||
For the Years Ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Gross Service Revenues | $ | 224,460 | $ | 173,784 | $ | 157,591 | |||||||
Total Contractual Adjustments and Discounts | (137,391 | ) | (107,317 | ) | (97,724 | ) | |||||||
Net Service Revenues | $ | 87,069 | $ | 66,467 | $ | 59,867 | |||||||
Cost of Revenue | Cost of Revenue | ||||||||||||
Cost of revenue includes payroll and payroll related costs for performing tests, depreciation of laboratory equipment, rent for laboratory facilities, laboratory reagents, probes and supplies, and delivery and courier costs relating to the transportation of specimens to be tested. | |||||||||||||
Shipping Costs | Shipping Costs | ||||||||||||
The Company has a significant expense related to shipping specimens to our facility for testing and this cost is for contract couriers, commercial airline flights and charges from Federal Express to ship specimens to our facility. We had approximately $3.0 million, $2.9 million and $3.1 million in shipping expense for the years ended December 31, 2014, 2013 and 2012, respectively, and these costs were included in our cost of revenue. | |||||||||||||
Advertising Costs | Advertising Costs | ||||||||||||
Advertising costs are expensed at the time they were incurred and are not material for the years ended December 31, 2014, 2013 and 2012. | |||||||||||||
Research and Development | Research and Development | ||||||||||||
Research and development (“R&D”) costs are expensed as incurred. R&D expenses consist of cash and equity compensation and benefits for R&D personnel, amortization of intangibles, supplies, inventory and payment for samples to complete validation studies. These expenses were incurred to develop new genetic tests. | |||||||||||||
Accounts Receivable and Allowance for Doubtful Accounts | Accounts Receivable and Allowance for Doubtful Accounts | ||||||||||||
Accounts receivable are comprised of amounts due from sales of the Company’s specialized diagnostic services and are recorded at the invoiced amount, net of discounts and contractual allowances. The allowance for doubtful accounts is estimated based on the aging of accounts receivable with each payer category and the historical data on bad debts in these aging categories. In addition, the allowance is adjusted periodically for other relevant factors, including regularly assessing the state of our billing operations in order to identify issues which may impact the collectability of receivables or allowance estimates. Revisions to the allowance are recorded as an adjustment to bad debt expense within general and administrative expenses. After appropriate collection efforts have been exhausted, specific receivables deemed to be uncollectible are charged against the allowance in the period they are deemed uncollectible. Recoveries of receivables previously written-off are recorded as credits to the allowance. Our estimates of net revenue are subject to change based on the contractual status and payment policies of the third party payers with whom we deal. We regularly refine our estimates in order to make our estimated revenue as accurate as possible based on our most recent collection experience with each third party payer. | |||||||||||||
Changes in the allowance for doubtful accounts are as follows (in thousands): | |||||||||||||
Years Ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Beginning balance – Allowance for Doubtful Accounts | $ | 4,540 | $ | 3,002 | $ | 2,150 | |||||||
Provision for doubtful accounts | 2,437 | 2,797 | 3,053 | ||||||||||
Write-offs | (2,797 | ) | (1,259 | ) | (2,201 | ) | |||||||
Ending balance – Allowance for Doubtful Accounts | $ | 4,180 | $ | 4,540 | $ | 3,002 | |||||||
Statements of Cash Flows | Statements of Cash Flows | ||||||||||||
For purposes of the consolidated statements of cash flows, we consider all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. | |||||||||||||
Fair Value of Financial Instruments and Concentrations of Credit Risk | Fair Value of Financial Instruments and Concentrations of Credit Risk | ||||||||||||
The carrying value of cash and cash equivalents, accounts receivable, accounts payable, accrued expenses and other liabilities, and other current assets and liabilities are considered reasonable estimates of their respective fair values due to their short-term nature. The Company maintains its cash and cash equivalents with domestic financial institutions that the Company believes to be of high credit standing. The Company believes that, as of December 31, 2014, its concentration of credit risk related to cash and cash equivalents was not significant. The carrying value of the Company’s long-term capital lease obligations approximates its fair value based on the current market conditions for similar instruments. | |||||||||||||
Concentrations of credit risk with respect to revenue and accounts receivable are primarily limited to certain clients and geographies to which the Company provides a significant volume of its services, and to specific payers of our services such as Medicare and individual insurance companies. The Company’s client base consists of a large number of geographically dispersed clients diversified across various customer types. For the years ended December 31, 2014, 2013 and 2012, a large oncology practice with multiple locations accounted for 10.1%, 15.8% and 14.9%, respectively, of total revenue. All other clients were less than 5% of total revenue individually. For the years ended December 31, 2014, 2013 and 2012, revenue derived from the State of Florida accounted for 25.8%, 30.6% and 33.6%, respectively, of total revenue. | |||||||||||||
Inventories | Inventories | ||||||||||||
Inventories, which consist principally of testing supplies, are valued at the lower of cost or market, using the first-in, first-out method (FIFO). | |||||||||||||
Other Current Assets | Other Current Assets | ||||||||||||
As of December 31, 2014 and 2013, other current assets consist primarily of prepaid expenses. | |||||||||||||
Property and Equipment | Property and Equipment | ||||||||||||
Property and equipment are recorded at cost, net of accumulated depreciation and amortization. Property and equipment generally includes purchases of items with a cost greater than $1,000 and a useful life greater than one year. Depreciation and amortization are computed on the straight line basis over the estimated useful lives of the assets. Leasehold improvements and property and equipment under capital leases are amortized over the shorter of the related lease terms or their estimated useful lives. Costs incurred in connection with the development of internal-use software are capitalized in accordance with the accounting standard for internal-use software, and are amortized over the expected useful life of the software. | |||||||||||||
The Company periodically reviews the estimated useful lives of property and equipment. Changes to the estimated useful lives are recorded prospectively from the date of the change. Upon retirement or sale, the cost of the assets disposed of and the related accumulated depreciation are removed from the accounts and any resulting gain or loss is included in income (loss) from operations. Repairs and maintenance costs are expensed as incurred. | |||||||||||||
Intangible Assets | Intangible Assets | ||||||||||||
Intangible assets with finite useful lives are recorded at fair value or cost, less accumulated amortization. We have four classes of intangible assets and each class of intangible assets is amortized over its estimated service period from service date for thirteen years or through the weighted average patent expiration date of each class of patents or the period of economic benefit using the straight-line method. We periodically review the estimated pattern in which the economic benefits will be consumed and adjust the amortization period and pattern to match our estimate. The Company’s intangible assets are related to the customer relationships acquired through the acquisition of Path Labs, LLC and to our license agreement with Health Discovery Corporation. | |||||||||||||
Goodwill | Goodwill | ||||||||||||
The Company evaluates goodwill on an annual basis in the fourth quarter or more frequently if management believes indicators of impairment exist. Such indicators could include, but are not limited to (1) a significant adverse change in legal factors or in business climate, (2) unanticipated competition, or (3) an adverse action or assessment by a regulator. The Company first assesses qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount, including goodwill. If management concludes that it is more likely than not that the fair value of a reporting unit is less than its carrying amount, management conducts a two-step quantitative goodwill impairment test. The first step of the impairment test involves comparing the fair value of the applicable reporting unit with its carrying value. The Company estimates the fair values of its reporting units using a combination of the income, or discounted cash flows, approach and the market approach, which utilizes comparable companies’ data. If the carrying amount of a reporting unit exceeds the reporting unit’s fair value, management performs the second step of the goodwill impairment test. The second step of the goodwill impairment test involves comparing the implied fair value of the affected reporting unit’s goodwill with the carrying value of that goodwill. The amount, by which the carrying value of the goodwill exceeds its implied fair value, if any, is recognized as an impairment loss. The Company’s evaluation of goodwill completed during the year resulted in no impairment losses. | |||||||||||||
Recoverability and Impairment of Long-Lived Assets | Recoverability and Impairment of Long-Lived Assets | ||||||||||||
The Company reviews the recoverability of its long-lived assets (property and equipment, and intangible assets) if events or changes in circumstances indicate the assets may be impaired. Evaluation of possible impairment is based on the Company’s ability to recover the asset from the expected future pretax cash flows (undiscounted and without interest charges) of the related operations. If the expected undiscounted pretax cash flows are less than the carrying amount of such asset, an impairment loss is recognized for the difference between the estimated fair value and carrying amount of the asset. No impairment loss was recognized in the years ended December 31, 2014, 2013 and 2012. We believe the carrying values of our long-lived assets are recoverable at December 31, 2014. | |||||||||||||
Income Taxes | Income Taxes | ||||||||||||
We compute income taxes in accordance with ASC Topic 740, Income Taxes. Under ASC Topic 740, deferred taxes are recognized for the tax consequences of temporary differences by applying enacted statutory rates applicable to future years to differences between the financial statement carrying amounts and the tax bases of existing assets and liabilities. Also, the effect on deferred taxes of a change in tax rates is recognized in income in the period that included the enactment date. Temporary differences between financial and tax reporting arise primarily from the use of different depreciation methods and lives for property and equipment and recognition of bad debts and various other expenses that have been allowed for or accrued for financial statement purposes but are not currently deductible for income tax purposes. | |||||||||||||
The provision for income taxes, including the effective tax rate and analysis of potential tax exposure items, if any, requires significant judgment and expertise in federal and state income tax laws, regulations and strategies, including the determination of deferred tax assets and liabilities and any estimated valuation allowances deemed necessary to recognize deferred tax assets at an amount that is more likely than not to be realized. We evaluate quarterly tax positions that have been taken or are expected to be taken in our tax returns, and record a liability for uncertain tax positions, if deemed necessary. We follow a two-step approach to recognizing and measuring uncertain tax positions. First, tax positions are recognized if the weight of available evidence indicates that it is more likely than not that the position will be sustained upon examination, including resolution of related appeals or litigation processes, if any. Second, the tax position is measured as the largest amount of tax benefit that has a greater than 50% likelihood of being realized upon settlement. We recognize interest and penalties related to unrecognized tax benefits in the provision for income taxes in the accompanying consolidated financial statements. During the years ended December 31, 2014, 2013 and 2012, we do not believe we had any significant uncertain tax positions nor did we have any provision for interest or penalties related to such positions. | |||||||||||||
Stock-Based Compensation | Stock-Based Compensation | ||||||||||||
We account for option and stock awards under the Amended Plan in accordance with ASC Topic 718, Compensation – Stock Compensation, which requires the measurement and recognition of compensation expense in the Company’s consolidated statements of operations for all share-based option and stock awards, based on estimated grant-date fair values. | |||||||||||||
ASC Topic 718 requires us to estimate the fair value of stock-based option awards on the date of grant using an option-pricing model. The grant-date fair value of the award is recognized as expense over the requisite service period using the straight-line method. In accordance with ASC Topic 718, the estimated stock-based compensation expense to be recognized is reduced by stock option forfeitures. | |||||||||||||
We estimate the grant-date fair value of stock-based option awards using a trinomial lattice model. This model is affected by our stock price on the date of the grant as well as assumptions regarding a number of highly complex and subjective variables. These variables include the expected term of the option, expected risk-free rates of return, the expected volatility of our common stock, and expected dividend yield, each of which is more fully described below. The assumptions for expected term and expected volatility are the two assumptions that significantly affect the grant date fair value. | |||||||||||||
Expected Term: The expected term of an option is the period of time that the option is expected to be outstanding. The average expected term is determined using a trinomial lattice simulation model. | |||||||||||||
Risk-free Interest Rate: We base the risk-free interest rate used in the trinomial lattice valuation method on the implied yield at the grant date of the U.S. Treasury zero-coupon issue with an equivalent term to the stock-based award being valued. Where the expected term of a stock-based award does not correspond with the term for which a zero coupon interest rate is quoted, we use the nearest interest rate from the available maturities. | |||||||||||||
Expected Stock Price Volatility: We use our own historical weekly volatility because that is more reflective of market conditions. | |||||||||||||
Dividend Yield: Because we have never paid a dividend and do not expect to begin doing so in the foreseeable future, we have assumed a 0% dividend yield in valuing our stock-based awards. | |||||||||||||
Tax Effects of Stock-Based Compensation | Tax Effects of Stock-Based Compensation | ||||||||||||
We will only recognize a tax benefit from windfall tax deductions for stock-based awards in additional paid-in capital if an incremental tax benefit is realized after all other tax attributes currently available have been utilized. | |||||||||||||
Net Income Per Common Share | Net Income Per Common Share | ||||||||||||
Basic net income per share is computed using the weighted average number of common shares outstanding during the applicable period. Diluted net income per share is computed using the weighted average number of common shares outstanding during the applicable period, plus the dilutive effect of potential common stock. Potential common stock consists of shares issuable pursuant to stock options and warrants. Calculations of net income per share are done using the treasury stock method. | |||||||||||||
Recent Pronouncements | Recent Pronouncements | ||||||||||||
In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-09, Revenues from Contracts with Customers. The update calls for a number of revisions in the revenue recognition rules. The update is effective for annual reporting periods beginning after December 15, 2016, including interim periods within that reporting period. Early application is not permitted. Entities may use a full retrospective approach or report the cumulative effect as of the date of adoption. The Company is currently reviewing this update and has not yet determined the effect this may have on our consolidated financial statements. |
Summary_of_Significant_Account2
Summary of Significant Accounting Policies (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Accounting Policies [Abstract] | |||||||||||||
Adjustment of Transactions Revenue | The table below shows the adjustments made to gross service revenue to arrive at net revenues, the amount reported on our statement of operations (in thousands): | ||||||||||||
For the Years Ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Gross Service Revenues | $ | 224,460 | $ | 173,784 | $ | 157,591 | |||||||
Total Contractual Adjustments and Discounts | (137,391 | ) | (107,317 | ) | (97,724 | ) | |||||||
Net Service Revenues | $ | 87,069 | $ | 66,467 | $ | 59,867 | |||||||
Summary of Changes in Allowance for Doubtful Accounts | Changes in the allowance for doubtful accounts are as follows (in thousands): | ||||||||||||
Years Ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Beginning balance – Allowance for Doubtful Accounts | $ | 4,540 | $ | 3,002 | $ | 2,150 | |||||||
Provision for doubtful accounts | 2,437 | 2,797 | 3,053 | ||||||||||
Write-offs | (2,797 | ) | (1,259 | ) | (2,201 | ) | |||||||
Ending balance – Allowance for Doubtful Accounts | $ | 4,180 | $ | 4,540 | $ | 3,002 | |||||||
Property_and_Equipment_Net_Tab
Property and Equipment, Net (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Property, Plant and Equipment [Abstract] | |||||||||||||
Summary of Property and Equipment | Property and equipment consisted of the following at December 31, 2014 and 2013 (in thousands): | ||||||||||||
2014 | 2013 | Estimated | |||||||||||
Useful | |||||||||||||
Lives in | |||||||||||||
Years | |||||||||||||
Equipment | $ | 19,604 | $ | 13,848 | 7-Mar | ||||||||
Leasehold improvements | 3,541 | 2,258 | 5-Feb | ||||||||||
Furniture and fixtures | 1,982 | 1,087 | 7 | ||||||||||
Computer hardware | 4,249 | 2,680 | 3 | ||||||||||
Computer software | 5,033 | 3,265 | 3-Feb | ||||||||||
Assets not yet placed in service | 495 | 1,034 | — | ||||||||||
Subtotal | 34,904 | 24,172 | |||||||||||
Less accumulated depreciation and amortization | (19,822 | ) | (14,478 | ) | |||||||||
Property and equipment, net | $ | 15,082 | $ | 9,694 | |||||||||
Depreciation Expense on Property and Equipment, Including Leased Assets | Depreciation and amortization expense on property and equipment, including leased assets in each period was as follows (in thousands): | ||||||||||||
For the years ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Depreciation and amortization expense | $ | 5,345 | $ | 4,189 | $ | 3,636 | |||||||
Property and Equipment under Capital Leases | Property and equipment under capital leases, included above, consists of the following at December 31, 2014 and 2013 (in thousands): | ||||||||||||
2014 | 2013 | ||||||||||||
Equipment | $ | 8,729 | $ | 7,885 | |||||||||
Furniture and fixtures | 1,250 | 575 | |||||||||||
Computer hardware | 2,454 | 1,607 | |||||||||||
Computer software | 523 | 306 | |||||||||||
Leasehold Improvements | 44 | 134 | |||||||||||
Subtotal | 13,000 | 10,507 | |||||||||||
Less accumulated depreciation and amortization | (4,959 | ) | (5,038 | ) | |||||||||
Property and equipment under capital leases, net | $ | 8,041 | $ | 5,469 | |||||||||
Acquisitions_Tables
Acquisitions (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Summary of Estimated Fair Values of Assets Acquired and Liabilities Assumed | The following table summarizes the estimated fair values of the assets acquired and liabilities assumed at the acquisition date of July 8, 2014 (in thousands): | ||||||||||||
July 8, 2014 | Measurement | July 8, 2014 | |||||||||||
(As Initially | Period | (As Adjusted) | |||||||||||
Reported) | Adjustments | ||||||||||||
Current assets, including cash and cash equivalents | $ | 1,881 | $ | (159 | ) | $ | 1,722 | ||||||
Property, plant and equipment | 804 | (227 | ) | 577 | |||||||||
Identifiable intangible assets – customer relationships | 1,860 | 70 | 1,930 | ||||||||||
Long term deposits | — | 28 | 28 | ||||||||||
Goodwill | 2,561 | 368 | 2,929 | ||||||||||
Total assets acquired | 7,106 | 80 | 7,186 | ||||||||||
Current liabilities | (1,185 | ) | 5 | (1,180 | ) | ||||||||
Long-term liabilities | (13 | ) | (85 | ) | (98 | ) | |||||||
Net assets acquired | $ | 5,908 | $ | — | $ | 5,908 | |||||||
Estimated Amortization Expense | The estimated amortization expense related to amortizable intangible assets for each of the five succeeding fiscal years and thereafter as of December 31, 2014 is as follows (in thousands): | ||||||||||||
Years Ending December 31, | |||||||||||||
2015 | $ | 371 | |||||||||||
2016 | 371 | ||||||||||||
2017 | 371 | ||||||||||||
2018 | 371 | ||||||||||||
2019 | 371 | ||||||||||||
Thereafter | 2,357 | ||||||||||||
Total | $ | 4,212 | |||||||||||
Summary of Unaudited Pro-forma Information | The following unaudited pro forma information (in thousands) have been provided for illustrative purposes only and are not necessarily indicative of results that would have occurred had the Acquisition been in effect since January 1, 2013, nor are they necessarily indicative of future results. | ||||||||||||
Years Ended December 31, | |||||||||||||
(unaudited) | |||||||||||||
2014 | 2013 | ||||||||||||
Revenue | $ | 91,993 | $ | 76,305 | |||||||||
Net income (loss) | $ | 549 | $ | (3,340 | ) | ||||||||
Earnings (loss) per share | |||||||||||||
Basic | $ | 0.01 | $ | (0.07 | ) | ||||||||
Diluted | $ | 0.01 | $ | (0.07 | ) | ||||||||
Path Logic [Member] | |||||||||||||
Estimated Amortization Expense | The estimated amortization expense related to the acquired intangible assets for each of the five succeeding fiscal years and thereafter as of December 31, 2014 is as follows (in thousands): | ||||||||||||
Years Ending December 31, | |||||||||||||
2015 | $ | 148 | |||||||||||
2016 | 148 | ||||||||||||
2017 | 148 | ||||||||||||
2018 | 148 | ||||||||||||
2019 | 148 | ||||||||||||
Thereafter | 1,119 | ||||||||||||
Total | $ | 1,859 | |||||||||||
Intangible_Assets_Tables
Intangible Assets (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | |||||||||||||||||
Classes of Intangible Assets | Intangible assets as of December 31, 2014 and 2013 consisted of the following (in thousands): | ||||||||||||||||
December 31, 2014 | |||||||||||||||||
Amortization | COST | Accumulated | Net | ||||||||||||||
Period | Amortization | ||||||||||||||||
Customer Relationships | 156 months | $ | 1,930 | $ | 71 | $ | 1,859 | ||||||||||
Support Vector Machine (SVM) technology | 108 months | 500 | 167 | 333 | |||||||||||||
Laboratory developed test (LDT) technology | 164 months | 1,482 | 297 | 1,185 | |||||||||||||
Flow Cytometry and Cytogenetics technology | 202 months | 1,000 | 165 | 835 | |||||||||||||
Total | $ | 4,912 | $ | 700 | $ | 4,212 | |||||||||||
31-Dec-13 | |||||||||||||||||
Amortization | COST | Accumulated | Net | ||||||||||||||
Period | Amortization | ||||||||||||||||
Support Vector Machine (SVM) technology | 108 months | $ | 500 | $ | 112 | $ | 388 | ||||||||||
Laboratory developed test (LDT) technology | 164 months | 1,482 | 188 | 1,294 | |||||||||||||
Flow Cytometry and Cytogenetics technology | 202 months | 1,000 | 105 | 895 | |||||||||||||
Total | $ | 2,982 | $ | 405 | $ | 2,577 | |||||||||||
Amortization Expense of Intangibles Assets | The Company recorded amortization expense of intangible assets in the consolidated statements of operations as follows (in thousands): | ||||||||||||||||
For the Years Ended December 31, | |||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||
Amortization of intangible assets | $ | 295 | $ | 223 | $ | 182 |
Income_Taxes_Tables
Income Taxes (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Income Tax Disclosure [Abstract] | |||||||||
Significant Components of Provision for Income Taxes | Significant components of the provision for income taxes for the years ended December 31, 2014 and 2013 is as follows (in thousands): | ||||||||
2014 | 2013 | ||||||||
Current: | |||||||||
Federal | $ | 113 | $ | 93 | |||||
State | 44 | 59 | |||||||
Total Current Provision | $ | 157 | $ | 152 | |||||
Reconciliation of Effective Tax Rate and the Federal Statutory Tax Rate | A reconciliation of the differences between the effective tax rate and the federal statutory tax rate for the years ended December 31, 2014 and 2013 is as follows: | ||||||||
2014 | 2013 | ||||||||
Federal Statutory Tax Rate | 34 | % | 34 | % | |||||
State Income Taxes, net of Federal Income Tax Benefit | 3.37 | % | 1.77 | % | |||||
Non-deductible expenses | 5.89 | % | 1.89 | % | |||||
Non-deductible stock options and warrants | 4 | % | 14.45 | % | |||||
Non-deductible tax expense | 8.79 | % | — | % | |||||
Prior year adjustments for stock compensation | (27.93 | )% | — | % | |||||
Other, net | — | % | 0.26 | % | |||||
Valuation allowance | (15.96 | )% | (45.44 | )% | |||||
Effective Tax Rate | 12.16 | % | 6.93 | % | |||||
Current and Non-current Deferred Income Tax Assets | At December 31, 2014 and 2013, our current and non-current deferred income tax assets and liabilities consisted of the following (in thousands): | ||||||||
2014 | 2013 | ||||||||
Current deferred income tax assets: | |||||||||
Allowance for doubtful accounts | $ | 1,548 | $ | 1,741 | |||||
Accrued vacation | 334 | 243 | |||||||
AMT credit | — | 93 | |||||||
Other | 38 | 30 | |||||||
Subtotal | 1,920 | 2,107 | |||||||
Less valuation allowance | (1,099 | ) | (1,519 | ) | |||||
Total Net Current Deferred Income Tax Assets | $ | 821 | $ | 588 | |||||
Non-Current deferred income tax assets (liabilities): | |||||||||
Net operating loss carry-forwards | $ | 1,336 | $ | 1,240 | |||||
AMT credit | 96 | — | |||||||
Nonqualified stock options and warrants | 560 | — | |||||||
Accumulated depreciation and amortization | (1,672 | ) | (933 | ) | |||||
Subtotal | 320 | 307 | |||||||
Less valuation allowance | (1,141 | ) | (895 | ) | |||||
Total Net Non-current Deferred Income Tax Liability | (821 | ) | (588 | ) | |||||
Net Deferred Income Tax Asset / (Liability) | $ | — | $ | — | |||||
Net_Income_Per_Share_Tables
Net Income Per Share (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Earnings Per Share [Abstract] | |||||||||||||
Computation of Basic and Diluted Net Income Per Share | The following table provides the computation of basic and diluted net income per share for the years ended December 31, 2014, 2013 and 2012 (in thousands, except per share amounts): | ||||||||||||
Year Ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Net income | $ | 1,132 | $ | 2,033 | $ | 65 | |||||||
Basic weighted average shares outstanding | 53,483 | 48,263 | 45,027 | ||||||||||
Effect of potentially dilutive securities | 2,533 | 4,512 | 3,688 | ||||||||||
Diluted weighted average shares outstanding | 56,016 | 52,775 | 48,715 | ||||||||||
Basic net income per share | $ | 0.02 | $ | 0.04 | $ | 0 | |||||||
Diluted net income per share | $ | 0.02 | $ | 0.04 | $ | 0 | |||||||
Stock_Options_Stock_Purchase_P1
Stock Options, Stock Purchase Plan and Warrants (Tables) | 12 Months Ended | ||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||
Fair Value of Each Stock Option Award Granted | The fair value of each stock option award granted during the years ended December 31, 2014, 2013 and 2012 was estimated as of the grant date using a trinomial lattice model with the following weighted average assumptions: | ||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||
Expected term (in years) | 3.0 - 4.6 | 2.5 – 4.5 | 2.5 – 4.5 | ||||||||||||||||||
Risk-free interest rate (%) | 1 | % | 0.7 | % | 0.6 | % | |||||||||||||||
Expected volatility (%) | 50 | % | 46 | % | 51 | % | |||||||||||||||
Dividend yield (%) | 0 | % | 0 | % | 0 | % | |||||||||||||||
Weighted average fair value/share at grant date | $ | 1.5 | $ | 1.19 | $ | 0.73 | |||||||||||||||
Status of Our Stock Options and Stock Awards | The status of our stock options and stock awards are summarized as follows: | ||||||||||||||||||||
Number | Weighted | ||||||||||||||||||||
Of | Average | ||||||||||||||||||||
Shares | Exercise | ||||||||||||||||||||
Price | |||||||||||||||||||||
Outstanding at December 31, 2011 | 4,779,170 | $ | 0.87 | ||||||||||||||||||
Granted | 1,298,000 | 1.64 | |||||||||||||||||||
Exercised | (197,209 | ) | 1.02 | ||||||||||||||||||
Canceled | (102,749 | ) | 1.6 | ||||||||||||||||||
Outstanding at December 31, 2012 | 5,777,212 | 1.02 | |||||||||||||||||||
Granted | 416,000 | 3.66 | |||||||||||||||||||
Exercised | (438,998 | ) | 0.85 | ||||||||||||||||||
Canceled | (28,916 | ) | 1.47 | ||||||||||||||||||
Outstanding at December 31, 2013 | 5,725,298 | 1.22 | |||||||||||||||||||
Granted | 760,500 | 4.21 | |||||||||||||||||||
Exercised | (2,387,327 | ) | 0.76 | ||||||||||||||||||
Canceled | (86,375 | ) | 2.39 | ||||||||||||||||||
Outstanding at December 31, 2014 | 4,012,096 | 2.04 | |||||||||||||||||||
Exercisable at December 31, 2014 | 2,379,378 | $ | 1.27 | ||||||||||||||||||
Roll Forward of Non-Vested Stock Options Activity | The number and weighted average grant-date fair values of options non-vested at the beginning and end of 2014, as well as options granted, vested and forfeited during the year was as follows: | ||||||||||||||||||||
Number of | Weighted | ||||||||||||||||||||
Options | Average | ||||||||||||||||||||
Grant Date | |||||||||||||||||||||
Fair Value | |||||||||||||||||||||
Non-vested at December 31, 2013 | 1,520,625 | $ | 1.02 | ||||||||||||||||||
Granted in 2014 | 760,500 | 1.5 | |||||||||||||||||||
Vested in 2014 | (565,740 | ) | 0.95 | ||||||||||||||||||
Forfeited in 2014 | (82,667 | ) | 0.85 | ||||||||||||||||||
Non-vested at December 31, 2014 | 1,632,718 | $ | 1.35 | ||||||||||||||||||
Summarizes Information about our Options Outstanding | The following table summarizes information about our options outstanding at December 31, 2014: | ||||||||||||||||||||
Options Outstanding | Options Exercisable | ||||||||||||||||||||
Range of | Number | Weighted | Weighted | Number | Weighted | Weighted | |||||||||||||||
Exercise | Outstanding | Average | Average | Exercisable | Average | Average | |||||||||||||||
Prices ($) | Remaining | Exercise | Remaining | Exercise | |||||||||||||||||
Contractual | Price | Contractual | Price | ||||||||||||||||||
Life (Years) | Life (Years) | ||||||||||||||||||||
0.00 – 0.50 | 105,000 | 1.3 | $ | 0.49 | 105,000 | 1.3 | $ | 0.49 | |||||||||||||
0.51 – 1.00 | 1,007,000 | 1.2 | 0.8 | 1,007,000 | 1.2 | 0.8 | |||||||||||||||
1.01 – 1.50 | 833,096 | 1.5 | 1.4 | 671,596 | 1.5 | 1.39 | |||||||||||||||
1.51 – 3.00 | 973,000 | 2.2 | 1.74 | 499,041 | 2.2 | 1.73 | |||||||||||||||
3.01 – 4.00 | 674,500 | 3.8 | 3.66 | 96,741 | 3.4 | 3.8 | |||||||||||||||
4.01 – 5.00 | 379,500 | 4.8 | 4.72 | — | — | — | |||||||||||||||
5.01 – 6.00 | 40,000 | 4.7 | 5.44 | — | — | — | |||||||||||||||
4,012,096 | 2.3 | $ | 2.04 | 2,379,378 | 1.6 | $ | 1.27 | ||||||||||||||
Valuation of Warrants under Trinomial Lattice Model | On December 31, 2014 the Albitar Warrants were valued at approximately $505,000 based on a trinomial lattice model with the following terms: | ||||||||||||||||||||
Expected term in years | 2.3 | ||||||||||||||||||||
Risk-free interest rate (%) | 0.5 | % | |||||||||||||||||||
Weighted average expected volatility (%) | 51.8 | % | |||||||||||||||||||
Dividend yield (%) | 0 | % | |||||||||||||||||||
Warrants Issued to Members of Board of Directors | For the year ended December 31, 2012, 650,000 warrants previously issued to members of our board of directors and 348,417 warrants issued in June 2007 as part of a common stock offering were exercised or expired as follows: | ||||||||||||||||||||
Type of Exercise | Warrant Shares | Exercise Price / | Cash Received | Common Stock | |||||||||||||||||
Share | Shares Issued | ||||||||||||||||||||
For cash | 175,000 | $ | 1.5 | $ | 262,500 | 175,000 | |||||||||||||||
Cashless net exercise | 725,000 | $ | 1.5 | $ | — | 75,066 | |||||||||||||||
Expired unexercised | 98,417 | $ | 1.5 | $ | — | — | |||||||||||||||
Warrant Activity is Summarized | Warrant activity is summarized as follows: | ||||||||||||||||||||
Shares | Weighted Average | ||||||||||||||||||||
Exercise Price | |||||||||||||||||||||
Warrants outstanding, December 31, 2011 | 2,156,750 | $ | 1.34 | ||||||||||||||||||
Granted | 200,000 | 1.43 | |||||||||||||||||||
Exercised | (900,000 | ) | 1.5 | ||||||||||||||||||
Expired | (98,417 | ) | 1.5 | ||||||||||||||||||
Cancelled | — | — | |||||||||||||||||||
Warrants outstanding, December 31, 2012 | 1,358,333 | 1.24 | |||||||||||||||||||
Granted | — | — | |||||||||||||||||||
Exercised | — | — | |||||||||||||||||||
Expired | — | — | |||||||||||||||||||
Cancelled | — | — | |||||||||||||||||||
Warrants outstanding, December 31, 2013 | 1,358,333 | 1.24 | |||||||||||||||||||
Granted | — | — | |||||||||||||||||||
Exercised | (458,333 | ) | 1 | ||||||||||||||||||
Expired | (250,000 | ) | 1.05 | ||||||||||||||||||
Cancelled | — | 0 | |||||||||||||||||||
Warrants outstanding, December 31, 2014 | 650,000 | $ | 1.48 | ||||||||||||||||||
Warrants exercisable at December 31, 2014 | 530,000 | $ | 1.49 | ||||||||||||||||||
Summarizes Information on Warrants Outstanding | The following table summarizes information on warrants outstanding on December 31, 2014: | ||||||||||||||||||||
Number | Exercise | Issued | Expire | ||||||||||||||||||
outstanding | price | ||||||||||||||||||||
450,000 | $ | 1.5 | 5/3/10 | 5/2/17 | |||||||||||||||||
200,000 | $ | 1.43 | 1/12/12 | 1/12/17 | |||||||||||||||||
650,000 | $ | 1.48 | |||||||||||||||||||
Chief Medical Officer [Member] | |||||||||||||||||||||
Valuation of Option Items under Trinomial Lattice Model | At December 31, 2014 these stock options were valued at $628,500 based on a trinomial lattice model with the following weighted average terms: | ||||||||||||||||||||
Expected term in years | 2.8 | ||||||||||||||||||||
Risk-free interest rate (%) | 0.6 | % | |||||||||||||||||||
Weighted average expected volatility (%) | 53 | % | |||||||||||||||||||
Dividend yield (%) | 0 | % | |||||||||||||||||||
On March 5, 2014, Maher Albitar, our Chief Medical Officer was granted stock options to purchase 30,000 shares of the Company’s common stock at an exercise price per share of $3.45, which was the closing price per share on the date before the grant date. The stock options have a five year term and become 33% vested on each of the next three anniversaries of the grant date. Dr. Albitar works in our California laboratory location, and the State of California has certain regulations that prohibit the corporate practice of medicine. As a result of this regulation, Dr. Albitar is not an employee, but rather is a full-time consulting physician to NeoGenomics. Thus, these stock options are non-employee consultant options and as such are being revalued at the end of every reporting period. At December 31, 2014 these stock options were valued at $48,850 based on a trinomial lattice model with the following weighted average terms: | |||||||||||||||||||||
Expected term in years | 3 | ||||||||||||||||||||
Risk-free interest rate (%) | 0.9 | % | |||||||||||||||||||
Weighted average expected volatility (%) | 48.9 | % | |||||||||||||||||||
Dividend yield (%) | 0 | % | |||||||||||||||||||
Chief Executive Officer [Member] | |||||||||||||||||||||
Valuation of Option Items under Trinomial Lattice Model | The Supplemental Options are valued at $505,000 based on a trinomial lattice model with the following weighted average terms: | ||||||||||||||||||||
Expected term in years | 3.8 | ||||||||||||||||||||
Risk-free interest rate (%) | 0.6 | % | |||||||||||||||||||
Weighted average expected volatility (%) | 52 | % | |||||||||||||||||||
Dividend yield (%) | 0 | % | |||||||||||||||||||
Chief Operating Officer [Member] | |||||||||||||||||||||
Valuation of Option Items under Trinomial Lattice Model | The stock options were valued at $502,925 based on a trinomial lattice model with the following weighted average terms: | ||||||||||||||||||||
Expected term in years | 3.1 | ||||||||||||||||||||
Risk-free interest rate (%) | 1 | % | |||||||||||||||||||
Weighted average expected volatility (%) | 50.7 | % | |||||||||||||||||||
Dividend yield (%) | 0 | % | |||||||||||||||||||
Chief Information Officer [Member] | |||||||||||||||||||||
Valuation of Option Items under Trinomial Lattice Model | The stock options were valued at $192,000 based on a trinomial lattice model with the following weighted average terms: | ||||||||||||||||||||
Expected term in years | 3.5 | ||||||||||||||||||||
Risk-free interest rate (%) | 0.5 | % | |||||||||||||||||||
Weighted average expected volatility (%) | 45 | % | |||||||||||||||||||
Dividend yield (%) | 0 | % | |||||||||||||||||||
Chief Financial Officer [Member] | |||||||||||||||||||||
Valuation of Option Items under Trinomial Lattice Model | The stock options were valued at $34,600 based on a trinomial lattice model with the following weighted average terms: | ||||||||||||||||||||
Expected term in years | 3 | ||||||||||||||||||||
Risk-free interest rate (%) | 0.9 | % | |||||||||||||||||||
Weighted average expected volatility (%) | 48.9 | % | |||||||||||||||||||
Dividend yield (%) | 0 | % | |||||||||||||||||||
Warrant [Member] | |||||||||||||||||||||
Roll Forward of Non-Vested Stock Options Activity | The number and weighted average grant-date fair values of warrants non-vested at the beginning and end of 2014, as well as options granted, vested and forfeited during the year was as follows: | ||||||||||||||||||||
Number of | Weighted | ||||||||||||||||||||
Warrants | Average | ||||||||||||||||||||
Grant Date | |||||||||||||||||||||
Fair Value | |||||||||||||||||||||
Non-vested at December 31, 2013 | 575,000 | $ | 1.18 | ||||||||||||||||||
Granted in 2014 | — | — | |||||||||||||||||||
Vested in 2014 | (205,000 | ) | 1.2 | ||||||||||||||||||
Forfeited in 2014 | (250,000 | ) | 1.05 | ||||||||||||||||||
Non-vested at December 31, 2014 | 120,000 | $ | 1.43 | ||||||||||||||||||
Commitments_and_Contingencies_
Commitments and Contingencies (Tables) | 12 Months Ended | ||||
Dec. 31, 2014 | |||||
Commitments and Contingencies Disclosure [Abstract] | |||||
Operating Leases | The minimum aggregate future obligations under non-cancelable operating leases as of December 31, 2014 are as follows (in thousands): | ||||
Years ending December 31, | |||||
2015 | $ | 1,282 | |||
2016 | 928 | ||||
2017 | 483 | ||||
Total minimum lease payments | $ | 2,639 | |||
Schedule of Purchase Commitments | The purchase commitments as of December 31, 2014 are as follows (in thousands): | ||||
Years ending December 31, | |||||
2015 | $ | 301 | |||
2016 | 301 | ||||
2017 | 301 | ||||
2018 | 293 | ||||
2019 | 191 | ||||
Total Purchase commitments | $ | 1,387 | |||
Capital Lease Obligations | Future minimum lease payments under capital lease obligations, including those described above are (in thousands): | ||||
Years ending December 31, | |||||
2015 | $ | 3,784 | |||
2016 | 3,191 | ||||
2017 | 1,601 | ||||
2018 | 518 | ||||
2019 and thereafter | 29 | ||||
Total future minimum lease payments | 9,123 | ||||
Less amount representing interest | (642 | ) | |||
Present value of future minimum lease payments | 8,481 | ||||
Less current maturities | (3,224 | ) | |||
Obligations under capital leases – long term | $ | 5,257 | |||
Equity_Transactions_Tables
Equity Transactions (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Equity [Abstract] | |||||||||
Roll Forward of RSU Activity | The number and weighted average grant date fair values of restricted stock non-vested at the beginning and end of 2014, 2013 and 2012, as well as stock awards granted, vested and forfeited during the year are as follows: | ||||||||
Number | Weighted | ||||||||
of | Average | ||||||||
Restricted | Grant Date | ||||||||
Shares | Fair Value | ||||||||
Nonvested at December 31, 2011 | 90,000 | $ | 1.44 | ||||||
Granted in 2012 | — | — | |||||||
Vested in 2012 | (50,000 | ) | 1.44 | ||||||
Forfeited in 2012 | — | — | |||||||
Nonvested at December 31, 2012 | 40,000 | 1.44 | |||||||
Granted in 2013 | — | — | |||||||
Vested in 2013 | (32,000 | ) | 1.44 | ||||||
Forfeited in 2013 | — | — | |||||||
Nonvested at December 31, 2013 | 8,000 | 1.44 | |||||||
Granted in 2014 | 138,500 | 3.07 | |||||||
Vested in 2014 | (18,125 | ) | 2.45 | ||||||
Forfeited in 2014 | — | ||||||||
Nonvested at December 31, 2014 | 128,375 | 3.06 |
Nature_of_Business_and_Basis_o1
Nature of Business and Basis of Presentation - Additional Information (Detail) | 12 Months Ended |
Dec. 31, 2014 | |
Segments | |
Partnership Organization And Basis Of Presentation [Line Items] | |
Number of reportable segments | 1 |
Consolidated Assets [Member] | |
Partnership Organization And Basis Of Presentation [Line Items] | |
Concentration of risk, percentage | 100.00% |
Net Revenues [Member] | |
Partnership Organization And Basis Of Presentation [Line Items] | |
Concentration of risk, percentage | 100.00% |
Net Income [Member] | |
Partnership Organization And Basis Of Presentation [Line Items] | |
Concentration of risk, percentage | 100.00% |
Summary_of_Significant_Account3
Summary of Significant Accounting Policies - Adjustment of Transactions Revenue (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Revenue Recognition [Abstract] | |||
Gross Service Revenues | $224,460 | $173,784 | $157,591 |
Total Contractual Adjustments and Discounts | -137,391 | -107,317 | -97,724 |
Net Service Revenues | $87,069 | $66,467 | $59,867 |
Summary_of_Significant_Account4
Summary of Significant Accounting Policies - Additional Information (Detail) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Schedule Of Significant Accounting Policies [Line Items] | |||
Shipping expense | $3,000,000 | $2,900,000 | $3,100,000 |
Oncology practice combined represented revenue | 10.10% | 15.80% | 14.90% |
Revenue of all other clients individually | Less than 5% | ||
Minimum cost of purchases under Property and equipment | 1,000 | ||
Property and equipment, life | 1 year | ||
Impairment loss | 0 | 0 | 0 |
Largest amount of tax benefit | Greater than 50% | ||
Provision for interest or penalties related to uncertain tax positions | $0 | $0 | $0 |
Dividend yield (%) | 0.00% | 0.00% | 0.00% |
Net Revenues [Member] | |||
Schedule Of Significant Accounting Policies [Line Items] | |||
Percentage of revenue derived from | 100.00% | ||
Net Revenues [Member] | Florida [Member] | |||
Schedule Of Significant Accounting Policies [Line Items] | |||
Percentage of revenue derived from | 25.80% | 30.60% | 33.60% |
Summary_of_Significant_Account5
Summary of Significant Accounting Policies - Summary of Changes in Allowance for Doubtful Accounts (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Receivables [Abstract] | |||
Beginning balance - Allowance for Doubtful Accounts | $4,540 | $3,002 | $2,150 |
Provision for doubtful accounts | 2,437 | 2,797 | 3,053 |
Write-offs | -2,797 | -1,259 | -2,201 |
Ending balance - Allowance for Doubtful Accounts | $4,180 | $4,540 | $3,002 |
Property_and_Equipment_Net_Sum
Property and Equipment, Net - Summary of Property and Equipment (Detail) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Property, Plant and Equipment [Line Items] | ||
Property and Equipment | $34,904 | $24,172 |
Less accumulated depreciation and amortization | -19,822 | -14,478 |
Property and equipment, net | 15,082 | 9,694 |
Property and equipment, life | 1 year | |
Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and Equipment | 19,604 | 13,848 |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and Equipment | 3,541 | 2,258 |
Furniture and Fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and Equipment | 1,982 | 1,087 |
Property and equipment, life | 7 years | |
Computer Hardware [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and Equipment | 4,249 | 2,680 |
Property and equipment, life | 3 years | |
Computer Software [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and Equipment | 5,033 | 3,265 |
Assets Not Yet Placed in Service [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and Equipment | $495 | $1,034 |
Property and equipment, life | 0 years | |
Minimum [Member] | Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, life | 3 years | |
Minimum [Member] | Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, life | 2 years | |
Minimum [Member] | Computer Software [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, life | 2 years | |
Maximum [Member] | Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, life | 7 years | |
Maximum [Member] | Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, life | 5 years | |
Maximum [Member] | Computer Software [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, life | 3 years |
Property_and_Equipment_Net_Dep
Property and Equipment, Net - Depreciation Expense on Property and Equipment,Including Leased Assets (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Property Plant and Equipment Useful Life and Values [Abstract] | |||
Depreciation and amortization expense | $5,345 | $4,189 | $3,636 |
Property_and_Equipment_Net_Add
Property and Equipment, Net - Additional Information (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Depreciation and Amortization Expenses For Property Plant And Equipment [Line Items] | |||
Depreciation and amortization | $5,345 | $4,189 | $3,636 |
Cost Of Revenue [Member] | |||
Depreciation and Amortization Expenses For Property Plant And Equipment [Line Items] | |||
Depreciation and amortization | 3,516 | 2,985 | 2,800 |
General and Administrative Expense [Member] | |||
Depreciation and Amortization Expenses For Property Plant And Equipment [Line Items] | |||
Depreciation and amortization | $1,829 | $1,204 | $836 |
Property_and_Equipment_Net_Pro
Property and Equipment, Net - Property and Equipment under Capital Leases (Detail) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | $13,000 | $10,507 |
Less accumulated depreciation and amortization | -4,959 | -5,038 |
Property and equipment under capital leases, net | 8,041 | 5,469 |
Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | 8,729 | 7,885 |
Furniture and Fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | 1,250 | 575 |
Computer Hardware [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | 2,454 | 1,607 |
Computer Software [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | 523 | 306 |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | $44 | $134 |
Acquisitions_Additional_Inform
Acquisitions - Additional Information (Detail) (USD $) | 12 Months Ended | 0 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Jul. 08, 2014 | |
Business Acquisition [Line Items] | ||||
Amortization expense of intangibles | $295,000 | $223,000 | $182,000 | |
Path Logic [Member] | ||||
Business Acquisition [Line Items] | ||||
Business acquisition purchase price | 5,908,000 | |||
Amortization expense of intangibles | 71,000 | |||
Acquired intangible assets | 1,930,000 | |||
Intangible asset amortization period | 13 years | |||
Goodwill expected tax deductible amount | 3,700,000 | |||
Amortization Period | 15 years | |||
Transaction costs related to acquisition | 361,000 | |||
Path Logic [Member] | General and Administrative Expense [Member] | ||||
Business Acquisition [Line Items] | ||||
Diligence and transaction expenses related to acquisition | $361,000 |
Acquisitions_Summary_of_Estima
Acquisitions - Summary of Estimated Fair Values of Assets Acquired and Liabilities Assumed (Detail) (USD $) | Dec. 31, 2014 | Jul. 08, 2014 |
In Thousands, unless otherwise specified | ||
Business Acquisition [Line Items] | ||
GOODWILL | $2,929 | |
Path Logic [Member] | ||
Business Acquisition [Line Items] | ||
Current assets, including cash and cash equivalents | 1,722 | |
Property, plant and equipment | 577 | |
Identifiable intangible assets - customer relationships | 1,930 | |
Long term deposits | 28 | |
GOODWILL | 2,929 | |
Total assets acquired | 7,186 | |
Current liabilities | -1,180 | |
Long-term liabilities | -98 | |
Net assets acquired | 5,908 | |
Initially Reported [Member] | Path Logic [Member] | ||
Business Acquisition [Line Items] | ||
Current assets, including cash and cash equivalents | 1,881 | |
Property, plant and equipment | 804 | |
Identifiable intangible assets - customer relationships | 1,860 | |
GOODWILL | 2,561 | |
Total assets acquired | 7,106 | |
Current liabilities | -1,185 | |
Long-term liabilities | -13 | |
Net assets acquired | 5,908 | |
Measurement Period Adjustment [Member] | Path Logic [Member] | ||
Business Acquisition [Line Items] | ||
Current assets, including cash and cash equivalents | -159 | |
Property, plant and equipment | -227 | |
Identifiable intangible assets - customer relationships | 70 | |
Long term deposits | 28 | |
GOODWILL | 368 | |
Total assets acquired | 80 | |
Current liabilities | 5 | |
Long-term liabilities | ($85) |
Acquisitions_Estimated_Amortiz
Acquisitions - Estimated Amortization Expense (Detail) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Finite-Lived Intangible Assets [Line Items] | ||
2015 | $371 | |
2016 | 371 | |
2017 | 371 | |
2018 | 371 | |
2019 | 371 | |
Thereafter | 2,357 | |
Total | 4,212 | 2,577 |
Path Logic [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
2015 | 148 | |
2016 | 148 | |
2017 | 148 | |
2018 | 148 | |
2019 | 148 | |
Thereafter | 1,119 | |
Total | $1,859 |
Acquisitions_Summary_of_Unaudi
Acquisitions - Summary of Unaudited Pro-forma Information (Detail) (Path Logic [Member], USD $) | 12 Months Ended | |
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Path Logic [Member] | ||
Business Acquisition [Line Items] | ||
Revenue | $91,993 | $76,305 |
Net income (loss) | $549 | ($3,340) |
Earnings (loss) per share | ||
Basic | $0.01 | ($0.07) |
Diluted | $0.01 | ($0.07) |
Intangible_Assets_Additional_I
Intangible Assets - Additional Information (Detail) (USD $) | 12 Months Ended | 0 Months Ended |
Dec. 31, 2014 | Jul. 08, 2014 | |
Finite-Lived Intangible Assets [Line Items] | ||
Extended period to commercialize certain products | 2 years | |
Net revenue from products | $5,000,000 | |
License agreement expiry date | 5-Jan-17 | |
Milestone payment to be made upon incremental revenue | 500,000 | |
Amount of revenue recognized for milestone | 2,000,000 | |
Maximum milestone payment to be made | 5,000,000 | |
Royalty payable as a percentage of net revenue | 6.50% | |
Royalty payable as a percentage of sublicensing revenue | 50.00% | |
Milestone payments | 0 | |
Path Logic [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Acquired intangible assets | 1,930,000 | |
Intangible asset amortization period | 13 years | |
Customer Relationships [Member] | Path Logic [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Acquired intangible assets | $1,930,000 | |
Intangible asset amortization period | 13 years |
Intangible_Assets_Classes_of_I
Intangible Assets - Classes of Intangible Assets (Detail) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Finite-Lived Intangible Assets [Line Items] | ||
COST | $4,912 | $2,982 |
Accumulated Amortization | 700 | 405 |
Total | 4,212 | 2,577 |
Customer Relationships [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization Period | 156 months | |
COST | 1,930 | |
Accumulated Amortization | 71 | |
Total | 1,859 | |
Support Vector Machine (SVM) Technology [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization Period | 108 months | 108 months |
COST | 500 | 500 |
Accumulated Amortization | 167 | 112 |
Total | 333 | 388 |
Laboratory Developed Test (LDT) Technology [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization Period | 164 months | 164 months |
COST | 1,482 | 1,482 |
Accumulated Amortization | 297 | 188 |
Total | 1,185 | 1,294 |
Flow Cytometry and Cytogenetics Technology [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization Period | 202 months | 202 months |
COST | 1,000 | 1,000 |
Accumulated Amortization | 165 | 105 |
Total | $835 | $895 |
Intangible_Assets_Amortization
Intangible Assets - Amortization Expense of Intangibles Assets (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
Amortization of intangible assets | $295 | $223 | $182 |
Intangible_Assets_Estimated_Am
Intangible Assets - Estimated Amortization Expense (Detail) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Goodwill and Intangible Assets Disclosure [Abstract] | ||
2015 | $371 | |
2016 | 371 | |
2017 | 371 | |
2018 | 371 | |
2019 | 371 | |
Thereafter | 2,357 | |
Total | $4,212 | $2,577 |
Income_Taxes_Significant_Compo
Income Taxes - Significant Components of the Provision for Income Taxes (Detail) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Current: | ||
Federal | $113 | $93 |
State | 44 | 59 |
Total Current Provision | $157 | $152 |
Income_Taxes_Additional_Inform
Income Taxes - Additional Information (Detail) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Income Taxes [Line Items] | |||
Provision for income tax | $157,000 | $152,000 | $0 |
Net operating loss carry forwards expire | 31-Dec-28 | ||
Valuation allowance, decreased | 174,000 | 552,000 | |
Accrued interest or penalties related to uncertain tax positions | 0 | 0 | 0 |
Unrecognized tax benefits | 0 | 0 | 0 |
Federal [Member] | |||
Income Taxes [Line Items] | |||
Net operating loss carry forward | 8,200,000 | 3,400,000 | |
State [Member] | |||
Income Taxes [Line Items] | |||
Net operating loss carry forward | $2,300,000 | $1,200,000 |
Income_Taxes_Reconciliation_of
Income Taxes - Reconciliation of Effective Tax Rate and the Federal Statutory Tax Rate (Detail) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Income Tax Disclosure [Abstract] | ||
Federal Statutory Tax Rate | 34.00% | 34.00% |
State Income Taxes, net of Federal Income Tax Benefit | 3.37% | 1.77% |
Non-deductible expenses | 5.89% | 1.89% |
Non-deductible stock options and warrants | 4.00% | 14.45% |
Non-deductible tax expense | 8.79% | |
Prior year adjustments for stock compensation | -27.93% | |
Other, net | 0.26% | |
Valuation allowance | -15.96% | -45.44% |
Effective Tax Rate | 12.16% | 6.93% |
Income_Taxes_Current_and_Noncu
Income Taxes - Current and Non-current Deferred Income Tax Assets (Detail) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Non-Current deferred income tax assets (liabilities): | ||
Net Deferred Income Tax Asset / (Liability) | $0 | $0 |
Current Deferred Income Tax Assets [Member] | ||
Current deferred income tax assets: | ||
Allowance for doubtful accounts | 1,548 | 1,741 |
Accrued vacation | 334 | 243 |
AMT credit | 93 | |
Other | 38 | 30 |
Subtotal | 1,920 | 2,107 |
Less valuation allowance | -1,099 | -1,519 |
Total Net Current Deferred Income Tax Assets | 821 | 588 |
Non-Current Deferred Income Tax Assets (Liabilities) [Member] | ||
Non-Current deferred income tax assets (liabilities): | ||
Net operating loss carry-forwards | 1,336 | 1,240 |
Nonqualified stock options and warrants | 560 | |
Accumulated depreciation and amortization | -1,672 | -933 |
Subtotal | 320 | 307 |
Less valuation allowance | -1,141 | -895 |
Total Net Non-current Deferred Income Tax Liability | -821 | -588 |
AMT credit | $96 |
Net_Income_Per_Share_Computati
Net Income Per Share - Computation of Basic and Diluted Net Income Per Share (Detail) (USD $) | 12 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Earnings Per Share [Abstract] | |||
Net income | $1,132 | $2,033 | $65 |
Basic weighted average shares outstanding | 53,483 | 48,263 | 45,027 |
Effect of potentially dilutive securities | 2,533 | 4,512 | 3,688 |
Diluted weighted average shares outstanding | 56,016 | 52,775 | 48,715 |
Basic net income per share | $0.02 | $0.04 | $0 |
Diluted net income per share | $0.02 | $0.04 | $0 |
Net_Income_Per_Share_Additiona
Net Income Per Share - Additional Information (Detail) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Stock Options [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Outstanding stock options and warrants | 400,000 | 341,000 | 0 |
Warrant [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Outstanding stock options and warrants | 0 | 0 | 0 |
Stock_Options_Stock_Purchase_P2
Stock Options, Stock Purchase Plan and Warrants - Additional Information (Detail) (USD $) | 0 Months Ended | 12 Months Ended | 0 Months Ended | |||||||||||
Mar. 05, 2014 | Feb. 07, 2014 | Feb. 14, 2012 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Jan. 09, 2012 | Mar. 16, 2014 | Mar. 12, 2014 | Jan. 01, 2007 | Apr. 22, 2013 | Oct. 13, 2014 | Dec. 31, 2011 | Jun. 30, 2007 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Amended Plan expiration date | 3-Mar-19 | |||||||||||||
Common stock reserved and available for issuance under the Amended Plan | 7,000,000 | |||||||||||||
Stock option outstanding | 4,012,096 | 5,725,298 | 5,777,212 | 4,779,170 | ||||||||||
Stock option to purchase | 760,500 | 416,000 | 1,298,000 | |||||||||||
Shares were available for future option and stock awards under the Amended Plan | 388,000 | |||||||||||||
Stock option term | 3 years | 4 years | ||||||||||||
Aggregate intrinsic value of all stock options outstanding and expected to vest | $8,800,000 | |||||||||||||
Aggregate intrinsic value of currently exercisable stock options | 6,900,000 | |||||||||||||
Deemed value per share | $4.17 | |||||||||||||
Total number of in the money options outstanding and exercisable | 2,379,378 | |||||||||||||
Total intrinsic value of options exercised | 8,882,000 | 1,200,000 | 264,000 | |||||||||||
Total cash proceeds received from the exercise of stock options | 1,807,000 | 372,000 | 198,000 | |||||||||||
Total fair value of options granted | 1,139,000 | 493,000 | 943,000 | |||||||||||
Total fair value of option shares vested | 540,000 | 349,000 | 218,000 | |||||||||||
Unrecognized stock-based compensation cost | 1,200,000 | |||||||||||||
Unrecognized cost is expected to be recognized over a weighted-average period | 1 year 2 months 12 days | |||||||||||||
Weighted average exercise price, granted | $4.21 | $3.66 | $1.64 | |||||||||||
Stock option valued | 48,850 | |||||||||||||
Shares issued under ESPP | 90,285 | 76,595 | 56,805 | |||||||||||
Albitar warrant period | 5 years | |||||||||||||
Stock compensation expense | 641,000 | 666,000 | 645,000 | |||||||||||
Proceeds from stock options exercised | 62,500 | |||||||||||||
Common stock, shares issued | 60,242,818 | 49,118,373 | ||||||||||||
Warrants issued | 348,417 | |||||||||||||
Minimum [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Options expiry period | 5 years | |||||||||||||
Stock option term | 3 years | |||||||||||||
Maximum [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Options expiry period | 10 years | |||||||||||||
Stock option term | 4 years | |||||||||||||
Stock Options [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Stock compensation expense | 511,000 | 666,000 | 575,000 | |||||||||||
Thirteen Months To Forty Eight Months [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Options vested per month | 6,250 | |||||||||||||
Albitar Warrants [Member] | Vesting at Commercial Launch [Member] | Plasma Prostate Cancer Test Licensed From Health Discovery Corp HDC [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Warrants granted | 80,000 | |||||||||||||
Albitar Warrants [Member] | Vesting at Commercial Launch [Member] | Colon Cancer Test Licensed From HDC [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Warrants granted | 40,000 | |||||||||||||
Albitar Warrants [Member] | Vesting at Commercial Launch [Member] | Pancreatic Cancer Test Licensed From HDC [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Warrants granted | 40,000 | |||||||||||||
Albitar Warrants [Member] | Vesting at Successful Consummation Of Sublicensing Agreement[Member] | Cytogenetics Automated Image Analysis Technology Licenses From HDC [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Warrants granted | 20,000 | |||||||||||||
Albitar Warrants [Member] | Vesting at Successful Consummation Of Sublicensing Agreement[Member] | Cytometry Automated Image Analysis Technology Licenses From HDC [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Warrants granted | 20,000 | |||||||||||||
Warrant [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Deemed value per share | 4 | |||||||||||||
Stock compensation expense | 51,000 | 263,000 | 153,000 | |||||||||||
Warrants granted | 200,000 | 200,000 | ||||||||||||
Weighted average exercise price, granted | $1.43 | 1.43 | ||||||||||||
Value of Albitar Warrants | 505,000 | |||||||||||||
Stock compensation expense | 49,000 | 231,000 | 135,000 | |||||||||||
Warrants exercised | 83,333 | 458,333 | 900,000 | 375,000 | ||||||||||
Exercise price of warrants | $0.75 | $1.05 | ||||||||||||
Proceeds from stock options exercised | 393,750 | |||||||||||||
Warrants issued and expired | 250,000 | 98,417 | 250,000 | |||||||||||
Common stock, shares issued | 650,000 | |||||||||||||
Employee Stock Purchase Plan [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Limited payroll deductions a discount | 5.00% | |||||||||||||
Chief Information Officer [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Stock option to purchase | 150,000 | |||||||||||||
Stock option term | 5 years | |||||||||||||
Stock compensation expense | 65,000 | 63,000 | ||||||||||||
Weighted average exercise price, granted | $3.93 | |||||||||||||
Stock option valued | 192,000 | |||||||||||||
Stock option vested | 25.00% | |||||||||||||
Chief Medical Officer [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Stock option to purchase | 30,000 | 250,000 | ||||||||||||
Stock option term | 5 years | 5 years | ||||||||||||
Stock compensation expense | 200,000 | 252,000 | 151,000 | |||||||||||
Weighted average exercise price, granted | 3.45 | 1.43 | ||||||||||||
Stock option valued | 628,500 | |||||||||||||
Stock option vested | 33.00% | 25.00% | ||||||||||||
Chief Executive Officer [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Stock option to purchase | 800,000 | 800,000 | ||||||||||||
Stock option term | 5 years | |||||||||||||
Deemed value per share | $4 | |||||||||||||
Stock compensation expense | 91,000 | 155,000 | 210,000 | |||||||||||
Weighted average exercise price, granted | 1.71 | |||||||||||||
Stock option valued | 505,000 | |||||||||||||
Supplemental options vested | 200,000 | |||||||||||||
Chief Operating Officer [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Stock option to purchase | 300,000 | |||||||||||||
Stock option term | 5 years | |||||||||||||
Stock compensation expense | 59,873 | |||||||||||||
Weighted average exercise price, granted | $4.79 | |||||||||||||
Stock option vested | 25.00% | |||||||||||||
Stock option valued | 502,925 | |||||||||||||
Chief Financial Officer [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Stock option to purchase | 30,000 | |||||||||||||
Stock option term | 5 years | |||||||||||||
Stock compensation expense | 16,000 | |||||||||||||
Weighted average exercise price, granted | 3.45 | |||||||||||||
Stock option valued | 34,600 | |||||||||||||
Stock option vested | 33.00% |
Stock_Options_Stock_Purchase_P3
Stock Options, Stock Purchase Plan and Warrants - Fair Value of Each Stock Option Award Granted (Detail) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Risk-free interest rate (%) | 1.00% | 0.70% | 0.60% |
Expected volatility (%) | 50.00% | 46.00% | 51.00% |
Dividend yield (%) | 0.00% | 0.00% | 0.00% |
Weighted average fair value/share at grant date | $1.50 | $1.19 | $0.73 |
Minimum [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected term (in years) | 3 years | 2 years 6 months | 2 years 6 months |
Maximum [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected term (in years) | 4 years 7 months 6 days | 4 years 6 months | 4 years 6 months |
Stock_Options_Stock_Purchase_P4
Stock Options, Stock Purchase Plan and Warrants - Status of Our Stock Options and Stock Awards (Detail) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||
Stock options, beginning balance | 5,725,298 | 5,777,212 | 4,779,170 |
Weighted average exercise price, beginning balance | $1.22 | $1.02 | $0.87 |
Stock options, granted | 760,500 | 416,000 | 1,298,000 |
Stock options, exercised | -2,387,327 | -438,998 | -197,209 |
Stock options, cancelled | -86,375 | -28,916 | -102,749 |
Stock options, ending balance | 4,012,096 | 5,725,298 | 5,777,212 |
Stock options, exercisable, ending balance | 2,379,378 | ||
Weighted average exercise price, granted | $4.21 | $3.66 | $1.64 |
Weighted average exercise price, exercised | $0.76 | $0.85 | $1.02 |
Weighted average exercise price, cancelled | $2.39 | $1.47 | $1.60 |
Weighted average exercise price, ending balance | $2.04 | $1.22 | $1.02 |
Weighted average exercise price, exercisable, ending balance | $1.27 |
Stock_Options_Stock_Purchase_P5
Stock Options, Stock Purchase Plan and Warrants - Roll Forward of Non-Vested Stock Options Activity (Detail) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||
Number of Options, Nonvested, Beginning balance | 1,520,625 | ||
Number of Options, Granted | 760,500 | 416,000 | 1,298,000 |
Number of Options, Vested | -565,740 | ||
Number of Options, Forfeited | -82,667 | ||
Number of Options, Nonvested, Ending balance | 1,632,718 | 1,520,625 | |
Weighted average grant date fair value, Nonvested, Beginning balance | $1.02 | ||
Weighted average grant date fair value, Granted | $1.50 | ||
Weighted average grant date fair value, Vested | $0.95 | ||
Weighted average grant date fair value, Forfeited | $0.85 | ||
Weighted average grant date fair value, Nonvested, Ending balance | $1.35 | $1.02 |
Stock_Options_Stock_Purchase_P6
Stock Options, Stock Purchase Plan and Warrants - Summarizes Information About Our Options Outstanding (Detail) (USD $) | 12 Months Ended |
Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Outstanding number of options | 4,012,096 |
Weighted average remaining contractual life outstanding | 2 years 3 months 18 days |
Outstanding average exercise price | $2.04 |
Weighted average remaining contractual life exercisable | 1 year 7 months 6 days |
Exercisable, number of options | 2,379,378 |
Exercisable, average exercise Price | $1.27 |
Range One [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Price Range, Minimum | $0 |
Price Range, Maximum | $0.50 |
Outstanding number of options | 105,000 |
Weighted average remaining contractual life outstanding | 1 year 3 months 18 days |
Outstanding average exercise price | $0.49 |
Weighted average remaining contractual life exercisable | 1 year 3 months 18 days |
Exercisable, number of options | 105,000 |
Exercisable, average exercise Price | $0.49 |
Range Two [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Price Range, Minimum | $0.51 |
Price Range, Maximum | $1 |
Outstanding number of options | 1,007,000 |
Weighted average remaining contractual life outstanding | 1 year 2 months 12 days |
Outstanding average exercise price | $0.80 |
Weighted average remaining contractual life exercisable | 1 year 2 months 12 days |
Exercisable, number of options | 1,007,000 |
Exercisable, average exercise Price | $0.80 |
Range Three [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Price Range, Minimum | $1.01 |
Price Range, Maximum | $1.50 |
Outstanding number of options | 833,096 |
Weighted average remaining contractual life outstanding | 1 year 6 months |
Outstanding average exercise price | $1.40 |
Weighted average remaining contractual life exercisable | 1 year 6 months |
Exercisable, number of options | 671,596 |
Exercisable, average exercise Price | $1.39 |
Range Four [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Price Range, Minimum | $1.51 |
Price Range, Maximum | $3 |
Outstanding number of options | 973,000 |
Weighted average remaining contractual life outstanding | 2 years 2 months 12 days |
Outstanding average exercise price | $1.74 |
Weighted average remaining contractual life exercisable | 2 years 2 months 12 days |
Exercisable, number of options | 499,041 |
Exercisable, average exercise Price | $1.73 |
Range Five [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Price Range, Minimum | $3.01 |
Price Range, Maximum | $4 |
Outstanding number of options | 674,500 |
Weighted average remaining contractual life outstanding | 3 years 9 months 18 days |
Outstanding average exercise price | $3.66 |
Weighted average remaining contractual life exercisable | 3 years 4 months 24 days |
Exercisable, number of options | 96,741 |
Exercisable, average exercise Price | $3.80 |
Range Six [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Price Range, Minimum | $4.01 |
Price Range, Maximum | $5 |
Outstanding number of options | 379,500 |
Weighted average remaining contractual life outstanding | 4 years 9 months 18 days |
Outstanding average exercise price | $4.72 |
Weighted average remaining contractual life exercisable | 0 years |
Range Seven [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Price Range, Minimum | $5.01 |
Price Range, Maximum | $6 |
Outstanding number of options | 40,000 |
Weighted average remaining contractual life outstanding | 4 years 8 months 12 days |
Outstanding average exercise price | $5.44 |
Weighted average remaining contractual life exercisable | 0 years |
Stock_Options_Stock_Purchase_P7
Stock Options, Stock Purchase Plan and Warrants - Valuation of Option Items under Trinomial Lattice Model (Detail) | 12 Months Ended | 0 Months Ended | |||||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Oct. 13, 2014 | Apr. 22, 2013 | Mar. 05, 2014 | Feb. 14, 2012 | |
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items] | |||||||
Risk-free interest rate (%) | 1.00% | 0.70% | 0.60% | ||||
Weighted average expected volatility (%) | 50.00% | 46.00% | 51.00% | ||||
Dividend yield (%) | 0.00% | 0.00% | 0.00% | ||||
Warrant [Member] | |||||||
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items] | |||||||
Expected term in years | 2 years 3 months 18 days | ||||||
Risk-free interest rate (%) | 0.50% | ||||||
Weighted average expected volatility (%) | 51.80% | ||||||
Dividend yield (%) | 0.00% | ||||||
Chief Operating Officer [Member] | |||||||
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items] | |||||||
Expected term in years | 3 years 1 month 6 days | ||||||
Risk-free interest rate (%) | 1.00% | ||||||
Weighted average expected volatility (%) | 50.70% | ||||||
Dividend yield (%) | 0.00% | ||||||
Chief Information Officer [Member] | |||||||
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items] | |||||||
Expected term in years | 3 years 6 months | ||||||
Risk-free interest rate (%) | 0.50% | ||||||
Weighted average expected volatility (%) | 45.00% | ||||||
Dividend yield (%) | 0.00% | ||||||
Chief Medical Officer [Member] | |||||||
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items] | |||||||
Expected term in years | 2 years 9 months 18 days | 3 years | |||||
Risk-free interest rate (%) | 0.60% | 0.90% | |||||
Weighted average expected volatility (%) | 53.00% | 48.90% | |||||
Dividend yield (%) | 0.00% | 0.00% | |||||
Chief Executive Officer [Member] | |||||||
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items] | |||||||
Expected term in years | 3 years 9 months 18 days | ||||||
Risk-free interest rate (%) | 0.60% | ||||||
Weighted average expected volatility (%) | 52.00% | ||||||
Dividend yield (%) | 0.00% | ||||||
Chief Financial Officer [Member] | |||||||
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items] | |||||||
Expected term in years | 3 years | ||||||
Risk-free interest rate (%) | 0.90% | ||||||
Weighted average expected volatility (%) | 48.90% | ||||||
Dividend yield (%) | 0.00% |
Stock_Options_Stock_Purchase_P8
Stock Options, Stock Purchase Plan and Warrants - Warrants Issued to Members of Board of Directors (Detail) (Warrant [Member], USD $) | 12 Months Ended |
Dec. 31, 2012 | |
Cash Exercise [Member] | |
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | |
Warrant Shares | 175,000 |
Exercise Price / Share | $1.50 |
Cash Received | $262,500 |
Common Stock Shares Issued | 175,000 |
Cashless Net Exercise [Member] | |
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | |
Warrant Shares | 725,000 |
Exercise Price / Share | $1.50 |
Common Stock Shares Issued | 75,066 |
Expired Unexercised [Member] | |
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | |
Warrant Shares | 98,417 |
Exercise Price / Share | $1.50 |
Stock_Options_Stock_Purchase_P9
Stock Options, Stock Purchase Plan and Warrants - Warrant Activity is Summarized (Detail) (Warrant [Member], USD $) | 0 Months Ended | 12 Months Ended | |||||
Mar. 16, 2014 | Mar. 12, 2014 | Feb. 07, 2014 | Jan. 09, 2012 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Warrant [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Warrants outstanding, beginning balance | 1,358,333 | 1,358,333 | 2,156,750 | ||||
Warrants, Granted | 200,000 | 200,000 | |||||
Warrants, Exercised | -375,000 | -83,333 | -458,333 | -900,000 | |||
Warrants, Expired | -250,000 | -250,000 | -98,417 | ||||
Warrants, Cancelled | 0 | 0 | 0 | ||||
Warrants outstanding, ending balance | 650,000 | 1,358,333 | 1,358,333 | ||||
Warrants exercisable, ending balance | 530,000 | ||||||
Weighted Average Exercise Price Warrants outstanding, beginning balance | $1.24 | $1.24 | $1.34 | ||||
Weighted average exercise price, granted | $1.43 | $1.43 | |||||
Weighted Average Exercised Price, Exercised | $1 | $1.50 | |||||
Weighted Average Exercised Price, Expired | $1.05 | $1.50 | |||||
Weighted Average Exercised Price, Cancelled | 0 | ||||||
Weighted Average Exercised Price, Warrants outstanding, ending balance | $1.48 | $1.24 | $1.24 | ||||
Weighted Average Exercised Price, Warrants exercisable, ending balance | $1.49 |
Recovered_Sheet1
Stock Options, Stock Purchase Plan and Warrants - Roll Forward of Non-Vested Stock Warrants Activity (Detail) (Warrant [Member], USD $) | 12 Months Ended |
Dec. 31, 2014 | |
Warrant [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of Warrants or restricted shares, Nonvested, Beginning balance | 575,000 |
Number of Warrants, Granted | 0 |
Number of Warrants, Vested | -205,000 |
Number of Warrants, Forfeited | -250,000 |
Number of Warrants or restricted shares, Nonvested, Ending balance | 120,000 |
Weighted average grant date fair value, Nonvested, Beginning balance | $1.18 |
Weighted average grant date fair value, Granted | $0 |
Weighted average grant date fair value, Vested | $1.20 |
Weighted average grant date fair value, Forfeited | $1.05 |
Weighted average grant date fair value, Nonvested, Ending balance | $1.43 |
Recovered_Sheet2
Stock Options, Stock Purchase Plan and Warrants - Summarizes Information on Warrants Outstanding (Detail) (USD $) | 12 Months Ended |
Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number outstanding | 650,000 |
Exercise price | $1.48 |
Warrant One [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number outstanding | 450,000 |
Exercise price | $1.50 |
Issued | 3-May-10 |
Expire | 2-May-17 |
Warrants Two [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number outstanding | 200,000 |
Exercise price | $1.43 |
Issued | 12-Jan-12 |
Expire | 12-Jan-17 |
Commitments_and_Contingencies_1
Commitments and Contingencies - Additional Information (Detail) (USD $) | 0 Months Ended | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
sqft | ||||
Commitments and Contingencies Disclosure [Abstract] | ||||
Square Feet of Office and Laboratory | 49,000 | |||
Rent expenses | $1,705,000 | $1,072,000 | $1,123,000 | |
Purchase commitments expiration period | 2019-10 | |||
Weighted Average Interest Rates | 9.16% | 9.16% | ||
Base salaries | $1,717,000 |
Commitments_and_Contingencies_2
Commitments and Contingencies - Operating Leases (Detail) (USD $) | Dec. 31, 2014 |
In Thousands, unless otherwise specified | |
Commitments and Contingencies Disclosure [Abstract] | |
2015 | $1,282 |
2016 | 928 |
2017 | 483 |
Total minimum lease payments | $2,693 |
Commitments_and_Contingencies_3
Commitments and Contingencies - Schedule of Purchase Commitments (Detail) (USD $) | Dec. 31, 2014 |
In Thousands, unless otherwise specified | |
Commitments and Contingencies Disclosure [Abstract] | |
2015 | $301 |
2016 | 301 |
2017 | 301 |
2018 | 293 |
2019 | 191 |
Total Purchase commitments | $1,387 |
Commitments_and_Contingencies_4
Commitments and Contingencies - Capital Lease Obligations (Detail) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Commitments and Contingencies Disclosure [Abstract] | ||
2015 | $3,784 | |
2016 | 3,191 | |
2017 | 1,601 | |
2018 | 518 | |
2019 and thereafter | 29 | |
Total future minimum lease payments | 9,123 | |
Less amount representing interest | -642 | |
Present value of future minimum lease payments | 8,481 | |
Less current maturities | -3,224 | -2,786 |
Obligations under capital leases - long term | 5,257 | 3,294 |
Present value of future minimum lease payments | $8,481 |
Revolving_Credit_and_Security_1
Revolving Credit and Security Agreement - Additional Information (Detail) (USD $) | 0 Months Ended | 12 Months Ended | 0 Months Ended | 3 Months Ended | 0 Months Ended | |||
Aug. 26, 2014 | Jun. 24, 2014 | Jan. 25, 2013 | Mar. 26, 2012 | Dec. 31, 2014 | Jan. 31, 2013 | Mar. 31, 2013 | Jan. 24, 2014 | |
Line of Credit Facility [Line Items] | ||||||||
Amended and Restated Credit Agreement maturity date | 26-Mar-15 | |||||||
Minimum termination fee, percentage at any time before March 26, 2013 | 2.50% | |||||||
Minimum termination fee, percentage after March 26, 2013 but before March 26, 2014 | 1.50% | |||||||
Minimum termination fee, percentage on or after March 26, 2014 | 0.50% | |||||||
Minimum termination fee, grace period | 5 days | |||||||
Debt Instrument, Basis Spread on Variable Rate | 2.00% | |||||||
Debt Instrument, Description of Variable Rate Basis | "The LIBOR shall be not less than 2.0%" and replacing it with "the LIBOR shall be not less than 1.0%" | |||||||
Commitment fee for capital source | $5,000 | $10,000 | $80,000 | |||||
Termination fee of credit facility | 61,000 | |||||||
Unamortized debt issuance costs | 37,000 | |||||||
Maximum [Member] | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Line of Credit Facility, Current Borrowing Capacity | 8,000,000 | |||||||
Increase in line of credit facility cap | 10,000,000 | 12,000,000 | ||||||
Increased facility cap | 10,000,000 | |||||||
Cash Velocity Percentage | 87.50% | |||||||
Minimum [Member] | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Line of Credit Facility, Current Borrowing Capacity | 5,000,000 | |||||||
Increase in line of credit facility cap | 1,000,000 | 1,000,000 | ||||||
Increased facility cap | $9,000,000 | |||||||
Cash Velocity Percentage | 80.00% | |||||||
Amended and Restated Credit Arrangement [Member] | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Debt Instrument, Basis Spread on Variable Rate | 1.00% | |||||||
Third Amended and Restated Credit Agreement [Member] | Revolving Credit Facility [Member] | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Cash velocity percentage other | 87.50% | |||||||
Third Amended and Restated Credit Agreement [Member] | Revolving Credit Facility [Member] | Effective from December 1, 2013 to March 31, 2014 [Member] | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Cash Velocity Percentage | 80.00% | |||||||
Third Amended and Restated Credit Agreement [Member] | Revolving Credit Facility [Member] | Effective from December 31, 2012 to March 31, 2013 [Member] | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Cash Velocity Percentage | 75.00% |
Related_Party_Transactions_Add
Related Party Transactions - Additional Information (Detail) (USD $) | 1 Months Ended | 12 Months Ended | 0 Months Ended | 1 Months Ended | 12 Months Ended | |
Apr. 30, 2012 | Dec. 31, 2014 | Jan. 01, 2013 | Mar. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items] | ||||||
Retainer Compensation | $210,000 | $180,000 | ||||
Executive Vice President [Member] | ||||||
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items] | ||||||
Fees for consulting work performed | 257,500 | 254,500 | 207,500 | |||
Corporate bonus | 177,500 | 72,500 | 80,000 | |||
Annual compensation | $250,000 | $260,000 | ||||
Cash bonus | 30.00% | |||||
Target cash bonus | 150.00% | |||||
Common stock warrants issued to the Consultant (Steven Jones) | 450,000 |
Retirement_Plan_Additional_Inf
Retirement Plan - Additional Information (Detail) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||
Employee's contribution to retirement plan | 4.00% | ||
Percentage of employees contribution | 50.00% | ||
Percentage of company match | 2.00% | ||
Employers contribution | $358,000 | $275,000 | $220,000 |
Equity_Transactions_Additional
Equity Transactions - Additional Information (Detail) (USD $) | 1 Months Ended | 12 Months Ended | 0 Months Ended | |||
Aug. 31, 2014 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Apr. 15, 2014 | Oct. 27, 2014 | |
Compensation Related Costs Share Based Payments Disclosure [Line Items] | ||||||
Sale of Common stock | 8,050,000 | 3,322,500 | ||||
Share price | $4.60 | $3 | ||||
Gross proceeds | $37,000,000 | $10,000,000 | ||||
Net proceeds from public offering | 34,300,000 | 9,200,000 | 34,254,000 | 9,018,000 | ||
Underwriting fees and offering costs | 2,700,000 | |||||
Underwriting fees and offering costs | 800,000 | |||||
Restricted Stock [Member] | ||||||
Compensation Related Costs Share Based Payments Disclosure [Line Items] | ||||||
Restricted stock granted | 138,500 | 125,000 | ||||
Fair market value restricted stock | 381,250 | |||||
Restricted stock price per share | $3.07 | $3.05 | ||||
Stock compensation expense | 91,000 | |||||
Restricted Stock [Member] | Independent Directors [Member] | ||||||
Compensation Related Costs Share Based Payments Disclosure [Line Items] | ||||||
Restricted stock granted | 3,000 | |||||
Fair market value restricted stock | 9,150 | |||||
Restricted stock price per share | $3.05 | |||||
Stock compensation expense | 36,000 | |||||
Restricted stock outstanding | 12,000 | |||||
Number of Directors | 4 | |||||
Restricted Stock [Member] | Director [Member] | ||||||
Compensation Related Costs Share Based Payments Disclosure [Line Items] | ||||||
Restricted stock granted | 1,500 | |||||
Fair market value restricted stock | 7,365 | |||||
Restricted stock price per share | $4.91 | |||||
Stock compensation expense | $2,000 |
Equity_Transactions_Roll_Forwa
Equity Transactions - Roll Forward of RSU Activity (Detail) (Restricted Stock [Member], USD $) | 0 Months Ended | 12 Months Ended | ||
Apr. 15, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Restricted Stock [Member] | ||||
Compensation Related Costs Share Based Payments Disclosure [Line Items] | ||||
Number of Warrants or restricted shares, Nonvested, Beginning balance | 8,000 | 40,000 | 90,000 | |
Number of restricted shares, Granted | 125,000 | 138,500 | ||
Number of restricted shares, Vested | -18,125 | -32,000 | -50,000 | |
Number of restricted shares, Forfeited | 0 | 0 | 0 | |
Number of Warrants or restricted shares, Nonvested, Ending balance | 128,375 | 8,000 | 40,000 | |
Weighted average grant date fair value, Nonvested, Beginning balance | $1.44 | $1.44 | $1.44 | |
Weighted average grant date fair value, Granted | $3.05 | $3.07 | ||
Weighted average grant date fair value, Vested | $2.45 | $1.44 | $1.44 | |
Weighted average grant date fair value, Forfeited | $0 | $0 | $0 | |
Weighted average grant date fair value, Nonvested, Ending balance | $3.06 | $1.44 | $1.44 |