Cover
Cover - USD ($) | 12 Months Ended | ||
Dec. 31, 2019 | Mar. 20, 2020 | Sep. 30, 2019 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 2019 | ||
Document Transition Report | false | ||
Entity File Number | 001-39049 | ||
Entity Registrant Name | EXAGEN INC. | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 20-0434866 | ||
Entity Central Index Key | 0001274737 | ||
Current Fiscal Year End Date | --12-31 | ||
Document Fiscal Year Focus | 2019 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Entity Address, Address Line One | 1261 Liberty Way, | ||
Entity Address, Address Line Two | Suite C | ||
Entity Address, City or Town | Vista | ||
Entity Address, State or Province | CA | ||
Entity Address, Postal Zip Code | 92081 | ||
City Area Code | (760) | ||
Local Phone Number | 560-1501 | ||
Title of 12(b) Security | Common Stock, par value $0.001 per share | ||
Trading Symbol | XGN | ||
Security Exchange Name | NASDAQ | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Small Business | true | ||
Entity Emerging Growth Company | true | ||
Entity Ex Transition Period | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 104,900,000 | ||
Documents Incorporated by Reference | Certain information required to be disclosed in Part III of this report is incorporated by reference from the registrant's definitive Proxy Statement for the 2020 Annual Meeting of Stockholders, which proxy statement will be filed not later than 120 days after the end of the fiscal year covered by this Form 10-K. | ||
Entity Common Stock, Shares Outstanding | 12,627,056 |
Condensed Balance Sheets
Condensed Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Current assets: | ||
Cash and cash equivalents | $ 72,084 | $ 13,164 |
Accounts receivable, net | 5,715 | 5,952 |
Prepaid expenses and other current assets | 3,451 | 2,196 |
Total current assets | 81,250 | 21,312 |
Property and equipment, net | 1,380 | 1,566 |
Goodwill | 5,506 | 5,506 |
Other assets | 174 | 503 |
Total assets | 88,310 | 28,887 |
Current liabilities: | ||
Accounts payable | 1,476 | 1,279 |
Accrued liabilities | 4,419 | 3,923 |
Proceeds received prior to issuance of SeriesĀ G redeemable convertible preferred stock | 0 | 3,750 |
Total current liabilities | 5,895 | 8,952 |
Borrowings-non-current portion, net of discounts and debt issuance costs | 25,854 | 24,617 |
Redeemable convertible preferred stock warrant liabilities | 0 | 1,503 |
Deferred taxes | 264 | 245 |
Other non-current liabilities | 638 | 304 |
Total liabilities | 32,651 | 35,621 |
Commitments and contingencies (Note 6) | ||
Redeemable convertible preferred stock | 0 | 105,232 |
Stockholders' equity (deficit): | ||
Preferred stock | 0 | 0 |
Common stock | 13 | 0 |
Additional paid-in capital | 220,248 | 40,598 |
Accumulated deficit | (164,602) | (152,564) |
Total stockholders' equity (deficit) | 55,659 | (111,966) |
Total liabilities, redeemable convertible preferred stock and stockholders' equity (deficit) | $ 88,310 | $ 28,887 |
Unaudited Condensed Statements
Unaudited Condensed Statements of Operations - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Income Statement [Abstract] | ||
Revenue | $ 40,387 | $ 32,440 |
Operating expenses: | ||
Costs of revenue (excluding amortization of purchased technology) | 18,808 | 15,379 |
Selling, general and administrative expenses | 28,702 | 19,675 |
Research and development expenses | 2,176 | 2,125 |
Amortization of intangible assets | 0 | 141 |
Total operating expenses | 49,686 | 37,320 |
Loss from operations | (9,299) | (4,880) |
Interest expense | (3,491) | (2,868) |
Change in fair value of financial instruments | 267 | (318) |
Other income, net | 510 | 112 |
Loss before income taxes | (12,013) | (7,954) |
Income tax expense | 25 | 58 |
Net loss | (12,038) | (8,012) |
Accretion of redeemable convertible preferred stock | (4,640) | (9,318) |
Deemed dividend recorded in connection with financing transactions | (13,601) | (1,152) |
Net loss attributable to common stockholders (diluted) | $ (30,279) | $ (18,482) |
Net loss per share: | ||
Net loss per share, basic and diluted (USD per share) | $ (8.46) | $ (293.34) |
Weighted average shares: | ||
Weighted-average number of shares used to compute net loss per share, basic and diluted (in shares) | 3,578,771 | 63,005 |
Unaudited Condensed Statement_2
Unaudited Condensed Statements of Redeemable Convertible Preferred Stock and Stockholders' Equity - USD ($) $ in Thousands | Total | Series H redeemable convertible preferred stock | Common Stock | Additional Paid-in Capital | Accumulated Deficit |
Beginning balance (in shares) at Dec. 31, 2017 | 497,691,757 | ||||
Beginning balance at Dec. 31, 2017 | $ 92,046 | ||||
Increase (Decrease) in Temporary Equity [Roll Forward] | |||||
Accretion of redeemable convertible preferred stock | $ 9,318 | ||||
Issuance of Series redeemable convertible preferred stock for aggregate proceeds, net of issuance costs (in shares) | 34,914,327 | ||||
Issuance of Series redeemable convertible preferred stock for aggregate proceeds, net of issuance costs | $ 3,868 | ||||
Deemed dividend recognized on beneficial conversion features of Series H redeemable convertible preferred stock (Note 8) | $ 0 | ||||
Ending balance (in shares) at Dec. 31, 2018 | 532,606,084 | ||||
Ending balance at Dec. 31, 2018 | $ 105,232 | ||||
Beginning balance (in shares) at Dec. 31, 2017 | 63,005 | ||||
Beginning balance at Dec. 31, 2017 | (96,684) | $ 0 | $ 50,954 | $ (147,638) | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Accretion of redeemable convertible preferred stock | (9,318) | (9,318) | |||
Stock-based compensation | 114 | 114 | |||
Issuance of Series redeemable convertible preferred stock for aggregate proceeds of $____ per share, net of issuance costs of $___ (Note 8) | (1,152) | (1,152) | |||
Net loss | $ (8,012) | (8,012) | |||
Ending balance (in shares) at Dec. 31, 2018 | 63,005 | 63,005 | |||
Ending balance at Dec. 31, 2018 | $ (111,966) | $ 0 | 40,598 | (152,564) | |
Increase (Decrease) in Temporary Equity [Roll Forward] | |||||
Accretion of redeemable convertible preferred stock | $ 4,640 | ||||
Issuance of Series redeemable convertible preferred stock for aggregate proceeds, net of issuance costs (in shares) | 148,928,337 | 233,446,519 | |||
Issuance of Series redeemable convertible preferred stock for aggregate proceeds, net of issuance costs | $ 11,492 | $ 3,941 | |||
Deemed dividend recognized on beneficial conversion features of Series H redeemable convertible preferred stock (Note 8) | $ 6,741 | $ 6,741 | |||
Deemed dividend from conversion of Series G to Series H redeemable convertible preferred stock (Note 8) (in shares) | 97,592,739 | ||||
Deemed Dividend | $ 6,860 | ||||
Conversion of preferred stock to common stock in connection with initial public offering (in shares) | (1,012,573,679) | ||||
Conversion of preferred stock to common stock in connection with initial public offering | $ (138,906) | ||||
Ending balance (in shares) at Dec. 31, 2019 | 0 | ||||
Ending balance at Dec. 31, 2019 | $ 0 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Accretion of redeemable convertible preferred stock | $ (4,640) | (4,640) | |||
Exercise of stock options (in Shares) | 1,548 | 1,548 | |||
Exercise of stock options | $ 4 | 4 | |||
Stock-based compensation | 572 | 572 | |||
Issuance of Series redeemable convertible preferred stock for aggregate proceeds of $____ per share, net of issuance costs of $___ (Note 8) | 6,741 | 6,741 | |||
Deemed dividend recognized on beneficial conversion features of Series H redeemable convertible preferred stock | (6,741) | (6,741) | |||
Deemed dividend from conversion of Series G to Series H redeemable convertible preferred stock | (6,860) | (6,860) | |||
Stock issued upon conversion of redeemable convertible preferred shares (in shares) | 7,816,643 | ||||
Conversion of preferred stock to common stock in connection with initial public offering (Note 8) | 138,906 | $ 8 | 138,898 | ||
Issuance of common stock in initial public offering, net of underwriting discount, commissions and issuance costs (Note 9) (in shares) | 4,140,000 | ||||
Issuance of common stock in initial public offering, net of underwriting discount, commissions and issuance costs (Note 9) | 50,444 | $ 4 | 50,440 | ||
Net exercise of common stock warrants (in shares) | 539,794 | ||||
Net exercise of common and preferred stock warrants | 511 | $ 1 | 510 | ||
Reclassification of redeemable convertible preferred stock warrant liabilities as equity | 726 | 726 | |||
Net loss | $ (12,038) | (12,038) | |||
Ending balance (in shares) at Dec. 31, 2019 | 12,560,990 | 12,560,990 | |||
Ending balance at Dec. 31, 2019 | $ 55,659 | $ 13 | $ 220,248 | $ (164,602) |
Statements of Cash Flows
Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Cash flows from operating activities: | ||
Net loss | $ (12,038) | $ (8,012) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 591 | 731 |
Amortization of debt discount and debt issuance costs | 691 | 587 |
Non-cash interest expense | 546 | 515 |
Revaluation of warrant liabilities | (267) | 318 |
Deferred income taxes | 0 | 31 |
Loss on disposal of assets | 20 | 6 |
Stock-based compensation | 572 | 114 |
Changes in assets and liabilities: | ||
Accounts receivable, net | 237 | (2,262) |
Prepaid expenses and other current assets | (1,255) | (781) |
Other assets | (24) | (8) |
Accounts payable | 528 | (824) |
Accrued and other liabilities | 688 | 284 |
Net cash used in operating activities | (9,711) | (9,301) |
Cash flows from investing activities: | ||
Purchases of property and equipment | (403) | (199) |
Proceeds from sale of property and equipment | 300 | 0 |
Purchases of short-term investments | 0 | (2,000) |
Maturities of short-term investments | 0 | 2,000 |
Net cash used in investing activities | (103) | (199) |
Cash flows from financing activities: | ||
Proceeds from sale of common stock upon exercise of stock options | 4 | 0 |
Principal payment on capital lease obligations | (138) | (38) |
Proceeds from issuance of 2017 Term Loan, net of issuance costs of $5 | 0 | 4,995 |
Proceeds from initial public offering, net of issuance costs and offering costs | 50,444 | 0 |
Net cash provided by financing activities | 68,734 | 11,423 |
Increase in cash, cash equivalents and restricted cash | 58,920 | 1,923 |
Cash, cash equivalents and restricted cash, beginning of period | 13,264 | 11,341 |
Cash, cash equivalents and restricted cash, end of period | 72,184 | 13,264 |
Supplemental disclosure of cash flow information: | ||
Cash paid for interest expense | 2,288 | 1,730 |
Supplemental disclosure of non-cash items: | ||
Accretion to redemption value of redeemable convertible preferred stock | 4,640 | 9,318 |
Equipment purchased under capital lease obligations | 654 | 289 |
Fair value of warrant liabilities recorded as discount on debt | 0 | 289 |
Costs incurred, but not paid, in connection with capital expenditures | 0 | 331 |
Conversion of redeemable convertible preferred stock | 138,906 | 0 |
Net exercise of common and preferred stock warrants | 511 | 0 |
Issuance costs included in accounts payable and accrued liabilities | 0 | 355 |
Reclassification of redeemable convertible preferred stock warrant liabilities as equity | 726 | 0 |
Deemed dividend recognized for beneficial conversion features of Series H redeemable convertible preferred stock | 6,741 | |
Adjustment upon adoption of ASC 606 | 0 | 3,086 |
Series F redeemable convertible preferred stock | ||
Cash flows from financing activities: | ||
Proceeds from issuance of redeemable convertible preferred stock, net of issuance costs | 0 | 2,716 |
Supplemental disclosure of non-cash items: | ||
Deemed dividend from issuance of Series F redeemable convertible preferred stock | 0 | 1,152 |
Series G redeemable convertible preferred stock | ||
Cash flows from financing activities: | ||
Proceeds from issuance of redeemable convertible preferred stock, net of issuance costs | 7,742 | 3,750 |
Supplemental disclosure of non-cash items: | ||
Deemed dividend from conversion of Series G to Series H redeemable convertible preferred stock | 6,860 | 0 |
Conversion of Series G to Series H redeemable convertible preferred stock | 11,875 | 0 |
Series H redeemable convertible preferred stock | ||
Cash flows from financing activities: | ||
Proceeds from issuance of redeemable convertible preferred stock, net of issuance costs | 10,682 | 0 |
Supplemental disclosure of non-cash items: | ||
Deemed dividend recognized for beneficial conversion features of Series H redeemable convertible preferred stock | $ 6,741 | $ 0 |
Unaudited Condensed Statement_3
Unaudited Condensed Statements of Redeemable Convertible Preferred Stock and Stockholders' Equity (Deficit) (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Series F redeemable convertible preferred stock | ||
Sale of temporary equity, price per share (in dollars per share) | $ 0.078 | |
Issuance costs | $ 7 | |
Series G redeemable convertible preferred stock | ||
Sale of temporary equity, price per share (in dollars per share) | $ 0.078 | |
Issuance costs | $ 124 | |
Series H redeemable convertible preferred stock | ||
Sale of temporary equity, price per share (in dollars per share) | $ 0.047 | |
Issuance costs | $ 318 |
Condensed Balance Sheets - (Par
Condensed Balance Sheets - (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Convertible preferred stock | ||
Shares outstanding (in shares) | 0 | 532,606,084 |
Preferred stock | ||
Par value (in dollars per share) | $ 0.001 | $ 0.001 |
Shares authorized (in shares) | 10,000,000 | 0 |
Shares issued (in shares) | 0 | 0 |
Shares outstanding (in shares) | 0 | 0 |
Common stock | ||
Par value (in dollars per share) | $ 0.001 | $ 0.001 |
Shares authorized (in shares) | 200,000,000 | 1,470,000,000 |
Shares issued (in shares) | 12,560,990 | 63,005 |
Shares outstanding (in shares) | 12,560,990 | 63,005 |
Redeemable Convertible PreferredĀ Stock | ||
Convertible preferred stock | ||
Par value (in dollars per share) | $ 0.001 | $ 0.001 |
Shares authorized (in shares) | 750,300,000 | 750,300,000 |
Shares outstanding (in shares) | 532,606,084 | |
Liquidation preference | $ 0 | $ 163,316 |
Shares issued (in shares) | 0 |
Statement of Cash Flows (Parent
Statement of Cash Flows (Parenthetical) $ in Thousands | 12 Months Ended |
Dec. 31, 2018USD ($) | |
Statement of Cash Flows [Abstract] | |
Payments of debt issuance costs | $ 5 |
Organization - (Notes)
Organization - (Notes) | 12 Months Ended |
Dec. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization | Organization Description of Business Exagen Inc. (the Company) was incorporated under the laws of the state of New Mexico in 2002, under the name Exagen Corporation. In 2003, Exagen Corporation changed its state of incorporation from New Mexico to Delaware by merging with and into Exagen Diagnostics, Inc., pursuant to which the Company changed its name to Exagen Diagnostics, Inc. In January 2019, the Company changed its name to Exagen Inc. The Company is dedicated to transforming the care continuum for patients suffering from debilitating and chronic autoimmune diseases by enabling timely differential diagnosis and optimizing therapeutic intervention. Initial Public Offering On September 23, 2019, the Company closed its initial public offering (the IPO) of 4,140,000 shares of its common stock at a price to the public of $14.00 per share, including the exercise in full by the underwriters of their option to purchase 540,000 additional shares of the Company's common stock. Including the exercise of the option to purchase additional shares, the aggregate net proceeds to the Company from the offering was approximately $50.4 million, net of underwriting discounts, commissions and other offering expenses, for aggregate expenses of approximately $7.5 million. In addition, an aggregate of 7,816,643 shares of common stock, excluding warrant conversions, were issued to the holders of the Company's Series A-3, Series B-3, Series C, Series D, Series E, Series F and Series H redeemable convertible preferred stockholders upon the automatic conversion of all shares of redeemable convertible preferred stock to common stock. Reverse Stock Split On September 6, 2019, the Company effected a one-for-183.635 reverse stock split of its common stock (the Reverse Stock Split). The par value and the authorized shares of the common stock were not adjusted as a result of the Reverse Stock Split. All issued and outstanding common stock and the conversion ratio of the redeemable convertible preferred stock have been retroactively adjusted to reflect this Reverse Stock Split for all periods presented in the accompanying financial statements and notes to the financial statements. Liquidity The Company has suffered recurring losses and negative cash flows from operating activities since inception. The Company anticipates that it will continue to incur net losses into the foreseeable future. At December 31, 2019, the Company had cash and cash equivalents of $72.1 million and had an accumulated deficit of $164.6 million, respectively. Since inception, the Company has financed its operations primarily through private placements of preferred securities, the sale of common stock through its IPO and debt financing arrangements. Based on the Company's current business plan, management believes that its existing capital resources will be sufficient to fund the Company's obligations for at least twelve months following the issuance of these financial statements. To execute its business plans, the Company may need additional funding to support its continuing operations and pursue its growth strategy. Until such time as the Company can achieve significant cash flows from operations, if ever, it expects to finance its operations through the sale of its stock, debt financings or other strategic transactions. Although the Company has been successful in raising capital in the past, there is no assurance that it will be successful in obtaining such additional financing on terms acceptable to the Company, if at all. The terms of any financing may adversely affect the holdings or the rights of the Company's stockholders. If the Company is unable to obtain funding, the Company could be forced to delay, reduce or eliminate some or all of its programs, product portfolio expansion plans or commercialization efforts, which could have a material adverse effect on the Company's business, operating results and financial condition and the Company's ability to achieve its intended business objectives. |
Summary Of Significant Accounti
Summary Of Significant Accounting Policies - (Notes) | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Summary Of Significant Accounting Policies | Note 2. Summary of Significant Accounting Policies Basis of Presentation and Use of Estimates The Company's financial statements are prepared in accordance with accounting principles generally accepted in the United States of America (GAAP). The preparation of the accompanying financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities as of the date of the financial statements, and the reported amounts of revenue and expenses during the reporting period. Actual results could materially differ from those estimates. Significant estimates and assumptions made in the accompanying financial statements include, but are not limited to revenue recognition, the fair value of financial instruments measured at fair value, the recoverability of its long-lived assets (including goodwill), net deferred tax assets (and related valuation allowance), and for periods prior to the IPO, the fair value of the Company's common stock and redeemable convertible preferred stock. The Company evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors and adjusts those estimates and assumptions when facts and circumstances dictate. Actual results could materially differ from those estimates. Concentration of Credit Risk and Other Risk and Uncertainties Financial instruments that potentially subject the Company to credit risk consist principally of cash, cash equivalents, and accounts receivable. Substantially all the Company's cash and cash equivalents are held at one financial institution that management believes is of high credit quality. Such deposits may, at times, exceed federally insured limits. Significant payers are those which represent more than 10% of the Company's total revenue or accounts receivable balance at each respective balance sheet date. For each significant payer, revenue as a percentage of total revenue and accounts receivable as a percentage of total accounts receivable are as follows: Revenue Years Ended December 31, 2019 2018 Medicare 25 % 30 % Blue Shield 12 % 14 % United Healthcare 11 % 12 % Medicare Advantage 11 % 10 % Janssen (SIMPONI Ā® ) * * * Less than 10%. Accounts Receivable December 31, 2019 2018 Medicare * 26 % Blue Shield 15 % 16 % United Healthcare 22 % 11 % Medicare Advantage * 11 % Janssen (SIMPONI Ā® ) 19 % * * Less than 10%. For the years ended December 31, 2019 and 2018, approximately 82% of the Company's revenue was related to the AVISE Ā® CTD test. The Company is dependent on key suppliers for certain laboratory materials. For the years ended December 31, 2019 and 2018, approximately 97% and 95%, respectively, of the Company's inventories were purchased from two suppliers. An interruption in the supply of these materials would impact the Company's ability to perform testing services. Disaggregation of Revenue The following table includes the Company's revenues as disaggregated by payer category (in thousands): Years Ended December 31, 2019 2018 Revenue: Healthcare insurers $ 23,984 $ 21,070 Government 9,896 10,024 Client 4,392 608 Other(1) 639 738 Janssen (SIMPONI Ā® ) 1,476 ā Total revenue $ 40,387 $ 32,440 (1) Includes patient self-pay that is immaterial . Fair Value Measurements The carrying value of the Company's cash and cash equivalents, other assets and accrued liabilities approximate fair value due to the short-term nature of these items. Based on the borrowing rates currently available to the Company for debt with similar terms and consideration of default and credit risk, the carrying value of the Company's long-term borrowings approximates its fair value, which is considered a Level 2 input. Fair value is defined as the exchange price that would be received for an asset or an exit price paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. The fair value hierarchy defines a three-level valuation hierarchy for disclosure of fair value measurements as follows: Level 1 - Unadjusted quoted prices in active markets for identical assets or liabilities; Level 2 - Inputs other than quoted prices included within Level I that are observable, unadjusted quoted prices in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the related assets or liabilities; and Level 3 - Unobservable inputs that are supported by little or no market activity for the related assets or liabilities. The categorization of a financial instrument within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. Prior to the IPO, the Company's redeemable convertible preferred stock warrant liabilities were measured at fair value on a recurring basis and were classified as Level 3 liabilities. The Company recorded subsequent adjustments to reflect the increase or decrease in estimated fair value at each reporting date in current period earnings. Cash, Cash Equivalents and Restricted Cash The Company considers all highly-liquid investments purchased with a remaining maturity date upon acquisition of three months or less to be cash equivalents and are stated at cost, which approximates fair value. In 2016, the Company entered into an arrangement with a financial institution with which it has an existing banking relationship whereby in exchange for the issuance of corporate credit cards, the Company agreed to obtain a $0.1 million certificate of deposit with this financial institution as collateral for the balances borrowed on these credit cards. The Company has classified the value of this certificate of deposit (including all interest earned thereon) within other assets in the accompanying balance sheets. The Company has the right to terminate the credit card program at any time. Upon termination of the credit card program and repayment of all outstanding balances owed, the Company may redeem the certificate of deposit (and all interest earned thereon). Cash, cash equivalents and restricted cash presented in the accompanying statements of cash flows consist of the following (in thousands): December 31, 2019 2018 Cash and cash equivalents $ 72,084 $ 13,164 Restricted cash 100 100 $ 72,184 $ 13,264 Property and Equipment Property and equipment are stated at cost, net of depreciation and amortization. Depreciation is computed using the straight-line method over the estimated useful lives of the assets, generally between three and five years. Leasehold improvements are amortized on a straight-line basis over the lesser of the estimated useful life or the remaining term of the related lease. Maintenance and repairs are charged to expense as incurred, and improvements and betterments are capitalized. When assets are retired or otherwise disposed of, the cost and accumulated depreciation are removed from the balance sheet and any resulting gain or loss is reflected in other income or expense in the statements of operations in the period realized. Long-lived Assets The Companyās long-lived assets are comprised principally of its property and equipment, finite lived intangible assets, and goodwill. If the Company identifies a change in the circumstances related to its long-lived assets, such as property and equipment and intangible assets (other than goodwill), that indicates the carrying value of any such asset may not be recoverable, the Company will perform an impairment analysis. A long-lived asset (other than goodwill) is deemed to be impaired when the undiscounted cash flows expected to be generated by the asset (or asset group) are less than the assetās carrying amount. Any required impairment loss would be measured as the amount by which the assetās carrying value exceeds its fair value, and would be recorded as a reduction in the carrying value of the related asset and a charge to operating expense. Goodwill is reviewed for impairment annually (during the fourth quarter) or more frequently if indicators of impairment exist. As the Company operates in a single operating segment and reporting unit, the Company first assesses qualitative factors to determine whether it is more likely than not that the fair value of the reporting unit is less than its carrying amount as a basis for determining whether it is necessary to perform a quantitative assessment. If, after assessing qualitative factors, the Company determines it is not more likely than not that the fair value of a reporting unit is less than its carrying amount, then performing a quantitative assessment is unnecessary. If deemed necessary, a quantitative assessment compares the fair value of the reporting unit with its carrying amount, including goodwill. If the fair value of the reporting unit exceeds its carrying amount, goodwill is not considered impaired; otherwise, an impairment loss is recorded. There was no indication of impairment of goodwill for any periods presented. Clinical Studies From time to time, the Company engages in efforts to scientifically measure and document the application and efficacy of its various testing products. These arrangements typically require the Company to pay a fee to a third-party scientific investigator (usually a physician or research institution) for each subject enrolled in a clinical study, and the Company accrues expenses associated with these efforts as subjects are enrolled in each study. Expenses associated with clinical study activities are recorded in research and development expenses in the accompanying statement of operations. Redeemable Convertible Preferred Stock Prior to the completion of the IPO, the Company had multiple classes of redeemable convertible preferred stock, all of which were classified as temporary equity in the accompanying balance sheet as the redemption of the shares were outside of the Company's control. Redeemable convertible preferred stock which was redeemable on or after a certain date at the option of the holder was accreted to its redemption value from the date of issuance to the earliest redemption date. In connection with the completion of the IPO in September 2019, all outstanding shares of redeemable convertible preferred stock were automatically converted into an aggregate of 7,816,643 shares of common stock, excluding warrant conversions. Redeemable Convertible Preferred Stock Warrants Prior to the completion of the IPO, the Company accounted for its redeemable convertible preferred stock warrants as liabilities based upon the characteristics and provisions of each instrument. The redeemable convertible preferred stock warrants were recorded at their fair value on the date of issuance and were revalued on each subsequent balance sheet date, with fair value changes recognized as increases or reductions in the statements of operations. Upon the completion of the IPO, all remaining outstanding warrants to purchase shares of redeemable convertible preferred stock were automatically converted into warrants to purchase shares of common stock. As such, the warrants no longer require liability accounting and the then fair value of the warrant liability was reclassified into stockholdersā equity. The Company performed the final remeasurement of the warrant liabilities as of the IPO closing date. See Note 7 for the amounts associated with the fair value measurements and Note 5 for further discussion on the remaining warrants. Revenue Recognition Substantially all of the Company's revenue has been derived from sales of its testing products and is primarily comprised of a high volume of relatively low-dollar transactions. The Company primarily markets its testing products to rheumatologists and their physician assistants in the United States. The healthcare professionals who order the Company's testing products and to whom test results are reported are generally not responsible for payment for these products. The parties that pay for these services (the Payers) consist of healthcare insurers, government payers (primarily Medicare and Medicaid), client payers (i.e., hospitals, other laboratories, etc.), and patient self-pay. The Company's service is a single performance obligation that is completed upon the delivery of test results to the prescribing physician which triggers revenue recognition. Payers are billed at the Company's list price. Net revenues recognized consist of amounts billed net of allowances for differences between amounts billed and the estimated consideration the Company expects to receive from such payers. The process for estimating revenues and the ultimate collection of accounts receivable involves significant judgment and estimation. The Company follows a standard process, which considers historical denial and collection experience, insurance reimbursement policies and other factors, to estimate allowances and implicit price concessions, recording adjustments in the current period as changes in estimates. Further adjustments to the allowances, based on actual receipts, is recorded upon settlement. The transaction price is estimated using an expected value method on a portfolio basis. The Company's portfolios are grouped per payer (i.e. each individual third-party insurance, Medicare, client payers, patient self-pay, etc.) and per test basis. Collection of the Company's net revenues from payers is normally a function of providing complete and correct billing information to the healthcare insurers and generally occurs within 30 to 90 days of billing. Contracts do not contain significant financing components based on the typical period of time between performance of services and collection of consideration. The Company early adopted Accounting Standards Codification (ASC) Topic 606, Revenue from Contracts with Customers (Topic 606) as of January 1, 2018 using a cumulative-effect adjustment to the opening balance of accumulated deficit and accounts receivable of $3.1 million. Janssen Promotion Agreement In December 2018, the Company entered into a co-promotion agreement with Janssen (the Janssen agreement) to co-promote SIMPONI Ā® in the United States. The Company is responsible for the costs associated with its salesforce over the course of such co-promotion. Janssen is responsible for all other aspects of the commercialization of SIMPONI Ā® under the Janssen agreement. In exchange for the Company's sales and co-promotional services, the Company is entitled to a quarterly tiered promotion fee ranging from $750 to $1,250 per prescription based on the incremental increase in total prescribed units of SIMPONI Ā® for that quarter over a predetermined baseline. The promotion fee is determined on a sliding rate, ranging from the high hundreds of dollars to the low one thousands per prescribed unit of SIMPONI Ā® , depending on the number of increased prescriptions, and varies per increased prescription. In addition, during the term of the Janssen agreement, the Company is restricted from promoting any other biologic or Janus kinase inhibitor, or JAK inhibitor, used for treatment of indications covered by the agreement without first obtaining Janssen's written consent. In September 2019, the Company exercised their option to extend the term of the Janssen agreement to December 31, 2021. Janssen can terminate the agreement at any time for any reason upon 30 days' notice to the Company, and the Company can terminate the agreement for any reason at the end of any calendar quarter upon 30 days' notice to Janssen. Either party may terminate the agreement in the event of the other party's default of any of its material obligations under the agreement if such default remains uncured for a specified period of time following receipt of written notice of such default. The Company's obligations relating to sales and co-promotion services for SIMPONI Ā® is a series of single performance obligations since Janssen simultaneously receives and consumes benefits provided by the Company's sales and co-promotional services. The method for measuring progress towards satisfying the performance obligations is based on prescribed units in excess of the contractual baseline at the contractual rate earned per unit since the agreement is cancelable. The Company recognized revenue of approximately $1.5 million during the year ended December 31, 2019. The related expenses for marketing SIMPONI Ā® are included in selling, general and administrative expenses and are expensed as incurred. Research and Development Costs associated with research and development activities are expensed as incurred and include, but are not limited to, personnel-related expenses, including stock-based compensation expense, materials, laboratory supplies, consulting costs, costs associated with setting up and conducting clinical studies and allocated overhead including rent and utilities. Advertising and Marketing Costs Costs associated with advertising and marketing activities are expensed as incurred. Total advertising and marketing costs were approximately $1.6 million and $1.4 million for the years ended December 31, 2019 and 2018, respectively, and are included in selling, general and administrative expenses in the accompanying statements of operations. Shipping and Handling Costs Costs incurred for shipping and handling are included in costs of revenue in the accompanying statements of operations and totaled approximately $1.4 million and $1.2 million for the years ended December 31, 2019 and 2018, respectively. Stock-Based Compensation The Company recognizes compensation expense for all stock-based awards to employees and directors based on the grant-date estimated fair values over the requisite service period of the awards (usually the vesting period) on a straight-line basis. The fair value of stock options is determined using the Black-Scholes-Merton (BSM) option pricing model, which requires management to make certain assumptions regarding a number of complex and subjective variables. Equity award forfeitures are recorded as they occur. The BSM option pricing model incorporates various estimates, including the fair value of the Company's common stock, expected volatility, expected term and risk-free interest rates. The weighted-average expected term of options was calculated using the simplified method. This decision was based on the lack of relevant historical data due to the Company's limited historical experience. In addition, due to the Company's limited historical data, the estimated volatility incorporates the historical volatility over the expected term of the award of comparable companies whose share prices are publicly available. The risk-free interest rate for periods within the contractual term of the option is based on the U.S. Treasury yield in effect at the time of grant. The dividend yield was zero, as the Company has never declared or paid dividends and has no plans to do so in the foreseeable future. Upon the effective date of the IPO, the Company began using the closing price of its common stock as the fair value of its common stock on the corresponding date. Prior to the completion of the IPO in September 2019, due to the absence of a public market for the Company's common stock, it was necessary to estimate the fair value of the common stock underlying the Company's stock-based awards when performing fair value calculations using the BSM option pricing model. The fair value of the common stock underlying the Company's stock-based awards was assessed on each grant date by the Company's board of directors (Board of Directors). Comprehensive Loss Comprehensive loss is defined as a change in equity of a business enterprise during a period, resulting from transactions from nonowner sources. There have been no items qualifying as other comprehensive loss and, therefore, for all periods presented, the Company's comprehensive loss was the same as its reported net loss. Income Taxes The Company accounts for income taxes under the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements. Under this method, deferred tax assets and liabilities are determined on the basis of the differences between the financial statements and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in income in the period that includes the enactment date. The Company recognizes net deferred tax assets to the extent that the Company believes these assets are more likely than not to be realized. In making such a determination, management considers all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax-planning strategies, and results of recent operations. If management determines that the Company would be able to realize its deferred tax assets in the future in excess of their net recorded amount, management would adjust the deferred tax asset valuation allowance, which would reduce the provision for income taxes. The Company records uncertain tax positions on the basis of a two-step process whereby (i) management determines whether it is more likely than not that the tax positions will be sustained on the basis of the technical merits of the position and (ii) for those tax positions that meet the more-likely-than-not recognition threshold, management recognizes the largest amount of tax benefit that is more than 50% likely to be realized upon ultimate settlement with the related tax authority. The Company recognizes interest and penalties related to unrecognized tax benefits within income tax expense. Any accrued interest and penalties are included within the related tax liability. Net Loss Per Share Basic net loss per share attributable to common stockholders is calculated by dividing the net loss attributable to common stockholders by the weighted-average number of common shares outstanding during the period. Diluted net loss per share attributable to common stockholders is computed by dividing the net loss attributable to common stockholders by the weighted-average number of common stock equivalents outstanding for the period determined using the treasury-stock and if-converted methods. Potentially dilutive common stock equivalents are comprised of redeemable convertible preferred stock, warrants for the purchase of redeemable convertible preferred and common stock and options outstanding under the Company's stock option plans. For the years ended December 31, 2019 and 2018, there is no difference in the number of shares used to calculate basic and diluted shares outstanding as the inclusion of the potentially dilutive securities would be antidilutive. Potentially dilutive securities not included in the calculation of diluted net loss per share because to do so would be anti-dilutive are as follows (in common stock equivalent shares): Years Ended December 31, 2019 2018 Redeemable convertible preferred stock ā 5,202,940 Warrants to purchase redeemable convertible preferred stock ā 224,493 Warrants to purchase common stock 461,273 934,789 Common stock options 1,375,542 661,180 Total 1,836,815 7,023,402 Segment Reporting Operating segments are identified as components of an enterprise about which separate discrete financial information is available for evaluation by the chief operating decision-maker in making decisions regarding resource allocation and assessing performance. The Company views its operations as, and manages its business in, one operating segment. Recent Accounting Pronouncements From time to time, new accounting pronouncements are issued by the Financial Accounting Standards Board (FASB), or other standard setting bodies and adopted by the Company as of the specified effective date. Under the Jumpstart Our Business Startups Act of 2012 (JOBS Act), the Company meets the definition of an emerging growth company. The Company has elected to use the extended transition period for complying with new or revised accounting standards pursuant to Section 107(b) of the JOBS Act. Unless otherwise discussed, the impact of recently issued standards that are not yet effective will not have a material impact on the Company's financial position or results of operations upon adoption. In February 2016, the FASB issued Accounting Standards Update (ASU) 2016-02, Leases (Topic 842). The new topic supersedes Topic 840, Leases , and increases transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and requires disclosures of key information about leasing arrangements. In July 2018, the FASB issued ASU 2018-10, Codification Improvements to Topic 842 , which provides narrow amendments to clarify how to apply certain aspects of the new lease standard, and ASU 2018-11, Leases: Targeted Improvements , which was issued to provide relief to companies from restating comparative periods. Pursuant to this ASU, in the period of adoption the Company will not restate comparative periods presented in its financial statements. The effective date of this guidance for public companies is for reporting periods beginning after December 15, 2018. As an emerging growth company as defined in the JOBS Act, the Company has elected to delay adoption of this ASU until January 1, 2021. Topic 842 mandates a modified retrospective transition method. The Company intends to adopt the new lease standard using a cumulative effect to accumulated deficit and will elect the package of practical expedients, which among other things will allow the Company to carry forward its historical lease classification. The Company is currently evaluating the impact of Topic 842 on its financial statements. In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement: Disclosure Framework-Changes to the Disclosure Requirements for Fair Value Measurement , which adds and modifies certain disclosure requirements for fair value measurements. Under the new guidance, entities will no longer be required to disclose the amount of and reasons for transfers between Level 1 and Level 2 of the fair value hierarchy, or valuation processes for Level 3 fair value measurements. However, public companies will be required to disclose the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements, and related changes in unrealized gains and losses included in other comprehensive income. This update is effective for annual periods beginning after December 15, 2019, and interim periods within those periods, and early adoption is permitted. The Company is currently evaluating the impact of ASU 2018-13 on its financial statements. |
Other Financial Information - (
Other Financial Information - (Notes) | 12 Months Ended |
Dec. 31, 2019 | |
Other Financial Information [Abstract] | |
Other Financial Information | Note 3. Other Financial Information Prepaid Expenses and Other Current Assets Prepaid expenses and other current assets consist of the following (in thousands): December 31, 2019 2018 Diagnostic testing supplies $ 1,427 $ 1,174 Prepaid product royalties 123 176 Prepaid maintenance and insurance contracts 1,768 698 Other prepaid assets 133 148 Prepaid and other current assets $ 3,451 $ 2,196 Property and Equipment Property and equipment consist of the following (in thousands): December 31, 2019 2018 Furniture and fixtures $ 25 $ 25 Laboratory equipment 2,228 1,855 Computer equipment and software 851 796 Leasehold improvements 424 399 Construction in progress 247 310 Total property and equipment 3,775 3,385 Less: accumulated depreciation and amortization (2,395) (1,819) Property and equipment, net $ 1,380 $ 1,566 Depreciation and amortization expense for the years ended December 31, 2019 and 2018, was approximately $0.6 million. At December 31, 2019 and December 31, 2018, the gross book value of assets under capital lease was $0.8 million and $0.4 million, respectively, and is classified in "Laboratory equipment" in the table above. Accrued Liabilities Accrued liabilities consist of the following (in thousands): December 31, 2019 2018 Accrued payroll and related expenses $ 2,362 $ 2,111 Accrued deferred offering costs ā 355 Accrued interest 145 178 Accrued purchases of goods and services 319 243 Accrued royalties 727 602 Accrued clinical study activity 40 146 Capital lease obligations, current portion 238 81 Other accrued liabilities 588 207 Accrued liabilities $ 4,419 $ 3,923 |
Borrowings - (Notes)
Borrowings - (Notes) | 12 Months Ended |
Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |
Borrowings | Borrowings2017 Term Loan In September 2017, the Company executed a term loan agreement (the 2017 Term Loan) with Innovatus Life Sciences Lending Fund I, LP (Innovatus) and borrowed $20.0 million, $17.8 million of which was immediately used to repay the Company's existing loan with Capital Royalty Partners II L.P. and its affiliates. On December 7, 2018, the Company borrowed an additional $5.0 million under the 2017 Term Loan. At December 31, 2019, no additional amounts remain available to borrow under the 2017 Term Loan. In November 2019, the Company executed the First Amendment to the Loan and Security Agreement (Loan Amendment). The interest rate on all borrowings under the Loan Amendment is 8.5%, of which 2.0% is paid in-kind in the form of additional term loans, or PIK Loans, until December of 2022, after which interest accrues at an annual rate of 8.5%. The Company has estimated the effective interest rate of this loan to be approximately 10%. Accrued interest is due and payable monthly, unless the Company elects to pay PIK interest. The outstanding principal and accrued interest on the Loan Amendment will be repaid in twenty-four equal monthly installments commencing in December 2022. Upon repayment of the final installment under the Loan Amendment, the Company is required to pay an additional fee of $1.0 million. This obligation is being accreted into interest expense over the term of Loan Amendment using the effective interest method. For the years ended December 31, 2019 and 2018, the Company issued PIK Loans totaling $0.5 million. If the Loan Amendment is prepaid after November 19, 2019, but before November 19, 2020, the Loan Amendment requires a prepayment premium of 3% of the aggregate outstanding principal. The prepayment premium decreases by 1% during each subsequent twelve-month period after November 19, 2020. The Loan Amendment is collateralized by a first priority security interest on substantially all of the Company's assets, including intellectual property. The affirmative covenants of the Loan Amendment require that the Company timely file taxes, maintain good standing and government compliance, maintain liability and other insurance, provide prompt notification of significant corporate events, and furnish audited financial statements within 150 days of fiscal year end without qualification as to the scope of the audit or as to going concern and without any other similar qualification. The affirmative covenants require that the Company achieve a specified level of revenue, as measured quarterly on a rolling twelve-month basis, and commencing with the quarter ending December 31, 2019. The consequences of failing to achieve the performance covenant will be waived if, within sixty days of failing to achieve the performance covenant, the Company issues additional equity securities or subordinated debt with net proceeds sufficient to fund any cash flow deficiency generated from operations, as defined. In addition, the Loan Amendment requires that the Company maintain certain levels of minimum liquidity. The Company is required to maintain an unrestricted cash balance of $2.0 million. The negative covenants provide, among other things, that without the prior consent of Innovatus subject to certain exceptions, the Company may not dispose of certain assets, engage in certain business combinations or acquisitions, incur additional indebtedness or encumber any of the Company's property, pay dividends on the Company's capital stock or make prohibited investments. The Loan Amendment agreement provides that an event of default will occur if, among other triggers, (i) the Company defaults in the payment of any amount payable under the agreement when due, (ii) there occurs any circumstance(s) that could reasonably be expected to result in a material adverse effect on the Company's business, operations or condition, or on the Company's ability to perform its obligations under the agreement, (iii) the Company becomes insolvent, (iv) the Company undergoes a change in control or (v) the Company breaches any negative covenants or certain affirmative covenants in the agreement or, subject to a cure period, otherwise neglects to perform or observe any material item in the agreement. At December 31, 2019, the Company was in compliance with all covenants of the Loan Amendment. Upon an event of default in any of the Loan Amendment covenants, the repayment of the Loan Amendment may be accelerated and the applicable interest rate will be increased by 4.0% until the default is cured. Although repayment of the Loan Amendment can be accelerated under certain circumstances, the Company believes acceleration of this loan is not probable as of the date of these financial statements. Accordingly, the Company has reflected the amounts of the Loan Amendment due beyond twelve months of the balance sheet date as non-current. In connection with the 2017 Term Loan, the Company paid issuance costs of $0.4 million to Innovatus and an additional $0.1 million to third parties. These fees were recorded as discounts to the carrying value of the 2017 Term Loan. The Company also issued Innovatus warrants (i) on the closing date of the 2017 Term Loan, to purchase 15,384,615 shares of Series F redeemable convertible preferred stock at an exercise price of $0.078 per share and (ii) on December 7, 2018, to purchase 3,846,154 shares of Series F redeemable convertible preferred stock at an exercise price of $0.078 per share (Note 5). These warrants are immediately exercisable and will expire if unexercised seven years after their issuance. The fair value of the warrants on each of their dates of issuance, determined using BSM option pricing model, was recorded as a discount to long-term debt and an offsetting amount recognized as a liability. The resulting debt discount is being amortized to interest expense using the effective interest method over the term of the 2017 Term Loan. In connection with the completion of the IPO in September 2019, the Series F redeemable convertible preferred stock warrants automatically converted into warrants exercisable for an aggregate of 104,722 shares of common stock. Future Minimum Payments on the Outstanding Borrowings As of December 31, 2019, future minimum aggregate payments, including interest, for outstanding borrowings under the Loan Amendment are as follows (in thousands): Years Ending December 31, 2020 $ 1,725 2021 1,755 2022 2,996 2023 15,619 2024 14,280 Total 36,375 Less: Unamortized debt discount and issuance costs (390) Interest (10,131) Total borrowings, net of discounts and debt issuance costs $ 25,854 |
Warrants to Purchase Common or
Warrants to Purchase Common or Preferred Stock - (Notes) | 12 Months Ended |
Dec. 31, 2019 | |
Stockholders' Equity Note [Abstract] | |
Warrants to Purchase Common or Preferred Stock | Warrants to Purchase Common or Preferred Stock In connection with the completion of the Company's IPO in September 2019: ā¢ The remaining outstanding Series F redeemable convertible preferred stock warrants automatically converted into warrants exercisable for an aggregate 104,722 shares of common stock. ā¢ Warrants to purchase common stock for 569,184 shares of the Company's common stock were exercised via cashless exercise resulting in the issuance of 512,363 shares of common stock. Unexercised warrants to purchase common stock for 9,054 shares were terminated prior to the completion of the IPO. ā¢ Warrants to purchase Series D and Series E redeemable convertible preferred stock for 119,771 shares of the Company's common stock were exercised via cashless exercise resulting in the issuance of 27,431 shares of common stock. Outstanding Warrants The following warrants to purchase common stock were outstanding as of December 31, 2019: Shares Exercise Price Issuance date Expiration date Common stock warrants 282,402 $ 1.84 January 19, 2016 January 19, 2026 Common stock warrants 74,018 1.84 March 31, 2016 March 31, 2026 Common stock warrants 131 1.84 April 1, 2016 April 1, 2026 Common stock warrants (1) 83,778 14.32 September 8, 2017 September 8, 2024 Common stock warrants (1) 20,944 14.32 December 7, 2018 December 7, 2025 461,273 (1) Prior to the conversion upon IPO, the remaining warrants were for the purchase of Series F redeemable convertible preferred stock. The outstanding warrants to purchase shares of common stock are equity classified at December 31, 2019. |
Commitment and Contingencies -
Commitment and Contingencies - (Notes) | 12 Months Ended |
Dec. 31, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Leases As of December 31, 2019, the Company leases an office and laboratory space in Vista, California, under a lease that expires in January 2021, with options to extend the lease for two additional 36-month periods. In addition, the Company also leases an office space in Vista, California, under a lease that expires in January 2021 with an option to extend the lease for an additional 24-month period. The Company's lease payments under each of these leases are subject to escalation clauses. Minimum annual lease payments under non-cancelable lease arrangements at December 31, 2019 are as follows (in thousands): Years Ending December 31, Capital Leases Operating Leases 2020 $ 272 $ 411 2021 272 34 2022 246 ā 2023 159 ā 2024 ā ā Total minimum lease payments 949 $ 445 Less: amount representing interest (75) Present value of future minimum lease payments 874 Less: current portion (238) Long-term capital lease obligations $ 636 For the years ended December 31, 2019 and 2018, rent expense was $0.5 million and $0.4 million, respectively. Acquisition-related liabilities In connection with the acquisition of the medical diagnostics division of Cypress Bioscience, Inc. in 2010, the Company was required to pay certain amounts in the event that certain revenue milestones were achieved and upon the first commercial sale of a product associated with this acquisition. The acquisition also included amounts that may be due under several licensing agreements. All milestone payments other than one have been paid as of December 31, 2017. The remaining milestone obligation is for an additional $2.0 million payment due to Prometheus Laboratories, Inc. (Prometheus) for which the fair value was determined to be zero at December 31, 2019 and December 31, 2018. In addition, the Company has ongoing royalty payment obligations on net sales of products which incorporate certain acquired technologies ranging from 2.5% to 7.5%. Future royalties payable under these arrangements are limited to the lesser of an aggregate of $4.2 million (including an upfront payment of $100,000) or the total royalties earned through January 1, 2024. Licensing Agreements The Company has licensed technology for use in its diagnostic tests. In addition to the milestone payments required by these agreements as described above, individual license agreements generally provide for ongoing royalty payments on net sales of products which incorporate licensed technology, as defined, ranging from 3.0% to 20.0%. Royalties are accrued when earned and recorded in costs of revenue in the accompanying statement of operations. Supply Agreement In January 2018, the Company entered into a supply agreement with one supplier for reagents which includes a minimum annual purchase commitment of $3.25 million for each of the three Contingencies In the normal course of business, the Company enters into contracts and agreements that contain a variety of representations and warranties and provide for general indemnifications; including subpoenas and other civil investigative demands, from governmental agencies, Medicare or Medicaid payers and managed care organizations reviewing billing practices or requesting comment on allegations of billing irregularities that are brought to their attention through billing audits or third parties. The Company's exposure under these agreements is unknown because it involves claims that may be made against the Company in the future, but have not yet been made. The Company accrues a liability for such matters when it is probable that future expenditures will be made and such expenditures can be reasonably estimated. Litigation The Company is not a party to any litigation and does not have contingent reserves established for any litigation liabilities. From time to time, the Company may be subject to various legal proceedings that arise in the ordinary course of business activities. |
Fair Value Measurements - (Note
Fair Value Measurements - (Notes) | 12 Months Ended |
Dec. 31, 2019 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements The following table sets forth the Company's financial instruments that were measured at fair value on a recurring basis within the fair value hierarchy (in thousands): December 31, 2019 Total Level 1 Level 2 Level 3 Assets: Money market funds $ 70,760 $ 70,760 $ ā $ ā December 31, 2018 Total Level 1 Level 2 Level 3 Assets: Money market funds $ 8,618 $ 8,618 $ ā $ ā Liabilities: Redeemable convertible preferred stock warrant liabilities $ 1,503 $ ā $ ā $ 1,503 The fair value of the Company's money market funds is based on quoted market prices. The following table includes a roll-forward of the financial instruments measured on a recurring basis and classified within Level 3 of the fair value hierarchy (in thousands): Liability Balances at December 31, 2017 $ 896 Issuance of warrants to purchase shares of Series F redeemable convertible preferred stock in connection with 2017 Term Loan (Note 4) 289 Remeasurement of financial instruments 318 Balances at December 31, 2018 1,503 Remeasurement of financial instruments (267) Net exercise of preferred stock warrants (510) Reclassification of liability classified warrants to stockholders' equity (deficit) (726) Balance at December 31, 2019 $ ā Changes in the fair value of the Company's liability classified warrants are recorded in the line item change in fair value of financial instruments in the accompanying statement of operations. |
Redeemable Convertible Preferre
Redeemable Convertible Preferred Stock | 12 Months Ended |
Dec. 31, 2019 | |
Temporary Equity Disclosure [Abstract] | |
Redeemable Convertible Preferred Stock | Redeemable Convertible Preferred Stock On January 2, 2019, the Company amended and restated its restated certificate of incorporation to, among other things, increase its authorized shares of convertible preferred stock from 750,300,000 to 955,500,000 shares, of which 205,200,000 shares are designated as Series G convertible preferred stock and set forth the rights, preferences and privileges of the Series G convertible preferred stock. On July 11, 2019, the Company amended and restated its restated certificate of incorporation to among other things, increase its authorized shares of convertible preferred stock from 955,500,000 to 1,038,667,059 shares, of which 479,967,595 shares are designated as Series H redeemable convertible preferred stock and set forth the rights, preferences and privileges of the Series H redeemable convertible preferred stock. Upon completion of the Company's IPO in September 2019, an aggregate of 7,816,643 shares of common stock, excluding warrant conversions, were issued to the holders of the Company's Series A-3, Series B-3, Series C, Series D, Series E, Series F and Series H redeemable convertible preferred stockholders upon the automatic conversion of all shares of redeemable convertible preferred stock to common stock. As a result, no shares of redeemable convertible preferred stock remain outstanding at December 31, 2019. Series F Financing In December 2017, the Company's Board of Directors authorized a third tranche closing of the issuance to existing preferred stockholders in connection with the Company's Series F financing, which was completed between December 2017 and January 2018. In December 2017, a group of existing investors of the Company purchased 54,246,756 shares of Series F redeemable convertible preferred stock at a per share price of $0.078 for aggregate gross proceeds of approximately $4.2 million. In early January 2018, a group of existing stockholders of the Company purchased an additional 34,914,327 shares of Series F redeemable convertible preferred stock at a per share price of $0.078 for aggregate gross proceeds of approximately $2.7 million. The Company concluded that the third tranche closing of the Series F preferred stock purchase agreement contained a single freestanding financial instrument, shares of Series F redeemable convertible preferred stock, and the Company determined there were no embedded features requiring bifurcation in the shares of Series F redeemable convertible preferred stock issued in the third tranche closing. The Company accounted for the difference between the estimated fair value and the $0.078 per share purchase price of shares of Series F redeemable convertible preferred stock issued in the third tranche closing as a deemed dividend since all investors in the third closing are existing preferred stockholders of the Company, and the Company did not identify any elements to the transaction which it believes were compensatory in nature. As a result, the Company recognized a deemed dividend in the amount of $1.2 million in the first quarter of 2018, that was recorded as additional paid-in capital (in the absence of retained earnings) in the accompanying statement of redeemable convertible preferred stock and stockholdersā deficit. Series G Financing In January 2019, the Company entered into an agreement with new and certain existing preferred stockholders to issue shares of Series G redeemable convertible preferred stock in multiple separate closings at per share price of $0.078 in each closing. Shares of Series G redeemable convertible preferred stock were issuable under the Series G preferred stock purchase agreement until the earlier of March 31, 2019 or the issuance of all authorized shares of Series G redeemable convertible preferred stock, as specified in the Company's amended and restated certificate of incorporation. In January 2019 and March 2019, the Company sold 88,030,905 and 9,615,384 shares, respectively, of Series G redeemable convertible preferred stock for aggregate gross proceeds of approximately $7.6 million to new and existing investors, of which $3.75 million of gross proceeds were received as of December 31, 2018 and are included in the accompanying December 31, 2018 balance sheet. In May 2019, the Company sold an additional 51,282,048 shares of Series G redeemable convertible preferred stock for aggregate gross proceeds of approximately $4.0 million to existing investors. In addition, in May 2019, the Series G preferred stock purchase agreement was amended to include the right of the Company to require certain holders of Series G redeemable convertible preferred stock to purchase an additional 32,051,280 shares of Series G redeemable convertible preferred stock at $0.078 per share, for total aggregate proceeds of $2.5 million, at any time after July 31, 2019 and prior to May 31, 2020. This right terminated in connection with the issuance of the Series H redeemable convertible stock in July 2019. The Company concluded that the closings of the Series G preferred stock purchase agreement in January and March 2019, contained a single freestanding financial instrument, shares of Series G redeemable convertible preferred stock, and the Company determined there were no embedded features requiring bifurcation in the shares of Series G redeemable convertible preferred stock issued. The Company concluded the closing in May 2019 contained two freestanding financial instruments, shares of Series G redeemable convertible preferred stock and the Company call right, and the Company concluded there were no embedded features requiring bifurcation in the shares of Series G redeemable convertible preferred stock issued. The Company call right was deemed to have nominal value since it was with insiders with knowledge of the imminent closing of Series H redeemable convertible stock. Series H Financing In July 2019, the Company entered into an agreement with a new investor to issue shares of Series H redeemable convertible preferred stock at a per share price of $0.04712. Pursuant to the terms of the agreement, the new investor purchased 233,446,519 shares of Series H redeemable convertible preferred stock for gross proceeds of approximately $11.0 million. In connection with the Series H financing, the Company converted all of the 148,928,337 outstanding shares of the Company's Series G redeemable convertible preferred stock into 246,521,076 shares of Series H redeemable convertible preferred stock on a dollar-for-dollar basis. |
Stockholders' Equity (Deficit)
Stockholders' Equity (Deficit) | 12 Months Ended |
Dec. 31, 2019 | |
Equity [Abstract] | |
Stockholders' Equity (Deficit) | Stockholders' Equity (Deficit) Common Stock Common stockholders are entitled to dividends as and when declared by the Board of Directors, subject to the rights of holders of all classes of stock outstanding having priority rights as to dividends. There have been no dividends declared to date. The holder of each share of common stock is entitled to one vote. On January 2, 2019, the Company amended and restated its restated certificate of incorporation to, among other things, increase its authorized shares of common stock from 1,470,000,000 to 1,675,200,000 shares. On July 11, 2019, the Company amended and restated its restated certificate of incorporation to, among other things, increase its authorized shares of common stock from 1,675,200,000 to 1,970,000,000 shares. The Company filed its amended and restated certificate of incorporation on September 23, 2019, authorizing 200,000,000 shares of common stock and 10,000,000 shares of preferred stock. On September 23, 2019, the Company closed its IPO of 4,140,000 shares of its common stock at a price to the public of $14.00 per share, including the exercise in full by the underwriters of their option to purchase 540,000 additional shares of the Company's common stock. Including the exercise of the option to purchase additional shares, the aggregate net proceeds to the Company from the offering was approximately $50.4 million, net of underwriting discounts, commissions and other offering expenses, for aggregate expenses of approximately $7.5 million. In addition, an aggregate of 7,816,643 shares of common stock, excluding warrant conversions, were issued to the holders of the Company's Series A-3, Series B-3, Series C, Series D, Series E, Series F and Series H |
Stock Option Plan
Stock Option Plan | 12 Months Ended |
Dec. 31, 2019 | |
Share-based Payment Arrangement [Abstract] | |
Stock Option Plan | Stock Option Plan In December 2012, the Company's Board of Directors adopted the 2013 Stock Option Plan (the Plan). Pursuant to the Plan, employees, consultants, and directors may be granted either incentive stock options or non-qualified stock options to purchase shares of the Company's common stock. In July 2019, the number of shares reserved for issuance under the Plan was increased from 669,806 to 1,663,681 shares. In September 2019, the Company's Board of Directors adopted, and the Company's stockholders approved, the 2019 Incentive Award Plan (the 2019 Plan). Under the 2019 Plan, the Company may grant stock options, stock appreciation rights, restricted stock, restricted stock units and other awards to individuals who are then employees, officers, non-employee directors or consultants of the Company or its subsidiaries. A total of (i) 2,011,832 shares of common stock plus (ii) shares subject to awards granted under the 2013 Plan on or before the effective date of the 2019 Plan became available for issuance under the 2019 Plan and will initially be reserved for issuance under the 2019 Plan. The 2019 Plan contains an "evergreen provision" that allows annual increases in the number of shares available for issuance on the first day of each calendar year through January 1, 2029 in an amount equal to the lesser of: (i) 4% of the outstanding capital stock on each December 31st, or (ii) such lesser amount determined by the Board of Directors. As of December 31, 2019, 1,283,996 shares remained available for future awards. Under the evergreen provision, on January 1, 2020, an additional 502,440 shares became available for issuance under the 2019 Plan. The options generally expire ten four Activity under the Company's stock option plans is set forth below: Number of Weighted- Weighted- Aggregate Outstanding, December 31, 2018 661,180 $ 1.22 9.52 $ 6,198 Granted 816,356 $ 13.99 Exercised (1,548) $ 2.41 Forfeited (99,967) $ 7.50 Expired (479) $ 42.08 Outstanding, December 31, 2019 1,375,542 $ 8.33 9.16 $ 23,654 Vested and expected to vest, December 31, 2019 1,375,542 $ 8.33 9.16 $ 23,654 Options exercisable, December 31, 2019 203,344 $ 3.49 7.85 $ 4,625 The weighted-average grant date fair value per share of employee options granted to employees during the years ended December 31, 2019 and 2018 was $7.79 and $0.17, respectively. The intrinsic value is calculated as the difference between the fair value of the Company's common stock and the exercise price of the stock options. The fair value of the Company's common stock is $25.40 and $9.92 per share at December 31, 2019 and 2018, respectively. The intrinsic value of options exercised for the years ended December 31, 2019 and 2018 was an immaterial amount and zero, respectively. Stock-Based Compensation Expense The fair value of employee stock options was estimated using the following assumptions to determine the fair value of stock options granted: Years Ended December 31, 2019 2018 Expected volatility 46%-59% 70% Risk-free interest rate 1.6%-2.6% 1.4% - 2.6% Dividend yield ā ā Expected term (in years) 5.75-6.08 6.08 Total non-cash stock-based compensation expense recorded related to options granted in the statement of operations is as follows (in thousands): Years Ended December 31, 2019 2018 Cost of revenue $ 9 $ 12 Selling, general and administrative 445 93 Research and development 118 9 Total $ 572 $ 114 As of December 31, 2019, total unrecognized compensation cost was $5.6 million, which is expected to be recognized over a remaining weighted-average vesting period of 3.3 years. Employee Stock Purchase Plan In September 2019, the Board of Directors adopted the Employee Stock Purchase Plan (the ESPP). The ESPP became effective on the day the ESPP was adopted by the Company's Board of Directors. The ESPP permits participants to purchase common stock through payroll deductions of up to 20% of their eligible compensation. A total of 120,000 shares of common stock was initially reserved for issuance under the ESPP. In addition, the number of shares of common stock available for issuance under the ESPP will be annually increased on the first day of each fiscal year during the term of the ESPP, beginning with the 2020 calendar year through January 1, 2029 in an amount equal to the lesser of (i) 1% of the outstanding capital stock on December 31st, or (ii) such lesser amount determined by the Board of Directors. Under the evergreen provision, on January 1, 2020, an additional 125,610 shares became available for issuances under the ESPP. There has been no stock-based compensation expense incurred related to the ESPP for the year ended December 31, 2019. Common stock reserved for future issuance consists of the following at December 31, 2019: Warrants to purchase common stock 461,273 Common stock option grants issued and outstanding 1,375,542 Common shares available for grant under the stock option plan 1,283,996 Common shares available for future issuance under ESPP 120,000 Total 3,240,811 |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income TaxesThe provision for income taxes consists of the following (in thousands): Years Ended December 31, 2019 2018 Current: Federal $ ā $ ā State 5 27 Total current 5 27 Deferred: Federal 10 10 State 10 21 Total deferred 20 31 Provision for income tax $ 25 $ 58 The effective tax rate of our provision for income taxes differs from the federal statutory rate as follows: Years Ended December 31, 2019 2018 Federal statutory tax rate (21.0) % (21.0) % State income taxes, net of federal tax benefits (3.6) % (3.9) % Change in fair value of preferred stock liabilities (0.5) % 0.8 % Change in valuation allowance (36.1) % 23.2 % Limitation of net operating losses 59.8 % ā % Other 1.6 % 1.6 % Effective tax rate 0.2 % 0.7 % Significant components of the Companyās deferred tax assets at December 31, 2019 and 2018 are shown below. A valuation allowance has been established as realization of the Companyās deferred tax assets has not met the more likely-than-not threshold requirement. If the Companyās judgment changes and it is determined that the Company will be able to realize these deferred tax assets, the tax benefits relating to any reversal of the valuation allowance on deferred tax assets will be accounted for as a reduction to income tax expense (in thousands). December 31, 2019 2018 Deferred tax assets: Net operating loss carryforwards $ 15,287 $ 18,937 Research and development tax credits 419 313 Accruals, reserves and other 590 1,394 Interest expense 744 691 Basis differences in fixed and intangible assets 225 230 Total gross deferred tax assets 17,265 21,565 Less: Valuation allowance (16,797) (21,138) Deferred tax assets, net 468 427 Deferred tax liabilities: Financing and acquisition-related liabilities (336) (338) Indefinite lived assets (396) (334) Deferred tax liabilities, net (732) (672) Net deferred tax liabilities $ (264) $ (245) Changes in the valuation allowance for deferred tax assets during the years ended December 31, 2019 and 2018, which related primarily to increases in net operating loss carryforwards, accrued revenue and accruals and reserves were as follows (in thousands): December 31, 2019 2018 Valuation allowance at the beginning of the year $ 21,138 $ 19,929 Decreases recorded as benefits to income tax provision (4,341) ā Increases recorded to income tax provision ā 1,209 Valuation allowance at the end of the year $ 16,797 $ 21,138 At December 31, 2019 and 2018, the Company had federal net operating loss carryforwards of approximately $60.7 million and $80.8 million, respectively. At December 31, 2019 and 2018, the Company had state net operating loss carryforwards of $43.5 million and $30.6 million, respectively. Approximately $43.5 million of the federal tax loss carryforwards will begin to expire in 2022, unless previously utilized. The federal net operating loss carryforwards generated in after December 31, 2017 of $17.2 million will carryforward indefinitely and be available to offset up to 80% of future taxable income each year. The Companyās state tax loss carryforwards will expire in 2032, unless previously utilized. At December 31, 2019, the Company's deferred tax assets are primarily comprised of federal and state tax net operating loss carryforwards. The Company completed a formal study through the year ended December 31, 2019 and determined ownership changes within the meaning of Internal Revenue Code (IRC), Section 382 had occurred in 2003, 2008, 2012, 2017 and 2019. Based on the analysis, $61.8 million of the Company's tax attribute carryforwards through December 31, 2017 cannot be utilized under IRC Section 382. The Company's ability to utilize net operating loss carryforwards generated after December 31, 2017 will not expire under the Tax Cuts and Jobs Act of 2017. The Company adjusted tax attribute carry forwards and deferred tax assets accordingly. As the deferred tax assets associated with the tax attribute carry forwards were fully offset by a valuation allowance, a corresponding reduction in the Company's valuation allowance was also recorded, resulting in no income tax impact. The Company is subject to taxation in the U.S. and in various state jurisdictions. The Companyās tax years for 2002 and forward are subject to examination by the U.S. and state tax authorities due to the carryforward of unutilized net operating losses and research and development credits. The Company recognizes interest and / or penalties related to income tax matters in its provision for income taxes. The Company does not have any accruals for, and did not recognize any, interest or penalties in these financial statements in any period presented. Uncertain Tax Positions At December 31, 2019 and 2018, the Company had no unrecognized tax benefits. The Company does not believe that the balance of unrecognized tax benefits will materially change within the next twelve months. |
Related Parties
Related Parties | 12 Months Ended |
Dec. 31, 2019 | |
Related Party Transactions [Abstract] | |
Related Parties | Related Parties The Company entered into a consulting services agreement, as amended, with a member of the Company's Board of Directors under which this board member provides certain scientific consulting services to the Company. Under this agreement, as amended in June 2018, this board member is compensated at a bi-weekly rate of $5,000 (plus reimbursement for certain administrative and travel related expenses) and received options to purchase 544 shares of common stock in November 2017, the commencement date of the agreement. Total amounts paid to this board member under this agreement for the years ended December 31, 2019 and 2018, were $130,000 and $126,000, respectively, which was recorded in research and development expenses in the accompanying statements of operations. The Company accounted for the grant of options as an award to a non-employee and measures compensation cost for this award based on the value of the award at the date the consulting services are complete. The options granted to this board member were granted at an exercise price of $0.367 (the estimated fair value of share of common stock on the grant date using an OPM model), and vests over a three In September 2011, the Company entered into a license agreement with the Company's former Chief Scientific Officer, and a related company, De Novo Diagnostics, Inc. The license agreement, covering novel methods for monitoring low-dose methotrexate therapy, relates to technology developed by the Company's former Chief Scientific Officer prior to joining the Company. The technology has yet to be used by the Company. Under the agreement, the Company's Chief Scientific Officer will be eligible to receive up to $0.6 million upon the achievement of certain sales milestones and an ongoing royalty of 5% on sales. The third tranche closing of the Series F financing, the closings of the Series G financing and the Series H financing described in Note 8 were issued to existing holders of the Company's redeemable convertible preferred stock, including certain members of our Board of Directors. |
401(k) Plan
401(k) Plan | 12 Months Ended |
Dec. 31, 2019 | |
Retirement Benefits [Abstract] | |
401(k) Plan | Note 13. 401(k) Plan The Company sponsors an employee savings plan that qualifies as a deferred salary arrangement under Section 401(k) of the Code. Participating employees may defer up to the Internal Revenue Service annual contribution limit. Additionally, the Company may elect to make contributions into the savings plan at its sole discretion. For the years ended December 31, 2019 and 2018, the Company made contributions to the Plan at 3% of qualified employee compensation, which totaled approximately $0.4 million. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2019 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events Subsequent to December 31, 2019, stock options for 290,000 shares of the Company's common stock were granted to Company employees. In March 2020, the Company entered into a new lease agreement related to expanded office and laboratory space in the building attached to the Company's existing headquarters. The initial term of the lease agreement is five years and nine months, expiring in January 2026. The lease agreement provides for monthly base rent of $12,724 beginning in May 2020, which amount shall increase 3% annually beginning in February 2022. The lease agreement does not include any right or option to extend the term after its expiration. In March 2020, the Company entered into a lease extension on our existing office space located adjacent to the Company's headquarters. The lease extension extends the term from February 2021, until its new expiration in January 2026. The lease extension provides that the base monthly rent for the leased space shall be $19,000, for the 12-month period beginning in February 2021, which amount shall increase $600 on a monthly basis each additional 12-month period until its expiration. In addition, the lease extension added an option for the Company to extend the term of the lease for one five year period, commencing when the prior term expires. In addition, in March 2020, the Company entered into a lease amendment relating to its headquarters. The lease amendment extends to the term of the lease from April 2020, until its new expiration in January 2026. The lease amendment provides that the base monthly rent for the leased space shall be $16,308.57, for the 10-month period beginning in April 2020, which amount shall increase to $17,325 in February 2021, and shall increase 3% annually thereafter. In addition, the lease amendment added an option for the Company to extend the term of the lease for one five year period, commencing when the prior term expires. |
Summary Of Significant Accoun_2
Summary Of Significant Accounting Policies - Policies | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Concentration of Credit Risk and Other Risk and Uncertainties | Concentration of Credit Risk and Other Risk and Uncertainties Financial instruments that potentially subject the Company to credit risk consist principally of cash, cash equivalents, and accounts receivable. Substantially all the Company's cash and cash equivalents are held at one financial institution that management believes is of high credit quality. Such deposits may, at times, exceed federally insured limits. |
Fair Value Measurements | Fair Value Measurements The carrying value of the Company's cash and cash equivalents, other assets and accrued liabilities approximate fair value due to the short-term nature of these items. Based on the borrowing rates currently available to the Company for debt with similar terms and consideration of default and credit risk, the carrying value of the Company's long-term borrowings approximates its fair value, which is considered a Level 2 input. Fair value is defined as the exchange price that would be received for an asset or an exit price paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. The fair value hierarchy defines a three-level valuation hierarchy for disclosure of fair value measurements as follows: Level 1 - Unadjusted quoted prices in active markets for identical assets or liabilities; Level 2 - Inputs other than quoted prices included within Level I that are observable, unadjusted quoted prices in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the related assets or liabilities; and Level 3 - Unobservable inputs that are supported by little or no market activity for the related assets or liabilities. The categorization of a financial instrument within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. Prior to the IPO, the Company's redeemable convertible preferred stock warrant liabilities were measured at fair value on a recurring basis and were classified as Level 3 liabilities. The Company recorded subsequent adjustments to reflect the increase or decrease in estimated fair value at each reporting date in current period earnings. |
Cash, Cash Equivalents and Restricted Cash | Cash, Cash Equivalents and Restricted Cash The Company considers all highly-liquid investments purchased with a remaining maturity date upon acquisition of three months or less to be cash equivalents and are stated at cost, which approximates fair value. |
Property and Equipment | Property and EquipmentProperty and equipment are stated at cost, net of depreciation and amortization. Depreciation is computed using the straight-line method over the estimated useful lives of the assets, generally between three and five years. Leasehold improvements are amortized on a straight-line basis over the lesser of the estimated useful life or the remaining term of the related lease. Maintenance and repairs are charged to expense as incurred, and improvements and betterments are capitalized. When assets are retired or otherwise disposed of, the cost and accumulated depreciation are removed from the balance sheet and any resulting gain or loss is reflected in other income or expense in the statements of operations in the period realized. |
Long-lived Assets | Long-lived Assets The Companyās long-lived assets are comprised principally of its property and equipment, finite lived intangible assets, and goodwill. If the Company identifies a change in the circumstances related to its long-lived assets, such as property and equipment and intangible assets (other than goodwill), that indicates the carrying value of any such asset may not be recoverable, the Company will perform an impairment analysis. A long-lived asset (other than goodwill) is deemed to be impaired when the undiscounted cash flows expected to be generated by the asset (or asset group) are less than the assetās carrying amount. Any required impairment loss would be measured as the amount by which the assetās carrying value exceeds its fair value, and would be recorded as a reduction in the carrying value of the related asset and a charge to operating expense. Goodwill is reviewed for impairment annually (during the fourth quarter) or more frequently if indicators of impairment exist. As the Company operates in a single operating segment and reporting unit, the Company first assesses qualitative factors to determine whether it is more likely than not that the fair value of the reporting unit is less than its carrying amount as a basis for determining whether it is necessary to perform a quantitative assessment. If, after assessing qualitative factors, the Company determines it is not more likely than not that the fair value of a reporting unit is less than its carrying amount, then performing a quantitative assessment is unnecessary. If deemed necessary, a quantitative assessment compares the fair value of the reporting unit with its carrying amount, including goodwill. If the fair value of the reporting unit exceeds its carrying amount, goodwill is not considered impaired; otherwise, an impairment loss is recorded. There was no indication of impairment of goodwill for any periods presented. |
Clinical Studies | Clinical StudiesFrom time to time, the Company engages in efforts to scientifically measure and document the application and efficacy of its various testing products. These arrangements typically require the Company to pay a fee to a third-party scientific investigator (usually a physician or research institution) for each subject enrolled in a clinical study, and the Company accrues expenses associated with these efforts as subjects are enrolled in each study. Expenses associated with clinical study activities are recorded in research and development expenses in the accompanying statement of operations. |
Redeemable Convertible Preferred Stock | Redeemable Convertible Preferred Stock Prior to the completion of the IPO, the Company had multiple classes of redeemable convertible preferred stock, all of which were classified as temporary equity in the accompanying balance sheet as the redemption of the shares were outside of the Company's control. Redeemable convertible preferred stock which was redeemable on or after a certain date at the option of the holder was accreted to its redemption value from the date of issuance to the earliest redemption date. In connection with the completion of the IPO in September 2019, all outstanding shares of redeemable convertible preferred stock were automatically converted into an aggregate of 7,816,643 shares of common stock, excluding warrant conversions. Redeemable Convertible Preferred Stock Warrants Prior to the completion of the IPO, the Company accounted for its redeemable convertible preferred stock warrants as liabilities based upon the characteristics and provisions of each instrument. The redeemable convertible preferred stock warrants were recorded at their fair value on the date of issuance and were revalued on each subsequent balance sheet date, with fair value changes recognized as increases or reductions in the statements of operations. Upon the completion of the IPO, all remaining outstanding warrants to purchase shares of redeemable convertible preferred stock were automatically converted into warrants to purchase shares of common stock. As such, the warrants no longer require liability accounting and the then fair value of the warrant liability was reclassified into stockholdersā equity. The Company performed the final remeasurement of the warrant liabilities as of the IPO closing date. See Note 7 for the amounts associated with the fair value measurements and Note 5 for further discussion on the remaining warrants. |
Revenue Recognition | Revenue Recognition Substantially all of the Company's revenue has been derived from sales of its testing products and is primarily comprised of a high volume of relatively low-dollar transactions. The Company primarily markets its testing products to rheumatologists and their physician assistants in the United States. The healthcare professionals who order the Company's testing products and to whom test results are reported are generally not responsible for payment for these products. The parties that pay for these services (the Payers) consist of healthcare insurers, government payers (primarily Medicare and Medicaid), client payers (i.e., hospitals, other laboratories, etc.), and patient self-pay. The Company's service is a single performance obligation that is completed upon the delivery of test results to the prescribing physician which triggers revenue recognition. Payers are billed at the Company's list price. Net revenues recognized consist of amounts billed net of allowances for differences between amounts billed and the estimated consideration the Company expects to receive from such payers. The process for estimating revenues and the ultimate collection of accounts receivable involves significant judgment and estimation. The Company follows a standard process, which considers historical denial and collection experience, insurance reimbursement policies and other factors, to estimate allowances and implicit price concessions, recording adjustments in the current period as changes in estimates. Further adjustments to the allowances, based on actual receipts, is recorded upon settlement. The transaction price is estimated using an expected value method on a portfolio basis. The Company's portfolios are grouped per payer (i.e. each individual third-party insurance, Medicare, client payers, patient self-pay, etc.) and per test basis. Collection of the Company's net revenues from payers is normally a function of providing complete and correct billing information to the healthcare insurers and generally occurs within 30 to 90 days of billing. Contracts do not contain significant financing components based on the typical period of time between performance of services and collection of consideration. The Company early adopted Accounting Standards Codification (ASC) Topic 606, Revenue from Contracts with Customers |
Research and Development | Research and Development Costs associated with research and development activities are expensed as incurred and include, but are not limited to, personnel-related expenses, including stock-based compensation expense, materials, laboratory supplies, consulting costs, costs associated with setting up and conducting clinical studies and allocated overhead including rent and utilities. |
Advertising and Marketing Cost | Advertising and Marketing Costs Costs associated with advertising and marketing activities are expensed as incurred. Total advertising and marketing costs were approximately $1.6 million and $1.4 million for the years ended December 31, 2019 and 2018, respectively, and are included in selling, general and administrative expenses in the accompanying statements of operations. |
Stock-Based Compensation | Stock-Based Compensation The Company recognizes compensation expense for all stock-based awards to employees and directors based on the grant-date estimated fair values over the requisite service period of the awards (usually the vesting period) on a straight-line basis. The fair value of stock options is determined using the Black-Scholes-Merton (BSM) option pricing model, which requires management to make certain assumptions regarding a number of complex and subjective variables. Equity award forfeitures are recorded as they occur. The BSM option pricing model incorporates various estimates, including the fair value of the Company's common stock, expected volatility, expected term and risk-free interest rates. The weighted-average expected term of options was calculated using the simplified method. This decision was based on the lack of relevant historical data due to the Company's limited historical experience. In addition, due to the Company's limited historical data, the estimated volatility incorporates the historical volatility over the expected term of the award of comparable companies whose share prices are publicly available. The risk-free interest rate for periods within the contractual term of the option is |
Comprehensive Loss | Comprehensive Loss Comprehensive loss is defined as a change in equity of a business enterprise during a period, resulting from transactions from nonowner sources. There have been no items qualifying as other comprehensive loss and, therefore, for all periods presented, the Company's comprehensive loss was the same as its reported net loss. |
Income Taxes | Income Taxes The Company accounts for income taxes under the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements. Under this method, deferred tax assets and liabilities are determined on the basis of the differences between the financial statements and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in income in the period that includes the enactment date. The Company recognizes net deferred tax assets to the extent that the Company believes these assets are more likely than not to be realized. In making such a determination, management considers all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax-planning strategies, and results of recent operations. If management determines that the Company would be able to realize its deferred tax assets in the future in excess of their net recorded amount, management would adjust the deferred tax asset valuation allowance, which would reduce the provision for income taxes. The Company records uncertain tax positions on the basis of a two-step process whereby (i) management determines whether it is more likely than not that the tax positions will be sustained on the basis of the technical merits of the position and (ii) for those tax positions that meet the more-likely-than-not recognition threshold, management recognizes the largest amount of tax benefit that is more than 50% likely to be realized upon ultimate settlement with the related tax authority. The Company recognizes interest and penalties related to unrecognized tax benefits within income tax expense. Any accrued interest and penalties are included within the related tax liability. |
Net Loss Per Share | Net Loss Per Share Basic net loss per share attributable to common stockholders is calculated by dividing the net loss attributable to common stockholders by the weighted-average number of common shares outstanding during the period. Diluted net loss per share attributable to common stockholders is computed by dividing the net loss attributable to common stockholders by the weighted-average number of common stock equivalents outstanding for the period determined using the treasury-stock and if-converted methods. Potentially dilutive common stock equivalents are comprised of redeemable convertible preferred stock, warrants for the purchase of redeemable convertible preferred and common stock and options outstanding under the Company's stock option plans. For the years ended December 31, 2019 and 2018, there is no difference in the number of shares used to calculate basic and diluted shares outstanding as the inclusion of the potentially dilutive securities would be antidilutive. |
Segment Reporting | Segment Reporting Operating segments are identified as components of an enterprise about which separate discrete financial information is available for evaluation by the chief operating decision-maker in making decisions regarding resource allocation and assessing performance. The Company views its operations as, and manages its business in, one operating segment. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements From time to time, new accounting pronouncements are issued by the Financial Accounting Standards Board (FASB), or other standard setting bodies and adopted by the Company as of the specified effective date. Under the Jumpstart Our Business Startups Act of 2012 (JOBS Act), the Company meets the definition of an emerging growth company. The Company has elected to use the extended transition period for complying with new or revised accounting standards pursuant to Section 107(b) of the JOBS Act. Unless otherwise discussed, the impact of recently issued standards that are not yet effective will not have a material impact on the Company's financial position or results of operations upon adoption. In February 2016, the FASB issued Accounting Standards Update (ASU) 2016-02, Leases (Topic 842). The new topic supersedes Topic 840, Leases , and increases transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and requires disclosures of key information about leasing arrangements. In July 2018, the FASB issued ASU 2018-10, Codification Improvements to Topic 842 , which provides narrow amendments to clarify how to apply certain aspects of the new lease standard, and ASU 2018-11, Leases: Targeted Improvements , which was issued to provide relief to companies from restating comparative periods. Pursuant to this ASU, in the period of adoption the Company will not restate comparative periods presented in its financial statements. The effective date of this guidance for public companies is for reporting periods beginning after December 15, 2018. As an emerging growth company as defined in the JOBS Act, the Company has elected to delay adoption of this ASU until January 1, 2021. Topic 842 mandates a modified retrospective transition method. The Company intends to adopt the new lease standard using a cumulative effect to accumulated deficit and will elect the package of practical expedients, which among other things will allow the Company to carry forward its historical lease classification. The Company is currently evaluating the impact of Topic 842 on its financial statements. In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement: Disclosure Framework-Changes to the Disclosure Requirements for Fair Value Measurement , which adds and modifies certain disclosure requirements for fair value measurements. Under the new guidance, entities will no longer be required to disclose the amount of and reasons for transfers between Level 1 and Level 2 of the fair value hierarchy, or valuation processes for Level 3 fair value measurements. However, public companies will be required to disclose the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements, and related changes in unrealized gains and losses included in other comprehensive income. This update is effective for annual periods beginning after December 15, 2019, and interim periods within those periods, and early adoption is permitted. The Company is currently evaluating the impact of ASU 2018-13 on its financial statements. |
Summary Of Significant Accoun_3
Summary Of Significant Accounting Policies - (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Schedule of Concentration of Risk, by Risk Factor and Significant Payer | For each significant payer, revenue as a percentage of total revenue and accounts receivable as a percentage of total accounts receivable are as follows: Revenue Years Ended December 31, 2019 2018 Medicare 25 % 30 % Blue Shield 12 % 14 % United Healthcare 11 % 12 % Medicare Advantage 11 % 10 % Janssen (SIMPONI Ā® ) * * * Less than 10%. Accounts Receivable December 31, 2019 2018 Medicare * 26 % Blue Shield 15 % 16 % United Healthcare 22 % 11 % Medicare Advantage * 11 % Janssen (SIMPONI Ā® ) 19 % * * Less than 10%. |
Disaggregation of Revenue | The following table includes the Company's revenues as disaggregated by payer category (in thousands): Years Ended December 31, 2019 2018 Revenue: Healthcare insurers $ 23,984 $ 21,070 Government 9,896 10,024 Client 4,392 608 Other(1) 639 738 Janssen (SIMPONI Ā® ) 1,476 ā Total revenue $ 40,387 $ 32,440 (1) Includes patient self-pay that is immaterial . |
Schedule of Restricted Cash and Cash Equivalents | Cash, cash equivalents and restricted cash presented in the accompanying statements of cash flows consist of the following (in thousands): December 31, 2019 2018 Cash and cash equivalents $ 72,084 $ 13,164 Restricted cash 100 100 $ 72,184 $ 13,264 |
Schedule of Cash and Cash Equivalents | Cash, cash equivalents and restricted cash presented in the accompanying statements of cash flows consist of the following (in thousands): December 31, 2019 2018 Cash and cash equivalents $ 72,084 $ 13,164 Restricted cash 100 100 $ 72,184 $ 13,264 |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | Potentially dilutive securities not included in the calculation of diluted net loss per share because to do so would be anti-dilutive are as follows (in common stock equivalent shares): Years Ended December 31, 2019 2018 Redeemable convertible preferred stock ā 5,202,940 Warrants to purchase redeemable convertible preferred stock ā 224,493 Warrants to purchase common stock 461,273 934,789 Common stock options 1,375,542 661,180 Total 1,836,815 7,023,402 |
Other Financial Information -_2
Other Financial Information - (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Other Financial Information [Abstract] | |
Prepaid expenses table | Prepaid expenses and other current assets consist of the following (in thousands): December 31, 2019 2018 Diagnostic testing supplies $ 1,427 $ 1,174 Prepaid product royalties 123 176 Prepaid maintenance and insurance contracts 1,768 698 Other prepaid assets 133 148 Prepaid and other current assets $ 3,451 $ 2,196 |
Property and equipment | Property and equipment consist of the following (in thousands): December 31, 2019 2018 Furniture and fixtures $ 25 $ 25 Laboratory equipment 2,228 1,855 Computer equipment and software 851 796 Leasehold improvements 424 399 Construction in progress 247 310 Total property and equipment 3,775 3,385 Less: accumulated depreciation and amortization (2,395) (1,819) Property and equipment, net $ 1,380 $ 1,566 |
Accrued liabilities | Accrued liabilities consist of the following (in thousands): December 31, 2019 2018 Accrued payroll and related expenses $ 2,362 $ 2,111 Accrued deferred offering costs ā 355 Accrued interest 145 178 Accrued purchases of goods and services 319 243 Accrued royalties 727 602 Accrued clinical study activity 40 146 Capital lease obligations, current portion 238 81 Other accrued liabilities 588 207 Accrued liabilities $ 4,419 $ 3,923 |
Borrowings - (Tables)
Borrowings - (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |
Schedule of Future Minimum Aggregate Payments for Outstanding Borrowings | As of December 31, 2019, future minimum aggregate payments, including interest, for outstanding borrowings under the Loan Amendment are as follows (in thousands): Years Ending December 31, 2020 $ 1,725 2021 1,755 2022 2,996 2023 15,619 2024 14,280 Total 36,375 Less: Unamortized debt discount and issuance costs (390) Interest (10,131) Total borrowings, net of discounts and debt issuance costs $ 25,854 |
Warrants to Purchase Common o_2
Warrants to Purchase Common or Preferred Stock - (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Stockholders' Equity Note [Abstract] | |
Schedule of Outstanding Warrants | The following warrants to purchase common stock were outstanding as of December 31, 2019: Shares Exercise Price Issuance date Expiration date Common stock warrants 282,402 $ 1.84 January 19, 2016 January 19, 2026 Common stock warrants 74,018 1.84 March 31, 2016 March 31, 2026 Common stock warrants 131 1.84 April 1, 2016 April 1, 2026 Common stock warrants (1) 83,778 14.32 September 8, 2017 September 8, 2024 Common stock warrants (1) 20,944 14.32 December 7, 2018 December 7, 2025 461,273 (1) Prior to the conversion upon IPO, the remaining warrants were for the purchase of Series F redeemable convertible preferred stock. |
Commitment and Contingencies (T
Commitment and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Future minimum payments | Minimum annual lease payments under non-cancelable lease arrangements at December 31, 2019 are as follows (in thousands): Years Ending December 31, Capital Leases Operating Leases 2020 $ 272 $ 411 2021 272 34 2022 246 ā 2023 159 ā 2024 ā ā Total minimum lease payments 949 $ 445 Less: amount representing interest (75) Present value of future minimum lease payments 874 Less: current portion (238) Long-term capital lease obligations $ 636 |
Schedule of Future Minimum Rental Payments for Operating Leases | Minimum annual lease payments under non-cancelable lease arrangements at December 31, 2019 are as follows (in thousands): Years Ending December 31, Capital Leases Operating Leases 2020 $ 272 $ 411 2021 272 34 2022 246 ā 2023 159 ā 2024 ā ā Total minimum lease payments 949 $ 445 Less: amount representing interest (75) Present value of future minimum lease payments 874 Less: current portion (238) Long-term capital lease obligations $ 636 |
Fair Value Measures and Disclos
Fair Value Measures and Disclosures (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value, Financial Instrument Measured on a Recurring Basis | The following table sets forth the Company's financial instruments that were measured at fair value on a recurring basis within the fair value hierarchy (in thousands): December 31, 2019 Total Level 1 Level 2 Level 3 Assets: Money market funds $ 70,760 $ 70,760 $ ā $ ā December 31, 2018 Total Level 1 Level 2 Level 3 Assets: Money market funds $ 8,618 $ 8,618 $ ā $ ā Liabilities: Redeemable convertible preferred stock warrant liabilities $ 1,503 $ ā $ ā $ 1,503 |
Schedule of Fair Value, Financial Instruments Measured on Recurring Basis, Level 3 Hierarchy | The following table includes a roll-forward of the financial instruments measured on a recurring basis and classified within Level 3 of the fair value hierarchy (in thousands): Liability Balances at December 31, 2017 $ 896 Issuance of warrants to purchase shares of Series F redeemable convertible preferred stock in connection with 2017 Term Loan (Note 4) 289 Remeasurement of financial instruments 318 Balances at December 31, 2018 1,503 Remeasurement of financial instruments (267) Net exercise of preferred stock warrants (510) Reclassification of liability classified warrants to stockholders' equity (deficit) (726) Balance at December 31, 2019 $ ā |
Stock Option Plan (Tables)
Stock Option Plan (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Share-based Payment Arrangement [Abstract] | |
Schedule of Stock Option Activity | Activity under the Company's stock option plans is set forth below: Number of Weighted- Weighted- Aggregate Outstanding, December 31, 2018 661,180 $ 1.22 9.52 $ 6,198 Granted 816,356 $ 13.99 Exercised (1,548) $ 2.41 Forfeited (99,967) $ 7.50 Expired (479) $ 42.08 Outstanding, December 31, 2019 1,375,542 $ 8.33 9.16 $ 23,654 Vested and expected to vest, December 31, 2019 1,375,542 $ 8.33 9.16 $ 23,654 Options exercisable, December 31, 2019 203,344 $ 3.49 7.85 $ 4,625 |
Schedule of Fair Value Assumptions, Stock Options | The fair value of employee stock options was estimated using the following assumptions to determine the fair value of stock options granted: Years Ended December 31, 2019 2018 Expected volatility 46%-59% 70% Risk-free interest rate 1.6%-2.6% 1.4% - 2.6% Dividend yield ā ā Expected term (in years) 5.75-6.08 6.08 |
Schedule of Non-cash Stock-based Compensation Expense | Total non-cash stock-based compensation expense recorded related to options granted in the statement of operations is as follows (in thousands): Years Ended December 31, 2019 2018 Cost of revenue $ 9 $ 12 Selling, general and administrative 445 93 Research and development 118 9 Total $ 572 $ 114 |
Schedule of Common Stock Reserved For Future Issuance | Common stock reserved for future issuance consists of the following at December 31, 2019: Warrants to purchase common stock 461,273 Common stock option grants issued and outstanding 1,375,542 Common shares available for grant under the stock option plan 1,283,996 Common shares available for future issuance under ESPP 120,000 Total 3,240,811 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income Tax Expense (Benefit) | The provision for income taxes consists of the following (in thousands): Years Ended December 31, 2019 2018 Current: Federal $ ā $ ā State 5 27 Total current 5 27 Deferred: Federal 10 10 State 10 21 Total deferred 20 31 Provision for income tax $ 25 $ 58 |
Schedule of Effective Income Tax Rate Reconciliation | The effective tax rate of our provision for income taxes differs from the federal statutory rate as follows: Years Ended December 31, 2019 2018 Federal statutory tax rate (21.0) % (21.0) % State income taxes, net of federal tax benefits (3.6) % (3.9) % Change in fair value of preferred stock liabilities (0.5) % 0.8 % Change in valuation allowance (36.1) % 23.2 % Limitation of net operating losses 59.8 % ā % Other 1.6 % 1.6 % Effective tax rate 0.2 % 0.7 % |
Schedule of Deferred Tax Assets and Liabilities | If the Companyās judgment changes and it is determined that the Company will be able to realize these deferred tax assets, the tax benefits relating to any reversal of the valuation allowance on deferred tax assets will be accounted for as a reduction to income tax expense (in thousands). December 31, 2019 2018 Deferred tax assets: Net operating loss carryforwards $ 15,287 $ 18,937 Research and development tax credits 419 313 Accruals, reserves and other 590 1,394 Interest expense 744 691 Basis differences in fixed and intangible assets 225 230 Total gross deferred tax assets 17,265 21,565 Less: Valuation allowance (16,797) (21,138) Deferred tax assets, net 468 427 Deferred tax liabilities: Financing and acquisition-related liabilities (336) (338) Indefinite lived assets (396) (334) Deferred tax liabilities, net (732) (672) Net deferred tax liabilities $ (264) $ (245) |
Summary of Valuation Allowance | Changes in the valuation allowance for deferred tax assets during the years ended December 31, 2019 and 2018, which related primarily to increases in net operating loss carryforwards, accrued revenue and accruals and reserves were as follows (in thousands): December 31, 2019 2018 Valuation allowance at the beginning of the year $ 21,138 $ 19,929 Decreases recorded as benefits to income tax provision (4,341) ā Increases recorded to income tax provision ā 1,209 Valuation allowance at the end of the year $ 16,797 $ 21,138 |
Organization - (Details)
Organization - (Details) $ / shares in Units, $ in Thousands | Sep. 23, 2019USD ($)$ / sharesshares | Sep. 06, 2019 | Dec. 31, 2019USD ($)shares | Dec. 31, 2018USD ($) |
Subsidiary, Sale of Stock [Line Items] | ||||
Reverse stock split ratio, common stock | 0.0054 | |||
Cash and cash equivalents | $ | $ 72,084 | $ 13,164 | ||
Accumulated deficit | $ | $ 164,602 | $ 152,564 | ||
Common Stock | ||||
Subsidiary, Sale of Stock [Line Items] | ||||
Stock issued upon conversion of redeemable convertible preferred shares (in shares) | 7,816,643 | |||
Common Stock | IPO | ||||
Subsidiary, Sale of Stock [Line Items] | ||||
Number of shares issued in public offering | 4,140,000 | |||
Shares issued in public offering, price per share (in dollars per share) | $ / shares | $ 14 | |||
Proceeds from public offering, net | $ | $ 50,400 | |||
Stock issued upon conversion of redeemable convertible preferred shares (in shares) | 7,816,643 | |||
Common Stock | Over-Allotment Option | ||||
Subsidiary, Sale of Stock [Line Items] | ||||
Number of shares issued in public offering | 540,000 |
Summary Of Significant Accoun_4
Summary Of Significant Accounting Policies - Narrative (Details) - USD ($) | 12 Months Ended | |||
Dec. 31, 2019 | Dec. 31, 2018 | Jan. 01, 2018 | Dec. 31, 2016 | |
New Accounting Pronouncement, Early Adoption [Line Items] | ||||
Restricted cash | $ 100,000 | $ 100,000 | ||
Cumulative effect of changes in accounting principle related to revenue recognition | $ 3,086,000 | |||
Revenue | 40,387,000 | 32,440,000 | ||
Advertising Expense | 1,600,000 | 1,400,000 | ||
Minimum | ||||
New Accounting Pronouncement, Early Adoption [Line Items] | ||||
Joint venture, quarterly promotion fee | 750 | |||
Maximum | ||||
New Accounting Pronouncement, Early Adoption [Line Items] | ||||
Joint venture, quarterly promotion fee | 1,250 | |||
Shipping and Handling | ||||
New Accounting Pronouncement, Early Adoption [Line Items] | ||||
Cost of revenue | 1,400,000 | 1,200,000 | ||
ASU 606 | ||||
New Accounting Pronouncement, Early Adoption [Line Items] | ||||
Cumulative effect of changes in accounting principle related to revenue recognition | $ 3,100,000 | |||
Janssen (SIMPONI) | ||||
New Accounting Pronouncement, Early Adoption [Line Items] | ||||
Revenue | $ 1,476,000 | $ 0 | ||
Other assets | ||||
New Accounting Pronouncement, Early Adoption [Line Items] | ||||
Restricted cash | $ 100,000 |
Summary Of Significant Accoun_5
Summary Of Significant Accounting Policies - Revenue by Major Payers (Details) | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Revenue Benchmark | Supplier Concentration Risk | |||
Disaggregation of Revenue [Line Items] | |||
Percent of total revenue | 97.00% | 95.00% | |
Medicare | Revenue Benchmark | Customer Concentration Risk | |||
Disaggregation of Revenue [Line Items] | |||
Percent of total revenue | 25.00% | 30.00% | |
Medicare | Accounts Receivable | Customer Concentration Risk | |||
Disaggregation of Revenue [Line Items] | |||
Percent of total revenue | 26.00% | ||
Blue Shield | Revenue Benchmark | Customer Concentration Risk | |||
Disaggregation of Revenue [Line Items] | |||
Percent of total revenue | 12.00% | 14.00% | |
Blue Shield | Accounts Receivable | Customer Concentration Risk | |||
Disaggregation of Revenue [Line Items] | |||
Percent of total revenue | 16.00% | 15.00% | |
United Healthcare | Revenue Benchmark | Customer Concentration Risk | |||
Disaggregation of Revenue [Line Items] | |||
Percent of total revenue | 11.00% | 12.00% | |
United Healthcare | Accounts Receivable | Customer Concentration Risk | |||
Disaggregation of Revenue [Line Items] | |||
Percent of total revenue | 11.00% | 22.00% | |
Medicare Advantage | Revenue Benchmark | Customer Concentration Risk | |||
Disaggregation of Revenue [Line Items] | |||
Percent of total revenue | 11.00% | 10.00% | |
Medicare Advantage | Accounts Receivable | Customer Concentration Risk | |||
Disaggregation of Revenue [Line Items] | |||
Percent of total revenue | 11.00% | ||
Janssen (SIMPONI) | Accounts Receivable | Customer Concentration Risk | |||
Disaggregation of Revenue [Line Items] | |||
Percent of total revenue | 19.00% | ||
AVISE CTD Test | Revenue Benchmark | Product Concentration Risk | |||
Disaggregation of Revenue [Line Items] | |||
Percent of total revenue | 82.00% | 82.00% |
Summary Of Significant Accoun_6
Summary Of Significant Accounting Policies - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Disaggregation of Revenue [Line Items] | ||
Revenue | $ 40,387 | $ 32,440 |
Healthcare insurers | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 23,984 | 21,070 |
Government | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 9,896 | 10,024 |
Client | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 4,392 | 608 |
Other | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 639 | 738 |
Janssen (SIMPONI) | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | $ 1,476 | $ 0 |
Summary Of Significant Accoun_7
Summary Of Significant Accounting Policies - Cash, cash equivalents and restricted cash (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Accounting Policies [Abstract] | |||
Cash and cash equivalents | $ 72,084 | $ 13,164 | |
Restricted cash | 100 | 100 | |
Total cash, cash equivalents and restricted cash | $ 72,184 | $ 13,264 | $ 11,341 |
Summary Of Significant Accoun_8
Summary Of Significant Accounting Policies - Securities (Details) - shares | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Class of Stock [Line Items] | ||
Anti-dilutive securities excluded from computation | 1,836,815 | 7,023,402 |
Redeemable convertible preferred stock | ||
Class of Stock [Line Items] | ||
Anti-dilutive securities excluded from computation | 0 | 5,202,940 |
Warrants to purchase redeemable convertible preferred stock | ||
Class of Stock [Line Items] | ||
Anti-dilutive securities excluded from computation | 0 | 224,493 |
Warrants to purchase common stock | ||
Class of Stock [Line Items] | ||
Anti-dilutive securities excluded from computation | 461,273 | 934,789 |
Common stock options | ||
Class of Stock [Line Items] | ||
Anti-dilutive securities excluded from computation | 1,375,542 | 661,180 |
Other Financial Information - N
Other Financial Information - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Property, Plant and Equipment [Line Items] | ||
Depreciation and amortization | $ 600 | $ 600 |
Property and equipment, gross | 3,775 | 3,385 |
Assets under capital lease | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 800 | $ 400 |
Other Financial Information - P
Other Financial Information - Prepaid expenses (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Other Financial Information [Abstract] | ||
DiagnosticĀ testingĀ supplies | $ 1,427 | $ 1,174 |
Prepaid product royalties | 123 | 176 |
Prepaid maintenance and insurance contracts | 1,768 | 698 |
Other prepaid assets | 133 | 148 |
Prepaid and other current assets | $ 3,451 | $ 2,196 |
Other Financial Information -_3
Other Financial Information - Property and equipment (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 3,775 | $ 3,385 |
Less: accumulated depreciation and amortization | (2,395) | (1,819) |
Property and equipment, net | 1,380 | 1,566 |
FurnitureĀ andĀ fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 25 | 25 |
Laboratory equipment | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 2,228 | 1,855 |
Computer equipment and software | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 851 | 796 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 424 | 399 |
Construction in progress | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 247 | $ 310 |
Other Financial Information - A
Other Financial Information - Accrued liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Other Financial Information [Abstract] | ||
Accrued payroll and related expenses | $ 2,362 | $ 2,111 |
Accrued deferred offering costs | 0 | 355 |
Accrued interest | 145 | 178 |
Accrued purchases of goods and services | 319 | 243 |
Accrued royalties | 727 | 602 |
Accrued clinical study activity | 40 | 146 |
Capital lease obligations, current portion | 238 | 81 |
Other accrued liabilities | 588 | 207 |
Accrued liabilities | $ 4,419 | $ 3,923 |
Borrowings - Narrative (Details
Borrowings - Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands | Dec. 07, 2018 | Sep. 30, 2017 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Nov. 30, 2019 | Sep. 30, 2019 | Dec. 31, 2017 |
Debt Instrument [Line Items] | ||||||||
Term loan borrowings | $ 0 | $ 4,995 | ||||||
Warrants issued to purchase redeemable convertible preferred stock | 461,273 | |||||||
Number of common shares to be called upon exercise of warrants | 512,363 | |||||||
Series F redeemable convertible preferred stock | ||||||||
Debt Instrument [Line Items] | ||||||||
Number of common shares to be called upon exercise of warrants | 104,722 | |||||||
Loan payable | Capital Royalty Partners II LP | ||||||||
Debt Instrument [Line Items] | ||||||||
Loan repayment | $ 17,800 | |||||||
2017 Term loan | Loan payable | ||||||||
Debt Instrument [Line Items] | ||||||||
Term loan, issuance costs | $ 100 | |||||||
2017 Term loan | Loan payable | Innovatus Life Sciences Lending Fund | ||||||||
Debt Instrument [Line Items] | ||||||||
Term loan borrowings | $ 5,000 | $ 20,000 | ||||||
Term loan, interest rate | 8.50% | |||||||
Term loan, paid in-kind, interest rate | 2.00% | |||||||
Term loan, effective interest rate | 10.00% | |||||||
Term loan, fee incurred upon payment of final installment | $ 1,000 | |||||||
Term loan, prepayment premium percentage | 3.00% | |||||||
Term loan, annual reduction in prepayment penalty percentage | 100.00% | |||||||
Term loan covenant, minimum unrestricted cash balance | $ 2,000 | |||||||
Term loan covenant, increase to interest rate | 4.00% | |||||||
Term loan, issuance costs | $ 400 | |||||||
2017 Term loan | Loan payable | Innovatus Life Sciences Lending Fund | Series F redeemable convertible preferred stock | ||||||||
Debt Instrument [Line Items] | ||||||||
Warrants issued to purchase redeemable convertible preferred stock | 3,846,154 | 15,384,615 | ||||||
Warrants issued to purchase redeemable convertible preferred stock, exercise price (in dollars per share) | $ 0.078 | |||||||
Number of common shares to be called upon exercise of warrants | 104,722 | |||||||
2017 Term loan | Paid in-kind note | Innovatus Life Sciences Lending Fund | ||||||||
Debt Instrument [Line Items] | ||||||||
Term loan, paid in-kind loans issued | $ 500 |
Borrowings - Future minimum pay
Borrowings - Future minimum payments (Details) $ in Thousands | Dec. 31, 2019USD ($) |
Debt Disclosure [Abstract] | |
2020 | $ 1,725 |
2021 | 1,755 |
2022 | 2,996 |
2023 | 15,619 |
2024 | 14,280 |
Total | 36,375 |
Unamortized debt discount and issuance costs | (390) |
Interest | (10,131) |
Total borrowings, net of discounts and debt issuance costs | $ 25,854 |
Warrants to Purchase Common o_3
Warrants to Purchase Common or Preferred Stock - Narrative (Details) | 1 Months Ended |
Sep. 30, 2019shares | |
Temporary Equity [Line Items] | |
Number of common shares called upon exercise of warrants | 512,363 |
Number of warrants exercised | 569,184 |
Number of warrants unexercised and terminated | 9,054 |
Series F redeemable convertible preferred stock | |
Temporary Equity [Line Items] | |
Number of common shares called upon exercise of warrants | 104,722 |
Series D and Series E redeemable convertible preferred stock | |
Temporary Equity [Line Items] | |
Number of common shares called upon exercise of warrants | 119,771 |
Net exercise of common stock warrants (in shares) | 27,431 |
Warrants to Purchase Common o_4
Warrants to Purchase Common or Preferred Stock - Outstanding warrants (Details) | Dec. 31, 2019$ / sharesshares |
Class of Warrant or Right [Line Items] | |
Common stock warrants (in shares) | 461,273 |
Warrant expiration January 19, 2026 | |
Class of Warrant or Right [Line Items] | |
Common stock warrants (in shares) | 282,402 |
Exercise Price | $ / shares | $ 1.84 |
Warrant expiration March 31, 2026 | |
Class of Warrant or Right [Line Items] | |
Common stock warrants (in shares) | 74,018 |
Exercise Price | $ / shares | $ 1.84 |
Warrant expiration April 1, 2026 | |
Class of Warrant or Right [Line Items] | |
Common stock warrants (in shares) | 131 |
Exercise Price | $ / shares | $ 1.84 |
Warrant expiration September 8, 2024 | |
Class of Warrant or Right [Line Items] | |
Common stock warrants (in shares) | 83,778 |
Exercise Price | $ / shares | $ 14.32 |
Warrant expiration December 7, 2025 | |
Class of Warrant or Right [Line Items] | |
Common stock warrants (in shares) | 20,944 |
Exercise Price | $ / shares | $ 14.32 |
Commitment and Contingencies _2
Commitment and Contingencies - Narrative (Details) | 12 Months Ended | |
Dec. 31, 2019USD ($)leaseExtention | Dec. 31, 2018USD ($) | |
Loss Contingencies [Line Items] | ||
Rent expense | $ 500,000 | $ 400,000 |
Minimum annual purchase commitment | $ 3,250,000 | |
Purchase commitment, term | 3 years | |
Minimum | Licensing Agreements | ||
Loss Contingencies [Line Items] | ||
Royalty obligation, percent of net sales | 3.00% | |
Maximum | ||
Loss Contingencies [Line Items] | ||
Royalty obligation, percent of net sales | 20.00% | |
Prometheus Laboratories | ||
Loss Contingencies [Line Items] | ||
Remaining milestone obligation | $ 2,000,000 | |
Remaining milestone obligation, fair value | 0 | $ 0 |
Advance royalties payment | $ 100,000 | |
Prometheus Laboratories | Minimum | ||
Loss Contingencies [Line Items] | ||
Royalty obligation, percent of net sales | 2.50% | |
Prometheus Laboratories | Maximum | ||
Loss Contingencies [Line Items] | ||
Royalty obligation, percent of net sales | 7.50% | |
Future minimum royalty commitment | $ 4,200,000 | |
Office and Laboratory | ||
Loss Contingencies [Line Items] | ||
Number of operating lease extensions | leaseExtention | 2 | |
Operating lease, renewal term | 36 months | |
Office | ||
Loss Contingencies [Line Items] | ||
Operating lease, renewal term | 24 months |
Commitment and Contingencies _3
Commitment and Contingencies - Minimum annual lease payments under non-cancelable lease arrangements (Details) $ in Thousands | Dec. 31, 2019USD ($) |
Capital Leases | |
2020 | $ 272 |
2021 | 272 |
2022 | 246 |
2023 | 159 |
2024 | 0 |
Total minimum lease payments | 949 |
Less: amount representing interest | (75) |
Present value of future minimum lease payments | 874 |
Less: current portion | (238) |
Long-term capital lease obligations | 636 |
Operating Leases | |
2020 | 411 |
2021 | 34 |
2022 | 0 |
2023 | 0 |
2024 | 0 |
Total minimum lease payments | $ 445 |
Fair Value Measurements - Fair
Fair Value Measurements - Fair value measurement (Details) - Recurring - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Warrants | ||
Liabilities: | ||
Redeemable convertible preferred stock warrant liabilities | $ 1,503 | |
LevelĀ 1 | Warrants | ||
Liabilities: | ||
Redeemable convertible preferred stock warrant liabilities | 0 | |
LevelĀ 2 | Warrants | ||
Liabilities: | ||
Redeemable convertible preferred stock warrant liabilities | 0 | |
LevelĀ 3 | Warrants | ||
Liabilities: | ||
Redeemable convertible preferred stock warrant liabilities | 1,503 | |
Money market funds | ||
Assets: | ||
Money market funds | $ 70,760 | 8,618 |
Money market funds | LevelĀ 1 | ||
Assets: | ||
Money market funds | 70,760 | 8,618 |
Money market funds | LevelĀ 2 | ||
Assets: | ||
Money market funds | 0 | 0 |
Money market funds | LevelĀ 3 | ||
Assets: | ||
Money market funds | $ 0 | $ 0 |
Fair Value Measurements- Fair v
Fair Value Measurements- Fair value level 3 (Details) - LevelĀ 3 - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Roll Forward] | ||
Beginning balance | $ 1,503 | $ 896 |
Issuance of warrants to purchase shares of Series F redeemable convertible preferred stock in connection with 2017 Term Loan (Note 4) | 289 | |
Remeasurement of financial instruments | (267) | 318 |
Net exercise of preferred stock warrants | (510) | |
Reclassification of liability classified warrants to stockholders' equity (deficit) | (726) | |
Ending balance | $ 0 | $ 1,503 |
Redeemable Convertible Prefer_2
Redeemable Convertible Preferred Stock (Details) - USD ($) $ / shares in Units, $ in Thousands | Sep. 23, 2019 | Jan. 31, 2018 | Jul. 31, 2019 | May 31, 2019 | Mar. 31, 2019 | Jan. 31, 2019 | Jan. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2019 | Mar. 31, 2019 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Mar. 31, 2019 | Jul. 11, 2019 | Jul. 10, 2019 | Jan. 02, 2019 | Jan. 01, 2019 |
Temporary Equity [Line Items] | ||||||||||||||||||
Shares authorized (in shares) | 1,038,667,059 | 955,500,000 | 955,500,000 | 750,300,000 | ||||||||||||||
Temporary Equity, Shares Redeemed upon Conversion | 1,012,573,679 | |||||||||||||||||
Deemed Dividend | $ 6,900 | $ 6,860 | ||||||||||||||||
Beneficial conversion feature, temporary equity | $ 6,741 | |||||||||||||||||
Common Stock | ||||||||||||||||||
Temporary Equity [Line Items] | ||||||||||||||||||
Stock issued upon conversion of redeemable convertible preferred shares (in shares) | 7,816,643 | |||||||||||||||||
Common Stock | IPO | ||||||||||||||||||
Temporary Equity [Line Items] | ||||||||||||||||||
Stock issued upon conversion of redeemable convertible preferred shares (in shares) | 7,816,643 | |||||||||||||||||
Series G redeemable convertible preferred stock | ||||||||||||||||||
Temporary Equity [Line Items] | ||||||||||||||||||
Shares authorized (in shares) | 205,200,000 | |||||||||||||||||
Number of shares sold, temporary equity | 51,282,048 | 9,615,384 | 88,030,905 | |||||||||||||||
Sale of temporary equity, price per share (in dollars per share) | $ 0.078 | $ 0.078 | ||||||||||||||||
Proceeds from sale of temporary equity | $ 4,000 | $ 3,750 | $ 7,600 | |||||||||||||||
Right to require mandatory purchase, temporary equity (in shares) | 32,051,280 | |||||||||||||||||
Consideration to be received under mandatory purchase, temporary equity | $ 2,500 | |||||||||||||||||
Temporary Equity, Shares Redeemed upon Conversion | 148,928,337 | |||||||||||||||||
Series F redeemable convertible preferred stock | ||||||||||||||||||
Temporary Equity [Line Items] | ||||||||||||||||||
Number of shares sold, temporary equity | 34,914,327 | 54,246,756 | ||||||||||||||||
Sale of temporary equity, price per share (in dollars per share) | $ 0.078 | $ 0.078 | $ 0.078 | |||||||||||||||
Proceeds from sale of temporary equity | $ 2,700 | $ 4,200 | ||||||||||||||||
Deemed Dividend | $ 1,200 | |||||||||||||||||
Series H redeemable convertible preferred stock | ||||||||||||||||||
Temporary Equity [Line Items] | ||||||||||||||||||
Shares authorized (in shares) | 479,967,595 | |||||||||||||||||
Number of shares sold, temporary equity | 233,446,519 | |||||||||||||||||
Sale of temporary equity, price per share (in dollars per share) | $ 0.04712 | $ 0.047 | ||||||||||||||||
Proceeds from sale of temporary equity | $ 11,000 | |||||||||||||||||
Shares issued upon conversion, temporary equity (in shares) | 246,521,076 | |||||||||||||||||
Beneficial conversion feature, temporary equity | $ 6,700 | $ 6,741 | $ 0 |
Stockholders' Equity (Deficit)
Stockholders' Equity (Deficit) (Details) - USD ($) $ / shares in Units, $ in Thousands | Sep. 23, 2019 | Dec. 31, 2019 | Jul. 11, 2019 | Jul. 10, 2019 | Jan. 31, 2019 | Dec. 31, 2018 |
Subsidiary, Sale of Stock [Line Items] | ||||||
Shares authorized (in shares) | 200,000,000 | 200,000,000 | 1,970,000,000 | 1,675,200,000 | 1,675,200,000 | 1,470,000,000 |
Shares authorized (in shares) | 10,000,000 | 10,000,000 | 0 | |||
Common Stock | ||||||
Subsidiary, Sale of Stock [Line Items] | ||||||
Stock issued upon conversion of redeemable convertible preferred shares (in shares) | 7,816,643 | |||||
IPO | Common Stock | ||||||
Subsidiary, Sale of Stock [Line Items] | ||||||
Number of shares issued in public offering | 4,140,000 | |||||
Shares issued in public offering, price per share (in dollars per share) | $ 14 | |||||
Proceeds from public offering, net | $ 50,400 | |||||
Stock issuance costs | $ 7,500 | |||||
Stock issued upon conversion of redeemable convertible preferred shares (in shares) | 7,816,643 | |||||
Over-Allotment Option | Common Stock | ||||||
Subsidiary, Sale of Stock [Line Items] | ||||||
Number of shares issued in public offering | 540,000 |
Stock Option Plan - Narrative (
Stock Option Plan - Narrative (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |||
Dec. 31, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Jan. 01, 2020 | Jul. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Employee options, weighted-average grant date fair value per share (in dollars per share) | $ 7.79 | $ 0.17 | |||
Common stock, fair value per share (in dollars per share) | $ 25.40 | $ 25.40 | $ 9.92 | ||
Stock options, unrecognized compensation cost | $ 5,600,000 | $ 5,600,000 | |||
Stock options, cost not yet recognized, remaining weighted average vesting period | 3 years 3 months 18 days | ||||
Stock-based compensation expense | $ 572,000 | $ 114,000 | |||
Stock options | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock options, expiration period | 10 years | ||||
Stock options, vesting period | 4 years | ||||
Employee Stock Purchase Plan | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Shares reserved for issuance under Stock Option Plan | 120,000 | 120,000 | |||
Annual percentage increase in shares available for issuance under the Plan | 100.00% | 100.00% | |||
Maximum Employee payroll deduction percentage | 2000.00% | 2000.00% | |||
Stock-based compensation expense | $ 0 | $ 0 | |||
Employee Stock Purchase Plan | Subsequent Event | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Increase (decrease) in number of shares authorized (in shares) | 125,610 | ||||
2013 Stock Option Plan | Stock options | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Shares reserved for issuance under Stock Option Plan | 669,806 | 669,806 | 1,663,681 | ||
2019 Incentive Award Plan | Stock options | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Shares reserved for issuance under Stock Option Plan | 2,011,832 | 2,011,832 | |||
Annual percentage increase in shares available for issuance under the Plan | 4.00% | 4.00% | |||
Shares that remain available for future awards | 1,283,996 | 1,283,996 | |||
2019 Incentive Award Plan | Stock options | Subsequent Event | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Increase (decrease) in number of shares authorized (in shares) | 502,440 |
Stock Option Plan - Stock Optio
Stock Option Plan - Stock Option Activity (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ||
Outstanding, December 31, 2018 (in shares) | 661,180 | |
Granted (in Shares) | 816,356 | |
Exercised (in Shares) | (1,548) | |
Forfeited (in Shares) | (99,967) | |
Expired (in Shares) | (479) | |
Outstanding, December 31, 2019 (in shares) | 1,375,542 | 661,180 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] | ||
Outstanding, December 31, 2018, Weighted Average Exercise Price (in dollars per share) | $ 1.22 | |
Granted, Weighted Average Exercise Price (in dollars per share) | 13.99 | |
Exercised, Weighted Average Exercise Price (in dollars per share) | 2.41 | |
Forfeited, Weighted Average Exercise Price (in dollars per share) | 7.50 | |
Expired, Weighted Average Exercise Price (in dollars per share) | 42.08 | |
Outstanding, December 31, 2019, Weighted Average Exercise Price (in dollars per share) | $ 8.33 | $ 1.22 |
Stock Options, Additional Disclosures [Abstract] | ||
Outstanding, Weighted Average Remaining Contractual Term | 9 years 1 month 28 days | 9 years 6 months 7 days |
Vested and expected to vest, Weighted Average Remaining Contractual Term | 9 years 1 month 28 days | |
Options exercisable, Weighted Average Remaining Contractual Term | 7 years 10 months 6 days | |
Outstanding, Aggregate Intrinsic Value | $ 23,654 | $ 6,198 |
Vested and expected to vest, Aggregate Intrinsic Value | 23,654 | |
Options exercisable, Aggregate Intrinsic Value | $ 4,625 | |
Vested and expected to vest, December 31, 2019 (in shares) | 1,375,542 | |
Vested and expected to vest, December 31, 2019, Weighted Average Exercise Price (in dollars per share) | $ 8.33 | |
Options exercisable, December 31, 2019 (in Shares) | 203,344 | |
Options exercised, December 31, 2019, Weighted Average Exercise Price (in dollars per share) | $ 3.49 |
Stock Option Plan - Fair Value
Stock Option Plan - Fair Value Assumptions (Details) | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expected volatility rate, minimum | 46.00% | |
Expected volatility rate, maximum | 59.00% | |
Expected volatility | 70.00% | |
Risk-free interest rate, minimum | 1.60% | 1.40% |
Risk-free interest rate, maximum | 2.60% | 2.60% |
Dividend yield | 0.00% | 0.00% |
Expected term (in years) | 6 years 29 days | |
Minimum | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expected term (in years) | 5 years 9 months | |
Maximum | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expected term (in years) | 6 years 29 days |
Stock Option Plan - Stock-Based
Stock Option Plan - Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation expense | $ 572 | $ 114 |
Cost of revenue | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation expense | 9 | 12 |
Selling, general and administrative | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation expense | 445 | 93 |
Research and development | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation expense | $ 118 | $ 9 |
Stock Option Plan - Common Stoc
Stock Option Plan - Common Stock Reserved For Future Issuance (Details) | Dec. 31, 2019shares |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Common stock reserved for future issuance (in shares) | 3,240,811 |
Warrants to purchase common stock | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Common stock reserved for future issuance (in shares) | 461,273 |
Common stock option grants issued and outstanding | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Common stock reserved for future issuance (in shares) | 1,375,542 |
Common shares available for grant under the stock option plan | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Common stock reserved for future issuance (in shares) | 1,283,996 |
Employee Stock Purchase Plan | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Common stock reserved for future issuance (in shares) | 120,000 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Millions | Dec. 31, 2019 | Dec. 31, 2018 |
Income Tax Disclosure [Abstract] | ||
Federal net operating loss carryforwards | $ 60.7 | $ 80.8 |
State net operating loss carryforwards | 43.5 | 30.6 |
Federal tax loss carryforwards, subject to expiration | 43.5 | |
federal net operating loss carryforwards, carryforward indefinitely | 17.2 | |
Unrecognized tax benefits | 0 | $ 0 |
Tax attribute carryforwards cannot be utilized under IRC Section 382 | $ 61.8 |
Income Taxes - Components of In
Income Taxes - Components of Income Tax Expense (Benefit) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Current: | ||
Federal | $ 0 | $ 0 |
State | 5 | 27 |
Total current | 5 | 27 |
Deferred: | ||
Federal | 10 | 10 |
State | 10 | 21 |
Total deferred | 20 | 31 |
Provision for income tax | $ 25 | $ 58 |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of Effective Income Tax Rate (Details) | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | ||
Federal statutory tax rate | (21.00%) | (21.00%) |
State income taxes, net of federal tax benefits | (3.60%) | (3.90%) |
Change in fair value of preferred stock liabilities | (0.50%) | 0.80% |
Change in valuation allowance | (36.10%) | 23.20% |
Limitation of net operating losses | 59.80% | 0.00% |
Other | 1.60% | 1.60% |
Effective tax rate | 0.20% | 0.70% |
Income Taxes - Reconciliation_2
Income Taxes - Reconciliation of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Deferred tax assets: | |||
Net operating loss carryforwards | $ 15,287 | $ 18,937 | |
Research and development tax credits | 419 | 313 | |
Accruals, reserves and other | 590 | 1,394 | |
Interest expense | 744 | 691 | |
Basis differences in fixed and intangible assets | 225 | 230 | |
Total gross deferred tax assets | 17,265 | 21,565 | |
Less: Valuation allowance | (16,797) | (21,138) | $ (19,929) |
Deferred tax assets, net | 468 | 427 | |
Deferred tax liabilities: | |||
Financing and acquisition-related liabilities | (336) | (338) | |
Indefinite lived assets | (396) | (334) | |
Deferred tax liabilities, net | (732) | (672) | |
Net deferred tax liabilities | $ (264) | $ (245) |
Income Taxes - Change In Valuat
Income Taxes - Change In Valuation Allowance (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Changes In The Valuation Allowance For Deferred Tax Assets [Roll Forward] | ||
Valuation allowance at the beginning of the year | $ 21,138 | $ 19,929 |
Decreases recorded as benefits to income tax provision | (4,341) | 0 |
Increases recorded to income tax provision | 0 | 1,209 |
Valuation allowance at the end of the year | $ 16,797 | $ 21,138 |
Related Parties (Details)
Related Parties (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 12 Months Ended | ||
Jun. 30, 2018 | Nov. 30, 2017 | Dec. 31, 2019 | Dec. 31, 2018 | |
Related Party Transaction [Line Items] | ||||
Issued during period (in Shares) | 816,356 | |||
Common stock options, exercise price (in dollars per share) | $ 13.99 | |||
Board Member | Consulting services | ||||
Related Party Transaction [Line Items] | ||||
Expenses incurred with related party (bi-weekly rate) | $ 5 | $ 130 | $ 126 | |
Issued during period (in Shares) | 544 | |||
Common stock options, exercise price (in dollars per share) | $ 0.367 | |||
Stock options, vesting period | 3 years | |||
Chief Scientific Officer | License Agreement | ||||
Related Party Transaction [Line Items] | ||||
Royalty obligation, percent of net sales | 5.00% | |||
Milestone obligation | $ 600 |
401(k) Plan (Details)
401(k) Plan (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Retirement Benefits [Abstract] | ||
Qualified employee compensation, employer matching contribution, percent of employees' gross pay | 3.00% | 3.00% |
Qualified employee compensation contribution, amount | $ 400 | $ 400 |
Subsequent Events (Details)
Subsequent Events (Details) - Subsequent Event - USD ($) | Mar. 25, 2020 | Jan. 01, 2020 | Feb. 28, 2021 |
1261 Suite A Lease | |||
Subsequent Event [Line Items] | |||
Operating lease, monthly base rent | $ 12,724 | ||
Operating lease, annual increase in base rent payment percentage | 3.00% | ||
1221 Lease Extension | |||
Subsequent Event [Line Items] | |||
Operating lease, monthly base rent | $ 19,000 | ||
Operating lease, increase (decrease) in monthly base rent | 600 | ||
1261 Suite B/C Lease Extension | |||
Subsequent Event [Line Items] | |||
Operating lease, monthly base rent | $ 16,308.57 | $ 17,325 | |
Operating lease, annual increase in base rent payment percentage | 3.00% | ||
Employee Stock Purchase Plan | |||
Subsequent Event [Line Items] | |||
Stock options, grants in period, net of forfeitures (in shares) | 290,000 |
Uncategorized Items - exdx-2019
Label | Element | Value |
Retained Earnings [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | $ 3,086,000 |