TearLab (TEAR) 10-K 10 Mar 17 2016 FY Annual report Financial data

Document and Entity Information

Document and Entity Information - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2016	Mar. 03, 2017	Jun. 30, 2016
Document And Entity Information
Entity Registrant Name	TearLab Corp
Entity Central Index Key	1,299,139
Document Type	10-K
Document Period End Date	Dec. 31, 2016
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Filer Category	Smaller Reporting Company
Entity Public Float			$ 32,700
Entity Common Stock, Shares Outstanding		5,367,156
Trading Symbol	TEAR
Document Fiscal Period Focus	FY
Document Fiscal Year Focus	2,016

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($) $ in Thousands	Dec. 31, 2016	Dec. 31, 2015
Current assets
Cash	$ 15,471	$ 13,838
Accounts receivable, net	2,279	3,021
Inventory	3,193	3,972
Prepaid expenses and other current assets	1,226	790
Total current assets	22,169	21,621
Fixed assets, net	4,178	5,352
Patents and trademarks, net	26	52
Intangible assets, net	34	1,145
Other non-current assets	220	181
Total assets	26,627	28,351
Current liabilities
Accounts payable	1,858	2,292
Accrued liabilities	3,958	5,047
Deferred Rent	83	114
Obligations under warrants		29
Total current liabilities	5,899	7,482
Long-term debt, net	26,449	24,859
Total liabilities	32,348	32,341
Exchange right		250
Commitments and contingencies (Note 10)
Stockholders' deficit
Capital stock
Preferred Stock, $0.001 par value, 10,000,000 authorized, 2,764 issued and outstanding at December 31, 2016 and none issued and outstanding at December 31, 2015
Common stock, $0.001 par value, 9,500,000* and 6,500,000* authorized, 5,360,198* and 3,376,090* issued and outstanding at December 31, 2016 and December 31, 2015, respectively	54	34
Additional paid-in capital	506,933	488,514
Accumulated deficit	(512,708)	(492,788)
Total stockholders' deficit	(5,721)	(4,240)
Total liabilities and stockholders' deficit	$ 26,627	$ 28,351

Consolidated Balance Sheets (Pa

Consolidated Balance Sheets (Parenthetical) - $ / shares		Dec. 31, 2016	Dec. 31, 2015
Statement of Financial Position [Abstract]
Preferred stock, par value		$ 0.001	$ 0.001
Preferred stock, shares authorized		10,000,000	10,000,000
Preferred stock, shares outstanding		2,764	0
Preferred stock, shares issued		2,764	0
Common stock, par value		$ 0.001	$ 0.001
Common stock, shares authorized	[1]	9,500,000	6,500,000
Common stock, shares issued	[1]	5,360,198	3,376,090
Common stock, shares outstanding	[1]	5,360,198	3,376,090
[1]	Restated for a 1-for-10 reverse stock split effected February 27, 2017.

Consolidated Statements of Oper

Consolidated Statements of Operations and Comprehensive Loss - USD ($) $ in Thousands		12 Months Ended
		Dec. 31, 2016	Dec. 31, 2015
Revenue
Product sales		$ 23,809	$ 20,325
Reader equipment rentals		4,205	4,831
Total revenue		28,014	25,156
Cost of goods sold
Cost of goods sold (excluding amortization of intangible assets)		10,188	10,825
Cost of goods sold - reader equipment depreciation		2,130	1,732
Gross profit		15,696	12,599
Operating expenses
Sales and marketing		14,397	19,349
Clinical, regulatory and research & development		5,152	6,951
General and administrative		11,057	14,935
Amortization of intangible assets		1,066	1,501
Impairment of long-lived assets			1,372
Total operating expenses		31,672	44,108
Loss from operations		(15,976)	(31,509)
Other income (expense)
Interest expense		(4,003)	(2,023)
Changes in fair value of warrant obligations		28	227
Other, net		31	76
Total other income (expense)		(3,944)	(1,720)
Net loss and comprehensive loss		$ (19,920)	$ (33,229)
Weighted average shares outstanding - basic *	[1]	4,647,983	3,369,808
Net loss per share - basic *	[1]	$ (4.29)	$ (9.86)
Weighted average shares outstanding - diluted *	[1]	4,647,983	3,373,180
Net loss per share - diluted *	[1]	$ (4.29)	$ (9.92)
[1]	Restated for a 1-for-10 reverse stock split effected February 27, 2017.

Consolidated Statements of Stoc

Consolidated Statements of Stockholders' Equity (Deficit) - USD ($) $ in Thousands		Common Stock [Member]		Series A Convertible Preferred Stock [Member]	Additional Paid-In Capital [Member]	Accumulated Deficit [Member]	Total
Balance at Dec. 31, 2014		$ 34			$ 483,909	$ (459,559)	$ 24,384
Balance, Shares at Dec. 31, 2014		3,364,130	[1]
Stock-based compensation					4,117		4,117
Common Stock Warrants issued					290		290
Options exercised					99		$ 99
Options exercised, shares		6,539	[1]				(6,539)
Issuance of employee purchase plan shares					99		$ 99
Issuance of employee purchase plan shares, shares	[1]	5,421
Net loss and comprehensive loss						(33,229)	(33,229)
Balance at Dec. 31, 2015		$ 34			488,514	(492,788)	(4,240)
Balance, Shares at Dec. 31, 2015	[1]	3,376,090
Stock-based compensation					2,447		2,447
Common Stock Warrants issued					3,709		$ 3,709
Options exercised, shares
Issuance of employee purchase plan shares					126		$ 126
Issuance of employee purchase plan shares, shares	[1]	14,105
Common stock issued		$ 19			9,613		9,632
Common stock issued, shares	[1]	1,861,090
Series A Convertible Preferred stock issued					2,275		2,275
Series A Convertible Preferred stock issued, shares			[1]	3,292
Series A Convertible Preferred conversion to common		$ 1			(1)
Series A Convertible Preferred conversion to common, shares		70,333	[1]	(528)
Exchanged shares					250		250
Exchanged shares, shares		38,580
Net loss and comprehensive loss						(19,920)	(19,920)
Balance at Dec. 31, 2016		$ 54			$ 506,933	$ (512,708)	$ (5,721)
Balance, Shares at Dec. 31, 2016		5,360,198	[1]	2,764
[1]	Restated for a 1-for-10 reverse stock split effected February 27, 2017.

Consolidated Statements of Cash

Consolidated Statements of Cash Flows - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015
OPERATING ACTIVITIES
Net loss for the period	$ (19,920)	$ (33,229)
Adjustments to reconcile net loss to cash used in operating activities:
Stock-based compensation	2,447	4,117
Depreciation of fixed assets	2,364	2,075
Amortization of patents and trademarks	28	28
Amortization of intangible assets	1,066	1,501
Impairment of long-lived assets		1,372
Changes in fair value of warrant obligations	(28)	(227)
(Gain) loss on disposal of fixed assets	165	(3)
Deferred interest on long-term debt	1,517	681
Amortization of deferred financing charges	233	74
Changes in operating assets and liabilities:
Accounts receivable, net	742	(540)
Inventory	780	(987)
Prepaid expenses and other assets	(458)	100
Other non-current assets	(44)	(24)
Accounts payable	(335)	90
Accrued liabilities	(1,093)	1,318
Deferred rent/revenue	(24)	(60)
Cash used in operating activities	(12,516)	(23,703)
INVESTING ACTIVITIES
Additions to fixed assets, net of proceeds	(1,434)	(3,388)
Cash used in investing activities	(1,434)	(3,388)
FINANCING ACTIVITIES
Proceeds from the issuance of shares and warrants	15,457
Proceeds from the issuance of term loan		24,393
Proceeds from the issuance of employee stock purchase plan shares	126	99
Proceeds from the exercise of stock options		99
Cash provided by financing activities	15,583	24,591
Net Increase (decrease) in cash and cash equivalents during the year	1,633	(2,500)
Cash and cash equivalents, beginning of year	13,838	16,338
Cash and cash equivalents, end of year	15,471	13,838
Supplemental Cash flow information
Cash paid for interest	2,258	1,192
Supplemental disclosure of noncash investing and financing activities
Issuance of Warrants	$ 3,709	$ 290

Basis of Presentation

Basis of Presentation	12 Months Ended
	Dec. 31, 2016
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Basis of Presentation	1. Basis of Presentation Nature of Operations TearLab Corporation The accompanying consolidated financial statements include the accounts of the Company and all of its wholly owned subsidiaries, TearLab Research, Inc. (“TearLab Research”), Occulogix Canada Corporation, and OcuHub Holdings, Inc. (formerly, Occulogix LLC). On April 8, 2016 OcuHub Holdings, Inc., a wholly-owned subsidiary of the Company, completed the sale of 10,167.5 units of OcuHub LLC, (“OcuHub”), reducing OcuHub Holdings, Inc.’s ownership in OcuHub to 10.5% on a fully-diluted basis. Prior to the sale, the accounts of OcuHub were included in the consolidated financial statements. In the twelve months ended December 31, 2016, the Company recorded a gain on the sale of OcuHub of $75, included in Other income (expense) on the Consolidated Statements of Operations and Comprehensive Loss. Intercompany accounts and transactions have been eliminated on consolidation. On February 23, 2017, the Company’s stockholders authorized the board of directors to implement a reverse stock split, along with a corresponding reduction in the number of shares authorized. On February 27, 2017, the Company effected a 1-for-10 reverse stock split of its common stock. All common stock share amounts and prices per share of common stock in these Consolidated Financial Statements have been retroactively adjusted to reflect the reverse stock split. Liquidity and Going Concern The accompanying consolidated financial statements have been prepared on the going concern basis, which assumes that the Company will continue to operate as a going concern and which contemplates the realization of assets and the satisfaction of liabilities and commitments in the normal course of business. The Company has sustained substantial losses of $19,920 and $33,229 for the years ended December 31, 2016 and 2015, respectively. Based on the Company’s current rate of cash consumption, the Company estimates it will need additional capital in the first quarter of 2018 and its prospects for obtaining that capital are uncertain. The Company may be able to raise either additional debt financing or additional equity financing. However, the Company can make no assurances that it will be able to raise the required additional capital, either through debt or equity financing, on acceptable terms or at all. Unless the Company succeeds in raising additional capital or significantly reduces the cash consumed in the operations of the Company, the Company anticipates that it will be unable to continue operations through the end of the first quarter of 2018 without violating an existing covenant on the Term Loan Agreement (defined below). As a result of the Company’s historical losses and financial condition, there is substantial doubt about the Company’s ability to continue as a going concern.

Significant Accounting Policies

Significant Accounting Policies	12 Months Ended
	Dec. 31, 2016
Accounting Policies [Abstract]
Significant Accounting Policies	2. SIGNIFICANT ACCOUNTING POLICIES Use of estimates The preparation of financial statements in conformity with U.S. Generally Accepted Accounting Principles (‘‘GAAP’’) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenue and expenses during the reporting periods. Actual results could differ from those estimates. The principal areas of judgment relate to revenue and inventory reserves, allowance for doubtful accounts, impairment of long-lived and intangible assets, valuation allowance on deferred tax assets and the fair value of stock options and warrants. Concentrations and risk Credit risk Financial instruments, which potentially subject the Company to concentrations of credit risk, consist primarily of cash and accounts receivable. The Company limits its exposure to credit loss by placing its cash with high credit quality financial institutions. During 2016 and 2015, the Company derived its revenue from the sale of the TearLab ® Currently, there are two suppliers for the reader and pen components of the TearLab® Osmolarity System and one supplier for the test cards. The Company expects to maintain the relationships with these suppliers. Fair value of financial instruments The Company’s financial instruments consist principally of cash and cash equivalents, accounts receivable, accounts payable, accrued expenses and term debt. The carrying amounts of financial instruments such as cash equivalents, accounts receivable, accounts payable and accrued expenses approximate the related fair values due to the short-term maturities of these instruments. The term debt is presented net of any unamortized premiums or discounts, which approximates fair value. Cash and cash equivalents The Company considers all highly liquid investments that are readily convertible into cash and have an original maturity of three months or less at the time of purchase to be cash equivalents. Accounts receivable and allowance for doubtful accounts The Company’s accounts receivable consist primarily of trade receivables from customers and are generally unsecured and due within 30 days. The carrying value of accounts receivable approximates their fair value due to their short term nature. The Company evaluates the collectability of its accounts receivable based on a combination of factors and calculates an allowance for doubtful accounts based on the estimated proportion of aged receivables deemed uncollectable. Expected credit losses related to trade receivables are recorded as an allowance for doubtful accounts. The allowance for doubtful accounts is charged to sales and marketing expense and accounts receivable are written off as uncollectible and deducted from the allowance after appropriate collection efforts have been exhausted. The activities in the allowance for doubtful accounts are as follows: Years ended December 31, 2016 2015 Balance at the beginning of the year $ 589 $ 424 Charges to bad debt expense 217 271 Write-off and recoveries (157 ) (106 ) Balance at the end of the year $ 649 $ 589 Inventory Inventory is recorded at the lower of cost (based on first in, first out basis) or market and consists of purchased finished goods. Inventory is periodically reviewed for evidence of slow-moving or obsolete items, and the estimated reserve is based on management’s reviews of inventories on hand, compared to estimated future usage and sales, reviewing product shelf-life, and assumptions about the likelihood of obsolescence. Once written down, the adjustments are considered permanent and are not reversed until the related inventory is sold. Fixed assets Property and equipment are carried at cost less accumulated depreciation and amortization. Depreciation is computed using the straight-line method over the estimated useful lives of the assets, ranging from three to seven years. Maintenance and repairs are expensed as incurred. The Company reviews property and equipment for impairment whenever events or changes in circumstances indicate that the carrying value of an asset may not be recoverable. An impairment loss would be recognized when estimated future undiscounted cash flows relating to the asset are less than its carrying amount. An impairment loss is measured as the amount by which the carrying amount of an asset exceeds its fair value. Impairment of long-lived assets The Company periodically assesses the carrying value of intangible and other long-lived assets, and whenever events or changes in circumstances indicate that the carrying amount of an asset might not be recoverable. The assets are considered to be impaired if the Company determines that the carrying value may not be recoverable based upon its assessment, which includes consideration of the following events or changes in circumstances: ● the asset’s ability to continue to generate income from operations and positive cash flow in future periods; ● loss of legal ownership or title to the asset; ● significant changes in the Company’s strategic business objectives and utilization of the asset(s); and ● the impact of significant negative industry or economic trends. If the assets are considered to be impaired, the impairment recognized is the amount by which the carrying value of the assets exceeds the fair value of the assets. Fair value is determined by the application of discounted cash flow models to project cash flows from the asset. In addition, the Company bases the useful lives and related amortization or depreciation expense on an estimate of the period that the assets will generate revenue or otherwise be used. The Company also periodically reviews the lives assigned to long-lived assets to ensure that the initial estimates do not exceed any revised estimated periods from which the Company expects to realize cash flows from its assets. Patents and trademarks Patents and trademarks are recorded at historical cost and are amortized using the straight-line method over their estimated useful lives, not to exceed 15 years. Intangible Assets Intangible assets are recorded at historical cost and are amortized using the straight-line method over their estimated useful life. Product Warranties The Company generally provides a one year warranty on its TearLab® Osmolarity System and related disposables. The Company accrues the estimated cost of this warranty at the time revenue is recognized and charges warranty expense to cost of goods sold. Warranty reserves are established based on historical experience with failure rates and the number of systems covered by warranty. Warranty reserves are depleted as systems and disposables are replaced. The Company reviews warranty reserves quarterly and, if necessary, make adjustments. The activities in the warranty reserve are as follows: Years ended December 31, 2016 2015 Balance at the beginning of the year $ 94 $ 121 Charges to cost of goods sold 141 73 Costs applied to liability (111 ) (100 ) Balance at the end of the year $ 124 $ 94 Income Taxes A deferred tax asset or liability is determined based on the difference between the financial statement and tax basis of assets and liabilities as measured by the enacted tax rates which will be in effect when these differences reverse. The Company provides a valuation allowance against net deferred tax assets unless, based upon the available evidence, it is more likely than not that the deferred tax assets will be realized. Revenue recognition Revenue is recognized when all four of the following criteria are met: (i) persuasive evidence that an arrangement exists; (ii) delivery of the products has occurred; (iii) the selling price is fixed or determinable; and (iv) collectability is reasonably assured. The Company records revenue when all of its obligations are completed, which is generally upon shipment of the Company’s products. Amounts received in excess of revenue recognizable are deferred. The Company sells its proprietary TearLab® Osmolarity System and related test cards to external customers, who are primarily eye care professionals, for use in osmolarity testing procedures. Revenue is primarily derived from the sale of disposable test cards. Products are generally shipped from a distribution and warehousing facility located in San Diego, California. The Company’s sales are currently direct to customers in the United States and distributors in the rest of the world. The Company enters into contracts where revenue is derived either from agreements whereby the customer is provided the right to use the TearLab® Osmolarity System (reader equipment) at no separate cost to the customer in consideration for a minimum or implied purchase commitment of disposable test cards over the related contract term (referred to as either “Use Agreements”, “Masters Agreements” or “Flex Agreements”), or from agreements with sales of multiple deliverables, such as the reader equipment and disposable test cards (referred to as “Purchase Agreements”). Purchase commitments for Use Agreements and Flex Agreements are expressed in the agreement for a specified period of time (generally one to three years). The purchase commitment for Masters Agreements is implied for large physician practices with an expectation of purchasing certain levels of test cards. The Company recovers the cost of providing the reader equipment in the amount charged for disposable test cards. These agreements are treated as operating leases as collectability of the minimum lease payments is not reasonably predictable at the outset of the arrangement. Accordingly, revenue is recognized over the defined contract term as disposable test cards are shipped. Revenue under such agreements is allocated between the lease of the reader equipment and the sale of the disposables based upon each component’s relative fair value. When reader equipment is placed with a customer at no separate cost, the Company retains title to the equipment and it remains capitalized on the Company’s Consolidated Balance Sheet as equipment classified within fixed assets, net. The equipment is depreciated on a straight-line basis once shipped to a customer location over its estimated useful life and depreciation expense is included in cost of goods sold within the Consolidated Statements of Operations and Comprehensive Loss. Revenue recognition for Purchase Agreements with multiple deliverables is based on the individual units of accounting determined to exist in the contract. A delivered item is considered a separate unit of accounting when the delivered item has value to the customer on a stand-alone basis. Items are considered to have stand-alone value when they are sold separately by any vendor or when the customer could resell the item on a stand-alone basis. Considering that test cards are essential to the operation of a TearLab reader, there is no alternative vendor for the test cards and no indication that a secondary market for the TearLab readers is established, the deliverables under the contracts do not meet criteria for separation under the multiple-element arrangements guidance. Consideration is allocated at the inception of the contract to all deliverables based on their relative selling price as determined by the selling price of similar individual items on a stand-alone basis. The Company recognizes revenue for each of the elements only when it determines that all applicable recognition criteria have been met. Amounts billed to customers for shipping and handling of a sales transaction are included as revenue. For the years ended December 31, 2016 and 2015, the Company recognized revenue from shipping and handling of $170 and $194, respectively. Although the Company has a no return policy for its products, the Company has established a return reserve for product sales that contain an implicit right of return. The Company reserves for estimated returns or refunds by reducing revenue at the time of shipment based on historical experience. The reserve of $13 and $67 as of December 31, 2016 and 2015, respectively, has been recorded as a reduction of revenue and is included in accounts receivable. The activities in the return reserve are as follows: Years ended December 31, 2016 2015 Balance at the beginning of the year $ 67 $ 77 Provision 71 265 Write-off and recoveries (125 ) (275 ) Balance at the end of the year $ 13 $ 67 Cost of goods sold Cost of goods sold includes the costs the Company incurs for the purchase of the TearLab® Systems sold and related freight and shipping costs, fees related to merchant services, warehousing and logistics inventory management associated with conducting business and depreciation of reader equipment. The Company recorded $1,422 and $1,489 in shipping and handling fees for the years ended December 31, 2016 and 2015, respectively. Clinical, regulatory and research & development costs Clinical and regulatory costs attributable to the performance of contract services are recognized as an expense as the services are performed. Non-refundable, up-front fees paid in connection with these contracted services are deferred and recognized as an expense over the estimated term of the related contract. Stock-based compensation The Company accounts for stock-based compensation expense for its directors and employees in accordance with US GAAP guidance related to stock-based compensation. Under this guidance, stock-based compensation cost is estimated at the grant date based on the fair value of the award and is recognized as an expense ratably over the requisite service period of the award. The Company uses the Black-Scholes Merton option pricing model for determining the fair value for all its awards and will recognize compensation cost on a straight-line basis over the awards’ vesting periods. Advertising Costs Advertising costs are expensed as incurred. Total advertising costs for each of the years ended December 31, 2016 and 2015 were $378 and $442, respectively. Warrant liabilities The Company issued several rounds of warrants related to various debt and equity transactions which occurred in 2011. The Company accounts for its warrants issued in accordance with the US GAAP accounting guidance under Accounting Standards Codification (ASC) 815 applicable to derivative instruments, which requires every derivative instrument within its scope to be recorded on the balance sheet as either an asset or liability measured at its fair value, with changes in fair value recognized in earnings. Based on this guidance, the Company determined that the Company’s warrants do not meet the criteria for classification as equity. Accordingly, the Company classified the warrants as current liabilities. The warrants are subject to remeasurement at each balance sheet date with any change in fair value recognized as a component of other income (expense), in the statements of operations and comprehensive loss. Warrants are also remeasured at fair value immediately prior to being exercised, and the resulting fair value is reclassified into additional paid-in capital, net of any applicable exercise proceeds. The Company estimated the fair value of these warrants at the respective balance sheet dates using the Black-Scholes Merton option pricing model based on the estimated market value of the underlying common stock at the valuation measurement date, the remaining contractual term of the warrant, risk-free interest rates and expected dividends on and expected volatility of the price of the underlying common stock. There is subjectivity involved when using option pricing models to estimate the warrant liability and the assumptions used in the Black-Scholes Merton option pricing model are judgmental. The warrants classified as liabilities were either exercised or expired and no liability remains at December 31, 2016. Foreign currency transactions The Company’s functional and reporting currency is the U.S. dollar. The assets and liabilities of the Company’s Canadian operations are maintained in U.S. dollars. Monetary assets and liabilities denominated in foreign currencies are translated into U.S. dollars at exchange rates in effect at the consolidated balance sheet dates, and non-monetary assets and liabilities are translated at exchange rates in effect on the date of the transaction. Revenue and expenses are translated into U.S. dollars at average exchange rates prevailing during the year. Resulting exchange gains of $54 and $76 are included in other income (expense) for the years ended December 31, 2016 and 2015, respectively. Geographic information The following table provides geographic information related to the Company’s revenue based on the geographic location to which it delivers the product: For the year ended December 31, 2016 2015 United States $ 26,391 $ 23,597 Rest of the world 1,623 1,559 Total $ 28,014 $ 25,156 Comprehensive Income (Loss) Comprehensive income (loss) is defined as the change in equity during a period from transactions and other events and circumstances from non-owner sources. Comprehensive income (loss) generally includes unrealized gains or losses on the Company’s marketable securities and foreign currency translation adjustments. In all the periods presented, the Company’s comprehensive loss equaled the net loss for the period. Recent accounting pronouncements In August 2016, the Financial Accountings Standards Board (the “FASB”) issued Accounting Standards Update No. 2016-15, Statement of Cash Flows (“ASU 2016-35”), to reduce diversity in practice of how certain transactions are classified in the statement of cash flows. ASU 2016-15 is effective for fiscal and interim periods beginning after December 15, 2017. The Company is currently evaluating the impact the adoption of the new standard will have on its financial statements. In March 2016, the FASB issued Accounting Standards Update No. 2016-09, Improvement to Employee Share-Based Payment Accounting (“ASU 2016-09”), which involves several aspects of accounting for share-based payment transactions, including income tax consequences, classification of awards as liabilities or equity, and classifications on the statement of cash flows. ASU 2016-09 is effective for fiscal and interim periods beginning after December 15, 2016. The Company does not expect the guidance to have a material impact on the Company. In February 2016, the FASB issued Accounting Standards Update No. 2016-02, Leases (“ASU 2016-02”). ASU 2016-02 establishes a right-of-use model that requires a lessee to record an asset and liability on the balance sheet for all leases with terms longer than twelve months. ASU 2016-02 is effective for fiscal years and interim periods beginning after December 15, 2018. A modified retrospective transition approach is required for lessees for capital and operating leases existing at, or entered into after, the beginning of the earliest comparative period presented in the financial statements. The Company is currently evaluating the impact of the new standard on its financial statements. In May 2014, the FASB issued Accounting Standards Update No. 2014-09, Revenue from Contracts with Customers (“ASU 2014-09”), which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. Early application is not permitted. On April 1, 2015, the FASB voted to propose a deferral of the effective date of the standard by one year which would result in the new standard being effective for the Company at the beginning of its first quarter of fiscal year 2018. During 2017, the Company will assess the impact of the new standard, including possible transition alternatives, on the Company’s financial statements.

Balance Sheet Details

Balance Sheet Details	12 Months Ended
	Dec. 31, 2016
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Balance Sheet Details	3. BALANCE SHEET DETAILS Accounts receivable December 31, 2016 2015 Trade receivables $ 2,928 $ 3,610 Allowance for doubtful accounts (649 ) (589 ) $ 2,279 $ 3,021 Inventory December 31, 2016 2015 Finished goods $ 3,210 $ 4,002 Inventory reserves (17 ) (30 ) $ 3,193 $ 3,972 The Company evaluates inventory for estimated excess quantities and obsolescence, based on expected future sales levels and projections of future demand and expiration dates of inventory, with the excess inventory provided for. In addition, the Company assesses the impact of changing technology and market conditions. Prepaid expenses and other current assets December 31, 2016 2015 Prepaid trade shows $ 217 $ 246 Prepaid insurance 326 87 Manufacturing deposits 282 154 Subscriptions 297 128 Other fees and services 66 146 Other current assets 38 29 $ 1,226 $ 790 Fixed assets, net December 31, 2016 2015 Capitalized TearLab equipment $ 9,095 8,349 Leasehold improvements 60 61 Computer equipment and software 932 1,023 Furniture and office equipment 271 278 Medical equipment 500 431 $ 10,858 $ 10,142 Less accumulated depreciation (6,680 ) (4,790 ) $ 4,178 $ 5,352 Depreciation expense was $2,364 and $2,075 for the years ended December 31, 2016 and 2015, respectively. During the year ended December 31, 2015, the Company determined the assets of OcuHub were impaired and recorded a charge of $343 to fixed assets, which is included with the impairment of the OcuHub intangible assets and presented as an impairment of long-lived assets on the Consolidated Statements of Operations and Comprehensive Loss. Accrued liabilities December 31, 2016 2015 Due to professionals $ 81 $ 256 Due to employees and directors 2,200 2,130 Sales and use tax liabilities 247 231 Royalty liability 854 753 Warranty 124 94 Other 452 1,583 $ 3,958 $ 5,047

Intangible Assets

Intangible Assets	12 Months Ended
	Dec. 31, 2016
Goodwill and Intangible Assets Disclosure [Abstract]
Intangible Assets	4. INTANGIBLE ASSETS The Company’s intangible assets consist of the value of TearLab® Technology acquired in the acquisition of TearLab Research, Inc., a wholly-owned subsidiary of the Company, the value of the OcuHub platform technology acquired in the acquisition of the OcuHub business unit in March 2014 and a prescriber list. The TearLab Technology, which consists of a disposable lab card and card reader, supported by an array of patents and patent applications that are either held or in-licensed by the Company, was fully amortized in November 2016. Amortization expense was $1,139 and $1,540 for the years ended December 31, 2016 and 2015, respectively. During the year ended December 31, 2015 the Company determined the OcuHub platform technology was no longer expected to generate any future cash flows for the Company. Accordingly the Company recorded an impairment to the OcuHub platform technology of $1,029 in 2015. The impairment is included with the impairment of the OcuHub fixed assets and presented in the Consolidated Statements of Operations and Comprehensive Loss as an impairment of long-lived assets. Intangible assets subject to amortization consist of the following: Remaining Gross Net Book Useful Life Value at Accumulated Value at (Years) December 31, 2016 Amortization December 31, 2016 TearLab® technology 0 $ 12,172 $ (12,172 ) $ - Patents and trademarks 2 271 (245 ) 26 Prescriber list 1 90 (56 ) 34 Total $ 12,533 $ (12,473 ) $ 60 Remaining Gross Net Book Useful Life Value at Accumulated Value at (Years) December 31, 2015 Amortization December 31, 2015 TearLab® technology 1 $ 12,172 $ (11,106 ) $ 1,066 Patents and trademarks 3 268 (216 ) 52 Prescriber list 2 90 (11 ) 79 Total $ 12,530 $ (11,333 ) $ 1,197 Estimated future amortization expense related to intangible assets with finite lives at December 31, 2016 is as follows: Amortization of intangible assets 2017 $ 58 2018 2 $ 60

Term Loan

Term Loan	12 Months Ended
	Dec. 31, 2016
Debt Disclosure [Abstract]
Term Loan	5. TERM LOAN On March 4, 2015, the Company executed a term loan agreement (the “Term Loan Agreement”) with CRG LP and certain of its affiliate funds (“CRG”) as lenders providing the Company with access of up to $35,000 under the arrangement. The Company received $15,000 in gross proceeds under the arrangement on March 4, 2015, and an additional $10,000 on October 6, 2015. The Term Loan Agreement matures on March 31, 2021 and bears interest at 13% per annum, with quarterly payments of interest only for the first four years. While interest on the loan is accrued at 13% per annum, the Company may elect to make interest-only payments at 8.5% per annum. The unpaid interest of 4.5% is added to the principal of the loan and is subject to additional accrued interest (“PIK interest”). The accrued interest can be deferred and paid together with the principal in the fifth and sixth years. As part of the amended Term Loan Agreement, and funding of the second tranche, CRG received 35,000 warrants dated as of October 6, 2015 to purchase common shares of the Company at a price of $50.00 per share (the “CRG Warrants”). The CRG Warrants have a five-year life. The CRG Warrants are classified as equity on the Consolidated Balance Sheets as of December 31, 2016 and 2015. The CRG Warrants were valued at their issuance date using the Black-Scholes Merton model. The related reduction of the long-term debt will be amortized over the life of the debt. The loan is collateralized by all assets of the Company. Additionally, the terms of the Term Loan Agreement contain various affirmative and negative covenants agreed to by the Company. Among them, the Company must attain minimum certain annual revenue and minimum cash threshold levels. On April 7, 2016, the Company amended the Term Loan Agreement to change the required minimum revenue levels. The amended minimum revenue is $27,000 for 2016, $31,000 for 2017, $36,000 for 2018, $45,000 for 2019 and $55,000 for 2020. The minimum cash balance required is $5,000 subject to certain conditions. The amendment also reduced the exercise price of the CRG Warrants from $50.00 per share to $15.00 per share and the Company issued CRG additional warrants to purchase 35,000 common shares of the Company’s stock at $15.00 per share, which expire 5 years after issuance. If the Company does not have annual revenue greater or equal to the annual revenue covenant in a calendar year, the Company will have the right within 90 days of the end of the respective calendar year to raise subordinated debt or equity (the “CRG Equity Cure”) equal to twice the difference between the annual revenue and the revenue covenant, with the total proceeds from this financing to be used to reduce the principal of the Term Loan Agreement. In the event of a default, the Company may be required to repay any outstanding amounts earlier than anticipated, and CRG may foreclose on their security interest in the Company’s assets. At December 31, 2016, the Company was in compliance with all of the covenants. As part of the amended Term Loan Agreement, on the earlier of the maturity date or the date the term loan is paid off in full, the Company will pay a facility fee equal to 6.5% of the aggregate principal amount of the loan, excluding accrued PIK interest (the “Facility Fee”). The Facility Fee is being accrued to interest expense using the effective interest method. The Company incurred financing and legal fees associated with the debt of $606, which were recorded as a direct discount to the debt and are being amortized using the effective interest method. The Company presents the debt issuance costs related to the recognized debt liability on the Consolidated Balance Sheet as a reduction of the liability. The Term Loan Agreement provided for prepayment fees of 5% of the outstanding balance of the loan if the loan was repaid prior to March 31, 2016. The prepayment fee is reduced 1% per year for each subsequent year until maturity. The following is a summary of the Term Loan Agreement as of December 31, 2016 and related maturities of outstanding principle: Principle balance outstanding $ 25,000 PIK interest 1,877 Facility fee 321 less discount on term loan: deferred financing fees, net (432 ) fair value of detachable warrants, net (317 ) Total term loan $ 26,449 Principal due for each of the next 5 years and in the aggregate thereafter: 2017 - 2018 - 2019 10,079 2020 13,439 2021 3,680 Total principal, PIK interest and facility fee due 27,198 Less: discount on term loan (749 ) Total term loan $ 26,449

Stockholders' Equity

Stockholders' Equity	12 Months Ended
	Dec. 31, 2016
Equity [Abstract]
Stockholders' Equity	6. (a) Authorized share capital On February 23, 2017, the Company’s stockholders authorized the board of directors to implement a reverse stock split, along with a corresponding reduction in the number of shares authorized. On February 27, 2017, the Company effected a 1-for-10 reverse stock split of its common stock. All common stock share amounts and prices per share of common stock have been retroactively adjusted to reflect the reverse stock split. On June 24, 2016, the Company’s stockholders approved an amendment to the Company’s certificate of incorporation to increase the total number of authorized shares of common stock of the Company to 9,500,000 from 6,500,000. Each share of common stock has a par value of $0.001 per share. The total number of authorized shares of preferred stock of the Company is 10,000,000. Each share of preferred stock has a par value of $0.001 per share. ( b) Common and preferred shares On May 9, 2016 the Company issued 1,861,090 shares of common stock, 3,291.8 shares of Series A Convertible Preferred Stock (“Preferred Stock”) and Series A warrants to purchase 1,150,000 shares of common stock (“Series A Warrants”) for gross proceeds of $17,250, less issuance costs of $1,793. Additionally, the Company granted the placement agent warrants to purchase 103,500 shares of common stock with an exercise price of $11.25 per share. The Preferred Stock is convertible, subject to certain limitations, into an aggregate of 438,910 shares of common stock, contains no voting rights, participates in any common stock dividends, and is treated as if converted upon any ordinary liquidation event. The common stock, the Series A Convertible Preferred Stock, and the Series A Warrants are all included in equity in the Company’s Consolidated Balance Sheets as of December 31, 2016. The net proceeds were allocated to common stock, Preferred Stock, and Series A Warrants based on their relative fair values, as follows: Common stock $ 9,632 Preferred stock 2,275 Series A warrants 3,550 Net proceeds $ 15,457 On August 2, 2016, 527.5 shares of Series A Convertible Preferred stock were converted into 70,333 shares of common stock. (c) Stock incentive plan The Company has a stock incentive plan, the 2002 Stock Incentive Plan (the “Stock Incentive Plan”), under which up to 720,000 options are available for grant to employees, directors and consultants. Options granted under the Stock Incentive Plan may be either incentive stock options or non-statutory stock options. Under the terms of the Stock Incentive Plan, the exercise price per share for an incentive stock option shall not be less than the fair market value of a share of stock on the effective date of grant and the exercise price per share for non-statutory stock options shall not be less than 85% of the fair market value of a share of stock on the date of grant. No option granted to a holder of more than 10% of the Company’s common stock shall have an exercise price per share less than 110% of the fair market value of a share of stock on the effective date of grant. Options granted are typically service-based options. Generally, options expire 10 years after the date of grant. No incentive stock options granted to a 10% owner optionee shall be exercisable after the expiration of five years after the effective date of grant of such option, no option has been granted to a prospective employee, prospective consultant or prospective director prior to the date on which such person commences service, and with the exception of an option granted to an officer, director or consultant, no incentive option shall become exercisable at a rate less than 20% per annum over a period of five years from the effective date of grant of such option unless otherwise approved by the Board. The Company accounts for stock-based compensation under the authoritative guidance which requires that share-based payment transactions with employees be recognized in the financial statements based on their fair value and recognized as compensation expense over the vesting period. The amount of expense recognized during the period is affected by subjective assumptions, including: estimates of the Company’s future volatility, the expected term for its stock options, option exercise behavior, the number of options expected to ultimately vest, and the timing of vesting for the Company’s share-based awards. The weighted-average fair value of stock options granted during the years ended December 31, 2016 and 2015 was $4.30 and $13.39, respectively. The following table sets forth the total stock-based compensation expense resulting from stock options and the employee stock purchase plan included in the Company’s Consolidated Statements of Operations and Comprehensive Loss (in thousands): Years ended December 31, 2016 2015 General and administrative $ 1,359 $ 2,013 Clinical, regulatory and research and development 327 471 Sales and marketing 761 1,633 Stock-based compensation expense before income taxes $ 2,447 $ 4,117 The estimated fair value of stock options for the periods presented was determined using the Black-Scholes Merton option pricing model with the following weighted-average assumptions: Years ended December 31, 2016 2015 Volatility 76 % 89 % Weighted average expected life of the options 6 5.39 Risk-free interest rate 1.23 % 1.60 % Dividend yield 0.00 % 0.00 % The Company’s computation of expected volatility is based on the historical volatility of the Company’s common stock over a period of time equal to the expected term of the stock options. Due to the lack of sufficient historical data, the Company’s computation of weighted average expected life was estimated as the mid-point between the vesting date and the end of the contractual period. The risk-free interest rate for an award is based on the U.S. Treasury yield curve with a term equal to the expected life of the award on the date of grant. A summary of the options issued during the year ended December 31, 2016 and the total number of options outstanding as of that date are set forth below: Weighted Average Number of Weighted Remaining Aggregate Options Average Contractual Intrinsic Value Outstanding Exercise Price Life (years) (in thousands) Outstanding, December 31, 2014 636,313 47.46 6.57 2,155 Granted 128,546 20.91 Exercised (6,539 ) 15.19 Forfeited/cancelled/expired (66,409 ) 59.80 Outstanding, December 31, 2015 691,911 $ 41.66 6.08 $ 184 Granted 156,637 6.90 Exercised - - Forfeited/cancelled/expired (134,932 ) 45.95 Outstanding, December 31, 2016 713,616 $ 33.19 5.92 $ - Vested or expected to vest, December 31, 2016 705,094 $ 33.28 5.90 $ 0 Exercisable, December 31, 2016 495,321 $ 41.51 4.61 $ 0 The aggregate intrinsic value at December 31, 2016 represents the total pre-tax intrinsic value, calculated as the difference between the Company’s closing stock price on the last trading day of the respective fiscal year and the exercise price, multiplied by the number of shares that would have been received by the option holders if the options that could be exercised had been exercised on such date. Net cash proceeds from the exercise of common stock options were $0 and $99 for the years ended December 31, 2016 and 2015, respectively. No income tax benefit was realized from stock option exercises during the years ended December 31, 2016 and 2015. The Company presents excess tax benefits from the exercise of stock options, if any, as financing cash flows rather than operating cash flows. The total intrinsic value of options exercised was $0 and $76 for the years ended December 31, 2016 and 2015, respectively. The total fair value of stock options vested during the years ended December 31, 2016 and 2015 was $2,619 and $3,981, respectively. As of December 31, 2016, total unrecognized compensation cost related to stock options of $1,321 is expected to be recognized over a weighted-average period of 1.23 years. As of December 31, 2016, the Company had 17,157 options remaining in the Stock Option Plan available for grant. (d) Employee Stock Purchase Plan In July 2014, the Company’s Board of Directors adopted the 2014 Employee Stock Purchase Plan (the “ESPP”) which was approved by the Company’s stockholders in June 2014 at the Company’s Annual Meeting of Stockholders. A total of 67,150 shares of the Company’s common stock are reserved for issuance under the plan, which permits eligible employees to purchase common stock at a discount through payroll deductions. The price at which stock is purchased under the ESPP is equal to 90% of the fair market value of the common stock on the first or the last day of the offering period, whichever is lower. Generally, each offering under the ESPP will be for a period of six months as determined by the Company’s Board of Directors. Employees may invest up to 20% of their gross compensation through payroll deductions. In no event may an employee purchase more than $25 worth of stock in the plan during each calendar year or purchase more than 500 shares per offering period. During the year ended December 31, 2016 and 2015, the Company recorded $11 and $20 of expense, respectively, under the ESPP. During the year ended December 31, 2016 and 2015 the Company issued 14,105 and 5,421 shares of common stock, respectively, under the ESPP. In January 2017 the Company issued an additional 7,512 shares of Common stock under the ESPP. (e) Warrants On June 30, 2011, the Company closed a private placement financing in which 384,615 shares of common stock and warrants (‘‘2011 Warrants’’) to purchase 384,615 shares of common stock for gross proceeds of approximately $7,000. The exercise price of the warrants was $18.60 per share. The 2011 Warrants expired on June 30, 2016. There were 21,960 of the 2011 Warrants that expired unexercised. Prior to their expiration, the 2011 Warrants were recorded as a liability on the Company’s Consolidated Balance Sheets and remeasured each period using the Black-Scholes Merton option-pricing model. There were no exercises of 2011 Warrants during the twelve months ended December 31, 2016 or 2015. The liability for the 2011 Warrants outstanding as of December 31, 2015 had a value of $29. The value of the 2011 Warrants outstanding as of December 31, 2015 was recorded as a Change in fair value of warrant obligations in the Consolidated Statements of Operations and Comprehensive Loss during the twelve months ended December 31, 2016, reflecting the expiration of the instruments and the associated liability. On October 8, 2015, as part of the second amendment to the Term Loan Agreement and funding of the $10,000 tranche, CRG received warrants to purchase 35,000 common shares in the Company at a price of $50.00 per share (the “CRG Warrants”). The CRG Warrants are exercisable any time prior to October 8, 2020. The CRG Warrants are classified as equity on the Consolidated Balance Sheets as of December 31, 2016 and 2015, respectively. The CRG Warrants were valued at $290 upon issuance using the Black-Scholes Merton model assuming volatility of 73%, an expected life of 5.0 years, a risk-free interest rate of 1.71%, and 0% dividend yield. No CRG Warrants were exercised during the twelve months ended December 31, 2016 or 2015. On April 8, 2016, the Company further amended its Term Loan Agreement. As part of the amendment, the exercise price of the CRG Warrants was changed to allow the holder to purchase 35,000 common shares in the Company at a price of $15.00 per share and CRG was issued an additional 35,000 warrants to purchase common shares at an exercise price of $15.00 (the “2016 CRG Warrants”). The modification to the terms of the CRG Warrants resulted in a change in fair value of $54 which was included as interest expense for the twelve months ended December 31, 2016. The change in fair value was calculated using the Black-Scholes Merton model with both exercise prices, assuming volatility of 76%, an expected life of 4.5 years, a risk-free interest rate of 1.06%, and 0% dividend yield. The 2016 CRG Warrants were valued at $106 upon issuance using the Black-Scholes Merton model assuming volatility of 76%, an expected life of 5.0 years, a risk-free interest rate of 1.30% and 0% dividend yield. On May 9, 2016, the Company issued Series A Warrants to purchase 1,253,500 shares of common stock for $11.25 per common share attached to shares of common and Series A Convertible Preferred Stock issued on the same date. The Series A Warrants can be exercised after May 9, 2017 (the “Initial Exercise Date”) and expire 5 years after the Initial Exercise Date. Fair value of the Series A Warrants, for purposes of allocating the net proceeds of the equity offering, was determined using the Black-Scholes Merton model assuming volatility of 76%, an expected life of 6.0 years, a risk-free interest rate of 1.30%, and 0% dividend yield. The following table provides activity for warrants issued and outstanding during the two years ended December 31, 2016: Number of Weighted average warrants exercise outstanding price Outstanding, December 31, 2014 29,367 $ 17.90 Issued 35,000 50.00 Exercised - - Expired - - Outstanding, December 31, 2015 64,367 $ 35.35 Issued 1,288,500 11.35 Exercised - - Expired (29,367 ) 17.90 Outstanding, December 31, 2016 1,323,500 $ 10.65 (f) Exchange Right In August 2014, the Company sold membership units in OcuHub LLC, a Delaware limited liability company, which was a wholly owned subsidiary of TearLab Corporation at the time, in exchange for 2% ownership of OcuHub LLC. In connection with the sale of the membership units, the new members received an exchange right allowing the units to be exchanged upon written notice and during a specified exchange window for shares in the Company’s common stock. On March 31, 2016, the members exchanged the ownership interest in OcuHub LLC for 38,580 shares of the Company’s common stock.

Income Taxes

Income Taxes	12 Months Ended
	Dec. 31, 2016
Income Tax Disclosure [Abstract]
Income Taxes	7. INCOME TAXES Geographic sources of loss from continuing operations before income tax are as follows: December 31, 2016 2015 Domestic $ 19,242 $ 32,099 Foreign 678 1,130 Loss before income taxes $ 19,920 $ 33,229 Significant components of the Company’s deferred tax assets and liabilities are as follows: December 31, 2016 2015 Deferred tax assets Intangible assets $ 272 $ 1,307 Stock options 4,135 3,615 Accruals and others 1,359 1,060 Net operating loss carryforwards 37,215 30,200 42,981 36,182 Valuation allowance (43,138 ) (36,182 ) Deferred tax asset $ (157 ) $ - Deferred tax liability Fixed Assets $ 157 $ - Deferred tax liability $ 157 $ - Deferred taxes, net $ - $ - The following is a reconciliation of the recovery of income taxes between those that are expected, based on enacted tax rates and laws, to those currently reported: December 31, 2016 2015 Loss for the year before income taxes $ (19,920 ) $ (33,229 ) Expected recovery of income taxes $ (6,773 ) $ (11,298 ) State income tax, net of federal benefit (416 ) (518 ) Stock based compensation 99 239 Warrants (10 ) (75 ) Deferred state tax rate adjustment - (227 ) Adjustments to deferred tax assets 91 552 Non-deductible expense and other 53 118 Change in valuation allowance 6,956 11,209 Total recovery of income taxes $ - $ - Income taxes are recorded in accordance with authoritative guidance for accounting for income taxes, which requires the recognition of deferred tax assets and liabilities to reflect the future tax consequences of the events that have been recognized in the Company’s consolidated financial statements or tax returns. Measurement of the deferred items is based on enacted tax laws. In the event of differences between the financial reporting bases and tax bases of the Company’s assets, an assessment regarding the Company’s ability to realize the future benefits of the deferred tax assets is required. The Company records a valuation allowance to reduce the deferred tax assets to the amount that is more likely than not to be realized. Management has considered future taxable income and ongoing tax planning strategies in assessing the need for the valuation allowance. In the event the Company were to determine that it would be able to realize the deferred tax assets in the future in excess of their net recorded amounts, an adjustment to the deferred tax assets would increase the income in the period such determination was made. Likewise, should the Company determine that it would not be able to realize all or part of the net deferred tax assets in the future, an adjustment to the deferred tax assets would be charged to income in the period such determination was made. In July 2006, the FASB issued additional guidance which requires the impact of an uncertain income tax position on the income tax return must be recognized at the largest amount that is more-likely-than-not to be sustained upon audit by the relevant taxing authority. An uncertain income tax position will not be recognized if it has less than a 50% likelihood of being sustained. Additionally, the provisions under this guidance also provides guidance on derecognition, measurement, classification, interest and penalties, accounting in interim periods, disclosure and transition. The Company adopted the provisions under this guidance on January 1, 2007. The adoption of these provisions had no impact on the Company’s consolidated financial position or results of operations. At December 31, 2016 and 2015, the Company has no unrecognized income tax benefits and no material uncertain tax positions. During the year ended December 31, 2012, a change of ownership for tax purposes causing Section 382 restrictions on the utilization of net operating losses occurred. No additional ownership changes are expected to arise through 2016. The ownership change in 2012, while limiting the annual utilization of net operating losses, will not cause the carryforwards generated subsequent to the Company’s last ownership change in October 2008 to expire unused. In general, an ownership change, as defined by Section 382, results from transactions increasing ownership of certain stockholders or public groups in the stock of the corporation by more than 50 percentage points over a three-year period. Utilization of net operating loss carryforwards are subject to annual limitations under Section 382 of the Internal Revenue Code of 1986, and similar state provisions whenever an ownership change has occurred. The ownership changes described above will limit the annual amount of net operating loss carryforwards that can be utilized to offset future taxable income. At December 31, 2016, the Company had federal net operating loss carryforwards of approximately $100,280, state net operating loss carryforwards of approximately $64,473 and Canadian net operating loss carryforwards of approximately $8,683. The federal net operating loss carryforwards and the state net operating loss carryforwards begin to expire in 2028, and the Canadian net operating loss carryforwards begin to expire in 2026. The federal and state net operating loss carryovers reflected above do not include any net operating loss carryover which would expire unutilized solely as a result of Section 382 limitations arising in connection with the 2008 ownership change. As of December 31, 2016, the Company has approximately $1,515 of net operating loss carryforwards related to stock option exercises which will result in an increase to additional paid-in capital and a decrease in income taxes payable at the time when the tax loss carryforwards are utilized. The Company’s policy is to recognize interest and penalties related to income tax matters in other expense. Because the Company has generated net operating losses since inception for both state and federal purposes, no additional tax liability, penalties or interest have been recognized for balance sheet or income statement purposes as of and for the two years ended December 31, 2016. The Company does not expect a significant change in the amount of its unrecognized tax benefits within the next 12 months. Therefore, it is not expected that the change in the Company’s unrecognized tax benefits will have a significant impact on the Company’s results of operations or financial position. All of the federal income tax returns for the Company and its subsidiaries remain open since their respective dates of incorporation due to the existence of net operating losses. The Company and its subsidiaries have not been, nor are they currently, under examination by the Internal Revenue Service or the Canada Revenue Agency. State and provincial income tax returns are generally subject to examination for a period of between three and five years after their filing. However, due to the existence of net operating losses, all state income tax returns of the Company and its subsidiaries since their respective dates of incorporation are subject to re-assessment. The state impact of any federal changes remains subject to examination by various states for a period of up to one year after formal notification to the states. The Company and its subsidiaries have not been, nor are they currently, under examination by any state tax authority.

Net Income (Loss) Per Share

Net Income (Loss) Per Share	12 Months Ended
	Dec. 31, 2016
Earnings Per Share [Abstract]
Net Income (Loss) Per Share	8. NET INCOME (LOSS) PER SHARE Basic earnings per share (’‘EPS”) excludes dilutive securities and is computed by dividing net loss available to common stockholders by the weighted average number of shares of common stock outstanding for the year. Diluted EPS reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted and the resulting additional shares are dilutive because their inclusion decreases the amount of EPS. The following are potentially dilutive securities which have not been used in the calculation of diluted loss per share as they are anti-dilutive: Year Ended December 31, 2016 2015 (in thousands of shares) Stock options 714 692 Warrants 1,324 42 ESPP shares 8 7 Convertible preferred shares 369 - Exchange rights - 12 Total 2,415 753 The following table is a reconciliation of the weighted average shares outstanding used for basic and diluted loss per share: Year Ended December 31, 2016 2015 (in thousands of shares) Weighted average shares outstanding - basic 4,648 3,370 Dilutive potential common shares - 3 Weighted average shares outstanding - fully diluted 4,648 3,373

Employee Retirement Plan

Employee Retirement Plan	12 Months Ended
	Dec. 31, 2016
Compensation and Retirement Disclosure [Abstract]
Employee Retirement Plan	9. EMPLOYEE RETIREMENT PLAN The Company has a defined contribution, 401(k) retirement plan under which all full-time employees may contribute up to 90% of their annual salary, within IRS limits. The Company has not made any contributions to the retirement plan in the years ended December 31, 2016 and 2015.

Commitments and Contingencies

Commitments and Contingencies	12 Months Ended
	Dec. 31, 2016
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	10. COMMITMENTS AND CONTINGENCIES Commitments The Company has commitments relating to operating leases recognized on a straight line basis over the term of the lease for rental of office space and equipment from unrelated parties, expiring at various times through June 30, 2018. The total future minimum obligation under these various leases for 2017 and 2018 are $354, and $182, respectively. Rent expensed under these leases was $494 and $519 for the years ended December 31, 2016 and 2015 respectively. The Company leases office facilities under an operating lease agreement. The initial term of the lease is five years and includes periodic rent increases and a renewal option. Effective October 1, 2006, the Company entered into a patent license and royalty agreement with the University of California San Diego to obtain a second exclusive license to make, use, sell, offer for sale, and import existing TearLab technology. The Company is required to make royalty payments of $35 or 5.5% of gross sales per year, whichever is higher. Additionally, the Company is required to pay a royalty of 30% of any sublicense fees it receives prior to receiving FDA approval and 25% of any sub-license fees it receives after FDA approval. The Company incurred fees of $1,398 and $1,370 under this agreement during the years ended December 31, 2016 and 2015, respectively. The Company had $790 and $734 in accrued royalties at December 31, 2016 and 2015, respectively. Future minimum royalty payments under this agreement as of December 31, 2016 are as follows: 2017 $ 35 2018 35 2019 35 2020 35 2021 35 Thereafter 210 Total $ 385 On March 12, 2003, the Company entered into a patent license and royalty agreement with the University of California San Diego to obtain an exclusive license to make, use, sell, offer for sale, and import TearLab technology in development. Starting in 2009, the Company was required to make minimum royalty payments of $35 or 5.5% of gross sales per year, whichever is higher. However, if this new technology is combined with existing technology, the maximum royalty payable on the sale of the combined products would be 5.5% of gross sales per year. As the new technology is currently in development, there is no revenue and the minimum royalty payment of $35 is applicable. Future minimum royalty payments under this agreement as of December 31, 2016 are as follows: 2017 $ 35 2018 35 2019 35 2020 35 2021 35 Thereafter 210 Total $ 385 On March 7, 2016, the Company, through its subsidiary, TearLab Research, Inc., entered into a supply and development agreement (“Supply Agreement”) with MiniFAB (Aust) Pty Ltd (“MiniFAB”). The agreement is an exclusive supply agreement through June 2021, which will provide 16% savings on the purchase and delivery of individual osmolarity test cards following a transition period to account for ending inventory at December 31, 2015 and other elements of the prior agreement. The savings consist of lower prices for the purchase of the test cards and for freight costs to ship the cards to the Company’s distribution facility. The lower purchase price will remain in place until the earlier of the date that the Company reaches an annual volume of 4.5 million test cards and March 31, 2018. The savings from freight costs will remain in place throughout the agreement. The Supply Agreement requires that, in any given 6 calendar months, the Company must place aggregate purchase orders equal to at least 50% of the orders forecasted for that 6 month period at its onset. The Supply Agreement can be extended by either party for a term of five years with the option for the Company to buyout the exclusive supply provision during any extended term. This Supply Agreement replaces the Manufacturing Agreement between MiniFAB and the Company from August 2011. In April 2014, the Company guaranteed a marketing agreement entered into by OcuHub LLC, which was a wholly-owned subsidiary of the Company at the time. The underlying marketing agreement calls for an annual marketing fee of $100, with payments due quarterly through March 31, 2019. Should OcuHub LLC fail to perform its obligations under the terms of the marketing agreement, the Company could be required to make the $25 quarterly payments, through the March 31, 2019 initial term of the agreement. The Company has not accrued for any liability under the guarantee. In the normal course of business, the Company enters into purchase obligations for future goods and services needed for the operations of the business. Such commitments are not in excess of expected requirements and are not reasonably likely to result in performance penalties or payments that would have a material adverse effect on the Company’s liquidity. Contingencies During the ordinary course of business activities, the Company may be contingently liable for litigation and a party to claims. Currently the Company is not party to any litigation.

Quarterly Financial Data (Unaud

Quarterly Financial Data (Unaudited)	12 Months Ended
	Dec. 31, 2016
Quarterly Financial Information Disclosure [Abstract]
Quarterly Financial Data (Unaudited)	11. QUARTERLY FINANCIAL DATA (UNAUDITED) The following tables in the opinion of management, reflect all adjustments, consisting of normal recurring adjustments necessary for the fair presentation of results for the periods presented (in thousands, except per share data): Fiscal 2016 Quarter Ended March 31 June 30 September 30 December 31 Revenue $ 6,767 $ 6,903 $ 7,223 $ 7,121 Loss from operations (6,336 ) (3,406 ) (2,941 ) (3,293 ) Net loss $ (7,254 ) $ (4,344 ) $ (3,982 ) $ (4,340 ) Weighted average number of shares outstanding, basic 3,383 4,485 5,335 5,360 Net loss per common share basic $ (2.14 ) $ (0.97 ) $ (0.75 ) $ (0.81 ) Weighted average number of shares outstanding diluted 3,383 4,485 5,335 5,360 Net loss per common share diluted $ (2.14 ) $ (0.97 ) $ (0.75 ) $ (0.81 ) Fiscal 2015 Quarter Ended March 31 June 30 September 30 December 31 Revenue $ 5,408 $ 6,345 $ 6,612 $ 6,791 Loss from operations (8,071 ) (7,702 ) (7,543 ) (8,193 ) Net loss $ (8,168 ) $ (8,072 ) $ (8,064 ) $ (8,925 ) Weighted average number of shares outstanding, basic 3,364 3,366 3,373 3,376 Net loss per common share basic $ (2.43 ) $ (2.40 ) $ (2.39 ) $ (2.64 ) Weighted average number of shares outstanding diluted 3,369 3,370 3,377 3,376 Net loss per common share diluted $ (2.42 ) $ (2.39 ) $ (2.39 ) $ (2.64 ) (i) Net loss per share basic and diluted are computed independently for the quarters presented. Therefore, the sum of the quarterly per share information may not be equal to the annual per share information. Also totals may not add to the financial statements due to rounding.

Subsequent Events

Subsequent Events	12 Months Ended
	Dec. 31, 2016
Subsequent Events [Abstract]
Subsequent Events	12. SUBSEQUENT On February 24, 2017, the Company’s stockholders authorized the board of directors to implement a reverse stock split, along with a corresponding reduction in the number of shares authorized. On February 27, 2017, the Company effected a 1-for-10 reverse stock split of its common stock. All common stock share amounts and prices per share of common stock in these Consolidated Financial Statements have been retroactively adjusted to reflect the reverse stock split. On October 13, 2016, TearLab Corporation (the “Company”) and Physician Recommended Nutriceuticals (“PRN”) entered into a Cooperative Marketing Agreement (as amended, the “Marketing Agreement”) pursuant to which the Company and PRN will jointly promote PRN’s proprietary omega-3 formulations, including Dry Eye Omega Benefits®. The Marketing Agreement was amended and restated on March 3, 2017. The Marketing Agreement has a 30 month term with an option for mutual renewal by both parties. In addition, the agreement has a demonstration period through December 31, 2017 whereby the agreement can be terminated by PRN if certain milestones are not achieved, or by the Company upon forfeiture of a portion of the Company’s marketing fee for the demonstration period. After the demonstration period is completed, the Company will earn a marketing fee based on a percentage of revenue of the promoted products that varies over the life of the agreement and can vary by different customer channels. The Marketing Agreement contains provisions for termination upon change of control as well as non-compete provisions.

Significant Accounting Polici19

Significant Accounting Policies (Policies)	12 Months Ended
	Dec. 31, 2016
Accounting Policies [Abstract]
Use of Estimates	Use of estimates The preparation of financial statements in conformity with U.S. Generally Accepted Accounting Principles (‘‘GAAP’’) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenue and expenses during the reporting periods. Actual results could differ from those estimates. The principal areas of judgment relate to revenue and inventory reserves, allowance for doubtful accounts, impairment of long-lived and intangible assets, valuation allowance on deferred tax assets and the fair value of stock options and warrants.
Concentrations and Risk	Concentrations and risk Credit risk Financial instruments, which potentially subject the Company to concentrations of credit risk, consist primarily of cash and accounts receivable. The Company limits its exposure to credit loss by placing its cash with high credit quality financial institutions. During 2016 and 2015, the Company derived its revenue from the sale of the TearLab ® Currently, there are two suppliers for the reader and pen components of the TearLab® Osmolarity System and one supplier for the test cards. The Company expects to maintain the relationships with these suppliers.
Fair Value of Financial Instruments	Fair value of financial instruments The Company’s financial instruments consist principally of cash and cash equivalents, accounts receivable, accounts payable, accrued expenses and term debt. The carrying amounts of financial instruments such as cash equivalents, accounts receivable, accounts payable and accrued expenses approximate the related fair values due to the short-term maturities of these instruments. The term debt is presented net of any unamortized premiums or discounts, which approximates fair value.
Cash and Cash Equivalents	Cash and cash equivalents The Company considers all highly liquid investments that are readily convertible into cash and have an original maturity of three months or less at the time of purchase to be cash equivalents.
Accounts Receivable and Allowance for Doubtful Accounts	Accounts receivable and allowance for doubtful accounts The Company’s accounts receivable consist primarily of trade receivables from customers and are generally unsecured and due within 30 days. The carrying value of accounts receivable approximates their fair value due to their short term nature. The Company evaluates the collectability of its accounts receivable based on a combination of factors and calculates an allowance for doubtful accounts based on the estimated proportion of aged receivables deemed uncollectable. Expected credit losses related to trade receivables are recorded as an allowance for doubtful accounts. The allowance for doubtful accounts is charged to sales and marketing expense and accounts receivable are written off as uncollectible and deducted from the allowance after appropriate collection efforts have been exhausted. The activities in the allowance for doubtful accounts are as follows: Years ended December 31, 2016 2015 Balance at the beginning of the year $ 589 $ 424 Charges to bad debt expense 217 271 Write-off and recoveries (157 ) (106 ) Balance at the end of the year $ 649 $ 589
Inventory	Inventory Inventory is recorded at the lower of cost (based on first in, first out basis) or market and consists of purchased finished goods. Inventory is periodically reviewed for evidence of slow-moving or obsolete items, and the estimated reserve is based on management’s reviews of inventories on hand, compared to estimated future usage and sales, reviewing product shelf-life, and assumptions about the likelihood of obsolescence. Once written down, the adjustments are considered permanent and are not reversed until the related inventory is sold.
Fixed Assets	Fixed assets Property and equipment are carried at cost less accumulated depreciation and amortization. Depreciation is computed using the straight-line method over the estimated useful lives of the assets, ranging from three to seven years. Maintenance and repairs are expensed as incurred. The Company reviews property and equipment for impairment whenever events or changes in circumstances indicate that the carrying value of an asset may not be recoverable. An impairment loss would be recognized when estimated future undiscounted cash flows relating to the asset are less than its carrying amount. An impairment loss is measured as the amount by which the carrying amount of an asset exceeds its fair value.
Impairment of Long-Lived Assets	Impairment of long-lived assets The Company periodically assesses the carrying value of intangible and other long-lived assets, and whenever events or changes in circumstances indicate that the carrying amount of an asset might not be recoverable. The assets are considered to be impaired if the Company determines that the carrying value may not be recoverable based upon its assessment, which includes consideration of the following events or changes in circumstances: ● the asset’s ability to continue to generate income from operations and positive cash flow in future periods; ● loss of legal ownership or title to the asset; ● significant changes in the Company’s strategic business objectives and utilization of the asset(s); and ● the impact of significant negative industry or economic trends. If the assets are considered to be impaired, the impairment recognized is the amount by which the carrying value of the assets exceeds the fair value of the assets. Fair value is determined by the application of discounted cash flow models to project cash flows from the asset. In addition, the Company bases the useful lives and related amortization or depreciation expense on an estimate of the period that the assets will generate revenue or otherwise be used. The Company also periodically reviews the lives assigned to long-lived assets to ensure that the initial estimates do not exceed any revised estimated periods from which the Company expects to realize cash flows from its assets.
Patents and Trademarks	Patents and trademarks Patents and trademarks are recorded at historical cost and are amortized using the straight-line method over their estimated useful lives, not to exceed 15 years.
Intangible Assets	Intangible Assets Intangible assets are recorded at historical cost and are amortized using the straight-line method over their estimated useful life.
Product Warranties	Product Warranties The Company generally provides a one year warranty on its TearLab® Osmolarity System and related disposables. The Company accrues the estimated cost of this warranty at the time revenue is recognized and charges warranty expense to cost of goods sold. Warranty reserves are established based on historical experience with failure rates and the number of systems covered by warranty. Warranty reserves are depleted as systems and disposables are replaced. The Company reviews warranty reserves quarterly and, if necessary, make adjustments. The activities in the warranty reserve are as follows: Years ended December 31, 2016 2015 Balance at the beginning of the year $ 94 $ 121 Charges to cost of goods sold 141 73 Costs applied to liability (111 ) (100 ) Balance at the end of the year $ 124 $ 94
Income Taxes	Income Taxes A deferred tax asset or liability is determined based on the difference between the financial statement and tax basis of assets and liabilities as measured by the enacted tax rates which will be in effect when these differences reverse. The Company provides a valuation allowance against net deferred tax assets unless, based upon the available evidence, it is more likely than not that the deferred tax assets will be realized.
Revenue Recognition	Revenue recognition Revenue is recognized when all four of the following criteria are met: (i) persuasive evidence that an arrangement exists; (ii) delivery of the products has occurred; (iii) the selling price is fixed or determinable; and (iv) collectability is reasonably assured. The Company records revenue when all of its obligations are completed, which is generally upon shipment of the Company’s products. Amounts received in excess of revenue recognizable are deferred. The Company sells its proprietary TearLab® Osmolarity System and related test cards to external customers, who are primarily eye care professionals, for use in osmolarity testing procedures. Revenue is primarily derived from the sale of disposable test cards. Products are generally shipped from a distribution and warehousing facility located in San Diego, California. The Company’s sales are currently direct to customers in the United States and distributors in the rest of the world. The Company enters into contracts where revenue is derived either from agreements whereby the customer is provided the right to use the TearLab® Osmolarity System (reader equipment) at no separate cost to the customer in consideration for a minimum or implied purchase commitment of disposable test cards over the related contract term (referred to as either “Use Agreements”, “Masters Agreements” or “Flex Agreements”), or from agreements with sales of multiple deliverables, such as the reader equipment and disposable test cards (referred to as “Purchase Agreements”). Purchase commitments for Use Agreements and Flex Agreements are expressed in the agreement for a specified period of time (generally one to three years). The purchase commitment for Masters Agreements is implied for large physician practices with an expectation of purchasing certain levels of test cards. The Company recovers the cost of providing the reader equipment in the amount charged for disposable test cards. These agreements are treated as operating leases as collectability of the minimum lease payments is not reasonably predictable at the outset of the arrangement. Accordingly, revenue is recognized over the defined contract term as disposable test cards are shipped. Revenue under such agreements is allocated between the lease of the reader equipment and the sale of the disposables based upon each component’s relative fair value. When reader equipment is placed with a customer at no separate cost, the Company retains title to the equipment and it remains capitalized on the Company’s Consolidated Balance Sheet as equipment classified within fixed assets, net. The equipment is depreciated on a straight-line basis once shipped to a customer location over its estimated useful life and depreciation expense is included in cost of goods sold within the Consolidated Statements of Operations and Comprehensive Loss. Revenue recognition for Purchase Agreements with multiple deliverables is based on the individual units of accounting determined to exist in the contract. A delivered item is considered a separate unit of accounting when the delivered item has value to the customer on a stand-alone basis. Items are considered to have stand-alone value when they are sold separately by any vendor or when the customer could resell the item on a stand-alone basis. Considering that test cards are essential to the operation of a TearLab reader, there is no alternative vendor for the test cards and no indication that a secondary market for the TearLab readers is established, the deliverables under the contracts do not meet criteria for separation under the multiple-element arrangements guidance. Consideration is allocated at the inception of the contract to all deliverables based on their relative selling price as determined by the selling price of similar individual items on a stand-alone basis. The Company recognizes revenue for each of the elements only when it determines that all applicable recognition criteria have been met. Amounts billed to customers for shipping and handling of a sales transaction are included as revenue. For the years ended December 31, 2016 and 2015, the Company recognized revenue from shipping and handling of $170 and $194, respectively. Although the Company has a no return policy for its products, the Company has established a return reserve for product sales that contain an implicit right of return. The Company reserves for estimated returns or refunds by reducing revenue at the time of shipment based on historical experience. The reserve of $13 and $67 as of December 31, 2016 and 2015, respectively, has been recorded as a reduction of revenue and is included in accounts receivable. The activities in the return reserve are as follows: Years ended December 31, 2016 2015 Balance at the beginning of the year $ 67 $ 77 Provision 71 265 Write-off and recoveries (125 ) (275 ) Balance at the end of the year $ 13 $ 67
Cost of Goods Sold	Cost of goods sold Cost of goods sold includes the costs the Company incurs for the purchase of the TearLab® Systems sold and related freight and shipping costs, fees related to merchant services, warehousing and logistics inventory management associated with conducting business and depreciation of reader equipment. The Company recorded $1,422 and $1,489 in shipping and handling fees for the years ended December 31, 2016 and 2015, respectively.
Clinical, Regulatory and Research & Development Costs	Clinical, regulatory and research & development costs Clinical and regulatory costs attributable to the performance of contract services are recognized as an expense as the services are performed. Non-refundable, up-front fees paid in connection with these contracted services are deferred and recognized as an expense over the estimated term of the related contract.
Stock-based Compensation	Stock-based compensation The Company accounts for stock-based compensation expense for its directors and employees in accordance with US GAAP guidance related to stock-based compensation. Under this guidance, stock-based compensation cost is estimated at the grant date based on the fair value of the award and is recognized as an expense ratably over the requisite service period of the award. The Company uses the Black-Scholes Merton option pricing model for determining the fair value for all its awards and will recognize compensation cost on a straight-line basis over the awards’ vesting periods.
Advertising Costs	Advertising Costs Advertising costs are expensed as incurred. Total advertising costs for each of the years ended December 31, 2016 and 2015 were $378 and $442, respectively.
Warrant Liabilities	Warrant liabilities The Company issued several rounds of warrants related to various debt and equity transactions which occurred in 2011. The Company accounts for its warrants issued in accordance with the US GAAP accounting guidance under Accounting Standards Codification (ASC) 815 applicable to derivative instruments, which requires every derivative instrument within its scope to be recorded on the balance sheet as either an asset or liability measured at its fair value, with changes in fair value recognized in earnings. Based on this guidance, the Company determined that the Company’s warrants do not meet the criteria for classification as equity. Accordingly, the Company classified the warrants as current liabilities. The warrants are subject to remeasurement at each balance sheet date with any change in fair value recognized as a component of other income (expense), in the statements of operations and comprehensive loss. Warrants are also remeasured at fair value immediately prior to being exercised, and the resulting fair value is reclassified into additional paid-in capital, net of any applicable exercise proceeds. The Company estimated the fair value of these warrants at the respective balance sheet dates using the Black-Scholes Merton option pricing model based on the estimated market value of the underlying common stock at the valuation measurement date, the remaining contractual term of the warrant, risk-free interest rates and expected dividends on and expected volatility of the price of the underlying common stock. There is subjectivity involved when using option pricing models to estimate the warrant liability and the assumptions used in the Black-Scholes Merton option pricing model are judgmental. The warrants classified as liabilities were either exercised or expired and no liability remains at December 31, 2016.
Foreign Currency Transactions	Foreign currency transactions The Company’s functional and reporting currency is the U.S. dollar. The assets and liabilities of the Company’s Canadian operations are maintained in U.S. dollars. Monetary assets and liabilities denominated in foreign currencies are translated into U.S. dollars at exchange rates in effect at the consolidated balance sheet dates, and non-monetary assets and liabilities are translated at exchange rates in effect on the date of the transaction. Revenue and expenses are translated into U.S. dollars at average exchange rates prevailing during the year. Resulting exchange gains of $54 and $76 are included in other income (expense) for the years ended December 31, 2016 and 2015, respectively.
Geographic Information	Geographic information The following table provides geographic information related to the Company’s revenue based on the geographic location to which it delivers the product: For the year ended December 31, 2016 2015 United States $ 26,391 $ 23,597 Rest of the world 1,623 1,559 Total $ 28,014 $ 25,156
Comprehensive Income (loss)	Comprehensive Income (Loss) Comprehensive income (loss) is defined as the change in equity during a period from transactions and other events and circumstances from non-owner sources. Comprehensive income (loss) generally includes unrealized gains or losses on the Company’s marketable securities and foreign currency translation adjustments. In all the periods presented, the Company’s comprehensive loss equaled the net loss for the period.
Recent Accounting Pronouncements	Recent accounting pronouncements In August 2016, the Financial Accountings Standards Board (the “FASB”) issued Accounting Standards Update No. 2016-15, Statement of Cash Flows (“ASU 2016-35”), to reduce diversity in practice of how certain transactions are classified in the statement of cash flows. ASU 2016-15 is effective for fiscal and interim periods beginning after December 15, 2017. The Company is currently evaluating the impact the adoption of the new standard will have on its financial statements. In March 2016, the FASB issued Accounting Standards Update No. 2016-09, Improvement to Employee Share-Based Payment Accounting (“ASU 2016-09”), which involves several aspects of accounting for share-based payment transactions, including income tax consequences, classification of awards as liabilities or equity, and classifications on the statement of cash flows. ASU 2016-09 is effective for fiscal and interim periods beginning after December 15, 2016. The Company does not expect the guidance to have a material impact on the Company. In February 2016, the FASB issued Accounting Standards Update No. 2016-02, Leases (“ASU 2016-02”). ASU 2016-02 establishes a right-of-use model that requires a lessee to record an asset and liability on the balance sheet for all leases with terms longer than twelve months. ASU 2016-02 is effective for fiscal years and interim periods beginning after December 15, 2018. A modified retrospective transition approach is required for lessees for capital and operating leases existing at, or entered into after, the beginning of the earliest comparative period presented in the financial statements. The Company is currently evaluating the impact of the new standard on its financial statements. In May 2014, the FASB issued Accounting Standards Update No. 2014-09, Revenue from Contracts with Customers (“ASU 2014-09”), which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. Early application is not permitted. On April 1, 2015, the FASB voted to propose a deferral of the effective date of the standard by one year which would result in the new standard being effective for the Company at the beginning of its first quarter of fiscal year 2018. During 2017, the Company will assess the impact of the new standard, including possible transition alternatives, on the Company’s financial statements.

Significant Accounting Polici20

Significant Accounting Policies (Tables)	12 Months Ended
	Dec. 31, 2016
Accounting Policies [Abstract]
Schedule of Accounts Receivable and Allowance for Doubtful Accounts	The activities in the allowance for doubtful accounts are as follows: Years ended December 31, 2016 2015 Balance at the beginning of the year $ 589 $ 424 Charges to bad debt expense 217 271 Write-off and recoveries (157 ) (106 ) Balance at the end of the year $ 649 $ 589
Schedule of Warranty Reserve Activities	The activities in the warranty reserve are as follows: Years ended December 31, 2016 2015 Balance at the beginning of the year $ 94 $ 121 Charges to cost of goods sold 141 73 Costs applied to liability (111 ) (100 ) Balance at the end of the year $ 124 $ 94
Schedule of Revenue Recognition Return Reserves	The activities in the return reserve are as follows: Years ended December 31, 2016 2015 Balance at the beginning of the year $ 67 $ 77 Provision 71 265 Write-off and recoveries (125 ) (275 ) Balance at the end of the year $ 13 $ 67
Schedule of Geographic Information Related to Revenue	The following table provides geographic information related to the Company’s revenue based on the geographic location to which it delivers the product: For the year ended December 31, 2016 2015 United States $ 26,391 $ 23,597 Rest of the world 1,623 1,559 Total $ 28,014 $ 25,156

Balance Sheet Details (Tables)

Balance Sheet Details (Tables)	12 Months Ended
	Dec. 31, 2016
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Schedule of Accounts Receivable	December 31, 2016 2015 Trade receivables $ 2,928 $ 3,610 Allowance for doubtful accounts (649 ) (589 ) $ 2,279 $ 3,021
Schedule of Inventory	December 31, 2016 2015 Finished goods $ 3,210 $ 4,002 Inventory reserves (17 ) (30 ) $ 3,193 $ 3,972
Summary of Prepaid Expenses and Other Current Assets	December 31, 2016 2015 Prepaid trade shows $ 217 $ 246 Prepaid insurance 326 87 Manufacturing deposits 282 154 Subscriptions 297 128 Other fees and services 66 146 Other current assets 38 29 $ 1,226 $ 790
Schedule of Fixed Assets	December 31, 2016 2015 Capitalized TearLab equipment $ 9,095 8,349 Leasehold improvements 60 61 Computer equipment and software 932 1,023 Furniture and office equipment 271 278 Medical equipment 500 431 $ 10,858 $ 10,142 Less accumulated depreciation (6,680 ) (4,790 ) $ 4,178 $ 5,352
Schedule of Accrued Liabilities	December 31, 2016 2015 Due to professionals $ 81 $ 256 Due to employees and directors 2,200 2,130 Sales and use tax liabilities 247 231 Royalty liability 854 753 Warranty 124 94 Other 452 1,583 $ 3,958 $ 5,047

Intangible Assets (Tables)

Intangible Assets (Tables)	12 Months Ended
	Dec. 31, 2016
Goodwill and Intangible Assets Disclosure [Abstract]
Schedule of Amortization of Intangible Assets	Intangible assets subject to amortization consist of the following: Remaining Gross Net Book Useful Life Value at Accumulated Value at (Years) December 31, 2016 Amortization December 31, 2016 TearLab® technology 0 $ 12,172 $ (12,172 ) $ - Patents and trademarks 2 271 (245 ) 26 Prescriber list 1 90 (56 ) 34 Total $ 12,533 $ (12,473 ) $ 60 Remaining Gross Net Book Useful Life Value at Accumulated Value at (Years) December 31, 2015 Amortization December 31, 2015 TearLab® technology 1 $ 12,172 $ (11,106 ) $ 1,066 Patents and trademarks 3 268 (216 ) 52 Prescriber list 2 90 (11 ) 79 Total $ 12,530 $ (11,333 ) $ 1,197
Schedule of Estimated Amortization Expense of Intangible Assets	Estimated future amortization expense related to intangible assets with finite lives at December 31, 2016 is as follows: Amortization of intangible assets 2017 $ 58 2018 2 $ 60

Term Loan (Tables)

Term Loan (Tables)	12 Months Ended
	Dec. 31, 2016
Debt Disclosure [Abstract]
Schedule of Term Loan	The following is a summary of the Term Loan Agreement as of December 31, 2016 and related maturities of outstanding principle: Principle balance outstanding $ 25,000 PIK interest 1,877 Facility fee 321 less discount on term loan: deferred financing fees, net (432 ) fair value of detachable warrants, net (317 ) Total term loan $ 26,449
Schedule of Maturities of Outstanding Principal of Term Loan	Principal due for each of the next 5 years and in the aggregate thereafter: 2017 - 2018 - 2019 10,079 2020 13,439 2021 3,680 Total principal, PIK interest and facility fee due 27,198 Less: discount on term loan (749 ) Total term loan $ 26,449

Stockholders' Equity (Tables)

Stockholders' Equity (Tables)	12 Months Ended
	Dec. 31, 2016
Equity [Abstract]
Schedule of Common and Preferred Shares	The net proceeds were allocated to common stock, Preferred Stock, and Series A Warrants based on their relative fair values, as follows: Common stock $ 9,632 Preferred stock 2,275 Series A warrants 3,550 Net proceeds $ 15,457
Schedule of Stock-Based Compensation Expense	The following table sets forth the total stock-based compensation expense resulting from stock options and the employee stock purchase plan included in the Company’s Consolidated Statements of Operations and Comprehensive Loss (in thousands): Years ended December 31, 2016 2015 General and administrative $ 1,359 $ 2,013 Clinical, regulatory and research and development 327 471 Sales and marketing 761 1,633 Stock-based compensation expense before income taxes $ 2,447 $ 4,117
Schedule of Estimated Fair Value of Options Using Weighted Average Assumptions	The estimated fair value of stock options for the periods presented was determined using the Black-Scholes Merton option pricing model with the following weighted-average assumptions: Years ended December 31, 2016 2015 Volatility 76 % 89 % Weighted average expected life of the options 6 5.39 Risk-free interest rate 1.23 % 1.60 % Dividend yield 0.00 % 0.00 %
Schedule of Share-based Compensation, Stock Options, Activity	A summary of the options issued during the year ended December 31, 2016 and the total number of options outstanding as of that date are set forth below: Weighted Average Number of Weighted Remaining Aggregate Options Average Contractual Intrinsic Value Outstanding Exercise Price Life (years) (in thousands) Outstanding, December 31, 2014 636,313 47.46 6.57 2,155 Granted 128,546 20.91 Exercised (6,539 ) 15.19 Forfeited/cancelled/expired (66,409 ) 59.80 Outstanding, December 31, 2015 691,911 $ 41.66 6.08 $ 184 Granted 156,637 6.90 Exercised - - Forfeited/cancelled/expired (134,932 ) 45.95 Outstanding, December 31, 2016 713,616 $ 33.19 5.92 $ - Vested or expected to vest, December 31, 2016 705,094 $ 33.28 5.90 $ 0 Exercisable, December 31, 2016 495,321 $ 41.51 4.61 $ 0
Schedule of Stockholders' Equity Note, Warrants or Rights	The following table provides activity for warrants issued and outstanding during the two years ended December 31, 2016: Number of Weighted average warrants exercise outstanding price Outstanding, December 31, 2014 29,367 $ 17.90 Issued 35,000 50.00 Exercised - - Expired - - Outstanding, December 31, 2015 64,367 $ 35.35 Issued 1,288,500 11.35 Exercised - - Expired (29,367 ) 17.90 Outstanding, December 31, 2016 1,323,500 $ 10.65

Income Taxes (Tables)

Income Taxes (Tables)	12 Months Ended
	Dec. 31, 2016
Income Tax Disclosure [Abstract]
Schedule of Loss from Continuing Operations Before Income Tax	Geographic sources of loss from continuing operations before income tax are as follows: December 31, 2016 2015 Domestic $ 19,242 $ 32,099 Foreign 678 1,130 Loss before income taxes $ 19,920 $ 33,229
Schedule of Deferred Tax Assets and Liabilities	Significant components of the Company’s deferred tax assets and liabilities are as follows: December 31, 2016 2015 Deferred tax assets Intangible assets $ 272 $ 1,307 Stock options 4,135 3,615 Accruals and others 1,359 1,060 Net operating loss carryforwards 37,215 30,200 42,981 36,182 Valuation allowance (43,138 ) (36,182 ) Deferred tax asset $ (157 ) $ - Deferred tax liability Fixed Assets $ 157 $ - Deferred tax liability $ 157 $ - Deferred taxes, net $ - $ -
Schedule of Effective Income Tax Rate Reconciliation	The following is a reconciliation of the recovery of income taxes between those that are expected, based on enacted tax rates and laws, to those currently reported: December 31, 2016 2015 Loss for the year before income taxes $ (19,920 ) $ (33,229 ) Expected recovery of income taxes $ (6,773 ) $ (11,298 ) State income tax, net of federal benefit (416 ) (518 ) Stock based compensation 99 239 Warrants (10 ) (75 ) Deferred state tax rate adjustment - (227 ) Adjustments to deferred tax assets 91 552 Non-deductible expense and other 53 118 Change in valuation allowance 6,956 11,209 Total recovery of income taxes $ - $ -

Net Income (Loss) Per Share (Ta

Net Income (Loss) Per Share (Tables)	12 Months Ended
	Dec. 31, 2016
Earnings Per Share [Abstract]
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share	The following are potentially dilutive securities which have not been used in the calculation of diluted loss per share as they are anti-dilutive: Year Ended December 31, 2016 2015 (in thousands of shares) Stock options 714 692 Warrants 1,324 42 ESPP shares 8 7 Convertible preferred shares 369 - Exchange rights - 12 Total 2,415 753
Schedule of Reconciliation of Weighted Average Shares Outstanding for Basic and Diluted Loss Per Share	The following table is a reconciliation of the weighted average shares outstanding used for basic and diluted loss per share: Year Ended December 31, 2016 2015 (in thousands of shares) Weighted average shares outstanding - basic 4,648 3,370 Dilutive potential common shares - 3 Weighted average shares outstanding - fully diluted 4,648 3,373

Commitments and Contingencies (

Commitments and Contingencies (Tables)	12 Months Ended
	Dec. 31, 2016
2006 Agreement [Member]
Schedule of Future Minimum Payments	Future minimum royalty payments under this agreement as of December 31, 2016 are as follows: 2017 $ 35 2018 35 2019 35 2020 35 2021 35 Thereafter 210 Total $ 385
2003 Agreement [Member]
Schedule of Future Minimum Payments	Future minimum royalty payments under this agreement as of December 31, 2016 are as follows: 2017 $ 35 2018 35 2019 35 2020 35 2021 35 Thereafter 210 Total $ 385

Quarterly Financial Data (Una28

Quarterly Financial Data (Unaudited) (Tables)	12 Months Ended
	Dec. 31, 2016
Quarterly Financial Information Disclosure [Abstract]
Schedule of Quarterly Financial Data	The following tables in the opinion of management, reflect all adjustments, consisting of normal recurring adjustments necessary for the fair presentation of results for the periods presented (in thousands, except per share data): Fiscal 2016 Quarter Ended March 31 June 30 September 30 December 31 Revenue $ 6,767 $ 6,903 $ 7,223 $ 7,121 Loss from operations (6,336 ) (3,406 ) (2,941 ) (3,293 ) Net loss $ (7,254 ) $ (4,344 ) $ (3,982 ) $ (4,340 ) Weighted average number of shares outstanding, basic 3,383 4,485 5,335 5,360 Net loss per common share basic $ (2.14 ) $ (0.97 ) $ (0.75 ) $ (0.81 ) Weighted average number of shares outstanding diluted 3,383 4,485 5,335 5,360 Net loss per common share diluted $ (2.14 ) $ (0.97 ) $ (0.75 ) $ (0.81 ) Fiscal 2015 Quarter Ended March 31 June 30 September 30 December 31 Revenue $ 5,408 $ 6,345 $ 6,612 $ 6,791 Loss from operations (8,071 ) (7,702 ) (7,543 ) (8,193 ) Net loss $ (8,168 ) $ (8,072 ) $ (8,064 ) $ (8,925 ) Weighted average number of shares outstanding, basic 3,364 3,366 3,373 3,376 Net loss per common share basic $ (2.43 ) $ (2.40 ) $ (2.39 ) $ (2.64 ) Weighted average number of shares outstanding diluted 3,369 3,370 3,377 3,376 Net loss per common share diluted $ (2.42 ) $ (2.39 ) $ (2.39 ) $ (2.64 )

Basis of Presentation (Details

Basis of Presentation (Details Narrative) - USD ($) $ in Thousands	Apr. 08, 2016	Dec. 31, 2016	Sep. 30, 2016	Jun. 30, 2016	Mar. 31, 2016	Dec. 31, 2015	Sep. 30, 2015	Jun. 30, 2015	Mar. 31, 2015	Dec. 31, 2016	Dec. 31, 2015
Net income (loss)		$ 4,340	$ 3,982	$ 4,344	$ 7,254	$ 8,925	$ 8,064	$ 8,072	$ 8,168	$ 19,920	$ 33,229
February 27, 2017 [Member]
Reserve stock split										1-for-10 reverse stock split
OcuHub Business Inc [Member]
Owned subsidiary, in units	10,167.5
Ownership percentage	10.50%
Gain on sale of subsidiary										$ 75

Significant Accounting Polici30

Significant Accounting Policies (Details Narrative) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015
Concentration risk description	There were no customers representing revenue in excess of 10% in the years ended December 31, 2016 or 2015.
Intangible asset, useful life	15 years
Revenue recognized through shipping and handling	$ 170	$ 194
Reserve of product sales	13	67
Shipping and handling fee	1,422	1,489
Advertising costs	378	442
Foreign currency exchange gains	$ 54	$ 76
Minimum [Member]
Estimated useful lives	3 years
Maximum [Member]
Estimated useful lives	7 years

Significant Accounting Polici31

Significant Accounting Policies - Schedule of Accounts Receivable and Allowance for Doubtful Accounts (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015
Accounting Policies [Abstract]
Balance at the beginning of the year	$ 589	$ 424
Charges to bad debt expense	217	271
Write-off and recoveries	(157)	(106)
Balance at the end of the year	$ 649	$ 589

Significant Accounting Polici32

Significant Accounting Policies - Schedule of Warranty Reserve Activities (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015
Accounting Policies [Abstract]
Balance at the beginning of the year	$ 94	$ 121
Charges to cost of goods sold	141	73
Costs applied to liability	(111)	(100)
Balance at the end of the year	$ 124	$ 94

Significant Accounting Polici33

Significant Accounting Policies - Schedule of Revenue Recognition Return Reserves (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015
Accounting Policies [Abstract]
Balance at the beginning of the year	$ 67	$ 77
Provision	71	265
Write-off and recoveries	(125)	(275)
Balance at the end of the year	$ 13	$ 67

Significant Accounting Polici34

Significant Accounting Policies - Schedule of Geographic Information Related to Revenue (Details) - USD ($) $ in Thousands	3 Months Ended								12 Months Ended
	Dec. 31, 2016	Sep. 30, 2016	Jun. 30, 2016	Mar. 31, 2016	Dec. 31, 2015	Sep. 30, 2015	Jun. 30, 2015	Mar. 31, 2015	Dec. 31, 2016	Dec. 31, 2015
Revenues	$ 7,121	$ 7,223	$ 6,903	$ 6,767	$ 6,791	$ 6,612	$ 6,345	$ 5,408	$ 28,014	$ 25,156
United States [Member]
Revenues									26,391	23,597
Rest of the World [Member]
Revenues									$ 1,623	$ 1,559

Balance Sheet Details (Details

Balance Sheet Details (Details Narrative) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Depreciation expense	$ 2,364	$ 2,075
Impairment charge of fixed asset		$ 343

Balance Sheet Details - Schedul

Balance Sheet Details - Schedule of Accounts Receivable (Details) - USD ($) $ in Thousands	Dec. 31, 2016	Dec. 31, 2015
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Trade receivables	$ 2,928	$ 3,610
Allowance for doubtful accounts	(649)	(589)
Accounts receivable net	$ 2,279	$ 3,021

Balance Sheet Details - Sched37

Balance Sheet Details - Schedule of Inventory (Details) - USD ($) $ in Thousands	Dec. 31, 2016	Dec. 31, 2015
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Finished goods	$ 3,210	$ 4,002
Inventory reserves	(17)	(30)
Inventory net	$ 3,193	$ 3,972

Balance Sheet Details - Summary

Balance Sheet Details - Summary of Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands	Dec. 31, 2016	Dec. 31, 2015
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Prepaid trade shows	$ 217	$ 246
Prepaid insurance	326	87
Manufacturing deposits	282	154
Subscriptions	297	128
Other fees and services	66	146
Other current assets	38	29
Prepaid expense and other current assets	$ 1,226	$ 790

Balance Sheet Details - Sched39

Balance Sheet Details - Schedule of Fixed Assets (Details) - USD ($) $ in Thousands	Dec. 31, 2016	Dec. 31, 2015
Property plant and equipment, gross	$ 10,858	$ 10,142
Less accumulated depreciation	(6,680)	(4,790)
Property plant and equipment net	4,178	5,352
Capitalized TearLab Equipment [Member]
Property plant and equipment, gross	9,095	8,349
Leasehold Improvements [Member]
Property plant and equipment, gross	60	61
Computer Equipment and Software [Member]
Property plant and equipment, gross	932	1,023
Furniture and Office Equipment [Member]
Property plant and equipment, gross	271	278
Medical Equipment [Member]
Property plant and equipment, gross	$ 500	$ 431

Balance Sheet Details - Sched40

Balance Sheet Details - Schedule of Accrued Liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2016	Dec. 31, 2015
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Due to professionals	$ 81	$ 256
Due to employees and directors	2,200	2,130
Sales and use tax liabilities	247	231
Royalty liability	854	753
Warranty	124	94
Other	452	1,583
Accrued liabilities current	$ 3,958	$ 5,047

Intangible Assets (Details Narr

Intangible Assets (Details Narrative) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015
Amortization expense	$ 1,139	$ 1,540
OcuHub Platform Technology [Member]
Impairment of intangible assets		$ 1,029

Intangible Assets - Schedule of

Intangible Assets - Schedule of Amortization of Intangible Assets (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015
Gross Value	$ 12,533	$ 12,530
Accumulated Amortization	(12,473)	(11,333)
Net Book Value	$ 34	$ 1,145
TearLab Technology [Member]
Remaining Useful Life (Years)	0 years	1 year
Gross Value	$ 12,172	$ 12,172
Accumulated Amortization	(12,172)	(11,106)
Net Book Value		$ 1,066
Patents and Trademarks [Member]
Remaining Useful Life (Years)	2 years	3 years
Gross Value	$ 271	$ 268
Accumulated Amortization	(254)	(216)
Net Book Value	$ 26	$ 52
Prescriber List [Member]
Remaining Useful Life (Years)	1 year	2 years
Gross Value	$ 90	$ 90
Accumulated Amortization	(56)	(11)
Net Book Value	$ 34	$ 79

Intangible Assets - Schedule 43

Intangible Assets - Schedule of Estimated Amortization Expense for Intangible Assets (Details) - USD ($) $ in Thousands	Dec. 31, 2016	Dec. 31, 2015
Total	$ 26	$ 52
Indefinite-lived Intangible Assets [Member]
2,017	58
2,018	2
Total	$ 60

Term Loan (Details Narrative)

Term Loan (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands	Oct. 06, 2015	Mar. 04, 2015	Dec. 31, 2016	Apr. 08, 2016	Dec. 31, 2015
Long-term debt			$ 26,449		$ 24,859
Term Loan Agreement [Member] | CRG LP Additional Warrants [Member]
Warrants to purchase common shares			35,000	35,000
Warrants exercise price			$ 15	$ 15
Black-Scholes Merton Model [Member] | Term Loan Agreement [Member] | CRG LP Additional Warrants [Member]
Warrants term			5 years
Term Loan Agreement [Member]
Minimum cash balance			$ 5,000
Term Loan Agreement [Member] | CRG LP [Member]
Long-term debt		$ 35,000
Proceeds from issuance of long-term debt		$ 15,000
Debt instrument date		Dec. 31, 2021
Debt instrument interest rate percentage		13.00%
Warrants to purchase common shares	35,000
Warrants exercise price	$ 50
Warrants term			5 years
Term loan minimum annual revenue threshold			$ 27,000
Financing and legal fees to long-term debt			$ 606
Facility fee percentage on principal			6.50%
Percentage of prepayment fee			5.00%
Percentage of reduction in annual prepayment fee			1.00%
Term Loan Agreement [Member] | CRG LP [Member] | 2017 [Member]
Term loan minimum annual revenue threshold			$ 31,000
Term Loan Agreement [Member] | CRG LP [Member] | 2018 [Member]
Term loan minimum annual revenue threshold			36,000
Term Loan Agreement [Member] | CRG LP [Member] | 2019 [Member]
Term loan minimum annual revenue threshold			45,000
Term Loan Agreement [Member] | CRG LP [Member] | 2020 [Member]
Term loan minimum annual revenue threshold			$ 55,000
Term Loan Agreement [Member] | CRG LP [Member] | Interest-Only Payment [Member]
Debt instrument interest rate percentage		8.50%
Term Loan Agreement [Member] | CRG LP [Member] | Unpaid Interest With Principal [Member]
Debt instrument interest rate percentage		4.50%
Term Loan Agreement [Member] | CRG LP [Member] | Second Tranche [Member]
Proceeds from issuance of long-term debt	$ 10,000

Term Loan - Schedule of Term Lo

Term Loan - Schedule of Term Loan (Details) - USD ($) $ in Thousands	Dec. 31, 2016	Dec. 31, 2015
Debt Disclosure [Abstract]
Principle balance outstanding	$ 25,000
PIK interest	1,877
Facility fee	321
Deferred financing fees, net	(432)
Fair value of detachable warrants, net	(317)
Total term loan	$ 26,449	$ 24,859

Term Loan - Schedule of Maturit

Term Loan - Schedule of Maturities of Outstanding Principal of Term Loan (Details) - USD ($) $ in Thousands	Dec. 31, 2016	Dec. 31, 2015
Debt Disclosure [Abstract]
2,017
2,018
2,019	10,079
2,020	13,439
2,021	3,680
Total principal, PIK interest and facility fee due	27,198
Less: discount on term loan	(749)
Total term loan	$ 26,449	$ 24,859

Stockholders' Equity (Details N

Stockholders' Equity (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands	Aug. 02, 2016	May 09, 2016	Apr. 08, 2016	Oct. 08, 2015	Jun. 30, 2011	Mar. 31, 2016	Aug. 31, 2014	Dec. 31, 2016		Dec. 31, 2015		Jun. 24, 2016	Dec. 31, 2014
Common stock shares authorized								9,500,000	[1]	6,500,000	[1]	9,500,000
Common stock shares authorized previously								65,000,000				6,500,000
Common stock par value								$ 0.001		$ 0.001		$ 0.001
Preferred stock shares authorized								10,000,000		10,000,000		10,000,000
Preferred stock par value								$ 0.001		$ 0.001		$ 0.001
Stock issued during period, shares new issue		1,861,090
Preferred stock, issued								2,764		0
Proceeds from issuance or sale of equity								$ 15,457
Share-based compensation number of shares available for grant								17,157
Weighted-average fair value of stock options granted								$ 6.90		$ 20.91
Proceeds from issuance of common stock								$ 0		$ 99
Income tax benefit
Stock option intrinsic value										$ 184			$ 2,155
Stock option vested during the year								2,619		3,981
Unrecognized compensation cost								$ 1,321
Expected weighted-average period								1 year 2 months 23 days
Allocated share-based compensation expense								$ 2,447		$ 4,117
Term Loan Agreement [Member] | Tranche One [Member]
Proceeds from issuance of long-term debt				$ 10,000
Private Placement [Member]
Stock issued during period, shares new issue					384,615
Proceeds from issuance or sale of equity					$ 7,000
OcuHub Business Inc [Member]
Stock issued during period, shares new issue						38,580
Membership unit percentage							2.00%
February 27, 2017 [Member]
Reserve stock split								1-for-10 reverse stock split
Stock Incentive Plan [Member]
Share-based compensation expiration period								10 years
Percentage of ownership exercisable options expire								10.00%
Weighted-average fair value of stock options granted								$ 4.30		$ 13.39
Stock option intrinsic value								$ 0		$ 76
Expected weighted-average period								6 years		5 years 4 months 21 days
Stock Incentive Plan [Member] | Maximum [Member]
Share-based compensation common stock purchase price percentage								110.00%
Stock Incentive Plan [Member] | Maximum [Member] | Officer Director Or Consultant [Member]
Percentage of options exercisable at a rate								20.00%
Stock Incentive Plan [Member] | Minimum [Member]
Share-based compensation common stock purchase price percentage								10.00%
Stock Incentive Plan [Member] | Non-Statutory Stock Options [Member] | Maximum [Member]
Share-based compensation common stock purchase price percentage								85.00%
Stock Incentive Plan [Member] | Employees, Directors and Consultants [Member]
Share-based compensation number of shares available for grant								720,000
Employee Stock Purchase Plan 2014 [Member]
Share-based compensation common stock purchase price percentage								90.00%
Common stock capital shares reserved for future issuance								67,150
Employee stock purchase plan offering period								6 months
Share-based compensation employee stock purchase plan contribution percentage								20.00%
Share-based compensation employee stock purchase plan contribution maximum amount								$ 25
Share-based compensation employee stock purchase plan contribution maximum number of shares								500
Allocated share-based compensation expense								$ 11		$ 20
Stock issued during period number of shares of employee stock purchase plans								14,105		5,421
Employee Stock Purchase Plan 2014 [Member] | January 2017 [Member]
Stock issued during period number of shares of employee stock purchase plans								7,512
Series A Convertible Preferred Stock [Member]
Number of preferred stock converted into common stock	527.5
Number of preferred stock converted into common stock, shares	70,333
Series A Convertible Preferred Stock [Member]
Preferred stock, issued		3,291.8
Series A Warrants [Member]
Preferred stock, issued		1,150,000
Proceeds from issuance or sale of equity		$ 17,250
Payments of stock issuance costs		$ 1,793
Class of warrant or right number of securities called by warrants or rights		123,500
Class of warrant or right exercise price of warrants or rights		$ 11.25
Fair value assumptions expected term		5 years
Series A Warrants [Member] | Black-Scholes Merton Model [Member]
Common stock par value		$ 11.25
Stock issued during period, shares new issue		1,253,500
Fair value assumptions expected volatility rate		76.00%
Fair value assumptions expected term		6 years
Fair value assumptions risk free interest rate		1.30%
Fair value assumptions dividend yield		0.00%
Placement Agent Warrants [Member]
Preferred stock, issued		103,500
Share issued price per share		$ 11.25
Common Stock [Member]
Common stock, conversion basis		438,910
2011 Warrants [Member]
Class of warrant or right number of securities called by warrants or rights					384,615
Class of warrant or right exercise price of warrants or rights					$ 18.60
Warrants outstanding					21,960
Fair value of warrants										$ 29
CRG Warrants [Member]
Common stock par value			$ 15
Stock issued during period, shares new issue			35,000
Class of warrant or right number of securities called by warrants or rights				35,000
Class of warrant or right exercise price of warrants or rights				$ 50
Fair value of warrants				$ 290
Warrants exercisable date				Oct. 8, 2020
Fair value assumptions expected volatility rate				73.00%
Fair value assumptions expected term				5 years
Fair value assumptions risk free interest rate				1.71%
Fair value assumptions dividend yield				0.00%
CRG Warrants [Member] | Term Loan Agreement [Member] | Black-Scholes Merton Model [Member]
Fair value of warrants								$ 106
Fair value assumptions expected volatility rate								76.00%
Fair value assumptions expected term								5 years
Fair value assumptions risk free interest rate								1.30%
Fair value assumptions dividend yield								0.00%
CRG LP Additional Warrants [Member] | Term Loan Agreement [Member]
Class of warrant or right number of securities called by warrants or rights			35,000					35,000
Class of warrant or right exercise price of warrants or rights			$ 15					$ 15
CRG LP Additional Warrants [Member] | Term Loan Agreement [Member] | Black-Scholes Merton Model [Member]
Fair value of warrants								$ 54
Fair value assumptions expected volatility rate								76.00%
Fair value assumptions expected term								4 years 6 months
Fair value assumptions risk free interest rate								1.06%
Fair value assumptions dividend yield								0.00%
[1]	Restated for a 1-for-10 reverse stock split effected February 27, 2017.

Stockholders' Equity - Schedule

Stockholders' Equity - Schedule of Common and Preferred Shares (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2016USD ($)
Proceeds from issuance or sale of equity	$ 15,457
Common Stock [Member]
Proceeds from issuance or sale of equity	9,632
Preferred Stock [Member]
Proceeds from issuance or sale of equity	2,275
Series A Warrants [Member]
Proceeds from issuance or sale of equity	$ 3,550

Stockholders' Equity - Schedu49

Stockholders' Equity - Schedule of Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015
Stock-based compensation expense before income taxes	$ 2,447	$ 4,117
General and Administrative [Member]
Stock-based compensation expense before income taxes	1,359	2,013
Clinical, Regulatory and Research and Development [Member]
Stock-based compensation expense before income taxes	327	471
Sales and Marketing [Member]
Stock-based compensation expense before income taxes	$ 761	$ 1,633

Stockholders' Equity - Schedu50

Stockholders' Equity - Schedule of Estimated Fair Value of Options Using Weighted Average Assumptions (Details)	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015
Weighted average expected life	1 year 2 months 23 days
Stock Incentive Plan [Member]
Volatility	76.00%	89.00%
Weighted average expected life	6 years	5 years 4 months 21 days
Risk-free interest rate	1.23%	1.60%
Dividend yield	0.00%	0.00%

Stockholders' Equity - Schedu51

Stockholders' Equity - Schedule of Options Outstanding Activity (Details) - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015
Equity [Abstract]
Number of Options Outstanding, beginning balance	691,911	636,313
Number of Options Outstanding, Granted	156,637	128,546
Number of Options Outstanding, Exercised		(6,539)
Number of Options Outstanding, Forfeited/cancelled/expired	(134,932)	(66,409)
Number of Options Outstanding, ending balance	713,616	691,911
Number of Options Outstanding, Vested or expected to vest	705,094
Number of Options Outstanding, Exercisable	495,321
Weighted Average Exercise Price, beginning balance	$ 41.66	$ 47.46
Weighted Average Exercise Price, Granted	6.90	20.91
Weighted Average Exercise Price, Exercised		15.19
Weighted Average Exercise Price, Forfeited/cancelled/expired	45.95	59.80
Weighted Average Exercise Price, ending balance	33.19	41.66
Weighted Average Exercise Price, Vested or expected to vest	33.28
Weighted Average Exercise Price, Exercisable	$ 41.51
Weighted Average Remaining Contractual Life, beginning balance	6 years 29 days	6 years 6 months 26 days
Weighted Average Remaining Contractual Life, ending balance	5 years 11 months 1 day	6 years 29 days
Weighted Average Remaining Contractual Life, Vested or expected to vest	5 years 10 months 24 days	0 years
Weighted Average Remaining Contractual Life, Exercisable	4 years 7 months 10 days	0 years
Aggregate Intrinsic Value of Options, beginning balance	$ 184	$ 2,155
Aggregate Intrinsic Value of Options, ending balance		184
Aggregate Intrinsic Value of Options, Vested or expected to vest	0
Aggregate Intrinsic Value of Options, Exercisable	$ 0

Stockholders' Equity - Schedu52

Stockholders' Equity - Schedule of Warrants Outstanding Activity (Details) - $ / shares	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015
Equity [Abstract]
Number of warrants outstanding, beginning balance	64,367	29,367
Number of warrants outstanding, Issued	1,288,500	35,000
Number of warrants outstanding, Exercised
Number of warrants outstanding, Expired	(29,367)
Number of warrants outstanding, ending balance	1,323,500	64,367
Weighted average exercise price, beginning balance	$ 35.35	$ 17.90
Weighted average exercise price, Issued	11.35	50
Weighted average exercise price, Exercised
Weighted average exercise price, Expired	17.90
Weighted average exercise price, ending balance	$ 10.65	$ 35.35

Income Taxes (Details Narrative

Income Taxes (Details Narrative) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015
Percentage of uncertain income tax position less than likelihood of being sustained	An uncertain income tax position will not be recognized if it has less than a 50% likelihood of being sustained.
Unrecognized tax benefits	$ 0	$ 0
Uncertain tax positions, current	$ 0	$ 0
Increase in ownership of certain stockholders or public groups in the stock of corporation	50.00%
Operating Loss Carryforwards Related to Stock Option Exercises [Member]
Operating loss carryforwards	$ 1,515
Federal [Member]
Operating loss carryforwards	$ 100,280
Operating loss carryforwards expiration date	2,028
State [Member]
Operating loss carryforwards	$ 64,473
Canadian [Member]
Operating loss carryforwards	$ 8,683
Operating loss carryforwards expiration date	2,026

Income Taxes - Schedule of Loss

Income Taxes - Schedule of Loss from Continuing Operations Before Income Tax (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015
Income Tax Disclosure [Abstract]
Domestic	$ 19,242	$ 32,099
Foreign	678	1,130
Loss before income taxes	$ 19,920	$ 33,229

Income Taxes - Schedule of Defe

Income Taxes - Schedule of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2016	Dec. 31, 2015
Income Tax Disclosure [Abstract]
Intangible assets	$ 272	$ 1,307
Stock options	4,135	3,615
Accruals and others	1,359	1,060
Net operating loss carry forwards	37,215	30,200
Deferred tax assets gross	42,981	36,182
Valuation allowance	(43,138)	(36,182)
Deferred tax asset	(157)
Fixed assets	157
Deferred tax liability	157
Deferred taxes, net

Income Taxes - Schedule of Effe

Income Taxes - Schedule of Effective Income Tax Rate Reconciliation (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015
Income Tax Disclosure [Abstract]
Loss for the year before income taxes	$ (19,920)	$ (33,229)
Expected recovery of income taxes	(6,773)	(11,298)
State income tax, net of federal benefit	(416)	(518)
Stock-based compensation	99	239
Warrants	(10)	(75)
Deferred state tax rate adjustment		(227)
Adjustments to deferred assets	91	552
Non-deductible expenses and other	53	118
Change in valuation allowance	6,956	11,209
Total recovery of income taxes

Net Income (Loss) Per Share - S

Net Income (Loss) Per Share - Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share (Details) - shares	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015
Antidilutive securities number of shares	2,415,000	753,000
Stock Options [Member]
Antidilutive securities number of shares	714,000	692,000
Warrants [Member]
Antidilutive securities number of shares	1,324,000	42,000
ESPP Shares [Member]
Antidilutive securities number of shares	8,000	7,000
Convertible Preferred Shares [Member]
Antidilutive securities number of shares	369,000
Exchange Rights [Member]
Antidilutive securities number of shares		12,000

Net Income (Loss) Per Share -58

Net Income (Loss) Per Share - Schedule of Reconciliation of Weighted Average Shares Outstanding for Basic and Diluted Loss Per Share (Details) - shares	3 Months Ended								12 Months Ended
	Dec. 31, 2016	Sep. 30, 2016	Jun. 30, 2016	Mar. 31, 2016	Dec. 31, 2015	Sep. 30, 2015	Jun. 30, 2015	Mar. 31, 2015	Dec. 31, 2016		Dec. 31, 2015
Earnings Per Share [Abstract]
Weighted average shares outstanding - basic	5,360,000	5,335,000	4,485,000	3,383,000	3,376,000	3,373,000	3,366,000	3,364,000	4,647,983	[1]	3,369,808	[1]
Dilutive potential common shares											3,000
Weighted average shares outstanding - fully diluted	5,360,000	5,335,000	4,485,000	3,383,000	3,376,000	3,377,000	3,370,000	3,369,000	4,647,983	[1]	3,373,180	[1]
[1]	Restated for a 1-for-10 reverse stock split effected February 27, 2017.

Employee Retirement Plan (Detai

Employee Retirement Plan (Details Narrative)	12 Months Ended
	Dec. 31, 2016
Compensation and Retirement Disclosure [Abstract]
Defined contribution maximum of their annual salary percentage	90.00%

Commitments and Contingencies60

Commitments and Contingencies (Details Narrative) - USD ($) $ in Thousands	Mar. 07, 2016	Mar. 12, 2013	Apr. 30, 2014	Dec. 31, 2016	Dec. 31, 2015	Apr. 30, 2016
Lease expiration date				Jun. 30, 2018
Operating leases, rent expense				$ 494	$ 519
Royalty payments		$ 35		$ 35
Royalty payment, percentage		5.50%		5.50%
Royalty description				The Company is required to pay a royalty of 30% of any sublicense fees it receives prior to receiving FDA approval and 25% of any sub-license fees it receives after FDA approval.
Legal fees				$ 1,398	1,370
Accrued royalties				790	$ 734
Maximum royalty payable on sale of combined products		5.50%
Supply Agreement [Member] | MiniFAB [Member]
Percentage of saving as per the agreement	16.00%
Purchase commitment remaining minimum amount committed	$ 4,500
Minimum percentage of purchase	50.00%
Marketing Agreement [Member] | OcuHub Business Inc [Member]
Marketing fee payments due			Mar. 31, 2019
Annual marketing fee			$ 100
Marketing agreement, quarterly payments						$ 25
2017 [Member]
Future minimum obligation				354
2018 [Member]
Future minimum obligation				$ 182

Commitments and Contingencies -

Commitments and Contingencies - Schedule of Future Minimum Payments (Details) $ in Thousands	Dec. 31, 2016USD ($)
2006 Agreement [Member]
2,017	$ 35
2,018	35
2,019	35
2,020	35
2,021	35
Thereafter	210
Total	385
2003 Agreement [Member]
2,017	35
2,018	35
2,019	35
2,020	35
2,021	35
Thereafter	210
Total	$ 385

Quarterly Financial Data (Una62

Quarterly Financial Data (Unaudited) - Schedule of Quarterly Financial Data (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended								12 Months Ended
	Dec. 31, 2016	Sep. 30, 2016	Jun. 30, 2016	Mar. 31, 2016	Dec. 31, 2015	Sep. 30, 2015	Jun. 30, 2015	Mar. 31, 2015	Dec. 31, 2016		Dec. 31, 2015
Quarterly Financial Information Disclosure [Abstract]
Revenue	$ 7,121	$ 7,223	$ 6,903	$ 6,767	$ 6,791	$ 6,612	$ 6,345	$ 5,408	$ 28,014		$ 25,156
Loss from operations	(3,293)	(2,941)	(3,406)	(6,336)	(8,193)	(7,543)	(7,702)	(8,071)	(15,976)		(31,509)
Net loss	$ (4,340)	$ (3,982)	$ (4,344)	$ (7,254)	$ (8,925)	$ (8,064)	$ (8,072)	$ (8,168)	$ (19,920)		$ (33,229)
Weighted average number of shares outstanding, basic	5,360,000	5,335,000	4,485,000	3,383,000	3,376,000	3,373,000	3,366,000	3,364,000	4,647,983	[1]	3,369,808	[1]
Net loss per common share basic	$ (0.81)	$ (0.75)	$ (0.97)	$ (2.14)	$ (2.64)	$ (2.39)	$ (2.40)	$ (2.43)	$ (4.29)	[1]	$ (9.86)	[1]
Weighted average number of shares outstanding diluted	5,360,000	5,335,000	4,485,000	3,383,000	3,376,000	3,377,000	3,370,000	3,369,000	4,647,983	[1]	3,373,180	[1]
Net loss per common share diluted	$ (0.81)	$ (0.75)	$ (0.97)	$ (2.14)	$ (2.64)	$ (2.39)	$ (2.39)	$ (2.42)	$ (4.29)	[1]	$ (9.92)	[1]
[1]	Restated for a 1-for-10 reverse stock split effected February 27, 2017.

Subsequent Events (Details Narr

Subsequent Events (Details Narrative) - Subsequent Event [Member]	Feb. 24, 2017	Oct. 13, 2016
Stockholders' equity, reverse stock split	1-for-10 reverse stock split
Marketing Agreement [Member] | Physician Recommended Nutriceuticals [Member]
Agreement term		30 months
Demonstration period, description		The agreement has a demonstration period through December 31, 2017