TearLab (TEAR) 10-Q 14 Aug 17 2017 Q2 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	6 Months Ended
	Jun. 30, 2017	Aug. 07, 2017
Document And Entity Information
Entity Registrant Name	TearLab Corp
Entity Central Index Key	1,299,139
Document Type	10-Q
Document Period End Date	Jun. 30, 2017
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Filer Category	Smaller Reporting Company
Entity Common Stock, Shares Outstanding		5,742,453
Trading Symbol	TEAR
Document Fiscal Period Focus	Q2
Document Fiscal Year Focus	2,017

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands	Jun. 30, 2017	Dec. 31, 2016
Current assets
Cash	$ 10,235	$ 15,471
Accounts receivable, net	2,127	2,279
Inventory	2,880	3,193
Prepaid expenses and other current assets	1,092	1,226
Total current assets	16,334	22,169
Fixed assets, net	3,723	4,178
Intangible assets, net	29	60
Other non-current assets	99	220
Total assets	20,185	26,627
Current liabilities
Accounts payable	2,987	1,858
Accrued liabilities	3,236	3,958
Deferred rent	60	83
Total current liabilities	6,283	5,899
Long-term debt	27,371	26,449
Total liabilities	33,654	32,348
Commitments and contingencies (Note 8)
Stockholders’ deficit
Preferred Stock, $0.001 par value, 10,000,000 authorized, 0 and 2,764 issued and outstanding at June 30, 2017 and December 31, 2016, respectively
Common stock, $0.001 par value, 9,500,000 authorized, 5,735,732 and 5,360,198 issued and outstanding at June 30, 2017 and December 31, 2016, respectively	6	5
Additional paid-in capital	507,548	506,982
Accumulated deficit	(521,023)	(512,708)
Total stockholders’ deficit	(13,469)	(5,721)
Total liabilities and stockholders’ deficit	$ 20,185	$ 26,627

Condensed Consolidated Balance3

Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares	Jun. 30, 2017	Dec. 31, 2016
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	0	2,764
Preferred stock, shares issued	0	2,764
Common stock, par value	$ 0.001	$ 0.001
Common stock, shares authorized	9,500,000	9,500,000
Common stock, shares issued	5,735,732	5,360,198
Common stock, shares outstanding	5,735,732	5,360,198

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations and Comprehensive Loss (Unaudited) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016
Revenue
Product sales	$ 6,229	$ 5,428	$ 12,357	$ 10,930
Reader equipment rentals	785	1,475	1,358	2,740
Total revenue	7,014	6,903	13,715	13,670
Cost of goods sold
Cost of goods sold (excluding amortization of intangible assets)	2,682	2,465	5,224	5,005
Cost of goods sold - reader equipment depreciation	446	555	912	1,109
Gross profit	3,886	3,883	7,579	7,556
Operating expenses
Sales and marketing	3,304	3,364	6,636	8,000
Clinical, regulatory and research & development	1,110	661	2,675	1,799
General and administrative	2,309	2,960	4,496	6,891
Amortization of intangible assets		304		608
Total operating expenses	6,723	7,289	13,807	17,298
Loss from operations	(2,837)	(3,406)	(6,228)	(9,742)
Other income (expense)
Interest income (expense)	(1,048)	(1,046)	(2,076)	(1,929)
Changes in fair value of warrant obligations		2		29
Other, net	(9)	106	(11)	44
Total other income (expense)	(1,057)	(938)	(2,087)	(1,856)
Net loss and comprehensive loss	$ (3,894)	$ (4,344)	$ (8,315)	$ (11,598)
Weighted average shares outstanding - basic and fully diluted	5,731,293	4,484,925	5,551,334	3,933,746
Net loss per share – basic and fully diluted	$ (0.68)	$ (0.97)	$ (1.50)	$ (2.95)

Condensed Consolidated Stateme5

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016
OPERATING ACTIVITIES
Net loss for the period	$ (8,315)	$ (11,598)
Adjustments to reconcile net loss to cash used in operating activities:
Stock-based compensation	535	1,524
Depreciation of fixed assets	1,026	1,236
Amortization of intangible assets	30	644
Gain on disposal of subsidiary		(75)
Changes in fair value of warrant obligations		(29)
Deferred interest on long-term debt	612	688
Amortization of debt discount	310	136
Changes in operating assets and liabilities:
Accounts receivable, net	152	763
Inventory	313	665
Prepaid expenses and other assets	134	(335)
Other non-current assets	121	(71)
Accounts payable	1,129	85
Accrued liabilities	(722)	(2,049)
Deferred rent/revenue	(23)	(9)
Cash used in operating activities	(4,698)	(8,425)
INVESTING ACTIVITIES
Additions to fixed assets	(570)	(844)
Cash used in investing activities	(570)	(844)
FINANCING ACTIVITIES
Proceeds from the issuance equity instruments		15,457
Repurchase of fractional shares upon reverse stock split	(3)
Proceeds from the issuance of employee stock purchase plan shares	35	84
Cash provided by financing activities	32	15,541
Increase (decrease) in cash and cash equivalents during the period	(5,236)	6,272
Cash, beginning of period	15,471	13,838
Cash, end of period	10,235	20,110
Supplemental cash flow information
Cash paid for interest	$ 1,155	$ 1,110

Basis of Presentation

Basis of Presentation	6 Months Ended
	Jun. 30, 2017
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Basis of Presentation	1. BASIS OF PRESENTATION Nature of Operations TearLab Corporation (formerly OccuLogix, Inc.) The accompanying Condensed Consolidated Financial Statements include the accounts of the Company and all of its wholly owned subsidiaries. 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 Condensed Consolidated Financial Statements. In the three and six months ended June 30, 2016, the Company recorded a gain on the sale of OcuHub of $75, included in Other income (expense) on the Condensed Consolidated Statement 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 Condensed Consolidated Financial Statements have been retroactively adjusted to reflect the reverse stock split. Liquidity and Going Concern The accompanying Condensed 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 $8,315 and $11,598 for the six months ended June 30, 2017 and 2016, respectively. Based on the Company’s current rate of cash consumption, the Company estimates it will need additional capital by 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	6 Months Ended
	Jun. 30, 2017
Accounting Policies [Abstract]
Significant Accounting Policies	2. SIGNIFICANT ACCOUNTING POLICIES The Condensed Consolidated Balance Sheet at December 31, 2016 has been derived from the audited consolidated financial statements at that date but does not include all of the information and footnotes required by accounting principles generally accepted in the United States (“U.S. GAAP”) for complete financial statements. These unaudited interim Condensed Consolidated Financial Statements have been prepared using significant accounting policies that are consistent with the policies used in preparing the Company’s audited consolidated financial statements for the year ended December 31, 2016. The audited financial statements for the year ended December 31, 2016, filed with the SEC with the Company’s annual report on Form 10-K on March 10, 2017 include a summary of significant accounting policies and should be read in conjunction with this Form 10-Q. Management believes that all adjustments necessary for the fair presentation of results, consisting of normally recurring items, have been included in the unaudited Condensed Consolidated Financial Statements for the interim periods presented. Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenue and expenses during the reporting period. 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, and the fair value of stock options and warrants. 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’s timing of revenue recognition is impacted by factors such as passage of title, payments and customer acceptance. 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 Condensed 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 Condensed 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. Although the Company typically has a no return policy for its products, the Company has established a reserve for product sales that contain an implicit right of return. The Company reserves for estimated returns or refunds by reducing revenues at the time of shipment based on historical experience. The reserve of $12 and $13 as of June 30, 2017 and December 31, 2016, respectively, has reduced revenue and is included in accounts receivable. 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 2016-15”), 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 Compensation–Stock Compensation (“ASU 2016-09”), which requires that excess tax benefits and tax deficiencies be recorded in the income statement as a reduction or increase of income taxes when an award vests. It also requires excess tax benefits to be classified as an operating activity in the statement of cash flows. In addition, it simplifies other aspects of share-based payment transactions, including classification of awards that permit repurchase to satisfy statutory tax withholding requirements and classification of tax payments on behalf of employees on the statement of cash flows. The Company adopted this guidance in the first quarter 2017, and it did not have a material effect on the Company’s Condensed Consolidated Financial Statements. 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 July 2015, the FASB issued Accounting Standards Update No. 2015-11, Inventory- Simplifying the Measurement of Inventory (“ASU 2015-11”). ASU 2015-11 became effective January 1, 2017. Under ASU 2015-11, the Company measures inventory at the lower of cost or net realizable value, where net realizable value is defined as the estimated selling price in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. ASU 2015-11 was applied prospectively beginning January 1, 2017. The change to lower of cost or net realizable value had no impact on the Company’s 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. The Company expects to finalize its assessment of the impact of the new standard on its financial statements in 2017 so it can implement ASU 2014-09, on a modified retrospective basis, in the first quarter of 2018. The Company does not expect the guidance to have a material impact on the amounts reported in the financial statements, but it will require enhanced footnote disclosures regarding the Company’s recognition of revenue.

Balance Sheet Details

Balance Sheet Details	6 Months Ended
	Jun. 30, 2017
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Balance Sheet Details	3. BALANCE SHEET DETAILS Accounts receivable June 30, 2017 December 31, 2016 Trade receivables $ 2,638 $ 2,928 Allowance for doubtful accounts (511 ) (649 ) $ 2,127 $ 2,279 Inventory Inventory is recorded at the lower of cost or net realizable value and consists of finished goods. Inventory is accounted for on a first-in, first-out basis. June 30, 2017 December 31, 2016 Finished goods $ 2,899 $ 3,210 Inventory reserves (19 ) (17 ) $ 2,880 $ 3,193 The Company evaluates inventory for estimated excess quantities and obsolescence, based on expected future sales levels and projections of future demand, and establishes inventory reserves for obsolete and excess inventories. In addition, the Company assesses the impact of changing technology and market conditions. The Company has entered into a long term purchase commitment to buy the test cards from MiniFAB (Note 8). As part of its analysis of excess or obsolete inventories, the Company considers future annual minimum purchases, estimated future usage and the expiry dating of the cards to determine if any inventory reserve is needed. Prepaid expenses and other current assets June 30, 2017 December 31, 2016 Prepaid trade shows 296 $ 217 Prepaid insurance 193 326 Manufacturing deposits 282 282 Subscriptions 243 297 Other fees and services 78 66 Other current assets - 38 $ 1,092 $ 1,226 Fixed assets June 30, 2017 December 31, 2016 Capitalized TearLab equipment $ 9,278 $ 9,095 Leasehold improvements 60 60 Computer equipment and software 920 932 Furniture and office equipment 272 271 Medical equipment 781 500 $ 11,311 $ 10,858 Less accumulated depreciation (7,588 ) (6,680 ) $ 3,723 $ 4,178 Depreciation expense was $1,026 and $1,236 for the six months ended June 30, 2017 and 2016, respectively, and $505 and $617, respectively, for the three months ended June 30, 2017 and 2016. Accrued liabilities June 30, 2017 December 31, 2016 Due to professionals $ 296 $ 81 Due to employees and directors 1,274 2,200 Sales and use tax liabilities 262 247 Royalty liability 427 854 Warranty 129 124 Other 848 452 $ 3,236 $ 3,958

Intangible Assets

Intangible Assets	6 Months Ended
	Jun. 30, 2017
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 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, included in amortization of intangibles line item in the Condensed Consolidated Statements of Operations and Comprehensive Loss, was fully amortized in November 2016. Amortization expense for the three months ended June 30, 2017 and 2016 was $15 and $329, respectively. Amortization expense for the six months ended June 30, 2017 and 2016 was $30 and $644, respectively. Intangible assets subject to amortization consist of the following: Remaining Net Book Useful Life Gross Value at Accumulated Value at (Years) June 30, 2017 Amortization June 30, 2017 TearLab® technology 0 $ 12,172 $ (12,172 ) $ - Patents and trademarks 1 271 (253 ) 18 Prescriber list 1 90 (79 ) 11 Total $ 12,533 $ (12,504 ) $ 29 Net Book Gross Value at Accumulated Value at December 31, 2016 Amortization December 31, 2016 TearLab® technology 0 $ 12,172 $ (12,172 ) $ - Patents and trademarks 1 271 (245 ) 26 Prescriber list 1 90 (56 ) 34 Total $ 12,533 $ (12,473 ) $ 60 The estimated amortization expense for the intangible assets for the remainder of 2017 and thereafter is as follows: Amortization of intangible assets Remainder of 2017 $ 19 Thereafter 10 $ 29

Term Loan

Term Loan	6 Months Ended
	Jun. 30, 2017
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 Condensed Consolidated Balance Sheets as of June 30, 2017 and 2016. 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 $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 June 30, 2017, 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 Condensed Consolidated Balance Sheets 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 June 30, 2017 and related maturities of outstanding principal: Prinicpal balance outstanding $ 25,000 PIK interest 2,488 Facility fee 536 less discount on term loan: deferred financing fees, net (376 ) detachable warrants, net (277 ) Total term loan $ 27,371 Principal due for each of the next 5 years and in the aggregate: 2017 $ - 2018 - 2019 10,308 2020 13,744 2021 3,972 Total principal due 28,024 Less: discount on term loan (653 ) Total term loan $ 27,371

Stockholders' Equity

Stockholders' Equity	6 Months Ended
	Jun. 30, 2017
Equity [Abstract]
Stockholders' Equity	6. STOCKHOLDERS’ EQUITY (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. All the Preferred Stock converted into an aggregate of 438,910 shares of common stock prior to June 30, 2017. The common stock, the Series A Convertible Preferred Stock, and the Series A Warrants are all included in equity in the Company’s Condensed Consolidated Balance Sheets as of June 30, 2017 and 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 (c) Stock incentive plan On June 23, 2017 the Company’s stockholders approved an amendment to the 2002 Stock Incentive Plan (the “Stock Incentive Plan”), to increase the total number of shares reserved for issuance to 1,070,000 from 720,000. Stock Incentive Plan shares are available for grant to employees, directors and consultants. Shares granted under the Stock Incentive Plan may be incentive stock options, non-statutory stock options, stock appreciation rights, restricted stock or restricted share units. 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. Share-based payment transactions with employees are 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 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 Condensed Consolidated Statements of Operations and Comprehensive Loss (in thousands): Three months ended Six months ended June 30, June 30, 2017 2016 2017 2016 Sales and marketing $ 111 $ 253 $ 257 $ 421 Clinical, regulatory and research and development 41 114 84 230 General and administrative 94 444 194 873 Stock-based compensation expense before income taxes $ 246 $ 811 $ 535 $ 1,524 (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 invest more than $25 worth of stock in the plan during each calendar year or more than 500 shares per offering period. During the three months ended June 30, 2017 and 2016, the Company recorded $2 and $4, of expense, respectively, under the ESPP. During the six months ended June 30, 2017 and 2016, the Company recorded $5 and $7 of expense, respectively, under the ESPP. During the six months ended June 30, 2017 and 2016, the Company issued 7,512 and 6,774 shares of common stock, respectively, under the ESPP. On July 3, 2017, the Company issued an additional 6,721 shares of common stock under the ESPP. (e) Warrants 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 Condensed Consolidated Balance Sheets as of June 30, 2017 and December 31, 2016. 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 six months ended June 30, 2017 or 2016. 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. 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. (f) Exchange Right In August 2014, the Company sold membership units in OcuHub 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 385,800 shares of the Company’s common stock.

Net Income (Loss) Per Share

Net Income (Loss) Per Share	6 Months Ended
	Jun. 30, 2017
Earnings Per Share [Abstract]
Net Income (Loss) Per Share	7. 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 securities were not included in the calculation of diluted earnings per share because their effects were anti-dilutive: (in thousands of shares) As of June 30, 2017 2016 Stock options 707 740 Warrants 1,324 1,220 ESPP shares 7 7 Total 2,038 1,967

Commitments and Contingencies

Commitments and Contingencies	6 Months Ended
	Jun. 30, 2017
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	8. 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 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. Future minimum royalty payments under this agreement as of June 30, 2017 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 June 30, 2017 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, for the purchase and delivery of individual osmolarity test cards with the freight costs borne by MiniFab. The Company has the benefit of a lower purchase price that will remain in place until the earlier of, the Company reaches an annual volume of 4.5 million test cards or March 31, 2018. Certain savings from freight costs will remain in place throughout the agreement. The Supply Agreement requires, 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 July 2011 agreement between MiniFAB and the Company. In April 2014, the Company guaranteed a marketing agreement entered into by OcuHub. The underlying marketing agreement calls for an annual marketing fee of $100, with payments due quarterly through March 31, 2019. If OcuHub fails to perform its obligations under the terms of the marketing agreement, the Company would 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 material litigation.

Significant Accounting Polici14

Significant Accounting Policies (Policies)	6 Months Ended
	Jun. 30, 2017
Accounting Policies [Abstract]
Use of Estimates	Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenue and expenses during the reporting period. 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, and the fair value of stock options and warrants.
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’s timing of revenue recognition is impacted by factors such as passage of title, payments and customer acceptance. 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 Condensed 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 Condensed 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. Although the Company typically has a no return policy for its products, the Company has established a reserve for product sales that contain an implicit right of return. The Company reserves for estimated returns or refunds by reducing revenues at the time of shipment based on historical experience. The reserve of $12 and $13 as of June 30, 2017 and December 31, 2016, respectively, has reduced revenue and is included in accounts receivable.
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 2016-15”), 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 Compensation–Stock Compensation (“ASU 2016-09”), which requires that excess tax benefits and tax deficiencies be recorded in the income statement as a reduction or increase of income taxes when an award vests. It also requires excess tax benefits to be classified as an operating activity in the statement of cash flows. In addition, it simplifies other aspects of share-based payment transactions, including classification of awards that permit repurchase to satisfy statutory tax withholding requirements and classification of tax payments on behalf of employees on the statement of cash flows. The Company adopted this guidance in the first quarter 2017, and it did not have a material effect on the Company’s Condensed Consolidated Financial Statements. 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 July 2015, the FASB issued Accounting Standards Update No. 2015-11, Inventory- Simplifying the Measurement of Inventory (“ASU 2015-11”). ASU 2015-11 became effective January 1, 2017. Under ASU 2015-11, the Company measures inventory at the lower of cost or net realizable value, where net realizable value is defined as the estimated selling price in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. ASU 2015-11 was applied prospectively beginning January 1, 2017. The change to lower of cost or net realizable value had no impact on the Company’s 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. The Company expects to finalize its assessment of the impact of the new standard on its financial statements in 2017 so it can implement ASU 2014-09, on a modified retrospective basis, in the first quarter of 2018. The Company does not expect the guidance to have a material impact on the amounts reported in the financial statements, but it will require enhanced footnote disclosures regarding the Company’s recognition of revenue.

Balance Sheet Details (Tables)

Balance Sheet Details (Tables)	6 Months Ended
	Jun. 30, 2017
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Schedule of Accounts Receivable	June 30, 2017 December 31, 2016 Trade receivables $ 2,638 $ 2,928 Allowance for doubtful accounts (511 ) (649 ) $ 2,127 $ 2,279
Schedule of Inventory	June 30, 2017 December 31, 2016 Finished goods $ 2,899 $ 3,210 Inventory reserves (19 ) (17 ) $ 2,880 $ 3,193
Summary of Prepaid Expenses and Other Current Assets	June 30, 2017 December 31, 2016 Prepaid trade shows 296 $ 217 Prepaid insurance 193 326 Manufacturing deposits 282 282 Subscriptions 243 297 Other fees and services 78 66 Other current assets - 38 $ 1,092 $ 1,226
Schedule of Fixed Assets	June 30, 2017 December 31, 2016 Capitalized TearLab equipment $ 9,278 $ 9,095 Leasehold improvements 60 60 Computer equipment and software 920 932 Furniture and office equipment 272 271 Medical equipment 781 500 $ 11,311 $ 10,858 Less accumulated depreciation (7,588 ) (6,680 ) $ 3,723 $ 4,178
Schedule of Accrued Liabilities	June 30, 2017 December 31, 2016 Due to professionals $ 296 $ 81 Due to employees and directors 1,274 2,200 Sales and use tax liabilities 262 247 Royalty liability 427 854 Warranty 129 124 Other 848 452 $ 3,236 $ 3,958

Intangible Assets (Tables)

Intangible Assets (Tables)	6 Months Ended
	Jun. 30, 2017
Goodwill and Intangible Assets Disclosure [Abstract]
Schedule of Amortization of Intangible Assets	Intangible assets subject to amortization consist of the following: Remaining Net Book Useful Life Gross Value at Accumulated Value at (Years) June 30, 2017 Amortization June 30, 2017 TearLab® technology 0 $ 12,172 $ (12,172 ) $ - Patents and trademarks 1 271 (253 ) 18 Prescriber list 1 90 (79 ) 11 Total $ 12,533 $ (12,504 ) $ 29 Net Book Gross Value at Accumulated Value at December 31, 2016 Amortization December 31, 2016 TearLab® technology 0 $ 12,172 $ (12,172 ) $ - Patents and trademarks 1 271 (245 ) 26 Prescriber list 1 90 (56 ) 34 Total $ 12,533 $ (12,473 ) $ 60
Schedule of Estimated Amortization Expense of Intangible Assets	Amortization of intangible assets Remainder of 2017 $ 19 Thereafter 10 $ 29

Term Loan (Tables)

Term Loan (Tables)	6 Months Ended
	Jun. 30, 2017
Debt Disclosure [Abstract]
Schedule of Term Loan	The following is a summary of the Term Loan Agreement as of June 30, 2017 and related maturities of outstanding principal: Prinicpal balance outstanding $ 25,000 PIK interest 2,488 Facility fee 536 less discount on term loan: deferred financing fees, net (376 ) detachable warrants, net (277 ) Total term loan $ 27,371
Schedule of Maturities of Outstanding Principal of Term Loan	Principal due for each of the next 5 years and in the aggregate: 2017 $ - 2018 - 2019 10,308 2020 13,744 2021 3,972 Total principal due 28,024 Less: discount on term loan (653 ) Total term loan $ 27,371

Stockholders' Equity (Tables)

Stockholders' Equity (Tables)	6 Months Ended
	Jun. 30, 2017
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 Condensed Consolidated Statements of Operations and Comprehensive Loss (in thousands): Three months ended Six months ended June 30, June 30, 2017 2016 2017 2016 Sales and marketing $ 111 $ 253 $ 257 $ 421 Clinical, regulatory and research and development 41 114 84 230 General and administrative 94 444 194 873 Stock-based compensation expense before income taxes $ 246 $ 811 $ 535 $ 1,524

Net Income (Loss) Per Share (Ta

Net Income (Loss) Per Share (Tables)	6 Months Ended
	Jun. 30, 2017
Earnings Per Share [Abstract]
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share	The following securities were not included in the calculation of diluted earnings per share because their effects were anti-dilutive: (in thousands of shares) As of June 30, 2017 2016 Stock options 707 740 Warrants 1,324 1,220 ESPP shares 7 7 Total 2,038 1,967

Commitments and Contingencies (

Commitments and Contingencies (Tables)	6 Months Ended
	Jun. 30, 2017
2006 Agreement [Member]
Schedule of Future Minimum Payments	Future minimum royalty payments under this agreement as of June 30, 2017 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 June 30, 2017 are as follows: 2017 $ 35 2018 35 2019 35 2020 35 2021 35 Thereafter 210 Total $ 385

Basis of Presentation (Details

Basis of Presentation (Details Narrative) - USD ($) $ in Thousands	Feb. 27, 2017	Apr. 08, 2016	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016
Gain on disposal of subsidiary						$ 75
Reserve stock split	1-for-10 reverse stock split
Net income (loss)			$ 3,894	$ 4,344	$ 8,315	$ 11,598
OcuHub Business Inc [Member]
Owned subsidiary, in units		10,167.5
Ownership percentage		10.50%

Significant Accounting Polici22

Significant Accounting Policies (Details Narrative) - USD ($) $ in Thousands	6 Months Ended	12 Months Ended
	Jun. 30, 2017	Dec. 31, 2016
Accounting Policies [Abstract]
Reserve of product sales	$ 12	$ 13

Balance Sheet Details (Details

Balance Sheet Details (Details Narrative) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Depreciation expense	$ 505	$ 617	$ 1,026	$ 1,236

Balance Sheet Details - Schedul

Balance Sheet Details - Schedule of Accounts Receivable (Details) - USD ($) $ in Thousands	Jun. 30, 2017	Dec. 31, 2016
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Trade receivables	$ 2,638	$ 2,928
Allowance for doubtful accounts	(511)	(649)
Accounts receivable net	$ 2,127	$ 2,279

Balance Sheet Details - Sched25

Balance Sheet Details - Schedule of Inventory (Details) - USD ($) $ in Thousands	Jun. 30, 2017	Dec. 31, 2016
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Finished goods	$ 2,899	$ 3,210
Inventory reserves	(19)	(17)
Inventory net	$ 2,880	$ 3,193

Balance Sheet Details - Summary

Balance Sheet Details - Summary of Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands	Jun. 30, 2017	Dec. 31, 2016
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Prepaid trade shows	$ 296	$ 217
Prepaid insurance	193	326
Manufacturing deposits	282	282
Subscriptions	243	297
Other fees and services	78	66
Other current assets		38
Prepaid expense and other current assets	$ 1,092	$ 1,226

Balance Sheet Details - Sched27

Balance Sheet Details - Schedule of Fixed Assets (Details) - USD ($) $ in Thousands	Jun. 30, 2017	Dec. 31, 2016
Property plant and equipment, gross	$ 11,311	$ 10,858
Less accumulated depreciation	(7,588)	(6,680)
Property plant and equipment net	3,723	4,178
Capitalized TearLab Equipment [Member]
Property plant and equipment, gross	9,278	9,095
Leasehold Improvements [Member]
Property plant and equipment, gross	60	60
Computer Equipment and Software [Member]
Property plant and equipment, gross	920	932
Furniture and Office Equipment [Member]
Property plant and equipment, gross	272	271
Medical Equipment [Member]
Property plant and equipment, gross	$ 781	$ 500

Balance Sheet Details - Sched28

Balance Sheet Details - Schedule of Accrued Liabilities (Details) - USD ($) $ in Thousands	Jun. 30, 2017	Dec. 31, 2016
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Due to professionals	$ 296	$ 81
Due to employees and directors	1,274	2,200
Sales and use tax liabilities	262	247
Royalty liability	427	854
Warranty	129	124
Other	848	452
Accrued liabilities current	$ 3,236	$ 3,958

Intangible Assets (Details Narr

Intangible Assets (Details Narrative) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016
Goodwill and Intangible Assets Disclosure [Abstract]
Amortization expense	$ 15	$ 329	$ 30	$ 644

Intangible Assets - Schedule of

Intangible Assets - Schedule of Amortization of Intangible Assets (Details) - USD ($) $ in Thousands	6 Months Ended	12 Months Ended
	Jun. 30, 2017	Dec. 31, 2016
Gross Value	$ 12,533	$ 12,533
Accumulated Amortization	(12,504)	(12,473)
Net Book Value	$ 29	$ 60
TearLab Technology [Member]
Remaining Useful Life (Years)	0 years	0 years
Gross Value	$ 12,172	$ 12,172
Accumulated Amortization	(12,172)	(12,172)
Net Book Value
Patents and Trademarks [Member]
Remaining Useful Life (Years)	1 year	1 year
Gross Value	$ 271	$ 271
Accumulated Amortization	(253)	(245)
Net Book Value	$ 18	$ 26
Prescriber List [Member]
Remaining Useful Life (Years)	1 year	1 year
Gross Value	$ 90	$ 90
Accumulated Amortization	(79)	(56)
Net Book Value	$ 11	$ 34

Intangible Assets - Schedule 31

Intangible Assets - Schedule of Estimated Amortization Expense for Intangible Assets (Details) - Indefinite-lived Intangible Assets [Member] $ in Thousands	Jun. 30, 2017USD ($)
Remainder of 2017	$ 19
Thereafter	10
Total	$ 29

Term Loan (Details Narrative)

Term Loan (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands	Apr. 08, 2016	Oct. 06, 2015	Mar. 04, 2015	Jun. 30, 2017	Dec. 31, 2016
Long-term debt				$ 27,371	$ 26,449
Financing and legal fees to long-term debt				$ (536)
Term Loan Agreement [Member] | CRG LP Additional Warrants [Member]
Warrants to purchase common shares	35,000			35,000
Warrants exercise price	$ 15			$ 15
Term Loan Agreement [Member] | CRG LP Additional Warrants [Member] | Maximum [Member]
Warrants exercise price				50
Term Loan Agreement [Member] | CRG LP Additional Warrants [Member] | Minimum [Member]
Warrants exercise price				$ 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			Mar. 31, 2021
Debt instrument interest rate percentage			13.00%
Warrants to purchase common shares		35,000
Warrants exercise price		$ 50
Warrants term				5 years
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	Jun. 30, 2017	Dec. 31, 2016
Debt Disclosure [Abstract]
Principal balance outstanding	$ 25,000
PIK interest	2,488
Facility fee	536
Deferred financing fees, net	(376)
Fair value of detachable warrants, net	(277)
Total term loan	$ 27,371	$ 26,449

Term Loan - Schedule of Maturit

Term Loan - Schedule of Maturities of Outstanding Principal of Term Loan (Details) - USD ($) $ in Thousands	Jun. 30, 2017	Dec. 31, 2016
Debt Disclosure [Abstract]
2,017
2,018
2,019	10,308
2,020	13,744
2,021	3,972
Total principal due	28,024
Less: discount on term loan	(653)
Total term loan	$ 27,371	$ 26,449

Stockholders' Equity (Details N

Stockholders' Equity (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands	Jun. 23, 2017	Feb. 27, 2017	May 09, 2016	Apr. 08, 2016	Apr. 07, 2016	Oct. 08, 2015	Mar. 31, 2016	Aug. 31, 2014	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016	Dec. 31, 2016	Jun. 24, 2016
Reserve stock split		1-for-10 reverse stock split
Common stock shares authorized									9,500,000		9,500,000		9,500,000	9,500,000
Common stock shares authorized previously														6,500,000
Common stock par value									$ 0.001		$ 0.001		$ 0.001	$ 0.001
Preferred stock shares authorized									10,000,000		10,000,000		10,000,000	10,000,000
Preferred stock par value									$ 0.001		$ 0.001		$ 0.001	$ 0.001
Stock issued during period, shares new issue			1,861,090
Preferred stock, issued									0		0		2,764
Proceeds from issuance or sale of equity												$ 15,457
Allocated share-based compensation expense									$ 246	$ 811	$ 535	1,524
Term Loan Agreement [Member] | Tranche One [Member]
Proceeds from issuance of long-term debt						$ 10,000
OcuHub Business Inc [Member]
Stock issued during period, shares new issue							385,800
Membership unit percentage								2.00%
Stock Incentive Plan [Member]
Share-based compensation expiration period											10 years
Percentage of ownership exercisable options expire									10.00%		10.00%
Expected weighted-average period											5 years
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%		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 reserved for issuance	720,000
Stock Incentive Plan [Member] | Employees, Directors and Consultants [Member] | Maximum [Member]
Share-based compensation number of shares reserved for issuance	1,070,000
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		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									$ 2	$ 4	$ 5	$ 7
Stock issued during period number of shares of employee stock purchase plans											7,512	6,774
July 3, 2017 [Member] | Employee Stock Purchase Plan 2014 [Member]
Stock issued during period number of shares of employee stock purchase plans												6,721
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
Series A Warrants [Member] | Black-Scholes Merton Model [Member]
Class of warrant or right number of securities called by warrants or rights			1,253,500
Class of warrant or right exercise price of warrants or rights			$ 11.25
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
CRG Warrants [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		$ 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		35,000
Class of warrant or right exercise price of warrants or rights				$ 15					$ 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%
CRG LP Additional Warrants [Member] | Term Loan Agreement [Member] | Maximum [Member]
Class of warrant or right exercise price of warrants or rights									50		50
CRG LP Additional Warrants [Member] | Term Loan Agreement [Member] | Minimum [Member]
Class of warrant or right exercise price of warrants or rights									$ 15		$ 15

Stockholders' Equity - Schedule

Stockholders' Equity - Schedule of Common and Preferred Shares (Details) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016
Proceeds from issuance or sale of equity		$ 15,457
Common Stock [Member]
Proceeds from issuance or sale of equity	9,632
Series A Convertible 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 - Schedu37

Stockholders' Equity - Schedule of Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016
Stock-based compensation expense before income taxes	$ 246	$ 811	$ 535	$ 1,524
Sales and Marketing [Member]
Stock-based compensation expense before income taxes	111	253	257	421
Clinical, Regulatory and Research and Development [Member]
Stock-based compensation expense before income taxes	41	114	84	230
General and Administrative [Member]
Stock-based compensation expense before income taxes	$ 94	$ 444	$ 194	$ 873

Net Income (Loss) Per Share - S

Net Income (Loss) Per Share - Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share (Details) - shares	6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016
Antidilutive securities number of shares	2,038,000	1,967,000
Stock Options [Member]
Antidilutive securities number of shares	707,000	740,000
Warrants [Member]
Antidilutive securities number of shares	1,324,000	1,220,000
ESPP Shares [Member]
Antidilutive securities number of shares	7,000	7,000

Commitments and Contingencies39

Commitments and Contingencies (Details Narrative) - USD ($) $ in Thousands	Mar. 07, 2016	Mar. 12, 2003	Apr. 30, 2014	Jun. 30, 2017
Lease expiration date				Jun. 30, 2018
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.
Maximum royalty payable on sale of combined products		5.50%
Supply Agreement [Member] | MiniFAB [Member]
Purchase commitment remaining minimum amount committed annual volume	annual volume of 4.5 million test cards or March 31, 2018
Marketing fee payments due	Mar. 31, 2019
Minimum percentage of purchase	50.00%
Marketing Agreement [Member] | OcuHub Business Inc [Member]
Annual marketing fee			$ 100
Marketing agreement, quarterly payments			$ 25

Commitments and Contingencies -

Commitments and Contingencies - Schedule of Future Minimum Payments (Details) $ in Thousands	Jun. 30, 2017USD ($)
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