Document_and_Entity_Informatio
Document and Entity Information Document | 9 Months Ended | |
Sep. 30, 2013 | Oct. 31, 2013 | |
Entity [Abstract] | ' | ' |
Entity Registrant Name | 'LDR HOLDING CORP | ' |
Entity Central Index Key | '0001348324 | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Entity Filer Category | 'Non-accelerated Filer | ' |
Document Type | '10-Q | ' |
Document Period End Date | 30-Sep-13 | ' |
Document Fiscal Year Focus | '2013 | ' |
Document Fiscal Period Focus | 'Q3 | ' |
Amendment Flag | 'false | ' |
Entity Common Stock, Shares Outstanding | ' | 23,425,869 |
CONDENSED_CONSOLIDATED_BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Current assets: | ' | ' |
Cash and cash equivalents | $11,632 | $19,135 |
Accounts receivable, net | 18,640 | 16,309 |
Inventory, net | 16,108 | 16,772 |
Other current assets | 4,355 | 3,768 |
Prepaid expenses | 2,401 | 806 |
Total current assets | 53,136 | 56,790 |
Property and equipment, net | 12,261 | 12,296 |
Goodwill | 6,621 | 6,621 |
Intangible assets, net | 2,742 | 2,619 |
Restricted cash | 2,000 | 2,000 |
Related party notes receivable | 0 | 270 |
Deferred tax assets | 539 | 554 |
Other assets | 354 | 441 |
Total assets | 77,653 | 81,591 |
Current liabilities: | ' | ' |
Current portion of long-term debt | 1,900 | 1,903 |
Line of credit, net of discount | 18,215 | 0 |
Current portion of capital lease payable | 14 | 32 |
Accounts payable | 6,276 | 7,855 |
Accrued expenses | 13,102 | 10,727 |
Short-term financing | 2,747 | 1,772 |
Deferred tax liabilities | 533 | 542 |
Total current liabilities | 42,787 | 22,831 |
Line of credit, net of discount | 0 | 18,985 |
Long-term debt, net of discount and current portion | 30,363 | 30,326 |
Warrants and Rights Outstanding | 9,760 | 4,167 |
Long-term capital lease payable, net of current portion | 8 | 9 |
Other long-term liabilities | 1,922 | 904 |
Total liabilities | 84,840 | 77,222 |
Commitments and contingencies | ' | ' |
Stockholders' deficit: | ' | ' |
Common stock; $0.001 par value; 18,167,361 shares authorized at September 30, 2013 and December 31, 2012; 4,756,736 and 4,642,143 shares issued and outstanding at September 30, 2013 and December 31, 2012, respectively | 5 | 5 |
Additional paid-in capital | 26,332 | 25,603 |
Accumulated other comprehensive income (loss) | 88 | -457 |
Accumulated deficit | -68,656 | -55,826 |
Total stockholders' deficit | -42,187 | -30,631 |
Total liabilities, redeemable preferred stock and stockholders' deficit | 77,653 | 81,591 |
Redeemable Convertible Preferred Stock [Member] | ' | ' |
Current liabilities: | ' | ' |
Redeemable convertible preferred stock | 35,000 | 35,000 |
Series A-1 Convertible Preferred Stock [Member] | ' | ' |
Current liabilities: | ' | ' |
Redeemable convertible preferred stock | 11 | 11 |
Series A-2 Convertible Preferred Stock [Member] | ' | ' |
Current liabilities: | ' | ' |
Redeemable convertible preferred stock | 18 | 18 |
Series B Convertible Preferred Stock [Member] | ' | ' |
Current liabilities: | ' | ' |
Redeemable convertible preferred stock | 15 | 15 |
Pro Forma [Member] | ' | ' |
Current assets: | ' | ' |
Cash and cash equivalents | 58,365 | ' |
Accounts receivable, net | 18,640 | ' |
Inventory, net | 16,108 | ' |
Other current assets | 4,355 | ' |
Prepaid expenses | 2,401 | ' |
Total current assets | 99,869 | ' |
Property and equipment, net | 12,261 | ' |
Goodwill | 6,621 | ' |
Intangible assets, net | 2,742 | ' |
Restricted cash | 2,000 | ' |
Related party notes receivable | 0 | ' |
Deferred tax assets | 539 | ' |
Other assets | 225 | ' |
Total assets | 124,257 | ' |
Current liabilities: | ' | ' |
Current portion of long-term debt | 1,900 | ' |
Line of credit, net of discount | 18,215 | ' |
Current portion of capital lease payable | 14 | ' |
Accounts payable | 6,276 | ' |
Accrued expenses | 13,102 | ' |
Short-term financing | 2,747 | ' |
Deferred tax liabilities | 533 | ' |
Total current liabilities | 42,787 | ' |
Line of credit, net of discount | 0 | ' |
Long-term debt, net of discount and current portion | 2,873 | ' |
Warrants and Rights Outstanding | 9,760 | ' |
Long-term capital lease payable, net of current portion | 8 | ' |
Other long-term liabilities | 0 | ' |
Total liabilities | 55,428 | ' |
Commitments and contingencies | ' | ' |
Stockholders' deficit: | ' | ' |
Common stock; $0.001 par value; 18,167,361 shares authorized at September 30, 2013 and December 31, 2012; 4,756,736 and 4,642,143 shares issued and outstanding at September 30, 2013 and December 31, 2012, respectively | 24 | ' |
Additional paid-in capital | 149,900 | ' |
Accumulated other comprehensive income (loss) | 88 | ' |
Accumulated deficit | -81,183 | ' |
Total stockholders' deficit | 68,829 | ' |
Total liabilities, redeemable preferred stock and stockholders' deficit | 124,257 | ' |
Pro Forma [Member] | Redeemable Convertible Preferred Stock [Member] | ' | ' |
Current liabilities: | ' | ' |
Redeemable convertible preferred stock | 0 | ' |
Pro Forma [Member] | Series A-1 Convertible Preferred Stock [Member] | ' | ' |
Current liabilities: | ' | ' |
Redeemable convertible preferred stock | 0 | ' |
Pro Forma [Member] | Series A-2 Convertible Preferred Stock [Member] | ' | ' |
Current liabilities: | ' | ' |
Redeemable convertible preferred stock | 0 | ' |
Pro Forma [Member] | Series B Convertible Preferred Stock [Member] | ' | ' |
Current liabilities: | ' | ' |
Redeemable convertible preferred stock | $0 | ' |
CONDENSED_CONSOLIDATED_BALANCE1
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, except Share data, unless otherwise specified | ||
Preferred Stock, Par Value Per Share | $0.00 | ' |
Preferred Stock, Shares Authorized | 74,556,335 | ' |
Common Stock, Par Value Per Share | $0.00 | $0.00 |
Common Stock, Shares Authorized | 18,167,361 | 18,167,361 |
Common Stock, Shares, Issued | 4,756,736 | 4,642,143 |
Shares, outstanding | 4,756,736 | 4,642,143 |
Series A-1 Convertible Preferred Stock [Member] | ' | ' |
Preferred Stock, Par Value Per Share | $0.00 | $0.00 |
Preferred Stock, Shares Authorized | 11,120,119 | 11,120,119 |
Preferred Stock, Shares Issued | 11,120,119 | 11,120,119 |
Preferred Stock, Shares Outstanding | 11,120,119 | 11,120,119 |
Preferred Stock, Liquidation Preference | $10,000 | $10,000 |
Series A-2 Convertible Preferred Stock [Member] | ' | ' |
Preferred Stock, Par Value Per Share | $0.00 | $0.00 |
Preferred Stock, Shares Authorized | 18,097,848 | 18,097,848 |
Preferred Stock, Shares Issued | 18,097,848 | 18,097,848 |
Preferred Stock, Shares Outstanding | 18,097,848 | 18,097,848 |
Preferred Stock, Liquidation Preference | 3,145 | 3,145 |
Series B Convertible Preferred Stock [Member] | ' | ' |
Preferred Stock, Par Value Per Share | $0.00 | $0.00 |
Preferred Stock, Shares Authorized | 14,838,368 | 14,838,368 |
Preferred Stock, Shares Issued | 14,838,368 | 14,838,368 |
Preferred Stock, Shares Outstanding | 14,838,368 | 14,838,368 |
Preferred Stock, Liquidation Preference | $14,000 | $14,000 |
CONDENSED_CONSOLIDATED_STATEME
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS Statement (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Revenue | $27,195 | $20,948 | $79,616 | $65,952 |
Cost of goods sold | 4,093 | 3,577 | 12,561 | 10,709 |
Gross profit | 23,102 | 17,371 | 67,055 | 55,243 |
Operating expenses: | ' | ' | ' | ' |
Research and development | 2,473 | 2,252 | 7,215 | 8,537 |
Sales and marketing | 16,810 | 12,440 | 47,761 | 37,478 |
General and administrative | 4,725 | 3,443 | 13,498 | 10,682 |
Total operating expenses | 24,008 | 18,135 | 68,474 | 56,697 |
Operating loss | -906 | -764 | -1,419 | -1,454 |
Other operating income (expense): | ' | ' | ' | ' |
Other expense | -523 | -420 | -478 | -464 |
Interest income | 3 | 12 | 10 | 20 |
Interest expense | -1,516 | -1,409 | -4,379 | -3,216 |
Change in fair value of common stock warrants | -4,739 | -235 | -5,593 | -1,458 |
Total other income (expense), net | -6,775 | -2,052 | -10,440 | -5,118 |
Loss before income taxes | -7,681 | -2,816 | -11,859 | -6,572 |
Income tax expense | -303 | -234 | -971 | -703 |
Net loss | -7,984 | -3,050 | -12,830 | -7,275 |
Other comprehensive income (loss): | ' | ' | ' | ' |
Foreign currency translation | 984 | 545 | 545 | 24 |
Comprehensive loss | ($7,000) | ($2,505) | ($12,285) | ($7,251) |
Net loss per common share: | ' | ' | ' | ' |
Net loss per common share - basic and diluted (in dollars per share) | ($1.68) | ($0.66) | ($2.72) | ($1.58) |
Weighted average number of shares outstanding: | ' | ' | ' | ' |
Basic and diluted (in shares) | 4,754,997 | 4,616,916 | 4,721,601 | 4,610,710 |
Pro Forma [Member] | ' | ' | ' | ' |
Net loss per common share: | ' | ' | ' | ' |
Net loss per common share - basic and diluted (in dollars per share) | ($0.29) | ' | ($0.40) | ' |
Weighted average number of shares outstanding: | ' | ' | ' | ' |
Basic and diluted (in shares) | 23,422,862 | ' | 23,389,466 | ' |
CONDENSED_CONSOLIDATED_STATEME1
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 9 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 |
Operating activities: | ' | ' |
Net loss | ($12,830) | ($7,275) |
Adjustments to reconcile net loss to net cash used in operating activities: | ' | ' |
Bad debt expense | 375 | 332 |
Provision for excess and obsolete inventories | 789 | 848 |
Depreciation and amortization | 2,930 | 2,264 |
Stock-based compensation | 498 | 214 |
Accretion related to warrants and discounts on long-term debt | 1,353 | 901 |
Change in fair value of common stock warrants | 5,593 | 1,458 |
Loss on disposal of assets | 38 | 99 |
Unrealized foreign currency loss | 415 | 365 |
Changes in operating assets and liabilities: | ' | ' |
Cash restricted for line of credit agreement | 0 | -1,000 |
Accounts receivable | -2,675 | -2,292 |
Prepaid expenses and other current assets | -2,013 | 197 |
Inventory | 29 | -3,973 |
Other assets | 341 | 42 |
Accounts payable | -1,730 | 155 |
Accrued expenses | 2,285 | 2,394 |
Other long-term liabilities | 1,030 | 546 |
Net cash used in operating activities | -3,572 | -4,725 |
Investing activities: | ' | ' |
Proceeds from sale of property and equipment | 53 | 31 |
Purchase of intangible assets | -374 | -550 |
Purchase of property and equipment | -2,613 | -4,186 |
Net cash used in investing activities | -2,934 | -4,705 |
Financing activities: | ' | ' |
Exercise of stock options | 175 | 132 |
Payments on capital leases | -16 | -156 |
Net proceeds (payments) on short-term financings | 921 | 435 |
Proceeds from line of credit | 0 | 2,800 |
Payments on line of credit | -778 | 0 |
Proceeds from long-term debt | 0 | 15,000 |
Payments on long-term debt | -1,408 | -4,225 |
Debt issuance costs | 0 | -144 |
Proceeds from issuance of common stock | 0 | 9 |
Net cash provided by (used in) financing activities | -1,106 | 13,851 |
Effect of exchange rate on cash | 109 | -184 |
Net change in cash and cash equivalents | -7,503 | 4,237 |
Cash and cash equivalents, beginning of period | 19,135 | 5,599 |
Cash and cash equivalents, end of period | 11,632 | 9,836 |
Supplemental disclosure of interest and income taxes paid | ' | ' |
Cash paid for interest | 1,950 | 1,658 |
Cash paid for taxes | $1,186 | $1,033 |
Organization_and_Business_Desc
Organization and Business Description | 9 Months Ended |
Sep. 30, 2013 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' |
Organization and Business Description | ' |
Organization and Business Description | |
Description of Business | |
LDR Holding Corporation (Holding), a Delaware corporation, and its subsidiaries, LDR Spine USA, Inc. (Spine), LDR Medical, SAS (Medical) and LDR Brazil, LTDA (LDR Brazil) (collectively, the Company), operates as a medical device company that designs and commercializes novel and proprietary surgical technologies for the treatment of patients suffering from spine disorders. The Company’s primary products are based on the VerteBRIDGE fusion platform and Mobi non-fusion platform, both of which are designed for applications in the cervical and lumbar spine for both fusion and nonfusion surgical treatments. The Company has offices in Troyes, France; Santo Andre, Brazil; Beijing and Shanghai, China and in Austin, Texas, which serves the U.S. market and is the corporate headquarters. The primary markets for products are the U.S. and Western Europe. | |
Initial Public Offering | |
The Company completed an initial public offering (IPO) of its common stock in October 2013. See Note 18, Subsequent Events, for disclosures related to the IPO and other related transactions. | |
Unaudited Interim Results | |
In management’s opinion, the unaudited financial information for the interim periods presented includes all adjustments necessary for a fair statement of the results of operations, financial position, and cash flows. All adjustments are of a normal recurring nature unless otherwise disclosed. Revenues, expenses, assets and liabilities can vary during each quarter of the year. Therefore, the results and trends in these interim financial statements may not be the same as those for the full year. For a more complete discussion of the Company’s significant accounting policies and other information, you should read this report in conjunction with the Company’s financial statements for the year ended December 31, 2012, which includes all disclosures required by GAAP, included in the Company’s prospectus filed with the SEC pursuant to Rule 424(b) on October 9, 2013, relating to its initial public offering. | |
Pro Forma Presentation | |
The unaudited pro forma balance sheet presentation gives effect to the following items related to the IPO in October 2013: (1) issuance of 5,750,000 shares of common stock at a price of $15.00 per share, net of deducted underwriting discounts and estimated offering costs; (2) repayment of all outstanding indebtedness under our loan facility of $10.0 million; (3) aggregate payment of $17.5 million to holders of the Company's Series C preferred stock; (3) conversion of $22.5 million of principal and $1.9 million of accrued interest outstanding under the Company's convertible notes into 1,929,309 shares of common stock, other than $2.8 million of principal and accrued interest that was repaid in cash to one note holder; (4) payment of $2.8 million of principal and accrued interest in cash to the convertible note holder who elected not to convert the Company's convertible notes to shares of common stock; and (5) recognition of $7.1 million for the beneficial conversion feature associated with the conversion of the Company's convertible notes. See Note 18 for disclosures related to the IPO. | |
The unaudited pro forma net loss per share is computed using the pro forma net loss divided by pro forma weighted average number of shares outstanding. Pro forma net loss excludes the interest expense for the convertible notes of $0.8 million and $2.3 million for the three and nine months ended September 30, 2013, respectively and the interest expense related to our loan facility of $0.4 million and $1.1 million for the three and nine months ended September 30, 2013, respectively. Pro forma weighted average number of shares outstanding assumes the conversion of the following as if they had occurred at the beginning of the period: (1) automatic conversion of all outstanding shares of convertible preferred stock into an aggregate 10,977,667 shares of common stock; (2) conversion of convertible notes into 1,929,309 shares of common stock; (3) issuance of 5,750,000 shares of common stock during the IPO; and (4) issuance of 10,889 shares of common stock for the exercise of the warrant issued in connection with the Company's line of credit. See Note 18 for further discussion of the IPO. | |
Reverse Stock Split Ratio | |
On October 3, 2013, the Company effected a reverse stock split of the Company’s common stock such that each 6.75 shares of issued common stock were reclassified into one share of common stock. All common stock share and per-share amounts for all periods presented in these financial statements have been adjusted retroactively to reflect the reverse stock split. |
Significant_Accounting_Policie
Significant Accounting Policies | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Accounting Policies [Abstract] | ' | ||||||||||||||||
Significant Accounting Policies | ' | ||||||||||||||||
Significant Accounting Policies | |||||||||||||||||
(a) Principles of Consolidation | |||||||||||||||||
The accompanying condensed consolidated financial statements include the results of Holding and its subsidiaries, Spine, LDR Brazil and Medical. All significant intercompany accounts and transactions have been eliminated in consolidation. | |||||||||||||||||
Holding owns 100% of the outstanding stock and voting rights of Spine and LDR Brazil and 52.95% of the outstanding stock and voting rights of Medical at September 30, 2013 and December 31, 2012. The remaining 47.05% of the outstanding shares of Medical are subject to the Escrow Agreement discussed in note 10. The shares subject to the Escrow Agreement have been considered as if converted; thus, giving Holding 100% effective ownership of all subsidiaries. | |||||||||||||||||
(b) Use of Estimates | |||||||||||||||||
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America 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 financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results are likely to differ from those estimates, and such differences may be material to the financial statements. | |||||||||||||||||
(c) Foreign Currency Translation and Other Comprehensive Loss | |||||||||||||||||
The functional currency of the Company’s foreign subsidiaries is as follows: Medical is the euro and LDR Brazil is the real. Both companies translate monetary assets and liabilities denominated in other currencies into U.S. dollars at exchange rates in effect at each balance sheet date. Revenues and expenses are translated at the average of the exchange rates in effect during the period, and nonmonetary items are translated at historical rates. The resulting translation adjustments are included in other comprehensive loss. The accumulated foreign currency translation adjustments are reflected as accumulated other comprehensive loss, a component of stockholders’ deficit. Gains and losses arising from intercompany foreign transactions are included in other income (expense) on the condensed consolidated statements of comprehensive loss. The Company recognized foreign exchange losses in other income (expense) of approximately $508,000 and $421,000 for the three months ended September 2013 and 2012, respectively, and $437,000 and $488,000 for the nine months ended September 30, 2013 and 2012, respectively. | |||||||||||||||||
(d) Cash and Cash Equivalents | |||||||||||||||||
The Company considers all highly liquid investments with a remaining maturity of three months or less at date of purchase to be cash equivalents. | |||||||||||||||||
(e) Restricted Cash | |||||||||||||||||
As of December 31, 2011, the Company had restricted cash of $1.0 million. In April 2012, the restricted cash requirement was increased to $2.0 million. This amount secures certain obligations under the Line of Credit (note 8). | |||||||||||||||||
(f) Accounts Receivable | |||||||||||||||||
The Company generally extends credit to certain customers without requiring collateral; others are required to provide a letter of credit. The Company provides for an allowance for doubtful accounts based on management’s evaluations of the collectability of accounts receivable. Trade receivables are written off when the Company has determined amounts are uncollectible. Management has recorded an allowance for doubtful accounts of $1,469,000 and $1,388,000 as of September 30, 2013 and December 31, 2012, respectively. | |||||||||||||||||
The changes in the allowance for doubtful accounts during the nine months ended September 30, 2013 and the year ended December 31, 2012 are as follows (in thousands): | |||||||||||||||||
Nine Months Ended | Year Ended | ||||||||||||||||
September 30, | December 31, | ||||||||||||||||
2013 | 2012 | ||||||||||||||||
Balance, beginning of period | $ | 1,388 | $ | 1,050 | |||||||||||||
Additions | 375 | 587 | |||||||||||||||
Deductions/adjustments | (294 | ) | (249 | ) | |||||||||||||
Balance, end of period | $ | 1,469 | $ | 1,388 | |||||||||||||
(g) Inventory | |||||||||||||||||
Inventory is carried at the lower of cost or market using the weighted average method, net of an allowance for excess and obsolete inventory. The components of inventory, net of allowance, as of September 30, 2013 and December 31, 2012 are as follows (in thousands): | |||||||||||||||||
30-Sep-13 | 31-Dec-12 | ||||||||||||||||
Unaudited | |||||||||||||||||
Finished goods | $ | 13,488 | $ | 13,230 | |||||||||||||
Work in process | 2,310 | 3,205 | |||||||||||||||
Raw materials | 310 | 337 | |||||||||||||||
Total | $ | 16,108 | $ | 16,772 | |||||||||||||
As of September 30, 2013 and December 31, 2012, inventory held by hospitals and sales agents on behalf of the Company was $6,851,000 and $4,778,000, respectively. | |||||||||||||||||
The Company reviews the components of its inventory on a periodic basis for excess, obsolete or impaired inventory and records a reserve for items identified. The Company recorded an allowance for excess and obsolete inventory of $3,581,000 and $2,792,000 as of September 30, 2013 and December 31, 2012, respectively. The changes in the allowance for excess and obsolete inventory during the nine months ended September 30, 2013 and the year ended December 31, 2012 are as follows (in thousands): | |||||||||||||||||
Nine Months Ended | Year Ended | ||||||||||||||||
September 30, | December 31, | ||||||||||||||||
2013 | 2012 | ||||||||||||||||
Unaudited | |||||||||||||||||
Balance, beginning of period | $ | 2,792 | $ | 1,975 | |||||||||||||
Additions | 789 | 1,565 | |||||||||||||||
Deductions/adjustments | — | (748 | ) | ||||||||||||||
Balance, end of period | $ | 3,581 | $ | 2,792 | |||||||||||||
(h) Property and Equipment | |||||||||||||||||
Property and equipment are carried at cost less accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful lives of the related assets. Useful lives are as follows: one to five years for computer equipment and software, five to ten years for furniture and equipment and surgical instruments, and the shorter of their estimated useful life or the term of the related lease for leasehold improvements. Upon retirement or sale, the cost of assets disposed and the related accumulated depreciation are removed from the accounts, and any resulting gain or loss is credited or charged to operations. Major renewals and betterments are capitalized. Repairs and maintenance and minor replacements are charged to expense as incurred. | |||||||||||||||||
(i) Goodwill and Other Intangible Assets | |||||||||||||||||
Goodwill and indefinite lived intangible assets are not amortized, but are tested annually for impairment or more frequently if impairment indicators exist. Such indicators could include, but are not limited to (1) a significant adverse change in legal factors or in business climate, (2) unanticipated competition, or (3) an adverse action or assessment by a regulator. When evaluating whether an indefinite lived intangible is impaired, the impairment test consists of a comparison of the fair value of the intangible asset with its carrying amount. If the carrying amount of the intangible asset exceeds its fair value, an impairment loss shall be recognized in an amount equal to that excess. | |||||||||||||||||
In January 2012, the Company adopted new accounting guidance related to annual and interim goodwill impairment tests. The updated accounting guidance allows entities to first assess qualitative factors before performing a quantitative assessment of the fair value of a reporting unit. If it is determined on the basis of qualitative factors that the fair value of the reporting unit is more-likely than-not less than the carrying amount, the existing quantitative impairment test is required. The Company’s evaluation of goodwill completed during the year ended December 31, 2012 resulted in no impairment losses and no impairment indicators were identified during the period ended September 30, 2013. | |||||||||||||||||
Definite lived intangible assets consists of patents and software licenses. The Company capitalizes third party legal fees and application costs related to its internally developed patents. Legal costs incurred in the defense of the Company’s patents are expensed as incurred. | |||||||||||||||||
Definite lived intangibles are amortized over their estimated useful lives: ten years for patents and three years for software licenses. Patents and software licenses are amortized on a straight-line basis and are stated net of accumulated amortization. The Company recorded no impairment loss during the three and nine months ended September 30, 2013 and the year ended December 31, 2012. | |||||||||||||||||
(j) Valuation of Long-Lived Assets | |||||||||||||||||
Long-lived assets are monitored and reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of any such asset may not be recoverable. The determination of recoverability is based on an estimate of undiscounted cash flows expected to result from the use of an asset and its eventual disposition. The estimate of undiscounted cash flows is based upon, among other things, certain assumptions about expected future operating performance, growth rates and other factors. The Company’s estimates of undiscounted cash flows may differ from actual cash flows due to, among other things, technological changes, economic conditions, changes to its business model or changes in its operating performance. If the sum of the undiscounted cash flows is less than the carrying value of the asset, an impairment charge is recognized, measured as the amount by which the carrying value exceeds the fair value of the asset. The Company did not record an impairment of the Company’s long-lived assets for any of the periods presented. | |||||||||||||||||
(k) Revenue Recognition | |||||||||||||||||
Revenue is recognized when evidence of an arrangement exists, fees are fixed or determinable, collection of the fees is reasonably assured, and delivery or customer acceptance of the product has occurred and no other significant obligations remain. Further, for direct markets (U.S., France and Germany), the Company recognizes revenue on its products when the spinal implant is used in surgery and a valid purchase order has been received. The Company recognizes revenue on sales to distributors worldwide when no right of return exists for the distributors, and the Company has no further obligation. | |||||||||||||||||
(l) Shipping and Handling | |||||||||||||||||
Shipping and handling costs are included in cost of goods sold, when related to revenue producing activities. Shipping and handling costs were immaterial for the periods presented. | |||||||||||||||||
(m) Advertising Costs | |||||||||||||||||
The Company expenses advertising costs as incurred. The Company incurred approximately $90,000 and $28,000 in advertising costs during the three months ended September 30, 2013 and 2012, respectively and $232,000 and $109,000 during the nine months ended September 30, 2013 and 2012, respectively. | |||||||||||||||||
(n) Research and Development | |||||||||||||||||
The Company expenses research and development costs as incurred. | |||||||||||||||||
(o) Fair Value of Financial Instruments | |||||||||||||||||
The fair value of the Company’s financial instruments reflects the amounts that the Company estimates to receive in connection with the sale of an asset or paid in connection with the transfer of a liability in an orderly transaction between market participants at the measurement date (exit price). The fair value hierarchy that prioritizes the use of inputs used in valuation techniques is as follows: | |||||||||||||||||
Level 1 – quoted prices in active markets for identical assets and liabilities; | |||||||||||||||||
Level 2 – observable inputs other than quoted prices in active markets, such as quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets and liabilities in markets that are not active, or other inputs that are observable or can be corroborated by observable market data; | |||||||||||||||||
Level 3 – unobservable inputs reflecting management’s assumptions, consistent with reasonably available assumptions made by other market participants. These valuations require significant judgment. | |||||||||||||||||
The carrying amounts of the Company’s financial instruments, which primarily include cash and cash equivalents, accounts receivable, accounts payable and accrued expenses, approximate their fair values due to their short maturities. The carrying amount of the Company’s long-term debt approximates its fair value due to the relatively recent issuances and short maturities. The common stock warrant liability, further discussed in footnotes 9(c) and 10(h), is classified as a Level 3 liability under the fair value hierarchy. The fair value measurements of the financial liability were as follows (in thousands): | |||||||||||||||||
Balance at September 30, 2013 | |||||||||||||||||
Level 1 | Level 2 | Level 3 | Balance | ||||||||||||||
Warrant liability | $ | — | $ | — | $ | 9,760 | $ | 9,760 | |||||||||
$ | — | $ | — | $ | 9,760 | $ | 9,760 | ||||||||||
Balance at December 31, 2012 | |||||||||||||||||
Level 1 | Level 2 | Level 3 | Balance | ||||||||||||||
Warrant liability | $ | — | $ | — | $ | 4,167 | $ | 4,167 | |||||||||
$ | — | $ | — | $ | 4,167 | $ | 4,167 | ||||||||||
The following table presents a reconciliation of the liability measured at fair value on a recurring basis using significant unobservable inputs (Level 3) as of September 30, 2013 and December 31, 2012 (in thousands). | |||||||||||||||||
Fair Value Measurements | |||||||||||||||||
Balance as of December 31, 2011 | $ | 2,524 | |||||||||||||||
Warrants issued | — | ||||||||||||||||
Total change in fair value | 1,643 | ||||||||||||||||
Balance as of December 31, 2012 | 4,167 | ||||||||||||||||
Warrants issued | — | ||||||||||||||||
Total change in fair value | 5,593 | ||||||||||||||||
Balance as of September 30, 2013 (Unaudited) | $ | 9,760 | |||||||||||||||
The valuation of the warrant liability is discussed in note 10. | |||||||||||||||||
Assets and Liabilities that are Measured at Fair Value on a Nonrecurring Basis | |||||||||||||||||
The purchase price of a business acquisition is primarily allocated to the tangible and identifiable intangible assets acquired and liabilities assumed based on their estimated fair values on the acquisition dates, with the excess recorded as goodwill. The Company utilizes Level 3 inputs in the determination of the initial fair value. Nonfinancial assets such as goodwill, intangible assets and property and equipment are subsequently measured at fair value when there is an indicator of impairment and recorded at fair value only when an impairment is recognized. The Company assesses the impairment of intangible assets annually or whenever events or changes in circumstances indicate that the carrying amount of an intangible asset may not be recoverable. The fair value of the Company’s goodwill and intangible assets is not estimated if there is no change in events or circumstances that indicate the carrying amount of an intangible asset may not be recoverable. The Company has not recorded impairment charges related to its goodwill or intangible assets. | |||||||||||||||||
(p) Stock-Based Compensation | |||||||||||||||||
The Company recognizes compensation costs for all stock-based payment awards made to employees based upon each award’s estimated grant date fair value. The Company utilizes the Black-Scholes option pricing model, which requires a number of assumptions to determine the fair value of the awards. Compensation cost is recognized on a straight-line basis over the requisite service period of the award, net of an estimated forfeiture rate. Adjustments for forfeitures are made in the period in which they occur. | |||||||||||||||||
(q) Net Loss Per Share | |||||||||||||||||
The Company computes basic net loss per common share by dividing net loss attributable to common stockholders by the weighted average common shares outstanding for the period, which includes shares of Medical that are subject to the Escrow Agreement discussed in note 10. During periods of income, the Company allocates participating securities a proportional share of income determined by dividing total weighted average participating securities by the sum of the total weighted average common shares and participating securities (the two-class method). The Company’s preferred stock participates in any dividends declared by the Company and are therefore considered to be participating securities. During periods of loss, the Company allocates no loss to participating securities because they have no contractual obligation to share in the losses of the Company. Warrants that are liability classified are excluded from the calculation of basic net loss per share. The Company computes diluted net loss per common share after giving consideration to the dilutive effect of the Company’s convertible preferred stock, stock options and warrants that are outstanding during the period and the conversion of the Company’s convertible debt into shares of common stock, except where such would be anti-dilutive. Because the Company reported losses for the periods presented, all potentially dilutive common shares consisting of preferred stock, stock options, warrants and convertible debt are antidilutive. Refer to note 15 for the Company’s calculation of net loss per share for the periods presented. | |||||||||||||||||
(r) Income Taxes | |||||||||||||||||
The Company accounts for income taxes using the asset and liability method whereby deferred tax asset and liability account balances are determined based on differences between financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates and laws expected to be in effect when the asset or liability is expected to be realized or settled. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount that is deemed more likely than not to be realized. | |||||||||||||||||
In the ordinary course of business, there are many transactions for which the ultimate tax outcome is uncertain. The Company assesses uncertain tax positions in each of the tax jurisdictions in which it has operations and accounts for the related financial statement implications. Unrecognized tax benefits are reported using the two step approach under which tax effects of a position are recognized only if it is more likely than not to be sustained and the amount of the tax benefit recognized is equal to the largest tax benefit that is greater than fifty percent likely of being realized upon ultimate settlement of the tax position. Determining the appropriate level of unrecognized tax benefits requires the Company to exercise judgment regarding the uncertain application of tax law. The amount of unrecognized tax benefits is adjusted when information becomes available or when an event occurs indicating a change is appropriate. The Company includes interest and penalties related to its uncertain tax positions as part of income tax expense, if any. | |||||||||||||||||
(s) Interest Expense | |||||||||||||||||
The Company amortizes discounts associated with long-term debt obligations using the effective interest rate method. |
Recent_Accounting_Pronouncemen
Recent Accounting Pronouncements | 9 Months Ended |
Sep. 30, 2013 | |
Accounting Policies [Abstract] | ' |
Recent Accounting Pronouncements | ' |
Recent Accounting Pronouncements | |
In March 2013, the FASB issued new accounting guidance clarifying the accounting for the release of cumulative translation adjustment into net income when a parent either sells part or all of its investment in a foreign entity or no longer holds a controlling interest in a subsidiary or group of assets that is a nonprofit or a business within a foreign entity. The new standard is effective for fiscal years, and interim periods within those fiscal years, beginning on or after December 15, 2013. The Company does not anticipate that this adoption will have a significant impact on the Company’s financial position, results of operations or cash flows. | |
In July 2013, the FASB issued new accounting guidance that requires that unrecognized tax benefits be classified as an offset to deferred tax assets to the extent of any net operating loss carryforwards, similar tax loss carryforwards, or tax credit carryforwards available at the reporting date in the applicable tax jurisdiction to settle any additional income taxes that would result from the disallowance of a tax position. An exception would apply if the tax law of the tax jurisdiction does not require the Company to use, and it does not intend to use, the deferred tax asset for such purpose. This guidance is effective for reporting periods beginning after December 15, 2013. The Company does not expect the adoption of these provisions to have a material effect on the consolidated financial statements. |
Concentration_of_Credit_Risk
Concentration of Credit Risk | 9 Months Ended |
Sep. 30, 2013 | |
Risks and Uncertainties [Abstract] | ' |
Concentration of Credit Risk | ' |
Concentration of Credit Risk | |
Financial instruments that potentially subject the Company to a concentration of credit risk principally consist of cash and cash equivalents and accounts receivable. For bank accounts in the United States of America, cash is deposited in demand deposit accounts in federally insured domestic accounts to minimize risk. While the Company’s cash and cash equivalents are on deposit with high quality FDIC insured financial institutions, at times, such deposits exceed insured limits. The Company has not experienced any losses in such accounts. | |
The Company believes that the concentration of credit risk in its accounts receivable is substantially mitigated by the Company’s evaluation process, relatively short collection terms and the high level of creditworthiness of its customers. The Company evaluates the status of each of its customers, but generally requires no collateral. The Company has not experienced any significant losses in such accounts. The Company maintains reserves for credit losses. | |
The Company had no customers that represented greater than 10% of the Company’s trade receivable balance as of September 30, 2013 and December 31, 2012. No single customer represented greater than 10% of the Company’s revenue for the three or nine months ended September 30, 2013 and 2012. |
Property_and_Equipment
Property and Equipment | 9 Months Ended | ||||||||
Sep. 30, 2013 | |||||||||
Property, Plant and Equipment [Abstract] | ' | ||||||||
Property and Equipment | ' | ||||||||
Property and Equipment | |||||||||
Property and equipment consist of the following (in thousands): | |||||||||
30-Sep-13 | 31-Dec-12 | ||||||||
Unaudited | |||||||||
Furniture and equipment | $ | 3,405 | $ | 3,033 | |||||
Surgical instruments | 18,433 | 16,470 | |||||||
Leasehold improvements | 571 | 497 | |||||||
22,409 | 20,000 | ||||||||
Less accumulated depreciation and amortization | (10,148 | ) | (7,704 | ) | |||||
$ | 12,261 | $ | 12,296 | ||||||
Included in property and equipment are instrument sets used by surgeons during the implant process. Depreciation on the instrument sets commences once the instrument set has been placed into service. As of September 30, 2013 and December 31, 2012, the Company had $2.6 million and $3.3 million, respectively, in instrument sets that had not yet been placed into service. | |||||||||
The Company had approximately $676,000 and $661,000 in instrument sets and equipment under capital lease as of September 30, 2013 and December 31, 2012, respectively, and accumulated amortization thereon of approximately $613,000 and $500,000, respectively. | |||||||||
The Company recorded depreciation expense of $881,000 and $701,000 for the three months ended September 30, 2013 and 2012, respectively, including amortization of instrument sets and equipment under capital leases of $33,000 and $31,000, respectively. For the nine months ended September 2013 and 2012, the Company recorded depreciation expense of $2,546,000 and $1,932,000, respectively, including amortization of instrument sets and equipment under capital leases of $99,000 and $96,000, respectively. |
Intangible_Assets
Intangible Assets | 9 Months Ended | ||||||||
Sep. 30, 2013 | |||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ' | ||||||||
Intangible Assets | ' | ||||||||
Intangible Assets | |||||||||
Intangible assets consist of the following (in thousands): | |||||||||
September 30, 2013 | 31-Dec-12 | ||||||||
Unaudited | |||||||||
Patents and trademarks | $ | 4,995 | $ | 4,513 | |||||
Software licenses | 315 | 224 | |||||||
5,310 | 4,737 | ||||||||
Less accumulated amortization | (2,568 | ) | (2,118 | ) | |||||
$ | 2,742 | $ | 2,619 | ||||||
The Company recorded amortization expense of $129,000 and $109,000 during the three months ended September 2013 and 2012, respectively and $384,000 and $332,000 during the nine months ended September 30, 2013 and 2012, respectively. |
Accrued_Expenses
Accrued Expenses | 9 Months Ended | ||||||||
Sep. 30, 2013 | |||||||||
Payables and Accruals [Abstract] | ' | ||||||||
Accrued Expenses | ' | ||||||||
Accrued Expenses | |||||||||
Accrued expenses consist of the following (in thousands): | |||||||||
September 30, 2013 | 31-Dec-12 | ||||||||
Unaudited | |||||||||
Compensation and other employee related costs | $ | 7,276 | $ | 6,216 | |||||
Royalties | 1,074 | 909 | |||||||
Clinical and regulatory costs | 249 | 338 | |||||||
Government grants | 954 | 933 | |||||||
Rent | 1,776 | 1,250 | |||||||
Other | 1,773 | 1,081 | |||||||
$ | 13,102 | $ | 10,727 | ||||||
Line_of_Credit
Line of Credit | 9 Months Ended |
Sep. 30, 2013 | |
Line of Credit Facility [Abstract] | ' |
Line of Credit | ' |
Line of Credit | |
In February 2011, the Company entered into an amended loan agreement with a bank under which it may make periodic borrowings (the Line of Credit). Under the terms of the Line of Credit, Spine and Holding may make aggregate borrowings equal to the lesser of the amount available based on a borrowing base calculation or $14.0 million. The Line of Credit bears interest at the bank’s prime rate plus 1.5%, is secured by substantially all of Spine’s tangible assets, requires the Company to maintain a minimum cash balance of $1.0 million and was originally set to expire on November 23, 2012. In April 2012, the Company amended its existing Line of Credit. The amended agreement (1) increased the borrowing base calculation from $14.0 million to $19.0 million, (2) amended the interest rate from the bank’s prime rate plus 1.5% to the bank’s prime rate plus 2.0% (5.25% at September 30, 2013 and December 31, 2012), (3) increased the required minimum cash balance to be maintained with the bank from $1.0 million to $2.0 million and (4) extended the maturity date from November 23, 2012 to April 25, 2014. | |
As of September 30, 2013 and December 31, 2012, the Company had outstanding principal totaling $18.2 million and $19.0 million, respectively. The Line of Credit contains certain financial covenant requirements. The Company was in compliance with all covenants at September 30, 2013 and December 31, 2012. | |
In connection with the initial Line of Credit, the Company issued warrants to purchase an aggregate of 154,506 shares of Holding’s Series C preferred stock to the bank, which were immediately vested and exercisable. The warrants were valued at $155,000 based on the fair value of the Company’s Series C preferred stock on the issuance date of $1.165 per share using the Black Scholes model with the following assumptions: risk free interest rate of 3.0%; dividend yield of 0%; weighted average expected life of the warrant of seven years; and a 75% volatility factor. The warrants were recorded as a debt discount and an increase in additional paid in capital and are being amortized over the term of the Line of Credit. Upon the closing of the Company's IPO in October 2013, these warrants were net exercised for 10,889 shares of common stock and 12,001 shares of common stock were surrendered to satisfy the aggregate consideration of approximately $180,000, paid in accordance with the net exercise provision of the warrant. See Note 18 for further discussion of the IPO. |
LongTerm_Debt
Long-Term Debt | 9 Months Ended | ||||||||
Sep. 30, 2013 | |||||||||
Debt Disclosure [Abstract] | ' | ||||||||
Long-Term Debt | ' | ||||||||
Long-Term Debt | |||||||||
Long-term debt consists of the following (in thousands): | |||||||||
September 30, 2013 | 31-Dec-12 | ||||||||
Unaudited | |||||||||
Short-term financing | $ | 2,747 | $ | 1,772 | |||||
Various notes payable | 4,932 | 6,235 | |||||||
Loan facility | 9,998 | 9,998 | |||||||
Convertible notes | 22,500 | 22,500 | |||||||
Total long-term debt | 40,177 | 40,505 | |||||||
Less current portion of long-term debt and short-term financing | (4,647 | ) | (3,675 | ) | |||||
Long-term debt | 35,530 | 36,830 | |||||||
Less unamortized discounts | (5,167 | ) | (6,504 | ) | |||||
Long-term debt, net of discount and current portion | $ | 30,363 | $ | 30,326 | |||||
(a) Short-Term Financing | |||||||||
Medical borrows funds from various financial institutions in France on a short-term basis. The funds are typically repaid within 90 days and are collateralized by certain assets of Medical, including accounts receivable. The weighted average interest rate for the short-term balances outstanding at September 30, 2013 and December 31, 2012 was 4.8%. | |||||||||
(b) Various Notes Payable | |||||||||
Medical has loan agreements with seven different entities. The amounts of the outstanding loans vary from approximately $9,000 to $1.1 million at September 30, 2013 and from approximately $34,000 to $1.3 million at December 31, 2012, and bear interest at rates varying between 2.53% and 4.65% at September 30, 2013 and December 31, 2012. Maturity dates for these loans vary from 2013 to 2019, and the loans are secured by certain assets of Medical. | |||||||||
(c) Loan Facility | |||||||||
In 2007, the Company entered into a loan facility with a third party under which the Company could make maximum aggregate borrowings of up to $15.0 million with an initial maturity date of January 31, 2011. A total of $5.0 million was initially drawn on the loan facility (Loan A) in January 2007 and an additional $1.5 million was subsequently drawn in July 2007. Loan A had a fixed interest rate of 12.0%, accruing through December 31, 2009. Prior to October 13, 2008, the date of the third amendment to the financing agreement, Loan A included “payment in kind” (PIK) interest of 3.0% in addition to a 9.0% fixed rate. Subsequent to the third amendment, the PIK interest was added to the outstanding principal amount of the loan and was payable at the earlier of maturity of the loan or repayment of the loan in full. As of January 29, 2010, and for the next 24 months, the loan was payable in 24 equal payments of principal, plus any remaining PIK interest. The lender received warrants exercisable for 153,397 shares of the Company’s common stock in connection with the initial draw (First Warrant) and the second draw (Second Warrant). All warrants related to this financing were immediately exercisable at $0.00675 per share. The First and Second Warrants are exercisable through January 31, 2014. The estimated fair value of the First and Second Warrants was $248,000 as determined using the Black Scholes valuation model, and was deemed equity classified. | |||||||||
In 2008, the Company entered into a third amendment to the loan facility. This amendment reduced the maximum aggregate borrowings to $12.5 million and advanced the Company an additional $6.0 million (Loan B). Loan B had an initial maturity date of September 28, 2012, bore interest at 12.5% and required interest only payments through December 31, 2009. Principal payments under Loan B commenced on January 29, 2010 with 25% of the outstanding principal payable in 12 equal monthly payments, plus accrued and unpaid interest, 35% payable over the following 12 months and 40% payable over the final 9 months. The debt is collateralized by all assets of the Company, including intellectual property, through a subordination agreement. The debt also contains certain financial covenant requirements. The Company issued a warrant to purchase 313,823 shares of common stock to the lender in connection with the issuance of Loan B (Third Warrant). The Third Warrant is immediately exercisable at $0.00675 per share through October 13, 2015. The estimated fair value of the Third Warrant was $625,000 as determined using the Black Scholes valuation model, and was deemed equity classified. | |||||||||
In May 2009, the Company entered into a fourth amendment to the loan facility. This amendment altered the covenant requirements with respect to foreign exchange considerations. | |||||||||
In November 2009, the Company entered into a fifth amendment to the loan facility. The amendment combined Loans A and B (Modified Loans) and set a new maturity date of July 31, 2012. The amendment deferred principal repayment until January 1, 2011. A $3.0 million payment of outstanding advances on the Modified Loans was required prior to the date of amendment. The lender received an additional warrant exercisable for 24,074 shares of the Company’s common stock in connection with the November 23, 2009 amendment (Fourth Warrant). The Fourth Warrant is immediately exercisable at $0.00675 per share through November 23, 2016. The estimated fair value of the Fourth Warrant was $633,000 as determined using the Black Scholes valuation model, and was deemed equity classified. | |||||||||
In February 2011, the Company amended the loan facility to revise the terms of the Modified Loans and to obtain an additional loan of $3.2 million (Loan C). The Modified Loans and Loan C bear interest at a rate of 13.5% and 12.5%, respectively. Interest payments are due monthly commencing February 28, 2011. Principal payments are due monthly commencing January 31, 2013. The amended loan facility matures on December 31, 2014, at which time all principal and interest outstanding are due. | |||||||||
In connection with Loan C, the Company modified the First, Second, Third and Fourth Warrants (collectively, the Old Warrants) and issued new warrants to the lender exercisable for a total of 604,002 shares of the Company’s common stock (2011 Warrants). The 2011 Warrants are immediately exercisable at $0.00675 per share through February 11, 2018. The 2011 Warrants contain an anti dilution provision whereby the number of shares issuable upon exercise will be increased by a number equal to 3.5% of equity securities that may be issued in one or more transactions occurring from February 11, 2011 until the Company has raised $10.0 million in gross proceeds from such transactions, excluding any shares that may be issued or sold in connection with an acquisition or an initial public offering of the Company’s common stock. The Company recorded a liability for the estimated fair value of the 2011 Warrants on the date of issue of $1.9 million. In connection with the warrant modification, the Company reduced additional paid in capital by $1.5 million, representing the estimated fair value of the Old Warrants at the modification date, and recorded an additional debt discount of $350,000. As of September 30, 2013 and December 31, 2012, the fair value of the warrant liability was $9.8 million and $4.2 million, respectively. Refer to footnote 10(h) for additional information about the fair value estimates. | |||||||||
Upon the conversion of the Promissory Notes discussed below in October 2013, the anti-dilution provision of the warrants resulted in the number of shares subject to the warrant increasing by 46,667. See Note 18 for further discussion of the Company's IPO. | |||||||||
In April 2012, the Company entered into an amendment agreement to its existing loan facility which required an immediate principal payment of $3.0 million and delayed the remaining monthly principal payments from commencing January 31, 2013 to January 31, 2014. | |||||||||
As of September 30, 2013 and December 31, 2012, the Company had an outstanding principal balance on the Loan Facility of approximately $10.0 million and unamortized discounts of $159,000 and $252,000, respectively. The company was in compliance with all covenants as of September 30, 2013 and December 31, 2012. | |||||||||
In October 2013, in connection with the Company's IPO, the Loan Facility was repaid in full. As the Loan Facility was effectively settled with the proceeds from the IPO, all amounts relating to the Loan Facility have been reclassified to long-term debt. See Note 18 for further discussion of the IPO. | |||||||||
(d) Convertible Notes | |||||||||
In April 2012, the Company entered into a Note Purchase Agreement for the sale and issuance of Subordinated Secured Convertible Promissory Notes (Promissory Notes) with aggregate proceeds of up to $15.0 million. On April 25, 2012 and May 15, 2012, the Company issued $9.8 million and $5.2 million, respectively, in Promissory Notes to existing preferred stock investors. The Promissory Notes bear interest of 6.0% per year with one and one-half times all unpaid principal and accrued interest due and payable upon the earliest of (1) April 25, 2016, (2) the occurrence of an event of default, (3) a change of control of the Company or sale or disposition of all or substantially of its assets or (4) an initial public offering with aggregate gross proceeds to the Company of at least $50.0 million. The resulting $7.5 million discount on the Promissory Notes will be accreted over the term of the debt, which when coupled with the stated interest rate on the notes, yields an effective rate of approximately 18%. Upon the consummation of a change of control or initial public offering, the holders of the Promissory Notes may elect to convert some or all of the Promissory Notes into shares of the Company’s common stock equal to the original principal amount of $15.0 million and accrued interest divided by (i) the price per share of the common stock in a public offering or received in a change of control times (ii) a 50% discount. Upon the resolution of the contingency associated with this beneficial conversion feature, the Company will record a charge to earnings estimated to be $7.1 million. This amount was charged to earnings in October 2013 upon the closing of the Company's IPO. See further discussion of the IPO in Note 18. | |||||||||
As of September 30, 2013 and December 31, 2012, the Company had an outstanding principal balance on the Promissory Notes totaling $22.5 million and unamortized discounts of $5.0 million and $6.3 million, respectively. As of September 30, 2013 and December 31, 2012, the Company had accrued interest on the Promissory Notes of $1.9 million and $904,000, respectively, which is included in other long-term liabilities on the condensed consolidated balance sheets. The Company was in compliance with all covenants as of September 30, 2013 and December 31, 2012. | |||||||||
Upon closing of the IPO in October 2013, the Promissory Notes became due and payable. Each of the holders of the Promissory Notes elected to convert their Promissory Notes into an aggregate of 1,929,309 shares of common stock, with the exception of one holder that elected to have the Company repay approximately $2.8 million of principal and accrued interest in cash. See Note 18 for further discussion. |
Stockholders_Equity
Stockholders' Equity | 9 Months Ended |
Sep. 30, 2013 | |
Equity [Abstract] | ' |
Stockholders' Equity | ' |
Stockholders' Equity | |
The Company is authorized to issue both common stock and preferred stock. The total number of shares authorized to be issued is 92,723,696 consisting of 18,167,361 shares of common stock with $0.001 par value and 74,556,335 shares of preferred stock with $0.001 par value, of which 11,120,119 shares shall be designated as Series A-1 Convertible Preferred Stock (Series A-1), 18,097,848 shares shall be designated as Series A-2 Convertible Preferred Stock (Series A-2), 14,838,368 shares shall be designated Series B Convertible Preferred Stock (Series B) and 30,500,000 shares shall be designated as redeemable Series C Convertible Preferred Stock (Series C). | |
The classes of the Company’s stock have the following characteristics: | |
(a) Voting Rights | |
The holders of the Series A-1, Series A-2, Series B and Series C preferred stock are entitled to vote, together with the holders of common stock, on all matters submitted to stockholders for a vote. Each Seies A-1, Series A-2, Series B and Series C preferred stockholder is entitled to the number of votes equal to the number of shares of common stock into which each share of preferred stock is convertible at the time of such vote. | |
(b) Conversion Rights | |
The holders of the Company’s Series A-1, Series A-2, Series B and Series C preferred stock have the right to convert their shares into a number of fully paid and nonassessable shares of common stock as determined by dividing the respective Series A-1, Series A-2, Series B and Series C preferred stock original issue price by the conversion price in effect at the time. The initial conversion price of the Series A-1, Series A-2, Series B and Series C preferred stock was $6.0028, $1.1732, $6.3686 and $7.864, respectively, and is subject to adjustment in accordance with anti-dilution provisions provided for in the Company’s Certificate of Incorporation. Conversion is automatic immediately upon the closing of a firm commitment underwritten public offering in which the public offering price equals or exceeds $23.63 per share (adjusted to reflect subsequent stock dividends, stock splits or recapitalizations), and the aggregate gross proceeds raised is at least $50,000,000. In addition, the Series A and Series B preferred stock will automatically convert to common stock upon the election of not less than 66.67% of the then outstanding Series A and B preferred stockholders, voting together as a single class. The Series C preferred stock will automatically convert to common stock upon the written consent or agreement of not less than 66.67% of the then outstanding preferred stockholders of Series C. | |
The outstanding shares of convertible preferred stock and redeemable convertible preferred stock were converted on a 6.75-to-one basis into shares of common stock concurrent with the closing of the IPO. All of the outstanding shares of Series A-1, Series A-2, Series B and Series C preferred stock converted into 10,977,667 shares of common stock. Following the closing of the IPO, there were no shares of preferred stock outstanding. See Note 18 for further discussion of the IPO. | |
With the proceeds of the IPO, the Company paid its Series C Stockholders an aggregate of $17.5 million in exchange for agreeing to vote in favor of the conversion of the Series C preferred stock to common stock with the closing of the IPO. | |
(c) Dividend Rights | |
The holders of all of the classes of the Company’s stock are entitled to receive dividends when and if declared by the Company’s Board of Directors. The holders of preferred stock shall receive noncumulative dividends prior to and in preference to any declaration or payment of any dividend on the common stock or any other class of capital stock ranking junior to the preferred stock as to dividends. | |
(d) Liquidation Rights | |
In the event of any liquidation, dissolution or winding up of the Company, either voluntary or involuntary, the assets of the Company will be distributed to each holder of Series C preferred stock in an amount equal to $7.864 per share (subject to adjustment upon the occurrence of certain events in the future) plus an amount equal to all accrued or declared but unpaid dividends on the Series C preferred stock. Subject to the prior payment or setting aside for payment of the amounts due to the holders of Series C preferred stock, the assets of the Company will be distributed to each holder of Series B, Series A-1 and Series A-2 preferred stock in an amount equal to $6.3686, $6.0028 and $1.1732 per share, respectively (subject to adjustment upon the occurrence of certain events in the future) plus an amount equal to all accrued or declared but unpaid dividends on the Series B and Series A preferred stock. After the payment of the distribution to the preferred stockholders discussed above, the remaining assets of the Company will be distributed ratably among the holders of the preferred stock and the common stock in proportion to the number of shares of common stock that each holder would have if such shares were converted to common stock based on the conversion rate then in effect. | |
(e) Redemption | |
Upon a request in writing by the holders of at least 66.67% of the then outstanding shares of Series C preferred stock at any time after November 21, 2014, the Company is required to redeem all Series C shares by paying an amount equal to $7.864 per share plus all accrued or declared but unpaid dividends in two semi-annual installments. Accordingly, these shares are considered contingently redeemable upon an event outside the control of the Company and have been classified outside of permanent equity on the condensed consolidated balance sheets. | |
(f) Protective Provisions | |
For as long as at least 1,000,000 shares (as adjusted to reflect stock dividends, stock splits, combinations and recapitalizations) of the Company’s preferred stock are outstanding, the Company shall not, without the approval of at least four of the preferred directors (members of the Board of Directors which own a portion of the Company’s preferred stock) then in office and the holders of at least a majority of the then outstanding shares of preferred stock, enter into certain transactions or make certain changes to its business or capital structure. Among the restrictions is the ability to effect any liquidation event, or other merger, consolidation or reorganization, declare dividends, make certain changes to or issue new classes of equity securities, mortgage or pledge or create a security interest in a material portion of the property of the Company, incur, create, assume or become liable for indebtedness exceeding $21.0 million in the aggregate, make changes to the Company’s bylaws or Certificate of Incorporation or make changes to the composition of its Board of Directors. | |
As long as at least 5,364,806 shares (as adjusted to reflect stock dividends, stock splits, combinations and recapitalizations) of Series C preferred shares are outstanding, the Company shall not, without first obtaining approval of a majority of the then outstanding shares of Series C preferred stock, enter into certain transactions or make changes to its business or capital structure. Among the restrictions is the ability to affect any liquidation event, merger, consolidation or reorganization, make certain changes to or issue new classes of equity securities, make changes to the Company’s bylaws or Certificate of Incorporation, or make changes to the composition of its Board of Directors. | |
(g) Escrow Agreement | |
In conjunction with the merger of Spine and Medical in 2006, Holding and the individual Medical stockholders entered into an Escrow Agreement in which the individual Medical stockholders delivered their shares to an escrow agent, and Holding delivered its stock certificates to be held in escrow. These individual Medical stockholders can convert their holdings at any time to Holding’s capital stock upon delivery of a put notice and would then be stockholders of Holding. | |
In addition, Holding has a right, at its sole discretion, to cause the individual Medical stockholders to exchange their shares of Medical, at any time following the delivery of a notice of an approved liquidation event of Holding to the individual Medical stockholders, for Holding’s capital stock upon delivery of a call notice. The individual Medical stockholders have the same voting and conversion rights as the other Holding stockholders and would participate in the distribution of any proceeds from a liquidation event of the Company in the same manner as Holding’s stockholders. | |
As there is no outcome to the Escrow Agreement other than the eventual conversion to Holding shares of capital stock and the holders of Medical equity units have all the rights and privileges reflected by their as converted Holding shares of capital stock, these shares are accounted for as if converted. Holding has continued to grant employee stock options for Medical stock. Such options are also subject to the Escrow Agreement. As such, they are treated in the same manner as Medical common stock and options that were part of the original merger agreement. | |
There were 536,131 and 541,937 Class A shares of Medical outstanding as of September 30, 2013 and December 31, 2012, respectively. As of September 30, 2013 and December 31, 2012, there were 3,538,557 and 3,538,557 common shares of Holding reserved for issuance under the Escrow Agreement, respectively, which includes shares outstanding and warrants to purchase Medical Class A shares. In October 2013, upon closing of the Company's IPO, each share of of Medical's Class A stock was automatically exchanged for 5.80087 shares of common stock, or an aggregate of 3,110,024 shares. See Note 18 for further discussion of the Company's IPO. | |
(h) Warrants | |
Common Stock Warrants | |
The 2011 Warrants issued in connection with the Loan Facility discussed in Note 9(c) have been classified as a liability in the condensed consolidated balance sheets as of September 30, 2013 and December 31, 2012. The fair value of the warrant liability as of September 30, 2013 was calculated using the fair value of the Company's common stock at September 30, 2013 times the number of shares subject to the warrant, including an additional 46,667 shares subject to the warrant under the anti-dilution provision of the original warrant agreement, as further discussed in Note 18. The fair value of the Company's common stock as of September 30, 2013 was based upon the IPO price of $15.00 per share. See Note 18 for discussion of the IPO. | |
Preferred Stock Warrants | |
The Company had 154,506 Series C preferred stock warrants outstanding at September 30, 2013 and December 31, 2012 with a weighted average exercise price of $1.165 per share, which were issued in connection with the initial Line of Credit and are equity classified. Upon the closing of the Company's IPO in October 2013, these warrants were net exercised for 10,889 shares of common stock and 12,001 shares of common stock were surrendered to satisfy the aggregate consideration of approximately $180,000, paid in accordance with the net exercise provision of the warrant. See Note 18 for further discussion of the IPO. |
Stock_Options
Stock Options | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ' | ||||||||||||||||
Stock Options | ' | ||||||||||||||||
Stock Options | |||||||||||||||||
(a) Stock Option Activity | |||||||||||||||||
A summary of the stock option activity for the Company for the nine months ended September 30, 2013 and the year ended December 31, 2012 is as follows: | |||||||||||||||||
Shares | Weighted Average Exercise Price | Weighted Average Remaining Contractual Term | Aggregate Intrinsic Value | ||||||||||||||
(Years) | ($000's) | ||||||||||||||||
Outstanding - December 31, 2011 | 726,729 | $ | 2.36 | ||||||||||||||
Granted | 377,051 | 5.6 | |||||||||||||||
Exercised | (63,598 | ) | 2.03 | ||||||||||||||
Forfeited | (21,726 | ) | 3.17 | ||||||||||||||
Outstanding - December 31, 2012 | 1,018,456 | 3.58 | 7.46 | $ | 2,886 | ||||||||||||
Granted (unaudited) | 100,422 | 6.53 | |||||||||||||||
Exercised (unaudited) | (79,783 | ) | 2.89 | ||||||||||||||
Forfeited (unaudited) | (9,029 | ) | 3.46 | ||||||||||||||
Outstanding - September 30, 2013 (unaudited) | 1,030,066 | $ | 3.92 | 6.83 | $ | 11,412 | |||||||||||
Vested and expected to vest: | |||||||||||||||||
At December 31, 2012 | 996,255 | $ | 3.58 | 7.46 | $ | 2,824 | |||||||||||
At September 30, 2013 (unaudited) | 946,111 | 3.92 | 6.83 | 11,826 | |||||||||||||
Exercisable: | |||||||||||||||||
At December 31, 2012 | 1,018,456 | $ | 3.58 | 7.46 | $ | 2,886 | |||||||||||
At September 30, 2013 (unaudited) | 1,030,066 | 3.92 | 6.83 | 11,412 | |||||||||||||
Spine adopted the LDR Spine USA, Inc. 2004 Stock Option/Stock Issuance Plan (the 2004 Plan). In 2006, the Company assumed the 2004 Plan. In 2007, the Company adopted the LDR Holding Corporation 2007 Stock Option/Stock Issuance Plan (the 2007 Plan). The purpose of the 2004 Plan and the 2007 Plan (collectively, the Plans) is to provide eligible persons employed by or providing services to the Company with the opportunity to acquire or increase their equity interest in the Company. During 2011, the Company increased the authorized number of shares of common stock available for issuance by 667,670 under the Plans. As of December 31, 2012, the Company has 1,559,194 shares of common stock reserved for issuance under the Plans. As of September 30, 2013 and December 31, 2012, there were and 526,395 and 617,767 shares available for grant under the Plans, respectively. | |||||||||||||||||
Under the 2007 Plan, incentive stock options may only be granted to Company employees and shall be issued at an exercise price not less than 100% of the fair market value of the Company’s common stock at the grant date, as determined by the Company’s Board of Directors, except for incentive stock option grants to a stockholder that owns greater than 10% of the Company’s outstanding stock or 10% of the voting power of all classes of the outstanding stock of any of our subsidiaries, in which case the exercise price per share is not less than 110% of the fair market value of the Company’s common stock at the date of grant. Nonstatutory stock options may be granted to Company employees, members of the Board of Directors and consultants at an exercise price determined by the Board of Directors. Options granted under the Plans are vested no later than ten years from the date of grant. At the time of grant, the Company’s Board of Directors determines the exercise price and vesting schedule. Generally, 25% of each option is vested one year from the vesting commencement date, as defined in the option agreement, and then the option vests ratably over each of the next 36 months. Under the Plans, stock options may be exercised before they became fully vested. In the event of termination of service, shares issued from the exercise of unvested stock options are subject to repurchase by the Company at the original purchase price until they vest. The shares subject to each option outstanding shall automatically become vested shares upon a change in ownership or control of the Company. Each such option shall, immediately prior to the consummation of a change in control, become exercisable for all of the shares of common stock at that time subject to that option. | |||||||||||||||||
Included in the above table as of September 30, 2013 and December 31, 2012, are options to purchase 170,485 and 170,125 shares, respectively, of Holdings common stock, which relate to options held by Medical employees to purchase Medical Class A common stock. Those options are subject to the Escrow Agreement (Note 10). As such, when exercised, the Medical common stock become subject to the Escrow Agreement, under which the Medical shares will be converted to Company common stock upon certain future events, as defined in the Escrow Agreement. As the shares subject to the Escrow Agreement are accounted for as if converted, these instruments are valued using the same assumptions as are other Company stock options and have been included within the roll forward of Company stock options above. | |||||||||||||||||
In addition to the Medical options noted above, as of September 30, 2013 and December 31, 2012, there were other awards outstanding to purchase 224,726 shares of Holdings common stock, which relate to awards held by Medical employees to purchase Medical Class A common stock that were issued prior to the merger of Spine and Medical in 2006 and are also subject to the Escrow Agreement (note 10). Also, as of September 30, 2013 and December 31, 2012, there were 19,531 shares of Holdings common stock issuable upon exercise of options issued outside the Plans at an exercise price of $1.69 per share. | |||||||||||||||||
Performance Share Awards | |||||||||||||||||
In March 2013, the Company awarded options for the purchase of 81,841 shares of performance awards under the 2007 Plan. These awards vest on December 31, 2013 if certain performance goals are achieved. The Company estimated that approximately 30% of the performance awards will vest based on the achievement of the performance goals as of September 30, 2013. During the three and nine months ended September 30, 2013, the Company recognized $208,000 and $233,000, respectively, in compensation expense related to the performance share awards. | |||||||||||||||||
(b) Accounting for Stock-Based Compensation | |||||||||||||||||
The Company uses the Black-Scholes option pricing model in valuing its stock options. The Black-Scholes model requires estimates regarding dividend yield, volatility, risk-free rate of return, estimated forfeitures during the service period and the expected term of the award. | |||||||||||||||||
The expected dividend yield assumption is based on the Company’s expectation of future dividend payouts. The volatility assumption is based on the historical volatilities of comparable public companies. The risk free rate of return assumption is based upon observed interest rates appropriate for the expected term of stock options. The expected term is derived using the simplified method and represents the weighted average period that the stock options are expected to remain outstanding. | |||||||||||||||||
The fair value of stock option grants has been estimated at the date of grant using the Black-Scholes option pricing model with the following weighted average assumptions: | |||||||||||||||||
Nine Months Ended | |||||||||||||||||
September 30, | |||||||||||||||||
2013 | 2012 | ||||||||||||||||
Unaudited | |||||||||||||||||
Expected dividend yield | — | % | — | % | |||||||||||||
Volatility | 52.16 | 54.49 | |||||||||||||||
Risk-free rate of return | 0.15 | 0.5 | |||||||||||||||
Forfeiture rate | 7.9 | 4.3 | |||||||||||||||
Expected life | 6 years | 6 years | |||||||||||||||
The weighted average grant date fair value per share for options granted during the nine months ended September 30, 2013 and 2012 was $3.42 and $2.72, respectively. | |||||||||||||||||
The Company’s stock-based compensation expense for the three and nine months ended September 30, 2013 is as follows (in thousands): | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Unaudited | |||||||||||||||||
Research and development | $ | 23 | $ | 16 | $ | 51 | $ | 29 | |||||||||
Sales and marketing | 255 | 38 | 334 | 145 | |||||||||||||
General and administrative | 72 | 23 | 113 | 40 | |||||||||||||
Total | $ | 350 | $ | 77 | $ | 498 | $ | 214 | |||||||||
The total intrinsic value of options exercised during the nine months ended September 30, 2013 and the year ended December 31, 2012 was approximately $966,060 and $188,000, respectively. The unrecognized compensation expense related to unvested options granted under the Plans was $782,000 at September 30, 2013 and $1.1 million at December 31, 2012, which is expected to be recognized over a period of approximately 4 years. |
Retirement_Savings_Plans
Retirement Savings Plans | 9 Months Ended |
Sep. 30, 2013 | |
Compensation and Retirement Disclosure [Abstract] | ' |
Retirement Savings Plans | ' |
Retirement Savings Plans | |
(a) U.S.-Based Employees | |
The Company maintains an employee savings and retirement plan (the 401(k) Plan) covering all of its employees. The 401(k) Plan permits but does not require matching contributions by the Company on behalf of participants. The Company has not made matching contributions in any of the periods presented in these financial statements. | |
(b) France-Based Employees | |
The Company provides retirement indemnities for employees located in France commensurate with other similar companies in that region. Accruals for these employee retirement obligations amounted to $176,000 and $172,000 at September 30, 2013 and December 31, 2012, respectively. Expenses related to these programs were not material in the periods presented. |
Related_Party_Transactions
Related Party Transactions | 9 Months Ended |
Sep. 30, 2013 | |
Related Party Transactions [Abstract] | ' |
Related Party Transactions | ' |
Related Party Transactions | |
In 2007, the Company made a loan to an officer of $200,000, with a maturity date of February 2014. Interest accrued at a rate of 6% per annum. The original terms called for interest only payments due quarterly over the term of the note; however, the Board of Directors subsequently deferred interest payments until the maturity date. The balance of the loan, including accrued interest, was $0 and $270,000 at September 30, 2013 and December 31, 2012, respectively. | |
In February 2013, the Company made a loan to an officer for $54,000 in connection with the exercise of 22,222 stock options. Interest accrued at a rate of 2.5% per annum with unpaid principal and interest due on August 5, 2014. The loan was secured by 22,222 shares of the Company’s common stock that are held by the officer. The balance of the loan, including accrued interest, was $0 at September 2013. | |
The Company recognized $2,000 and $3,000 in related party interest income during the three months ended September 2013 and 2012, respectively and $8,000 and $9,000 during the nine months ended September 30, 2013 and 2012, respectively. |
Income_Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2013 | |
Income Tax Disclosure [Abstract] | ' |
Income Taxes | ' |
Income Taxes | |
The provision for income taxes for the three and nine months ended September 30, 2013 and 2012 includes both domestic and foreign income taxes at applicable statutory rates adjusted for non-deductible expenses and other permanent differences. For the three and nine months ended September 30, 2013, income tax expense was $303,000 and $971,000, respectively, resulting in an effective tax rate of (3.9)% and (8.2)%, respectively. For the three and nine months ended September 30, 2012, income tax expense was$234,000 and $703,000, resulting in an effective tax rate of (8.3)% and (10.7)%, respectively. The effective tax rate differs from the statutory rate due to non-deductible expenses, valuation allowance increases and foreign tax rate differentials. | |
Earnings occurring outside the U.S. are deemed to be indefinitely reinvested outside of the U.S. to support our foreign operations. As a result, we continue to accumulate earnings overseas for investment in our business outside the U.S. and to use cash generated from U.S. operations and short- and long-term borrowings to meet our U.S. cash needs. Should we require more capital in the U.S. than is generated by our domestic operations, we could elect to repatriate earnings from our non-U.S. subsidiaries or raise additional capital in the U.S. through debt or equity issuances. These alternatives could result in higher effective tax rates, increased interest expense, or other dilution of our earnings. The Company has not estimated the deferred tax liabilities associated with our permanently reinvested earnings as it is impractical to do so. |
Net_Loss_Per_Share
Net Loss Per Share | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Earnings Per Share [Abstract] | ' | ||||||||||||||||
Net Loss Per Share | ' | ||||||||||||||||
Net Loss Per Share | |||||||||||||||||
As further discussed in note 2, the Company computes net loss per share using a methodology that gives effect to the impact of outstanding participating securities (the two-class method). As there were net losses recognized during the periods presented, there was no income allocation required under the two-class method or dilution attributed to the weighted average shares outstanding in the calculation of diluted loss per share. | |||||||||||||||||
Net loss per share for the three and nine months ended September 30, 2013 and 2012 was as follows (in thousands): | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Numerator | |||||||||||||||||
Net loss attributable to common stockholders | $ | (7,984 | ) | $ | (3,050 | ) | $ | (12,830 | ) | $ | (7,275 | ) | |||||
Denominator | |||||||||||||||||
Weighted average shares outstanding - basic | 4,755 | 4,617 | 4,722 | 4,611 | |||||||||||||
Dilutive effect of preferred stock, warrant options and convertible debt | — | — | — | — | |||||||||||||
Weighted average shares outstanding - diluted | 4,755 | 4,617 | 4,722 | 4,611 | |||||||||||||
Net loss per common share - basic and diluted | $ | (1.68 | ) | $ | (0.66 | ) | $ | (2.72 | ) | $ | (1.58 | ) | |||||
Potentially dilutive securities (1) | |||||||||||||||||
Redeemable convertible preferred stock | 4,451 | 4,451 | 4,451 | 4,451 | |||||||||||||
Convertible preferred stock | 6,527 | 6,527 | 6,527 | 6,527 | |||||||||||||
Common stock warrants | 604 | 604 | 604 | 604 | |||||||||||||
Preferred stock warrants | 23 | 23 | 23 | 23 | |||||||||||||
Stock options | 1,030 | 994 | 1,030 | 994 | |||||||||||||
Medical common stock warrants | 225 | 225 | 225 | 225 | |||||||||||||
Convertible debt (2) | 1,929 | 1,929 | 1,929 | 1,929 | |||||||||||||
__________ | |||||||||||||||||
-1 | The impact of potentially dilutive securities on earnings per share is anti-dilutive in a period of net loss. | ||||||||||||||||
-2 | Potentially dilutive securities includes the number of shares issued upon the conversion of the convertible notes upon the Company's IPO in October 2013. See Note 18 for further discussion. |
Commitments_and_Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2013 | |
Commitments and Contingencies Disclosure [Abstract] | ' |
Commitments and Contingencies | ' |
Commitments and Contingencies | |
(a) Lease Commitments | |
The Company leases office space, equipment and vehicles under noncancelable operating leases which expire by 2019. Certain of these leases contain rent holidays and scheduled rent increases which are included in the Company’s rent expense and recognized on a straight-line basis. Total rent expense under these operating leases was $644,000 and $455,000 for the three months ended September 30, 2013 and 2012, respectively and $1,746,000 and $1,388,000 for the nine months ended September 30, 2013 and 2012, respectively. | |
(b) Government Grants | |
The Company receives grants from the French government to pursue research and development of its French products. These grants are refundable when and if the products become technologically feasible. The Company has recorded grants received of $954,000 and $933,000 in accrued expenses in the condensed consolidated balance sheets as of September 30, 2013 and December 31, 2012, respectively. There are potential contingent gains on grants recorded as liabilities related to products that will not be viable. | |
(c) Litigation | |
From time to time, the Company may be involved in litigation relating to claims arising out of its ordinary course of business. Management believes that there are no claims or actions pending or threatened against the Company, the ultimate disposition of which would have a material impact on the Company’s financial position, results of operations or cash flows other than the aforementioned lawsuit. |
Segment_and_Geographic_Informa
Segment and Geographic Information | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Segment Reporting [Abstract] | ' | ||||||||||||||||
Segment and Geographic Information | ' | ||||||||||||||||
Segment and Geographic Information | |||||||||||||||||
Operating segments are defined as components of an enterprise for which separate financial information is available and evaluated regularly by the chief operating decision maker, or decision-making group, in deciding how to allocate resources and in assessing performance. The Company globally manages the business within one reportable segment. Segment information is consistent with how management reviews the business, makes investing and resource allocation decisions and assesses operating performance. The Company’s products are principally sold in the United States and France. | |||||||||||||||||
The following table represents total sales by geographic area, based on the location of the customer (in thousands): | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Unaudited | Unaudited | ||||||||||||||||
United States | $ | 20,062 | $ | 15,454 | $ | 57,459 | $ | 46,701 | |||||||||
France | 2,341 | 1,763 | 8,218 | 6,873 | |||||||||||||
Other Countries (1) | 4,792 | 3,731 | 13,939 | 12,378 | |||||||||||||
Total | $ | 27,195 | $ | 20,948 | $ | 79,616 | $ | 65,952 | |||||||||
__________ | |||||||||||||||||
-1 | No additional locations are individually significant. | ||||||||||||||||
The Company classifies its products into two categories: exclusive technology and traditional fusion products. The following table represents total sales by product category (in thousands): | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Unaudited | Unaudited | ||||||||||||||||
Exclusive technology products | $ | 22,923 | $ | 16,767 | $ | 65,372 | $ | 52,150 | |||||||||
Traditional fusion products | 4,272 | 4,181 | 14,244 | 13,802 | |||||||||||||
Total | $ | 27,195 | $ | 20,948 | $ | 79,616 | $ | 65,952 | |||||||||
The following table represents long-lived assets by geographic area (in thousands): | |||||||||||||||||
30-Sep-13 | 31-Dec-12 | ||||||||||||||||
Unaudited | |||||||||||||||||
United States | $ | 7,107 | $ | 6,020 | |||||||||||||
France | 4,010 | 4,700 | |||||||||||||||
Other Countries (1) | 1,144 | 1,576 | |||||||||||||||
Total | $ | 12,261 | $ | 12,296 | |||||||||||||
__________ | |||||||||||||||||
-1 | No additional locations are individually significant. |
Subsequent_Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2013 | |
Subsequent Events [Abstract] | ' |
Subsequent Events | ' |
Subsequent Events | |
Initial Public Offering | |
On October 15, 2013, the Company completed its IPO of 5,750,000 shares of common stock at a price of $15.00 per share including 750,000 shares sold to underwriters for the exercise of their over-allotment option to purchase additional shares. The IPO generated net proceeds of approximately $77.2 million, after deducting underwriting discounts and expenses of approximately $9.0 million. These expenses will be recorded against the proceeds received from the IPO. | |
The outstanding shares of convertible preferred stock and redeemable convertible preferred stock were converted on a 6.75-to-one basis into shares of common stock concurrent with the closing of the IPO. All of the outstanding shares of Series A-1, Series A-2, Series B and Series C preferred stock converted into 10,977,667 shares of common stock. Following the closing of the IPO, there were no shares of preferred stock outstanding. | |
With the proceeds of the IPO, the Company paid its Series C stockholders an aggregate of approximately $17.5 million in exchange for agreeing to vote in favor of the conversion of the Series C preferred stock to common stock with the closing of the IPO. | |
In October 2013, in connection with the closing of the IPO of the Company, the Company issued (1) an aggregate of 1,929,309 shares of its common stock, pursuant to the conversion of the Company’s Promissory Notes (as defined below) into common stock, (2) an aggregate of 3,110,024 shares of common stock in connection with the exchange of Class A shares of capital stock of Medical into shares of the Company's common stock pursuant to the second amended and restated put-call agreement (the Put-Call Agreement) between the Company, Medical and Medical’s shareholders and warrantholders (as described below), and (3) 10,889 shares of common stock pursuant to the exercise of a warrant (as described below). | |
Pursuant to the terms of the Put-Call Agreement, upon the closing of the Company’s IPO, each share of Medical’s Class A Stock (excluding outstanding warrants to purchase Medical’s Class A Stock) was automatically exchanged for 5.80087 shares of the Company's common stock. | |
In April 2012 and May 2012, the Company and Medical issued and sold an aggregate of approximately $15.0 million of 6.0% subordinated secured convertible promissory notes (Promissory Notes), as further described in Note 9. Upon the closing of the Company’s IPO, the Promissory Notes became due and payable. At each holder’s option, a holder was entitled to receive either (i) an amount of cash equal to one and one-half times all unpaid principal and accrued but unpaid interest on such holder’s Promissory Notes or (ii) a number of shares of common stock equal to (a) the unpaid principal and accrued but unpaid interest on such holder’s Promissory Notes, divided by (b) $7.50, which is equal to 50% of the price per share of common stock sold in the Company’s initial public offering. With the exception of one holder that elected to have the Company repay approximately $2.8 million of principal and accrued interest in cash, each of the holders of Promissory Notes elected to convert their Promissory Notes into shares of common stock upon the closing of the IPO. | |
In connection with the Line of Credit, the Company issued warrants to purchase an aggregate of 154,506 shares of Series C Preferred Stock as discussed in Note 8. Upon the closing of the IPO, these warrants were net exercised for 10,889 shares of common stock and 12,001 shares of common stock were surrendered to satisfy the aggregate consideration of approximately $180,000, paid in accordance with the net exercise provision of the warrant. | |
In October 2013, the Company paid approximately $10.0 million to discharge all outstanding indebtedness under the Loan Facility described in Note 9. In connection with the Loan Facility, the Company issued warrants for 604,002 shares of common stock as described in Note 9. Upon the conversion of the Promissory Notes to shares of common stock, the anti-dilution provision of the warrants resulted in the number of shares subject to the warrant increasing by 46,667. |
Significant_Accounting_Policie1
Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2013 | |
Accounting Policies [Abstract] | ' |
Principles of Consolidation | ' |
Principles of Consolidation | |
The accompanying condensed consolidated financial statements include the results of Holding and its subsidiaries, Spine, LDR Brazil and Medical. All significant intercompany accounts and transactions have been eliminated in consolidation. | |
Use of Estimates | ' |
Use of Estimates | |
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America 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 financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results are likely to differ from those estimates, and such differences may be material to the financial statements. | |
Foreign Currency Translation and Other Comprehensive Loss | ' |
Foreign Currency Translation and Other Comprehensive Loss | |
The functional currency of the Company’s foreign subsidiaries is as follows: Medical is the euro and LDR Brazil is the real. Both companies translate monetary assets and liabilities denominated in other currencies into U.S. dollars at exchange rates in effect at each balance sheet date. Revenues and expenses are translated at the average of the exchange rates in effect during the period, and nonmonetary items are translated at historical rates. The resulting translation adjustments are included in other comprehensive loss. The accumulated foreign currency translation adjustments are reflected as accumulated other comprehensive loss, a component of stockholders’ deficit. Gains and losses arising from intercompany foreign transactions are included in other income (expense) on the condensed consolidated statements of comprehensive loss. The Company recognized foreign exchange losses in other income (expense) of approximately $508,000 and $421,000 for the three months ended September 2013 and 2012, respectively, and $437,000 and $488,000 for the nine months ended September 30, 2013 and 2012, respectively. | |
Cash and Cash Equivalents | ' |
Cash and Cash Equivalents | |
The Company considers all highly liquid investments with a remaining maturity of three months or less at date of purchase to be cash equivalents. | |
Restricted Cash | ' |
Restricted Cash | |
As of December 31, 2011, the Company had restricted cash of $1.0 million. In April 2012, the restricted cash requirement was increased to $2.0 million. This amount secures certain obligations under the Line of Credit (note 8). | |
Accounts Receivable | ' |
Accounts Receivable | |
The Company generally extends credit to certain customers without requiring collateral; others are required to provide a letter of credit. The Company provides for an allowance for doubtful accounts based on management’s evaluations of the collectability of accounts receivable. Trade receivables are written off when the Company has determined amounts are uncollectible. | |
Inventory | ' |
Inventory | |
Inventory is carried at the lower of cost or market using the weighted average method, net of an allowance for excess and obsolete inventory. | |
Property and Equipment | ' |
Property and Equipment | |
Property and equipment are carried at cost less accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful lives of the related assets. Useful lives are as follows: one to five years for computer equipment and software, five to ten years for furniture and equipment and surgical instruments, and the shorter of their estimated useful life or the term of the related lease for leasehold improvements. Upon retirement or sale, the cost of assets disposed and the related accumulated depreciation are removed from the accounts, and any resulting gain or loss is credited or charged to operations. Major renewals and betterments are capitalized. Repairs and maintenance and minor replacements are charged to expense as incurred. | |
Goodwill and Other Intangible Assets | ' |
Goodwill and Other Intangible Assets | |
Goodwill and indefinite lived intangible assets are not amortized, but are tested annually for impairment or more frequently if impairment indicators exist. Such indicators could include, but are not limited to (1) a significant adverse change in legal factors or in business climate, (2) unanticipated competition, or (3) an adverse action or assessment by a regulator. When evaluating whether an indefinite lived intangible is impaired, the impairment test consists of a comparison of the fair value of the intangible asset with its carrying amount. If the carrying amount of the intangible asset exceeds its fair value, an impairment loss shall be recognized in an amount equal to that excess. | |
In January 2012, the Company adopted new accounting guidance related to annual and interim goodwill impairment tests. The updated accounting guidance allows entities to first assess qualitative factors before performing a quantitative assessment of the fair value of a reporting unit. If it is determined on the basis of qualitative factors that the fair value of the reporting unit is more-likely than-not less than the carrying amount, the existing quantitative impairment test is required. The Company’s evaluation of goodwill completed during the year ended December 31, 2012 resulted in no impairment losses and no impairment indicators were identified during the period ended September 30, 2013. | |
Definite lived intangible assets consists of patents and software licenses. The Company capitalizes third party legal fees and application costs related to its internally developed patents. Legal costs incurred in the defense of the Company’s patents are expensed as incurred. | |
Definite lived intangibles are amortized over their estimated useful lives: ten years for patents and three years for software licenses. Patents and software licenses are amortized on a straight-line basis and are stated net of accumulated amortization. The Company recorded no impairment loss during the three and nine months ended September 30, 2013 and the year ended December 31, 2012. | |
Valuation of Long-Lived Assets | ' |
Valuation of Long-Lived Assets | |
Long-lived assets are monitored and reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of any such asset may not be recoverable. The determination of recoverability is based on an estimate of undiscounted cash flows expected to result from the use of an asset and its eventual disposition. The estimate of undiscounted cash flows is based upon, among other things, certain assumptions about expected future operating performance, growth rates and other factors. The Company’s estimates of undiscounted cash flows may differ from actual cash flows due to, among other things, technological changes, economic conditions, changes to its business model or changes in its operating performance. If the sum of the undiscounted cash flows is less than the carrying value of the asset, an impairment charge is recognized, measured as the amount by which the carrying value exceeds the fair value of the asset. The Company did not record an impairment of the Company’s long-lived assets for any of the periods presented. | |
Revenue Recognition | ' |
Revenue Recognition | |
Revenue is recognized when evidence of an arrangement exists, fees are fixed or determinable, collection of the fees is reasonably assured, and delivery or customer acceptance of the product has occurred and no other significant obligations remain. Further, for direct markets (U.S., France and Germany), the Company recognizes revenue on its products when the spinal implant is used in surgery and a valid purchase order has been received. The Company recognizes revenue on sales to distributors worldwide when no right of return exists for the distributors, and the Company has no further obligation. | |
Shipping and Handling | ' |
Shipping and Handling | |
Shipping and handling costs are included in cost of goods sold, when related to revenue producing activities. Shipping and handling costs were immaterial for the periods presented. | |
Advertising Costs | ' |
Advertising Costs | |
The Company expenses advertising costs as incurred. | |
Research and Development | ' |
Research and Development | |
The Company expenses research and development costs as incurred. | |
Fair Value of Financial Instruments | ' |
Fair Value of Financial Instruments | |
The fair value of the Company’s financial instruments reflects the amounts that the Company estimates to receive in connection with the sale of an asset or paid in connection with the transfer of a liability in an orderly transaction between market participants at the measurement date (exit price). The fair value hierarchy that prioritizes the use of inputs used in valuation techniques is as follows: | |
Level 1 – quoted prices in active markets for identical assets and liabilities; | |
Level 2 – observable inputs other than quoted prices in active markets, such as quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets and liabilities in markets that are not active, or other inputs that are observable or can be corroborated by observable market data; | |
Level 3 – unobservable inputs reflecting management’s assumptions, consistent with reasonably available assumptions made by other market participants. These valuations require significant judgment. | |
The carrying amounts of the Company’s financial instruments, which primarily include cash and cash equivalents, accounts receivable, accounts payable and accrued expenses, approximate their fair values due to their short maturities. The carrying amount of the Company’s long-term debt approximates its fair value due to the relatively recent issuances and short maturities. The common stock warrant liability, further discussed in footnotes 9(c) and 10(h), is classified as a Level 3 liability under the fair value hierarchy. | |
Assets and Liabilities that are Measured at Fair Value on a Nonrecurring Basis | ' |
Assets and Liabilities that are Measured at Fair Value on a Nonrecurring Basis | |
The purchase price of a business acquisition is primarily allocated to the tangible and identifiable intangible assets acquired and liabilities assumed based on their estimated fair values on the acquisition dates, with the excess recorded as goodwill. The Company utilizes Level 3 inputs in the determination of the initial fair value. Nonfinancial assets such as goodwill, intangible assets and property and equipment are subsequently measured at fair value when there is an indicator of impairment and recorded at fair value only when an impairment is recognized. The Company assesses the impairment of intangible assets annually or whenever events or changes in circumstances indicate that the carrying amount of an intangible asset may not be recoverable. The fair value of the Company’s goodwill and intangible assets is not estimated if there is no change in events or circumstances that indicate the carrying amount of an intangible asset may not be recoverable. The Company has not recorded impairment charges related to its goodwill or intangible assets. | |
Stock-Based Compensation | ' |
Stock-Based Compensation | |
The Company recognizes compensation costs for all stock-based payment awards made to employees based upon each award’s estimated grant date fair value. The Company utilizes the Black-Scholes option pricing model, which requires a number of assumptions to determine the fair value of the awards. Compensation cost is recognized on a straight-line basis over the requisite service period of the award, net of an estimated forfeiture rate. Adjustments for forfeitures are made in the period in which they occur. | |
Net Loss Per Share | ' |
Net Loss Per Share | |
The Company computes basic net loss per common share by dividing net loss attributable to common stockholders by the weighted average common shares outstanding for the period, which includes shares of Medical that are subject to the Escrow Agreement discussed in note 10. During periods of income, the Company allocates participating securities a proportional share of income determined by dividing total weighted average participating securities by the sum of the total weighted average common shares and participating securities (the two-class method). The Company’s preferred stock participates in any dividends declared by the Company and are therefore considered to be participating securities. During periods of loss, the Company allocates no loss to participating securities because they have no contractual obligation to share in the losses of the Company. Warrants that are liability classified are excluded from the calculation of basic net loss per share. The Company computes diluted net loss per common share after giving consideration to the dilutive effect of the Company’s convertible preferred stock, stock options and warrants that are outstanding during the period and the conversion of the Company’s convertible debt into shares of common stock, except where such would be anti-dilutive. Because the Company reported losses for the periods presented, all potentially dilutive common shares consisting of preferred stock, stock options, warrants and convertible debt are antidilutive. Refer to note 15 for the Company’s calculation of net loss per share for the periods presented. | |
Income Taxes | ' |
Income Taxes | |
The Company accounts for income taxes using the asset and liability method whereby deferred tax asset and liability account balances are determined based on differences between financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates and laws expected to be in effect when the asset or liability is expected to be realized or settled. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount that is deemed more likely than not to be realized. | |
In the ordinary course of business, there are many transactions for which the ultimate tax outcome is uncertain. The Company assesses uncertain tax positions in each of the tax jurisdictions in which it has operations and accounts for the related financial statement implications. Unrecognized tax benefits are reported using the two step approach under which tax effects of a position are recognized only if it is more likely than not to be sustained and the amount of the tax benefit recognized is equal to the largest tax benefit that is greater than fifty percent likely of being realized upon ultimate settlement of the tax position. Determining the appropriate level of unrecognized tax benefits requires the Company to exercise judgment regarding the uncertain application of tax law. The amount of unrecognized tax benefits is adjusted when information becomes available or when an event occurs indicating a change is appropriate. The Company includes interest and penalties related to its uncertain tax positions as part of income tax expense, if any. | |
Interest Expense | ' |
Interest Expense | |
The Company amortizes discounts associated with long-term debt obligations using the effective interest rate method. | |
Recent Accounting Pronouncements | ' |
In March 2013, the FASB issued new accounting guidance clarifying the accounting for the release of cumulative translation adjustment into net income when a parent either sells part or all of its investment in a foreign entity or no longer holds a controlling interest in a subsidiary or group of assets that is a nonprofit or a business within a foreign entity. The new standard is effective for fiscal years, and interim periods within those fiscal years, beginning on or after December 15, 2013. The Company does not anticipate that this adoption will have a significant impact on the Company’s financial position, results of operations or cash flows. | |
In July 2013, the FASB issued new accounting guidance that requires that unrecognized tax benefits be classified as an offset to deferred tax assets to the extent of any net operating loss carryforwards, similar tax loss carryforwards, or tax credit carryforwards available at the reporting date in the applicable tax jurisdiction to settle any additional income taxes that would result from the disallowance of a tax position. An exception would apply if the tax law of the tax jurisdiction does not require the Company to use, and it does not intend to use, the deferred tax asset for such purpose. This guidance is effective for reporting periods beginning after December 15, 2013. The Company does not expect the adoption of these provisions to have a material effect on the consolidated financial statements. |
Significant_Accounting_Policie2
Significant Accounting Policies (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Accounting Policies [Abstract] | ' | ||||||||||||||||
Fair Value, by Balance Sheet Grouping [Table Text Block] | ' | ||||||||||||||||
The fair value measurements of the financial liability were as follows (in thousands): | |||||||||||||||||
Balance at September 30, 2013 | |||||||||||||||||
Level 1 | Level 2 | Level 3 | Balance | ||||||||||||||
Warrant liability | $ | — | $ | — | $ | 9,760 | $ | 9,760 | |||||||||
$ | — | $ | — | $ | 9,760 | $ | 9,760 | ||||||||||
Balance at December 31, 2012 | |||||||||||||||||
Level 1 | Level 2 | Level 3 | Balance | ||||||||||||||
Warrant liability | $ | — | $ | — | $ | 4,167 | $ | 4,167 | |||||||||
$ | — | $ | — | $ | 4,167 | $ | 4,167 | ||||||||||
Schedule of Changes in the Allowance for Doubtful Accounts | ' | ||||||||||||||||
The changes in the allowance for doubtful accounts during the nine months ended September 30, 2013 and the year ended December 31, 2012 are as follows (in thousands): | |||||||||||||||||
Nine Months Ended | Year Ended | ||||||||||||||||
September 30, | December 31, | ||||||||||||||||
2013 | 2012 | ||||||||||||||||
Balance, beginning of period | $ | 1,388 | $ | 1,050 | |||||||||||||
Additions | 375 | 587 | |||||||||||||||
Deductions/adjustments | (294 | ) | (249 | ) | |||||||||||||
Balance, end of period | $ | 1,469 | $ | 1,388 | |||||||||||||
Schedule of the Components of inventory, Net of Allowance | ' | ||||||||||||||||
The components of inventory, net of allowance, as of September 30, 2013 and December 31, 2012 are as follows (in thousands): | |||||||||||||||||
30-Sep-13 | 31-Dec-12 | ||||||||||||||||
Unaudited | |||||||||||||||||
Finished goods | $ | 13,488 | $ | 13,230 | |||||||||||||
Work in process | 2,310 | 3,205 | |||||||||||||||
Raw materials | 310 | 337 | |||||||||||||||
Total | $ | 16,108 | $ | 16,772 | |||||||||||||
Schedule of Changes in the Allowance for Excess and Obsolete Inventory | ' | ||||||||||||||||
The changes in the allowance for excess and obsolete inventory during the nine months ended September 30, 2013 and the year ended December 31, 2012 are as follows (in thousands): | |||||||||||||||||
Nine Months Ended | Year Ended | ||||||||||||||||
September 30, | December 31, | ||||||||||||||||
2013 | 2012 | ||||||||||||||||
Unaudited | |||||||||||||||||
Balance, beginning of period | $ | 2,792 | $ | 1,975 | |||||||||||||
Additions | 789 | 1,565 | |||||||||||||||
Deductions/adjustments | — | (748 | ) | ||||||||||||||
Balance, end of period | $ | 3,581 | $ | 2,792 | |||||||||||||
Schedule of Fair Value Measurements of the Financial Liability | ' | ||||||||||||||||
The following table presents a reconciliation of the liability measured at fair value on a recurring basis using significant unobservable inputs (Level 3) as of September 30, 2013 and December 31, 2012 (in thousands). | |||||||||||||||||
Fair Value Measurements | |||||||||||||||||
Balance as of December 31, 2011 | $ | 2,524 | |||||||||||||||
Warrants issued | — | ||||||||||||||||
Total change in fair value | 1,643 | ||||||||||||||||
Balance as of December 31, 2012 | 4,167 | ||||||||||||||||
Warrants issued | — | ||||||||||||||||
Total change in fair value | 5,593 | ||||||||||||||||
Balance as of September 30, 2013 (Unaudited) | $ | 9,760 | |||||||||||||||
Property_and_Equipment_Tables
Property and Equipment (Tables) | 9 Months Ended | ||||||||
Sep. 30, 2013 | |||||||||
Property, Plant and Equipment [Abstract] | ' | ||||||||
Schedule of Property and Equipment | ' | ||||||||
Property and equipment consist of the following (in thousands): | |||||||||
30-Sep-13 | 31-Dec-12 | ||||||||
Unaudited | |||||||||
Furniture and equipment | $ | 3,405 | $ | 3,033 | |||||
Surgical instruments | 18,433 | 16,470 | |||||||
Leasehold improvements | 571 | 497 | |||||||
22,409 | 20,000 | ||||||||
Less accumulated depreciation and amortization | (10,148 | ) | (7,704 | ) | |||||
$ | 12,261 | $ | 12,296 | ||||||
Intangible_Assets_Tables
Intangible Assets (Tables) | 9 Months Ended | ||||||||
Sep. 30, 2013 | |||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ' | ||||||||
Schedule of Intangible Assets | ' | ||||||||
Intangible assets consist of the following (in thousands): | |||||||||
September 30, 2013 | 31-Dec-12 | ||||||||
Unaudited | |||||||||
Patents and trademarks | $ | 4,995 | $ | 4,513 | |||||
Software licenses | 315 | 224 | |||||||
5,310 | 4,737 | ||||||||
Less accumulated amortization | (2,568 | ) | (2,118 | ) | |||||
$ | 2,742 | $ | 2,619 | ||||||
Accrued_Expenses_Tables
Accrued Expenses (Tables) | 9 Months Ended | ||||||||
Sep. 30, 2013 | |||||||||
Payables and Accruals [Abstract] | ' | ||||||||
Schedule of Accrued Expenses | ' | ||||||||
Accrued expenses consist of the following (in thousands): | |||||||||
September 30, 2013 | 31-Dec-12 | ||||||||
Unaudited | |||||||||
Compensation and other employee related costs | $ | 7,276 | $ | 6,216 | |||||
Royalties | 1,074 | 909 | |||||||
Clinical and regulatory costs | 249 | 338 | |||||||
Government grants | 954 | 933 | |||||||
Rent | 1,776 | 1,250 | |||||||
Other | 1,773 | 1,081 | |||||||
$ | 13,102 | $ | 10,727 | ||||||
LongTerm_Debt_Tables
Long-Term Debt (Tables) | 9 Months Ended | ||||||||
Sep. 30, 2013 | |||||||||
Debt Disclosure [Abstract] | ' | ||||||||
Schedule of Long-term Debt | ' | ||||||||
Long-term debt consists of the following (in thousands): | |||||||||
September 30, 2013 | 31-Dec-12 | ||||||||
Unaudited | |||||||||
Short-term financing | $ | 2,747 | $ | 1,772 | |||||
Various notes payable | 4,932 | 6,235 | |||||||
Loan facility | 9,998 | 9,998 | |||||||
Convertible notes | 22,500 | 22,500 | |||||||
Total long-term debt | 40,177 | 40,505 | |||||||
Less current portion of long-term debt and short-term financing | (4,647 | ) | (3,675 | ) | |||||
Long-term debt | 35,530 | 36,830 | |||||||
Less unamortized discounts | (5,167 | ) | (6,504 | ) | |||||
Long-term debt, net of discount and current portion | $ | 30,363 | $ | 30,326 | |||||
Stock_Options_Tables
Stock Options (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ' | ||||||||||||||||
Schedule of the Stock Option Activity | ' | ||||||||||||||||
A summary of the stock option activity for the Company for the nine months ended September 30, 2013 and the year ended December 31, 2012 is as follows: | |||||||||||||||||
Shares | Weighted Average Exercise Price | Weighted Average Remaining Contractual Term | Aggregate Intrinsic Value | ||||||||||||||
(Years) | ($000's) | ||||||||||||||||
Outstanding - December 31, 2011 | 726,729 | $ | 2.36 | ||||||||||||||
Granted | 377,051 | 5.6 | |||||||||||||||
Exercised | (63,598 | ) | 2.03 | ||||||||||||||
Forfeited | (21,726 | ) | 3.17 | ||||||||||||||
Outstanding - December 31, 2012 | 1,018,456 | 3.58 | 7.46 | $ | 2,886 | ||||||||||||
Granted (unaudited) | 100,422 | 6.53 | |||||||||||||||
Exercised (unaudited) | (79,783 | ) | 2.89 | ||||||||||||||
Forfeited (unaudited) | (9,029 | ) | 3.46 | ||||||||||||||
Outstanding - September 30, 2013 (unaudited) | 1,030,066 | $ | 3.92 | 6.83 | $ | 11,412 | |||||||||||
Vested and expected to vest: | |||||||||||||||||
At December 31, 2012 | 996,255 | $ | 3.58 | 7.46 | $ | 2,824 | |||||||||||
At September 30, 2013 (unaudited) | 946,111 | 3.92 | 6.83 | 11,826 | |||||||||||||
Exercisable: | |||||||||||||||||
At December 31, 2012 | 1,018,456 | $ | 3.58 | 7.46 | $ | 2,886 | |||||||||||
At September 30, 2013 (unaudited) | 1,030,066 | 3.92 | 6.83 | 11,412 | |||||||||||||
Schedule of Stock Options Valuation Assumptions | ' | ||||||||||||||||
The fair value of stock option grants has been estimated at the date of grant using the Black-Scholes option pricing model with the following weighted average assumptions: | |||||||||||||||||
Nine Months Ended | |||||||||||||||||
September 30, | |||||||||||||||||
2013 | 2012 | ||||||||||||||||
Unaudited | |||||||||||||||||
Expected dividend yield | — | % | — | % | |||||||||||||
Volatility | 52.16 | 54.49 | |||||||||||||||
Risk-free rate of return | 0.15 | 0.5 | |||||||||||||||
Forfeiture rate | 7.9 | 4.3 | |||||||||||||||
Expected life | 6 years | 6 years | |||||||||||||||
Schedule of Company's Stock-based Compensation Expense | ' | ||||||||||||||||
The Company’s stock-based compensation expense for the three and nine months ended September 30, 2013 is as follows (in thousands): | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Unaudited | |||||||||||||||||
Research and development | $ | 23 | $ | 16 | $ | 51 | $ | 29 | |||||||||
Sales and marketing | 255 | 38 | 334 | 145 | |||||||||||||
General and administrative | 72 | 23 | 113 | 40 | |||||||||||||
Total | $ | 350 | $ | 77 | $ | 498 | $ | 214 | |||||||||
Net_Loss_Per_Share_Tables
Net Loss Per Share (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Earnings Per Share [Abstract] | ' | ||||||||||||||||
Schedule of Earnings Per Share, Basic and Diluted | ' | ||||||||||||||||
Net loss per share for the three and nine months ended September 30, 2013 and 2012 was as follows (in thousands): | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Numerator | |||||||||||||||||
Net loss attributable to common stockholders | $ | (7,984 | ) | $ | (3,050 | ) | $ | (12,830 | ) | $ | (7,275 | ) | |||||
Denominator | |||||||||||||||||
Weighted average shares outstanding - basic | 4,755 | 4,617 | 4,722 | 4,611 | |||||||||||||
Dilutive effect of preferred stock, warrant options and convertible debt | — | — | — | — | |||||||||||||
Weighted average shares outstanding - diluted | 4,755 | 4,617 | 4,722 | 4,611 | |||||||||||||
Net loss per common share - basic and diluted | $ | (1.68 | ) | $ | (0.66 | ) | $ | (2.72 | ) | $ | (1.58 | ) | |||||
Potentially dilutive securities (1) | |||||||||||||||||
Redeemable convertible preferred stock | 4,451 | 4,451 | 4,451 | 4,451 | |||||||||||||
Convertible preferred stock | 6,527 | 6,527 | 6,527 | 6,527 | |||||||||||||
Common stock warrants | 604 | 604 | 604 | 604 | |||||||||||||
Preferred stock warrants | 23 | 23 | 23 | 23 | |||||||||||||
Stock options | 1,030 | 994 | 1,030 | 994 | |||||||||||||
Medical common stock warrants | 225 | 225 | 225 | 225 | |||||||||||||
Convertible debt (2) | 1,929 | 1,929 | 1,929 | 1,929 | |||||||||||||
__________ | |||||||||||||||||
-1 | The impact of potentially dilutive securities on earnings per share is anti-dilutive in a period of net loss. | ||||||||||||||||
-2 | Potentially dilutive securities includes the number of shares issued upon the conversion of the convertible notes upon the Company's IPO in October 2013. See Note 18 for further discussion. |
Segment_and_Geographic_Informa1
Segment and Geographic Information (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Segment Reporting [Abstract] | ' | ||||||||||||||||
Revenue from External Customers by Geographic Areas | ' | ||||||||||||||||
The following table represents total sales by geographic area, based on the location of the customer (in thousands): | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Unaudited | Unaudited | ||||||||||||||||
United States | $ | 20,062 | $ | 15,454 | $ | 57,459 | $ | 46,701 | |||||||||
France | 2,341 | 1,763 | 8,218 | 6,873 | |||||||||||||
Other Countries (1) | 4,792 | 3,731 | 13,939 | 12,378 | |||||||||||||
Total | $ | 27,195 | $ | 20,948 | $ | 79,616 | $ | 65,952 | |||||||||
__________ | |||||||||||||||||
-1 | |||||||||||||||||
The following table represents long-lived assets by geographic area (in thousands): | |||||||||||||||||
30-Sep-13 | 31-Dec-12 | ||||||||||||||||
Unaudited | |||||||||||||||||
United States | $ | 7,107 | $ | 6,020 | |||||||||||||
France | 4,010 | 4,700 | |||||||||||||||
Other Countries (1) | 1,144 | 1,576 | |||||||||||||||
Total | $ | 12,261 | $ | 12,296 | |||||||||||||
__________ | |||||||||||||||||
-1 | No additional locations are individually significant. | ||||||||||||||||
Total Sales by Product Category | ' | ||||||||||||||||
The Company classifies its products into two categories: exclusive technology and traditional fusion products. The following table represents total sales by product category (in thousands): | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Unaudited | Unaudited | ||||||||||||||||
Exclusive technology products | $ | 22,923 | $ | 16,767 | $ | 65,372 | $ | 52,150 | |||||||||
Traditional fusion products | 4,272 | 4,181 | 14,244 | 13,802 | |||||||||||||
Total | $ | 27,195 | $ | 20,948 | $ | 79,616 | $ | 65,952 | |||||||||
Organization_and_Business_Desc1
Organization and Business Description (Details) (USD $) | 0 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 1 Months Ended | |||||||||
Sep. 11, 2013 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Oct. 31, 2013 | Oct. 31, 2013 | Oct. 31, 2013 | Oct. 31, 2013 | Oct. 31, 2013 | Oct. 31, 2013 | Sep. 30, 2013 | Dec. 31, 2012 | |
Loan Facility [Member] | Loan Facility [Member] | Common Stock [Member] | Common Stock [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | IPO [Member] | Loans Payable [Member] | Loans Payable [Member] | ||||||
Loan Facility [Member] | Redeemable Convertible Preferred Stock [Member] | Common Stock [Member] | Common Stock [Member] | Subsequent Event [Member] | |||||||||||||
Warrant [Member] | |||||||||||||||||
Debt Conversion [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock issued in initial public offering | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5,750,000 | ' | ' |
Share price | ' | ' | ' | ' | ' | ' | ' | ' | ' | $15 | ' | ' | ' | ' | ' | ' | ' |
Repayment of loan facility | ' | ' | ' | $778,000 | $0 | ' | ' | ' | ' | ' | $10,000,000 | ' | ' | ' | ' | ' | ' |
Payments to stockholders | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 17,500,000 | ' | ' | ' | ' | ' |
Convertible notes | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 22,500,000 | ' | ' | ' | ' | ' |
Interest payable | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,900,000 | 904,000 |
Number of shares issued in relation to convertible debt (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,929,309 | ' | ' | ' | ' |
Repayments of Convertible Debt | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,800,000 | ' | ' | ' | ' | ' | ' | ' |
Recognition of beneficial conversion feature | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 7,100,000 | ' | ' | ' | ' |
Interest expense | ' | $1,516,000 | $1,409,000 | $4,379,000 | $3,216,000 | $400,000 | $1,100,000 | $800,000 | $2,300,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Number of shares issued in relation to convertible preferred stock | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10,977,667 | ' | ' | ' | ' |
Reverse stock split, conversion ratio | 0.1481 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock issued in relation to the exercise of warrants | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10,889 | ' | ' | ' |
Significant_Accounting_Policie3
Significant Accounting Policies Narrative (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Dec. 31, 2011 | |
Significant Accounting Policies [Line Items] | ' | ' | ' | ' | ' | ' |
Ownership percentage | 100.00% | ' | 100.00% | ' | ' | ' |
Percentage of stock held in escrow | 47.05% | ' | 47.05% | 47.05% | ' | ' |
Restricted cash | ' | ' | ' | ' | ' | $1,000,000 |
Restricted cash requirement, amount | ' | ' | ' | 2,000,000 | ' | ' |
Allowance for doubtful accounts | 1,469,000 | ' | 1,469,000 | 1,388,000 | ' | 1,050,000 |
Total | 16,108,000 | ' | 16,108,000 | 16,772,000 | ' | ' |
Advertising costs | 90,000 | 28,000 | 232,000 | ' | 109,000 | ' |
Inventory Valuation Reserves | 3,581,000 | ' | 3,581,000 | 2,792,000 | ' | 1,975,000 |
Medical [Member] | ' | ' | ' | ' | ' | ' |
Significant Accounting Policies [Line Items] | ' | ' | ' | ' | ' | ' |
Ownership percentage | 100.00% | ' | 100.00% | 100.00% | ' | ' |
LDR Brazil [Member] | ' | ' | ' | ' | ' | ' |
Significant Accounting Policies [Line Items] | ' | ' | ' | ' | ' | ' |
Ownership percentage | 100.00% | ' | 100.00% | 100.00% | ' | ' |
LDR Medical, SAS [Member] | ' | ' | ' | ' | ' | ' |
Significant Accounting Policies [Line Items] | ' | ' | ' | ' | ' | ' |
Ownership percentage | 52.95% | ' | 52.95% | 52.95% | ' | ' |
Percentage of stock held in escrow | 47.05% | ' | 47.05% | ' | ' | ' |
Inventory Held by Hospitals and Sales Agents [Member] | ' | ' | ' | ' | ' | ' |
Significant Accounting Policies [Line Items] | ' | ' | ' | ' | ' | ' |
Total | 6,851,000 | ' | 6,851,000 | 4,778,000 | ' | ' |
Patents [Member] | ' | ' | ' | ' | ' | ' |
Significant Accounting Policies [Line Items] | ' | ' | ' | ' | ' | ' |
Definite lived intangible asset, useful lives | ' | ' | '10 years | ' | ' | ' |
Computer Software, Intangible Asset [Member] | ' | ' | ' | ' | ' | ' |
Significant Accounting Policies [Line Items] | ' | ' | ' | ' | ' | ' |
Definite lived intangible asset, useful lives | ' | ' | '3 years | ' | ' | ' |
Computer Software, Intangible Asset [Member] | Maximum [Member] | ' | ' | ' | ' | ' | ' |
Significant Accounting Policies [Line Items] | ' | ' | ' | ' | ' | ' |
Definite lived intangible asset, useful lives | ' | ' | '5 years | ' | ' | ' |
Computer Software, Intangible Asset [Member] | Minimum [Member] | ' | ' | ' | ' | ' | ' |
Significant Accounting Policies [Line Items] | ' | ' | ' | ' | ' | ' |
Definite lived intangible asset, useful lives | ' | ' | '3 years | ' | ' | ' |
Computer Equipment [Member] | Maximum [Member] | ' | ' | ' | ' | ' | ' |
Significant Accounting Policies [Line Items] | ' | ' | ' | ' | ' | ' |
Property, Plant and Equipment, Useful Life | ' | ' | '5 years | ' | ' | ' |
Computer Equipment [Member] | Minimum [Member] | ' | ' | ' | ' | ' | ' |
Significant Accounting Policies [Line Items] | ' | ' | ' | ' | ' | ' |
Property, Plant and Equipment, Useful Life | ' | ' | '1 year | ' | ' | ' |
Furniture and Fixtures [Member] | Maximum [Member] | ' | ' | ' | ' | ' | ' |
Significant Accounting Policies [Line Items] | ' | ' | ' | ' | ' | ' |
Property, Plant and Equipment, Useful Life | ' | ' | '10 years | ' | ' | ' |
Furniture and Fixtures [Member] | Minimum [Member] | ' | ' | ' | ' | ' | ' |
Significant Accounting Policies [Line Items] | ' | ' | ' | ' | ' | ' |
Property, Plant and Equipment, Useful Life | ' | ' | '5 years | ' | ' | ' |
Other Income and Expense [Member] | ' | ' | ' | ' | ' | ' |
Significant Accounting Policies [Line Items] | ' | ' | ' | ' | ' | ' |
Foreign currency translation | ($508,000) | ($421,000) | ($437,000) | ' | ($488,000) | ' |
Significant_Accounting_Policie4
Significant Accounting Policies Allowance for Doubtful Accounts Rollforward (Details) (USD $) | 9 Months Ended | 12 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 |
Allowance for Doubtful Accounts Receivable [Roll Forward] | ' | ' | ' |
Balance, beginning of period | $1,388 | $1,050 | $1,050 |
Additions | 375 | 332 | 587 |
Deductions/adjustments | -294 | ' | -249 |
Balance, end of period | $1,469 | ' | $1,388 |
Significant_Accounting_Policie5
Significant Accounting Policies Schedule of Inventory (Details) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Accounting Policies [Abstract] | ' | ' |
Finished goods | $13,488 | $13,230 |
Work in process | 2,310 | 3,205 |
Raw materials | 310 | 337 |
Total | $16,108 | $16,772 |
Significant_Accounting_Policie6
Significant Accounting Policies Changes in the Allowance for Excess and Obsolete Inventory (Details) (USD $) | 9 Months Ended | 12 Months Ended |
In Thousands, unless otherwise specified | Sep. 30, 2013 | Dec. 31, 2012 |
Movement in Valuation Allowances and Reserves [Roll Forward] | ' | ' |
Balance, beginning of period | $2,792 | $1,975 |
Additions | 789 | 1,565 |
Deductions/adjustments | 0 | -748 |
Balance, end of period | $3,581 | $2,792 |
Significant_Accounting_Policie7
Significant Accounting Policies Fair Value (Details) (Fair Value, Measurements, Recurring [Member], Warrant [Member], USD $) | 9 Months Ended | 12 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 |
Fair Value, Inputs, Level 1 [Member] | ' | ' | ' |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ' | ' | ' |
Warrant liability | ' | ' | $0 |
Fair Value, Inputs, Level 2 [Member] | ' | ' | ' |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ' | ' | ' |
Warrant liability | ' | ' | 0 |
Fair Value, Inputs, Level 3 [Member] | ' | ' | ' |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ' | ' | ' |
Warrant liability | 4,167 | ' | 9,760 |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ' | ' | ' |
Warrant Liability, Beginning | 4,167 | 2,524 | ' |
Warrants issued | 0 | 0 | ' |
Warrant Liability, Ending | 9,760 | 4,167 | ' |
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Liability, Gain (Loss) Included in Earnings | 5,593 | 1,643 | ' |
Estimate of Fair Value Measurement [Member] | ' | ' | ' |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ' | ' | ' |
Warrant liability | ' | ' | $9,760 |
Property_and_Equipment_Details
Property and Equipment (Details) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Property, Plant and Equipment [Line Items] | ' | ' |
Property and equipment | $22,409 | $20,000 |
Less accumulated depreciation and amortization | -10,148 | -7,704 |
Property and equipment, net | 12,261 | 12,296 |
Furniture and Fixtures [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property and equipment | 3,405 | 3,033 |
Surgical Equipment [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property and equipment | 18,433 | 16,470 |
Leasehold Improvements [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property and equipment | $571 | $497 |
Property_and_Equipment_Narrati
Property and Equipment Narrative (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Property, Plant and Equipment [Line Items] | ' | ' | ' | ' |
Property and equipment | $22,409 | $20,000 | $22,409 | ' |
Depreciation expense | 881 | 701 | 2,546 | 1,932 |
Surgical Instrument Sets [Member] | ' | ' | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' | ' | ' |
Property and equipment | 2,600 | 3,300 | 2,600 | ' |
Instrument sets under capital lease | 676 | 661 | 676 | ' |
Accumulated amortization | 613 | 500 | 613 | ' |
Depreciation expense | $33 | $31 | $99 | $96 |
Intangible_Assets_Narrative_De
Intangible Assets Narrative (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Goodwill and Intangible Assets Disclosure [Abstract] | ' | ' | ' | ' |
Amortization of Intangible Assets | $129 | $109 | $384 | $332 |
Intangible_Assets_FiniteLived_
Intangible Assets Finite-Lived Intangible Assets (Details) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Finite-Lived Intangible Assets, Gross | $5,310 | $4,737 |
Less accumulated amortization | -2,568 | -2,118 |
Finite-Lived Intangible Assets, Net | 2,742 | 2,619 |
Patents and Trademarks [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Finite-Lived Intangible Assets, Gross | 4,995 | 4,513 |
Computer Software, Intangible Asset [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Finite-Lived Intangible Assets, Gross | $315 | $224 |
Accrued_Expenses_Details
Accrued Expenses (Details) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Payables and Accruals [Abstract] | ' | ' |
Compensation and other employee related costs | $7,276 | $6,216 |
Royalties | 1,074 | 909 |
Clinical and regulatory costs | 249 | 338 |
Government grants | 954 | 933 |
Rent | 1,776 | 1,250 |
Other | 1,773 | 1,081 |
Accrued Liabilities | $13,102 | $10,727 |
Line_of_Credit_Details
Line of Credit (Details) (USD $) | 8 Months Ended | 9 Months Ended | 10 Months Ended | 0 Months Ended | 1 Months Ended | |||||||||
Dec. 31, 2012 | Dec. 31, 2012 | Dec. 31, 2011 | Sep. 30, 2013 | Apr. 30, 2012 | Feb. 28, 2011 | Sep. 30, 2013 | Dec. 31, 2012 | Feb. 28, 2013 | Feb. 28, 2011 | Oct. 31, 2013 | Feb. 28, 2011 | Oct. 31, 2013 | Oct. 31, 2013 | |
Line of Credit [Member] | Line of Credit [Member] | Series C Preferred Stock [Member] | Series C Preferred Stock [Member] | Subsequent Event [Member] | Warrant [Member] | Warrant [Member] | Warrant [Member] | |||||||
Series C Preferred Stock [Member] | Subsequent Event [Member] | Subsequent Event [Member] | ||||||||||||
Common Stock [Member] | ||||||||||||||
Line of Credit Facility [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Line of credit, maximum borrowing capacity | ' | ' | ' | ' | $19,000,000 | $14,000,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Basis spread on variable rate | 2.00% | ' | 1.50% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Restricted cash | ' | ' | 1,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Interest rate at the end of the period | ' | ' | ' | 5.25% | ' | ' | ' | 5.25% | ' | ' | ' | ' | ' | ' |
Line of credit facility, asset restrictions, cash | ' | 2,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Loan facility | 9,998,000 | 9,998,000 | ' | 9,998,000 | ' | ' | 18,200,000 | 19,000,000 | ' | ' | ' | ' | ' | ' |
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | ' | ' | ' | ' | ' | ' | ' | ' | ' | 154,506 | ' | ' | ' | ' |
Fair value of warrant | 4,167,000 | 4,167,000 | ' | 9,760,000 | ' | ' | ' | ' | ' | ' | ' | 155,000 | ' | ' |
Share price | ' | ' | ' | ' | ' | ' | ' | ' | ' | $1.17 | $15 | ' | ' | ' |
Fair value assumptions, risk free interest rate | ' | ' | ' | ' | ' | ' | ' | ' | 3.00% | ' | ' | ' | ' | ' |
Fair value assumptions, expected dividend rate | ' | ' | ' | ' | ' | ' | ' | ' | 0.00% | ' | ' | ' | ' | ' |
Fair value assumptions, expected term | ' | ' | ' | ' | ' | ' | ' | ' | '7 years | ' | ' | ' | ' | ' |
Fair value assumptions, expected volatility rate | ' | ' | ' | ' | ' | ' | ' | ' | 75.00% | ' | ' | ' | ' | ' |
Stock issued in relation to the exercise of warrants | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10,889 |
Stock surrendered to satisfy consideration given in relation to warrants | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 12,001 | ' |
Amount of consideration given for consideration shares | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $180,000 | ' |
LongTerm_Debt_Schedule_of_Long
Long-Term Debt Schedule of Long-term Debt (Details) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Debt Disclosure [Abstract] | ' | ' |
Short-term financing | $2,747 | $1,772 |
Various notes payable | 4,932 | 6,235 |
Loan facility | 9,998 | 9,998 |
Convertible notes | 22,500 | 22,500 |
Total long-term debt | 40,177 | 40,505 |
Less current portion of long-term debt and short-term financing | -4,647 | -3,675 |
Long-term debt | 35,530 | 36,830 |
Less unamortized discounts | -5,167 | -6,504 |
Long-term debt, net of discount and current portion | $30,363 | $30,326 |
LongTerm_Debt_ShortTerm_Financ
Long-Term Debt Short-Term Financing and Various Notes Payable Narrative (Details) (USD $) | 12 Months Ended | 0 Months Ended | 9 Months Ended | 12 Months Ended | 9 Months Ended | 12 Months Ended | 9 Months Ended | ||||
In Thousands, unless otherwise specified | Dec. 31, 2012 | 15-May-12 | Apr. 25, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 |
Loans Payable [Member] | Convertible Subordinated Debt [Member] | Convertible Subordinated Debt [Member] | Medical [Member] | Medical [Member] | Medical [Member] | Minimum [Member] | Minimum [Member] | Maximum [Member] | Maximum [Member] | Short-term Debt [Member] | |
Entity | Loans Payable [Member] | Medical [Member] | Medical [Member] | Medical [Member] | Medical [Member] | Medical [Member] | |||||
Loans Payable [Member] | Loans Payable [Member] | Loans Payable [Member] | Loans Payable [Member] | ||||||||
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Short-term Debt, General Repayment Period | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '90 days |
Short-term Debt, Weighted Average Interest Rate | ' | ' | ' | ' | 4.80% | ' | ' | ' | ' | ' | 4.80% |
Number of Entities in which the Entity has Loan Agreements | ' | ' | ' | 7 | ' | ' | ' | ' | ' | ' | ' |
Loans Payable | ' | ' | ' | ' | ' | ' | $9 | $34 | $1,100 | $1,300 | ' |
Stated interest rate minimum | 2.53% | 6.00% | 6.00% | ' | ' | 2.53% | ' | ' | ' | ' | ' |
Stated interest rate maximum | 4.65% | ' | ' | ' | ' | 4.65% | ' | ' | ' | ' | ' |
LongTerm_Debt_Loan_Facility_Na
Long-Term Debt Loan Facility Narrative (Details) (USD $) | 9 Months Ended | 1 Months Ended | 9 Months Ended | 1 Months Ended | 0 Months Ended | 1 Months Ended | 0 Months Ended | 12 Months Ended | 1 Months Ended | 9 Months Ended | |||||||||||||||||
Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | Apr. 30, 2012 | Feb. 28, 2011 | Feb. 28, 2011 | Sep. 30, 2013 | Dec. 31, 2012 | Nov. 23, 2009 | Dec. 31, 2010 | Nov. 23, 2009 | Dec. 31, 2010 | Oct. 31, 2013 | Feb. 28, 2011 | Nov. 30, 2009 | Jan. 29, 2010 | Jan. 31, 2007 | Jul. 31, 2007 | Dec. 31, 2007 | Jan. 29, 2010 | Dec. 31, 2008 | Apr. 30, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Dec. 31, 2007 | Dec. 31, 2007 | Sep. 30, 2009 | |
First, Second, Third and Fourth Warrants [Member] | First, Second, Third and Fourth Warrants [Member] | First, Second, Third and Fourth Warrants [Member] | First, Second, Third and Fourth Warrants [Member] | First, Second, Third and Fourth Warrants [Member] | First, Second, Third and Fourth Warrants [Member] | Third Warrant [Member] | Subsequent Event [Member] | Line of Credit [Member] | Line of Credit [Member] | Line of Credit [Member] | Line of Credit [Member] | Line of Credit [Member] | Line of Credit [Member] | Line of Credit [Member] | Line of Credit [Member] | Line of Credit [Member] | Line of Credit [Member] | Line of Credit [Member] | Line of Credit [Member] | Line of Credit [Member] | Line of Credit [Member] | ||||||
Loan C [Member] | Loan C [Member] | Loan C [Member] | Loan C [Member] | Loan B [Member] | Loan B [Member] | Loan B [Member] | Loan C [Member] | Modified Loans [Member] | Loan A [Member] | Loan A [Member] | Loan A [Member] | Loan A [Member] | Loan B [Member] | Loan B [Member] | Loan Facility [Member] | Loan Facility [Member] | Loan Facility [Member] | First and Second Warrants [Member] | First, Second, Third and Fourth Warrants [Member] | Fourth Warrant [Member] | |||||||
M | Loan A [Member] | Loan A [Member] | Modified Loans [Member] | ||||||||||||||||||||||||
Payment | |||||||||||||||||||||||||||
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Loan facility, maximum borrowing capacity | ' | ' | ' | $19,000,000 | $14,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $15,000,000 | ' | $12,500,000 | ' | ' | ' | ' | ' | ' |
Combined paid-in-kind and fixed percentage rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 12.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Paid-in-kind interest rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Fixed interest rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 9.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Remaining term | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '24 months | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of securities called by warrant | ' | ' | ' | ' | ' | 604,002 | ' | ' | ' | 313,823 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 153,397 | ' | 24,074 |
Exercise price of warrant (dollars per share) | ' | ' | ' | ' | ' | 0.00675 | ' | ' | ' | ' | 0.00675 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.00675 | 0.00675 |
Fair value of warrant | 9,760,000 | ' | 4,167,000 | ' | ' | ' | 9,800,000 | 4,200,000 | 1,900,000 | ' | ' | 625,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 248,000 | ' | 633,000 |
Loan facility, percent of outstanding principal due in next twelve months | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 25.00% | ' | ' | ' | ' | ' | ' | ' |
Loan facility, principal due in next twelve months, number of payments | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 12 | ' | ' | ' | ' | ' | ' | ' |
Loan facility, accrued and unpaid interest due in the next twelve months, percent | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 35.00% | ' | ' | ' | ' | ' | ' | ' |
Loan facility, accrued and unpaid interest due in the next twelve months, number of payments | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 12 | ' | ' | ' | ' | ' | ' | ' |
Loan facility, accrued and unpaid interest due in final year, percent | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 40.00% | ' | ' | ' | ' | ' | ' | ' |
Line of credit facility, accrued and unpaid interest due in final year, number of payments | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '9 months | ' | ' | ' | ' | ' | ' | ' |
Warrant antidilutive provision, resulting increase in number of shares | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 46,667 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Proceeds from long-term debt | 0 | 15,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3,200,000 | ' | ' | 5,000,000 | 1,500,000 | ' | ' | 6,000,000 | ' | 10,000,000 | ' | ' | ' | ' |
Stated interest rate maximum | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 13.50% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stated interest rate minimum | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 12.50% | ' | ' | ' | ' | ' | ' | 12.50% | ' | ' | ' | ' | ' | ' |
Modified loan agreement, term, required payment of outstanding advances | 1,408,000 | 4,225,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3,000,000 | ' | ' | ' | ' | ' | ' | 3,000,000 | ' | ' | ' | ' | ' |
Warrant, antidilutive provision, additional shares to warrant holders stated as a percentage of issuance of certain equity securities, percent | ' | ' | ' | ' | ' | 3.50% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Warrant, antidilutive provision, provision expires when the gross proceeds from such transactions reach a stated amount, amount | ' | ' | ' | ' | ' | 10,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Decrease to additional paid in capital for modification of warrants | ' | ' | ' | ' | ' | -1,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Amortization of debt discount | ' | ' | ' | ' | ' | ' | 350,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt discounts | 5,167,000 | ' | 6,504,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 159,000 | 252,000 | ' | ' | ' |
Repayments of Convertible Debt | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $2,800,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
LongTerm_Debt_Convertible_Note
Long-Term Debt Convertible Notes Narrative (Details) (USD $) | 9 Months Ended | 0 Months Ended | 9 Months Ended | 9 Months Ended | 12 Months Ended | 0 Months Ended | 1 Months Ended | ||||||
Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | 15-May-12 | Apr. 25, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Apr. 25, 2012 | Oct. 31, 2013 | Oct. 31, 2013 | |
Convertible Subordinated Debt [Member] | Convertible Subordinated Debt [Member] | Convertible Subordinated Debt [Member] | Convertible Subordinated Debt [Member] | Secured Convertible Subordinated Debt [Member] | Loans Payable [Member] | Loans Payable [Member] | Maximum [Member] | Subsequent Event [Member] | Common Stock [Member] | ||||
Convertible Subordinated Debt [Member] | Subsequent Event [Member] | ||||||||||||
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stated interest rate minimum | ' | ' | ' | 6.00% | 6.00% | ' | ' | ' | 2.53% | ' | ' | ' | ' |
Stated interest rate maximum | ' | ' | ' | ' | ' | ' | ' | ' | 4.65% | ' | ' | ' | ' |
Proceeds from long-term debt | $0 | $15,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | $15,000,000 | ' | ' |
Face amount of debt | ' | ' | ' | 5,200,000 | 9,800,000 | ' | ' | ' | ' | ' | ' | ' | ' |
All unpaid principal and accrued interest due and payable | ' | ' | ' | ' | ' | 150.00% | ' | 150.00% | ' | ' | ' | ' | ' |
Principal and interest due upon IPO with gross proceeds equal to a specified amount, amount | ' | ' | ' | ' | ' | 50,000,000 | ' | ' | ' | ' | ' | ' | ' |
Less unamortized discounts | 5,167,000 | ' | 6,504,000 | ' | ' | ' | 7,500,000 | ' | 6,300,000 | 5,000,000 | ' | ' | ' |
Effective interest rate | ' | ' | ' | ' | ' | ' | 18.00% | ' | ' | ' | ' | ' | ' |
Conversion terms, upon a triggering event, holders may elect to covert notes at a ratio of principal and accrued interest to a stated discount rate, stated discount rate | ' | ' | ' | ' | ' | 50.00% | ' | ' | ' | ' | ' | ' | ' |
Recognition of beneficial conversion feature | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 7,100,000 |
Outstanding principal balance | 22,500,000 | ' | 22,500,000 | ' | ' | ' | ' | ' | 22,500,000 | 22,500,000 | ' | ' | ' |
Interest payable | ' | ' | ' | ' | ' | ' | ' | ' | 904,000 | 1,900,000 | ' | ' | ' |
Number of shares issued in relation to convertible debt (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,929,309 |
Repayments of Convertible Debt | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $2,800,000 | ' |
Stockholders_Equity_Narrative_
Stockholders' Equity Narrative (Details) (USD $) | 0 Months Ended | 9 Months Ended | 9 Months Ended | 9 Months Ended | 1 Months Ended | 1 Months Ended | |||||||||||||||||||||
Sep. 11, 2013 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Feb. 28, 2011 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Sep. 30, 2013 | Oct. 31, 2013 | Oct. 31, 2013 | Oct. 31, 2013 | Oct. 31, 2013 | Oct. 31, 2013 | Oct. 31, 2013 | |
Director | Series A-1 Convertible Preferred Stock [Member] | Series A-1 Convertible Preferred Stock [Member] | Series A-2 Convertible Preferred Stock [Member] | Series A-2 Convertible Preferred Stock [Member] | Series B Convertible Preferred Stock [Member] | Series B Convertible Preferred Stock [Member] | Redeemable Convertible Preferred Stock [Member] | Convertible Preferred Stock [Member] | Preferred Stock [Member] | Common Class A [Member] | Common Class A [Member] | Series C Preferred Stock [Member] | Series C Preferred Stock [Member] | Series C Preferred Stock [Member] | Common Stock [Member] | Common Stock [Member] | Minimum [Member] | Minimum [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Medical [Member] | |||
Series A & B Preferred Stock [Member] | Redeemable Convertible Preferred Stock [Member] | Redeemable Convertible Preferred Stock [Member] | Common Stock [Member] | Warrant [Member] | Warrant [Member] | Subsequent Event [Member] | |||||||||||||||||||||
Common Stock [Member] | Common Class A [Member] | ||||||||||||||||||||||||||
Equity, Class of Treasury Stock [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Warrant antidilutive provision, resulting increase in number of shares | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 46,667 | ' | ' | ' | ' | ' |
Share price | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $1.17 | ' | ' | ' | ' | $15 | ' | ' | ' | ' | ' |
Authorized shares | ' | 92,723,696 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock, shares authorized | ' | 18,167,361 | 18,167,361 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock, par value (in dollars per share) | ' | $0.00 | $0.00 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Preferred stock, shares authorized | ' | 74,556,335 | ' | 11,120,119 | 11,120,119 | 18,097,848 | 18,097,848 | 14,838,368 | 14,838,368 | 30,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Preferred Stock, Redemption Price Per Share | ' | ' | ' | $6.00 | ' | $1.17 | ' | $6.37 | ' | $7.86 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Preferred stock, initial conversion price | ' | $0.00 | ' | $0.00 | $0.00 | $0.00 | $0.00 | $0.00 | $0.00 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Antidilutive provision, automatic conversion, amount of firm commitment at which automatic conversion occurs, condition one, public offering price per share | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $23.63 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Antidilutive provision, automatic conversion, when the amount of gross proceeds received reach a certain amount, amount | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $50,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Convertible preferred stock, terms of conversion, conversion to common stock upon election of outstanding preferred stockholders, percentage of preferred stockholders required to convert | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 66.67% | ' | ' | ' | ' | ' | ' | ' |
Preferred Stock, Redemption Terms, Automatic Conversion, Stockholders' Consent, Threshold Percentage | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 66.67% | ' | ' | ' | ' | ' | ' |
Number of shares issued in relation to convertible preferred stock | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10,977,667 | ' | ' | ' |
Payments for Repurchase of Preferred Stock and Preference Stock | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 17,500,000 | ' | ' | ' | ' |
Preferred stock, liquidation preference per share | ' | ' | ' | $6.00 | ' | $1.17 | ' | $6.37 | ' | $7.86 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Preferred stock, protective provision, number of shares of preferred stock required to be outstanding for provision to be in affect | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5,364,806 | ' | 1,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Preferred stock, protective provision, board of directors which own a portion of the company's preferred stock that must approve restricted actions, number of directors | ' | 4 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Preferred stock, protective provision, directors cannot incur, create, assume or become liable for indebtedness exceeding a specified amount, amount | ' | 21,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Shares, outstanding | ' | 4,756,736 | 4,642,143 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 536,131 | 541,937 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock, reserved for future issuance | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3,538,557 | 3,538,557 | ' | ' | ' | ' | ' | ' | ' | ' |
Number of securities called by warrant | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 154,506 | 154,506 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Exercise price of warrant (dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1.165 | ' | ' | ' | ' | ' | 1.165 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Reverse stock split, conversion ratio | 0.1481 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5.80087 |
Conversion of Stock, Shares Issued | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3,110,024 |
Stock issued in relation to the exercise of warrants | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10,889 | ' |
Stock surrendered to satisfy consideration given in relation to warrants | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 12,001 | ' | ' |
Amount of consideration given for consideration shares | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $180,000 | ' | ' |
Stock_Options_Summary_of_the_S
Stock Options Summary of the Stock Option Activity (Details) (USD $) | 9 Months Ended | 12 Months Ended |
In Thousands, except Share data, unless otherwise specified | Sep. 30, 2013 | Dec. 31, 2012 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ' | ' |
Shares Outstanding, Beginning | 1,018,456 | 726,729 |
Shares Granted | 100,422 | 377,051 |
Shares Exercised | -79,783 | -63,598 |
Shares Forfeited | -9,029 | -21,726 |
Shares Outstanding, Ending | 1,030,066 | 1,018,456 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] | ' | ' |
Weighted Average Exercise Price - Shares Outstanding, Beginning | $3.58 | $2.36 |
Weighted Average Exercise Price - Shares Granted | $6.53 | $5.60 |
Weighted Average Exercise Price - Shares Exercised | $2.89 | $2.03 |
Weighted Average Exercise Price - Shares Forfeited | $3.46 | $3.17 |
Weighted Average Exercise Price - Shares Outstanding, Ending | $3.92 | $3.58 |
Weighted Average Exercise Price - Shares Vested and expected to vest | $3.92 | $3.58 |
Weighted Average Exercise Price - Shares Exercisable | $3.92 | $3.58 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest [Abstract] | ' | ' |
Shares Vested and Expected to Vest | 946,111 | 996,255 |
Aggregate Intrinsic Value - Shares Outstanding | $11,412 | $2,886 |
Aggregate Intrinsic Value - Shares Vested and expected to vest | 11,826 | 2,824 |
Aggregate Intrinsic Value - Shares Exercisable | $11,412 | $2,886 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract] | ' | ' |
Shares Exercisable | 1,030,066 | 1,018,456 |
Weighted Average Remaining Contractual Term - Shares Outstanding | '6 years 9 months 29 days | '7 years 5 months 15 days |
Weighted Average Remaining Contractual Term - Shares Vested and expected to vest | '6 years 9 months 29 days | '7 years 5 months 15 days |
Weighted Average Remaining Contractual Term - Shares Exercisable | '6 years 9 months 29 days | '7 years 5 months 15 days |
Stock_Options_Stock_Options_Na
Stock Options Stock Options Narrative (Details) (USD $) | 3 Months Ended | 9 Months Ended | 12 Months Ended | 9 Months Ended | 12 Months Ended | 1 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||||||||||||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | Dec. 31, 2011 | Sep. 30, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Sep. 30, 2013 | Dec. 31, 2012 | Mar. 31, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Dec. 31, 2007 | Dec. 31, 2007 | Dec. 31, 2007 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | |
Employee Stock Option [Member] | Employee Stock Option [Member] | 2004 Stock Option/Stock Issuance Plan and 2007 Stock Option/Stock Issuance Plan [Member] | 2004 Stock Option/Stock Issuance Plan and 2007 Stock Option/Stock Issuance Plan [Member] | 2004 Stock Option/Stock Issuance Plan and 2007 Stock Option/Stock Issuance Plan [Member] | 2007 Plan [Member] | 2007 Plan [Member] | 2007 Plan [Member] | 2007 Plan [Member] | 2007 Plan [Member] | 2007 Plan [Member] | LDR Medical, SAS [Member] | LDR Medical, SAS [Member] | LDR Medical, SAS [Member] | LDR Medical, SAS [Member] | LDR Medical, SAS [Member] | LDR Medical, SAS [Member] | |||||||
Performance Shares [Member] | Performance Shares [Member] | Performance Shares [Member] | Performance Shares [Member] | Performance Shares [Member] | Performance Shares [Member] | 2007 Plan [Member] | 2007 Plan [Member] | 2007 Plan [Member] | 2007 Plan [Member] | ||||||||||||||
Vesting Period One [Member] | Vesting Period Two Through Four [Member] | Common Class A [Member] | Common Class A [Member] | ||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of additional shares authorized | ' | ' | ' | ' | ' | ' | ' | ' | 667,670 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock, reserved for future issuance | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,559,194 | ' | ' | ' | ' | ' | ' | ' | ' | 19,531 | 19,531 | ' | ' |
Shares available for grant | ' | ' | ' | ' | ' | ' | ' | ' | ' | 526,395 | 617,767 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Purchase price of stock as a percentage of fair market value | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100.00% | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of ownership of the company's outstanding Stock for determining the exercise price of incentive stock option | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10.00% | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of control of the company's outstanding stock for determining the exercise price of incentive stock option | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10.00% | ' | ' | ' | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Purchase Price of Common Stock, Percent for Stockholder Owning or Having Voting Power Over a Stated Percentage of Outstanding Stock | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 110.00% | ' | ' | ' | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '10 years | ' | ' | ' | ' | ' | ' | ' | ' |
Stock vesting rights, annual percentage | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 25.00% | ' | ' | ' | ' | ' | ' | ' | ' |
Stock award vesting period | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '1 year | '36 months | ' | ' | ' | ' | ' | ' |
Options outstanding | 1,030,066 | ' | 1,030,066 | ' | 1,018,456 | 726,729 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 170,485 | 170,125 | ' | ' | 224,726 | 224,726 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price | $3.92 | ' | $3.92 | ' | $3.58 | $2.36 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $1.69 | $1.69 | ' | ' |
Options granted for purchasing performance awards | ' | ' | 100,422 | ' | 377,051 | ' | ' | ' | ' | ' | ' | 81,841 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Shares expected to vest | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 30.00% | 30.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock option expense | $350,000 | $77,000 | $498,000 | $214,000 | ' | ' | ' | ' | ' | ' | ' | ' | $208,000 | $233,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Weighted average grant date fair value (in dollars per share) | ' | ' | $3.42 | ' | $2.72 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Intrinsic value of options exercised | ' | ' | 966,060 | ' | 188,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Unrecognized compensation expense for unvested options | ' | ' | ' | ' | ' | ' | $782,000 | $1,100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | ' | ' | ' | ' | ' | ' | '4 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock_Options_Fair_Value_of_St
Stock Options Fair Value of Stock Option Grants - Weighted Average Assumptions (Details) | 9 Months Ended | |
Sep. 30, 2013 | Sep. 30, 2012 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ' | ' |
Expected dividend yield | 0.00% | 0.00% |
Volatility | 52.16% | 54.49% |
Risk-free rate of return | 0.15% | 0.50% |
Forfeiture rate | 7.90% | 4.30% |
Expected life | '6 years | '6 years |
Stock_Options_Companys_StockBa
Stock Options Companybs Stock-Based Compensation Expense (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' | ' |
Stock option expense | $350 | $77 | $498 | $214 |
Research and Development Expense [Member] | ' | ' | ' | ' |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' | ' |
Stock option expense | 23 | 16 | 51 | 29 |
Selling and Marketing Expense [Member] | ' | ' | ' | ' |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' | ' |
Stock option expense | 255 | 38 | 334 | 145 |
General and Administrative Expense [Member] | ' | ' | ' | ' |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' | ' |
Stock option expense | $72 | $23 | $113 | $40 |
Retirement_Savings_Plans_Detai
Retirement Savings Plans (Details) (France [Member], Foreign Pension Plan, Defined Benefit [Member], USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
France [Member] | Foreign Pension Plan, Defined Benefit [Member] | ' | ' |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ' | ' |
Provision for employee retirement obligations | $176 | $172 |
Related_Party_Transactions_Det
Related Party Transactions (Details) (USD $) | 3 Months Ended | 9 Months Ended | 12 Months Ended | 1 Months Ended | 8 Months Ended | 12 Months Ended | |||
In Thousands, except Share data, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | Feb. 28, 2013 | Sep. 30, 2013 | Dec. 31, 2007 | Dec. 31, 2012 |
Management [Member] | Management [Member] | Management [Member] | Management [Member] | ||||||
Loans Receivable [Member] | Loans Receivable [Member] | Loans Receivable [Member] | Loans Receivable [Member] | ||||||
Related Party Transaction [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Interest rate, percentage | ' | ' | ' | ' | ' | ' | 2.50% | 6.00% | ' |
Related party notes receivable | $0 | ' | $0 | ' | $270 | $54 | $0 | $200 | $270 |
Options Exercised (in shares) | ' | ' | 79,783 | ' | 63,598 | 22,222 | ' | ' | ' |
Common stock outstanding, pledged as collateral | ' | ' | ' | ' | ' | 22,222 | ' | ' | ' |
Interest income, related party | $2 | $3 | $8 | $9 | ' | ' | ' | ' | ' |
Income_Taxes_Details
Income Taxes (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Income Tax Disclosure [Abstract] | ' | ' | ' | ' |
Income tax expense | $303 | $234 | $971 | $703 |
Effective income tax rate, percent | -3.90% | -8.30% | -8.20% | -10.70% |
Net_Loss_Per_Share_Details
Net Loss Per Share (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||||||
In Thousands, except Share data, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | ||||
Numerator | ' | ' | ' | ' | ||||
Net loss attributable to common stockholders | ($7,984) | ($3,050) | ($12,830) | ($7,275) | ||||
Denominator | ' | ' | ' | ' | ||||
Weighted average shares outstanding - basic | 4,755,000 | 4,617,000 | 4,722,000 | 4,611,000 | ||||
Dilutive effect of preferred stock, warrant options and convertible debt | 0 | 0 | 0 | 0 | ||||
Weighted average shares outstanding - diluted | 4,755,000 | 4,617,000 | 4,722,000 | 4,611,000 | ||||
Net loss per common share - basic and diluted (in dollars per share) | ($1.68) | ($0.66) | ($2.72) | ($1.58) | ||||
Redeemable Convertible Preferred Stock [Member] | ' | ' | ' | ' | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' | ' | ||||
Potentially dilutive securities | 4,451,000 | [1] | 4,451,000 | [1] | 4,451,000 | [1] | 4,451,000 | [1] |
Convertible Preferred Stock [Member] | ' | ' | ' | ' | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' | ' | ||||
Potentially dilutive securities | 6,527,000 | [1] | 6,527,000 | [1] | 6,527,000 | [1] | 6,527,000 | [1] |
Equity Option [Member] | ' | ' | ' | ' | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' | ' | ||||
Potentially dilutive securities | 1,030,000 | [1] | 994,000 | [1] | 1,030,000 | [1] | 994,000 | [1] |
Convertible Debt Securities [Member] | ' | ' | ' | ' | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' | ' | ||||
Potentially dilutive securities | 1,929,000 | [1],[2] | 1,929,000 | [1],[2] | 1,929,000 | [1],[2] | 1,929,000 | [1],[2] |
Common Stock [Member] | Warrant [Member] | ' | ' | ' | ' | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' | ' | ||||
Potentially dilutive securities | 604,000 | [1] | 604,000 | [1] | 604,000 | [1] | 604,000 | [1] |
Preferred Stock [Member] | Warrant [Member] | ' | ' | ' | ' | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' | ' | ||||
Potentially dilutive securities | 23,000 | [1] | 23,000 | [1] | 23,000 | [1] | 23,000 | [1] |
Medical [Member] | Common Stock [Member] | Warrant [Member] | ' | ' | ' | ' | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' | ' | ||||
Potentially dilutive securities | 225,000 | [1] | 225,000 | [1] | 225,000 | [1] | 225,000 | [1] |
[1] | The impact of potentially dilutive securities on earnings per share is anti-dilutive in a period of net loss. | |||||||
[2] | Potentially dilutive securities includes the number of shares issued upon the conversion of the convertible notes upon the Company's IPO in October 2013. See Note 18 for further discussion. |
Commitments_and_Contingencies_
Commitments and Contingencies (Details) (USD $) | 3 Months Ended | 9 Months Ended | |||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 |
Other Commitments [Line Items] | ' | ' | ' | ' | ' |
Operating leases, rent expense | $644 | $455 | $1,746 | $1,388 | ' |
Government grants | 954 | ' | 954 | ' | 933 |
France [Member] | ' | ' | ' | ' | ' |
Other Commitments [Line Items] | ' | ' | ' | ' | ' |
Government grants | $954 | ' | $954 | ' | $933 |
Segment_and_Geographic_Informa2
Segment and Geographic Information Revenues from External Customers and Long-Lived Assets (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||||||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | ' | ' | ' | ' | ' | |||
Revenue | $27,195 | $20,948 | $79,616 | $65,952 | ' | |||
Long-Lived Assets | 12,261 | ' | 12,261 | ' | 12,296 | |||
United States [Member] | ' | ' | ' | ' | ' | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | ' | ' | ' | ' | ' | |||
Revenue | 20,062 | 15,454 | 57,459 | 46,701 | ' | |||
Long-Lived Assets | 7,107 | ' | 7,107 | ' | 6,020 | |||
France [Member] | ' | ' | ' | ' | ' | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | ' | ' | ' | ' | ' | |||
Revenue | 2,341 | 1,763 | 8,218 | 6,873 | ' | |||
Long-Lived Assets | 4,010 | ' | 4,010 | ' | 4,700 | |||
Other Countries [Member] | ' | ' | ' | ' | ' | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | ' | ' | ' | ' | ' | |||
Revenue | 4,792 | 3,731 | 13,939 | 12,378 | ' | |||
Long-Lived Assets | $1,144 | [1] | ' | $1,144 | [1] | ' | $1,576 | [1] |
[1] | No additional locations are individually significant. |
Segment_and_Geographic_Informa3
Segment and Geographic Information Revenue by Products (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Revenue from External Customer [Line Items] | ' | ' | ' | ' |
Revenue | $27,195 | $20,948 | $79,616 | $65,952 |
Exclusive Technology Products [Member] | ' | ' | ' | ' |
Revenue from External Customer [Line Items] | ' | ' | ' | ' |
Revenue | 22,923 | 16,767 | 65,372 | 52,150 |
Traditional Fusion Products [Member] | ' | ' | ' | ' |
Revenue from External Customer [Line Items] | ' | ' | ' | ' |
Revenue | $4,272 | $4,181 | $14,244 | $13,802 |
Segment_and_Geographic_Informa4
Segment and Geographic Information Narrative (Details) | 9 Months Ended |
Sep. 30, 2013 | |
Segment | |
Segment Reporting [Abstract] | ' |
Number of reportable segments | 1 |
Number of operating categories | 2 |
Subsequent_Events_Details
Subsequent Events (Details) (USD $) | 0 Months Ended | 9 Months Ended | 1 Months Ended | 1 Months Ended | 0 Months Ended | 9 Months Ended | 1 Months Ended | 0 Months Ended | 1 Months Ended | 1 Months Ended | ||||||||
Sep. 11, 2013 | Sep. 30, 2013 | Sep. 30, 2012 | Oct. 31, 2013 | Oct. 31, 2013 | Oct. 31, 2013 | Feb. 28, 2011 | Oct. 31, 2013 | 15-May-12 | Apr. 25, 2012 | Sep. 30, 2013 | Oct. 31, 2013 | Apr. 25, 2012 | Oct. 31, 2013 | Oct. 31, 2013 | Oct. 31, 2013 | Feb. 28, 2011 | Oct. 31, 2013 | |
Subsequent Event [Member] | Equity Option [Member] | Redeemable Convertible Preferred Stock [Member] | Series C Preferred Stock [Member] | Common Stock [Member] | Convertible Subordinated Debt [Member] | Convertible Subordinated Debt [Member] | Convertible Subordinated Debt [Member] | Medical [Member] | Maximum [Member] | Loan Facility [Member] | Warrant [Member] | Warrant [Member] | Loan C [Member] | IPO [Member] | ||||
Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Common Class A [Member] | Convertible Subordinated Debt [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Common Stock [Member] | First, Second, Third and Fourth Warrants [Member] | Subsequent Event [Member] | |||||||||
Subsequent Event [Member] | Subsequent Event [Member] | |||||||||||||||||
Subsequent Event [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock issued in initial public offering | ' | ' | ' | ' | 750,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5,750,000 |
Share price | ' | ' | ' | $15 | ' | ' | $1.17 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock Issued During Period, Value, New Issues | ' | ' | ' | $77,200,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Investment Banking, Advisory, Brokerage, and Underwriting Fees and Commissions | ' | ' | ' | 9,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of shares issued in relation to convertible preferred stock | ' | ' | ' | ' | ' | ' | ' | 10,977,667 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Payments for Repurchase of Preferred Stock and Preference Stock | ' | ' | ' | ' | ' | 17,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt Instrument, Convertible, Conversion Ratio | ' | ' | ' | 7.5 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of shares issued in relation to convertible debt (in shares) | ' | ' | ' | ' | ' | ' | ' | 1,929,309 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Conversion of Stock, Shares Issued | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3,110,024 | ' | ' | ' | ' | ' | ' |
Stock issued in relation to the exercise of warrants | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10,889 | ' | ' |
Reverse stock split, conversion ratio | 0.1481 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5.80087 | ' | ' | ' | ' | ' | ' |
Proceeds from long-term debt | ' | 0 | 15,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 15,000,000 | ' | ' | ' | ' | ' |
Stated interest rate minimum | ' | ' | ' | ' | ' | ' | ' | ' | 6.00% | 6.00% | ' | ' | ' | ' | ' | ' | ' | ' |
Repayments of Convertible Debt | ' | ' | ' | 2,800,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt Instrument, Convertible, Conversion of Debt as a Percentage of Price of Common Stock Sold in Initial Public Offering | ' | ' | ' | 50.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | ' | ' | ' | ' | ' | ' | 154,506 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 604,002 | ' |
Stock issued in relation to the exercise of warrants | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10,889 | ' | ' |
Stock surrendered to satisfy consideration given in relation to warrants | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 12,001 | ' | ' | ' |
Amount of consideration given for consideration shares | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 180,000 | ' | ' | ' |
Repayment of loan facility | ' | $778,000 | $0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $10,000,000 | ' | ' | ' | ' |
Warrant antidilutive provision, resulting increase in number of shares | ' | ' | ' | 46,667 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
All unpaid principal and accrued interest due and payable | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 150.00% | ' | ' | ' | ' | ' | ' | ' |