Document_and_Entity_Informatio
Document and Entity Information | 9 Months Ended | |
Sep. 30, 2014 | Nov. 01, 2014 | |
Document And Entity Information [Abstract] | ' | ' |
Document Type | '10-Q | ' |
Amendment Flag | 'false | ' |
Document Period End Date | 30-Sep-14 | ' |
Document Fiscal Year Focus | '2014 | ' |
Document Fiscal Period Focus | 'Q3 | ' |
Trading Symbol | 'CGIX | ' |
Entity Registrant Name | 'CANCER GENETICS, INC | ' |
Entity Central Index Key | '0001349929 | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Entity Filer Category | 'Smaller Reporting Company | ' |
Entity Common Stock, Shares Outstanding | ' | 9,723,669 |
Consolidated_Balance_Sheets_Un
Consolidated Balance Sheets (Unaudited) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
CURRENT ASSETS | ' | ' |
Cash and cash equivalents | $30,748,275 | $49,459,564 |
Accounts receivable, net of allowance for doubtful accounts | 4,108,567 | 1,567,039 |
Other current assets | 1,161,537 | 864,616 |
Total current assets | 36,018,379 | 51,891,219 |
FIXED ASSETS, net of accumulated depreciation | 4,338,146 | 1,264,624 |
OTHER ASSETS | ' | ' |
Security deposits | 1,564 | 1,564 |
Restricted cash | 6,300,000 | 300,000 |
Loan guarantee and financing fees, net of accumulated amortization of $517,500 in 2013 | 0 | 310,500 |
Patents | 476,971 | 401,709 |
Investment in joint venture | 1,328,231 | 987,657 |
Other investments | 39,393 | 0 |
Goodwill | 3,130,574 | 0 |
Total other assets | 11,276,733 | 2,001,430 |
Total Assets | 51,633,258 | 55,157,273 |
CURRENT LIABILITIES | ' | ' |
Accounts payable and accrued expenses | 4,564,065 | 2,346,240 |
Obligations under capital leases, current portion | 57,606 | 51,400 |
Deferred revenue | 384,354 | 199,560 |
Notes payable, current portion | 280,854 | 22,298 |
Line of credit | 0 | 6,000,000 |
Total current liabilities | 5,286,879 | 8,619,498 |
Obligations under capital leases | 322,939 | 309,777 |
Deferred rent payable | 152,739 | 170,789 |
Line of credit | 6,000,000 | 0 |
Warrant liability | 145,000 | 594,000 |
Other long-term liabilities | 767,663 | 0 |
Deferred revenue, long-term | 936,496 | 0 |
Total liabilities | 13,611,716 | 9,694,064 |
STOCKHOLDERS’ EQUITY | ' | ' |
Preferred stock, authorized 9,764,000 shares, $0.0001 par value, none issued | 0 | 0 |
Common stock, authorized 100,000,000 shares, $0.0001 par value, 9,723,669 and 9,275,384 shares issued and outstanding at September 30, 2014 and December 31, 2013, respectively | 970 | 927 |
Additional paid-in capital | 110,814,811 | 106,786,862 |
Accumulated deficit | -72,794,239 | -61,324,580 |
Total Stockholders’ Equity | 38,021,542 | 45,463,209 |
Total Liabilities and Stockholders’ Equity | $51,633,258 | $55,157,273 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
Statement of Financial Position [Abstract] | ' | ' |
Loan guarantee and financing fees, accumulated amortization | ' | $517,500 |
Preferred stock, shares authorized (in shares) | 9,764,000 | 9,764,000 |
Preferred stock, par value (usd per share) | $0.00 | $0.00 |
Preferred Stock, shares issued (in shares) | 0 | 0 |
Common stock, shares authorized (in shares) | 100,000,000 | 100,000,000 |
Common stock, par value (usd per share) | $0.00 | $0.00 |
Common stock, shares issued (in shares) | 9,723,669 | 9,275,384 |
Common stock, shares outstanding (in shares) | 9,723,669 | 9,275,384 |
Consolidated_Statements_of_Ope
Consolidated Statements of Operations (Unaudited) (USD $) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | |
Income Statement [Abstract] | ' | ' | ' | ' |
Revenue | $3,221,850 | $1,705,146 | $6,163,895 | $4,755,462 |
Cost of revenues | 2,565,715 | 1,211,384 | 5,358,872 | 3,560,678 |
Gross profit | 656,135 | 493,762 | 805,023 | 1,194,784 |
Operating expenses: | ' | ' | ' | ' |
Research and development | 1,390,189 | 433,525 | 3,092,733 | 1,384,122 |
General and administrative | 3,104,100 | 1,297,801 | 8,230,966 | 4,259,175 |
Sales and marketing | 1,070,531 | 442,665 | 2,737,967 | 1,274,620 |
Total operating expenses | 5,564,820 | 2,173,991 | 14,061,666 | 6,917,917 |
Loss from operations | -4,908,685 | -1,680,229 | -13,256,643 | -5,723,133 |
Other income (expense): | ' | ' | ' | ' |
Interest expense | -36,166 | -356,442 | -408,087 | -2,039,750 |
Interest income | 18,789 | 3,295 | 57,130 | 4,649 |
Debt conversion costs | 0 | 0 | 0 | -6,849,830 |
Change in fair value of warrant liability | 129,000 | -1,033,000 | 324,000 | 4,096,000 |
Total other income (expense) | 111,623 | -1,386,147 | -26,957 | -4,788,931 |
Income (loss) before income taxes | -4,797,062 | -3,066,376 | -13,283,600 | -10,512,064 |
Income tax provision (benefit) | 0 | 0 | -1,813,941 | -663,900 |
Net (loss) | ($4,797,062) | ($3,066,376) | ($11,469,659) | ($9,848,164) |
Basic net income (loss) per share (usd per share) | ($0.50) | ($0.61) | ($1.22) | ($2.84) |
Diluted net loss per share (usd per share) | ($0.51) | ($0.61) | ($1.25) | ($4.02) |
Basic Weighted Average Shares Outstanding (in shares) | 9,575,789 | 5,055,591 | 9,386,613 | 3,463,730 |
Diluted Weighted Average Shares Outstanding (in shares) | 9,575,789 | 5,055,591 | 9,403,245 | 3,468,627 |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (Unaudited) (USD $) | 9 Months Ended | |
Sep. 30, 2014 | Sep. 30, 2013 | |
CASH FLOWS FROM OPERATING ACTIVITIES | ' | ' |
Net (loss) | ($11,469,659) | ($9,848,164) |
Adjustments to reconcile net (loss) to net cash used in operating activities: | ' | ' |
Depreciation | 487,656 | 227,376 |
Amortization | 20,146 | 11,422 |
Equity-based consulting and compensation expenses | 2,129,880 | 310,982 |
Equity-based research and development expenses | 0 | 96,220 |
Change in fair value of warrant liability | -324,000 | -4,096,000 |
Amortization of loan guarantee and financing fees | 310,500 | 884,460 |
Accretion of discount on debt | 0 | 584,692 |
Deferred rent | -18,050 | 4,868 |
Loss in equity method investment | 659,426 | 0 |
Deferred initial public offering costs expensed | 0 | 617,706 |
Write-off of debt conversion costs | 0 | 6,849,830 |
Change in working capital components: | ' | ' |
Accounts receivable | -521,429 | -765,589 |
Other current assets | -169,940 | -223,849 |
Accounts payable, accrued expenses and deferred revenue | 985,644 | -1,255,166 |
Net cash (used in) operating activities | -7,909,826 | -6,601,212 |
CASH FLOWS FROM INVESTING ACTIVITIES | ' | ' |
Purchase of fixed assets | -944,423 | -72,840 |
Increase in restricted cash | -6,000,000 | -50,000 |
Patent costs | -95,408 | -52,771 |
Investment in JV | -1,000,000 | 0 |
Net cash (used in) investing activities | -10,909,497 | -175,611 |
CASH FLOWS FROM FINANCING ACTIVITIES | ' | ' |
Principal payments on capital lease obligations | -21,554 | -12,762 |
Proceeds from initial public offering of common stock, net of offering costs | 0 | 4,984,025 |
Proceeds from secondary public offering of common stock, net of offering costs | 0 | 14,230,372 |
Proceeds from warrant exercises | 178,102 | 192,000 |
Proceeds from option exercises | 79,018 | 0 |
Principal payments on notes payable | -127,532 | -3,558,542 |
Net cash provided by financing activities | 108,034 | 15,835,093 |
Net (decrease) increase in cash and cash equivalents | -18,711,289 | 9,058,270 |
CASH AND CASH EQUIVALENTS | ' | ' |
Beginning | 49,459,564 | 819,906 |
Ending | 30,748,275 | 9,878,176 |
SUPPLEMENTAL CASH FLOW DISCLOSURE | ' | ' |
Cash paid for interest | 92,692 | 570,601 |
SUPPLEMENTAL DISCLOSURE OF NONCASH INVESTING AND FINANCING ACTIVITIES | ' | ' |
Warrants issued for financing fees | 0 | 47,000 |
Accrued offering costs | 0 | 0 |
Fixed assets acquired through capital lease arrangements | 40,922 | 0 |
Cashless exercise of derivative warrants | 125,000 | 373,000 |
Offering costs discounted | 0 | 733,250 |
Accrued expenses reclassified as derivative warrant liability | 0 | 221,000 |
Retirement of treasury stock | 0 | 17,442 |
Conversion of notes payable, lines of credit and accrued interest to common stock | 0 | 9,364,300 |
Value of shares issued as partial consideration to purchase Gentris and BioServe | 1,515,992 | 0 |
Value of shares issued as partial consideration to purchase Gentris and BioServe | 0 | 241 |
Conversion of preferred stock to common stock | 0 | 7,170,000 |
Reclassification of derivative warrants | 0 | 1,992,333 |
Net tangible assets acquired via acquisition | 1,255,084 | 0 |
Gentris [Member] | ' | ' |
CASH FLOWS FROM INVESTING ACTIVITIES | ' | ' |
Cash used in acquisition of Gentris, net of cash received | -3,180,930 | 0 |
BioServe [Member] | ' | ' |
CASH FLOWS FROM INVESTING ACTIVITIES | ' | ' |
Cash from acquisition of BioServe | $311,264 | $0 |
Description_of_Business_Acquis
Description of Business, Acquisitions, Public Offerings and Reverse Stock Splits | 9 Months Ended | |||||||||||||||
Sep. 30, 2014 | ||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' | |||||||||||||||
Description of Business, Acquisitions, Public Offerings and Reverse Stock Splits | ' | |||||||||||||||
Description of Business, Acquisitions, Public Offerings and Reverse Stock Splits | ||||||||||||||||
We are an emerging leader in the field of genomic-based cancer diagnostics. The products and services we are developing are poised to transform cancer patient management, increase treatment efficacy, and reduce healthcare costs. We target cancers where prognosis information is critical and where predicting treatment outcomes using currently available techniques is limited. These cancers include hematological, urogenital and HPV-associated cancers. We seek to provide our tests and services to oncologists and pathologists at hospitals, cancer centers and physician offices, as well as to biopharmaceutical companies and clinical research organizations for their clinical trials. | ||||||||||||||||
Our services are performed at our state-of-the-art laboratories located in New Jersey, North Carolina, Shanghai (China), and Hyderabad, India. Our laboratories comply with the highest regulatory standards as appropriate for the services they deliver including CLIA, CAP, NY State and NABL (India). Our scientific and clinical advisory boards include leading specialists in clinical oncology, as well as industry thought leaders working to drive adoption of our unique tests and services globally. Our services are built on a foundation of world-class scientific knowledge and intellectual property in solid and blood-borne cancers, as well as strong academic relationships with major cancer centers such as Memorial Sloan-Kettering, Mayo Clinic, and the National Cancer Institute. | ||||||||||||||||
Acquisition - Gentris Corporation | ||||||||||||||||
On July 16, 2014, we purchased substantially all of the assets of Gentris Corporation, a Delaware corporation (“Gentris”), with its principal place of business in North Carolina. Gentris provides genomic testing and pharmacogenomics services to half of the top ten biopharma companies globally and has participated and performed genomic analysis for over 1,000 clinical trials. Gentris has operations in Raleigh (Research Triangle Park), North Carolina and Shanghai, China. The acquisition allows the company to expand biopharma services to new customers. | ||||||||||||||||
The assets and liabilities of Gentris were recorded in the Company's consolidated financial statements at their estimated fair values as of the acquisition date. The excess value of the consideration paid over the fair value of assets acquired and liabilities assumed is recorded as goodwill. Goodwill recorded in conjunction with the acquisition is deductible for income tax purposes. | ||||||||||||||||
The total consideration recorded for the Gentris acquisition is as follows: | ||||||||||||||||
Amount | ||||||||||||||||
Cash paid at closing | $ | 3,250,000 | ||||||||||||||
Issuance of 147,843 common shares | 1,271,745 | |||||||||||||||
Estimated fair value of contingent consideration | 283,000 | |||||||||||||||
Total Purchase Price | $ | 4,804,745 | ||||||||||||||
We incurred a finder's fee of $147,500 related to the transaction. | ||||||||||||||||
The transaction is being accounted for using the acquisition method of accounting for business combinations in accordance with GAAP. Under this method, the total consideration transferred to consummate the acquisition is being allocated to the identifiable tangible and intangible assets acquired and liabilities assumed based on their respective fair values as of the closing date of the acquisition. The acquisition method of accounting requires extensive use of estimates and judgments to allocate the consideration transferred to the identifiable tangible and intangible assets acquired and liabilities assumed. Accordingly, the allocation of the consideration transferred in the condensed consolidated financial statements is preliminary and will be adjusted upon completion of the final valuation of the assets acquired and liabilities assumed. The final valuation is expected to be completed as soon as practicable but no later than 12 months after the closing date of the acquisition. | ||||||||||||||||
The preliminary allocation of the total purchase price to the fair value of the assets acquired and liabilities assumed as of July 16, 2014 are as follows: | ||||||||||||||||
Amount | ||||||||||||||||
Accounts receivable | $ | 1,869,097 | ||||||||||||||
Other current assets | 271,085 | |||||||||||||||
Fixed assets | 1,950,885 | |||||||||||||||
Goodwill | 2,589,009 | |||||||||||||||
Current liabilities | (937,558 | ) | ||||||||||||||
Deferred revenue, long-term | (937,773 | ) | ||||||||||||||
Total Purchase Price | $ | 4,804,745 | ||||||||||||||
Acquisition - BioServe India | ||||||||||||||||
On August 18, 2014, we entered into two related agreements whereby we acquired BioServe BioTechnologies (India) Private Limited, an Indian corporation (“BioServe”). These transactions were completed through a newly formed subsidiary, Cancer Genetics (India) Pvt. Ltd. | ||||||||||||||||
BioServe is a leading genomic service and next-generation sequencing company serving both the research and clinical markets based in Hyderabad, India. With the BioServe acquisition we believe we will be able to access the Indian healthcare market. The acquisition provides us with an infrastructure in India for developing lower cost manufacturing of probes and kits including probes and kits used for our proprietary FHACT test and access to one of the fastest-growing molecular and clinical diagnostic markets in the world. BioServe will continue to serve biotechnology and biopharmaceutical companies, diagnostic companies and research hospitals, including those owned or operated by the Indian government, as well as seek to expand its customer base. | ||||||||||||||||
The parties to the first agreement (the “India Agreement”) are the Company, Ramakishna V. Modali (the current general manager of BioServe, “Modali”), Ventureast Trustee Company Pvt Ltd and affiliates, its principal shareholder (“Ventureast”), and certain other shareholders residing in India all of whom in the aggregate owned approximately 74% of BioServe. The parties to the second share purchase agreement (the “US Agreement”) are the Company and BioServe Biotechnologies LTD, a Maryland corporation and an affiliate of BioServe which owned approximately 15% of BioServe, with the majority of the other outstanding shares held by the BioServe Employee Stock Ownership Plan which will remain in place. | ||||||||||||||||
The assets and liabilities of BioServe were recorded in the Company's consolidated financial statements at their estimated fair values as of the acquisition date. The excess value of the consideration paid over the fair value of assets acquired and liabilities assumed is recorded as goodwill. Goodwill recorded in conjunction with the acquisition is not deductible for income tax purposes. The aggregate purchase price is as follows: | ||||||||||||||||
Amount | ||||||||||||||||
Cash paid at closing | $ | 72,907 | ||||||||||||||
Notes payable due 12-18 months after closing | 23,708 | |||||||||||||||
Notes payable (value of 84,278 common shares) | 733,387 | |||||||||||||||
Issuance of 31,370 common shares | 244,247 | |||||||||||||||
Total Purchase Price | $ | 1,074,249 | ||||||||||||||
The ultimate payment to VenturEast will be the value of 84,278 shares of our common stock at the time of payment. This payment will be made the earlier of 30 months from the date of the acquisition agreement (November 2016) or the date of a public offering by us of our common stock prior to that time. This liability is subject to future adjustment based upon changes to the company's stock price. | ||||||||||||||||
The transaction is being accounted for using the acquisition method of accounting for business combinations in accordance with GAAP. Under this method, the total consideration transferred to consummate the acquisition is being allocated to the identifiable tangible and intangible assets acquired and liabilities assumed based on their respective fair values as of the closing date of the acquisition. The acquisition method of accounting requires extensive use of estimates and judgments to allocate the consideration transferred to the identifiable tangible and intangible assets acquired and liabilities assumed. Accordingly, the allocation of the consideration transferred in the condensed consolidated financial statements is preliminary and will be adjusted upon completion of the final valuation of the assets acquired and liabilities assumed. The final valuation is expected to be completed as soon as practicable but no later than 12 months after the closing date of the acquisition. | ||||||||||||||||
The preliminary allocation of the total purchase price to the fair value of the assets acquired and liabilities assumed as of August 18, 2014 are as follows: | ||||||||||||||||
Amount | ||||||||||||||||
Accounts receivable | $ | 151,002 | ||||||||||||||
Other current assets | 120,528 | |||||||||||||||
Fixed assets | 624,948 | |||||||||||||||
Other assets | 416,869 | |||||||||||||||
Goodwill | 541,565 | |||||||||||||||
Current liabilities | (758,614 | ) | ||||||||||||||
Other liabilities | (22,049 | ) | ||||||||||||||
Total Purchase Price | $ | 1,074,249 | ||||||||||||||
The following table provides certain pro forma financial information for the Company as if the acquisitions discussed above occurred on January 1, 2013: | ||||||||||||||||
Three Months Ended September 30, | Nine Months Ended September 30, | |||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
Revenue | $ | 3,493,345 | $ | 3,864,163 | $ | 10,329,910 | $ | 12,198,309 | ||||||||
Net loss | (6,039,858 | ) | (3,836,773 | ) | (13,325,068 | ) | (10,634,909 | ) | ||||||||
Basic net loss per share | $ | (0.63 | ) | $ | (0.73 | ) | $ | (1.40 | ) | $ | (2.92 | ) | ||||
Dilutive net loss per share | (0.64 | ) | (0.73 | ) | (1.43 | ) | (4.04 | ) | ||||||||
The results of operations for the three and nine months ended September 30, 2014 include the operations of Gentris from July 16, 2014 and BioServe from August 18, 2014 and include combined revenues of $1,384,309 and a combined net loss of $372,544. | ||||||||||||||||
Public Offerings and Reverse Stock Splits | ||||||||||||||||
In April 2013, we sold shares of our common stock in an initial public offering (“IPO”). Additionally, we sold shares of our common stock in public offerings in August 2013 and in October 2013. Refer to Note 6 for further discussion of these offerings. | ||||||||||||||||
On February 8, 2013, we filed a charter amendment with the Secretary of State for the State of Delaware and effected a 1-for-2 reverse stock split of our common stock. On March 1, 2013, we filed another charter amendment with the Secretary of State for the State of Delaware and effected a 1-for-2.5 reverse stock split of our common stock. All shares and per share information referenced throughout the consolidated financial statements reflect both reverse splits. |
Significant_Accounting_Policie
Significant Accounting Policies | 9 Months Ended | |||||||||||||||
Sep. 30, 2014 | ||||||||||||||||
Accounting Policies [Abstract] | ' | |||||||||||||||
Significant Accounting Policies | ' | |||||||||||||||
Significant Accounting Policies | ||||||||||||||||
Basis of presentation: The accompanying unaudited condensed financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and with the instructions for interim reporting as prescribed by the Securities and Exchange Commission. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States of America for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary to make the financial statements not misleading have been included. As such, the information included in this quarterly report on Form 10-Q should be read in conjunction with the audited consolidated financial statements as of and for the year ended December 31, 2013 that are included in our Form 10-K filed with the SEC on March 28, 2014. The consolidated balance sheet as of December 31, 2013, included herein was derived from the audited financial statements as of that date, but does not include all disclosures including notes required by GAAP. Interim financial results are not necessarily indicative of the results that may be expected for any future interim period or for the year ending December 31, 2014. | ||||||||||||||||
Segment Reporting: Operating segments are defined as components of an enterprise about which separate discrete information is used by the chief operating decision maker, or decision-making group, in deciding how to allocate resources and in assessing performance. We view our operations and manage our business in one operating segment, which is the business of developing and providing diagnostic tests. | ||||||||||||||||
Liquidity: Our primary sources of liquidity have been funds generated from our debt financings and equity financings. In addition, we have generated funds from the following sources: (i) cash collections from our customers (ii) cash received from sales of state net operating loss carryforwards, and; (iii) grants from the National Institutes of Health. | ||||||||||||||||
Principles of consolidation: The accompanying consolidated financial statements include the accounts of Cancer Genetics, Inc. and our wholly owned subsidiaries, Cancer Genetics Italia S.r.l (“CGI Italia”), Gentris LLC (from July 16, 2014) and CGI India (BioServe) (from August 18, 2014). | ||||||||||||||||
Use of estimates and assumptions: 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 period. Significant estimates made by management include, among others, realization of amounts billed, realization of long-lived assets, realization of intangible assets, accruals for litigation and registration payments and assumptions used to value stock options and warrants. Actual results could differ from those estimates. | ||||||||||||||||
Risks and uncertainties: We operate in an industry that is subject to intense competition, government regulation and rapid technological change. Our operations are subject to significant risk and uncertainties including financial, operational, technological, regulatory and other risks, including the potential risk of business failure. | ||||||||||||||||
Cash and cash equivalents: Highly liquid investments with original maturities of three months or less when purchased are considered to be cash equivalents. Financial instruments which potentially subject us to concentrations of credit risk consist primarily of cash and cash equivalents. We maintain cash and cash equivalents with high-credit quality financial institutions. At times, such amounts may exceed insured limits. We have not experienced any losses in such accounts and believe we are not exposed to any significant credit risk on our cash and cash equivalents. | ||||||||||||||||
Restricted cash: Represents cash held at financial institutions which we may not withdraw and which collateralizes certain of our financial commitments. All of our restricted cash is invested in interest bearing certificates of deposit. Our restricted cash collateralizes a fully-utilized $6.0 million line of credit with Wells Fargo Bank and a $300,000 letter of credit in favor of our landlord, pursuant to the terms of the lease for our Rutherford facility. | ||||||||||||||||
Revenue recognition: Revenue is recognized in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 605, Revenue Recognition, and ASC 954-605 Health Care Entities, Revenue Recognition which requires that four basic criteria must be met before revenue can be recognized: (1) persuasive evidence that an arrangement exists; (2) delivery has occurred and title and the risks and rewards of ownership have been transferred to the customer or services have been rendered; (3) the price is fixed or determinable; and (4) collectability is reasonably assured. In determining whether the price is fixed or determinable, we consider payment limits imposed by insurance carriers and Medicare and the amount of revenue recorded takes into account the historical percentage of revenue we have collected for each type of test for each payor category. Periodically, an adjustment is made to revenue to record differences between our anticipated cash receipts from insurance carriers and Medicare and actual receipts from such payors. For the periods presented, such adjustments were not significant. For biopharmaceutical customers, revenue is recorded based upon the contractually agreed upon fee schedule. When assessing collectability, we consider whether we have sufficient payment history to reliably estimate a payor’s individual payment patterns. For new tests where there is no evidence of payment history at the time the tests are completed, we only recognize revenues once reimbursement experience can be established. Until then, we recognize revenue equal to the amount of cash received. Sales of probes are recorded on the shipping date. We do not bill customers for shipping and handling fees and do not collect any sales or other taxes. | ||||||||||||||||
Revenues from grants to support product development are recognized when costs and expenses under the terms of the grant have been incurred and payments under the grants become contractually due. | ||||||||||||||||
Accounts receivable: Accounts receivable are carried at original invoice amount less an estimate for contractual adjustments and doubtful receivables, the amounts of which are determined by an analysis of individual accounts. Our policy for assessing the collectability of receivables is dependent upon the major payor source of the underlying revenue. For direct bill clients, an assessment of credit worthiness is performed prior to initial engagement and is reassessed periodically. If deemed necessary, an allowance is established on receivables from direct bill clients. For insurance carriers where there is not an established pattern of collection, revenue is not recorded until cash is received. For receivables where insurance carriers have made payments to patients instead of directing payments to the Company, an allowance is established for a portion of such receivables. After reasonable collection efforts are exhausted, amounts deemed to be uncollectible are written off against the allowance for doubtful accounts. Since the Company only recognizes revenue to the extent it expects to collect such amounts, bad debt expense related to receivables from patient service revenue is recorded in general and administrative expense in the consolidated statement of operations. Recoveries of accounts receivable previously written off are recorded when received. | ||||||||||||||||
Deferred revenue: Payments received in advance of services rendered are recorded as deferred revenue and are subsequently recognized as revenue in the period in which the services are performed. | ||||||||||||||||
Fixed assets: Fixed assets consist of diagnostic equipment, furniture and fixtures and leasehold improvements. Fixed assets are carried at cost and are depreciated over the estimated useful lives of the assets, which generally range from five to seven years. Leasehold improvements are amortized over the lesser of the lease term or the estimated useful lives of the improvements. The straight-line method is used for depreciation and amortization. Repairs and maintenance are charged to expense as incurred while improvements are capitalized. Upon sale, retirement or disposal of fixed assets, the accounts are relieved of the cost and the related accumulated depreciation or amortization with any gain or loss recorded to the consolidated statement of operations. | ||||||||||||||||
Fixed assets are reviewed for impairment whenever changes in circumstances indicate that the carrying amount of an asset may not be recoverable. These computations utilize judgments and assumptions inherent in our estimate of future cash flows to determine recoverability of these assets. If our assumptions about these assets were to change as a result of events or circumstances, we may be required to record an impairment loss. | ||||||||||||||||
Goodwill: Goodwill resulted from the purchases of Gentris and BioServe in 2014 as described in Note 1. In accordance with ASC 350, Intangibles - Goodwill and Other, we are required to test goodwill for impairment and adjust for impairment losses, if any, at least annually and on an interim basis if an event or circumstance indicates that it is likely impairment has occurred. No such losses were incurred during the nine months ended September 30, 2014. | ||||||||||||||||
Loan guarantee and financing fees: Loan guarantee fees are amortized on a straight-line basis over the term of the guarantee. Financing fees are amortized using the effective interest method over the term of the related debt. | ||||||||||||||||
Warrant liability: We have issued certain warrants which contain an exercise price adjustment feature in the event we issue additional equity instruments at a price lower than the exercise price of the warrant. The warrants are described herein as derivative warrants. We account for these derivative warrants as liabilities. These common stock purchase warrants do not trade in an active securities market, and as such, we estimate the fair value of these warrants using the binomial lattice valuation pricing model with the assumptions as follows. The risk-free interest rate for periods within the contractual life of the warrant is based on the U.S. Treasury yield curve. The expected life of the warrants is based upon the contractual life of the warrants. Volatility is estimated based on an average of the historical volatilities of the common stock of three entities with characteristics similar to those of the Company. Prior to our IPO, the measurement date fair value of the underlying common shares was based upon an external valuation of our shares. Following the IPO in April 2013 and until our shares listed on the NASDAQ Capital Market in August 2013, we used the closing price of our shares on the OTC Bulletin Board. Following the listing of our shares on the NASDAQ Capital Market in August 2013, we used the closing price on the NASDAQ Capital Market. | ||||||||||||||||
We compute the fair value of the warrant liability at each reporting period and the change in the fair value is recorded as non-cash expense or non-cash income. The key component in the value of the warrant liability is our stock price, which is subject to significant fluctuation and is not under our control. The resulting effect on our net income (loss) is therefore subject to significant fluctuation and will continue to be so until the warrants are exercised, amended or expire. Assuming all other fair value inputs remain constant, we will record non-cash expense when the stock price increases and non-cash income when the stock price decreases. | ||||||||||||||||
Income taxes: Income taxes are provided for the tax effects of transactions reported in the consolidated financial statements and consist of taxes currently due plus deferred income taxes. Deferred income taxes are recognized for temporary differences between the financial statement and tax bases of assets and liabilities that will result in taxable or deductible amounts in the future. Deferred income taxes are also recognized for net operating loss carryforwards that are available to offset future taxable income and research and development credits. | ||||||||||||||||
Valuation allowances are established when necessary to reduce deferred tax assets to the amount expected to be realized. We have established a full valuation allowance on our deferred tax assets. | ||||||||||||||||
ASC 740, Income Taxes, clarifies the accounting for uncertainty in income taxes recognized in the financial statements. ASC 740 provides that a tax benefit from uncertain tax positions may be recognized when it is more-likely-than-not that the position will be sustained upon examination, including resolutions of any related appeals or litigation processes, based on the technical merits of the position. Income tax positions must meet a more-likely-than-not recognition threshold to be recognized. ASC 740 also provides guidance on measurement, de-recognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. | ||||||||||||||||
Our policy is to recognize interest and/or penalties related to income tax matters in income tax expense. There is no accrual for interest or penalties on our consolidated balance sheets and we have not recognized interest and/or penalties in the consolidated statements of operations. | ||||||||||||||||
In January 2013, we executed a sale of $8,018,107 of gross State of New Jersey NOL carryforwards, resulting in the receipt of $663,900 . The proceeds were recorded as an income tax benefit in January 2013. In January 2014, we executed a sale of $22,301,643 of gross state NOL carryforwards resulting in the receipt of $1,813,941. The Company transferred the NOL carryforwards through the Technology Business Tax Certificate Transfer Program sponsored by the New Jersey Economic Development Authority. | ||||||||||||||||
Patents: We account for intangible assets under ASC 350-30. Patents consist of legal fees incurred and are recorded at cost and amortized over the useful lives of the assets, using the straight-line method. Certain patents are in the legal application process and therefore are not currently being amortized. We review the carrying value of patents at the end of each reporting period. Based upon our review, there were no intangible asset impairments during the periods reported. Accumulated amortization of patents as of September 30, 2014 and December 31, 2013 was approximately $76,000 and $56,000, respectively. | ||||||||||||||||
Research and development: Research and development costs associated with service and product development include direct costs of payroll, employee benefits, stock-based compensation and supplies and an allocation of indirect costs including rent, utilities, depreciation and repairs and maintenance. All research and development costs are expensed as they are incurred. | ||||||||||||||||
Registration payment arrangements: We account for our obligations under registration payment arrangements in accordance with ASC 825-20, Registration Payment Arrangements. ASC 825-20 requires us to record a liability if we determine a registration payment is probable and if it can reasonably be estimated. As of September 30, 2014 and December 31, 2013, we have an accrued liability of $300,000 related to the issuance of Series B preferred stock. | ||||||||||||||||
Stock-based compensation: Stock-based compensation is accounted for in accordance with the provisions of ASC 718, Compensation-Stock Compensation, which requires the measurement and recognition of compensation expense for all stock-based awards made to employees and directors based on estimated fair values on the grant date. We estimate the fair value of stock-based awards on the date of grant using the Black-Scholes option pricing model. The value of the portion of the award that is ultimately expected to vest is recognized as expense over the requisite service periods using the straight-line method. See additional information in Note 7. | ||||||||||||||||
All issuances of stock options or other issuances of equity instruments to employees as the consideration for services received by us are accounted for based on the fair value of the equity instrument issued. | ||||||||||||||||
We account for stock-based compensation awards to non-employees in accordance with ASC 505-50, Equity Based Payments to Non-Employees. Under ASC 505-50, we determine the fair value of the warrants or stock-based compensation awards granted as either the fair value of the consideration received or the fair value of the equity instruments issued, whichever is more reliably measurable. Stock-based compensation awards issued to non-employees are recorded in expense and additional paid-in capital in stockholders’ equity over the applicable service periods based on the fair value of the awards or consideration received at the vesting date. | ||||||||||||||||
Fair value of financial instruments: The carrying amount of cash and cash equivalents, restricted cash, accounts receivable, accounts payable and accrued expenses, approximate their estimated fair values due to the short term maturities of those financial instruments. These financial instruments are considered Level 1 measurements under the fair value hierarchy. The fair values of our notes payable, line of credit and capital leases approximate carrying value under Level 2 of the fair value hierarchy. The fair value of warrants recorded as derivative liabilities is described in Note 9. | ||||||||||||||||
Joint venture accounted for under the equity method: The Company records its joint venture investment following the equity method of accounting, reflecting its initial investment in the joint venture and its share of the joint venture’s net earnings or losses and distributions. The Company’s share of the joint venture’s net loss was approximately $349,233 and $0 for the three months ended September 30, 2014 and 2013, respectively and $659,426 and $0 for the nine months ended September 30, 2014 and 2013, respectively, and is included in research and development expense on the Consolidated Statement of Operations. The Company has a net receivable due from the joint venture of approximately $10,000 and $24,000 at September 30, 2014 and December 31, 2013, respectively, which is included in Other current assets in the Consolidated Balance Sheet. See additional information in Note 11. | ||||||||||||||||
Subsequent events: We have evaluated potential subsequent events through the date the financial statements were issued. | ||||||||||||||||
Recent Accounting Pronouncements: In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606), requiring an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. The updated standard will replace most existing revenue recognition guidance in U.S. GAAP when it becomes effective and permits the use of either a full retrospective or retrospective with cumulative effect transition method. Early adoption is not permitted. The updated standard becomes effective for the Company in the first quarter of fiscal year 2017. The Company has not yet selected a transition method and is currently evaluating the effect that the updated standard will have on the consolidated financial statements. | ||||||||||||||||
Earnings (loss) per share: Basic earnings (loss) per share is computed by dividing net income (loss) available to common stockholders by the weighted average number of common shares assumed to be outstanding during the period of computation. Diluted earnings per share is computed similar to basic earnings per share except that the numerator is adjusted for the change in fair value of the warrant liability (only if dilutive) and the denominator is increased to include the number of dilutive potential common shares outstanding during the period using the treasury stock method. | ||||||||||||||||
Basic net loss and diluted net loss per share data were computed as follows: | ||||||||||||||||
Three Months Ended September 30, | Nine Months Ended September 30, | |||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
Numerator: | ||||||||||||||||
Net (loss) for basic earnings per share | $ | (4,797,062 | ) | $ | (3,066,376 | ) | $ | (11,469,659 | ) | $ | (9,848,164 | ) | ||||
Change in fair value of warrant liability | 129,000 | — | 324,000 | 4,096,000 | ||||||||||||
Net (loss) for diluted earnings per share | $ | (4,926,062 | ) | $ | (3,066,376 | ) | $ | (11,793,659 | ) | $ | (13,944,164 | ) | ||||
Denominator: | ||||||||||||||||
Weighted-average basic common shares outstanding | 9,575,789 | 5,055,591 | 9,386,613 | 3,463,730 | ||||||||||||
Assumed conversion of dilutive securities: | ||||||||||||||||
Common stock purchase warrants | — | — | 16,632 | 4,897 | ||||||||||||
Potentially dilutive common shares | — | — | 16,632 | 4,897 | ||||||||||||
Denominator for diluted earnings per share – adjusted weighted-average shares | 9,575,789 | 5,055,591 | 9,403,245 | 3,468,627 | ||||||||||||
Basic net (loss) per share | $ | (0.50 | ) | $ | (0.61 | ) | $ | (1.22 | ) | $ | (2.84 | ) | ||||
Diluted net (loss) per share | $ | (0.51 | ) | $ | (0.61 | ) | $ | (1.25 | ) | $ | (4.02 | ) | ||||
The following table summarizes potentially dilutive adjustments to the weighted average number of common shares which were excluded from the calculation because their effects were antidilutive: | ||||||||||||||||
Three Months Ended September 30, | Nine Months Ended September 30, | |||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
Common stock purchase warrants | 1,531,696 | 1,843,582 | 1,531,696 | 1,843,582 | ||||||||||||
Stock options | 1,461,724 | 506,294 | 1,461,724 | 506,294 | ||||||||||||
Restricted shares of common stock | 105,833 | — | 105,833 | — | ||||||||||||
3,099,253 | 2,349,876 | 3,099,253 | 2,349,876 | |||||||||||||
Revenue_and_Accounts_Receivabl
Revenue and Accounts Receivable | 9 Months Ended | |||||||||||||||
Sep. 30, 2014 | ||||||||||||||||
Receivables [Abstract] | ' | |||||||||||||||
Revenue and Accounts Receivable | ' | |||||||||||||||
Revenue and Accounts Receivable | ||||||||||||||||
Revenue by service type for the three and nine months ended September 30, 2014 and 2013 is comprised of the following: | ||||||||||||||||
Three Months Ended September 30, | Nine Months Ended September 30, | |||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
Biopharma Services | $ | 1,930,799 | $ | 746,212 | $ | 2,830,687 | $ | 1,920,165 | ||||||||
Clinical Services | 1,237,831 | 858,934 | 3,279,988 | 2,735,297 | ||||||||||||
Discovery Services | 53,220 | — | 53,220 | — | ||||||||||||
Grants | — | 100,000 | — | 100,000 | ||||||||||||
$ | 3,221,850 | $ | 1,705,146 | $ | 6,163,895 | $ | 4,755,462 | |||||||||
Accounts receivable by service type at September 30, 2014 and December 31, 2013 consists of the following: | ||||||||||||||||
September 30, | December 31, | |||||||||||||||
2014 | 2013 | |||||||||||||||
Biopharma Services | $ | 2,381,335 | $ | 428,341 | ||||||||||||
Clinical Services | 1,613,842 | 1,174,698 | ||||||||||||||
Discovery Services | 149,390 | — | ||||||||||||||
Grants | — | — | ||||||||||||||
Allowance for doubtful accounts | (36,000 | ) | (36,000 | ) | ||||||||||||
$ | 4,108,567 | $ | 1,567,039 | |||||||||||||
Revenue for Biopharma Services are services and tests provided to pharmaceutical companies and clinical research organizations in connection with studies for product development. Clinical Services are tests performed for patients at the request of a prescribing physician. These tests can be billed to Medicare, another third party insurer or the referring community hospital or other healthcare facility. Discovery Services are services provided in the development of new testing assays and methods. Grants includes revenue from grants (2013 only). The breakdown of our Clinical Services revenue (as a percent of total revenue) is as follows: | ||||||||||||||||
Three Months Ended September 30, | Nine Months Ended September 30, | |||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
Medicare | 9% | 13% | 13% | 13% | ||||||||||||
Other insurers | 14% | 15% | 21% | 23% | ||||||||||||
Other healthcare facilities | 15% | 22% | 19% | 22% | ||||||||||||
38% | 50% | 53% | 58% | |||||||||||||
We have historically derived a significant portion of our revenue from a limited number of test ordering sites. The top five test ordering sites during the three months ended September 30, 2014 and 2013 accounted for 59% and 75% respectively, of our clinical testing volumes, with 45% and 36% respectively, of the volume coming from community hospitals. During the three months ended September 30, 2014, there were two sites which accounted for approximately 10% or more of our total revenue. Two Biopharma clients accounted for approximately 17% and 12% of total revenue, respectively. During the three months ended September 30, 2013, there were two sites which accounted for approximately 10% or more of our total revenue. A Biopharma client and Clinical Services client accounted for approximately 44% and 10% of total revenue, respectively. | ||||||||||||||||
The top five test ordering sites during the nine months ended September 30, 2014 and 2013 accounted for 58% and 71% respectively, of our clinical testing volumes, with 40% and 37% respectively, of the volume coming from community hospitals. During the nine months ended September 30, 2014, there was one site which accounted for approximately 10% or more of our total revenue. A Biopharma client accounted for approximately 22% of our total revenue. During the nine months ended September 30, 2013, there was one site which accounted for approximately 10% or more of our total revenue. A Biopharma client accounted for approximately 40% of our total revenue. While we have agreements with our Biopharma clients, volumes from these clients are subject to the progression and continuation of the trials which can impact testing volume. We generally do not have formal written agreements with other testing sites and, as a result, we may lose these significant test ordering sites at any time. |
Notes_Payable_and_Line_of_Cred
Notes Payable and Line of Credit | 9 Months Ended | |||||||
Sep. 30, 2014 | ||||||||
Debt Disclosure [Abstract] | ' | |||||||
Notes Payable and Line of Credit | ' | |||||||
Notes Payable and Line of Credit | ||||||||
Below is a summary of our short-term and long-term debt obligations as of September 30, 2014 and December 31, 2013: | ||||||||
September 30, | December 31, | |||||||
2014 | 2013 | |||||||
Secured Note Payable, short-term | $ | — | $ | 22,298 | ||||
Notes Payable, Current Portion | 280,854 | 22,298 | ||||||
Line of Credit, Principal Balance | $ | 6,000,000 | $ | 6,000,000 | ||||
Line of Credit, Current Portion | — | 6,000,000 | ||||||
Lines of Credit, Long-Term | $ | 6,000,000 | $ | — | ||||
Business Line of Credit — Wells Fargo | ||||||||
At September 30, 2013 and December 31, 2013, we had fully utilized a line of credit (“Line”) with Wells Fargo Bank which provided for maximum borrowings of $6 million. Interest on the Line was due monthly equal to 1.75% above the Daily One Month LIBOR rate (2.0% at March 31, 2014). The Line required the repayment of principal, and any unpaid interest, in a single payment due upon maturity. The Line matured April 1, 2014, was guaranteed by John Pappajohn, our Chairman of the Board of Directors and significant shareholder, and was collateralized by a first lien on all of our assets including the assignment of our approved and pending patent applications. | ||||||||
On April 1, 2014 we entered into a credit agreement (the “Credit Agreement”) and re-negotiated the terms of the Line with Wells Fargo Bank. Under the terms of the Credit Agreement we maintain the Line with maximum borrowings of $6 million which have been fully drawn. The Line has been extended through April 1, 2016 at a rate of interest equal to LIBOR plus 1.75% (2.0% at September 30, 2014). The facility requires monthly interest payments. The pledge of all of our assets and intellectual property, as well as the guarantee by Mr. Pappajohn, was released and instead we restricted $6.0 million in cash, which is invested in an interest bearing certificate of deposit, as collateral. Additionally, we are required to limit capital spending and are restricted as to the amount we may pledge as collateral for additional borrowings from any source. The Credit Agreement requires the repayment of principal, and any unpaid interest, in a single payment due upon maturity. As result of the extension of the maturity date and the transfer of cash to Wells Fargo as collateral, we have presented the line of credit as a long-term liability and the cash collateral as restricted cash at September 30, 2014. The cash will remain restricted until such time as the Line is repaid. |
Letter_of_Credit
Letter of Credit | 9 Months Ended |
Sep. 30, 2014 | |
Debt Disclosure [Abstract] | ' |
Letter of Credit | ' |
Letter of Credit | |
During 2013 we restricted an additional $50,000 in cash and secured a $300,000 letter of credit in favor of our landlord pursuant to the terms of the lease for our Rutherford facility. At September 30, 2014 the letter of credit was fully secured by the restricted cash disclosed on our Consolidated Balance Sheet. |
Capital_Stock
Capital Stock | 9 Months Ended |
Sep. 30, 2014 | |
Equity [Abstract] | ' |
Capital Stock | ' |
Capital Stock | |
IPO | |
On April 10, 2013, we completed our IPO in which we issued and sold 690,000 shares of common stock (including the underwriter’s overallotment of 90,000 shares) at a public offering price of $10.00 per share, resulting in gross proceeds of $6.9 million (net proceeds of $5 million). Upon closing of the IPO, all outstanding shares of Series A preferred stock were converted into 376,525 shares of common stock, and all outstanding shares of Series B preferred stock were converted into 910,800 shares of common stock. Also upon closing of the IPO, $9.6 million of debt converted into 963,430 shares of common stock. Concurrent with the IPO, certain derivative warrants with a fair value of $7.2 million were reclassified into equity due to the lapsing of anti-dilution provisions in the warrants. Also concurrent with the IPO, we issued 2,000 shares of common stock to Cleveland Clinic pursuant to our license agreement with Cleveland Clinic. | |
Secondary Offering | |
On August 19, 2013, we sold 1,500,000 shares of common stock at a public offering price of $10.00 per share resulting in gross proceeds of $15.0 million ($13.3 million of net proceeds after offering expenses and underwriting discounts). We used $3.5 million of the proceeds to repay certain indebtedness which was due on August 15, 2013. On September 5, 2013, we sold 105,000 additional common shares pursuant to the underwriter’s partial exercise of the over-allotment option which resulted in gross proceeds of $1.1 million ($947,000 of net proceeds after offering expenses and underwriting discounts). All references to the sales of common stock mentioned in this paragraph are referred to as the “Secondary Offering.” | |
Follow-On Offering | |
On October 28, 2013, we sold 3,286,700 shares of common stock (including the underwriter’s overallotment of 428,700 shares), at a public offering price of $14.00 per share resulting in gross proceeds of $46.0 million (net proceeds of $42.3 million). All references to the sales of common stock mentioned in this paragraph are referred to as the “Follow-On Offering.” | |
Preferred Stock | |
We are currently authorized to issue up to 9,764,000 shares of preferred stock. There are no shares issued or outstanding. |
Stock_Option_Plans
Stock Option Plans | 9 Months Ended | |||||||||||||||
Sep. 30, 2014 | ||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ' | |||||||||||||||
Stock Option Plans | ' | |||||||||||||||
Stock Option Plans | ||||||||||||||||
We have two equity incentive plans: the 2008 Stock Option Plan (the “2008 Plan”) and the 2011 Equity Incentive Plan (the “2011 Plan”, and together with the 2008 Plan, the “Stock Option Plans”). The Stock Option Plans are meant to provide additional incentive to officers, employees and consultants to remain in our employment. Options granted are generally exercisable for up to 10 years. | ||||||||||||||||
The Board of Directors adopted the 2011 Plan on June 30, 2011 and reserved 350,000 shares of common stock for issuance under the 2011 Plan. On May 22, 2014, the stockholders voted to increase the number of shares reserved by the plan to 2,000,000 shares of common stock under several types of equity awards including stock options, stock appreciation rights, restricted stock awards and other awards defined in the 2011 Plan. | ||||||||||||||||
The Board of Directors adopted the 2008 Plan on April 29, 2008 and reserved 251,475 shares of common stock for issuance under the plan. On April 1, 2010, the stockholders voted to increase the number of shares reserved by the plan to 550,000. We are authorized to issue incentive stock options or non-statutory stock options to eligible participants. | ||||||||||||||||
We have also issued 48,000 options outside of the Stock Option Plans, which are no longer outstanding. | ||||||||||||||||
At September 30, 2014, 893,788 shares remain available for future awards under the 2011 Plan and 51,541 shares remain available for future awards under the 2008 Plan. | ||||||||||||||||
As of September 30, 2014, no stock appreciation rights and 122,500 shares of restricted stock have been awarded under the Stock Option Plans. | ||||||||||||||||
Prior to our IPO in April 2013, the Board of Directors authorized an offer to certain employee and non-employee options holders on the following terms: those holding stock options with a strike price of $25.00 or more had the opportunity to exchange their options for 60% of the number of options currently held with an exercise price equal to the IPO price, which was $10.00 per share, and those holding stock options with a strike price of $12.50 had the opportunity to exchange their options for 80% of the number of options currently held with an exercise price equal to the IPO price which was $10.00 per share. On April 5, 2013, our initial public offering became effective and 336,300 options with exercise prices ranging from $12.50 to $33.80 were exchanged for 242,070 options with an exercise price of $10.00. The exchange of the options did not result in the recognition of incremental compensation cost. In addition, 53,500 options which were approved to be issued and priced at the IPO price were issued to employees with an exercise price of $10.00 per share. | ||||||||||||||||
A summary of employee and non-employee stock option activity for year ended December 31, 2013 and the nine months ended September 30, 2014 is as follows: | ||||||||||||||||
Options Outstanding | Weighted- | Aggregate | ||||||||||||||
Average | Intrinsic | |||||||||||||||
Remaining | Value | |||||||||||||||
Contractual | ||||||||||||||||
Number of | Weighted- | Term (in years) | ||||||||||||||
Shares | Average | |||||||||||||||
Exercise | ||||||||||||||||
Price | ||||||||||||||||
Outstanding January 1, 2013 | 553,340 | $ | 12.76 | 7.13 | $ | 1,142,432 | ||||||||||
Granted | 426,762 | 14.57 | ||||||||||||||
Exercised | (164 | ) | 10 | |||||||||||||
Cancelled or expired | (106,396 | ) | 20.46 | |||||||||||||
Outstanding December 31, 2013 | 873,542 | $ | 10.83 | 7.75 | $ | 3,138,539 | ||||||||||
Granted | 695,900 | 13.11 | ||||||||||||||
Exercised | (30,083 | ) | 6.61 | |||||||||||||
Cancelled or expired | (77,635 | ) | 11.67 | |||||||||||||
Outstanding September 30, 2014 | 1,461,724 | $ | 11.95 | 8.09 | $ | 854,839 | ||||||||||
Exercisable September 30, 2014 | 484,029 | $ | 8.76 | 5.45 | $ | 846,800 | ||||||||||
Aggregate intrinsic value represents the difference between the estimated fair value of our common stock and the exercise price of outstanding, in-the-money options. The fair value of our common stock was $9.00 at September 30, 2014 and $13.78 at December 31, 2013, based on the closing price on the NASDAQ Capital Market. | ||||||||||||||||
As of September 30, 2014, total unrecognized compensation cost related to non-vested stock options and restricted stock granted to employees was $6,563,115 which we expect to recognize over the next 3.54 years. | ||||||||||||||||
As of September 30, 2014, total unrecognized compensation cost related to non-vested stock options granted to non-employees was $1,047,224 which we expect to recognize over the next 3.14 years. The estimate of unrecognized non-employee compensation is based on the fair value of the non-vested options as of September 30, 2014. | ||||||||||||||||
The following table summarizes information about outstanding and vested stock options granted to employees and non-employees as of September 30, 2014 as follows: | ||||||||||||||||
Options Outstanding | Options Vested and Exercisable | |||||||||||||||
Exercise Price | Number of | Weighted- | Weighted- | Number of | Weighted- | |||||||||||
Shares | Average | Average | Shares | Average | ||||||||||||
Outstanding | Exercise | Remaining | Exercise Price | |||||||||||||
Price | Contract | |||||||||||||||
Life (in Years) | ||||||||||||||||
4 | 145,000 | $ | 4 | 4.47 | 145,000 | $ | 4 | |||||||||
4.8 | 30,914 | 4.8 | 5.31 | 29,000 | 4.8 | |||||||||||
9.09 | 230,900 | 9.09 | 9.99 | — | — | |||||||||||
10 | 267,038 | 10 | 5.13 | 236,707 | 10 | |||||||||||
11.70 - 11.75 | 75,740 | 11.7 | 9.54 | 1,586 | 11.75 | |||||||||||
12.50 - 14.18 | 105,700 | 13.99 | 9.26 | 150 | 12.5 | |||||||||||
15.39 | 316,432 | 15.39 | 9.01 | 37,586 | 15.39 | |||||||||||
15.89 | 200,000 | 15.89 | 9.65 | 25,000 | 15.89 | |||||||||||
17.38 | 90,000 | 17.38 | 9.47 | 9,000 | 17.38 | |||||||||||
Total | 1,461,724 | $ | 11.95 | 8.09 | 484,029 | $ | 8.76 | |||||||||
The fair value of options granted to employees is estimated on the grant date using the Black-Scholes option valuation model. This valuation model for stock-based compensation expense requires us to make assumptions and judgments about the variables used in the calculation, including the fair value of our common stock prior to our IPO (see Note 9), the expected term (the period of time that the options granted are expected to be outstanding), the volatility of our common stock, a risk-free interest rate, and expected dividends. To the extent actual forfeitures differ from the estimates, the difference will be recorded as a cumulative adjustment in the period estimates are revised. No compensation cost is recorded for options that do not vest. We use the simplified calculation of expected life described in the SEC’s Staff Accounting Bulletin No. 107, Share-Based Payment, and volatility is based on an average of the historical volatilities of the common stock of three entities with characteristics similar to those of the Company. The risk-free rate is based on the U.S. Treasury yield curve in effect at the time of grant for periods corresponding with the expected life of the option. We use an expected dividend yield of zero, as we do not anticipate paying any dividends in the foreseeable future. Expected forfeitures are assumed to be zero due to the small number of plan participants and the plan design which has monthly vesting after an initial cliff vesting period. | ||||||||||||||||
The following table presents the weighted-average assumptions used to estimate the fair value of options granted to employees during the periods presented: | ||||||||||||||||
Three Months Ended September 30, | Nine Months Ended September 30, | |||||||||||||||
2014 | 2014 | 2013 | ||||||||||||||
Volatility | 75.02% | 75.04 | % | 77.11 | % | |||||||||||
Risk free interest rate | 2.02% | 1.84 | % | 0.76 | % | |||||||||||
Dividend yield | 0.00% | 0 | % | 0 | % | |||||||||||
Term (years) | 6.29 | 6.1 | 5.95 | |||||||||||||
Weighted-average fair value of options granted during the period | 6.13 | 6.86 | 6.72 | |||||||||||||
In 2010, we issued an aggregate of 80,000 options to non-employees with an exercise price of $25.00. As described above, on April 5, 2013, these options were exchanged for 48,000 options with an exercise price of $10.00. In October 2013, we issued 10,000 options to a non-employee with an exercise price of $15.39. In May 2014, we issued 200,000 options to a our Director, Raju Chaganti, with an exercise price of $15.89. See Note 12 for additional information. The following table presents the weighted-average assumptions used to estimate the fair value of options reaching their measurement date for non-employees during the periods presented: | ||||||||||||||||
Three Months Ended September 30, | Nine Months Ended September 30, | |||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
Volatility | 71.3 | % | 75.32 | % | 71.87 | % | 75.87 | % | ||||||||
Risk free interest rate | 2.43 | % | 1.93 | % | 2.53 | % | 1.4 | % | ||||||||
Dividend yield | 0 | % | 0 | % | 0 | % | 0 | % | ||||||||
Term (years) | 9.58 | 7.21 | 9.79 | 7.5 | ||||||||||||
The following table presents the effects of stock-based compensation related to stock option awards to employees and non-employees on our Statement of Operations during the periods presented: | ||||||||||||||||
Three Months Ended September 30, | Nine Months Ended September 30, | |||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
Cost of revenues | $ | 26,200 | $ | 8,442 | $ | 67,109 | $ | 22,621 | ||||||||
Research and development | 188,633 | 28,516 | 345,803 | 119,314 | ||||||||||||
General and administrative | 593,715 | 71,268 | 1,615,359 | 223,535 | ||||||||||||
Sales and marketing | 27,551 | 9,107 | 101,609 | 41,731 | ||||||||||||
Total stock-based compensation | $ | 836,099 | $ | 117,333 | $ | 2,129,880 | $ | 407,201 | ||||||||
Warrants
Warrants | 9 Months Ended | ||||||||||||
Sep. 30, 2014 | |||||||||||||
Equity [Abstract] | ' | ||||||||||||
Warrants | ' | ||||||||||||
Warrants | |||||||||||||
We have issued certain warrants which contain an exercise price adjustment feature in the event we issue additional equity instruments at a price lower than the exercise price of the warrant. The warrants are described herein as derivative warrants. For all derivative warrants, in the event equity instruments are issued at a price lower than the exercise price of the warrant, the exercise price is adjusted to the price of the new equity instruments issued (price adjustment feature). For certain of these warrants, the number of shares underlying the warrant is also adjusted to an amount computed by dividing the proceeds of the warrant under its original terms by the revised exercise price (share adjustment feature). These warrants are initially recorded as a warrant liability at fair value with a corresponding entry to the loan guarantee fee asset, debt discount, additional paid-in capital or expense dependent upon the service provided in exchange for the warrant grant. As of September 30, 2014 all warrants with a share adjustment feature have either expired or have been exercised. | |||||||||||||
In January 2014, the Company received $950 from a warrant holder who exercised warrants to purchase 95 shares of common stock at $10.00 per share. In February 2014 a warrant holder exercised warrants to purchase 3,320 shares of common stock at an exercise price of $10.00 per share using the net issuance exercise method whereby 1,661 shares were surrendered in payment in full of the exercise price resulting in a net issuance of 1,659 shares. In March 2014 a warrant holder exercised warrants to purchase 12,500 shares of common stock at an exercise price of $10.00 per share using the net issuance exercise method whereby 7,230 shares were surrendered in payment in full of the exercise price resulting in a net issuance of 5,270 shares. In June 2014, the company received $177,154 from Mr. Pappajohn who exercised warrants to purchase 44,288 shares of common stock at an exercise price of $4.00 per share. | |||||||||||||
In July 2014, warrant holders exercised warrants to purchase 130,000 shares of common stock at an exercise price of $4.00 per share using the net issuance exercise method whereby 45,894 shares were surrendered in payment in full of the exercise price resulting in a net issuance of 84,106 shares. | |||||||||||||
The following table summarizes the warrant activity for the nine months ended September 30, 2014: | |||||||||||||
Issued With / For | Exercise | Warrants | 2014 Warrants Exercised | Warrants Outstanding September 30, 2014 | |||||||||
Price | Outstanding | ||||||||||||
January 1, | |||||||||||||
2014 | |||||||||||||
Non-Derivative Warrants: | |||||||||||||
Financing | $ | 10 | 243,334 | — | 243,334 | ||||||||
Financing | 15 | 436,079 | — | 436,079 | |||||||||
Debt Guarantee | 4 | 174,288 | (174,288 | ) | — | ||||||||
Debt Guarantee | 10 | 237,500 | — | 237,500 | |||||||||
Debt Guarantee | 15 | 585,645 | — | 585,645 | |||||||||
Consulting | 10 | 29,138 | — | 29,138 | |||||||||
Total Non-Derivative Warrants | $ | 13.34 | C | 1,705,984 | (174,288 | ) | 1,531,696 | ||||||
Derivative Warrants: | |||||||||||||
Financing | $ | 10 | B | 60,000 | — | 60,000 | |||||||
Debt Guarantee | 10 | A | 12,500 | (12,500 | ) | — | |||||||
Series B Pref. Stock | 10 | B | 18,430 | (3,415 | ) | 15,015 | |||||||
Consulting | 10 | B | 200 | — | 200 | ||||||||
Total Derivative Warrants | 10 | C | 91,130 | (15,915 | ) | 75,215 | |||||||
Total | $ | 13.18 | C | 1,797,114 | (190,203 | ) | 1,606,911 | ||||||
A | These warrants are subject to fair value accounting and contain exercise price and number of share adjustment features. See Note 9. | ||||||||||||
B | These warrants are subject to fair value accounting and contain an exercise price adjustment feature. See Note 9. | ||||||||||||
C | Weighted average exercise prices are as of September 30, 2014. |
Fair_Value_of_Warrants
Fair Value of Warrants | 9 Months Ended | |||||||||||||||
Sep. 30, 2014 | ||||||||||||||||
Fair Value Disclosures [Abstract] | ' | |||||||||||||||
Fair Value of Warrants | ' | |||||||||||||||
Fair Value of Warrants | ||||||||||||||||
The following tables summarize the assumptions used in computing the fair value of derivative warrants subject to fair value accounting at the date of issue during the nine months ended September 30, 2014 and 2013, and at September 30, 2014, December 31, 2013 and April 5, 2013 (IPO valuation date). In computing the fair value of the warrants, if the stated exercise price of the warrants exceeded the assumed value of the Company stock at the date the fair value was being computed, the exercise price and number of shares (if applicable) underlying the warrants were adjusted to reflect an assumed trigger of the price and/or share adjustment features related to the applicable warrants. Such adjustments were only applicable to the nine months ended September 30, 2013 due to the relative price of the warrants and the assumed Company stock price. | ||||||||||||||||
Issued with Debt Guarantee | Exercised During the Nine Months Ended September 30, 2014 | As of December 31, 2013 | IPO Date April 5, 2013 | |||||||||||||
Exercise Price | $ | 10 | $ | 10 | $ | 13.56 | ||||||||||
Expected life (years) | 0.6 | 0.83 | 2.42 | |||||||||||||
Expected volatility | 49.01 | % | 57.33 | % | 66.37 | % | ||||||||||
Risk-free interest rate | 0.08 | % | 0.13 | % | 0.32 | % | ||||||||||
Expected dividend yield | — | % | — | % | — | % | ||||||||||
Issued with Series B Preferred Shares | Exercised During the Nine Months Ended September 30, 2014 | As of September 30, 2014 | As of December 31, 2013 | |||||||||||||
Exercise Price | $ | 10 | $ | 10 | $ | 10 | ||||||||||
Expected life (years) | 1.72 | 1.13 | 1.92 | |||||||||||||
Expected volatility | 46.6 | % | 47.45 | % | 59.26 | % | ||||||||||
Risk-free interest rate | 0.33 | % | 0.13 | % | 0.38 | % | ||||||||||
Expected dividend yield | — | % | — | % | — | % | ||||||||||
Issued for Consulting | As of September 30, 2014 | As of December 31, 2013 | IPO Date April 5, 2013 | |||||||||||||
Exercise Price | $ | 10 | $ | 10 | $ | 10 | ||||||||||
Expected life (years) | 1.39 | 2.14 | 2.33 | |||||||||||||
Expected volatility | 48.34 | % | 63.63 | % | 63.2 | % | ||||||||||
Risk-free interest rate | 0.13 | % | 0.38 | % | 0.27 | % | ||||||||||
Expected dividend yield | — | % | — | % | — | % | ||||||||||
Issued with Financing | Exercised During the Nine Months Ended September 30, 2014 | As of September 30, 2014 | As of December 31, 2013 | IPO Date April 5, 2013 | ||||||||||||
Exercise Price | $ | 13.34 | $ | 10 | $ | 10 | $ | 13.21 | ||||||||
Expected life (years) | 9.78 | 1.48 | 2.25 | 8.3 | ||||||||||||
Expected volatility | 74.7 | % | 48.6 | % | 64.4 | % | 73.22 | % | ||||||||
Risk-free interest rate | 1.95 | % | 0.13 | % | 0.38 | % | 1.44 | % | ||||||||
Expected dividend yield | — | % | — | % | — | % | — | % | ||||||||
The assumed Company stock price used in computing the fair value of warrants exercised during the nine months ended September 30, 2014 was $15.20 – $19.86 and for the fair value of warrants issued during the nine months ended September 30, 2013, the assumed range of Company stock prices used was $9.60 – $9.96. In determining the fair value of warrants issued at each reporting date, the Company stock price was $9.00 at September 30, 2014 and $13.78 at December 31, 2013 based on the closing price on the NASDAQ Capital Market. | ||||||||||||||||
The following table summarizes the derivative warrant activity subject to fair value accounting for the nine months ended September 30, 2014: | ||||||||||||||||
Issued with/for | Fair value of | Fair value | Change in | Fair value of | ||||||||||||
warrants | of warrants | fair value | warrants | |||||||||||||
outstanding as of | exercised | of warrants | outstanding as of | |||||||||||||
December 31, 2013 | 30-Sep-14 | |||||||||||||||
Series B Preferred Stock | $ | 117,000 | $ | (38,000 | ) | $ | (54,000 | ) | $ | 25,000 | ||||||
Debt Guarantee | 64,000 | (87,000 | ) | 23,000 | — | |||||||||||
Consulting | 1,000 | — | — | 1,000 | ||||||||||||
Financing | 412,000 | — | (293,000 | ) | 119,000 | |||||||||||
$ | 594,000 | $ | (125,000 | ) | $ | (324,000 | ) | $ | 145,000 | |||||||
Fair_Value_Measurements
Fair Value Measurements | 9 Months Ended | |||||||||||||||
Sep. 30, 2014 | ||||||||||||||||
Fair Value Disclosures [Abstract] | ' | |||||||||||||||
Fair Value Measurements | ' | |||||||||||||||
Fair Value Measurements | ||||||||||||||||
Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. The Fair Value Measurements and Disclosures Topic of the FASB Accounting Standards Codification requires the use of valuation techniques that are consistent with the market approach, the income approach and/or the cost approach. Inputs to valuation techniques refer to the assumptions that market participants would use in pricing the asset or liability. Inputs may be observable, meaning those that reflect the assumptions market participants would use in pricing the asset or liability developed based on market data obtained from independent sources, or unobservable, meaning those that reflect our own assumptions about the assumptions market participants would use in pricing the asset or liability developed based on the best information available in the circumstances. In that regard, the Topic establishes a fair value hierarchy for valuation inputs that give the highest priority to quoted prices in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The fair value hierarchy is as follows: | ||||||||||||||||
Level 1: Quoted prices (unadjusted) for identical assets or liabilities in active markets that we have the ability to access as of the measurement date. | ||||||||||||||||
Level 2: Significant other observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active, or other inputs that are observable or can be corroborated by observable market data. | ||||||||||||||||
Level 3: Significant unobservable inputs that reflect our own assumptions about the assumptions that market participants would use in pricing an asset or liability. | ||||||||||||||||
The following table summarizes the financial liabilities measured at fair value on a recurring basis segregated by the level of valuation inputs within the fair value hierarchy utilized to measure fair value: | ||||||||||||||||
30-Sep-14 | ||||||||||||||||
Total | Quoted Prices in | Significant Other | Significant | |||||||||||||
Active Markets for | Observable | Unobservable | ||||||||||||||
Identical Assets | Inputs | Inputs | ||||||||||||||
(Level 1) | (Level 2) | (Level 3) | ||||||||||||||
Warrant liability | $ | 145,000 | — | — | $ | 145,000 | ||||||||||
Gentris contingent consideration | 283,000 | — | — | 283,000 | ||||||||||||
Notes payable to VenturEast | 733,387 | — | — | 733,387 | ||||||||||||
$ | 1,161,387 | $ | — | $ | — | $ | 1,161,387 | |||||||||
31-Dec-13 | ||||||||||||||||
Total | Quoted Prices in | Significant Other | Significant | |||||||||||||
Active Markets for | Observable | Unobservable | ||||||||||||||
Identical Assets | Inputs | Inputs | ||||||||||||||
(Level 1) | (Level 2) | (Level 3) | ||||||||||||||
Warrant liability | $ | 594,000 | — | — | $ | 594,000 | ||||||||||
The warrant liability consists of stock warrants we issued that contain an exercise price adjustment feature. In accordance with derivative accounting for warrants, we calculated the fair value of warrants and the assumptions used are described in Note 9, “Fair Value of Warrants”. Realized and unrealized gains and losses related to the change in fair value of the warrant liability are included in Other income (expense) on the Statement of Operations. A table summarizing the activity for the derivative warrant liability which is measured at fair value using Level 3 inputs is presented in Note 9. | ||||||||||||||||
Under the terms of the Gentris acquisition we must pay additional consideration if Gentris’ revenue exceeds certain thresholds in the first year following the acquisition. On the acquisition date, we determined that this earn-out obligation had a fair value of $283,000 based upon a probability weighted analysis. Under the terms of the BioServe acquisition we will make a payment to VenturEast equal to the market value of 84,278 shares of our common stock within thirty months from the acquisition date. Using our stock price adjusted for certain discounts, we determined the 84,278 shares of common stock had a fair market value of $733,387. |
Joint_Venture_Agreement
Joint Venture Agreement | 9 Months Ended |
Sep. 30, 2014 | |
Equity Method Investments and Joint Ventures [Abstract] | ' |
Joint Venture Agreement | ' |
Joint Venture Agreement | |
In November 2011, we entered into an affiliation agreement with the Mayo Foundation for Medical Education and Research (“Mayo”), subsequently amended. Under the agreement, we formed a joint venture with Mayo in May 2013 to focus on developing oncology diagnostic services and tests utilizing next generation sequencing. The joint venture is a limited liability company, with each party initially holding fifty percent of the issued and outstanding membership interests of the new entity (the “JV”). In exchange for our membership interest in the JV, we made an initial capital contribution of $1.0 million in October 2013. In addition, we issued 10,000 shares of our common stock to Mayo pursuant to our affiliation agreement and recorded an expense of approximately $175,000. We also recorded additional expense of approximately $231,000 during the fourth quarter of 2013 related to shares issued to Mayo in November of 2011 as the JV achieved certain performance milestones. In the third quarter of 2014 we made an additional $1.0 million capital contribution. | |
The agreement also requires aggregate total capital contributions by us of up to an additional $4.0 million. We currently anticipate that we will make capital contributions of $1.0 million in the first quarter of 2015. The timing of the remaining installments is subject to the JV's achievement of certain operational milestones agreed upon by the board of governors of the JV. In exchange for its membership interest, Mayo’s capital contribution will take the form of cash, staff, services, hardware and software resources, laboratory space and instrumentation, the fair market value of which will be approximately equal to $6.0 million. Mayo’s continued contribution will also be conditioned upon the JV’s achievement of certain milestones. |
Related_Party_Transactions
Related Party Transactions | 9 Months Ended |
Sep. 30, 2014 | |
Related Party Transactions [Abstract] | ' |
Related Party Transactions | ' |
Related Party Transactions | |
John Pappajohn, a member of the Board of Directors and stockholder, had personally guaranteed our revolving line of credit with Wells Fargo Bank through March 31, 2014. As consideration for his guarantee, as well as each of the eight extensions of this facility through March 31, 2014, Mr. Pappajohn received warrants to purchase an aggregate of 1,051,506 shares of common stock of which Mr. Pappajohn assigned warrants to purchase 284,000 shares of common stock to certain third parties. Warrants to purchase 440,113 shares of common stock have been exercised by Mr. Pappajohn through September 30, 2014. After adjustment pursuant to the terms of the warrants in conjunction with our IPO, the number of these warrants outstanding retained by Mr. Pappajohn was 585,645 at $15.00 per share. | |
In addition, John Pappajohn also had loaned us an aggregate of $6,750,000 (all of which was converted into 675,000 shares of common stock at the IPO price of $10.00 per share). In connection with these loans, Mr. Pappajohn received warrants to purchase an aggregate of 202,630 shares of common stock. After adjustment pursuant to the terms of the warrants in conjunction with our IPO, the number of warrants outstanding was 436,079 at $15.00 per share at September 30, 2014. | |
Effective January 6, 2014, the board of directors appointed John Pappajohn to serve as the Chairman of the Board, a position previously held by Dr. Raju S.K. Chaganti. As compensation for serving as the Chairman of the Board, the Company will pay Mr. Pappajohn $100,000 per year and granted to Mr. Pappajohn 25,000 restricted shares of the Company's common stock, and options to purchase an aggregate of 100,000 shares of the Company's common stock. The options have a term of ten years from the date on which they were granted. The restricted stock and the options each vest in two equal installments on the one year anniversary and the two year anniversary of the date on which Mr. Pappajohn became the Chairman of the Board. | |
In August 2010, we entered into a consulting agreement with Equity Dynamics, Inc (“EDI”)., an entity controlled by John Pappajohn, pursuant to which EDI received a monthly fee of $10,000. The consulting agreement was terminated effective March 31, 2014. Subsequently the Company entered into a new consulting agreement with EDI effective April 1, 2014 pursuant to which it will receive a monthly fee of $10,000. Total expenses for the three months ended September 30, 2014 and 2013 were $30,000 and $30,000, respectively and for the nine months ended September 30, 2014 and 2013 were$90,000 and $90,000, respectively. As of September 30, 2014, we owed Equity Dynamics, Inc. $0. | |
On May 19, 2006, we issued a convertible promissory note in favor of our then Chairman and founder, Dr. Chaganti, the holder, which obligated us to pay the holder the sum of $100,000, together with interest at the rate of 8.5% per annum, due April 1, 2014. Interest expense totaled $2,400 through April 10, 2013. On April 10, 2013 the note and accrued interest converted into 13,430 shares of common stock at the IPO price of $10.00 per share. Pursuant to a consulting and advisory agreement, Dr. Chaganti also received options to purchase a total of 36,000 shares of common stock at a price of $10.00 per share which vested over a two year period. Total non-cash stock-based compensation recognized under the consulting agreement for each of the six month periods ended June 30, 2014 and 2013 were $0 and $54,650, respectively. Additionally, on September 15, 2010, we entered into a three year consulting agreement with Dr. Chaganti which was subsequently renewed through December 31, 2016 pursuant to which Dr. Chaganti receives $5,000 per month for providing consulting and technical support services. Total expenses for each of the quarterly periods ended September 30, 2014 and 2013 were $15,000. Pursuant to the terms of the renewed consulting agreement, Dr. Chaganti received an option to purchase 200,000 shares of our common stock at a purchase price of $15.89 per share vesting over a period of four years. Total non-cash stock-based compensation recognized under the consulting agreement for each of the nine months ended September 30, 2014 and 2013 were $288,500 and $0, respectively. Also pursuant to the consulting agreement, Dr. Chaganti assigned to us all rights to any inventions which he may invent during the course of rendering consulting services to us. In exchange for this assignment, if the USPTO issues a patent for an invention on which Dr. Chaganti is listed as an inventor, we are required to pay Dr. Chaganti (i) a one-time payment of $50,000 and (ii) 1% of any net revenues we receive from any licensed sales of the invention. In 2014 we paid Dr. Chaganti $150,000 which was recognized as an expense in fiscal 2013 when three patents were issued. | |
Subsequent Event | |
On October 19, 2014, 233,333 warrants held by Mr. Pappajohn expired unexercised. | |
On October 21, 2014 a patent was issued for which we are required to pay Dr. Chaganti a one-time payment of $50,000. |
Contingencies
Contingencies | 9 Months Ended |
Sep. 30, 2014 | |
Commitments and Contingencies Disclosure [Abstract] | ' |
Contingencies | ' |
Contingencies | |
In the normal course of business, the Company may become involved in various claims and legal proceedings. In the opinion of management, the ultimate liability or disposition thereof is not expected to have a material adverse effect on our financial condition, results of operations, or liquidity. |
Significant_Accounting_Policie1
Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2014 | |
Accounting Policies [Abstract] | ' |
Basis of presentation | ' |
Basis of presentation: The accompanying unaudited condensed financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and with the instructions for interim reporting as prescribed by the Securities and Exchange Commission. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States of America for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary to make the financial statements not misleading have been included. As such, the information included in this quarterly report on Form 10-Q should be read in conjunction with the audited consolidated financial statements as of and for the year ended December 31, 2013 that are included in our Form 10-K filed with the SEC on March 28, 2014. The consolidated balance sheet as of December 31, 2013, included herein was derived from the audited financial statements as of that date, but does not include all disclosures including notes required by GAAP. Interim financial results are not necessarily indicative of the results that may be expected for any future interim period or for the year ending December 31, 2014. | |
Segment Reporting | ' |
Segment Reporting: Operating segments are defined as components of an enterprise about which separate discrete information is used by the chief operating decision maker, or decision-making group, in deciding how to allocate resources and in assessing performance. We view our operations and manage our business in one operating segment, which is the business of developing and providing diagnostic tests. | |
Liquidity | ' |
Liquidity: Our primary sources of liquidity have been funds generated from our debt financings and equity financings. In addition, we have generated funds from the following sources: (i) cash collections from our customers (ii) cash received from sales of state net operating loss carryforwards, and; (iii) grants from the National Institutes of Health. | |
Principles of consolidation | ' |
Principles of consolidation: The accompanying consolidated financial statements include the accounts of Cancer Genetics, Inc. and our wholly owned subsidiaries, Cancer Genetics Italia S.r.l (“CGI Italia”), Gentris LLC (from July 16, 2014) and CGI India (BioServe) (from August 18, 2014). | |
Use of estimates and assumptions | ' |
Use of estimates and assumptions: 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 period. Significant estimates made by management include, among others, realization of amounts billed, realization of long-lived assets, realization of intangible assets, accruals for litigation and registration payments and assumptions used to value stock options and warrants. Actual results could differ from those estimates. | |
Risks and uncertainties | ' |
Risks and uncertainties: We operate in an industry that is subject to intense competition, government regulation and rapid technological change. Our operations are subject to significant risk and uncertainties including financial, operational, technological, regulatory and other risks, including the potential risk of business failure. | |
Cash and cash equivalents | ' |
Cash and cash equivalents: Highly liquid investments with original maturities of three months or less when purchased are considered to be cash equivalents. Financial instruments which potentially subject us to concentrations of credit risk consist primarily of cash and cash equivalents. We maintain cash and cash equivalents with high-credit quality financial institutions. At times, such amounts may exceed insured limits. We have not experienced any losses in such accounts and believe we are not exposed to any significant credit risk on our cash and cash equivalents. | |
Restricted cash | ' |
Restricted cash: Represents cash held at financial institutions which we may not withdraw and which collateralizes certain of our financial commitments. All of our restricted cash is invested in interest bearing certificates of deposit. Our restricted cash collateralizes a fully-utilized $6.0 million line of credit with Wells Fargo Bank and a $300,000 letter of credit in favor of our landlord, pursuant to the terms of the lease for our Rutherford facility. | |
Revenue recognition | ' |
Revenue recognition: Revenue is recognized in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 605, Revenue Recognition, and ASC 954-605 Health Care Entities, Revenue Recognition which requires that four basic criteria must be met before revenue can be recognized: (1) persuasive evidence that an arrangement exists; (2) delivery has occurred and title and the risks and rewards of ownership have been transferred to the customer or services have been rendered; (3) the price is fixed or determinable; and (4) collectability is reasonably assured. In determining whether the price is fixed or determinable, we consider payment limits imposed by insurance carriers and Medicare and the amount of revenue recorded takes into account the historical percentage of revenue we have collected for each type of test for each payor category. Periodically, an adjustment is made to revenue to record differences between our anticipated cash receipts from insurance carriers and Medicare and actual receipts from such payors. For the periods presented, such adjustments were not significant. For biopharmaceutical customers, revenue is recorded based upon the contractually agreed upon fee schedule. When assessing collectability, we consider whether we have sufficient payment history to reliably estimate a payor’s individual payment patterns. For new tests where there is no evidence of payment history at the time the tests are completed, we only recognize revenues once reimbursement experience can be established. Until then, we recognize revenue equal to the amount of cash received. Sales of probes are recorded on the shipping date. We do not bill customers for shipping and handling fees and do not collect any sales or other taxes. | |
Revenues from grants to support product development are recognized when costs and expenses under the terms of the grant have been incurred and payments under the grants become contractually due. | |
Accounts receivable | ' |
Accounts receivable: Accounts receivable are carried at original invoice amount less an estimate for contractual adjustments and doubtful receivables, the amounts of which are determined by an analysis of individual accounts. Our policy for assessing the collectability of receivables is dependent upon the major payor source of the underlying revenue. For direct bill clients, an assessment of credit worthiness is performed prior to initial engagement and is reassessed periodically. If deemed necessary, an allowance is established on receivables from direct bill clients. For insurance carriers where there is not an established pattern of collection, revenue is not recorded until cash is received. For receivables where insurance carriers have made payments to patients instead of directing payments to the Company, an allowance is established for a portion of such receivables. After reasonable collection efforts are exhausted, amounts deemed to be uncollectible are written off against the allowance for doubtful accounts. Since the Company only recognizes revenue to the extent it expects to collect such amounts, bad debt expense related to receivables from patient service revenue is recorded in general and administrative expense in the consolidated statement of operations. Recoveries of accounts receivable previously written off are recorded when received. | |
Deferred revenue | ' |
Deferred revenue: Payments received in advance of services rendered are recorded as deferred revenue and are subsequently recognized as revenue in the period in which the services are performed. | |
Fixed assets | ' |
Fixed assets: Fixed assets consist of diagnostic equipment, furniture and fixtures and leasehold improvements. Fixed assets are carried at cost and are depreciated over the estimated useful lives of the assets, which generally range from five to seven years. Leasehold improvements are amortized over the lesser of the lease term or the estimated useful lives of the improvements. The straight-line method is used for depreciation and amortization. Repairs and maintenance are charged to expense as incurred while improvements are capitalized. Upon sale, retirement or disposal of fixed assets, the accounts are relieved of the cost and the related accumulated depreciation or amortization with any gain or loss recorded to the consolidated statement of operations. | |
Fixed assets are reviewed for impairment whenever changes in circumstances indicate that the carrying amount of an asset may not be recoverable. These computations utilize judgments and assumptions inherent in our estimate of future cash flows to determine recoverability of these assets. If our assumptions about these assets were to change as a result of events or circumstances, we may be required to record an impairment loss. | |
Goodwill | ' |
Goodwill: Goodwill resulted from the purchases of Gentris and BioServe in 2014 as described in Note 1. In accordance with ASC 350, Intangibles - Goodwill and Other, we are required to test goodwill for impairment and adjust for impairment losses, if any, at least annually and on an interim basis if an event or circumstance indicates that it is likely impairment has occurred. No such losses were incurred during the nine months ended September 30, 2014. | |
Loan guarantee and financing fees | ' |
Loan guarantee and financing fees: Loan guarantee fees are amortized on a straight-line basis over the term of the guarantee. Financing fees are amortized using the effective interest method over the term of the related debt. | |
Warrant liability | ' |
Warrant liability: We have issued certain warrants which contain an exercise price adjustment feature in the event we issue additional equity instruments at a price lower than the exercise price of the warrant. The warrants are described herein as derivative warrants. We account for these derivative warrants as liabilities. These common stock purchase warrants do not trade in an active securities market, and as such, we estimate the fair value of these warrants using the binomial lattice valuation pricing model with the assumptions as follows. The risk-free interest rate for periods within the contractual life of the warrant is based on the U.S. Treasury yield curve. The expected life of the warrants is based upon the contractual life of the warrants. Volatility is estimated based on an average of the historical volatilities of the common stock of three entities with characteristics similar to those of the Company. Prior to our IPO, the measurement date fair value of the underlying common shares was based upon an external valuation of our shares. Following the IPO in April 2013 and until our shares listed on the NASDAQ Capital Market in August 2013, we used the closing price of our shares on the OTC Bulletin Board. Following the listing of our shares on the NASDAQ Capital Market in August 2013, we used the closing price on the NASDAQ Capital Market. | |
We compute the fair value of the warrant liability at each reporting period and the change in the fair value is recorded as non-cash expense or non-cash income. The key component in the value of the warrant liability is our stock price, which is subject to significant fluctuation and is not under our control. The resulting effect on our net income (loss) is therefore subject to significant fluctuation and will continue to be so until the warrants are exercised, amended or expire. Assuming all other fair value inputs remain constant, we will record non-cash expense when the stock price increases and non-cash income when the stock price decreases. | |
Income taxes | ' |
Income taxes: Income taxes are provided for the tax effects of transactions reported in the consolidated financial statements and consist of taxes currently due plus deferred income taxes. Deferred income taxes are recognized for temporary differences between the financial statement and tax bases of assets and liabilities that will result in taxable or deductible amounts in the future. Deferred income taxes are also recognized for net operating loss carryforwards that are available to offset future taxable income and research and development credits. | |
Valuation allowances are established when necessary to reduce deferred tax assets to the amount expected to be realized. We have established a full valuation allowance on our deferred tax assets. | |
ASC 740, Income Taxes, clarifies the accounting for uncertainty in income taxes recognized in the financial statements. ASC 740 provides that a tax benefit from uncertain tax positions may be recognized when it is more-likely-than-not that the position will be sustained upon examination, including resolutions of any related appeals or litigation processes, based on the technical merits of the position. Income tax positions must meet a more-likely-than-not recognition threshold to be recognized. ASC 740 also provides guidance on measurement, de-recognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. | |
Our policy is to recognize interest and/or penalties related to income tax matters in income tax expense. There is no accrual for interest or penalties on our consolidated balance sheets and we have not recognized interest and/or penalties in the consolidated statements of operations. | |
Patents | ' |
Patents: We account for intangible assets under ASC 350-30. Patents consist of legal fees incurred and are recorded at cost and amortized over the useful lives of the assets, using the straight-line method. Certain patents are in the legal application process and therefore are not currently being amortized. We review the carrying value of patents at the end of each reporting period. Based upon our review, there were no intangible asset impairments during the periods reported. Accumulated amortization of patents as of September 30, 2014 and December 31, 2013 was approximately $76,000 and $56,000, respectively. | |
Research and development | ' |
Research and development: Research and development costs associated with service and product development include direct costs of payroll, employee benefits, stock-based compensation and supplies and an allocation of indirect costs including rent, utilities, depreciation and repairs and maintenance. All research and development costs are expensed as they are incurred. | |
Registration payment arrangements | ' |
Registration payment arrangements: We account for our obligations under registration payment arrangements in accordance with ASC 825-20, Registration Payment Arrangements. ASC 825-20 requires us to record a liability if we determine a registration payment is probable and if it can reasonably be estimated. As of September 30, 2014 and December 31, 2013, we have an accrued liability of $300,000 related to the issuance of Series B preferred stock. | |
Stock-based compensation | ' |
Stock-based compensation: Stock-based compensation is accounted for in accordance with the provisions of ASC 718, Compensation-Stock Compensation, which requires the measurement and recognition of compensation expense for all stock-based awards made to employees and directors based on estimated fair values on the grant date. We estimate the fair value of stock-based awards on the date of grant using the Black-Scholes option pricing model. The value of the portion of the award that is ultimately expected to vest is recognized as expense over the requisite service periods using the straight-line method. See additional information in Note 7. | |
All issuances of stock options or other issuances of equity instruments to employees as the consideration for services received by us are accounted for based on the fair value of the equity instrument issued. | |
We account for stock-based compensation awards to non-employees in accordance with ASC 505-50, Equity Based Payments to Non-Employees. Under ASC 505-50, we determine the fair value of the warrants or stock-based compensation awards granted as either the fair value of the consideration received or the fair value of the equity instruments issued, whichever is more reliably measurable. Stock-based compensation awards issued to non-employees are recorded in expense and additional paid-in capital in stockholders’ equity over the applicable service periods based on the fair value of the awards or consideration received at the vesting date. | |
Fair value of financial instruments | ' |
Fair value of financial instruments: The carrying amount of cash and cash equivalents, restricted cash, accounts receivable, accounts payable and accrued expenses, approximate their estimated fair values due to the short term maturities of those financial instruments. These financial instruments are considered Level 1 measurements under the fair value hierarchy. The fair values of our notes payable, line of credit and capital leases approximate carrying value under Level 2 of the fair value hierarchy. The fair value of warrants recorded as derivative liabilities is described in Note 9. | |
Joint venture accounted for under the equity method | ' |
Joint venture accounted for under the equity method: The Company records its joint venture investment following the equity method of accounting, reflecting its initial investment in the joint venture and its share of the joint venture’s net earnings or losses and distributions. The Company’s share of the joint venture’s net loss was approximately $349,233 and $0 for the three months ended September 30, 2014 and 2013, respectively and $659,426 and $0 for the nine months ended September 30, 2014 and 2013, respectively, and is included in research and development expense on the Consolidated Statement of Operations. The Company has a net receivable due from the joint venture of approximately $10,000 and $24,000 at September 30, 2014 and December 31, 2013, respectively, which is included in Other current assets in the Consolidated Balance Sheet. See additional information in Note 11. | |
Subsequent events | ' |
Subsequent events: We have evaluated potential subsequent events through the date the financial statements were issued. | |
Recent accounting pronouncements | ' |
Recent Accounting Pronouncements: In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606), requiring an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. The updated standard will replace most existing revenue recognition guidance in U.S. GAAP when it becomes effective and permits the use of either a full retrospective or retrospective with cumulative effect transition method. Early adoption is not permitted. The updated standard becomes effective for the Company in the first quarter of fiscal year 2017. The Company has not yet selected a transition method and is currently evaluating the effect that the updated standard will have on the consolidated financial statements. | |
Earnings (loss) per share | ' |
Earnings (loss) per share: Basic earnings (loss) per share is computed by dividing net income (loss) available to common stockholders by the weighted average number of common shares assumed to be outstanding during the period of computation. Diluted earnings per share is computed similar to basic earnings per share except that the numerator is adjusted for the change in fair value of the warrant liability (only if dilutive) and the denominator is increased to include the number of dilutive potential common shares outstanding during the period using the treasury stock method. |
Description_of_Business_Acquis1
Description of Business, Acquisitions, Public Offerings and Reverse Stock Splits (Tables) | 9 Months Ended | |||||||||||||||
Sep. 30, 2014 | ||||||||||||||||
Business Acquisition [Line Items] | ' | |||||||||||||||
Business acquisition, pro forma information | ' | |||||||||||||||
The following table provides certain pro forma financial information for the Company as if the acquisitions discussed above occurred on January 1, 2013: | ||||||||||||||||
Three Months Ended September 30, | Nine Months Ended September 30, | |||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
Revenue | $ | 3,493,345 | $ | 3,864,163 | $ | 10,329,910 | $ | 12,198,309 | ||||||||
Net loss | (6,039,858 | ) | (3,836,773 | ) | (13,325,068 | ) | (10,634,909 | ) | ||||||||
Basic net loss per share | $ | (0.63 | ) | $ | (0.73 | ) | $ | (1.40 | ) | $ | (2.92 | ) | ||||
Dilutive net loss per share | (0.64 | ) | (0.73 | ) | (1.43 | ) | (4.04 | ) | ||||||||
Gentris [Member] | ' | |||||||||||||||
Business Acquisition [Line Items] | ' | |||||||||||||||
Schedule of business acquisitions, by acquisition | ' | |||||||||||||||
The total consideration recorded for the Gentris acquisition is as follows: | ||||||||||||||||
Amount | ||||||||||||||||
Cash paid at closing | $ | 3,250,000 | ||||||||||||||
Issuance of 147,843 common shares | 1,271,745 | |||||||||||||||
Estimated fair value of contingent consideration | 283,000 | |||||||||||||||
Total Purchase Price | $ | 4,804,745 | ||||||||||||||
Schedule of recognized identified assets acquired and liabilities assumed | ' | |||||||||||||||
The preliminary allocation of the total purchase price to the fair value of the assets acquired and liabilities assumed as of July 16, 2014 are as follows: | ||||||||||||||||
Amount | ||||||||||||||||
Accounts receivable | $ | 1,869,097 | ||||||||||||||
Other current assets | 271,085 | |||||||||||||||
Fixed assets | 1,950,885 | |||||||||||||||
Goodwill | 2,589,009 | |||||||||||||||
Current liabilities | (937,558 | ) | ||||||||||||||
Deferred revenue, long-term | (937,773 | ) | ||||||||||||||
Total Purchase Price | $ | 4,804,745 | ||||||||||||||
BioServe [Member] | ' | |||||||||||||||
Business Acquisition [Line Items] | ' | |||||||||||||||
Schedule of business acquisitions, by acquisition | ' | |||||||||||||||
The aggregate purchase price is as follows: | ||||||||||||||||
Amount | ||||||||||||||||
Cash paid at closing | $ | 72,907 | ||||||||||||||
Notes payable due 12-18 months after closing | 23,708 | |||||||||||||||
Notes payable (value of 84,278 common shares) | 733,387 | |||||||||||||||
Issuance of 31,370 common shares | 244,247 | |||||||||||||||
Total Purchase Price | $ | 1,074,249 | ||||||||||||||
Schedule of recognized identified assets acquired and liabilities assumed | ' | |||||||||||||||
The preliminary allocation of the total purchase price to the fair value of the assets acquired and liabilities assumed as of August 18, 2014 are as follows: | ||||||||||||||||
Amount | ||||||||||||||||
Accounts receivable | $ | 151,002 | ||||||||||||||
Other current assets | 120,528 | |||||||||||||||
Fixed assets | 624,948 | |||||||||||||||
Other assets | 416,869 | |||||||||||||||
Goodwill | 541,565 | |||||||||||||||
Current liabilities | (758,614 | ) | ||||||||||||||
Other liabilities | (22,049 | ) | ||||||||||||||
Total Purchase Price | $ | 1,074,249 | ||||||||||||||
Significant_Accounting_Policie2
Significant Accounting Policies (Tables) | 9 Months Ended | |||||||||||||||
Sep. 30, 2014 | ||||||||||||||||
Accounting Policies [Abstract] | ' | |||||||||||||||
Computation of Basic Net Income (Loss) and Diluted Net Loss per Share Data | ' | |||||||||||||||
Basic net loss and diluted net loss per share data were computed as follows: | ||||||||||||||||
Three Months Ended September 30, | Nine Months Ended September 30, | |||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
Numerator: | ||||||||||||||||
Net (loss) for basic earnings per share | $ | (4,797,062 | ) | $ | (3,066,376 | ) | $ | (11,469,659 | ) | $ | (9,848,164 | ) | ||||
Change in fair value of warrant liability | 129,000 | — | 324,000 | 4,096,000 | ||||||||||||
Net (loss) for diluted earnings per share | $ | (4,926,062 | ) | $ | (3,066,376 | ) | $ | (11,793,659 | ) | $ | (13,944,164 | ) | ||||
Denominator: | ||||||||||||||||
Weighted-average basic common shares outstanding | 9,575,789 | 5,055,591 | 9,386,613 | 3,463,730 | ||||||||||||
Assumed conversion of dilutive securities: | ||||||||||||||||
Common stock purchase warrants | — | — | 16,632 | 4,897 | ||||||||||||
Potentially dilutive common shares | — | — | 16,632 | 4,897 | ||||||||||||
Denominator for diluted earnings per share – adjusted weighted-average shares | 9,575,789 | 5,055,591 | 9,403,245 | 3,468,627 | ||||||||||||
Basic net (loss) per share | $ | (0.50 | ) | $ | (0.61 | ) | $ | (1.22 | ) | $ | (2.84 | ) | ||||
Diluted net (loss) per share | $ | (0.51 | ) | $ | (0.61 | ) | $ | (1.25 | ) | $ | (4.02 | ) | ||||
Summary of Potentially Dilutive Adjustments to Weighted Average Number of Common Shares Excluded from Calculation | ' | |||||||||||||||
The following table summarizes potentially dilutive adjustments to the weighted average number of common shares which were excluded from the calculation because their effects were antidilutive: | ||||||||||||||||
Three Months Ended September 30, | Nine Months Ended September 30, | |||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
Common stock purchase warrants | 1,531,696 | 1,843,582 | 1,531,696 | 1,843,582 | ||||||||||||
Stock options | 1,461,724 | 506,294 | 1,461,724 | 506,294 | ||||||||||||
Restricted shares of common stock | 105,833 | — | 105,833 | — | ||||||||||||
3,099,253 | 2,349,876 | 3,099,253 | 2,349,876 | |||||||||||||
Revenue_and_Accounts_Receivabl1
Revenue and Accounts Receivable (Tables) | 9 Months Ended | |||||||||||||||
Sep. 30, 2014 | ||||||||||||||||
Receivables [Abstract] | ' | |||||||||||||||
Schedule of Revenue by Payor Type | ' | |||||||||||||||
Revenue by service type for the three and nine months ended September 30, 2014 and 2013 is comprised of the following: | ||||||||||||||||
Three Months Ended September 30, | Nine Months Ended September 30, | |||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
Biopharma Services | $ | 1,930,799 | $ | 746,212 | $ | 2,830,687 | $ | 1,920,165 | ||||||||
Clinical Services | 1,237,831 | 858,934 | 3,279,988 | 2,735,297 | ||||||||||||
Discovery Services | 53,220 | — | 53,220 | — | ||||||||||||
Grants | — | 100,000 | — | 100,000 | ||||||||||||
$ | 3,221,850 | $ | 1,705,146 | $ | 6,163,895 | $ | 4,755,462 | |||||||||
Schedule of Accounts Receivable by Payor Type | ' | |||||||||||||||
Accounts receivable by service type at September 30, 2014 and December 31, 2013 consists of the following: | ||||||||||||||||
September 30, | December 31, | |||||||||||||||
2014 | 2013 | |||||||||||||||
Biopharma Services | $ | 2,381,335 | $ | 428,341 | ||||||||||||
Clinical Services | 1,613,842 | 1,174,698 | ||||||||||||||
Discovery Services | 149,390 | — | ||||||||||||||
Grants | — | — | ||||||||||||||
Allowance for doubtful accounts | (36,000 | ) | (36,000 | ) | ||||||||||||
$ | 4,108,567 | $ | 1,567,039 | |||||||||||||
Schedule of Clinical Services Revenue (as a percent of total revenue) | ' | |||||||||||||||
The breakdown of our Clinical Services revenue (as a percent of total revenue) is as follows: | ||||||||||||||||
Three Months Ended September 30, | Nine Months Ended September 30, | |||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
Medicare | 9% | 13% | 13% | 13% | ||||||||||||
Other insurers | 14% | 15% | 21% | 23% | ||||||||||||
Other healthcare facilities | 15% | 22% | 19% | 22% | ||||||||||||
38% | 50% | 53% | 58% |
Notes_Payable_and_Line_of_Cred1
Notes Payable and Line of Credit (Tables) | 9 Months Ended | |||||||
Sep. 30, 2014 | ||||||||
Debt Disclosure [Abstract] | ' | |||||||
Summary of Short-Term and Long-Term Debt Obligations | ' | |||||||
Below is a summary of our short-term and long-term debt obligations as of September 30, 2014 and December 31, 2013: | ||||||||
September 30, | December 31, | |||||||
2014 | 2013 | |||||||
Secured Note Payable, short-term | $ | — | $ | 22,298 | ||||
Notes Payable, Current Portion | 280,854 | 22,298 | ||||||
Line of Credit, Principal Balance | $ | 6,000,000 | $ | 6,000,000 | ||||
Line of Credit, Current Portion | — | 6,000,000 | ||||||
Lines of Credit, Long-Term | $ | 6,000,000 | $ | — | ||||
Stock_Option_Plans_Tables
Stock Option Plans (Tables) | 9 Months Ended | |||||||||||||||
Sep. 30, 2014 | ||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ' | |||||||||||||||
Summary of Employee and Nonemployee Stock Option Activity | ' | |||||||||||||||
A summary of employee and non-employee stock option activity for year ended December 31, 2013 and the nine months ended September 30, 2014 is as follows: | ||||||||||||||||
Options Outstanding | Weighted- | Aggregate | ||||||||||||||
Average | Intrinsic | |||||||||||||||
Remaining | Value | |||||||||||||||
Contractual | ||||||||||||||||
Number of | Weighted- | Term (in years) | ||||||||||||||
Shares | Average | |||||||||||||||
Exercise | ||||||||||||||||
Price | ||||||||||||||||
Outstanding January 1, 2013 | 553,340 | $ | 12.76 | 7.13 | $ | 1,142,432 | ||||||||||
Granted | 426,762 | 14.57 | ||||||||||||||
Exercised | (164 | ) | 10 | |||||||||||||
Cancelled or expired | (106,396 | ) | 20.46 | |||||||||||||
Outstanding December 31, 2013 | 873,542 | $ | 10.83 | 7.75 | $ | 3,138,539 | ||||||||||
Granted | 695,900 | 13.11 | ||||||||||||||
Exercised | (30,083 | ) | 6.61 | |||||||||||||
Cancelled or expired | (77,635 | ) | 11.67 | |||||||||||||
Outstanding September 30, 2014 | 1,461,724 | $ | 11.95 | 8.09 | $ | 854,839 | ||||||||||
Exercisable September 30, 2014 | 484,029 | $ | 8.76 | 5.45 | $ | 846,800 | ||||||||||
Summary of Outstanding and Vested Stock Options Granted | ' | |||||||||||||||
The following table summarizes information about outstanding and vested stock options granted to employees and non-employees as of September 30, 2014 as follows: | ||||||||||||||||
Options Outstanding | Options Vested and Exercisable | |||||||||||||||
Exercise Price | Number of | Weighted- | Weighted- | Number of | Weighted- | |||||||||||
Shares | Average | Average | Shares | Average | ||||||||||||
Outstanding | Exercise | Remaining | Exercise Price | |||||||||||||
Price | Contract | |||||||||||||||
Life (in Years) | ||||||||||||||||
4 | 145,000 | $ | 4 | 4.47 | 145,000 | $ | 4 | |||||||||
4.8 | 30,914 | 4.8 | 5.31 | 29,000 | 4.8 | |||||||||||
9.09 | 230,900 | 9.09 | 9.99 | — | — | |||||||||||
10 | 267,038 | 10 | 5.13 | 236,707 | 10 | |||||||||||
11.70 - 11.75 | 75,740 | 11.7 | 9.54 | 1,586 | 11.75 | |||||||||||
12.50 - 14.18 | 105,700 | 13.99 | 9.26 | 150 | 12.5 | |||||||||||
15.39 | 316,432 | 15.39 | 9.01 | 37,586 | 15.39 | |||||||||||
15.89 | 200,000 | 15.89 | 9.65 | 25,000 | 15.89 | |||||||||||
17.38 | 90,000 | 17.38 | 9.47 | 9,000 | 17.38 | |||||||||||
Total | 1,461,724 | $ | 11.95 | 8.09 | 484,029 | $ | 8.76 | |||||||||
Weighted-Average Assumptions Used to Estimate Fair Value of Options Granted | ' | |||||||||||||||
The following table presents the weighted-average assumptions used to estimate the fair value of options reaching their measurement date for non-employees during the periods presented: | ||||||||||||||||
Three Months Ended September 30, | Nine Months Ended September 30, | |||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
Volatility | 71.3 | % | 75.32 | % | 71.87 | % | 75.87 | % | ||||||||
Risk free interest rate | 2.43 | % | 1.93 | % | 2.53 | % | 1.4 | % | ||||||||
Dividend yield | 0 | % | 0 | % | 0 | % | 0 | % | ||||||||
Term (years) | 9.58 | 7.21 | 9.79 | 7.5 | ||||||||||||
The following table presents the weighted-average assumptions used to estimate the fair value of options granted to employees during the periods presented: | ||||||||||||||||
Three Months Ended September 30, | Nine Months Ended September 30, | |||||||||||||||
2014 | 2014 | 2013 | ||||||||||||||
Volatility | 75.02% | 75.04 | % | 77.11 | % | |||||||||||
Risk free interest rate | 2.02% | 1.84 | % | 0.76 | % | |||||||||||
Dividend yield | 0.00% | 0 | % | 0 | % | |||||||||||
Term (years) | 6.29 | 6.1 | 5.95 | |||||||||||||
Weighted-average fair value of options granted during the period | 6.13 | 6.86 | 6.72 | |||||||||||||
Effects of Stock-Based Compensation Related to Stock Option Awards | ' | |||||||||||||||
The following table presents the effects of stock-based compensation related to stock option awards to employees and non-employees on our Statement of Operations during the periods presented: | ||||||||||||||||
Three Months Ended September 30, | Nine Months Ended September 30, | |||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
Cost of revenues | $ | 26,200 | $ | 8,442 | $ | 67,109 | $ | 22,621 | ||||||||
Research and development | 188,633 | 28,516 | 345,803 | 119,314 | ||||||||||||
General and administrative | 593,715 | 71,268 | 1,615,359 | 223,535 | ||||||||||||
Sales and marketing | 27,551 | 9,107 | 101,609 | 41,731 | ||||||||||||
Total stock-based compensation | $ | 836,099 | $ | 117,333 | $ | 2,129,880 | $ | 407,201 | ||||||||
Warrants_Tables
Warrants (Tables) | 9 Months Ended | ||||||||||||
Sep. 30, 2014 | |||||||||||||
Equity [Abstract] | ' | ||||||||||||
Summary of Warrant Activity | ' | ||||||||||||
The following table summarizes the warrant activity for the nine months ended September 30, 2014: | |||||||||||||
Issued With / For | Exercise | Warrants | 2014 Warrants Exercised | Warrants Outstanding September 30, 2014 | |||||||||
Price | Outstanding | ||||||||||||
January 1, | |||||||||||||
2014 | |||||||||||||
Non-Derivative Warrants: | |||||||||||||
Financing | $ | 10 | 243,334 | — | 243,334 | ||||||||
Financing | 15 | 436,079 | — | 436,079 | |||||||||
Debt Guarantee | 4 | 174,288 | (174,288 | ) | — | ||||||||
Debt Guarantee | 10 | 237,500 | — | 237,500 | |||||||||
Debt Guarantee | 15 | 585,645 | — | 585,645 | |||||||||
Consulting | 10 | 29,138 | — | 29,138 | |||||||||
Total Non-Derivative Warrants | $ | 13.34 | C | 1,705,984 | (174,288 | ) | 1,531,696 | ||||||
Derivative Warrants: | |||||||||||||
Financing | $ | 10 | B | 60,000 | — | 60,000 | |||||||
Debt Guarantee | 10 | A | 12,500 | (12,500 | ) | — | |||||||
Series B Pref. Stock | 10 | B | 18,430 | (3,415 | ) | 15,015 | |||||||
Consulting | 10 | B | 200 | — | 200 | ||||||||
Total Derivative Warrants | 10 | C | 91,130 | (15,915 | ) | 75,215 | |||||||
Total | $ | 13.18 | C | 1,797,114 | (190,203 | ) | 1,606,911 | ||||||
A | These warrants are subject to fair value accounting and contain exercise price and number of share adjustment features. See Note 9. | ||||||||||||
B | These warrants are subject to fair value accounting and contain an exercise price adjustment feature. See Note 9. | ||||||||||||
C | Weighted average exercise prices are as of September 30, 2014. |
Fair_Value_of_Warrants_Tables
Fair Value of Warrants (Tables) | 9 Months Ended | |||||||||||||||
Sep. 30, 2014 | ||||||||||||||||
Fair Value Disclosures [Abstract] | ' | |||||||||||||||
Assumptions Used in Computing Fair Value of Derivative Warrants | ' | |||||||||||||||
Issued with Debt Guarantee | Exercised During the Nine Months Ended September 30, 2014 | As of December 31, 2013 | IPO Date April 5, 2013 | |||||||||||||
Exercise Price | $ | 10 | $ | 10 | $ | 13.56 | ||||||||||
Expected life (years) | 0.6 | 0.83 | 2.42 | |||||||||||||
Expected volatility | 49.01 | % | 57.33 | % | 66.37 | % | ||||||||||
Risk-free interest rate | 0.08 | % | 0.13 | % | 0.32 | % | ||||||||||
Expected dividend yield | — | % | — | % | — | % | ||||||||||
Issued with Series B Preferred Shares | Exercised During the Nine Months Ended September 30, 2014 | As of September 30, 2014 | As of December 31, 2013 | |||||||||||||
Exercise Price | $ | 10 | $ | 10 | $ | 10 | ||||||||||
Expected life (years) | 1.72 | 1.13 | 1.92 | |||||||||||||
Expected volatility | 46.6 | % | 47.45 | % | 59.26 | % | ||||||||||
Risk-free interest rate | 0.33 | % | 0.13 | % | 0.38 | % | ||||||||||
Expected dividend yield | — | % | — | % | — | % | ||||||||||
Issued for Consulting | As of September 30, 2014 | As of December 31, 2013 | IPO Date April 5, 2013 | |||||||||||||
Exercise Price | $ | 10 | $ | 10 | $ | 10 | ||||||||||
Expected life (years) | 1.39 | 2.14 | 2.33 | |||||||||||||
Expected volatility | 48.34 | % | 63.63 | % | 63.2 | % | ||||||||||
Risk-free interest rate | 0.13 | % | 0.38 | % | 0.27 | % | ||||||||||
Expected dividend yield | — | % | — | % | — | % | ||||||||||
Issued with Financing | Exercised During the Nine Months Ended September 30, 2014 | As of September 30, 2014 | As of December 31, 2013 | IPO Date April 5, 2013 | ||||||||||||
Exercise Price | $ | 13.34 | $ | 10 | $ | 10 | $ | 13.21 | ||||||||
Expected life (years) | 9.78 | 1.48 | 2.25 | 8.3 | ||||||||||||
Expected volatility | 74.7 | % | 48.6 | % | 64.4 | % | 73.22 | % | ||||||||
Risk-free interest rate | 1.95 | % | 0.13 | % | 0.38 | % | 1.44 | % | ||||||||
Expected dividend yield | — | % | — | % | — | % | — | % | ||||||||
Summary of Derivative Warrant Activity | ' | |||||||||||||||
The following table summarizes the derivative warrant activity subject to fair value accounting for the nine months ended September 30, 2014: | ||||||||||||||||
Issued with/for | Fair value of | Fair value | Change in | Fair value of | ||||||||||||
warrants | of warrants | fair value | warrants | |||||||||||||
outstanding as of | exercised | of warrants | outstanding as of | |||||||||||||
December 31, 2013 | 30-Sep-14 | |||||||||||||||
Series B Preferred Stock | $ | 117,000 | $ | (38,000 | ) | $ | (54,000 | ) | $ | 25,000 | ||||||
Debt Guarantee | 64,000 | (87,000 | ) | 23,000 | — | |||||||||||
Consulting | 1,000 | — | — | 1,000 | ||||||||||||
Financing | 412,000 | — | (293,000 | ) | 119,000 | |||||||||||
$ | 594,000 | $ | (125,000 | ) | $ | (324,000 | ) | $ | 145,000 | |||||||
Fair_Value_Measurements_Tables
Fair Value Measurements (Tables) | 9 Months Ended | |||||||||||||||
Sep. 30, 2014 | ||||||||||||||||
Fair Value Disclosures [Abstract] | ' | |||||||||||||||
Summary of Financial Liabilities Measured at Fair Value on Recurring Basis | ' | |||||||||||||||
The following table summarizes the financial liabilities measured at fair value on a recurring basis segregated by the level of valuation inputs within the fair value hierarchy utilized to measure fair value: | ||||||||||||||||
30-Sep-14 | ||||||||||||||||
Total | Quoted Prices in | Significant Other | Significant | |||||||||||||
Active Markets for | Observable | Unobservable | ||||||||||||||
Identical Assets | Inputs | Inputs | ||||||||||||||
(Level 1) | (Level 2) | (Level 3) | ||||||||||||||
Warrant liability | $ | 145,000 | — | — | $ | 145,000 | ||||||||||
Gentris contingent consideration | 283,000 | — | — | 283,000 | ||||||||||||
Notes payable to VenturEast | 733,387 | — | — | 733,387 | ||||||||||||
$ | 1,161,387 | $ | — | $ | — | $ | 1,161,387 | |||||||||
31-Dec-13 | ||||||||||||||||
Total | Quoted Prices in | Significant Other | Significant | |||||||||||||
Active Markets for | Observable | Unobservable | ||||||||||||||
Identical Assets | Inputs | Inputs | ||||||||||||||
(Level 1) | (Level 2) | (Level 3) | ||||||||||||||
Warrant liability | $ | 594,000 | — | — | $ | 594,000 | ||||||||||
Description_of_Business_Acquis2
Description of Business, Acquisitions, Public Offerings and Reverse Stock Splits - Additional Information (Detail) (USD $) | 0 Months Ended | 3 Months Ended | 9 Months Ended | 0 Months Ended | 9 Months Ended | 9 Months Ended | 0 Months Ended | ||||
Mar. 01, 2013 | Feb. 08, 2013 | Sep. 30, 2014 | Sep. 30, 2014 | Aug. 18, 2014 | Aug. 18, 2014 | Jul. 16, 2014 | Sep. 30, 2014 | Jul. 16, 2014 | Sep. 30, 2014 | Aug. 18, 2014 | |
India Agreement [Member] | US Agreement [Member] | Gentris [Member] | Gentris [Member] | Gentris [Member] | BioServe [Member] | BioServe [Member] | |||||
clinical_trial | VenturEast [Member] | ||||||||||
Acquisition [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of clinical trials | ' | ' | ' | ' | ' | ' | ' | ' | 1,000 | ' | ' |
Acquisition related costs | ' | ' | ' | ' | ' | ' | $147,500 | ' | ' | ' | ' |
Maximum period to complete final valuation | ' | ' | ' | ' | ' | ' | ' | '12 months | ' | '12 months | ' |
Aggregate ownership percentage | ' | ' | ' | ' | 74.00% | 15.00% | ' | ' | ' | ' | ' |
Number of shares associated with notes payable | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 84,278 |
Business Combination, Maximum Period for Payment | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '30 months |
Pro forma revenue of acquirees since acquisition date | ' | ' | 1,384,309 | 1,384,309 | ' | ' | ' | ' | ' | ' | ' |
Pro forma earnings (loss) of acquirees since acquisition date | ' | ' | ($372,544) | ($372,544) | ' | ' | ' | ' | ' | ' | ' |
Reverse stock split ratio | 0.4 | 0.5 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Description_of_Business_Acquis3
Description of Business, Acquisitions, Public Offerings and Reverse Stock Splits - Gentris Acquisition Consideration Recorded (Details) (Gentris [Member], USD $) | 0 Months Ended |
Jul. 16, 2014 | |
Business Acquisition [Line Items] | ' |
Cash paid at closing | $3,250,000 |
Value of shares issued as partial consideration to purchase Gentris and BioServe | 1,271,745 |
Estimated fair value of contingent consideration | 283,000 |
Total Purchase Price | $4,804,745 |
Common Stock [Member] | ' |
Business Acquisition [Line Items] | ' |
Number of shares issued as partial consideration to purchase | 147,843 |
Description_of_Business_Acquis4
Description of Business, Acquisitions, Public Offerings and Reverse Stock Splits - Gentris Assets & Liabilities Assumed (Details) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 | Jul. 16, 2014 |
Gentris [Member] | |||
Business Acquisition [Line Items] | ' | ' | ' |
Accounts receivable | ' | ' | $1,869,097 |
Other current assets | ' | ' | 271,085 |
Fixed assets | ' | ' | 1,950,885 |
Goodwill | 3,130,574 | 0 | 2,589,009 |
Current liabilities | ' | ' | -937,558 |
Deferred revenue, long-term | ' | ' | -937,773 |
Total Purchase Price | ' | ' | $4,804,745 |
Description_of_Business_Acquis5
Description of Business, Acquisitions, Public Offerings and Reverse Stock Splits - BioServe Acquisition Consideration Recorded (Details) (BioServe [Member], USD $) | 0 Months Ended |
Aug. 18, 2014 | |
Business Acquisition [Line Items] | ' |
Cash paid at closing | $72,907 |
Notes payable | 23,708 |
Value of shares issued as partial consideration to purchase Gentris and BioServe | 244,247 |
Total Purchase Price | 1,074,249 |
Common Stock [Member] | ' |
Business Acquisition [Line Items] | ' |
Number of shares issued as partial consideration to purchase | 31,370 |
VenturEast [Member] | ' |
Business Acquisition [Line Items] | ' |
Notes payable | $733,387 |
Number of shares associated with notes payable | 84,278 |
Minimum [Member] | ' |
Business Acquisition [Line Items] | ' |
Debt Instrument, Term | '12 months |
Maximum [Member] | ' |
Business Acquisition [Line Items] | ' |
Debt Instrument, Term | '18 months |
Description_of_Business_Acquis6
Description of Business, Acquisitions, Public Offerings and Reverse Stock Splits - BioServe Asset & Liabilities Assumed (Details) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 | Aug. 18, 2014 |
BioServe [Member] | |||
Business Acquisition [Line Items] | ' | ' | ' |
Accounts receivable | ' | ' | $151,002 |
Other current assets | ' | ' | 120,528 |
Fixed assets | ' | ' | 624,948 |
Other assets | ' | ' | 416,869 |
Goodwill | 3,130,574 | 0 | 541,565 |
Current liabilities | ' | ' | -758,614 |
Other liabilities | ' | ' | -22,049 |
Total Purchase Price | ' | ' | $1,074,249 |
Description_of_Business_Acquis7
Description of Business, Acquisitions, Public Offerings and Reverse Stock Splits - Pro Forma (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | |
Pro Forma Financial Information | ' | ' | ' | ' |
Revenue | $3,493,345 | $3,864,163 | $10,329,910 | $12,198,309 |
Net loss | ($6,039,858) | ($3,836,773) | ($13,325,068) | ($10,634,909) |
Basic net loss per share (usd per share) | ($0.63) | ($0.73) | ($1.40) | ($2.92) |
Dilutive net loss per share (usd per share) | ($0.64) | ($0.73) | ($1.43) | ($4.04) |
Significant_Accounting_Policie3
Significant Accounting Policies - Additional Information (Detail) (USD $) | 1 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 9 Months Ended | |||||||||||
Jan. 31, 2014 | Jan. 31, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2013 | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | |
segment | Other Assets [Member] | Other Assets [Member] | Research and Development [Member] | Research and Development [Member] | Research and Development [Member] | Research and Development [Member] | Patents [Member] | Patents [Member] | Minimum [Member] | Maximum [Member] | Wells Fargo Bank [Member] | |||||
Significant Accounting Policies [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of operating segment | ' | ' | 1 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Line of credit | ' | ' | $6,000,000 | ' | $0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $6,000,000 |
Letter of credit amount held as collateral for lease | ' | ' | 300,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Fixed assets, estimated useful lives | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '5 years | '7 years | ' |
Accrual for interest or penalties | ' | ' | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net operating loss carryforward | 22,301,643 | 8,018,107 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Proceeds from sale of operating loss carryforward | 1,813,941 | 663,900 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Accumulated amortization of patents | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 76,000 | 56,000 | ' | ' | ' |
Accrued liability related to the issuance of Series B preferred stock | ' | ' | 300,000 | ' | 300,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Loss in equity-method investment | ' | ' | -659,426 | 0 | ' | ' | ' | 349,233 | 0 | 659,426 | 0 | ' | ' | ' | ' | ' |
Net receivable due from the joint venture | ' | ' | ' | ' | ' | $10,000 | $24,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Significant_Accounting_Policie4
Significant Accounting Policies - Computation of Basic Net Income (Loss) and Diluted Net Loss per Share Data (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | |
Numerator: | ' | ' | ' | ' |
Net (loss) | ($4,797,062) | ($3,066,376) | ($11,469,659) | ($9,848,164) |
Change in fair value of warrant liability | 129,000 | 0 | 324,000 | 4,096,000 |
Net (loss) for diluted earnings per share | ($4,926,062) | ($3,066,376) | ($11,793,659) | ($13,944,164) |
Denominator: | ' | ' | ' | ' |
Weighted-average basic common shares outstanding (in shares) | 9,575,789 | 5,055,591 | 9,386,613 | 3,463,730 |
Assumed conversion of dilutive securities: | ' | ' | ' | ' |
Common stock purchase warrants (in shares) | 0 | 0 | 16,632 | 4,897 |
Potentially dilutive common shares (in shares) | 0 | 0 | 16,632 | 4,897 |
Denominator for diluted earnings per share - adjusted weighted-average shares (in shares) | 9,575,789 | 5,055,591 | 9,403,245 | 3,468,627 |
Basic net income (loss) per share (usd per share) | ($0.50) | ($0.61) | ($1.22) | ($2.84) |
Diluted net loss per share (usd per share) | ($0.51) | ($0.61) | ($1.25) | ($4.02) |
Significant_Accounting_Policie5
Significant Accounting Policies - Summary of Potentially Dilutive Adjustments to Weighted Average Number of Common Shares Excluded from Calculation (Detail) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' | ' |
Securities excluded from calculation (in shares) | 3,099,253 | 2,349,876 | 3,099,253 | 2,349,876 |
Common Stock Purchase Warrants [Member] | ' | ' | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' | ' |
Securities excluded from calculation (in shares) | 1,531,696 | 1,843,582 | 1,531,696 | 1,843,582 |
Stock Options [Member] | ' | ' | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' | ' |
Securities excluded from calculation (in shares) | 1,461,724 | 506,294 | 1,461,724 | 506,294 |
Restricted Shares of Common Stock [Member] | ' | ' | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' | ' |
Securities excluded from calculation (in shares) | 105,833 | 0 | 105,833 | 0 |
Revenue_and_Accounts_Receivabl2
Revenue and Accounts Receivable - Schedule of Revenue by Service Type (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | |
Health Care Organization, Receivable and Revenue Disclosures [Line Items] | ' | ' | ' | ' |
Revenue | $3,221,850 | $1,705,146 | $6,163,895 | $4,755,462 |
Biopharma Services [Member] | ' | ' | ' | ' |
Health Care Organization, Receivable and Revenue Disclosures [Line Items] | ' | ' | ' | ' |
Revenue | 1,930,799 | 746,212 | 2,830,687 | 1,920,165 |
Clinical Services [Member] | ' | ' | ' | ' |
Health Care Organization, Receivable and Revenue Disclosures [Line Items] | ' | ' | ' | ' |
Revenue | 1,237,831 | 858,934 | 3,279,988 | 2,735,297 |
Discovery Services [Member] | ' | ' | ' | ' |
Health Care Organization, Receivable and Revenue Disclosures [Line Items] | ' | ' | ' | ' |
Revenue | 53,220 | 0 | 53,220 | 0 |
Grants [Member] | ' | ' | ' | ' |
Health Care Organization, Receivable and Revenue Disclosures [Line Items] | ' | ' | ' | ' |
Revenue | $0 | $100,000 | $0 | $100,000 |
Revenue_and_Accounts_Receivabl3
Revenue and Accounts Receivable - Schedule of Accounts Receivable by Service Type (Detail) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ' | ' |
Allowance for doubtful accounts | ($36,000) | ($36,000) |
Accounts receivable, net | 4,108,567 | 1,567,039 |
Biopharma Services [Member] | ' | ' |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ' | ' |
Accounts receivable, gross | 2,381,335 | 428,341 |
Clinical Services [Member] | ' | ' |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ' | ' |
Accounts receivable, gross | 1,613,842 | 1,174,698 |
Discovery Services [Member] | ' | ' |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ' | ' |
Accounts receivable, gross | 149,390 | 0 |
Grants [Member] | ' | ' |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ' | ' |
Accounts receivable, gross | $0 | $0 |
Revenue_and_Accounts_Receivabl4
Revenue and Accounts Receivable - Schedule of Product Information (Details) (Payor [Member], Sales Revenue, Net [Member]) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | |
Product Information [Line Items] | ' | ' | ' | ' |
Percentage of revenue | 38.00% | 50.00% | 53.00% | 58.00% |
Medicare [Member] | ' | ' | ' | ' |
Product Information [Line Items] | ' | ' | ' | ' |
Percentage of revenue | 9.00% | 13.00% | 13.00% | 13.00% |
Other insurers [Member] | ' | ' | ' | ' |
Product Information [Line Items] | ' | ' | ' | ' |
Percentage of revenue | 14.00% | 15.00% | 21.00% | 23.00% |
Other healthcare facilities [Member] | ' | ' | ' | ' |
Product Information [Line Items] | ' | ' | ' | ' |
Percentage of revenue | 15.00% | 22.00% | 19.00% | 22.00% |
Revenue_and_Accounts_Receivabl5
Revenue and Accounts Receivable - Additional Information (Detail) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | |
site | site | site | site | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ' | ' | ' | ' |
Sites accounted for approximately 10% or more of our revenue | 2 | 2 | 1 | 1 |
Payor [Member] | Testing Volume [Member] | Clinical Testing [Member] | ' | ' | ' | ' |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ' | ' | ' | ' |
Percentage of benchmark | 59.00% | 75.00% | 58.00% | 71.00% |
Payor [Member] | Testing Volume [Member] | Community Hospitals [Member] | ' | ' | ' | ' |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ' | ' | ' | ' |
Percentage of benchmark | 45.00% | 36.00% | 40.00% | 37.00% |
Payor [Member] | Sales [Member] | 10% or More Clinical Revenue [Member] | ' | ' | ' | ' |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ' | ' | ' | ' |
Percentage of benchmark | 10.00% | 10.00% | 10.00% | 10.00% |
Payor [Member] | Sales [Member] | Biopharma Services [Member] | 10% or More Clinical Revenue [Member] | ' | ' | ' | ' |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ' | ' | ' | ' |
Percentage of benchmark | ' | 44.00% | 22.00% | 40.00% |
Payor [Member] | Sales [Member] | Clinical Services [Member] | 10% or More Clinical Revenue [Member] | ' | ' | ' | ' |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ' | ' | ' | ' |
Percentage of benchmark | ' | 10.00% | ' | ' |
Payor [Member] | Sales [Member] | Customer One [Member] | Biopharma Services [Member] | 10% or More Clinical Revenue [Member] | ' | ' | ' | ' |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ' | ' | ' | ' |
Percentage of benchmark | 17.00% | ' | ' | ' |
Payor [Member] | Sales [Member] | Customer Two [Member] | Biopharma Services [Member] | 10% or More Clinical Revenue [Member] | ' | ' | ' | ' |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ' | ' | ' | ' |
Percentage of benchmark | 12.00% | ' | ' | ' |
Notes_Payable_and_Line_of_Cred2
Notes Payable and Line of Credit - Summary of Short-Term and Long-Term Debt Obligations (Detail) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
Debt Instrument [Line Items] | ' | ' |
Notes payable, current portion | $280,854 | $22,298 |
Line of credit, principal balance | 6,000,000 | 6,000,000 |
Line of credit, current portion | 0 | 6,000,000 |
Lines of credit, long-term | 6,000,000 | 0 |
Secured Note Payable [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Notes payable, current portion | $0 | $22,298 |
Notes_Payable_and_Line_of_Cred3
Notes Payable and Line of Credit - Additional Information (Detail) (Wells Fargo Bank [Member], USD $) | 0 Months Ended | 3 Months Ended | 9 Months Ended | |
Apr. 01, 2014 | Mar. 31, 2014 | Sep. 30, 2014 | Dec. 31, 2013 | |
Wells Fargo Bank [Member] | ' | ' | ' | ' |
Debt Instrument [Line Items] | ' | ' | ' | ' |
Borrowings from utilization of line of credit | ' | ' | $6,000,000 | $6,000,000 |
Debt instrument spread on variable rate | ' | 1.75% | 1.75% | ' |
Interest on line of credit at end period | ' | 2.00% | ' | ' |
Debt instrument maturity date | 1-Apr-16 | ' | ' | ' |
Interest rate at period end | ' | ' | 2.00% | ' |
Restricted cash required as collateral | ' | ' | $6,000,000 | ' |
Letter_of_Credit_Additional_In
Letter of Credit - Additional Information (Detail) (USD $) | 12 Months Ended |
Dec. 31, 2013 | |
Debt Disclosure [Abstract] | ' |
Letter of credit facility restricted amount | $50,000 |
Stand-by letter of credit | $300,000 |
Capital_Stock_Additional_Infor
Capital Stock - Additional Information (Detail) (USD $) | 0 Months Ended | 9 Months Ended | 0 Months Ended | 0 Months Ended | 0 Months Ended | |||||||||
Apr. 10, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2013 | Oct. 31, 2013 | Apr. 10, 2013 | Aug. 19, 2013 | Sep. 05, 2013 | Aug. 19, 2013 | Oct. 28, 2013 | Oct. 28, 2013 | Apr. 10, 2013 | Apr. 10, 2013 | Apr. 10, 2013 | |
Secondary Offering [Member] | Secondary Offering [Member] | Secondary Offering [Member] | Follow-On Offering [Member] | Follow-On Offering [Member] | Cleveland Clinic [Member] | Series A Preferred Stock [Member] | Series B Preferred Stock [Member] | |||||||
Class of Stock [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock, shares issued (in shares) | ' | 9,723,669 | ' | 9,275,384 | 10,000 | 690,000 | ' | ' | 1,500,000 | ' | 3,286,700 | 2,000 | ' | ' |
Underwriter's overallotment shares | ' | ' | ' | ' | ' | 90,000 | ' | ' | ' | ' | 428,700 | ' | ' | ' |
Common stock sold at IPO, price per share | ' | ' | ' | ' | ' | $10 | ' | ' | $10 | ' | $14 | ' | ' | ' |
Gross proceeds from public offering | $6,900,000 | ' | ' | ' | ' | ' | $15,000,000 | ' | ' | $46,000,000 | ' | ' | ' | ' |
Net proceeds from initial public offering | 5,000,000 | 0 | 4,984,025 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of shares converted to common stock | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 376,525 | 910,800 |
Value of debt converted | 9,600,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Conversion of debt into common stock | 963,430 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Conversion of preferred stock to common stock | 7,200,000 | 0 | 7,170,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net proceeds from secondary public offering | ' | ' | ' | ' | ' | ' | 13,300,000 | ' | ' | 42,300,000 | ' | ' | ' | ' |
Amount used for repayment of certain indebtedness | ' | ' | ' | ' | ' | ' | ' | ' | 3,500,000 | ' | ' | ' | ' | ' |
Additional common stock sold at public offering | ' | ' | ' | ' | ' | ' | ' | 105,000 | ' | ' | ' | ' | ' | ' |
Gross proceeds from issuance of shares | ' | ' | ' | ' | ' | ' | ' | 1,100,000 | ' | ' | ' | ' | ' | ' |
Additional net proceeds from issuance of shares | ' | ' | ' | ' | ' | ' | ' | $947,000 | ' | ' | ' | ' | ' | ' |
Preferred stock, shares authorized | ' | 9,764,000 | ' | 9,764,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock_Option_Plans_Additional_
Stock Option Plans - Additional Information (Detail) (USD $) | 0 Months Ended | 9 Months Ended | 12 Months Ended | 0 Months Ended | 1 Months Ended | 9 Months Ended | 12 Months Ended | 9 Months Ended | 1 Months Ended | 1 Months Ended | ||||||||||
Apr. 05, 2013 | Sep. 30, 2014 | Dec. 31, 2013 | Dec. 31, 2010 | Apr. 05, 2013 | Apr. 05, 2013 | Oct. 31, 2013 | Apr. 30, 2013 | Sep. 30, 2014 | Dec. 31, 2010 | Sep. 30, 2014 | 31-May-14 | Sep. 30, 2014 | 22-May-14 | Jun. 30, 2011 | Sep. 30, 2014 | Apr. 01, 2010 | Apr. 29, 2008 | Apr. 30, 2013 | Apr. 30, 2013 | |
stock_plan | Non-Employees [Member] | Non-Employees [Member] | Non-Employees [Member] | Non-Employees [Member] | Non-Employees [Member] | Employees [Member] | Director [Member] | 2011 Equity Incentive Plan [Member] | 2011 Equity Incentive Plan [Member] | 2011 Equity Incentive Plan [Member] | 2008 Stock Option Plan [Member] | 2008 Stock Option Plan [Member] | 2008 Stock Option Plan [Member] | Strike Price of $25.00 or More [Member] | Strike Price of $12.50 [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of equity incentive plans | ' | 2 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Options granted maximum exercisable period | ' | '10 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Shares of common stock reserved for issuance | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 350,000 | ' | 550,000 | 251,475 | ' | ' |
Number of common stock shares authorized for issuance | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,000,000 | ' | ' | ' | ' | ' | ' |
Issuance of shares under Stock Options Plans | ' | 48,000 | ' | ' | ' | ' | ' | ' | ' | 80,000 | ' | 200,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Shares available for future awards | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 893,788 | ' | ' | 51,541 | ' | ' | ' | ' |
Stock appreciation rights | ' | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Restricted stock awarded under Stock Option Plans | ' | 122,500 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock options strike price | ' | ' | ' | $25 | ' | ' | ' | $25 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $12.50 |
Exchange options for number of options held with exercise price equal to initial public offering price, Percentage | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 60.00% | 80.00% |
Price per share on equity offering | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $10 | $10 |
Outstanding stock options | ' | 1,461,724 | ' | ' | 336,300 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Initial public offering exercisable lower price range | $12.50 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Initial public offering exercisable upper price range | $33.80 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Initial offering, options exchanged | 242,070 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Exercise price option | $10 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Approved options issued | 53,500 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Fair value of common stock | ' | $9 | $13.78 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Unrecognized compensation cost related to non-vested stock options granted | ' | ' | ' | ' | ' | ' | ' | ' | $1,047,224 | ' | $6,563,115 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Unrecognized compensation cost related to non-vested stock options granted expect to recognize, period (in years) | ' | ' | ' | ' | ' | ' | ' | ' | '3 years 1 month 19 days | ' | '3 years 6 months 14 days | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Options exchanged | ' | 30,083 | 164 | ' | ' | 48,000 | 10,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Exercise price of options exchanged | ' | ' | ' | ' | ' | $10 | $15.39 | ' | ' | ' | ' | $15.89 | ' | ' | ' | ' | ' | ' | ' | ' |
Stock_Option_Plans_Summary_of_
Stock Option Plans - Summary of Employee and Nonemployee Stock Option Activity (Detail) (USD $) | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Options Outstanding, Number of Shares Outstanding | ' | ' | ' |
Outstanding, beginning balance | 873,542 | 553,340 | ' |
Granted | 695,900 | 426,762 | ' |
Exercised | -30,083 | -164 | ' |
Cancelled or expired | -77,635 | -106,396 | ' |
Outstanding, ending balance | 1,461,724 | 873,542 | 553,340 |
Exercisable | 484,029 | ' | ' |
Options Outstanding, Weighted-Average Exercise Price | ' | ' | ' |
Outstanding, beginning balance | $10.83 | $12.76 | ' |
Granted | $13.11 | $14.57 | ' |
Exercised | $6.61 | $10 | ' |
Cancelled or expired | $11.67 | $20.46 | ' |
Outstanding, ending balance | $11.95 | $10.83 | $12.76 |
Exercisable | $8.76 | ' | ' |
Weighted-Average Remaining Contractual Term (in years) | ' | ' | ' |
Outstanding | '8 years 1 month 4 days | '7 years 9 months | '7 years 1 month 17 days |
Exercisable | '5 years 5 months 11 days | ' | ' |
Aggregate Intrinsic Value | ' | ' | ' |
Outstanding, beginning balance | $3,138,539 | $1,142,432 | ' |
Outstanding, ending balance | 854,839 | 3,138,539 | 1,142,432 |
Exercisable | $846,800 | ' | ' |
Stock_Option_Plans_Summary_of_1
Stock Option Plans - Summary of Outstanding and Vested Stock Options Granted (Detail) (USD $) | 0 Months Ended | 9 Months Ended | |
Apr. 05, 2013 | Sep. 30, 2014 | Apr. 05, 2013 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' | ' | ' |
Exercise price range, lower range limit | $12.50 | ' | ' |
Exercise price range, upper range limit | $33.80 | ' | ' |
Number of Shares, Options Outstanding | ' | 1,461,724 | 336,300 |
Weighted-Average Exercise Price, Options Outstanding (usd per share) | ' | $11.95 | ' |
Weighted-Average Remaining Contractual Life, Options Outstanding (in years) | ' | '8 years 1 month 2 days | ' |
Number of Shares, Options Vested and Exercisable | ' | 484,029 | ' |
Weighted-Average Exercise Price, Options Vested and Exercisable (usd per share) | ' | $8.76 | ' |
Exercise Price 4.00 [Member] | ' | ' | ' |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' | ' | ' |
Exercise price range, lower range limit | ' | $4 | ' |
Exercise price range, upper range limit | ' | $4 | ' |
Number of Shares, Options Outstanding | ' | 145,000 | ' |
Weighted-Average Exercise Price, Options Outstanding (usd per share) | ' | $4 | ' |
Weighted-Average Remaining Contractual Life, Options Outstanding (in years) | ' | '4 years 5 months 19 days | ' |
Number of Shares, Options Vested and Exercisable | ' | 145,000 | ' |
Weighted-Average Exercise Price, Options Vested and Exercisable (usd per share) | ' | $4 | ' |
Exercise Price 4.80 [Member] | ' | ' | ' |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' | ' | ' |
Exercise price range, lower range limit | ' | $4.80 | ' |
Exercise price range, upper range limit | ' | $4.80 | ' |
Number of Shares, Options Outstanding | ' | 30,914 | ' |
Weighted-Average Exercise Price, Options Outstanding (usd per share) | ' | $4.80 | ' |
Weighted-Average Remaining Contractual Life, Options Outstanding (in years) | ' | '5 years 3 months 22 days | ' |
Number of Shares, Options Vested and Exercisable | ' | 29,000 | ' |
Weighted-Average Exercise Price, Options Vested and Exercisable (usd per share) | ' | $4.80 | ' |
Exercise Price 9.09 [Member] | ' | ' | ' |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' | ' | ' |
Number of Shares, Options Outstanding | ' | 230,900 | ' |
Weighted-Average Exercise Price, Options Outstanding (usd per share) | ' | $9.09 | ' |
Weighted-Average Remaining Contractual Life, Options Outstanding (in years) | ' | '9 years 11 months 27 days | ' |
Number of Shares, Options Vested and Exercisable | ' | 0 | ' |
Weighted-Average Exercise Price, Options Vested and Exercisable (usd per share) | ' | $0 | ' |
Exercise Price 10.00 [Member] | ' | ' | ' |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' | ' | ' |
Exercise price range, lower range limit | ' | $10 | ' |
Exercise price range, upper range limit | ' | $10 | ' |
Number of Shares, Options Outstanding | ' | 267,038 | ' |
Weighted-Average Exercise Price, Options Outstanding (usd per share) | ' | $10 | ' |
Weighted-Average Remaining Contractual Life, Options Outstanding (in years) | ' | '5 years 1 month 17 days | ' |
Number of Shares, Options Vested and Exercisable | ' | 236,707 | ' |
Weighted-Average Exercise Price, Options Vested and Exercisable (usd per share) | ' | $10 | ' |
Exercise Price Range 11.70 - 11.75 [Member] | ' | ' | ' |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' | ' | ' |
Exercise price range, lower range limit | ' | $11.70 | ' |
Exercise price range, upper range limit | ' | $11.75 | ' |
Number of Shares, Options Outstanding | ' | 75,740 | ' |
Weighted-Average Exercise Price, Options Outstanding (usd per share) | ' | $11.70 | ' |
Weighted-Average Remaining Contractual Life, Options Outstanding (in years) | ' | '9 years 6 months 15 days | ' |
Number of Shares, Options Vested and Exercisable | ' | 1,586 | ' |
Weighted-Average Exercise Price, Options Vested and Exercisable (usd per share) | ' | $11.75 | ' |
Exercise Price Range 12.50 - 14.18 [Member] | ' | ' | ' |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' | ' | ' |
Exercise price range, lower range limit | ' | $12.50 | ' |
Exercise price range, upper range limit | ' | $14.18 | ' |
Number of Shares, Options Outstanding | ' | 105,700 | ' |
Weighted-Average Exercise Price, Options Outstanding (usd per share) | ' | $13.99 | ' |
Weighted-Average Remaining Contractual Life, Options Outstanding (in years) | ' | '9 years 3 months 4 days | ' |
Number of Shares, Options Vested and Exercisable | ' | 150 | ' |
Weighted-Average Exercise Price, Options Vested and Exercisable (usd per share) | ' | $12.50 | ' |
Exercise Price 15.39 [Member] | ' | ' | ' |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' | ' | ' |
Exercise price range, lower range limit | ' | $15.39 | ' |
Exercise price range, upper range limit | ' | $15.39 | ' |
Number of Shares, Options Outstanding | ' | 316,432 | ' |
Weighted-Average Exercise Price, Options Outstanding (usd per share) | ' | $15.39 | ' |
Weighted-Average Remaining Contractual Life, Options Outstanding (in years) | ' | '9 years 4 days | ' |
Number of Shares, Options Vested and Exercisable | ' | 37,586 | ' |
Weighted-Average Exercise Price, Options Vested and Exercisable (usd per share) | ' | $15.39 | ' |
Exercise Price 15.89 [Member] | ' | ' | ' |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' | ' | ' |
Exercise price range, lower range limit | ' | $15.89 | ' |
Exercise price range, upper range limit | ' | $15.89 | ' |
Number of Shares, Options Outstanding | ' | 200,000 | ' |
Weighted-Average Exercise Price, Options Outstanding (usd per share) | ' | $15.89 | ' |
Weighted-Average Remaining Contractual Life, Options Outstanding (in years) | ' | '9 years 7 months 24 days | ' |
Number of Shares, Options Vested and Exercisable | ' | 25,000 | ' |
Weighted-Average Exercise Price, Options Vested and Exercisable (usd per share) | ' | $15.89 | ' |
Exercise Price 17.38 [Member] | ' | ' | ' |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' | ' | ' |
Exercise price range, lower range limit | ' | $17.38 | ' |
Exercise price range, upper range limit | ' | $17.38 | ' |
Number of Shares, Options Outstanding | ' | 90,000 | ' |
Weighted-Average Exercise Price, Options Outstanding (usd per share) | ' | $17.38 | ' |
Weighted-Average Remaining Contractual Life, Options Outstanding (in years) | ' | '9 years 5 months 19 days | ' |
Number of Shares, Options Vested and Exercisable | ' | 9,000 | ' |
Weighted-Average Exercise Price, Options Vested and Exercisable (usd per share) | ' | $17.38 | ' |
Stock_Option_Plans_WeightedAve
Stock Option Plans - Weighted-Average Assumptions Used to Estimate Fair Value of Options Granted (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | |
Non-Employees [Member] | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Volatility | 71.30% | 75.32% | 71.87% | 75.87% |
Risk free interest rate | 2.43% | 1.93% | 2.53% | 1.40% |
Dividend yield | 0.00% | 0.00% | 0.00% | 0.00% |
Term (years) | '9 years 6 months 29 days | '7 years 2 months 16 days | '9 years 9 months 15 days | '7 years 6 months |
Stock Options [Member] | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Volatility | 75.02% | ' | 75.04% | 77.11% |
Risk free interest rate | 2.02% | ' | 1.84% | 0.76% |
Dividend yield | 0.00% | ' | 0.00% | 0.00% |
Term (years) | '6 years 3 months 15 days | ' | '6 years 1 month 6 days | '5 years 11 months 12 days |
Weighted-average fair value of options granted during the period | 6.13 | ' | 6.86 | 6.72 |
Stock_Option_Plans_Effects_of_
Stock Option Plans - Effects of Stock-Based Compensation Related to Stock Option Awards (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | |
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | ' | ' | ' | ' |
Total stock-based compensation | $836,099 | $117,333 | $2,129,880 | $407,201 |
Cost of Revenues [Member] | ' | ' | ' | ' |
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | ' | ' | ' | ' |
Total stock-based compensation | 26,200 | 8,442 | 67,109 | 22,621 |
Research and Development [Member] | ' | ' | ' | ' |
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | ' | ' | ' | ' |
Total stock-based compensation | 188,633 | 28,516 | 345,803 | 119,314 |
General and Administrative [Member] | ' | ' | ' | ' |
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | ' | ' | ' | ' |
Total stock-based compensation | 593,715 | 71,268 | 1,615,359 | 223,535 |
Sales and Marketing [Member] | ' | ' | ' | ' |
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | ' | ' | ' | ' |
Total stock-based compensation | $27,551 | $9,107 | $101,609 | $41,731 |
Warrants_Additional_Informatio
Warrants - Additional Information (Detail) (USD $) | 1 Months Ended | 9 Months Ended | |||||
Jul. 31, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Feb. 28, 2014 | Jan. 31, 2014 | Sep. 30, 2014 | Sep. 30, 2013 | |
Equity [Abstract] | ' | ' | ' | ' | ' | ' | ' |
Proceeds form warrants exercised | ' | $177,154 | ' | ' | $950 | $178,102 | $192,000 |
Warrants exercised to purchase common stock | 130,000 | 44,288 | 12,500 | 1,659 | 95 | ' | ' |
Common stock per share value on warrant exercised | $4 | $4 | $10 | $10 | $10 | ' | ' |
Warrants issued | 84,106 | ' | 5,270 | 3,320 | ' | ' | ' |
Warrants, surrendered | 45,894 | ' | 7,230 | 1,661 | ' | ' | ' |
Warrants_Summary_of_Warrant_Ac
Warrants - Summary of Warrant Activity (Detail) (USD $) | 9 Months Ended | |
Sep. 30, 2014 | ||
Class of Warrant or Right [Line Items] | ' | |
Warrants, Exercise Price (usd per share) | $13.18 | [1] |
Class of Warrants Outstanding [Roll Forward] | ' | |
Warrants outstanding, beginning balance (in shares) | 1,797,114 | |
Warrants exercised (in shares) | -190,203 | |
Warrants outstanding, ending balance (in shares) | 1,606,911 | |
Warrant Issued With [Member] | Warrants Other Warrants [Member] | ' | |
Class of Warrant or Right [Line Items] | ' | |
Warrants, Exercise Price (usd per share) | $13.34 | [1] |
Class of Warrants Outstanding [Roll Forward] | ' | |
Warrants outstanding, beginning balance (in shares) | 1,705,984 | |
Warrants exercised (in shares) | -174,288 | |
Warrants outstanding, ending balance (in shares) | 1,531,696 | |
Warrant Issued For [Member] | Warrant Derivative [Member] | ' | |
Class of Warrant or Right [Line Items] | ' | |
Warrants, Exercise Price (usd per share) | $10 | [1] |
Class of Warrants Outstanding [Roll Forward] | ' | |
Warrants outstanding, beginning balance (in shares) | 91,130 | |
Warrants exercised (in shares) | -15,915 | |
Warrants outstanding, ending balance (in shares) | 75,215 | |
Debt Guarantee [Member] | Warrant Issued With [Member] | Warrants Other Warrants [Member] | ' | |
Class of Warrant or Right [Line Items] | ' | |
Warrants, Exercise Price (usd per share) | $4 | |
Class of Warrants Outstanding [Roll Forward] | ' | |
Warrants outstanding, beginning balance (in shares) | 174,288 | |
Warrants exercised (in shares) | -174,288 | |
Warrants outstanding, ending balance (in shares) | 0 | |
Debt Guarantee [Member] | Warrant Issued With [Member] | Warrants Other Warrants [Member] | ' | |
Class of Warrant or Right [Line Items] | ' | |
Warrants, Exercise Price (usd per share) | $10 | |
Class of Warrants Outstanding [Roll Forward] | ' | |
Warrants outstanding, beginning balance (in shares) | 237,500 | |
Warrants exercised (in shares) | 0 | |
Warrants outstanding, ending balance (in shares) | 237,500 | |
Debt Guarantee [Member] | Warrant Issued With [Member] | Warrants Other Warrants [Member] | ' | |
Class of Warrant or Right [Line Items] | ' | |
Warrants, Exercise Price (usd per share) | $15 | |
Class of Warrants Outstanding [Roll Forward] | ' | |
Warrants outstanding, beginning balance (in shares) | 585,645 | |
Warrants exercised (in shares) | 0 | |
Warrants outstanding, ending balance (in shares) | 585,645 | |
Debt Guarantee [Member] | Warrant Issued For [Member] | Warrant Derivative [Member] | ' | |
Class of Warrant or Right [Line Items] | ' | |
Warrants, Exercise Price (usd per share) | $10 | [2] |
Class of Warrants Outstanding [Roll Forward] | ' | |
Warrants outstanding, beginning balance (in shares) | 12,500 | |
Warrants exercised (in shares) | -12,500 | |
Warrants outstanding, ending balance (in shares) | 0 | |
Series B Preferred Stock [Member] | Warrant Issued For [Member] | Warrant Derivative [Member] | ' | |
Class of Warrant or Right [Line Items] | ' | |
Warrants, Exercise Price (usd per share) | $10 | [3] |
Class of Warrants Outstanding [Roll Forward] | ' | |
Warrants outstanding, beginning balance (in shares) | 18,430 | |
Warrants exercised (in shares) | -3,415 | |
Warrants outstanding, ending balance (in shares) | 15,015 | |
Financing [Member] | Warrant Issued With [Member] | Warrants Other Warrants [Member] | ' | |
Class of Warrant or Right [Line Items] | ' | |
Warrants, Exercise Price (usd per share) | $10 | |
Class of Warrants Outstanding [Roll Forward] | ' | |
Warrants outstanding, beginning balance (in shares) | 243,334 | |
Warrants exercised (in shares) | 0 | |
Warrants outstanding, ending balance (in shares) | 243,334 | |
Financing [Member] | Warrant Issued With [Member] | Warrants Other Warrants [Member] | ' | |
Class of Warrant or Right [Line Items] | ' | |
Warrants, Exercise Price (usd per share) | $15 | |
Class of Warrants Outstanding [Roll Forward] | ' | |
Warrants outstanding, beginning balance (in shares) | 436,079 | |
Warrants exercised (in shares) | 0 | |
Warrants outstanding, ending balance (in shares) | 436,079 | |
Consulting [Member] | Warrant Issued With [Member] | Warrants Other Warrants [Member] | ' | |
Class of Warrant or Right [Line Items] | ' | |
Warrants, Exercise Price (usd per share) | $10 | |
Class of Warrants Outstanding [Roll Forward] | ' | |
Warrants outstanding, beginning balance (in shares) | 29,138 | |
Warrants exercised (in shares) | 0 | |
Warrants outstanding, ending balance (in shares) | 29,138 | |
Financing [Member] | Warrant Issued For [Member] | Warrant Derivative [Member] | ' | |
Class of Warrant or Right [Line Items] | ' | |
Warrants, Exercise Price (usd per share) | $10 | [3] |
Class of Warrants Outstanding [Roll Forward] | ' | |
Warrants outstanding, beginning balance (in shares) | 60,000 | |
Warrants exercised (in shares) | 0 | |
Warrants outstanding, ending balance (in shares) | 60,000 | |
Consulting [Member] | Warrant Issued For [Member] | Warrant Derivative [Member] | ' | |
Class of Warrant or Right [Line Items] | ' | |
Warrants, Exercise Price (usd per share) | $10 | [3] |
Class of Warrants Outstanding [Roll Forward] | ' | |
Warrants outstanding, beginning balance (in shares) | 200 | |
Warrants exercised (in shares) | 0 | |
Warrants outstanding, ending balance (in shares) | 200 | |
[1] | Weighted average exercise prices are as of SeptemberB 30, 2014. | |
[2] | These warrants are subject to fair value accounting and contain exercise price and number of share adjustment features. See Note 9. | |
[3] | These warrants are subject to fair value accounting and contain an exercise price adjustment feature. See Note 9. |
Fair_Value_of_Warrants_Additio
Fair Value of Warrants - Additional Information (Detail) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
Class of Warrant or Right [Line Items] | ' | ' |
Fair value of warrants issue price | $9 | $13.78 |
Minimum [Member] | ' | ' |
Class of Warrant or Right [Line Items] | ' | ' |
Fair value of stock prices in computing fair value for warrants exercised | $15.20 | ' |
Fair value of stock prices in computing fair value for warrants issued | $9.60 | ' |
Maximum [Member] | ' | ' |
Class of Warrant or Right [Line Items] | ' | ' |
Fair value of stock prices in computing fair value for warrants exercised | $19.86 | ' |
Fair value of stock prices in computing fair value for warrants issued | $9.96 | ' |
Fair_Value_of_Warrants_Assumpt
Fair Value of Warrants - Assumptions Used in Computing Fair Value of Derivative Warrants (Detail) (USD $) | 0 Months Ended | 9 Months Ended | ||
Sep. 30, 2014 | Dec. 31, 2013 | Apr. 05, 2013 | Sep. 30, 2014 | |
Series B Preferred Stock [Member] | ' | ' | ' | ' |
Class of Warrant or Right [Line Items] | ' | ' | ' | ' |
Exercise Price | $10 | $10 | ' | $10 |
Expected life (years) | '1 year 1 month 16 days | '1 year 11 months 1 day | ' | '1 year 8 months 19 days |
Expected volatility | 47.45% | 59.26% | ' | 46.60% |
Risk-free interest rate | 0.13% | 0.38% | ' | 0.33% |
Expected dividend yield | 0.00% | 0.00% | ' | 0.00% |
Debt Guarantee [Member] | ' | ' | ' | ' |
Class of Warrant or Right [Line Items] | ' | ' | ' | ' |
Exercise Price | ' | $10 | $13.56 | $10 |
Expected life (years) | ' | '9 months 29 days | '2 years 5 months 1 day | '7 months 6 days |
Expected volatility | ' | 57.33% | 66.37% | 49.01% |
Risk-free interest rate | ' | 0.13% | 0.32% | 0.08% |
Expected dividend yield | ' | 0.00% | 0.00% | 0.00% |
Consulting [Member] | ' | ' | ' | ' |
Class of Warrant or Right [Line Items] | ' | ' | ' | ' |
Exercise Price | $10 | $10 | $10 | ' |
Expected life (years) | '1 year 4 months 20 days | '2 years 1 month 21 days | '2 years 3 months 29 days | ' |
Expected volatility | 48.34% | 63.63% | 63.20% | ' |
Risk-free interest rate | 0.13% | 0.38% | 0.27% | ' |
Expected dividend yield | 0.00% | 0.00% | 0.00% | ' |
Financing [Member] | ' | ' | ' | ' |
Class of Warrant or Right [Line Items] | ' | ' | ' | ' |
Exercise Price | $10 | $10 | $13.21 | $13.34 |
Expected life (years) | '1 year 5 months 22 days | '2 years 3 months | '8 years 3 months 18 days | '9 years 9 months 11 days |
Expected volatility | 48.60% | 64.40% | 73.22% | 74.70% |
Risk-free interest rate | 0.13% | 0.38% | 1.44% | 1.95% |
Expected dividend yield | 0.00% | 0.00% | 0.00% | 0.00% |
Fair_Value_of_Warrants_Summary
Fair Value of Warrants - Summary of Derivative Warrant Activity (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | |
Class of Warrants Outstanding [Roll Forward] | ' | ' | ' | ' |
Beginning balance | ' | ' | $594,000 | ' |
Fair value of warrants exercised | ' | ' | -125,000 | ' |
Change in fair value of warrant liability | -129,000 | 1,033,000 | -324,000 | -4,096,000 |
Ending balance | 145,000 | ' | 145,000 | ' |
Debt Guarantee [Member] | ' | ' | ' | ' |
Class of Warrants Outstanding [Roll Forward] | ' | ' | ' | ' |
Beginning balance | ' | ' | 64,000 | ' |
Fair value of warrants exercised | ' | ' | -87,000 | ' |
Change in fair value of warrant liability | ' | ' | 23,000 | ' |
Ending balance | 0 | ' | 0 | ' |
Consulting [Member] | ' | ' | ' | ' |
Class of Warrants Outstanding [Roll Forward] | ' | ' | ' | ' |
Beginning balance | ' | ' | 1,000 | ' |
Fair value of warrants exercised | ' | ' | 0 | ' |
Change in fair value of warrant liability | ' | ' | 0 | ' |
Ending balance | 1,000 | ' | 1,000 | ' |
Financing [Member] | ' | ' | ' | ' |
Class of Warrants Outstanding [Roll Forward] | ' | ' | ' | ' |
Beginning balance | ' | ' | 412,000 | ' |
Fair value of warrants exercised | ' | ' | 0 | ' |
Change in fair value of warrant liability | ' | ' | -293,000 | ' |
Ending balance | 119,000 | ' | 119,000 | ' |
Series B Preferred Stock [Member] | ' | ' | ' | ' |
Class of Warrants Outstanding [Roll Forward] | ' | ' | ' | ' |
Beginning balance | ' | ' | 117,000 | ' |
Fair value of warrants exercised | ' | ' | -38,000 | ' |
Change in fair value of warrant liability | ' | ' | -54,000 | ' |
Ending balance | $25,000 | ' | $25,000 | ' |
Fair_Value_Measurements_Summar
Fair Value Measurements - Summary of Financial Liabilities Measured at Fair Value on Recurring Basis (Detail) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Warrant liability | $145,000 | $594,000 |
Fair value measurements, recurring [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Warrant liability | 145,000 | 594,000 |
Financial and Nonfinancial Liabilities, Fair Value Disclosure | 1,161,387 | ' |
Fair value measurements, recurring [Member] | Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Warrant liability | 0 | 0 |
Financial and Nonfinancial Liabilities, Fair Value Disclosure | 0 | ' |
Fair value measurements, recurring [Member] | Significant Other Observable Inputs (Level 2) [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Warrant liability | 0 | 0 |
Financial and Nonfinancial Liabilities, Fair Value Disclosure | 0 | ' |
Fair value measurements, recurring [Member] | Significant Unobservable Inputs (Level 3) [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Warrant liability | 145,000 | 594,000 |
Financial and Nonfinancial Liabilities, Fair Value Disclosure | 1,161,387 | ' |
Fair value measurements, recurring [Member] | Gentris [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Business Combination, Contingent Consideration, Liability | 283,000 | ' |
Fair value measurements, recurring [Member] | Gentris [Member] | Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Business Combination, Contingent Consideration, Liability | 0 | ' |
Fair value measurements, recurring [Member] | Gentris [Member] | Significant Other Observable Inputs (Level 2) [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Business Combination, Contingent Consideration, Liability | 0 | ' |
Fair value measurements, recurring [Member] | Gentris [Member] | Significant Unobservable Inputs (Level 3) [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Business Combination, Contingent Consideration, Liability | 283,000 | ' |
Fair value measurements, recurring [Member] | BioServe [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Notes payable to VenturEast | 733,387 | ' |
Fair value measurements, recurring [Member] | BioServe [Member] | Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Notes payable to VenturEast | 0 | ' |
Fair value measurements, recurring [Member] | BioServe [Member] | Significant Other Observable Inputs (Level 2) [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Notes payable to VenturEast | 0 | ' |
Fair value measurements, recurring [Member] | BioServe [Member] | Significant Unobservable Inputs (Level 3) [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Notes payable to VenturEast | $733,387 | ' |
Fair_Value_Measurements_Fair_V
Fair Value Measurements Fair Value Measurements - Additional Information (Details) (USD $) | 0 Months Ended | ||
Jul. 16, 2014 | Aug. 18, 2014 | Aug. 18, 2014 | |
Gentris [Member] | BioServe [Member] | VenturEast [Member] | |
BioServe [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' | ' |
Estimated fair value of contingent consideration | $283,000 | $23,708 | $733,387 |
Number of shares associated with notes payable | ' | ' | 84,278 |
Joint_Venture_Agreement_Additi
Joint Venture Agreement - Additional Information (Detail) (USD $) | 1 Months Ended | 3 Months Ended | 9 Months Ended | 1 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | |||
Oct. 31, 2013 | Dec. 31, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Apr. 10, 2013 | Oct. 31, 2013 | Nov. 30, 2011 | Sep. 30, 2014 | Sep. 30, 2014 | Mar. 31, 2015 | |
Joint Venture Agreement [Member] | Joint Venture Agreement [Member] | Joint Venture Agreement [Member] | Joint Venture Agreement [Member] | Joint Venture Agreement [Member] | ||||||
Maximum [Member] | Scenario, Forecast [Member] | |||||||||
Schedule of Equity Method Investments [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Entered into agreement date | ' | ' | ' | ' | ' | ' | 30-Nov-11 | ' | ' | ' |
Percentage of outstanding membership interests in joint venture | ' | ' | ' | ' | ' | ' | ' | 50.00% | ' | ' |
Investment in JV | ' | ' | $1,000,000 | $0 | ' | $1,000,000 | ' | $1,000,000 | $4,000,000 | $1,000,000 |
Common stock, shares issued (in shares) | 10,000 | 9,275,384 | 9,723,669 | ' | 690,000 | ' | ' | ' | ' | ' |
Additional expense related to shares issued | 175,000 | 231,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Fair value of capital contribution in joint venture | ' | ' | ' | ' | ' | ' | ' | $6,000,000 | ' | ' |
Related_Party_Transactions_Add
Related Party Transactions - Additional Information (Detail) (USD $) | 0 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | 9 Months Ended | 9 Months Ended | 0 Months Ended | 0 Months Ended | 1 Months Ended | 3 Months Ended | 9 Months Ended | 0 Months Ended | 3 Months Ended | 9 Months Ended | 9 Months Ended | 0 Months Ended | 6 Months Ended | 9 Months Ended | 0 Months Ended | ||||||||||||||||||||
Sep. 15, 2010 | Mar. 31, 2014 | Sep. 30, 2014 | Dec. 31, 2013 | Oct. 31, 2013 | Apr. 10, 2013 | Sep. 30, 2014 | Mar. 31, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Mar. 31, 2014 | Oct. 19, 2014 | Sep. 30, 2014 | Jan. 06, 2014 | Jan. 06, 2014 | Apr. 01, 2014 | Aug. 31, 2010 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Apr. 10, 2013 | Sep. 15, 2010 | 19-May-06 | Sep. 30, 2014 | Sep. 30, 2013 | Apr. 10, 2013 | Sep. 30, 2014 | 19-May-06 | Sep. 30, 2014 | Jan. 06, 2014 | 19-May-06 | Jun. 30, 2014 | Jun. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | 19-May-06 | Oct. 21, 2014 | Jan. 06, 2014 | |
extension | Financial Guarantee [Member] | Financial Guarantee [Member] | John Pappajohn [Member] | John Pappajohn [Member] | John Pappajohn [Member] | John Pappajohn [Member] | John Pappajohn [Member] | Chairman of the Board [Member] | Chairman of the Board [Member] | Equity Dynamics, Inc. [Member] | Equity Dynamics, Inc. [Member] | Equity Dynamics, Inc. [Member] | Equity Dynamics, Inc. [Member] | Equity Dynamics, Inc. [Member] | Equity Dynamics, Inc. [Member] | Dr. Chaganti [Member] | Dr. Chaganti [Member] | Dr. Chaganti [Member] | Dr. Chaganti [Member] | Dr. Chaganti [Member] | Dr. Chaganti [Member] | Dr. Chaganti [Member] | Dr. Chaganti [Member] | Dr. Chaganti [Member] | Compensation for Serving as Chairman of Board [Member] | Consulting and Advisory Agreement [Member] | Consulting and Advisory Agreement [Member] | Consulting and Advisory Agreement [Member] | Consulting and Advisory Agreement [Member] | Consulting and Advisory Agreement [Member] | Consulting and Advisory Agreement [Member] | Consulting Services [Member] | Restricted Stock [Member] | ||||||
Financial Guarantee [Member] | Financial Guarantee [Member] | Financial Guarantee [Member] | IPO [Member] | 2011 Equity Plan [Member] | patent | patent | 2011 Equity Plan [Member] | Chairman of the Board [Member] | Dr. Chaganti [Member] | Chairman of the Board [Member] | |||||||||||||||||||||||||||||
Subsequent Event [Member] | installment | Subsequent Event [Member] | |||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of revolving line of credit extensions facility | ' | 8 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock purchased | ' | ' | ' | ' | ' | ' | ' | 284,000 | 202,630 | ' | 1,051,506 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Warrants exercised (in shares) | ' | ' | 190,203 | ' | ' | ' | 440,113 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Warrants adjusted in conjunction with IPO | ' | ' | ' | ' | ' | ' | ' | ' | 436,079 | 585,645 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Warrants outstanding per share | ' | ' | ' | ' | ' | ' | ' | ' | $15 | $15 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Additional amount of loan received | ' | ' | ' | ' | ' | ' | ' | ' | $6,750,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Convertible shares issued to common stock | ' | ' | 9,723,669 | 9,275,384 | 10,000 | 690,000 | ' | ' | ' | ' | ' | ' | 675,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Conversion price of notes | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $10 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Agreement with related party, description of required payment | ' | ' | 'As compensation for serving as the Chairman of the Board, the Company will pay Mr. Pappajohn $100,000 per year and granted to Mr. Pappajohn 25,000 restricted shares of the Company's common stock, and options to purchase an aggregate of 100,000 shares of the Company's common stock. | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'In exchange for this assignment, if the USPTO issues a patent for an invention on which Dr. Chaganti is listed as an inventor, we are required to pay Dr. Chaganti (i) a one-time payment of $50,000 and (ii) 1% of any net revenues we receive from any licensed sales of the invention. | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Compensation for serving as chairman of the board | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Restricted shares issued | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 25,000 |
Shares granted | ' | ' | 695,900 | 426,762 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 200,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Effective appointment date | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 6-Jan-14 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Options granted period | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '10 years | ' | ' | ' | ' | ' | ' | ' | ' |
Number of installments | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2 | ' | ' | ' | ' | ' | ' | ' | ' |
Options term and vesting period description | ' | ' | 'The options have a term of ten years from the date on which they were granted. The restricted stock and the options each vest in two equal installments on the one year anniversary and the two year anniversary of the date on which Mr. Pappajohn became the Chairman of the Board. | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Agreement with related party, fee | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10,000 | 10,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Due to related party | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0 | ' | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Notes issued to related party | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Interest rate due to related party | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 8.50% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Interest expenses on notes issued to related party | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,400 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Convertible common shares | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 13,430 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock conversion price, per share | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $10 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock options issued to purchase shares of common stock | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 36,000 | ' | ' |
Common stock price per share | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $10 | ' | ' |
Common stock, vesting period | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '2 years | ' | ' | ' | ' | ' | ' | ' |
Consulting and advisory agreement expenses under stock option plan | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0 | 54,650 | 288,500 | 0 | ' | ' | ' |
Consulting agreement period | '3 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Consulting and advisory services fee | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Agreement with related party, consulting fee | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 30,000 | 30,000 | 90,000 | 90,000 | ' | ' | ' | 15,000 | 15,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock, shares purchased price per share | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $15.89 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Agreement with related party, one-time payment required | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 50,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Agreement with related party, percentage of net revenues required to be paid | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Patents expense paid | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 150,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of patents were issued | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3 | ' | ' | 3 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Warrants expired | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 233,333 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
One-time payment | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $50,000 | ' |