Document_and_Entity_Informatio
Document and Entity Information | 3 Months Ended | |
Mar. 31, 2015 | 1-May-15 | |
Document And Entity Information [Abstract] | ||
Entity Registrant Name | CANCER GENETICS, INC | |
Trading Symbol | CGIX | |
Entity Central Index Key | 1349929 | |
Current Fiscal Year End Date | -19 | |
Entity Filer Category | Smaller Reporting Company | |
Document Type | 10-Q | |
Document Period End Date | 31-Mar-15 | |
Document Fiscal Year Focus | 2015 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | FALSE | |
Entity Common Stock, Shares Outstanding | 9,827,169 |
Consolidated_Balance_Sheets_Un
Consolidated Balance Sheets (Unaudited) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
ASSETS | ||
Cash and cash equivalents | $22,311,730 | $25,554,064 |
Accounts receivable, net of allowance for doubtful accounts | 4,824,394 | 5,028,620 |
Other current assets | 1,149,428 | 1,172,750 |
Total current assets | 28,285,552 | 31,755,434 |
FIXED ASSETS, net of accumulated depreciation | 4,045,565 | 4,310,126 |
OTHER ASSETS | ||
Restricted cash | 6,300,000 | 6,300,000 |
Patents | 534,101 | 502,767 |
Investment in joint venture | 840,286 | 1,047,744 |
Goodwill | 3,187,495 | 3,187,495 |
Security deposits | 1,564 | 1,564 |
Total other assets | 10,863,446 | 11,039,570 |
Total Assets | 43,194,563 | 47,105,130 |
CURRENT LIABILITIES | ||
Accounts payable and accrued expenses | 3,753,224 | 3,762,567 |
Obligations under capital leases, current portion | 59,652 | 58,950 |
Deferred revenue | 267,396 | 544,446 |
Total current liabilities | 4,080,272 | 4,365,963 |
Obligations under capital leases | 285,188 | 300,385 |
Deferred rent payable | 330,125 | 347,840 |
Line of credit | 6,000,000 | 6,000,000 |
Warrant liability | 67,000 | 52,000 |
Acquisition note payable | 634,394 | 560,341 |
Deferred revenue, long-term | 825,787 | 924,850 |
Total liabilities | 12,222,766 | 12,551,379 |
Total liabilities | ||
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, 9,831,169 and 9,821,169 shares issued and outstanding at March 31, 2015 and December 31, 2014, respectively | 982 | 982 |
Additional paid-in capital | 113,216,621 | 112,520,268 |
Accumulated (deficit) | -82,245,806 | -77,967,499 |
Total Stockholders’ Equity | 30,971,797 | 34,553,751 |
Total Liabilities and Stockholders’ Equity | $43,194,563 | $47,105,130 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
Statement of Financial Position [Abstract] | ||
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) | 9,831,169 | 9,821,169 |
Common stock, shares outstanding (in shares) | 9,831,169 | 9,821,169 |
Consolidated_Statements_of_Ope
Consolidated Statements of Operations (Unaudited) (USD $) | 3 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
Income Statement [Abstract] | ||
Revenue | $4,370,327 | $1,430,375 |
Cost of revenues | 3,141,735 | 1,290,062 |
Gross profit | 1,228,592 | 140,313 |
Operating expenses: | ||
Research and development | 1,277,926 | 596,771 |
General and administrative | 2,986,897 | 2,731,404 |
Sales and marketing | 1,115,813 | 748,979 |
Total operating expenses | 5,380,636 | 4,077,154 |
Loss from operations | -4,152,044 | -3,936,841 |
Other income (expense): | ||
Interest expense | -33,967 | -341,177 |
Interest income | 12,618 | 22,184 |
Change in fair value of acquisition note payable | -89,914 | 0 |
Change in fair value of warrant liability | -15,000 | -44,000 |
Total other (expense) | -126,263 | -362,993 |
Loss before income taxes | -4,278,307 | -4,299,834 |
Income tax provision (benefit) | 0 | -1,813,941 |
Net (loss) | ($4,278,307) | ($2,485,893) |
Basic net income (loss) per share (usd per share) | ($0.44) | ($0.27) |
Diluted net loss per share (usd per share) | ($0.44) | ($0.27) |
Basic Weighted Average Shares Outstanding (in shares) | 9,703,576 | 9,276,643 |
Diluted Weighted Average Shares Outstanding (in shares) | 9,703,576 | 9,276,643 |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (Unaudited) (USD $) | 3 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
CASH FLOWS FROM OPERATING ACTIVITIES | ||
Net (loss) | ($4,278,307) | ($2,485,893) |
Adjustments to reconcile net (loss) to net cash (used in) operating activities: | ||
Depreciation | 347,710 | 96,800 |
Amortization | 8,725 | 6,702 |
Provision for bad debts | 221,395 | 0 |
Equity-based consulting and compensation expenses | 696,353 | 530,122 |
Change in fair value of business acquisition | 89,914 | 0 |
Change in fair value of warrant liability | 15,000 | 44,000 |
Amortization of loan guarantee and financing fees | 0 | 310,500 |
Deferred rent | -17,715 | -3,210 |
Loss in equity method investment | 207,458 | 11,755 |
Loss in equity method investment | ||
Accounts receivable | -17,169 | -251,057 |
Other current assets | 23,322 | -64,844 |
Accounts payable, accrued expenses and deferred revenue | -239,317 | -131,799 |
Net cash (used in) operating activities | -3,104,631 | -1,936,924 |
Net cash (used in) operating activities | ||
Purchase of fixed assets | -83,149 | -144,018 |
Increase in restricted cash | 0 | -6,000,000 |
Patent costs | -40,059 | -36,809 |
Net cash (used in) investing activities | -123,208 | -6,180,827 |
CASH FLOWS FROM FINANCING ACTIVITIES | ||
Principal payments on capital lease obligations | -14,495 | -7,490 |
Proceeds from warrant exercises | 0 | 950 |
Proceeds from option exercises | 0 | 2,020 |
Principal payments on notes payable | 0 | -22,298 |
Net cash (used in) financing activities | -14,495 | -26,818 |
Net (decrease) in cash and cash equivalents | -3,242,334 | -8,144,569 |
CASH AND CASH EQUIVALENTS | ||
Beginning | 25,554,064 | 49,459,564 |
Ending | 22,311,730 | 41,314,995 |
SUPPLEMENTAL CASH FLOW DISCLOSURE | ||
Cash paid for interest | 33,940 | 30,677 |
SUPPLEMENTAL DISCLOSURE OF NONCASH INVESTING AND FINANCING ACTIVITIES | ||
Cashless exercise of derivative warrants | 0 | 125,000 |
Gentris [Member] | ||
Adjustments to reconcile net (loss) to net cash (used in) operating activities: | ||
Change in fair value of business acquisition | -162,000 | 0 |
BioServe [Member] | ||
Adjustments to reconcile net (loss) to net cash (used in) operating activities: | ||
Change in fair value of business acquisition | $89,914 | $0 |
Organization_Description_of_Bu
Organization, Description of Business, Basis of Presentation and Acquistion | 3 Months Ended | ||||
Mar. 31, 2015 | |||||
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||||
Organization, Description of Business, Basis of Presentation and Acquisition | Organization, Description of Business, Basis of Presentation and Acquisitions | ||||
We are an oncology diagnostics company focused on developing, commercializing and providing DNA-based tests and services to improve the personalization of cancer treatment and to better inform biopharmaceutical companies of genomic factors influencing subject responses to therapeutics. Our vision is to become the oncology diagnostics partner for companies and clinicians by participating in the entire care continuum from bench to bedside. We believe the diagnostic industry is undergoing a metamorphosis in its approach to oncology testing, embracing individualized medicine as a means to drive higher standards of patient treatment and disease management. Similarly, biopharma companies are increasingly engaging companies such as ours to provide information on clinical trial participants’ DNA profiles in order to identify genomic variations that may be responsible for differing responses to pharmaceuticals, and particularly to oncology drugs, thereby increasing the efficiency of trials while lowering related costs. We believe tailored therapeutics can revolutionize oncology medicine through DNA-based testing services, enabling physicians and researchers to target the factors that make each patient and disease unique. We have created a unique position in the industry by providing targeted somatic analysis of tumor sample cells alongside germline analysis of an individuals' non-cancerous cells' DNA as we attempt to reach the next milestone in personalized medicine. Individuals are born with germline mutations and somatic mutations arise in tissues over the course of a lifetime. | |||||
We were incorporated in the State of Delaware on April 8, 1999 and have offices and 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).We have two advisory boards to counsel our scientific and clinical direction. Our Scientific Advisory Board is comprised of preeminent scientists and physicians from the fields of cancer biology, cancer pathology, cancer medicine and molecular genetics. Our Clinical Advisory Board is comprised of clinicians and scientists focused on clinical implementation of our proprietary tests and services and mapping those tests and services to patient needs. 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. | |||||
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, 2014, filed with the Securities and Exchange Commission on March 16, 2015. The consolidated balance sheet as of December 31, 2014, 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, 2015. | |||||
2014 Acquisitions | |||||
On July 16, 2014, we purchased substantially all of the assets of Gentris Corporation, (“Gentris”), with its principal place of business in North Carolina, for approximately $4.8 million. There were no changes in the preliminary purchase price allocation or goodwill impairment for Gentris during the three months ended March 31, 2015. | |||||
On August 18, 2014, we acquired BioServe Biotechnologies (India) Private Limited, an Indian corporation (“BioServe”) for an aggregate purchase price of approximately $1.1 million. During the three months ended March 31, 2015, there was no goodwill impairment for BioServe, and the preliminary allocation of the purchase price was retrospectively adjusted for a measurement period adjustment to increase goodwill by approximately $193,000, reduce fixed assets by approximately $136,000, reduce other assets by approximately $38,000 and reduce other current assets by approximately $19,000. The fair value of the assets acquired and liabilities assumed as of August 18, 2014 are now as follows: | |||||
Amount | |||||
Accounts receivable | $ | 151,002 | |||
Other current assets | 102,064 | ||||
Fixed assets | 488,481 | ||||
Other assets | 378,440 | ||||
Goodwill | 734,925 | ||||
Current liabilities | (758,614 | ) | |||
Other liabilities | (22,049 | ) | |||
Total Purchase Price | $ | 1,074,249 | |||
The results of operations for the three months ended March 31, 2015 include the operations of Gentris and BioServe and include combined revenues of $2,166,665 and a combined net loss of $185,502. The following table provides certain pro forma financial information for the Company as if the acquisitions discussed above occurred on January 1, 2014: | |||||
Three Months Ended | |||||
March 31, 2014 | |||||
Revenue | $ | 2,272,584 | |||
Net loss | (2,720,296 | ) | |||
Basic and diluted net loss per share | $ | (0.29 | ) |
Revenue_and_Accounts_Receivabl
Revenue and Accounts Receivable | 3 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Receivables [Abstract] | ||||||||
Revenue and Accounts Receivable | Revenue and Accounts Receivable | |||||||
Revenue by service type for the three months ended March 31, 2015 and 2014 is comprised of the following: | ||||||||
Three Months Ended March 31, | ||||||||
2015 | 2014 | |||||||
Biopharma Services | $ | 3,331,090 | $ | 491,250 | ||||
Clinical Services | 873,041 | 939,125 | ||||||
Discovery Services | 166,196 | — | ||||||
$ | 4,370,327 | $ | 1,430,375 | |||||
Accounts receivable by service type at March 31, 2015 and December 31, 2014 consists of the following: | ||||||||
March 31, | December 31, | |||||||
2015 | 2014 | |||||||
Biopharma Services | $ | 3,389,388 | $ | 3,203,335 | ||||
Clinical Services | 1,763,461 | 1,925,176 | ||||||
Discovery Services | 144,116 | 151,285 | ||||||
Allowance for doubtful accounts | (472,571 | ) | (251,176 | ) | ||||
$ | 4,824,394 | $ | 5,028,620 | |||||
Allowance for Doubtful Accounts | ||||||||
Balance, December 31, 2014 | $ | 251,176 | ||||||
Bad debt expense | 221,395 | |||||||
Balance, March 31, 2015 | $ | 472,571 | ||||||
Biopharma Services are customized solutions provided to biopharmaceutical companies for patient stratification and treatment selection through an extensive suite of DNA-based testing services. Clinical Services are tests performed to provide information on diagnosis, prognosis and theranosis of cancers to guide patient management. These tests can be billed to Medicare, another third party insurer or the referring community hospital or other healthcare facility. Discovery Services are services that provide the tools and testing methods for companies and researchers seeking to identify new DNA-based biomarkers for disease. | ||||||||
We have historically derived a significant portion of our revenue from a limited number of test ordering sites. Test ordering sites account for all of our Clinical Services revenue along with a portion of our Biopharma Services revenue. Our test ordering sites are hospitals, cancer centers, reference laboratories, physician offices and biopharmaceutical companies. The top five test ordering sites during the three months ended March 31, 2015 and 2014 accounted for 72% and 63% respectively, of our testing volumes, with 24% and 32%, respectively, of the volume coming from community hospitals. During the three months ended March 31, 2015, there were two biopharmaceutical companies which accounted for approximately 51% of our total revenue. These two biopharmaceutical companies accounted for approximately 29% and 22% of total revenue, respectively. During the three months ended March 31, 2014, there was one biopharmaceutical company which accounted for approximately 33% 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. | ||||||||
The breakdown of our Clinical Services revenue (as a percent of total revenue) is as follows: | ||||||||
Three Months Ended March 31, | ||||||||
2015 | 2014 | |||||||
Medicare | 6% | 18% | ||||||
Other insurers | 7% | 20% | ||||||
Other healthcare facilities | 7% | 28% | ||||||
20% | 66% |
Earnings_Per_Share
Earnings Per Share | 3 Months Ended | |||||
Mar. 31, 2015 | ||||||
Accounting Policies [Abstract] | ||||||
Earnings Per Share | Earnings Per Share | |||||
For purposes of this calculation, stock warrants, outstanding stock options and unvested restricted shares are considered common stock equivalents using the treasury stock method, and are the only such equivalents outstanding. For all periods presented, all equivalent units outstanding were anti-dilutive. | ||||||
The following table summarizes equivalent units outstanding that were excluded from the earnings per share calculation because their effects were anti-dilutive: | ||||||
Three Months Ended March 31, | ||||||
2015 | 2014 | |||||
Common stock purchase warrants | 1,136,078 | 1,781,199 | ||||
Stock options | 1,888,375 | 848,092 | ||||
Restricted shares of common stock | 121,667 | 5,000 | ||||
3,146,120 | 2,634,291 | |||||
Sale_of_Net_Operating_Loss
Sale of Net Operating Loss | 3 Months Ended |
Mar. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
Sale of Net Operating Losses | Sale of Net Operating Losses |
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. |
Equity_Incentive_Plans
Equity Incentive Plans | 3 Months Ended | ||||||||||||
Mar. 31, 2015 | |||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||||||||||||
Equity Incentive Plans | Equity Incentive 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. | |||||||||||||
At March 31, 2015, 323,267 shares remain available for future awards under the 2011 Plan and 92,911 shares remain available for future awards under the 2008 Plan. Our board of directors increased availability under the 2011 Plan by 650,000 shares, subject to approval by our stockholders at the May 2015 annual meeting. As of March 31, 2015, no stock appreciation rights and 237,500 shares of restricted stock have been awarded under the Stock Option Plans. | |||||||||||||
A summary of employee and non-employee stock option activity for the three months ended March 31, 2015 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, 2015 | 1,839,458 | $ | 10.58 | 8.49 | $ | 618,250 | |||||||
Granted | 97,000 | 9.18 | |||||||||||
Canceled or expired | (48,083 | ) | 10.74 | ||||||||||
Outstanding March 31, 2015 | 1,888,375 | $ | 10.5 | 8.3 | $ | 1,325,605 | |||||||
Exercisable March 31, 2015 | 739,928 | $ | 9.57 | 6.79 | $ | 806,090 | |||||||
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 $7.81 at March 31, 2015 and $6.68 at December 31, 2014, based on the closing price on the NASDAQ Capital Market. During the year ended December 31, 2014, we received $79,018 from the exercise of options. Also during the year ended December 31, 2014, an option holder exercised options to purchase 12,000 shares of common stock with an exercise price of $10.00 per share using the net issue exercise method whereby the option holder surrendered 11,429 shares in payment in full of the exercise price resulting in net issuance of 571 shares of common stock. The options exercised in 2014 had a total intrinsic value of $120,510. No options were exercised in the three months ended March 31, 2015. | |||||||||||||
As of March 31, 2015, total unrecognized compensation cost related to non-vested stock options granted to employees was $5,899,360 which we expect to recognize over the next 3.63 years. | |||||||||||||
As of March 31, 2015, total unrecognized compensation cost related to non-vested stock options granted to non-employees was $700,164 which we expect to recognize over the next 2.76 years. The estimate of unrecognized non-employee compensation is based on the fair value of the non-vested options as of March 31, 2015. | |||||||||||||
The fair value of options granted to employees is estimated on the grant date using the Black-Scholes option valuation model. This valuation model requires us to make assumptions and judgments about the variables used in the calculation, including 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 March 31, | |||||||||||||
2015 | |||||||||||||
Volatility | 68.98% | ||||||||||||
Risk free interest rate | 1.70% | ||||||||||||
Dividend yield | 0.00% | ||||||||||||
Term (years) | 6.31 | ||||||||||||
Weighted-average fair value of options granted during the period | 5.83 | ||||||||||||
In May 2014, we issued 200,000 options to our Director, Raju Chaganti, with an exercise price of $15.89. See Note 10 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 March 31, | |||||||||||||
2015 | 2014 | ||||||||||||
Volatility | 70.5 | % | 72.66 | % | |||||||||
Risk free interest rate | 1.88 | % | 2.73 | % | |||||||||
Dividend yield | 0 | % | 0 | % | |||||||||
Term (years) | 9.09 | 9.53 | |||||||||||
Restricted stock awards have been granted to employees, directors and consultants as compensation for services. At March 31, 2015, there was $831,472 of unrecognized compensation cost related to non-vested restricted stock granted to employees; we expect to recognize the cost over 2.88 years. At March 31, 2015, there was $10,324 of unrecognized compensation cost related to non-vested restricted stock granted to non-employees; we expect to recognize the cost over 0.53 years. | |||||||||||||
The following table summarizes the activities for our non-vested restricted stock awards for the three months ended March 31, 2015: | |||||||||||||
Non-vested Restricted Stock Awards | |||||||||||||
Number of | Weighted-Average Grant Date Fair Value | ||||||||||||
Shares | |||||||||||||
Non-vested at January 1, 2015 | 132,500 | $ | 8.14 | ||||||||||
Granted | 10,000 | 8.42 | |||||||||||
Vested | (20,833 | ) | 10.4 | ||||||||||
Non-vested at March 31, 2015 | 121,667 | $ | 7.8 | ||||||||||
The following table presents the effects of stock-based compensation related to stock option and restricted stock awards to employees and non-employees on our Statement of Operations during the periods presented: | |||||||||||||
Three Months Ended March 31, | |||||||||||||
2015 | 2014 | ||||||||||||
Cost of revenues | $ | 49,186 | $ | 20,412 | |||||||||
Research and development | 95,073 | 14,102 | |||||||||||
General and administrative | 520,737 | 468,855 | |||||||||||
Sales and marketing | 31,357 | 26,753 | |||||||||||
Total stock-based compensation | $ | 696,353 | $ | 530,122 | |||||||||
Warrants
Warrants | 3 Months Ended | ||||||||||||
Mar. 31, 2015 | |||||||||||||
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 March 31, 2015 all warrants with a share adjustment feature have either expired or have been exercised. | |||||||||||||
The following table summarizes the warrant activity for the three months ended March 31, 2015: | |||||||||||||
Issued With / For | Exercise | Warrants | 2015 Warrants Exercised | Warrants Outstanding March 31, 2015 | |||||||||
Price | Outstanding | ||||||||||||
January 1, | |||||||||||||
2015 | |||||||||||||
Non-Derivative Warrants: | |||||||||||||
Financing | $ | 10 | 243,334 | — | 243,334 | ||||||||
Financing | 15 | 436,079 | — | 436,079 | |||||||||
Debt Guarantee | 15 | 352,312 | — | 352,312 | |||||||||
Consulting | 10 | 29,138 | — | 29,138 | |||||||||
Total Non-Derivative Warrants | $ | 13.72 | B | 1,060,863 | — | 1,060,863 | |||||||
Derivative Warrants: | |||||||||||||
Financing | $ | 10 | A | 60,000 | — | 60,000 | |||||||
Series B Pref. Stock | 10 | A | 15,015 | — | 15,015 | ||||||||
Consulting | 10 | A | 200 | — | 200 | ||||||||
Total Derivative Warrants | 10 | B | 75,215 | — | 75,215 | ||||||||
Total | $ | 13.47 | B | 1,136,078 | — | 1,136,078 | |||||||
A | These warrants are subject to fair value accounting and contain an exercise price adjustment feature. See Note 7. | ||||||||||||
B | Weighted-average exercise prices are as of March 31, 2015. |
Fair_Value_of_Warrants
Fair Value of Warrants | 3 Months Ended | |||||||||||
Mar. 31, 2015 | ||||||||||||
Fair Value Disclosures [Abstract] | ||||||||||||
Fair Value of Warrants | Fair Value of Warrants | |||||||||||
The following table summarizes the derivative warrant activity subject to fair value accounting for the three months ended March 31, 2015: | ||||||||||||
Issued with/for | Fair value of | Change in | Fair value of | |||||||||
warrants | fair value | warrants | ||||||||||
outstanding as of | of warrants | outstanding as of | ||||||||||
December 31, 2014 | 31-Mar-15 | |||||||||||
Series B Preferred Stock | $ | 8,000 | $ | 3,000 | $ | 11,000 | ||||||
Financing | 44,000 | 12,000 | 56,000 | |||||||||
$ | 52,000 | $ | 15,000 | $ | 67,000 | |||||||
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 or exercise during the three months ended March 31, 2015 and 2014, and at March 31, 2015 and December 31, 2014. | ||||||||||||
Issued with Debt Guarantee | Exercised During the Three Months Ended March 31, 2014 | |||||||||||
Exercise Price | $ | 10 | ||||||||||
Expected life (years) | 0.6 | |||||||||||
Expected volatility | 49.01 | % | ||||||||||
Risk-free interest rate | 0.08 | % | ||||||||||
Expected dividend yield | — | % | ||||||||||
Issued with Series B Preferred Shares | As of March 31, 2015 | As of December 31, 2014 | Exercised During the Three Months Ended March 31, 2014 | |||||||||
Exercise Price | $ | 10 | $ | 10 | $ | 10 | ||||||
Expected life (years) | 0.63 | 0.88 | 1.72 | |||||||||
Expected volatility | 49.12 | % | 49.95 | % | 46.6 | % | ||||||
Risk-free interest rate | 0.14 | % | 0.25 | % | 0.33 | % | ||||||
Expected dividend yield | — | % | — | % | — | % | ||||||
Issued for Consulting | As of March 31, 2015 | As of December 31, 2014 | ||||||||||
Exercise Price | $ | 10 | $ | 10 | ||||||||
Expected life (years) | 0.9 | 1.14 | ||||||||||
Expected volatility | 46.92 | % | 49.25 | % | ||||||||
Risk-free interest rate | 0.26 | % | 0.25 | % | ||||||||
Expected dividend yield | — | % | — | % | ||||||||
Issued with Financing | As of March 31, 2015 | As of December 31, 2014 | ||||||||||
Exercise Price | $ | 10 | $ | 10 | ||||||||
Expected life (years) | 0.98 | 1.23 | ||||||||||
Expected volatility | 46.69 | % | 50.23 | % | ||||||||
Risk-free interest rate | 0.26 | % | 0.25 | % | ||||||||
Expected dividend yield | — | % | — | % | ||||||||
The assumed Company stock price used in computing the fair value of warrants exercised during the three months ended March 31, 2014 was $15.20 – $19.86. In determining the fair value of warrants issued at each reporting date, the Company stock price was $7.81 at March 31, 2015 and $6.68 at December 31, 2014 based on the closing price on the NASDAQ Capital Market. |
Fair_Value_Measurements
Fair Value Measurements | 3 Months Ended | |||||||||||||||
Mar. 31, 2015 | ||||||||||||||||
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: | ||||||||||||||||
31-Mar-15 | ||||||||||||||||
Total | Quoted Prices in | Significant Other | Significant | |||||||||||||
Active Markets for | Observable | Unobservable | ||||||||||||||
Identical Assets | Inputs | Inputs | ||||||||||||||
(Level 1) | (Level 2) | (Level 3) | ||||||||||||||
Warrant liability | $ | 67,000 | $ | — | $ | — | $ | 67,000 | ||||||||
Gentris contingent consideration | 131,400 | — | — | 131,400 | ||||||||||||
Note payable to VenturEast | 625,301 | — | — | 625,301 | ||||||||||||
$ | 823,701 | $ | — | $ | — | $ | 823,701 | |||||||||
31-Dec-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 | $ | 52,000 | $ | — | $ | — | $ | 52,000 | ||||||||
Gentris contingent consideration | 293,400 | — | — | 293,400 | ||||||||||||
Note payable to VenturEast | 534,828 | — | — | 534,828 | ||||||||||||
$ | 880,228 | $ | — | $ | — | $ | 880,228 | |||||||||
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 7, “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. | ||||||||||||||||
The value of the Gentris consideration was determined using a discounted cash flow of the expected payments required by the purchase agreement. During the three months ended March 31, 2015, we recognized a gain of $162,000 due to the decrease in probability of paying the contingent consideration. | ||||||||||||||||
The ultimate payment to VenturEast will be the value of 84,278 shares of common stock at the time of payment. The value of the note payable to VenturEast was determined using the fair value of our common stock less a discount for credit risk. During the three months ended March 31, 2015, we recognized a loss of approximately $90,000 due to the increase in value of the note. | ||||||||||||||||
Realized and unrealized gains and losses related to the change in fair value of the Gentris contingent consideration are included in general and administrative expense, while realized and unrealized gains and losses related to the VenturEast note are included in other income (expense) on the Consolidated Statement of Operations. | ||||||||||||||||
A table summarizing the activity for the derivative warranty liability which is measured at fair value using Level 3 inputs is presented in Note 7. The following table summarizes the activity of the notes payable to VenturEast and Gentris consideration which were measured at fair value using Level 3 inputs: | ||||||||||||||||
Note Payable | Gentris Contingent | |||||||||||||||
to VenturEast | Consideration | |||||||||||||||
Fair value at December 31, 2014 | $ | 534,828 | $ | 293,400 | ||||||||||||
Change in fair value | 90,473 | (162,000 | ) | |||||||||||||
Fair value at March 31, 2015 | $ | 625,301 | $ | 131,400 | ||||||||||||
Joint_Venture_Agreement
Joint Venture Agreement | 3 Months Ended |
Mar. 31, 2015 | |
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 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 third 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. | |
Our share of the JV’s net loss was approximately $207,000 and $12,000 for the three months ended March 31, 2015 and 2014, respectively, and is included in research and development expense on the Consolidated Statement of Operations. We have a net receivable due from the JV of approximately $0 and $10,000 at March 31, 2015 and December 31, 2014, respectively, which is included in other current assets in the Consolidated Balance Sheets. | |
The joint venture is considered a variable interest entity under ASC 810-10, but we are not the primary beneficiary as we do not have the power to direct the activities of the JV that most significantly impact its performance. Our evaluation of ability to impact performance is based on our equal board membership and voting rights and day-to-day management functions which are performed by the Mayo personnel. |
Related_Party_Transactions
Related Party Transactions | 3 Months Ended |
Mar. 31, 2015 | |
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 March 31, 2015. 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 352,312 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 March 31, 2015. | |
Effective January 6, 2014, the Board of Directors appointed John Pappajohn to serve as the Chairman of the Board. 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 March 31, 2015 and 2014 were $30,000. As of March 31, 2015, we owed EDI $0. | |
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 March 31, 2015 and 2014 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 three months ended March 31, 2015 and 2014 were $62,500 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 2015, we paid Dr. Chaganti $150,000 which was recognized as an expense in fiscal 2014 when three patents were issued. |
Contingencies
Contingencies | 3 Months Ended |
Mar. 31, 2015 | |
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. |
Subsequent_Event
Subsequent Event | 3 Months Ended |
Mar. 31, 2015 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Event |
On May 7, 2015, the Company entered into a new debt financing facility with Silicon Valley Bank to refinance the Company’s cash collateralized loan from Wells Fargo and to provide an additional working capital line of credit. The Silicon Valley Bank loan provides for a $6 million term note (“Term Note”) and a line of credit (“Line of Credit”) of up to $4 million. The Term Note requires interest-only payments through April 30, 2016 and beginning May 1, 2016, monthly principal payments of approximately $167,000 will be required plus interest through maturity on April 1, 2019. The interest rate of the Term Note is the Wall Street Journal prime plus 2%, with a floor of 5.25% and an additional deferred interest payment of $180,000 will be due upon maturity. The Line of Credit requires monthly interest-only payments of the Wall Street Journal prime plus 1.5% and matures on May 7, 2017. The new loan agreement requires us to maintain certain financial ratios and has a first security interest in substantially all Company assets (other than our intellectual property). Pursuant to the new loan agreement, the Company will no longer be required to maintain restricted cash accounts. |
Organization_Description_of_Bu1
Organization, Description of Business, Basis of Presentation and Acquistion (Tables) | 3 Months Ended | ||||
Mar. 31, 2015 | |||||
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, 2014: | ||||
Three Months Ended | |||||
March 31, 2014 | |||||
Revenue | $ | 2,272,584 | |||
Net loss | (2,720,296 | ) | |||
Basic and diluted net loss per share | $ | (0.29 | ) | ||
BioServe [Member] | |||||
Business Acquisition [Line Items] | |||||
Schedule of recognized identified assets acquired and liabilities assumed | The fair value of the assets acquired and liabilities assumed as of August 18, 2014 are now as follows: | ||||
Amount | |||||
Accounts receivable | $ | 151,002 | |||
Other current assets | 102,064 | ||||
Fixed assets | 488,481 | ||||
Other assets | 378,440 | ||||
Goodwill | 734,925 | ||||
Current liabilities | (758,614 | ) | |||
Other liabilities | (22,049 | ) | |||
Total Purchase Price | $ | 1,074,249 | |||
Revenue_and_Accounts_Receivabl1
Revenue and Accounts Receivable (Tables) | 3 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Receivables [Abstract] | ||||||||
Schedule of Revenue by Payor Type | Revenue by service type for the three months ended March 31, 2015 and 2014 is comprised of the following: | |||||||
Three Months Ended March 31, | ||||||||
2015 | 2014 | |||||||
Biopharma Services | $ | 3,331,090 | $ | 491,250 | ||||
Clinical Services | 873,041 | 939,125 | ||||||
Discovery Services | 166,196 | — | ||||||
$ | 4,370,327 | $ | 1,430,375 | |||||
Schedule of Accounts Receivable by Payor Type | Accounts receivable by service type at March 31, 2015 and December 31, 2014 consists of the following: | |||||||
March 31, | December 31, | |||||||
2015 | 2014 | |||||||
Biopharma Services | $ | 3,389,388 | $ | 3,203,335 | ||||
Clinical Services | 1,763,461 | 1,925,176 | ||||||
Discovery Services | 144,116 | 151,285 | ||||||
Allowance for doubtful accounts | (472,571 | ) | (251,176 | ) | ||||
$ | 4,824,394 | $ | 5,028,620 | |||||
Allowance for Doubtful Accounts | ||||||||
Balance, December 31, 2014 | $ | 251,176 | ||||||
Bad debt expense | 221,395 | |||||||
Balance, March 31, 2015 | $ | 472,571 | ||||||
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 March 31, | ||||||||
2015 | 2014 | |||||||
Medicare | 6% | 18% | ||||||
Other insurers | 7% | 20% | ||||||
Other healthcare facilities | 7% | 28% | ||||||
20% | 66% |
Earnings_Per_Share_Tables
Earnings Per Share (Tables) | 3 Months Ended | |||||
Mar. 31, 2015 | ||||||
Accounting Policies [Abstract] | ||||||
Summary of Potentially Dilutive Adjustments to Weighted Average Number of Common Shares Excluded from Calculation | The following table summarizes equivalent units outstanding that were excluded from the earnings per share calculation because their effects were anti-dilutive: | |||||
Three Months Ended March 31, | ||||||
2015 | 2014 | |||||
Common stock purchase warrants | 1,136,078 | 1,781,199 | ||||
Stock options | 1,888,375 | 848,092 | ||||
Restricted shares of common stock | 121,667 | 5,000 | ||||
3,146,120 | 2,634,291 | |||||
Equity_Incentive_Plans_Tables
Equity Incentive Plans (Tables) | 3 Months Ended | ||||||||||||
Mar. 31, 2015 | |||||||||||||
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 the three months ended March 31, 2015 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, 2015 | 1,839,458 | $ | 10.58 | 8.49 | $ | 618,250 | |||||||
Granted | 97,000 | 9.18 | |||||||||||
Canceled or expired | (48,083 | ) | 10.74 | ||||||||||
Outstanding March 31, 2015 | 1,888,375 | $ | 10.5 | 8.3 | $ | 1,325,605 | |||||||
Exercisable March 31, 2015 | 739,928 | $ | 9.57 | 6.79 | $ | 806,090 | |||||||
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 March 31, | |||||||||||||
2015 | 2014 | ||||||||||||
Volatility | 70.5 | % | 72.66 | % | |||||||||
Risk free interest rate | 1.88 | % | 2.73 | % | |||||||||
Dividend yield | 0 | % | 0 | % | |||||||||
Term (years) | 9.09 | 9.53 | |||||||||||
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 March 31, | |||||||||||||
2015 | |||||||||||||
Volatility | 68.98% | ||||||||||||
Risk free interest rate | 1.70% | ||||||||||||
Dividend yield | 0.00% | ||||||||||||
Term (years) | 6.31 | ||||||||||||
Weighted-average fair value of options granted during the period | 5.83 | ||||||||||||
Nonvested Restricted Stock Shares Activity | The following table summarizes the activities for our non-vested restricted stock awards for the three months ended March 31, 2015: | ||||||||||||
Non-vested Restricted Stock Awards | |||||||||||||
Number of | Weighted-Average Grant Date Fair Value | ||||||||||||
Shares | |||||||||||||
Non-vested at January 1, 2015 | 132,500 | $ | 8.14 | ||||||||||
Granted | 10,000 | 8.42 | |||||||||||
Vested | (20,833 | ) | 10.4 | ||||||||||
Non-vested at March 31, 2015 | 121,667 | $ | 7.8 | ||||||||||
Effects of Stock-Based Compensation Related to Stock Option Awards | The following table presents the effects of stock-based compensation related to stock option and restricted stock awards to employees and non-employees on our Statement of Operations during the periods presented: | ||||||||||||
Three Months Ended March 31, | |||||||||||||
2015 | 2014 | ||||||||||||
Cost of revenues | $ | 49,186 | $ | 20,412 | |||||||||
Research and development | 95,073 | 14,102 | |||||||||||
General and administrative | 520,737 | 468,855 | |||||||||||
Sales and marketing | 31,357 | 26,753 | |||||||||||
Total stock-based compensation | $ | 696,353 | $ | 530,122 | |||||||||
Warrants_Tables
Warrants (Tables) | 3 Months Ended | ||||||||||||
Mar. 31, 2015 | |||||||||||||
Equity [Abstract] | |||||||||||||
Summary of Warrant Activity | The following table summarizes the warrant activity for the three months ended March 31, 2015: | ||||||||||||
Issued With / For | Exercise | Warrants | 2015 Warrants Exercised | Warrants Outstanding March 31, 2015 | |||||||||
Price | Outstanding | ||||||||||||
January 1, | |||||||||||||
2015 | |||||||||||||
Non-Derivative Warrants: | |||||||||||||
Financing | $ | 10 | 243,334 | — | 243,334 | ||||||||
Financing | 15 | 436,079 | — | 436,079 | |||||||||
Debt Guarantee | 15 | 352,312 | — | 352,312 | |||||||||
Consulting | 10 | 29,138 | — | 29,138 | |||||||||
Total Non-Derivative Warrants | $ | 13.72 | B | 1,060,863 | — | 1,060,863 | |||||||
Derivative Warrants: | |||||||||||||
Financing | $ | 10 | A | 60,000 | — | 60,000 | |||||||
Series B Pref. Stock | 10 | A | 15,015 | — | 15,015 | ||||||||
Consulting | 10 | A | 200 | — | 200 | ||||||||
Total Derivative Warrants | 10 | B | 75,215 | — | 75,215 | ||||||||
Total | $ | 13.47 | B | 1,136,078 | — | 1,136,078 | |||||||
A | These warrants are subject to fair value accounting and contain an exercise price adjustment feature. See Note 7. | ||||||||||||
B | Weighted-average exercise prices are as of March 31, 2015. |
Fair_Value_of_Warrants_Tables
Fair Value of Warrants (Tables) | 3 Months Ended | |||||||||||
Mar. 31, 2015 | ||||||||||||
Fair Value Disclosures [Abstract] | ||||||||||||
Summary of Derivative Warrant Activity | The following table summarizes the derivative warrant activity subject to fair value accounting for the three months ended March 31, 2015: | |||||||||||
Issued with/for | Fair value of | Change in | Fair value of | |||||||||
warrants | fair value | warrants | ||||||||||
outstanding as of | of warrants | outstanding as of | ||||||||||
December 31, 2014 | 31-Mar-15 | |||||||||||
Series B Preferred Stock | $ | 8,000 | $ | 3,000 | $ | 11,000 | ||||||
Financing | 44,000 | 12,000 | 56,000 | |||||||||
$ | 52,000 | $ | 15,000 | $ | 67,000 | |||||||
Assumptions Used in Computing Fair Value of Derivative 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 or exercise during the three months ended March 31, 2015 and 2014, and at March 31, 2015 and December 31, 2014. | |||||||||||
Issued with Debt Guarantee | Exercised During the Three Months Ended March 31, 2014 | |||||||||||
Exercise Price | $ | 10 | ||||||||||
Expected life (years) | 0.6 | |||||||||||
Expected volatility | 49.01 | % | ||||||||||
Risk-free interest rate | 0.08 | % | ||||||||||
Expected dividend yield | — | % | ||||||||||
Issued with Series B Preferred Shares | As of March 31, 2015 | As of December 31, 2014 | Exercised During the Three Months Ended March 31, 2014 | |||||||||
Exercise Price | $ | 10 | $ | 10 | $ | 10 | ||||||
Expected life (years) | 0.63 | 0.88 | 1.72 | |||||||||
Expected volatility | 49.12 | % | 49.95 | % | 46.6 | % | ||||||
Risk-free interest rate | 0.14 | % | 0.25 | % | 0.33 | % | ||||||
Expected dividend yield | — | % | — | % | — | % | ||||||
Issued for Consulting | As of March 31, 2015 | As of December 31, 2014 | ||||||||||
Exercise Price | $ | 10 | $ | 10 | ||||||||
Expected life (years) | 0.9 | 1.14 | ||||||||||
Expected volatility | 46.92 | % | 49.25 | % | ||||||||
Risk-free interest rate | 0.26 | % | 0.25 | % | ||||||||
Expected dividend yield | — | % | — | % | ||||||||
Issued with Financing | As of March 31, 2015 | As of December 31, 2014 | ||||||||||
Exercise Price | $ | 10 | $ | 10 | ||||||||
Expected life (years) | 0.98 | 1.23 | ||||||||||
Expected volatility | 46.69 | % | 50.23 | % | ||||||||
Risk-free interest rate | 0.26 | % | 0.25 | % | ||||||||
Expected dividend yield | — | % | — | % |
Fair_Value_Measurements_Tables
Fair Value Measurements (Tables) | 3 Months Ended | |||||||||||||||
Mar. 31, 2015 | ||||||||||||||||
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: | |||||||||||||||
31-Mar-15 | ||||||||||||||||
Total | Quoted Prices in | Significant Other | Significant | |||||||||||||
Active Markets for | Observable | Unobservable | ||||||||||||||
Identical Assets | Inputs | Inputs | ||||||||||||||
(Level 1) | (Level 2) | (Level 3) | ||||||||||||||
Warrant liability | $ | 67,000 | $ | — | $ | — | $ | 67,000 | ||||||||
Gentris contingent consideration | 131,400 | — | — | 131,400 | ||||||||||||
Note payable to VenturEast | 625,301 | — | — | 625,301 | ||||||||||||
$ | 823,701 | $ | — | $ | — | $ | 823,701 | |||||||||
31-Dec-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 | $ | 52,000 | $ | — | $ | — | $ | 52,000 | ||||||||
Gentris contingent consideration | 293,400 | — | — | 293,400 | ||||||||||||
Note payable to VenturEast | 534,828 | — | — | 534,828 | ||||||||||||
$ | 880,228 | $ | — | $ | — | $ | 880,228 | |||||||||
Schedule of Fair Value Notes Payable and Contingent Consideration of Business Acquisitions | The following table summarizes the activity of the notes payable to VenturEast and Gentris consideration which were measured at fair value using Level 3 inputs: | |||||||||||||||
Note Payable | Gentris Contingent | |||||||||||||||
to VenturEast | Consideration | |||||||||||||||
Fair value at December 31, 2014 | $ | 534,828 | $ | 293,400 | ||||||||||||
Change in fair value | 90,473 | (162,000 | ) | |||||||||||||
Fair value at March 31, 2015 | $ | 625,301 | $ | 131,400 | ||||||||||||
Organization_Description_of_Bu2
Organization, Description of Business, Basis of Presentation and Acquistion - Additional Information (Detail) (USD $) | 3 Months Ended | 0 Months Ended | |
Mar. 31, 2015 | Jul. 16, 2014 | Aug. 18, 2014 | |
Acquisition [Abstract] | |||
Pro forma revenue of acquirees since acquisition date | $2,166,665 | ||
Pro forma earnings (loss) of acquirees since acquisition date | -185,502 | ||
Gentris [Member] | |||
Business Acquisition [Line Items] | |||
Consideration transferred | 4,800,000 | ||
BioServe [Member] | |||
Business Acquisition [Line Items] | |||
Consideration transferred | 1,100,000 | ||
Goodwill impairment loss | 0 | ||
Adjustment to goodwill | 193,000 | ||
Adjustment to fixed assets | -136,000 | ||
Adjustment to other assets | -38,000 | ||
Adjustment to other current assets | ($19,000) |
Organization_Description_of_Bu3
Organization, Description of Business, Basis of Presentation and Acquistion- BioServe Asset & Liabilities Assumed (Details) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 | Aug. 18, 2014 |
Business Acquisition [Line Items] | |||
Goodwill | $3,187,495 | $3,187,495 | |
BioServe [Member] | |||
Business Acquisition [Line Items] | |||
Accounts receivable | 151,002 | ||
Other current assets | 102,064 | ||
Fixed assets | 488,481 | ||
Other assets | 378,440 | ||
Goodwill | 734,925 | ||
Current liabilities | -758,614 | ||
Other liabilities | -22,049 | ||
Total Purchase Price | $1,074,249 |
Organization_Description_of_Bu4
Organization, Description of Business, Basis of Presentation and Acquistion- Pro Forma (Details) (USD $) | 3 Months Ended |
Mar. 31, 2014 | |
Pro Forma Financial Information | |
Revenue | $2,272,584 |
Net loss | ($2,720,296) |
Basic and diluted net loss per share (usd per share) | ($0.29) |
Revenue_and_Accounts_Receivabl2
Revenue and Accounts Receivable - Schedule of Revenue by Service Type (Detail) (USD $) | 3 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
Health Care Organization, Receivable and Revenue Disclosures [Line Items] | ||
Revenue | $4,370,327 | $1,430,375 |
Biopharma Services [Member] | ||
Health Care Organization, Receivable and Revenue Disclosures [Line Items] | ||
Revenue | 3,331,090 | 491,250 |
Clinical Services [Member] | ||
Health Care Organization, Receivable and Revenue Disclosures [Line Items] | ||
Revenue | 873,041 | 939,125 |
Discovery Services [Member] | ||
Health Care Organization, Receivable and Revenue Disclosures [Line Items] | ||
Revenue | $166,196 | $0 |
Revenue_and_Accounts_Receivabl3
Revenue and Accounts Receivable - Schedule of Accounts Receivable by Service Type (Detail) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Allowance for doubtful accounts | ($472,571) | ($251,176) |
Accounts receivable, net | 4,824,394 | 5,028,620 |
Biopharma Services [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts receivable, gross | 3,389,388 | 3,203,335 |
Clinical Services [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts receivable, gross | 1,763,461 | 1,925,176 |
Discovery Services [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts receivable, gross | $144,116 | $151,285 |
Revenue_and_Accounts_Receivabl4
Revenue and Accounts Receivable - Allowance for Doubtful Accounts (Details) (USD $) | 3 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
Allowance for Doubtful Accounts Receivable [Roll Forward] | ||
Balance, December 31, 2014 | $251,176 | |
Bad debt expense | 221,395 | 0 |
Balance, March 31, 2015 | $472,571 |
Revenue_and_Accounts_Receivabl5
Revenue and Accounts Receivable - Schedule of Product Information (Details) (Payor [Member], Sales Revenue, Net [Member]) | 3 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
Product Information [Line Items] | ||
Percentage of revenue | 20.00% | 66.00% |
Medicare [Member] | ||
Product Information [Line Items] | ||
Percentage of revenue | 6.00% | 18.00% |
Other insurers [Member] | ||
Product Information [Line Items] | ||
Percentage of revenue | 7.00% | 20.00% |
Other healthcare facilities [Member] | ||
Product Information [Line Items] | ||
Percentage of revenue | 7.00% | 28.00% |
Revenue_and_Accounts_Receivabl6
Revenue and Accounts Receivable - Additional Information (Detail) | 3 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
site | site | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Sites accounted for approximately 10% or more of our revenue | 2 | 1 |
Payor [Member] | Testing Volume [Member] | Clinical Testing [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Percentage of benchmark | 72.00% | 63.00% |
Payor [Member] | Testing Volume [Member] | Community Hospitals [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Percentage of benchmark | 24.00% | 32.00% |
Payor [Member] | Sales [Member] | 10% or More Clinical Revenue [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Percentage of benchmark | 51.00% | 33.00% |
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 | 29.00% | |
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 | 22.00% |
Earnings_Per_Share_Summary_of_
Earnings Per Share - Summary of Potentially Dilutive Adjustments to Weighted Average Number of Common Shares Excluded from Calculation (Detail) | 3 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Securities excluded from calculation (in shares) | 3,146,120 | 2,634,291 |
Common Stock Purchase Warrants [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Securities excluded from calculation (in shares) | 1,136,078 | 1,781,199 |
Stock Options [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Securities excluded from calculation (in shares) | 1,888,375 | 848,092 |
Restricted Stock [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Securities excluded from calculation (in shares) | 121,667 | 5,000 |
Sale_of_Net_Operating_Loss_Add
Sale of Net Operating Loss - Additional Information (Detail) (State and Local Jurisdiction [Member], USD $) | 1 Months Ended |
Jan. 31, 2014 | |
State and Local Jurisdiction [Member] | |
Tax Credit Carryforward [Line Items] | |
NOL carryforwards sold | $22,301,643 |
Proceeds from sale of NOL carryforwards | $1,813,941 |
Equity_Incentive_Plans_Additio
Equity Incentive Plans - Additional Information (Detail) (USD $) | 3 Months Ended | 12 Months Ended | 1 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | Dec. 31, 2014 | 31-May-14 | |
stock_plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of equity incentive plans | 2 | |||
Options granted maximum exercisable period | 10 years | |||
Stock appreciation rights | 0 | |||
Restricted stock awarded | 237,500 | |||
Fair value of common stock | $7.81 | $6.68 | ||
Proceeds from option exercises | $0 | $2,020 | $79,018 | |
Plan exercise price (usd per share) | $10 | |||
Intrinsic value | 120,510 | |||
Option Holder [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Exercises in period | 0 | 12,000 | ||
Forfeitures in period | 11,429 | |||
Net shares issued | 571 | |||
Non-Employees [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Unrecognized compensation cost related to non-vested stock options granted | 700,164 | |||
Unrecognized compensation cost related to non-vested stock options granted expect to recognize, period (in years) | 2 years 9 months 4 days | |||
Employees [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Unrecognized compensation cost related to non-vested stock options granted | 5,899,360 | |||
Unrecognized compensation cost related to non-vested stock options granted expect to recognize, period (in years) | 3 years 7 months 17 days | |||
Director [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Issuance of shares under stock options issued | 200,000 | |||
Exercise price of options exchanged | $15.89 | |||
2011 Equity Incentive Plan [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Shares available for future awards | 323,267 | |||
Number of shares authorized | 650,000 | |||
2008 Stock Option Plan [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Shares available for future awards | 92,911 | |||
Restricted Stock [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Unrecognized compensation cost related to non-vested stock options granted expect to recognize, period (in years) | 2 years 10 months 17 days | |||
Unrecognized compensation cost | 831,472 | |||
Restricted Stock [Member] | Non-Employees [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Unrecognized compensation cost related to non-vested stock options granted expect to recognize, period (in years) | 6 months 10 days | |||
Unrecognized compensation cost | $10,324 |
Equity_Incentive_Plans_Summary
Equity Incentive Plans - Summary of Employee and Nonemployee Stock Option Activity (Detail) (USD $) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2015 | Dec. 31, 2014 | |
Options Outstanding, Number of Shares Outstanding | ||
Outstanding, beginning balance | 1,839,458 | |
Granted | 97,000 | |
Cancelled or expired | -48,083 | |
Outstanding, ending balance | 1,888,375 | 1,839,458 |
Exercisable | 739,928 | |
Options Outstanding, Weighted-Average Exercise Price | ||
Outstanding, beginning balance | $10.58 | |
Granted | $9.18 | |
Cancelled or expired | $10.74 | |
Outstanding, ending balance | $10.50 | $10.58 |
Exercisable | $9.57 | |
Weighted-Average Remaining Contractual Term (in years) | ||
Outstanding | 8 years 3 months 18 days | 8 years 5 months 27 days |
Exercisable | 6 years 9 months 15 days | |
Aggregate Intrinsic Value | ||
Outstanding, beginning balance | $618,250 | |
Outstanding, ending balance | 1,325,605 | 618,250 |
Exercisable | $806,090 |
Equity_Incentive_Plans_Weighte
Equity Incentive Plans - Weighted-Average Assumptions Used to Estimate Fair Value of Options Granted (Detail) (USD $) | 3 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
Non-Employees [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Volatility | 70.50% | 72.66% |
Risk free interest rate | 1.88% | 2.73% |
Dividend yield | 0.00% | 0.00% |
Term (years) | 9 years 1 month 2 days | 9 years 6 months 11 days |
Stock Options [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Volatility | 68.98% | |
Risk free interest rate | 1.70% | |
Dividend yield | 0.00% | |
Term (years) | 6 years 3 months 22 days | |
Weighted-average fair value of options granted during the period | 5.83 |
Equity_Incentive_Plans_Equity_
Equity Incentive Plans Equity Incentive Plans - Restricted Stock Award Activity (Details) (Restricted Stock [Member], USD $) | 3 Months Ended |
Mar. 31, 2015 | |
Restricted Stock [Member] | |
Number of Shares (in shares): | |
Non-vested at January 1, 2015 | 132,500 |
Granted | 10,000 |
Vested | -20,833 |
Non-vested at March 31, 2015 | 121,667 |
Weighted-Average Grant Date Fair Value (in dollars per share): | |
Non-vested at January 1, 2015 (in dollars per share) | $8.14 |
Granted (in dollars per share) | $8.42 |
Vested (in dollars per share) | $10.40 |
Non-vested at March 31, 2015 (in dollars per share) | $7.80 |
Equity_Incentive_Plans_Effects
Equity Incentive Plans - Effects of Stock-Based Compensation Related to Stock Option Awards (Detail) (USD $) | 3 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | ||
Total stock-based compensation | $696,353 | $530,122 |
Cost of Revenues [Member] | ||
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | ||
Total stock-based compensation | 49,186 | 20,412 |
Research and Development [Member] | ||
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | ||
Total stock-based compensation | 95,073 | 14,102 |
General and Administrative [Member] | ||
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | ||
Total stock-based compensation | 520,737 | 468,855 |
Sales and Marketing [Member] | ||
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | ||
Total stock-based compensation | $31,357 | $26,753 |
Warrants_Summary_of_Warrant_Ac
Warrants - Summary of Warrant Activity (Detail) (USD $) | 3 Months Ended |
Mar. 31, 2015 | |
Class of Warrant or Right [Line Items] | |
Warrants, Exercise Price (usd per share) | $13.47 |
Class of Warrants Outstanding [Roll Forward] | |
Warrants outstanding, beginning balance (in shares) | 1,136,078 |
Warrants exercised (in shares) | 0 |
Warrants outstanding, ending balance (in shares) | 1,136,078 |
Warrant Issued With [Member] | Warrants Other Warrants [Member] | |
Class of Warrant or Right [Line Items] | |
Warrants, Exercise Price (usd per share) | $13.72 |
Class of Warrants Outstanding [Roll Forward] | |
Warrants outstanding, beginning balance (in shares) | 1,060,863 |
Warrants exercised (in shares) | 0 |
Warrants outstanding, ending balance (in shares) | 1,060,863 |
Warrant Issued For [Member] | Warrant Derivative [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) | 75,215 |
Warrants exercised (in shares) | 0 |
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) | $15 |
Class of Warrants Outstanding [Roll Forward] | |
Warrants outstanding, beginning balance (in shares) | 352,312 |
Warrants exercised (in shares) | 0 |
Warrants outstanding, ending balance (in shares) | 352,312 |
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 |
Class of Warrants Outstanding [Roll Forward] | |
Warrants outstanding, beginning balance (in shares) | 15,015 |
Warrants exercised (in shares) | 0 |
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 |
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 |
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 |
Fair_Value_of_Warrants_Additio
Fair Value of Warrants - Additional Information (Detail) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
Class of Warrant or Right [Line Items] | ||
Fair value of warrants issue price (usd per share) | $7.81 | $6.68 |
Minimum [Member] | ||
Class of Warrant or Right [Line Items] | ||
Fair value of stock prices in computing fair value for warrants exercised (usd per share) | $15.20 | |
Maximum [Member] | ||
Class of Warrant or Right [Line Items] | ||
Fair value of stock prices in computing fair value for warrants exercised (usd per share) | $19.86 |
Fair_Value_of_Warrants_Assumpt
Fair Value of Warrants - Assumptions Used in Computing Fair Value of Derivative Warrants (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | Dec. 31, 2014 | |
Series B Preferred Stock [Member] | |||
Class of Warrant or Right [Line Items] | |||
Exercise Price | $10 | $10 | $10 |
Expected life (years) | 7 months 17 days | 1 year 8 months 19 days | 10 months 17 days |
Expected volatility | 49.12% | 46.60% | 49.95% |
Risk-free interest rate | 0.14% | 0.33% | 0.25% |
Expected dividend yield | 0.00% | 0.00% | 0.00% |
Debt Guarantee [Member] | |||
Class of Warrant or Right [Line Items] | |||
Exercise Price | $10 | ||
Expected life (years) | 7 months 6 days | ||
Expected volatility | 49.01% | ||
Risk-free interest rate | 0.08% | ||
Expected dividend yield | 0.00% | ||
Consulting [Member] | |||
Class of Warrant or Right [Line Items] | |||
Exercise Price | $10 | $10 | |
Expected life (years) | 10 months 24 days | 1 year 1 month 21 days | |
Expected volatility | 46.92% | 49.25% | |
Risk-free interest rate | 0.26% | 0.25% | |
Expected dividend yield | 0.00% | 0.00% | |
Financing [Member] | |||
Class of Warrant or Right [Line Items] | |||
Exercise Price | $10 | $10 | |
Expected life (years) | 11 months 23 days | 1 year 2 months 23 days | |
Expected volatility | 46.69% | 50.23% | |
Risk-free interest rate | 0.26% | 0.25% | |
Expected dividend yield | 0.00% | 0.00% |
Fair_Value_of_Warrants_Summary
Fair Value of Warrants - Summary of Derivative Warrant Activity (Detail) (USD $) | 3 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
Class of Warrants Outstanding [Roll Forward] | ||
Fair value of warrants outstanding as of December 31, 2014 | $52,000 | |
Change in fair value of warrant liability | 15,000 | 44,000 |
Fair value of warrants outstanding as of March 31, 2015 | 67,000 | |
Financing [Member] | ||
Class of Warrants Outstanding [Roll Forward] | ||
Fair value of warrants outstanding as of December 31, 2014 | 44,000 | |
Change in fair value of warrant liability | 12,000 | |
Fair value of warrants outstanding as of March 31, 2015 | 56,000 | |
Series B Preferred Stock [Member] | ||
Class of Warrants Outstanding [Roll Forward] | ||
Fair value of warrants outstanding as of December 31, 2014 | 8,000 | |
Change in fair value of warrant liability | 3,000 | |
Fair value of warrants outstanding as of March 31, 2015 | $11,000 |
Fair_Value_Measurements_Summar
Fair Value Measurements - Summary of Financial Liabilities Measured at Fair Value on Recurring Basis (Detail) (Fair value measurements, recurring [Member], USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Line of credit | $67,000 | $52,000 |
Total liabilities fair value | 823,701 | 880,228 |
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Line of credit | 0 | 0 |
Total liabilities fair value | 0 | 0 |
Significant Other Observable Inputs (Level 2) [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Line of credit | 0 | 0 |
Total liabilities fair value | 0 | 0 |
Fair Value, Inputs, Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Line of credit | 67,000 | 52,000 |
Total liabilities fair value | 823,701 | 880,228 |
Gentris [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Contingent consideration | 131,400 | 293,400 |
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] | ||
Contingent consideration | 0 | 0 |
Gentris [Member] | Significant Other Observable Inputs (Level 2) [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Contingent consideration | 0 | 0 |
Gentris [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Contingent consideration | 131,400 | 293,400 |
BioServe [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Note payable to VenturEast | 625,301 | 534,828 |
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] | ||
Note payable to VenturEast | 0 | 0 |
BioServe [Member] | Significant Other Observable Inputs (Level 2) [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Note payable to VenturEast | 0 | 0 |
BioServe [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Note payable to VenturEast | $625,301 | $534,828 |
Fair_Value_Measurements_Fair_V
Fair Value Measurements Fair Value Measurements - Additional Information (Details) (USD $) | 3 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Change in fair value of acquisition note payable | ($89,914) | $0 |
Gentris [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Change in fair value of acquisition note payable | 162,000 | 0 |
BioServe [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Change in fair value of acquisition note payable | -89,914 | 0 |
VenturEast [Member] | BioServe [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Change in fair value of acquisition note payable | ($90,000) | |
Number of shares associated with notes payable | 84,278 |
Fair_Value_Measurements_Fair_V1
Fair Value Measurements Fair Value Measurements - Summary of Fair Value of Notes Payable (Details) (Contingent Consideration Liability [Member], Fair Value, Inputs, Level 3 [Member], Fair value measurements, recurring [Member], USD $) | 3 Months Ended |
Mar. 31, 2015 | |
BioServe [Member] | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |
Beginning balance | $534,828 |
Change in fair value | 90,473 |
Ending balance | 625,301 |
Gentris [Member] | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |
Beginning balance | 293,400 |
Change in fair value | -162,000 |
Ending balance | $131,400 |
Joint_Venture_Agreement_Additi
Joint Venture Agreement - Additional Information (Detail) (USD $) | 1 Months Ended | 3 Months Ended | ||||
Oct. 31, 2013 | Mar. 31, 2015 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2015 | Dec. 31, 2014 | |
Schedule of Equity Method Investments [Line Items] | ||||||
Common stock, shares issued (in shares) | 10,000 | 9,831,169 | 9,821,169 | |||
Additional expense related to shares issued | $175,000 | $231,000 | ||||
Joint venture net loss | 207,458 | 11,755 | ||||
Joint Venture Agreement [Member] | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Percentage of outstanding membership interests in joint venture | 50.00% | |||||
Investment in JV | 1,000,000 | 1,000,000 | ||||
Fair value of capital contribution in joint venture | 6,000,000 | |||||
Joint Venture Agreement [Member] | Maximum [Member] | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Investment in JV | 4,000,000 | |||||
Joint Venture Agreement [Member] | Scenario, Forecast [Member] | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Investment in JV | 1,000,000 | |||||
Research and Development [Member] | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Joint venture net loss | 207,000 | 12,000 | ||||
Equity Method Investee [Member] | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Due from Related Parties, Current | $0 | 10,000 |
Related_Party_Transactions_Add
Related Party Transactions - Additional Information (Detail) (USD $) | 0 Months Ended | 3 Months Ended | 0 Months Ended | 1 Months Ended | ||||
Sep. 15, 2010 | Mar. 31, 2015 | Mar. 31, 2014 | Jan. 06, 2014 | Apr. 01, 2014 | Aug. 31, 2010 | Dec. 31, 2014 | Oct. 31, 2013 | |
extension | ||||||||
Related Party Transaction [Line Items] | ||||||||
Number of revolving line of credit extensions facility | 8 | |||||||
Warrants exercised (in shares) | 0 | |||||||
Convertible shares issued to common stock | 9,831,169 | 9,821,169 | 10,000 | |||||
Shares granted | 97,000 | |||||||
Consulting agreement period | 3 years | |||||||
Financial Guarantee [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Common stock purchased | 284,000 | |||||||
Warrants exercised (in shares) | 440,113 | |||||||
John Pappajohn [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Common stock purchased | 202,630 | |||||||
Warrants adjusted in conjunction with IPO | 436,079 | |||||||
Warrants outstanding per share | 15 | |||||||
Additional amount of loan received | 6,750,000 | |||||||
John Pappajohn [Member] | Financial Guarantee [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Common stock purchased | 1,051,506 | |||||||
Warrants adjusted in conjunction with IPO | 352,312 | |||||||
Warrants outstanding per share | 15 | |||||||
John Pappajohn [Member] | IPO [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Convertible shares issued to common stock | 675,000 | |||||||
Conversion price of notes | 10 | |||||||
Chairman of the Board [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Compensation for serving as chairman of the board | 100,000 | |||||||
Chairman of the Board [Member] | 2011 Equity Plan [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Shares granted | 100,000 | |||||||
Equity Dynamics, Inc. [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Agreement with related party, fee | 10,000 | 10,000 | ||||||
Due to related party | 0 | |||||||
Agreement with related party, consulting fee | 30,000 | |||||||
Dr. Chaganti [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Consulting and advisory services fee | 5,000 | |||||||
Agreement with related party, consulting fee | 15,000 | 15,000 | ||||||
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 | |||||||
Dr. Chaganti [Member] | 2011 Equity Plan [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Shares granted | 200,000 | |||||||
Common stock, shares purchased price per share | 15.89 | |||||||
Award vesting period | 4 years | |||||||
Compensation for Serving as Chairman of Board [Member] | Chairman of the Board [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Options granted period | 10 years | |||||||
Number of installments | 2 | |||||||
Consulting and Advisory Agreement [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Non-cash stock-based compensation expense | 62,500 | 0 | ||||||
Restricted Stock [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Granted | 10,000 | |||||||
Restricted Stock [Member] | Chairman of the Board [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Granted | 25,000 |
Subsequent_Event_Additional_In
Subsequent Event - Additional Information (Detail) (Subsequent Event [Member], USD $) | 0 Months Ended |
7-May-15 | |
Subsequent Event [Line Items] | |
Periodic principal payment | $167,000 |
Line of Credit [Member] | |
Subsequent Event [Line Items] | |
Credit facility, maximum borrowing capacity | 4,000,000 |
Line of Credit [Member] | Prime Rate [Member] | |
Subsequent Event [Line Items] | |
Basis spread on variable rate | 1.50% |
Secured Debt [Member] | |
Subsequent Event [Line Items] | |
Term note, face amount | 6,000,000 |
Stated interest rate, minimum | 5.25% |
Deferred interest due upon maturity | $180,000 |
Secured Debt [Member] | Prime Rate [Member] | |
Subsequent Event [Line Items] | |
Basis spread on variable rate | 2.00% |