Document_And_Entity_Informatio
Document And Entity Information | 6 Months Ended | |
Jun. 30, 2014 | Aug. 12, 2014 | |
Document and Entity Information [Abstract] | ' | ' |
Entity Registrant Name | 'WaferGen Bio-systems, Inc. | ' |
Document Type | '10-Q | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Entity Common Stock, Shares Outstanding | ' | 937,719 |
Amendment Flag | 'false | ' |
Entity Central Index Key | '0001368993 | ' |
Entity Current Reporting Status | 'Yes | ' |
Entity Voluntary Filers | 'No | ' |
Entity Filer Category | 'Smaller Reporting Company | ' |
Entity Well-known Seasoned Issuer | 'No | ' |
Document Period End Date | 30-Jun-14 | ' |
Document Fiscal Year Focus | '2014 | ' |
Document Fiscal Period Focus | 'Q2 | ' |
Condensed_Consolidated_Balance
Condensed Consolidated Balance Sheets (USD $) | Jun. 30, 2014 | Dec. 31, 2013 |
Current assets: | ' | ' |
Cash and cash equivalents | $3,521,549 | $10,708,646 |
Accounts receivable | 1,622,301 | 367,266 |
Inventories | 839,808 | 292,650 |
Prepaid expenses and other current assets | 417,033 | 350,540 |
Total current assets | 6,400,691 | 11,719,102 |
Property and equipment, net | 368,488 | 269,618 |
Goodwill | 990,000 | ' |
Intangible assets, net | 1,611,000 | ' |
Other assets | 42,209 | 42,209 |
Total assets | 9,412,388 | 12,030,929 |
Current liabilities: | ' | ' |
Accounts payable | 1,798,746 | 980,887 |
Accrued payroll and related costs | 467,527 | 289,053 |
Other current liabilities | 903,392 | 1,143,335 |
Total current liabilities | 3,169,665 | 2,413,275 |
Long-term debt, net of discount | 2,996,424 | 1,683,942 |
Derivative liabilities | 952,172 | 9,147,507 |
Other liabilities | 576,276 | ' |
Total liabilities | 7,694,537 | 13,244,724 |
Commitments and contingencies (Note 14) | ' | ' |
Stockholders’ equity (deficit): | ' | ' |
Preferred Stock: $0.001 par value; 10,000,000 shares authorized; 2,870.2887 and 2,944.7080 shares of Series 1 Convertible Preferred Stock issued and outstanding at June 30, 2014 and December 31, 2013 | 13,252,070 | 13,595,662 |
Common Stock: $0.001 par value; 300,000,000 shares authorized; 937,719 and 911,256 shares issued and outstanding at June 30, 2014 and December 31, 2013 | 73,952,977 | 66,028,712 |
Accumulated deficit | -85,487,196 | -80,838,169 |
Total stockholders’ equity (deficit) | 1,717,851 | -1,213,795 |
Total liabilities and stockholders’ equity (deficit) | $9,412,388 | $12,030,929 |
Condensed_Consolidated_Balance1
Condensed Consolidated Balance Sheets (Parentheticals) (USD $) | Jun. 30, 2014 | Dec. 31, 2013 |
Preferred Stock par value (in Dollars per share) (in Dollars per share) | $0.00 | $0.00 |
Preferred Stock: shares authorized | 10,000,000 | 10,000,000 |
Preferred Stock,shares issued | 2,870.29 | 2,944.71 |
Preferred Stock,shares outstanding | 2,870.29 | 2,944.71 |
Common Stock par value (in Dollars per share) (in Dollars per share) | $0.00 | $0.00 |
Common Stock:shares authorized | 300,000,000 | 300,000,000 |
Common Stock,shares issued | 937,719 | 911,256 |
Common Stock,shares outstanding | 937,719 | 911,256 |
Condensed_Consolidated_Stateme
Condensed Consolidated Statements of Operations and Comprehensive Loss (USD $) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | |
Revenue: | ' | ' | ' | ' |
Product | $1,608,908 | $121,248 | $2,889,421 | $216,402 |
License and royalty | 125,000 | 125,000 | 250,000 | 208,333 |
Total revenue | 1,733,908 | 246,248 | 3,139,421 | 424,735 |
Cost of product revenue | 758,408 | 76,780 | 1,364,981 | 142,368 |
Gross profit | 975,500 | 169,468 | 1,774,440 | 282,367 |
Operating expenses: | ' | ' | ' | ' |
Sales and marketing | 1,364,200 | 609,296 | 2,636,989 | 951,927 |
Research and development | 1,472,886 | 1,263,267 | 2,839,883 | 2,665,347 |
General and administrative | 1,289,508 | 564,770 | 2,101,043 | 1,225,418 |
Total operating expenses | 4,126,594 | 2,437,333 | 7,577,915 | 4,842,692 |
Operating loss | -3,151,094 | -2,267,865 | -5,803,475 | -4,560,325 |
Other income and (expenses): | ' | ' | ' | ' |
Interest income | 19 | 892 | 27 | 2,087 |
Interest expense | -109,155 | -1,092,091 | -212,482 | -1,972,629 |
Gain (loss) on revaluation of derivative liabilities, net | 1,158,240 | 115,237 | 1,374,196 | -478,480 |
Miscellaneous income (expense) | -1,422 | 79,621 | -4,193 | 67,343 |
Total other income and (expenses) | 1,047,682 | -896,341 | 1,157,548 | -2,381,679 |
Net loss before provision for income taxes | -2,103,412 | -3,164,206 | -4,645,927 | -6,942,004 |
Provision for income taxes | ' | -1,051 | 3,100 | 2,661 |
Net loss | -2,103,412 | -3,163,155 | -4,649,027 | -6,944,665 |
Accretion on Series A and B convertible preference shares of subsidiary associated with premium | ' | -2,489,899 | ' | -2,489,899 |
Series A-1 preferred dividend | ' | -209,268 | ' | -415,952 |
Net loss attributable to common stockholders | -2,103,412 | -5,862,322 | -4,649,027 | -9,850,516 |
Net loss per share – basic and diluted (in Dollars per share) | ($2.28) | ($139.79) | ($5.07) | ($234.89) |
Shares used to compute net loss per share – basic and diluted (in Shares) | 921,762 | 41,937 | 916,588 | 41,937 |
Comprehensive Loss: | ' | ' | ' | ' |
Net loss | -2,103,412 | -3,163,155 | -4,649,027 | -6,944,665 |
Foreign currency translation adjustments | ' | -85,571 | ' | -98,050 |
Total comprehensive loss | ($2,103,412) | ($3,248,726) | ($4,649,027) | ($7,042,715) |
Condensed_Consolidated_Stateme1
Condensed Consolidated Statements of Cash Flows (Unaudited) (USD $) | 6 Months Ended | |
Jun. 30, 2014 | Jun. 30, 2013 | |
Cash flows from operating activities: | ' | ' |
Net loss | ($4,649,027) | ($6,944,665) |
Adjustments to reconcile net loss to net cash used in operating activities: | ' | ' |
Depreciation and amortization | 435,952 | 409,777 |
Stock-based compensation | 759,534 | 182,785 |
(Gain) loss on revaluation of derivative liabilities, net | -1,374,196 | 478,480 |
Interest converted to principal on convertible promissory notes | 48,611 | 416,009 |
Provision for excess and obsolete inventory | -645,886 | 15,717 |
Amortization of debt discount | 163,871 | 1,462,145 |
Change in operating assets and liabilities: | ' | ' |
Accounts receivable | -1,255,035 | 273,182 |
Inventories | 659,934 | -37,275 |
Prepaid expenses and other assets | -66,493 | -43,629 |
Accounts payable | 817,859 | 161,707 |
Accrued payroll and related costs | 114,474 | 54,095 |
Other accrued expenses | -73,667 | 409,922 |
Net cash used in operating activities | -5,064,069 | -3,161,750 |
Cash flows from investing activities: | ' | ' |
Purchase of property and equipment | -123,028 | -34,347 |
Acquisition of business | -2,000,000 | ' |
Net cash used in investing activities | -2,123,028 | -34,347 |
Effect of exchange rates on cash | ' | -96,658 |
Net decrease in cash and cash equivalents | -7,187,097 | -3,292,755 |
Cash and cash equivalents at beginning of the period | 10,708,646 | 6,328,753 |
Cash and cash equivalents at end of the period | 3,521,549 | 3,035,998 |
Supplemental disclosures of cash flow information: | ' | ' |
Cash paid for interest | ' | 4,341 |
Cash paid for income taxes | 3,100 | 18,582 |
Cash (received) for income taxes | ' | 1,051 |
Supplemental disclosure of non-cash investing and financing activities: | ' | ' |
Issuance of promissory note, net of debt discount, in business acquisition | 1,100,000 | ' |
Initial valuation of revenue earn-out contingency in business acquisition | 410,000 | ' |
Warrant derivative liabilities transferred to equity on waiver of potential cash settlement provisions | 6,821,139 | ' |
Inventory transferred to property and equipment | $44,794 | ' |
The_Company
The Company | 6 Months Ended |
Jun. 30, 2014 | |
Disclosure Text Block [Abstract] | ' |
Nature of Operations [Text Block] | ' |
NOTE 1. The Company | |
General – WaferGen Bio-systems, Inc. and its subsidiaries (the “Company”) are engaged in the development, manufacture and sales of systems for gene expression quantification, genotyping and stem cell research. The Company’s products are aimed at researchers who perform genetic analysis, primarily at pharmaceutical and biotech companies, academic and private research centers and diagnostics companies involved in biomarker discovery and genetic research. Through its SmartChip and Apollo product lines, the Company plans to provide new performance standards with significant savings in time and cost for professionals in the field of gene expression research and to facilitate biomarker discovery, toxicology, and clinical research. | |
Wafergen, Inc. was incorporated in the State of Delaware on October 22, 2002, and was acquired by WaferGen Bio-systems, Inc. in a reverse merger on May 31, 2007. | |
On January 24, 2008, the Company formed a subsidiary, WaferGen Biosystems (M) Sdn. Bhd. (“WGBM”), in Malaysia. Prior to WGBM’s liquidation on November 26, 2013, the Company owned 100% of the common stock and 17.2% (comprising shares that had been assumed by the Company) of the preference shares of this entity, with the remaining preference shares owned by Malaysian Technology Development Corporation Sdn. Bhd. (“MTDC”). See Notes 6 and 7 below. | |
On August 30, 2011, the Company formed a new wholly owned subsidiary in Luxembourg, WaferGen Biosystems Europe S.a.r.l., to establish a presence for its marketing and research activities in Europe. | |
On August 27, 2013, the Company effected a reverse stock split of its common stock by a ratio of one-for-99.39 (the “2013 Reverse Split”). Every 99.39 outstanding shares of common stock became one share of common stock. No fractional shares were issued in connection with the 2013 Reverse Split. Stockholders who were otherwise entitled to receive a fractional share of common stock received one whole share of common stock. The 2013 Reverse Split did not change the number of shares of common or preferred stock that the Company is authorized to issue, or the par value of the Company’s common or preferred stock. | |
On June 30, 2014, the Company effected a reverse stock split of its common stock by a ratio of one-for-ten (the “2014 Reverse Split”). Every ten outstanding shares of common stock became one share of common stock. No fractional shares were issued in connection with the 2014 Reverse Split. Stockholders who were otherwise entitled to receive a fractional share of common stock received one whole share of common stock. The 2014 Reverse Split did not change the number of shares of common or preferred stock that the Company is authorized to issue, or the par value of the Company’s common or preferred stock. | |
The 2013 Reverse Split and the 2014 Reverse Split resulted in a proportionate adjustment to the per share exercise price and the number of shares of common stock issuable upon the exercise of outstanding warrants and stock options, as well as the number of shares of common stock eligible for issuance under the 2008 Stock Incentive Plan. All of the information in these financial statements has been presented to reflect the combined impact of the one-for-99.39 2013 Reverse Split and the one-for-ten 2014 Reverse Split on a retroactive basis. | |
On January 6, 2014, the Company acquired substantially all of the assets of the product line of IntegenX Inc. (“IntegenX”) used in connection with developing, manufacturing, marketing and selling instruments and reagents relating to library preparation for next generation sequencing (“NGS”), including the Apollo 324TM instrument and the PrepXTM reagents (the “Apollo Business”). See Note 3 below. | |
Management’s Plan. – The Company has incurred operating losses and negative cash flows from operations since its inception. Management expects that revenues will increase as a result of current and future product releases. However, the Company also expects to incur additional expenses for the development and expansion of its products, marketing campaigns, and operating costs as it expands its operations. Therefore, the Company expects operating losses and negative cash flows to continue for the foreseeable future. It is management’s plan to obtain additional working capital through additional financings. The Company believes that it will be successful in expanding operations, gaining market share, and raising additional funds. However, there can be no assurance that in the event the Company requires additional financing, such financing will be available at terms which are favorable, or at all. Failure to generate sufficient cash flows from operations or raise additional capital could have a material adverse effect on the Company’s ability to achieve its intended business objectives. These factors raise substantial doubt about the Company’s ability to continue as a going concern. | |
Going Concern. – The Company’s condensed consolidated financial statements have been presented on a basis that contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company continues to face significant risks associated with the successful execution of its strategy given the current market environment for similar companies and failure to generate sufficient revenues or raise additional capital could have a material adverse effect on the Company’s ability to continue as a going concern and to achieve its intended business objectives. These facts raise substantial doubt about the Company’s ability to continue as a going concern, and there can be no assurance that the Company will be successful in its efforts to enhance its liquidity situation. The financial statements do not include any adjustments that might result from the outcome of this uncertainty. | |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2014 | |
Accounting Policies [Abstract] | ' |
Significant Accounting Policies [Text Block] | ' |
NOTE 2. Summary of Significant Accounting Policies | |
Basis of Presentation – The Company has prepared the accompanying condensed consolidated financial statements pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Certain information and footnote disclosures normally included in consolidated financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted pursuant to these rules and regulations. These condensed consolidated financial statements should be read in conjunction with our audited financial statements and footnotes related thereto for the year ended December 31, 2013, included in our Form 10-K filed with the SEC. In the opinion of management, the unaudited condensed consolidated financial statements include all adjustments (consisting only of normal recurring adjustments) necessary to present fairly the Company’s financial position and the results of its operations and cash flows. The results of operations for such interim periods are not necessarily indicative of the results to be expected for the full year. | |
Basis of Consolidation – The condensed consolidated financial statements include the financial statements of WaferGen Bio-systems, Inc. and its subsidiaries. All significant transactions and balances between the WaferGen Bio-systems, Inc. and its subsidiaries have been eliminated in consolidation. | |
Use of Estimates – Preparing condensed consolidated financial statements requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses. Actual results and outcomes could differ from these estimates and assumptions. | |
Foreign Currencies – Assets and liabilities of non-U.S. subsidiaries for which the local currency is the functional currency are translated into U.S. dollars at the exchange rate on the balance sheet date. Revenues and expenses are translated at the average rates of exchange prevailing during each reporting period. Translation adjustments resulting from this process are charged or credited to other comprehensive income (loss). Foreign exchange gains and losses for assets and liabilities of the Company’s non-U.S. subsidiaries for which the functional currency is the U.S. dollar are recorded in miscellaneous income (expense) in the Company’s condensed consolidated statements of operations. | |
Accounts Receivable – An allowance for doubtful accounts will be recorded based on a combination of historical experience, aging analysis, and information on specific accounts. Account balances will be written off against the allowance after all means of collection have been exhausted and the potential for recovery is considered remote. | |
Inventory – Inventory is recorded at the lower of cost (first-in, first-out) or market value. Additionally, the Company evaluates its inventory in terms of excess and obsolete exposures and records provisions as needed. | |
Goodwill and Long-lived Intangible Assets–Goodwill is tested for impairment on an annual basis in the fourth quarter and between annual tests if events occur or circumstances indicate that the carrying amount of goodwill may not be recoverable. Impairment losses, if any, are recorded in the statement of operations as “Impairment of goodwill.” | |
Long-lived intangibles are carried at cost less accumulated amortization and are subject to review for impairment when events or circumstances indicate that the carrying value may not be recoverable. Amortization is recognized over the estimated useful life of the respective asset on a straight-line basis except for customer lists, which are amortized in proportion to the present value of projected cash flows within their estimated useful lives, since this methodology more closely reflects the pattern in which economic benefits are derived. | |
Revenue Recognition – The Company recognizes revenue when (i) delivery of product has occurred or services have been rendered, (ii) there is persuasive evidence of a sale arrangement, (iii) selling prices are fixed or determinable, and (iv) collectability from the customers (individual customers and distributors) is reasonably assured. Revenue consists primarily of revenue generated from the sale of the Company’s products. Revenue is recorded when the risk and rewards of ownership are transferred to the Company’s customers (individual customers and distributors). This generally occurs when the Company’s products are shipped from its facility as title has passed. Revenue is recorded net of estimated cash discounts. The Company estimates and accrues an allowance for sales returns at the time the product is sold. To date, sales returns have not been material. | |
Revenue from multi-deliverable arrangements is recognized for each element on delivery of product or completion of service. A typical multi-deliverable arrangement would be the shipment of capital equipment to a customer, followed by the delivery of services or of expendable equipment, provided such delivery is both probable and substantially within the Company’s control. Revenue for each deliverable is allocated based on full list selling prices, although if none of the deliverables is disproportionately discounted relative to the overall discount, this allocation is approximated by using the actual selling price of each deliverable to the customer. The actual cost of revenue for each deliverable is recognized when the revenue for that deliverable is recognized. | |
Governmental Subsidies – Incentives received from governments in the form of grants are recorded as a reduction in expense in accordance with their purpose. Grants awarded for the purpose of matching specified expenditures are not recognized until a definitive agreement has been signed by both parties; thereafter income is recognized to the extent that the related expenses have been incurred. The Company recognized governmental subsidies of $108,025 and $69,494 in the three months ended June 30, 2014 and 2013, respectively, and $172,540 and $149,590 in the six months ended June 30, 2014 and 2013, respectively, which were offset against operating expenses in the statement of operations. | |
Stock-Based Compensation – The Company measures the fair value of all stock-based awards to employees, including stock options, on the grant date and records the fair value of these awards, net of estimated forfeitures, to compensation expense over the service period. The fair value of awards to consultants is measured on the dates on which performance of services is completed, with interim valuations recorded at balance sheet dates while performance is in progress. The fair value of options is estimated using the Black-Scholes valuation model, and of restricted stock is based on the Company’s closing share price on the measurement date. | |
Change in Fair Value of Derivatives – The Company recognizes (or recognized until the time of their settlement) its warrants with certain cash settlement provisions or with certain anti-dilution protection, the redemption option of the Series A convertible preference shares of its Malaysian subsidiary, and the conversion element of its convertible promissory notes and of the Series B convertible preference shares of its Malaysian subsidiary as derivative liabilities. Such liabilities are valued when the financial instruments are initially issued or the derivative first requires recognition and are also revalued at each reporting date, with the change in their respective fair values being recorded as a gain or loss on revaluation within other income and expenses in the statement of operations. The Company determines the fair value of those warrants for which no anti-dilution adjustment is projected prior to the expiration date using the Black-Scholes valuation model, and all other derivative liabilities using a Monte Carlo Simulation approach, with key input variables provided by management. | |
Warranty Reserve – The Company’s standard warranty agreement is one year from shipment of certain products. The Company accrues for anticipated warranty costs upon shipment of these products. The Company’s warranty reserve is based on management’s judgment regarding anticipated rates of warranty claims and associated repair costs, and is updated quarterly. | |
Net Income (Loss) Per Share – Basic net income (loss) per share is computed by dividing net income (loss) by the weighted average number of common shares outstanding during the period. Diluted income (loss) per share is calculated by dividing net income (loss) by the weighted average number of common shares outstanding plus common share equivalents from conversion of dilutive stock options, warrants, and restricted stock using the treasury method, and convertible securities using the as-converted method, except when antidilutive. In the event of a net loss, the effects of all potentially dilutive shares are excluded from the diluted net loss per share calculation as their inclusion would be antidilutive. | |
Recent Accounting Pronouncements | |
In April 2014, the FASB issued ASU 2014-08, “Presentation of Financial Statements (Topic 205) and Property, Plant, and Equipment (Topic 360): Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity” (“ASU 2014-08”). ASU 2014-08 clarifies the circumstances under which discontinued operations should be reported and increases the disclosure requirements. ASU 2014-08 is effective for annual periods beginning after December 15, 2014, and interim periods within those years, and will become effective for the Company on January 1, 2015. The adoption of this standard is not expected to have a material impact on the Company’s consolidated financial condition or results of operations. | |
In May 2014, the FASB issued ASU 2014-09, “Revenue from Contracts with Customers (Topic 606)” (“ASU 2014-09”). ASU 2014-09 will replace most of the existing revenue recognition guidance within U.S. GAAP. The core principle of this guidance is that an entity should recognize revenue for the transfer of goods or services to customers in an amount that it expects to be entitled to receive for those goods or services. In doing so, companies will be required to make certain judgments and estimates, including identifying contract performance obligations, estimating the amount of variable consideration to include in the transaction price and allocating the transaction price among separate performance obligations. Further, ASU 2014-09 will require companies to make additional disclosures. ASU 2014-09 is effective for annual periods beginning after December 15, 2016, and interim periods within those years, and will become effective for the Company beginning on January 1, 2017, with early adoption not permitted. ASU 2014-09 allows for two methods of adoption, a full retrospective method or a modified retrospective approach with the cumulative effect recognized at the date of initial application. The Company is in the process of determining the method of adoption and its impact on the Company’s consolidated financial condition and results of operations. | |
Acquisitions
Acquisitions | 6 Months Ended | ||||||||||||||||
Jun. 30, 2014 | |||||||||||||||||
Business Combinations [Abstract] | ' | ||||||||||||||||
Business Combination Disclosure [Text Block] | ' | ||||||||||||||||
NOTE 3. Acquisitions | |||||||||||||||||
On January 6, 2014, the Company acquired the Apollo Business (see Note 1). Since that date the results of its operations have been included in the consolidated financial statements. As a result of the acquisition, the Company can now offer a wide spectrum of products for sample preparation for NGS to laboratories performing targeted sequencing. The Company expects to achieve significant synergies, especially in its sales and marketing efforts, since the SmartChip and Apollo products and services serve the same customer base. | |||||||||||||||||
The total purchase price for the Apollo Business is summarized as follows: | |||||||||||||||||
Cash | $ | 2,000,000 | |||||||||||||||
Promissory note (see Note 6) | 1,100,000 | ||||||||||||||||
Contingent earn-out payments | 410,000 | ||||||||||||||||
Total | $ | 3,510,000 | |||||||||||||||
The contingent consideration arrangement requires the Company to pay IntegenX a percentage of revenues, on a sliding scale up to 20%, should certain revenue targets be achieved in 2014, 2015 and 2016. We estimated the fair value of the contingent consideration using a probability-weighted discounted cash flow model based on key assumptions including annual revenues ranging from $4.0 million to $9.9 million and a discount rate of 14%. This is measured as a Level 3 fair value liability. | |||||||||||||||||
In connection with the Apollo Business acquisition, the Company allocated the total purchase consideration to the net assets and liabilities acquired, including identifiable intangible assets, based on their respective fair values at the acquisition date. The following table summarizes the allocation of the purchase price to the fair value of the respective assets and liabilities acquired: | |||||||||||||||||
Inventory | $ | 606,000 | |||||||||||||||
Property and equipment | 118,000 | ||||||||||||||||
Intangible assets: | |||||||||||||||||
Customer lists and trademarks | 1,500,000 | ||||||||||||||||
Purchased technology | 360,000 | ||||||||||||||||
Goodwill (1) | 990,000 | ||||||||||||||||
Total assets | 3,574,000 | ||||||||||||||||
Liabilities – accrued vacation | (64,000 | ) | |||||||||||||||
Total purchase price | $ | 3,510,000 | |||||||||||||||
__________ | |||||||||||||||||
-1 | Goodwill, which represents the excess of the purchase price over the fair value of tangible and identified intangible assets acquired, is attributable primarily to expected synergies and the assembled workforce. All of the goodwill is expected to be deductible for income tax purposes except to the extent that it arose due to an over-estimate of contingent earn-out payments. | ||||||||||||||||
In addition, the Company incurred and expensed costs directly related to this acquisition totaling approximately $140,000, of which nil and $95,000 was incurred in the three and six months ended June 30, 2014, respectively, and are included in general and administrative expenses in the condensed consolidated statement of operations. | |||||||||||||||||
Selected amounts related to the Apollo Business included in the Company’s condensed consolidated statement of operations for the three and six months ended June 30, 2014, are as follows: | |||||||||||||||||
Period Ended June 30, | |||||||||||||||||
Three Months | Six Months | ||||||||||||||||
Revenue | $ | 582,785 | $ | 1,063,122 | |||||||||||||
Net loss | $ | -568,000 | $ | -1,253,000 | |||||||||||||
The unaudited pro forma information in the table below summarizes the combined results of operations of WaferGen Bio-systems, Inc. and subsidiaries with those of the Apollo Business as though these entities were combined as of January 1, 2013. The results of the Apollo Business for the three and six months ended June 30, 2013, are based on the actual historic quarterly allocations of the Abbreviated Financial Statements prepared for the year ended December 31, 2013, and for the three and six months ended June 30, 2014, are based on the Company’s results of operations, adjusted for estimated operating expenses in the five days prior to the acquisition. The pro forma financial information for all periods presented also includes the removal of direct acquisition-related costs, the additional charges for interest expense on acquisition-related borrowing, and the actual depreciation and amortization that would have been charged assuming the fair value adjustments to property and equipment and intangible assets had been applied as of January 1, 2013. | |||||||||||||||||
This unaudited pro forma information is summarized as follows: | |||||||||||||||||
Three Months Ended June 30, | Six Months Ended June 30, | ||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
Total revenue | $ | 1,733,908 | $ | 1,191,979 | $ | 3,139,421 | $ | 1,923,189 | |||||||||
Net loss | $ | -2,095,338 | $ | -3,442,957 | $ | -4,549,713 | $ | -7,663,415 | |||||||||
Net loss per share - basic and diluted | $ | -2.27 | $ | -146.46 | $ | -4.96 | $ | -252.03 | |||||||||
The pro forma financial information as presented above is for informational purposes only and is not indicative of the consolidated results of operations of future periods or the results of operations that would have been achieved had the acquisition had taken place on January 1, 2013. | |||||||||||||||||
Inventories
Inventories | 6 Months Ended | ||||||||
Jun. 30, 2014 | |||||||||
Inventory Disclosure [Abstract] | ' | ||||||||
Inventory Disclosure [Text Block] | ' | ||||||||
NOTE 4. Inventories | |||||||||
Inventories, net of provisions for potentially excess, obsolete or impaired goods, consisted of the following at June 30, 2014, and December 31, 2013: | |||||||||
June 30, 2014 | December 31, 2013 | ||||||||
Raw materials | $ | 77,256 | $ | 125,068 | |||||
Work in process | 68,391 | 46,974 | |||||||
Finished goods | 694,161 | 120,608 | |||||||
Inventories | $ | 839,808 | $ | 292,650 | |||||
Goodwill_and_Other_Intangible_
Goodwill and Other Intangible Assets | 6 Months Ended | ||||||||||||
Jun. 30, 2014 | |||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ' | ||||||||||||
Goodwill and Intangible Assets Disclosure [Text Block] | ' | ||||||||||||
NOTE 5. Goodwill and Other Intangible Assets | |||||||||||||
Changes in the carrying amount of goodwill in the six months ended June 30, 2014, were as follows: | |||||||||||||
Balance at January 1, 2014 | $ | — | |||||||||||
Additions (see Note 3) | 990,000 | ||||||||||||
Balance at June 30, 2014 | $ | 990,000 | |||||||||||
Other intangible assets as of June 30, 2014, consist of: | |||||||||||||
Gross | Net | ||||||||||||
Carrying | Accumulated | Intangible | |||||||||||
Amount | Amortization | Assets | |||||||||||
Purchased technology | $ | 360,000 | $ | 50,000 | $ | 310,000 | |||||||
Customer lists and trademarks | 1,500,000 | 199,000 | 1,301,000 | ||||||||||
Total as of June 30, 2014 | $ | 1,860,000 | $ | 249,000 | $ | 1,611,000 | |||||||
The estimated future amortization expenses by fiscal year are as follows: | |||||||||||||
Year ending December 31, | |||||||||||||
2014 (six months remaining) | $ | 248,900 | |||||||||||
2015 | 449,900 | ||||||||||||
2016 | 421,000 | ||||||||||||
2017 | 313,900 | ||||||||||||
2018 | 148,500 | ||||||||||||
Thereafter | 28,800 | ||||||||||||
Total amortization | $ | 1,611,000 | |||||||||||
Intangible asset amortization expense was $124,500 and nil for the three months ended June 30, 2014 and 2013, respectively, and $249,000 and nil for the six months ended June 30, 2014 and 2013, respectively. | |||||||||||||
Long_Term_Obligations
Long Term Obligations | 6 Months Ended | ||||||||
Jun. 30, 2014 | |||||||||
Disclosure Text Block [Abstract] | ' | ||||||||
Long-term Debt [Text Block] | ' | ||||||||
NOTE 6. Long Term Obligations | |||||||||
On May 27, 2011, the Company sold convertible promissory notes (“CPNs”) in the aggregate principal amount of $15,275,000, convertible into an aggregate of approximately 2,679,824 shares of Series A-2 Convertible Preferred Stock (see Note 8) at a price of $5.70 per share, with each 99.39 shares being convertible into one share of common stock. The CPNs were sold along with Series A-1 Convertible Preferred Stock and warrants for aggregate gross proceeds of $30,550,000, which after deducting issuance costs of $2,524,963 left net proceeds of $28,025,037. Interest on the CPNs accrued at a rate of 5% per annum, and could either be paid on the last day of each fiscal quarter, or added to the principal amount of the notes, at the Company’s option. | |||||||||
The debt discount related to the debt element of the convertible promissory notes of $14,442,497 was, prior to their exchange for equity securities on August 27, 2013 (the “2013 Exchange”), being amortized as non-cash interest expense using the effective yield method over the 3.5 year contractual term of the CPNs. $832,502 in issuance costs allocated to the CPNs was recorded as a deferred financing cost, which was also being amortized as a non-cash interest expense using the effective yield method over their 3.5 year contractual term. | |||||||||
The Company valued the derivative liability for the conversion element of the CPNs using a Monte Carlo Simulation approach, using assumptions provided by management reflecting conditions at the valuation dates. | |||||||||
The fair value of this derivative liability had diminished to nil by the time of the 2013 Exchange. The fair value of this derivative liability at June 30, 2013 and December 31, 2012, was estimated to be $439 and $274,928, respectively, using a closing stock price of $39.76 and $29.82, respectively, and based on the following assumptions: | |||||||||
June 30, 2013 | December 31, 2012 | ||||||||
Risk-free interest rate | 0.03% | 0.13% | |||||||
Remaining contractual term | 1.41 Years | 1.91 Years | |||||||
Expected volatility | 148.74% | 126.91% | |||||||
Dividend yield | 0% | 0% | |||||||
The decrease in the fair value of this derivative liability of $274,489 during the six months ended June 30, 2013, was recorded as a revaluation gain (see Note 11). | |||||||||
On August 15, 2013, the Company issued WGBM notes with a face value of $6.6 million, maturing on August 15, 2020 (the “Malaysian Notes”), in consideration of WGBM’s cancellation of the Company’s obligations under a term loan owing to WGBM which, as of that date, had an outstanding loan balance of approximately $5.3 million. Under the terms of an agreement between the Company, WGBM and MTDC (see Notes 1 and 7), upon liquidation of WGBM (which occurred on November 26, 2013), the Malaysian Notes were divided such that the Company received notes with an aggregate principal amount of $1.4 million and MTDC received notes with an aggregate principal amount of $5.2 million (the “MTDC Notes”). | |||||||||
The MTDC Notes were recorded using an effective interest rate of 17.39% and are summarized as follows at June 30, 2014 and December 31, 2013: | |||||||||
June 30, 2014 | December 31, 2013 | ||||||||
MTDC Notes Payable: | |||||||||
Face value | $ | 5,200,000 | $ | 5,200,000 | |||||
Debt discount, net of accumulated amortization of $176,859 and $27,258 at June 30, 2014 and December 31, 2013, respectively | 3,366,457 | 3,516,058 | |||||||
Notes payable, net of debt discount | $ | 1,833,543 | $ | 1,683,942 | |||||
At any time prior to their maturity date, the Company may issue to MTDC shares of the Company’s common stock with a value, based on the average closing price in the preceding 30 days, equal to the face value of the MTDC Notes. Based on an average closing price of $13.08 in the 30 days preceding June 30, 2014, the MTDC Notes could have been settled by issuing 397,554 shares of the Company’s common stock. | |||||||||
As part of the consideration for the Apollo Business (see Notes 1 and 3), the Company issued a $1.25 million secured promissory note to IntegenX (the “IntegenX Note”), due on January 6, 2017 (the “Maturity Date”). The IntegenX Note earns simple interest at 8% per annum over its three year term, payable on the Maturity Date. It may be repaid early without premium or penalty at the Company’s option at any time and it must be repaid within 45 days of the closing of an equity offering yielding the Company net cash proceeds of at least $15,000,000. | |||||||||
The IntegenX Note was recorded using an effective interest rate of 11.60% and is summarized as follows at June 30, 2014 and January 6, 2014: | |||||||||
June 30, 2014 | January 6, 2014 | ||||||||
IntegenX Notes Payable: | |||||||||
Face value | $ | 1,250,000 | $ | 1,250,000 | |||||
Interest added to principal | 48,611 | — | |||||||
Stated value | 1,298,611 | 1,250,000 | |||||||
Debt discount, net of accumulated amortization of $14,270 and nil at June 30 and January 6, 2014, respectively | 135,730 | 150,000 | |||||||
Notes payable, net of debt discount | $ | 1,162,881 | $ | 1,100,000 | |||||
Convertible_Preference_Shares_
Convertible Preference Shares of Former Subsidiary | 6 Months Ended | |||||||||||||||||||||||
Jun. 30, 2014 | ||||||||||||||||||||||||
Convertible Preference Shares Of Subsidiary [Abstract] | ' | |||||||||||||||||||||||
Convertible Preference Shares Of Subsidiary [Text Block] | ' | |||||||||||||||||||||||
NOTE 7. Convertible Preference Shares of Former Subsidiary | ||||||||||||||||||||||||
Prior to its dissolution in November 2013, in 2008, the Company’s former Malaysian subsidiary, WGBM, issued Series A Convertible Preference Shares (“CPS”) to MTDC (see Notes 1 and 6), a venture capital and development firm in Malaysia, in a private placement under a Share Subscription and Shareholders’ Agreement dated May 8, 2008, at the U.S. dollar equivalent of $2.25 per share. In 2009 and 2010, WGBM issued Series B CPS to Expedient Equity Ventures Sdn. Bhd. (“EEV”) and Prima Mahawangsa Sdn. Bhd. (“PMSB”), both venture capital and development firms in Malaysia, in a private placement under a Share Subscription Agreement dated April 3, 2009, (“Series B SSA”) at the U.S. dollar equivalent of $2.25 per share. In 2009, WGBM issued Series B CPS to Kumpulan Modal Perdana Sdn. Bhd. (“KMP”), a venture capital and development firm in Malaysia, in a private placement under a Share Subscription Agreement dated July 1, 2009, at the U.S. dollar equivalent of $2.25 per share. | ||||||||||||||||||||||||
In 2010, both EEV and KMP exercised their option to sell to the Company their holdings of 222,222 and 188,057 Series B CPS, respectively, in exchange for shares of the Company’s common stock. | ||||||||||||||||||||||||
In October 2013 the Company purchased PMSB’s 444,444 Series B CPS for $70,000. | ||||||||||||||||||||||||
These transactions, along with the issuance of Series C CPS in 2011 (see below), were summarized as follows immediately prior to the liquidation of WGBM on November 26, 2013: | ||||||||||||||||||||||||
Class | Number | Initial | Issuance | Gross | Issuance | Exchange | Net Cash | Date if | CPS | |||||||||||||||
of CPS | of CPS | Investor | Date | Proceeds | (Costs) | Gain (loss) | Proceeds | Exchanged | Outstanding | |||||||||||||||
Series A | 444,444 | MTDC | 7/18/08 | $ | 1,000,000 | $ | (30,000 | ) | $ | — | $ | 970,000 | — | 444,444 | ||||||||||
Series A | 444,444 | MTDC | 11/27/08 | 1,000,000 | (30,000 | ) | — | 970,000 | — | 444,444 | ||||||||||||||
Series B | 111,111 | EEV | 6/8/09 | 250,000 | (19,393 | ) | (18,029 | ) | 212,578 | 8/17/10 | — | |||||||||||||
Series B | 111,111 | EEV | 3/9/10 | 250,000 | (8,929 | ) | (3,005 | ) | 238,066 | 8/17/10 | — | |||||||||||||
Series B | 222,222 | PMSB | 9/23/09 | 500,000 | (7,500 | ) | — | 492,500 | 10/11/13 | — | ||||||||||||||
Series B | 222,222 | PMSB | 5/13/10 | 500,000 | (5,000 | ) | — | 495,000 | 10/11/13 | — | ||||||||||||||
Series B | 188,057 | KMP | 9/18/09 | 423,128 | (11,319 | ) | — | 411,809 | 9/29/10 | — | ||||||||||||||
Subtotal | 1,743,611 | 3,923,128 | (112,141 | ) | (21,034 | ) | 3,789,953 | 888,888 | ||||||||||||||||
Series C | 3,233,734 | MTDC | 3/10/11 | 5,000,000 | (6,272 | ) | 58,575 | 5,052,303 | — | 3,233,734 | ||||||||||||||
4,977,345 | $ | 8,923,128 | $ | (118,413 | ) | $ | 37,541 | $ | 8,842,256 | 4,122,622 | ||||||||||||||
The holders of Series B CPS had the right to cause the Company to exchange their CPS for common stock of the Company at an exchange rate of US$2,236.30 per share of common stock, provided that if during the 10-day trading period immediately prior to the holder’s exercise notice the average closing price of the Company’s common stock was less than US$2,630.90, then the holder could exchange CPS at an exchange rate equal to 85% of such 10-day average closing price. Since this afforded the holders the right to receive a variable number of shares of the Company’s common stock, this feature was not indexed to the Company’s equity and was therefore accounted for as a derivative liability, with the estimated fair value being calculated at each reporting date using a Monte Carlo Simulation approach, using key input variables provided by management, with changes in fair value recorded as gains or losses on revaluation in non-operating income (expense). | ||||||||||||||||||||||||
Series B CPS derivative liability fair values at June 30, 2013 and December 31, 2012, were estimated to be $1,213,727 and $1,210,909, respectively, using a closing stock price of $39.76 and $29.82, respectively, and based on the following assumptions: | ||||||||||||||||||||||||
June 30, 2013 | December 31, 2012 | |||||||||||||||||||||||
Risk-free interest rate | 0.11% | 0.16% | ||||||||||||||||||||||
Expected remaining term | 0.61 Years | 1.00 Years | ||||||||||||||||||||||
Expected volatility | 135.80% | 125.53% | ||||||||||||||||||||||
Dividend yield | 0% | 0% | ||||||||||||||||||||||
The increase in the fair value of this derivative liability of $2,818 during the six months ended June 30, 2013, was recorded as a revaluation loss (see Note 11). | ||||||||||||||||||||||||
The holders of Series A CPS had the right to redeem their shares for cash (or, at the Company’s option, shares of Company common stock at an Applicable Stock Price (“ASP”), calculated as 85% of the average closing price of that stock during the 10-day trading period immediately prior to MTDC’s exercise notice) in the amount originally invested in USD plus a premium of 8%, compounded annually. In addition, the ASP was subject to a ceiling of $1,540.55 and a floor of $99.39. Since this afforded the holders the right to receive a variable number of shares of the Company’s common stock, this feature caused the Series A CPS to not be indexed to the Company’s equity. As a result, the Company recognized this right as an embedded derivative requiring bifurcation and the host instrument (the Series A CPS absent this option) as part of temporary equity. | ||||||||||||||||||||||||
The Series A CPS derivative liability fair values at June 30, 2013 and December 31, 2012, were estimated to be $770,641 and $619,652, respectively, using a closing stock price of $39.76 and $29.82, respectively, and based on the following assumptions: | ||||||||||||||||||||||||
June 30, 2013 | December 31, 2012 | |||||||||||||||||||||||
Risk-free interest rate | 0 | 0.02% - 0.08% | 0.11% - 0.15% | |||||||||||||||||||||
Expected remaining term | 0.11 - 0.41 Years | 0.55 - 0.90 Years | ||||||||||||||||||||||
Expected volatility | 111.30 - 123.77% | 123.55 - 127.94% | ||||||||||||||||||||||
Dividend yield | 0% | 0% | ||||||||||||||||||||||
The increase in the fair value of this derivative liability of $150,989 during the six months ended June 30, 2013, was recorded as a revaluation loss (see Note 11). | ||||||||||||||||||||||||
On March 10, 2011, WGBM received $5,000,000, less issuance costs totaling $6,272, in exchange for the issuance of 3,233,734 Series C convertible preference shares (“CPS”) to MTDC, in a private placement at the U.S. dollar equivalent of $1.5462 per share, representing the first subscription under a Share Subscription Agreement dated December 14, 2010, (“Series C SSA”) to sell 3,233,734 Series C CPS at an initial closing and, should MTDC so elect within 36 months of the initial closing, to sell 1,077,911 shares of Series C CPS at a subsequent closing at the U.S. dollar equivalent of US$2.3193 per share. MTDC could also elect to convert their Series C CPS into ordinary shares of the subsidiary, WGBM, at any time, at a conversion rate of one ordinary share per 100 CPS. Each 993.9 Series C CPS issued at the initial closing was convertible into one share of the Company on April 3, 2014, and each 993.9 Series C CPS issued at the subsequent closing was convertible into one share of the Company on the anniversary of that closing, but the Series C was convertible at any earlier date following each closing at MTDC’s option. | ||||||||||||||||||||||||
The net sum of $4,993,728 received on issuance of Series C CPS was recorded in stockholders’ equity; this sum was considered in the determination of the gain on liquidation of subsidiary on November 26, 2013. WGBM was authorized to issue 200,000,000 preference shares with a par value of RM0.01. Due to the liquidation of WGBM, no shares remained authorized, issued or outstanding as of December 31, 2013. | ||||||||||||||||||||||||
Preferred_Stock
Preferred Stock | 6 Months Ended |
Jun. 30, 2014 | |
Disclosure Text Block Supplement [Abstract] | ' |
Preferred Stock [Text Block] | ' |
NOTE 8. Preferred Stock | |
The Company has 10,000,000 shares of preferred stock authorized. Effective August 27, 2013, the Company designated 3,663 shares as Series 1 Convertible Preferred Stock. The Series 1 Convertible Preferred Stock has no voting rights, and holders are entitled to a liquidation preference equal to $0.001 per share. Each share of Series 1 Convertible Preferred Stock is convertible into 2,515.3436 shares of common stock, subject to an ownership cap whereby conversion may not occur to the extent the holder would own more than 9.98% of the common stock following conversion. | |
On August 27, 2013, the Company issued 2,987.0168 shares of Series 1 Convertible Preferred Stock in exchange for CPNs (see Note 6) and Series A-1 Convertible Preferred Stock (see below) and sold 646.0351 shares of Series 1 Convertible Preferred Stock in a private placement (the “2013 Private Placement”). Of the 3,633.0519 shares of Series 1 Convertible Preferred Stock, 762.7632 have been converted into 191,861 shares of common stock and 2,870.2887 remain outstanding as of June 30, 2014. | |
Effective May 26, 2011, the Company designated 4,500,000 shares as Series A-1 Convertible Preferred Stock and 4,500,000 shares as Series A-2 Convertible Preferred Stock (together, the “Series A Preferred Stock”). Each 99.39 shares of Series A Preferred Stock was convertible into one share of common stock, subject to an ownership cap, and entitled the holder to receive dividends, as, when and if declared by the Company’s Board of Directors, at an annual rate of 5% of the stated value per share of the respective series. Such dividends accrued, compounding quarterly, and accumulated on each share of Series A Preferred Stock from the date of issuance, whether or not declared, until November 27, 2014, when the right to further dividends would cease. The Series A Preferred Stock had no voting rights, and in the event of liquidation ranked senior to common stock. | |
Effective May 27, 2011, the Company sold an aggregate of 2,937,500 shares of Series A-1 Convertible Preferred Stock with a stated value of $5.20 per share. $209,268 and $415,952 was accrued with respect to undeclared dividends in the three and six months ended June 30, 2013, respectively. All of the Series A-1 Convertible Preferred Stock was exchanged for common stock and Series 1 Convertible Preferred Stock in the 2013 Exchange, following which the Company retired all of the Series A Preferred Stock, none of which remains issued and outstanding and none will be issued in the future. | |
Stock_Awards
Stock Awards | 6 Months Ended | ||||||||||||||||
Jun. 30, 2014 | |||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ' | ||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Text Block] | ' | ||||||||||||||||
NOTE 9. Stock Awards | |||||||||||||||||
The Company has awards outstanding under three plans - the 2003 Incentive Stock Plan (the “2003 Plan”), the 2007 Stock Option Plan (the “2007 Plan”) and the 2008 Stock Incentive Plan (the “2008 Plan”) (collectively, the “Plans”). Under the 2003 Plan and 2007 Plan, incentive stock options, nonqualified stock options, restricted stock and restricted stock units could be granted. Awards vested over varying periods, as specified by the Company’s Board of Directors for each grant, and are exercisable for a maximum period of ten years after date of grant. Both of these plans have been frozen, resulting in no further shares being available for grant. | |||||||||||||||||
The Company presently issues awards under the 2008 Plan, initially adopted by the Company’s stockholders on June 5, 2008, and subsequently amended to authorize the issuance of additional shares of the Company’s common stock. This includes an amendment adopted by the Company’s stockholders on May 29, 2014, which increased the total number of shares authorized for issuance from 14,589 to 314,589. The purpose of the 2008 Plan is to provide an incentive to retain the employment of directors, officers, consultants, advisors and employees of the Company, to attract new personnel whose training, experience and ability are considered valuable, to encourage the sense of proprietorship, and to stimulate the active interest of such persons in the Company’s development and financial success. Under the 2008 Plan, the Company is authorized to issue incentive stock options, non-qualified stock options, restricted stock and restricted stock units. Awards that expire or are canceled generally become available for issuance again under the 2008 Plan. The number of shares of the Company’s common stock available under the 2008 Plan will be subject to adjustment in the event of a stock split, stock dividend or other extraordinary dividend, or other similar change in the Company’s common stock or capital structure. Awards may vest over varying periods, as specified by the Company’s Board of Directors for each grant, and have a maximum term of seven years from the grant date. The 2008 Plan is administered by the Company’s Board of Directors. | |||||||||||||||||
The Company has issued both options and restricted stock (including restricted stock units) under these Plans. Restricted stock grants afford the recipient the opportunity to receive shares of common stock, subject to certain terms, whereas options give them the right to purchase common stock at a set price. Both the Company’s options and restricted stock issued to employees generally have vesting restrictions that are eliminated over a four-year period, although vesting may be over a shorter period, or may occur on the grant date, depending on the terms of each individual award. | |||||||||||||||||
A summary of stock option and restricted stock transactions in the six months ended June 30, 2014, is as follows: | |||||||||||||||||
Stock Options | Restricted Stock | ||||||||||||||||
Weighted | Weighted | ||||||||||||||||
Shares | Number of | Average | Number of | Average | |||||||||||||
Available | Options | Exercise | Shares | Grant Date | |||||||||||||
For Grant | Outstanding | Price | Outstanding | Fair Value | |||||||||||||
Balance at January 1, 2014 | 2,779 | 11,353 | $ | 353.92 | — | $ | — | ||||||||||
2008 Plan Amendment | 300,000 | — | $ | — | — | $ | — | ||||||||||
Granted | (85,970 | ) | 79,558 | $ | 14 | 6,412 | $ | 14 | |||||||||
Forfeited | 241 | (241 | ) | $ | 124.78 | –– | $ | –– | |||||||||
Canceled | 1,696 | (1,729 | ) | $ | 215.62 | –– | $ | –– | |||||||||
Balance at June 30, 2014 | 218,746 | 88,941 | $ | 53.12 | 6,412 | $ | 14 | ||||||||||
No options were exercised during the six months ended June 30, 2014 or 2013. The aggregate intrinsic value of options outstanding and exercisable at June 30, 2014, was nil, based on our common stock closing price of $12.50. Aggregate intrinsic value is the total pretax amount (i.e., the difference between the Company’s stock price and the exercise price) that would have been received by the option holders had all their in-the-money options been exercised. | |||||||||||||||||
The weighted average grant date fair value of options awarded in the six months ended June 30, 2014 and 2013, was $9.86 and $37.24, respectively. Fair values were estimated using the following assumptions: | |||||||||||||||||
Six Months Ended June 30, | |||||||||||||||||
2014 | 2013 | ||||||||||||||||
Risk-free interest rate | 1.43% | 0.71% | |||||||||||||||
Expected term | 4.75 Years | 4.75 Years | |||||||||||||||
Expected volatility | 93.89% | 108.14% | |||||||||||||||
Dividend yield | 0% | 0% | |||||||||||||||
The amounts expensed for stock-based compensation totaled $687,660 and $77,983 for the three months ended June 30, 2014 and 2013, respectively, and $759,534 and $182,785 for the six months ended June 30, 2014 and 2013, respectively. | |||||||||||||||||
At June 30, 2014, the total stock-based compensation cost not yet recognized, net of estimated forfeitures, was $356,902. This cost is expected to be recognized over an estimated weighted average amortization period of 0.82 years. No amounts related to stock-based compensation costs have been capitalized. The tax benefit and the resulting effect on cash flows from operating and financing activities related to stock-based compensation costs were not recognized as the Company currently provides a full valuation allowance for all of its deferred taxes. | |||||||||||||||||
Warrants
Warrants | 6 Months Ended | ||||||||
Jun. 30, 2014 | |||||||||
Warrants Disclosure [Abstract] | ' | ||||||||
Warrants Disclosure [Text Block] | ' | ||||||||
NOTE 10. Warrants | |||||||||
A summary of outstanding common stock warrants as of June 30, 2014, is as follows: | |||||||||
Securities Into Which | Total Warrants | Warrants Recorded | Exercise | Expiration | |||||
Warrants are Convertible | Outstanding | as Liabilities | Price | Date | |||||
Common stock | 612,838 | 110,527 | $26.00 | August and September 2018 | |||||
Common stock | 28,242 | 28,242 | $40.40 | August 2014 | |||||
Common stock | 55,219 | 55,219 | $42.20 | December 2014 and January 2015 | |||||
Common stock | 154 | — | $775.24 | August 2014 | |||||
Common stock | 102 | — | $834.88 | December 2014 | |||||
Common stock | 96 | — | $1,459.05 | December 2015 | |||||
Common stock | 205 | — | $1,490.85 | July 2015 | |||||
Common stock | 3,019 | — | $1,540.55 | July 2015 | |||||
Common stock | 201 | — | $2,981.70 | December 2014 and November 2015 | |||||
Total | 700,076 | 193,988 | |||||||
In addition, there are 25.88 unit warrants outstanding which expire in August and September 2018, 0.35 of which are recorded as liabilities, each entitling the holder to purchase, for $50,000, 2,500 shares of common stock and 1,250 warrants to purchase one share of common stock at an exercise price of $26.00, expiring in August and September 2018. | |||||||||
The warrants expiring in August 2014 were originally issued in August 2009 with an exercise price of $1,987.80 and entitled the holders thereof to purchase an aggregate of 634 shares. As a result of anti-dilution adjustments with respect to such warrants pursuant to their terms, such warrants, as of May 27, 2011, had an exercise price of $775.24 and entitled the holders thereof to purchase an aggregate of 1,626 shares. In connection with the May 2011 Private Placement, members of management with warrants to purchase a total of 154 shares (after giving effect to prior anti-dilution adjustments) waived their right to further anti-dilution adjustments. As a result of anti-dilution adjustments with respect to the remaining 1,472 warrants pursuant to their terms, such warrants, as of June 30, 2014, had an exercise price of $40.40 and entitled the holders thereof to purchase an aggregate of 28,242 shares. | |||||||||
The warrants expiring in December 2014 and January 2015 were originally issued in December 2009 and January 2010 with an exercise price of $2,484.75 and entitled the holders thereof to purchase an aggregate of 972 shares. As a result of anti-dilution adjustments with respect to such warrants pursuant to their terms, such warrants, as of May 27, 2011, had an exercise price of $834.88 and entitled the holders thereof to purchase an aggregate of 2,893 shares. In connection with the May 2011 Private Placement, members of management with warrants to purchase a total of 102 shares (after giving effect to prior anti-dilution adjustments) waived their right to further anti-dilution adjustments. As a result of anti-dilution adjustments with respect to the remaining 2,791 warrants pursuant to their terms, such warrants, as of June 30, 2014, had an exercise price of $42.20 and entitled the holders thereof to purchase an aggregate of 55,219 shares. | |||||||||
The Company records warrants and unit warrants with certain anti-dilution protection or certain cash settlement provisions as liabilities, with the estimated fair value of those warrants for which no anti-dilution adjustment is projected prior to the expiration date being calculated using the Black-Scholes valuation model, with all others being calculated using a Monte Carlo Simulation approach, using key input variables provided by management, at each reporting date. Changes in fair value are recorded as gains or losses on revaluation in non-operating income (expense). | |||||||||
The warrants expiring in August and September 2018 comprise 236,900 warrants issued in the 2013 Exchange and 341,713 and 34,225 issued in the initial and final closing, respectively, of the 2013 Private Placement. As the result of a provision contained in these warrants and the unit warrants that were issued in August and September 2013 that would have required cash settlement in certain rare circumstances, these securities were required to be classified as liabilities on the Company’s Consolidated Balance Sheet. In an effort to reduce the amount of such liabilities, which totaled approximately $8.7 million as of December 31, 2013, in March 2014 the Company began requesting holders of these warrants and unit warrants to consent to amendments to their terms to enable the Company to reclassify them as equity. | |||||||||
On March 31, 2014, the Company amended the terms of 412,933 warrants and 22.54 unit warrants such that the liability was settled, having received consent from their holders. The fair value of the securities settled and reclassified as equity on March 31, 2014, was estimated to be $6,109,179. On June 30, 2014, the Company amended the terms of a further 89,378 warrants and 2.99 unit warrants such that the liability was settled, having received consent from their holders after March 31, 2014. The fair value of the securities settled and reclassified as equity on June 30, 2014, was estimated to be $711,960, based on assumptions described below. | |||||||||
The total fair values of those warrants and unit warrants accounted for as liabilities as of June 30, 2014 and 2013, was estimated to be $952,172 and $701,857, respectively, using a closing stock price of $12.50 and $39.76, respectively, and based on the following assumptions: | |||||||||
June 30, 2014 | June 30, 2013 | ||||||||
Risk-free interest rate | 0 | 0.03% - 1.03% | 0.13% - 0.19% | ||||||
Expected remaining term | 0.15 - 3.40 Years | 0.77 - 1.19 Years | |||||||
Expected volatility | 103.32% - 123.85% | 130.24% - 131.31% | |||||||
Dividend yield | 0% | 0% | |||||||
The aggregate fair value of such warrants and unit warrants at December 31, 2013 and 2012, was estimated to be $9,147,507 and $102,695, respectively. During the six months ended June 30, 2014, to the extent that it did not arise from settlements, a decrease in the fair value of the warrant derivative liability of $1,374,196 was recorded as a revaluation gain and during the six months ended June 30, 2013, an increase in the fair value of the warrant derivative liability of $599,162 was recorded as a revaluation loss (see Note 11). | |||||||||
Fair_Value_of_Financial_Instru
Fair Value of Financial Instruments | 6 Months Ended | ||||||||||||||||||||
Jun. 30, 2014 | |||||||||||||||||||||
Fair Value Disclosures [Abstract] | ' | ||||||||||||||||||||
Fair Value Disclosures [Text Block] | ' | ||||||||||||||||||||
NOTE 11. Fair Value of Financial Instruments | |||||||||||||||||||||
Fair value measurements are determined under a three-level hierarchy for fair value measurements that prioritizes the inputs to valuation techniques used to measure fair value, distinguishing between market participant assumptions developed based on market data obtained from sources independent of the reporting entity (“observable inputs”) and the reporting entity’s own assumptions about market participant assumptions developed based on the best information available in the circumstances (“unobservable inputs”). | |||||||||||||||||||||
Fair value is the price that would be received to sell an asset or would be paid to transfer a liability (i.e., the “exit price”) in an orderly transaction between market participants at the measurement date. In determining fair value, the Company primarily uses prices and other relevant information generated by market transactions involving identical or comparable assets (“market approach”). The Company also considers the impact of a significant decrease in volume and level of activity for an asset or liability when compared with normal activity to identify transactions that are not orderly. | |||||||||||||||||||||
The highest priority is given to unadjusted quoted prices in active markets for identical assets (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). Securities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. | |||||||||||||||||||||
The three hierarchy levels are defined as follows: | |||||||||||||||||||||
Level 1 – Quoted prices in active markets that are unadjusted and accessible at the measurement date for identical, unrestricted assets or liabilities; | |||||||||||||||||||||
Level 2 – Quoted prices for identical assets and liabilities in markets that are not active, quoted prices for similar assets and liabilities in active markets or financial instruments for which significant inputs are observable, either directly or indirectly; | |||||||||||||||||||||
Level 3 – Prices or valuations that require inputs that are both significant to the fair value measurement and unobservable. | |||||||||||||||||||||
The following tables present the Company’s liabilities that are measured at fair value on a recurring basis at June 30, 2014 and December 31, 2013: | |||||||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | ||||||||||||||||||
June 30, 2014 | |||||||||||||||||||||
Financial Liabilities: | |||||||||||||||||||||
Warrant derivative liabilities | $ | — | $ | — | $ | 952,172 | $ | 952,172 | |||||||||||||
Total liabilities | $ | — | $ | — | $ | 952,172 | $ | 952,172 | |||||||||||||
Level 1 | Level 2 | Level 3 | Total | ||||||||||||||||||
December 31, 2013 | |||||||||||||||||||||
Financial Liabilities: | |||||||||||||||||||||
Warrant derivative liabilities | $ | — | $ | — | $ | 9,147,507 | $ | 9,147,507 | |||||||||||||
Total liabilities | $ | — | $ | — | $ | 9,147,507 | $ | 9,147,507 | |||||||||||||
The following tables present a reconciliation of all liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3) for the six months ended June 30, 2014 and 2013: | |||||||||||||||||||||
Conversion | |||||||||||||||||||||
Element of | Conversion | ||||||||||||||||||||
Warrant | Promissory | Element of | Series A CPS | ||||||||||||||||||
Derivatives | Notes | Series B CPS | Derivatives | Total | |||||||||||||||||
Balance at January 1, 2014 | $ | 9,147,507 | $ | — | $ | — | $ | — | $ | 9,147,507 | |||||||||||
Issuances | — | — | — | — | — | ||||||||||||||||
Revaluation gains included in other income and expenses | (1,374,196 | ) | — | — | — | (1,374,196 | ) | ||||||||||||||
Settlements | (6,821,139 | ) | — | — | — | (6,821,139 | ) | ||||||||||||||
Balance at June 30, 2014 | $ | 952,172 | $ | — | $ | — | $ | — | $ | 952,172 | |||||||||||
Total gains included in other income and expenses attributable to liabilities still held as of June 30, 2014 | $ | 776,495 | $ | — | $ | — | $ | — | $ | 776,495 | |||||||||||
Conversion | |||||||||||||||||||||
Element of | Conversion | ||||||||||||||||||||
Warrant | Promissory | Element of | Series A CPS | ||||||||||||||||||
Derivatives | Notes | Series B CPS | Derivatives | Total | |||||||||||||||||
Balance at January 1, 2013 | $ | 102,695 | $ | 274,928 | $ | 1,210,909 | $ | 619,652 | $ | 2,208,184 | |||||||||||
Issuances | — | — | — | — | — | ||||||||||||||||
Revaluation (gains) losses included in other income and expenses | 599,162 | (274,489 | ) | 2,818 | 150,989 | 478,480 | |||||||||||||||
Settlements | — | — | — | — | — | ||||||||||||||||
Balance at June 30, 2013 | $ | 701,857 | $ | 439 | $ | 1,213,727 | $ | 770,641 | $ | 2,686,664 | |||||||||||
Total gains (losses) included in other income and expenses attributable to liabilities still held as of June 30, 2013 | $ | (599,163 | ) | $ | 274,489 | $ | (2,818 | ) | $ | (150,989 | ) | $ | (478,481 | ) | |||||||
Assumptions used in evaluating the warrant derivative liabilities, the conversion element of the promissory notes, the conversion element of the Series B CPS and the Series A CPS derivative liabilities are discussed in Notes 10, 6, 7 and 7, respectively. The principal assumptions used, and their impact on valuations, are as follows: | |||||||||||||||||||||
Risk-Free Interest Rate. This is the U.S. Treasury rate for the measurement date having a term equal to the weighted average expected remaining term of the instrument. An increase in the risk-free interest rate will increase the fair value and the associated derivative liability. | |||||||||||||||||||||
Expected Remaining Term. This is the period of time over which the instrument is expected to remain outstanding and is based on management’s estimate, taking into consideration the remaining contractual life, historical experience and the possibility of liquidation. An increase in the expected remaining term will increase the fair value and the associated derivative liability. | |||||||||||||||||||||
Expected Volatility. This is a measure of the amount by which the Company’s common stock price has fluctuated or is expected to fluctuate. The Company applies equal weighting to the Company’s own historic volatility and the historic volatility of a group of publicly traded companies over the retrospective period corresponding to the expected remaining term of the instrument on the measurement date. Since the 2013 Exchange, the Company has applied a reduced weighting to its own historic volatility during the period in which it was highly leveraged. The group of publicly traded companies is selected from the same industry or market index, with extra weighting attached to those companies most similar in terms of business activity, size and financial leverage. An increase in the expected volatility will increase the fair value and the associated derivative liability. | |||||||||||||||||||||
Dividend Yield. The Company has not made any dividend payments and does not plan to pay dividends in the foreseeable future. An increase in the dividend yield will decrease the fair value and the associated derivative liability. | |||||||||||||||||||||
Net_Loss_Per_Share
Net Loss Per Share | 6 Months Ended | ||||||||||||||||
Jun. 30, 2014 | |||||||||||||||||
Earnings Per Share [Abstract] | ' | ||||||||||||||||
Earnings Per Share [Text Block] | ' | ||||||||||||||||
NOTE 12. Net Loss Per Share | |||||||||||||||||
Basic and diluted net loss per share are shown on the statement of operations. | |||||||||||||||||
No adjustment has been made to the net loss for charges, gains, losses and accretion related to Series A, B and C CPS, MTDC Notes, Series A-1 Convertible Preferred Stock and CPNs, as the effect would be anti-dilutive due to the net loss. | |||||||||||||||||
The following outstanding stock options (on an as-converted into common stock basis) and shares issuable or contingently issuable upon conversion of restricted stock, Series 1 Convertible Preferred Stock, Series A, B and C CPS, MTDC Notes, Series A-1 Convertible Preferred Stock and CPNs were excluded from the computation of diluted net loss per share attributable to holders of common stock as they had antidilutive effects for the three and six months ended June 30, 2014 and 2013: | |||||||||||||||||
Three Months Ended June 30, | Six Months Ended June 30, | ||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
Common share equivalents issuable upon exercise of common stock options | 2,365 | 64 | 3,406 | 70 | |||||||||||||
Shares issuable upon vesting of restricted stock | 2,325 | — | 1,169 | — | |||||||||||||
Shares issuable upon conversion of Series 1 convertible preferred stock | 731,027 | — | 735,834 | — | |||||||||||||
Shares issuable upon conversion of Series A CPS | — | 29,065 | — | 29,065 | |||||||||||||
Shares issuable upon conversion of Series B CPS | — | 29,592 | — | 29,592 | |||||||||||||
Shares issuable upon conversion of Series C CPS | — | 3,254 | — | 3,254 | |||||||||||||
Shares issuable upon conversion of MTDC Notes | 397,554 | — | 397,554 | — | |||||||||||||
Shares issuable upon conversion of Series A-1 convertible preferred stock | — | 32,562 | — | 32,360 | |||||||||||||
Shares issuable upon conversion of convertible promissory notes | — | 29,744 | — | 29,562 | |||||||||||||
Total common share equivalents excluded from denominator for diluted earnings per share computation | 1,133,271 | 124,281 | 1,137,963 | 123,903 | |||||||||||||
Concentrations
Concentrations | 6 Months Ended | ||||||||||||||||||||||||||||||||
Jun. 30, 2014 | |||||||||||||||||||||||||||||||||
Risks and Uncertainties [Abstract] | ' | ||||||||||||||||||||||||||||||||
Concentration Risk Disclosure [Text Block] | ' | ||||||||||||||||||||||||||||||||
NOTE 13. Concentrations | |||||||||||||||||||||||||||||||||
Financial instruments that potentially subject the Company to significant concentrations of credit risk consist principally of cash and accounts receivable. The Company places its cash in commercial banks. Accounts in the United States are secured by the Federal Deposit Insurance Corporation. Accounts in Luxembourg are similarly guaranteed. The Company’s total deposits at commercial banks usually exceed the balances insured. | |||||||||||||||||||||||||||||||||
The Company generally requires no collateral from its customers. No provision was made for doubtful accounts at June 30, 2014, or December 31, 2013. | |||||||||||||||||||||||||||||||||
Customers accounting for more than 10% of total revenues during the three or six months ended June 30, 2014 or 2013, are tabulated as follows: | |||||||||||||||||||||||||||||||||
Three Months Ended June 30, | Six Months Ended June 30, | ||||||||||||||||||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||||||||||||||||||
Customer A | $ | 241,234 | 14 | % | $ | — | — | $ | 241,234 | 8 | % | $ | — | — | |||||||||||||||||||
Customer B | $ | 224,536 | 13 | % | $ | — | — | $ | 225,466 | 7 | % | $ | — | — | |||||||||||||||||||
Customer C | $ | 202,278 | 12 | % | $ | — | — | $ | 213,476 | 7 | % | $ | — | — | |||||||||||||||||||
Customer D | $ | 182,070 | 10 | % | $ | — | – | $ | 278,908 | 9 | % | $ | — | — | |||||||||||||||||||
Customer E | $ | 125,000 | 7 | % | $ | 125,000 | 51 | % | $ | 250,000 | 8 | % | $ | 208,333 | 49 | % | |||||||||||||||||
Customer F | $ | — | — | $ | 77,519 | 31 | % | $ | 164,336 | 5 | % | $ | 161,242 | 38 | % | ||||||||||||||||||
Customer G | $ | 50,311 | 3 | % | $ | 26,870 | 11 | % | $ | 183,425 | 6 | % | $ | 26,870 | 6 | % | |||||||||||||||||
Contingencies
Contingencies | 6 Months Ended |
Jun. 30, 2014 | |
Commitments and Contingencies Disclosure [Abstract] | ' |
Commitments and Contingencies Disclosure [Text Block] | ' |
NOTE 14. Contingencies | |
From time to time the Company may be involved in claims arising in connection with its business. Based on information currently available, the Company believes that the amount, or range, of reasonably possible losses in connection with any pending actions against it, including the matter described below, in excess of established reserves, in the aggregate, not to be material to its consolidated financial condition or cash flows. However, losses may be material to the Company’s operating results for any particular future period, depending on the level of income or loss for such period. | |
Coalesce v. WaferGen. On April 24, 2012, an action entitled Coalesce Corporation (“Coalesce”) v. WaferGen Bio-systems, Inc. was filed in the Alameda County Superior Court. Coalesce, a company that had been providing marketing services between 2006 and 2010, sued the Company for alleged non-payment of sums due, breach of contract, misrepresentation and unjust enrichment. On September 5, 2012, Coalesce filed an amended complaint, with additional claims, for compensatory damages in excess of $500,000 and other compensation. In August 2014, the plaintiff and Company agreed to an out-of-court settlement, with certain details to be finalized in a formal written agreement. The Company recorded an expense of $110,000 in the three months ended June 30, 2014, to increase the sum accrued to the amount of the out-of-court settlement. Related legal costs were expensed as incurred. | |
Accounting_Policies_by_Policy_
Accounting Policies, by Policy (Policies) | 6 Months Ended |
Jun. 30, 2014 | |
Accounting Policies, by Policy (Policies) [Line Items] | ' |
Basis of Accounting, Policy [Policy Text Block] | ' |
Basis of Presentation – The Company has prepared the accompanying condensed consolidated financial statements pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Certain information and footnote disclosures normally included in consolidated financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted pursuant to these rules and regulations. These condensed consolidated financial statements should be read in conjunction with our audited financial statements and footnotes related thereto for the year ended December 31, 2013, included in our Form 10-K filed with the SEC. In the opinion of management, the unaudited condensed consolidated financial statements include all adjustments (consisting only of normal recurring adjustments) necessary to present fairly the Company’s financial position and the results of its operations and cash flows. The results of operations for such interim periods are not necessarily indicative of the results to be expected for the full year. | |
Consolidation, Policy [Policy Text Block] | ' |
Basis of Consolidation – The condensed consolidated financial statements include the financial statements of WaferGen Bio-systems, Inc. and its subsidiaries. All significant transactions and balances between the WaferGen Bio-systems, Inc. and its subsidiaries have been eliminated in consolidation. | |
Use of Estimates, Policy [Policy Text Block] | ' |
Use of Estimates – Preparing condensed consolidated financial statements requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses. Actual results and outcomes could differ from these estimates and assumptions. | |
Foreign Currency Transactions and Translations Policy [Policy Text Block] | ' |
Foreign Currencies – Assets and liabilities of non-U.S. subsidiaries for which the local currency is the functional currency are translated into U.S. dollars at the exchange rate on the balance sheet date. Revenues and expenses are translated at the average rates of exchange prevailing during each reporting period. Translation adjustments resulting from this process are charged or credited to other comprehensive income (loss). Foreign exchange gains and losses for assets and liabilities of the Company’s non-U.S. subsidiaries for which the functional currency is the U.S. dollar are recorded in miscellaneous income (expense) in the Company’s condensed consolidated statements of operations. | |
Receivables, Policy [Policy Text Block] | ' |
Accounts Receivable – An allowance for doubtful accounts will be recorded based on a combination of historical experience, aging analysis, and information on specific accounts. Account balances will be written off against the allowance after all means of collection have been exhausted and the potential for recovery is considered remote. | |
Inventory, Policy [Policy Text Block] | ' |
Inventory – Inventory is recorded at the lower of cost (first-in, first-out) or market value. Additionally, the Company evaluates its inventory in terms of excess and obsolete exposures and records provisions as needed. | |
Goodwill and Intangible Assets, Policy [Policy Text Block] | ' |
Goodwill and Long-lived Intangible Assets–Goodwill is tested for impairment on an annual basis in the fourth quarter and between annual tests if events occur or circumstances indicate that the carrying amount of goodwill may not be recoverable. Impairment losses, if any, are recorded in the statement of operations as “Impairment of goodwill.” | |
Long-lived intangibles are carried at cost less accumulated amortization and are subject to review for impairment when events or circumstances indicate that the carrying value may not be recoverable. Amortization is recognized over the estimated useful life of the respective asset on a straight-line basis except for customer lists, which are amortized in proportion to the present value of projected cash flows within their estimated useful lives, since this methodology more closely reflects the pattern in which economic benefits are derived. | |
Revenue Recognition, Policy [Policy Text Block] | ' |
Revenue Recognition – The Company recognizes revenue when (i) delivery of product has occurred or services have been rendered, (ii) there is persuasive evidence of a sale arrangement, (iii) selling prices are fixed or determinable, and (iv) collectability from the customers (individual customers and distributors) is reasonably assured. Revenue consists primarily of revenue generated from the sale of the Company’s products. Revenue is recorded when the risk and rewards of ownership are transferred to the Company’s customers (individual customers and distributors). This generally occurs when the Company’s products are shipped from its facility as title has passed. Revenue is recorded net of estimated cash discounts. The Company estimates and accrues an allowance for sales returns at the time the product is sold. To date, sales returns have not been material. | |
Revenue from multi-deliverable arrangements is recognized for each element on delivery of product or completion of service. A typical multi-deliverable arrangement would be the shipment of capital equipment to a customer, followed by the delivery of services or of expendable equipment, provided such delivery is both probable and substantially within the Company’s control. Revenue for each deliverable is allocated based on full list selling prices, although if none of the deliverables is disproportionately discounted relative to the overall discount, this allocation is approximated by using the actual selling price of each deliverable to the customer. The actual cost of revenue for each deliverable is recognized when the revenue for that deliverable is recognized. | |
Governmental Subsidies, Policy [Policy Text Block] | ' |
Governmental Subsidies – Incentives received from governments in the form of grants are recorded as a reduction in expense in accordance with their purpose. Grants awarded for the purpose of matching specified expenditures are not recognized until a definitive agreement has been signed by both parties; thereafter income is recognized to the extent that the related expenses have been incurred. The Company recognized governmental subsidies of $108,025 and $69,494 in the three months ended June 30, 2014 and 2013, respectively, and $172,540 and $149,590 in the six months ended June 30, 2014 and 2013, respectively, which were offset against operating expenses in the statement of operations. | |
Share-based Compensation, Option and Incentive Plans Policy [Policy Text Block] | ' |
Stock-Based Compensation – The Company measures the fair value of all stock-based awards to employees, including stock options, on the grant date and records the fair value of these awards, net of estimated forfeitures, to compensation expense over the service period. The fair value of awards to consultants is measured on the dates on which performance of services is completed, with interim valuations recorded at balance sheet dates while performance is in progress. The fair value of options is estimated using the Black-Scholes valuation model, and of restricted stock is based on the Company’s closing share price on the measurement date. | |
Standard Product Warranty, Policy [Policy Text Block] | ' |
Warranty Reserve – The Company’s standard warranty agreement is one year from shipment of certain products. The Company accrues for anticipated warranty costs upon shipment of these products. The Company’s warranty reserve is based on management’s judgment regarding anticipated rates of warranty claims and associated repair costs, and is updated quarterly. | |
Earnings Per Share, Policy [Policy Text Block] | ' |
Net Income (Loss) Per Share – Basic net income (loss) per share is computed by dividing net income (loss) by the weighted average number of common shares outstanding during the period. Diluted income (loss) per share is calculated by dividing net income (loss) by the weighted average number of common shares outstanding plus common share equivalents from conversion of dilutive stock options, warrants, and restricted stock using the treasury method, and convertible securities using the as-converted method, except when antidilutive. In the event of a net loss, the effects of all potentially dilutive shares are excluded from the diluted net loss per share calculation as their inclusion would be antidilutive. | |
New Accounting Pronouncements, Policy [Policy Text Block] | ' |
Recent Accounting Pronouncements | |
In April 2014, the FASB issued ASU 2014-08, “Presentation of Financial Statements (Topic 205) and Property, Plant, and Equipment (Topic 360): Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity” (“ASU 2014-08”). ASU 2014-08 clarifies the circumstances under which discontinued operations should be reported and increases the disclosure requirements. ASU 2014-08 is effective for annual periods beginning after December 15, 2014, and interim periods within those years, and will become effective for the Company on January 1, 2015. The adoption of this standard is not expected to have a material impact on the Company’s consolidated financial condition or results of operations. | |
In May 2014, the FASB issued ASU 2014-09, “Revenue from Contracts with Customers (Topic 606)” (“ASU 2014-09”). ASU 2014-09 will replace most of the existing revenue recognition guidance within U.S. GAAP. The core principle of this guidance is that an entity should recognize revenue for the transfer of goods or services to customers in an amount that it expects to be entitled to receive for those goods or services. In doing so, companies will be required to make certain judgments and estimates, including identifying contract performance obligations, estimating the amount of variable consideration to include in the transaction price and allocating the transaction price among separate performance obligations. Further, ASU 2014-09 will require companies to make additional disclosures. ASU 2014-09 is effective for annual periods beginning after December 15, 2016, and interim periods within those years, and will become effective for the Company beginning on January 1, 2017, with early adoption not permitted. ASU 2014-09 allows for two methods of adoption, a full retrospective method or a modified retrospective approach with the cumulative effect recognized at the date of initial application. The Company is in the process of determining the method of adoption and its impact on the Company’s consolidated financial condition and results of operations. | |
Derivative [Member] | ' |
Accounting Policies, by Policy (Policies) [Line Items] | ' |
Fair Value of Financial Instruments, Policy [Policy Text Block] | ' |
Change in Fair Value of Derivatives – The Company recognizes (or recognized until the time of their settlement) its warrants with certain cash settlement provisions or with certain anti-dilution protection, the redemption option of the Series A convertible preference shares of its Malaysian subsidiary, and the conversion element of its convertible promissory notes and of the Series B convertible preference shares of its Malaysian subsidiary as derivative liabilities. Such liabilities are valued when the financial instruments are initially issued or the derivative first requires recognition and are also revalued at each reporting date, with the change in their respective fair values being recorded as a gain or loss on revaluation within other income and expenses in the statement of operations. The Company determines the fair value of those warrants for which no anti-dilution adjustment is projected prior to the expiration date using the Black-Scholes valuation model, and all other derivative liabilities using a Monte Carlo Simulation approach, with key input variables provided by management. |
Acquisitions_Tables
Acquisitions (Tables) | 6 Months Ended | ||||||||||||||||
Jun. 30, 2014 | |||||||||||||||||
Business Combinations [Abstract] | ' | ||||||||||||||||
Schedule of Business Acquisition Purchase Price [Table Text block] | ' | ||||||||||||||||
Cash | $ | 2,000,000 | |||||||||||||||
Promissory note (see Note 6) | 1,100,000 | ||||||||||||||||
Contingent earn-out payments | 410,000 | ||||||||||||||||
Total | $ | 3,510,000 | |||||||||||||||
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block] | ' | ||||||||||||||||
Inventory | $ | 606,000 | |||||||||||||||
Property and equipment | 118,000 | ||||||||||||||||
Intangible assets: | |||||||||||||||||
Customer lists and trademarks | 1,500,000 | ||||||||||||||||
Purchased technology | 360,000 | ||||||||||||||||
Goodwill (1) | 990,000 | ||||||||||||||||
Total assets | 3,574,000 | ||||||||||||||||
Liabilities – accrued vacation | (64,000 | ) | |||||||||||||||
Total purchase price | $ | 3,510,000 | |||||||||||||||
Business Combination, Separately Recognized Transactions [Table Text Block] | ' | ||||||||||||||||
Period Ended June 30, | |||||||||||||||||
Three Months | Six Months | ||||||||||||||||
Revenue | $ | 582,785 | $ | 1,063,122 | |||||||||||||
Net loss | $ | -568,000 | $ | -1,253,000 | |||||||||||||
Business Acquisition, Pro Forma Information [Table Text Block] | ' | ||||||||||||||||
Three Months Ended June 30, | Six Months Ended June 30, | ||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
Total revenue | $ | 1,733,908 | $ | 1,191,979 | $ | 3,139,421 | $ | 1,923,189 | |||||||||
Net loss | $ | -2,095,338 | $ | -3,442,957 | $ | -4,549,713 | $ | -7,663,415 | |||||||||
Net loss per share - basic and diluted | $ | -2.27 | $ | -146.46 | $ | -4.96 | $ | -252.03 | |||||||||
Inventories_Tables
Inventories (Tables) | 6 Months Ended | ||||||||
Jun. 30, 2014 | |||||||||
Inventory Disclosure [Abstract] | ' | ||||||||
Schedule of Inventory, Current [Table Text Block] | ' | ||||||||
June 30, 2014 | December 31, 2013 | ||||||||
Raw materials | $ | 77,256 | $ | 125,068 | |||||
Work in process | 68,391 | 46,974 | |||||||
Finished goods | 694,161 | 120,608 | |||||||
Inventories | $ | 839,808 | $ | 292,650 |
Goodwill_and_Other_Intangible_1
Goodwill and Other Intangible Assets (Tables) | 6 Months Ended | ||||||||||||
Jun. 30, 2014 | |||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ' | ||||||||||||
Schedule of Goodwill [Table Text Block] | ' | ||||||||||||
Balance at January 1, 2014 | $ | — | |||||||||||
Additions (see Note 3) | 990,000 | ||||||||||||
Balance at June 30, 2014 | $ | 990,000 | |||||||||||
Schedule of Finite-Lived Intangible Assets [Table Text Block] | ' | ||||||||||||
Gross | Net | ||||||||||||
Carrying | Accumulated | Intangible | |||||||||||
Amount | Amortization | Assets | |||||||||||
Purchased technology | $ | 360,000 | $ | 50,000 | $ | 310,000 | |||||||
Customer lists and trademarks | 1,500,000 | 199,000 | 1,301,000 | ||||||||||
Total as of June 30, 2014 | $ | 1,860,000 | $ | 249,000 | $ | 1,611,000 | |||||||
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense [Table Text Block] | ' | ||||||||||||
Year ending December 31, | |||||||||||||
2014 (six months remaining) | $ | 248,900 | |||||||||||
2015 | 449,900 | ||||||||||||
2016 | 421,000 | ||||||||||||
2017 | 313,900 | ||||||||||||
2018 | 148,500 | ||||||||||||
Thereafter | 28,800 | ||||||||||||
Total amortization | $ | 1,611,000 |
Long_Term_Obligations_Tables
Long Term Obligations (Tables) | 6 Months Ended | ||||||||
Jun. 30, 2014 | |||||||||
MTDC Notes [Member] | ' | ||||||||
Long Term Obligations (Tables) [Line Items] | ' | ||||||||
Schedule of Long-term Debt Instruments [Table Text Block] | ' | ||||||||
June 30, 2014 | December 31, 2013 | ||||||||
MTDC Notes Payable: | |||||||||
Face value | $ | 5,200,000 | $ | 5,200,000 | |||||
Debt discount, net of accumulated amortization of $176,859 and $27,258 at June 30, 2014 and December 31, 2013, respectively | 3,366,457 | 3,516,058 | |||||||
Notes payable, net of debt discount | $ | 1,833,543 | $ | 1,683,942 | |||||
Integen X Note [Member] | ' | ||||||||
Long Term Obligations (Tables) [Line Items] | ' | ||||||||
Schedule of Long-term Debt Instruments [Table Text Block] | ' | ||||||||
June 30, 2014 | January 6, 2014 | ||||||||
IntegenX Notes Payable: | |||||||||
Face value | $ | 1,250,000 | $ | 1,250,000 | |||||
Interest added to principal | 48,611 | — | |||||||
Stated value | 1,298,611 | 1,250,000 | |||||||
Debt discount, net of accumulated amortization of $14,270 and nil at June 30 and January 6, 2014, respectively | 135,730 | 150,000 | |||||||
Notes payable, net of debt discount | $ | 1,162,881 | $ | 1,100,000 | |||||
Derivative [Member] | ' | ||||||||
Long Term Obligations (Tables) [Line Items] | ' | ||||||||
Schedule of Assumptions for Fair Value as of Balance Sheet Date of Assets or Liabilities that relate to Transferor's Continuing Involvement [Table Text Block] | ' | ||||||||
June 30, 2013 | December 31, 2012 | ||||||||
Risk-free interest rate | 0.03% | 0.13% | |||||||
Remaining contractual term | 1.41 Years | 1.91 Years | |||||||
Expected volatility | 148.74% | 126.91% | |||||||
Dividend yield | 0% | 0% |
Convertible_Preference_Shares_1
Convertible Preference Shares of Former Subsidiary (Tables) | 6 Months Ended | |||||||||||||||||||||||
Jun. 30, 2014 | ||||||||||||||||||||||||
Convertible Preference Shares of Former Subsidiary (Tables) [Line Items] | ' | |||||||||||||||||||||||
Schedule of Stock by Class [Table Text Block] | ' | |||||||||||||||||||||||
Class | Number | Initial | Issuance | Gross | Issuance | Exchange | Net Cash | Date if | CPS | |||||||||||||||
of CPS | of CPS | Investor | Date | Proceeds | (Costs) | Gain (loss) | Proceeds | Exchanged | Outstanding | |||||||||||||||
Series A | 444,444 | MTDC | 7/18/08 | $ | 1,000,000 | $ | (30,000 | ) | $ | — | $ | 970,000 | — | 444,444 | ||||||||||
Series A | 444,444 | MTDC | 11/27/08 | 1,000,000 | (30,000 | ) | — | 970,000 | — | 444,444 | ||||||||||||||
Series B | 111,111 | EEV | 6/8/09 | 250,000 | (19,393 | ) | (18,029 | ) | 212,578 | 8/17/10 | — | |||||||||||||
Series B | 111,111 | EEV | 3/9/10 | 250,000 | (8,929 | ) | (3,005 | ) | 238,066 | 8/17/10 | — | |||||||||||||
Series B | 222,222 | PMSB | 9/23/09 | 500,000 | (7,500 | ) | — | 492,500 | 10/11/13 | — | ||||||||||||||
Series B | 222,222 | PMSB | 5/13/10 | 500,000 | (5,000 | ) | — | 495,000 | 10/11/13 | — | ||||||||||||||
Series B | 188,057 | KMP | 9/18/09 | 423,128 | (11,319 | ) | — | 411,809 | 9/29/10 | — | ||||||||||||||
Subtotal | 1,743,611 | 3,923,128 | (112,141 | ) | (21,034 | ) | 3,789,953 | 888,888 | ||||||||||||||||
Series C | 3,233,734 | MTDC | 3/10/11 | 5,000,000 | (6,272 | ) | 58,575 | 5,052,303 | — | 3,233,734 | ||||||||||||||
4,977,345 | $ | 8,923,128 | $ | (118,413 | ) | $ | 37,541 | $ | 8,842,256 | 4,122,622 | ||||||||||||||
Convertible Preferred Stock [Member] | Series B Preferred Stock [Member] | ' | |||||||||||||||||||||||
Convertible Preference Shares of Former Subsidiary (Tables) [Line Items] | ' | |||||||||||||||||||||||
Schedule of Fair Value Estimated Assumption Derivative Liabilty [Table Text Block] | ' | |||||||||||||||||||||||
June 30, 2013 | December 31, 2012 | |||||||||||||||||||||||
Risk-free interest rate | 0.11% | 0.16% | ||||||||||||||||||||||
Expected remaining term | 0.61 Years | 1.00 Years | ||||||||||||||||||||||
Expected volatility | 135.80% | 125.53% | ||||||||||||||||||||||
Dividend yield | 0% | 0% | ||||||||||||||||||||||
Convertible Preferred Stock [Member] | Series A Preferred Stock [Member] | ' | |||||||||||||||||||||||
Convertible Preference Shares of Former Subsidiary (Tables) [Line Items] | ' | |||||||||||||||||||||||
Schedule of Fair Value Estimated Assumption Derivative Liabilty [Table Text Block] | ' | |||||||||||||||||||||||
June 30, 2013 | December 31, 2012 | |||||||||||||||||||||||
Risk-free interest rate | 0 | 0.02% - 0.08% | 0.11% - 0.15% | |||||||||||||||||||||
Expected remaining term | 0.11 - 0.41 Years | 0.55 - 0.90 Years | ||||||||||||||||||||||
Expected volatility | 111.30 - 123.77% | 123.55 - 127.94% | ||||||||||||||||||||||
Dividend yield | 0% | 0% |
Stock_Awards_Tables
Stock Awards (Tables) | 6 Months Ended | ||||||||||||||||
Jun. 30, 2014 | |||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ' | ||||||||||||||||
Schedule of Share-based Compensation, Activity [Table Text Block] | ' | ||||||||||||||||
Stock Options | Restricted Stock | ||||||||||||||||
Weighted | Weighted | ||||||||||||||||
Shares | Number of | Average | Number of | Average | |||||||||||||
Available | Options | Exercise | Shares | Grant Date | |||||||||||||
For Grant | Outstanding | Price | Outstanding | Fair Value | |||||||||||||
Balance at January 1, 2014 | 2,779 | 11,353 | $ | 353.92 | — | $ | — | ||||||||||
2008 Plan Amendment | 300,000 | — | $ | — | — | $ | — | ||||||||||
Granted | (85,970 | ) | 79,558 | $ | 14 | 6,412 | $ | 14 | |||||||||
Forfeited | 241 | (241 | ) | $ | 124.78 | –– | $ | –– | |||||||||
Canceled | 1,696 | (1,729 | ) | $ | 215.62 | –– | $ | –– | |||||||||
Balance at June 30, 2014 | 218,746 | 88,941 | $ | 53.12 | 6,412 | $ | 14 | ||||||||||
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | ' | ||||||||||||||||
Six Months Ended June 30, | |||||||||||||||||
2014 | 2013 | ||||||||||||||||
Risk-free interest rate | 1.43% | 0.71% | |||||||||||||||
Expected term | 4.75 Years | 4.75 Years | |||||||||||||||
Expected volatility | 93.89% | 108.14% | |||||||||||||||
Dividend yield | 0% | 0% |
Warrants_Tables
Warrants (Tables) | 6 Months Ended | ||||||||
Jun. 30, 2014 | |||||||||
Warrants (Tables) [Line Items] | ' | ||||||||
Schedule of Stockholders' Equity Note, Warrants or Rights [Table Text Block] | ' | ||||||||
Securities Into Which | Total Warrants | Warrants Recorded | Exercise | Expiration | |||||
Warrants are Convertible | Outstanding | as Liabilities | Price | Date | |||||
Common stock | 612,838 | 110,527 | $26.00 | August and September 2018 | |||||
Common stock | 28,242 | 28,242 | $40.40 | August 2014 | |||||
Common stock | 55,219 | 55,219 | $42.20 | December 2014 and January 2015 | |||||
Common stock | 154 | — | $775.24 | August 2014 | |||||
Common stock | 102 | — | $834.88 | December 2014 | |||||
Common stock | 96 | — | $1,459.05 | December 2015 | |||||
Common stock | 205 | — | $1,490.85 | July 2015 | |||||
Common stock | 3,019 | — | $1,540.55 | July 2015 | |||||
Common stock | 201 | — | $2,981.70 | December 2014 and November 2015 | |||||
Total | 700,076 | 193,988 | |||||||
Warrant [Member] | ' | ||||||||
Warrants (Tables) [Line Items] | ' | ||||||||
Schedule of Assumptions for Fair Value as of Balance Sheet Date of Assets or Liabilities that relate to Transferor's Continuing Involvement [Table Text Block] | ' | ||||||||
June 30, 2014 | June 30, 2013 | ||||||||
Risk-free interest rate | 0 | 0.03% - 1.03% | 0.13% - 0.19% | ||||||
Expected remaining term | 0.15 - 3.40 Years | 0.77 - 1.19 Years | |||||||
Expected volatility | 103.32% - 123.85% | 130.24% - 131.31% | |||||||
Dividend yield | 0% | 0% |
Fair_Value_of_Financial_Instru1
Fair Value of Financial Instruments (Tables) | 6 Months Ended | ||||||||||||||||||||
Jun. 30, 2014 | |||||||||||||||||||||
Fair Value Disclosures [Abstract] | ' | ||||||||||||||||||||
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis [Table Text Block] | ' | ||||||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | ||||||||||||||||||
June 30, 2014 | |||||||||||||||||||||
Financial Liabilities: | |||||||||||||||||||||
Warrant derivative liabilities | $ | — | $ | — | $ | 952,172 | $ | 952,172 | |||||||||||||
Total liabilities | $ | — | $ | — | $ | 952,172 | $ | 952,172 | |||||||||||||
Level 1 | Level 2 | Level 3 | Total | ||||||||||||||||||
December 31, 2013 | |||||||||||||||||||||
Financial Liabilities: | |||||||||||||||||||||
Warrant derivative liabilities | $ | — | $ | — | $ | 9,147,507 | $ | 9,147,507 | |||||||||||||
Total liabilities | $ | — | $ | — | $ | 9,147,507 | $ | 9,147,507 | |||||||||||||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Table Text Block] | ' | ||||||||||||||||||||
Conversion | |||||||||||||||||||||
Element of | Conversion | ||||||||||||||||||||
Warrant | Promissory | Element of | Series A CPS | ||||||||||||||||||
Derivatives | Notes | Series B CPS | Derivatives | Total | |||||||||||||||||
Balance at January 1, 2014 | $ | 9,147,507 | $ | — | $ | — | $ | — | $ | 9,147,507 | |||||||||||
Issuances | — | — | — | — | — | ||||||||||||||||
Revaluation gains included in other income and expenses | (1,374,196 | ) | — | — | — | (1,374,196 | ) | ||||||||||||||
Settlements | (6,821,139 | ) | — | — | — | (6,821,139 | ) | ||||||||||||||
Balance at June 30, 2014 | $ | 952,172 | $ | — | $ | — | $ | — | $ | 952,172 | |||||||||||
Total gains included in other income and expenses attributable to liabilities still held as of June 30, 2014 | $ | 776,495 | $ | — | $ | — | $ | — | $ | 776,495 | |||||||||||
Conversion | |||||||||||||||||||||
Element of | Conversion | ||||||||||||||||||||
Warrant | Promissory | Element of | Series A CPS | ||||||||||||||||||
Derivatives | Notes | Series B CPS | Derivatives | Total | |||||||||||||||||
Balance at January 1, 2013 | $ | 102,695 | $ | 274,928 | $ | 1,210,909 | $ | 619,652 | $ | 2,208,184 | |||||||||||
Issuances | — | — | — | — | — | ||||||||||||||||
Revaluation (gains) losses included in other income and expenses | 599,162 | (274,489 | ) | 2,818 | 150,989 | 478,480 | |||||||||||||||
Settlements | — | — | — | — | — | ||||||||||||||||
Balance at June 30, 2013 | $ | 701,857 | $ | 439 | $ | 1,213,727 | $ | 770,641 | $ | 2,686,664 | |||||||||||
Total gains (losses) included in other income and expenses attributable to liabilities still held as of June 30, 2013 | $ | (599,163 | ) | $ | 274,489 | $ | (2,818 | ) | $ | (150,989 | ) | $ | (478,481 | ) |
Net_Loss_Per_Share_Tables
Net Loss Per Share (Tables) | 6 Months Ended | ||||||||||||||||
Jun. 30, 2014 | |||||||||||||||||
Earnings Per Share [Abstract] | ' | ||||||||||||||||
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share [Table Text Block] | ' | ||||||||||||||||
Three Months Ended June 30, | Six Months Ended June 30, | ||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
Common share equivalents issuable upon exercise of common stock options | 2,365 | 64 | 3,406 | 70 | |||||||||||||
Shares issuable upon vesting of restricted stock | 2,325 | — | 1,169 | — | |||||||||||||
Shares issuable upon conversion of Series 1 convertible preferred stock | 731,027 | — | 735,834 | — | |||||||||||||
Shares issuable upon conversion of Series A CPS | — | 29,065 | — | 29,065 | |||||||||||||
Shares issuable upon conversion of Series B CPS | — | 29,592 | — | 29,592 | |||||||||||||
Shares issuable upon conversion of Series C CPS | — | 3,254 | — | 3,254 | |||||||||||||
Shares issuable upon conversion of MTDC Notes | 397,554 | — | 397,554 | — | |||||||||||||
Shares issuable upon conversion of Series A-1 convertible preferred stock | — | 32,562 | — | 32,360 | |||||||||||||
Shares issuable upon conversion of convertible promissory notes | — | 29,744 | — | 29,562 | |||||||||||||
Total common share equivalents excluded from denominator for diluted earnings per share computation | 1,133,271 | 124,281 | 1,137,963 | 123,903 |
Concentrations_Tables
Concentrations (Tables) | 6 Months Ended | ||||||||||||||||||||||||||||||||
Jun. 30, 2014 | |||||||||||||||||||||||||||||||||
Risks and Uncertainties [Abstract] | ' | ||||||||||||||||||||||||||||||||
Schedules of Concentration of Risk, by Risk Factor [Table Text Block] | ' | ||||||||||||||||||||||||||||||||
Three Months Ended June 30, | Six Months Ended June 30, | ||||||||||||||||||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||||||||||||||||||
Customer A | $ | 241,234 | 14 | % | $ | — | — | $ | 241,234 | 8 | % | $ | — | — | |||||||||||||||||||
Customer B | $ | 224,536 | 13 | % | $ | — | — | $ | 225,466 | 7 | % | $ | — | — | |||||||||||||||||||
Customer C | $ | 202,278 | 12 | % | $ | — | — | $ | 213,476 | 7 | % | $ | — | — | |||||||||||||||||||
Customer D | $ | 182,070 | 10 | % | $ | — | – | $ | 278,908 | 9 | % | $ | — | — | |||||||||||||||||||
Customer E | $ | 125,000 | 7 | % | $ | 125,000 | 51 | % | $ | 250,000 | 8 | % | $ | 208,333 | 49 | % | |||||||||||||||||
Customer F | $ | — | — | $ | 77,519 | 31 | % | $ | 164,336 | 5 | % | $ | 161,242 | 38 | % | ||||||||||||||||||
Customer G | $ | 50,311 | 3 | % | $ | 26,870 | 11 | % | $ | 183,425 | 6 | % | $ | 26,870 | 6 | % |
The_Company_Details
The Company (Details) | 0 Months Ended | |||
Aug. 27, 2013 | Jun. 30, 2014 | Nov. 26, 2013 | Nov. 26, 2013 | |
The Twenty Thirteen Reverse Split [Member] | The Twenty Fourteen Reverse Split [Member] | Common Stock [Member] | Preferred Stock [Member] | |
The Company (Details) [Line Items] | ' | ' | ' | ' |
Noncontrolling Interest, Ownership Percentage by Parent | ' | ' | 100.00% | 17.20% |
Stockholders' Equity Note, Stock Split, Conversion Ratio | 99.39 | ' | ' | ' |
Stockholders' Equity Note, Stock Split, Shares Issued for Fractional Share (in Shares) | 1 | ' | ' | ' |
Stockholders' Equity, Reverse Stock Split | ' | 'ten | ' | ' |
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Details) (USD $) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | |
Accounting Policies [Abstract] | ' | ' | ' | ' |
Government Subsidies Recognized During the Period | $108,025 | $69,494 | $172,540 | $149,590 |
Acquisitions_Details
Acquisitions (Details) (USD $) | 3 Months Ended | 6 Months Ended | |
Jun. 30, 2014 | Jun. 30, 2014 | Jan. 06, 2014 | |
Business Combinations [Abstract] | ' | ' | ' |
Business Combination, Contingent Consideration Arrangements, Description | ' | 'The contingent consideration arrangement requires the Company to pay IntegenX a percentage of revenues, on a sliding scale up to 20%, should certain revenue targets be achieved in 2014, 2015 and 2016. We estimated the fair value of the contingent consideration using a probability-weighted discounted cash flow model based on key assumptions including annual revenues ranging from $4.0 million to $9.9 million and a discount rate of 14%. | ' |
Business Combination, Contingent Consideration Arrangements, Change in Range of Outcomes, Contingent Consideration, Liability, Valuation Technique | ' | 'We estimated the fair value of the contingent consideration using a probability-weighted discounted cash flow model based on key assumptions including annual revenues ranging from $4.0 million to $9.9 million and a discount rate of 14%. | ' |
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, Low | $4,000,000 | $4,000,000 | ' |
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, High | 9,900,000 | 9,900,000 | ' |
Business Combination Contingent Consideration Arrangements Range of Outcomes Key Assumptions Discount Rate | ' | 14.00% | ' |
Business Acquisition, Transaction Costs | ' | ' | 140,000 |
Other Selling, General and Administrative Expense | $0 | $95,000 | ' |
Business Acquisition, Pro Forma Information, Description | ' | 'The results of the Apollo Business for the three and six months ended June 30, 2013, are based on the actual historic quarterly allocations of the Abbreviated Financial Statements prepared for the year ended December 31, 2013, and for the three and six months ended June 30, 2014, are based on the Company's results of operations, adjusted for estimated operating expenses in the five days prior to the acquisition. The pro forma financial information for all periods presented also includes the removal of direct acquisition-related costs, the additional charges for interest expense on acquisition-related borrowing, and the actual depreciation and amortization that would have been charged assuming the fair value adjustments to property and equipment and intangible assets had been applied as of January 1, 2013. | ' |
Acquisitions_Details_Schedule_
Acquisitions (Details) - Schedule of Purchase Price (USD $) | 0 Months Ended | 6 Months Ended | ||
Jan. 06, 2014 | Jun. 30, 2014 | Jun. 30, 2013 | Jan. 06, 2014 | |
Schedule of Purchase Price [Abstract] | ' | ' | ' | ' |
Cash | $2,000,000 | $2,000,000 | ' | ' |
Promissory note (see Note 6) | 1,100,000 | ' | ' | ' |
Contingent earn-out payments | ' | ' | ' | 410,000 |
Total | $3,510,000 | ' | ' | ' |
Acquisitions_Details_Schedule_1
Acquisitions (Details) - Schedule of identifiable assets and liabilities (USD $) | Jun. 30, 2014 | Jan. 06, 2014 | Dec. 31, 2013 |
Acquisitions (Details) - Schedule of identifiable assets and liabilities [Line Items] | ' | ' | ' |
Inventory | ' | $606,000 | ' |
Property and equipment | ' | 118,000 | ' |
Intangible assets: | ' | ' | ' |
Goodwill (1) | 990,000 | 990,000 | ' |
Total assets | ' | 3,574,000 | ' |
Liabilities b accrued vacation | ' | -64,000 | ' |
Total purchase price | ' | 3,510,000 | ' |
Customer Lists And Trademarks [Member] | ' | ' | ' |
Intangible assets: | ' | ' | ' |
Intangible Assets Excluding Goodwill | ' | 1,500,000 | ' |
Technology-Based Intangible Assets [Member] | ' | ' | ' |
Intangible assets: | ' | ' | ' |
Intangible Assets Excluding Goodwill | ' | $360,000 | ' |
Acquisitions_Details_Selected_
Acquisitions (Details) - Selected amounts related to the Apollo Business (USD $) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | |
Business Combination, Separately Recognized Transactions [Line Items] | ' | ' | ' | ' |
Revenue | $1,733,908 | $246,248 | $3,139,421 | $424,735 |
Net loss | -2,103,412 | -3,163,155 | -4,649,027 | -6,944,665 |
Apollo Business [Member] | ' | ' | ' | ' |
Business Combination, Separately Recognized Transactions [Line Items] | ' | ' | ' | ' |
Revenue | 582,785 | ' | 1,063,122 | ' |
Net loss | ($568,000) | ' | ($1,253,000) | ' |
Acquisitions_Details_Unaudited
Acquisitions (Details) - Unaudited pro forma information (USD $) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | |
Unaudited pro forma information [Abstract] | ' | ' | ' | ' |
Total revenue | $1,733,908 | $1,191,979 | $3,139,421 | $1,923,189 |
Net loss | ($2,095,338) | ($3,442,957) | ($4,549,713) | ($7,663,415) |
Net loss per share - basic and diluted (in Dollars per share) | ($2.27) | ($146.46) | ($4.96) | ($252.03) |
Inventories_Details_Inventorie
Inventories (Details) - Inventories (USD $) | Jun. 30, 2014 | Dec. 31, 2013 |
Inventories [Abstract] | ' | ' |
Raw materials | $77,256 | $125,068 |
Work in process | 68,391 | 46,974 |
Finished goods | 694,161 | 120,608 |
Inventories | $839,808 | $292,650 |
Goodwill_and_Other_Intangible_2
Goodwill and Other Intangible Assets (Details) (USD $) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ' | ' | ' | ' |
Amortization of Intangible Assets | $124,500 | $0 | $249,000 | $0 |
Goodwill_and_Other_Intangible_3
Goodwill and Other Intangible Assets (Details) - Changes in carrying amount of goodwill (USD $) | 6 Months Ended | |
Jun. 30, 2014 | Jan. 06, 2014 | |
Changes in carrying amount of goodwill [Abstract] | ' | ' |
Balance at January 1, 2014 | ' | $990,000 |
Additions (see Note 3) | 990,000 | ' |
Balance at June 30, 2014 | $990,000 | $990,000 |
Goodwill_and_Other_Intangible_4
Goodwill and Other Intangible Assets (Details) - Other intangible assets (USD $) | Jun. 30, 2014 | Dec. 31, 2013 |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Gross Carrying Amount | $1,860,000 | ' |
Net Accumulated Amortization | 249,000 | ' |
Intangible Assets | 1,611,000 | ' |
Technology-Based Intangible Assets [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Gross Carrying Amount | 360,000 | ' |
Net Accumulated Amortization | 50,000 | ' |
Intangible Assets | 310,000 | ' |
Customer Listsand Trademarks [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Gross Carrying Amount | 1,500,000 | ' |
Net Accumulated Amortization | 199,000 | ' |
Intangible Assets | $1,301,000 | ' |
Goodwill_and_Other_Intangible_5
Goodwill and Other Intangible Assets (Details) - Estimated future amortization expenses (USD $) | Jun. 30, 2014 |
Estimated future amortization expenses [Abstract] | ' |
2014 (six months remaining) | $248,900 |
2015 | 449,900 |
2016 | 421,000 |
2017 | 313,900 |
2018 | 148,500 |
Thereafter | 28,800 |
Total amortization | $1,611,000 |
Long_Term_Obligations_Details
Long Term Obligations (Details) (USD $) | 6 Months Ended | 0 Months Ended | 6 Months Ended | 6 Months Ended | ||||||||||
Jun. 30, 2014 | Jun. 30, 2013 | Dec. 31, 2012 | Aug. 27, 2013 | 27-May-11 | 27-May-11 | Aug. 27, 2013 | 27-May-11 | Nov. 26, 2013 | Aug. 15, 2013 | Jun. 30, 2014 | Dec. 31, 2013 | Nov. 26, 2013 | Jun. 30, 2014 | |
2013 Exchange Agreement [Member] | Series A2 Convertible Preferred Stock [Member] | Series A2 Convertible Preferred Stock [Member] | Convertible Promissory Note [Member] | Convertible Promissory Note [Member] | WGBM Notes [Member] | WGBM Notes [Member] | MTDC Notes [Member] | MTDC Notes [Member] | MTDC Notes [Member] | Integen X Note [Member] | ||||
Convertible Promissory Note [Member] | Convertible Promissory Note [Member] | |||||||||||||
Long Term Obligations (Details) [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt Instrument, Face Amount | ' | ' | ' | ' | ' | ' | ' | $15,275,000 | $1,400,000 | $6,600,000 | ' | ' | $5,200,000 | ' |
Debt Instrument, Convertible, Number of Equity Instruments | ' | ' | ' | ' | 2,679,824 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt Instrument, Convertible, Conversion Price (in Dollars per share) | ' | ' | ' | ' | $5.70 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Convertible Preferred Stock, Terms of Conversion | ' | ' | ' | ' | ' | 'each 99.39 shares being convertible into one share of common stock. | ' | ' | ' | ' | ' | ' | ' | ' |
Convertible Preferred Stock, Shares Issued upon Conversion (in Shares) | ' | ' | ' | ' | ' | 99.39 | ' | ' | ' | ' | ' | ' | ' | ' |
Proceeds from Sale of Promissory Notes Convertible Preferred Stock and Warrants Gross | ' | ' | ' | ' | ' | ' | ' | 30,550,000 | ' | ' | ' | ' | ' | ' |
Payments of Debt Issuance Costs | ' | ' | ' | ' | ' | ' | ' | 2,524,963 | ' | ' | ' | ' | ' | ' |
Proceeds from Debt, Net of Issuance Costs | ' | ' | ' | ' | ' | ' | ' | 28,025,037 | ' | ' | ' | ' | ' | ' |
Debt Instrument, Interest Rate During Period | ' | ' | ' | ' | ' | ' | ' | 5.00% | ' | ' | ' | ' | ' | ' |
Debt Instrument, Unamortized Discount | ' | ' | ' | 14,442,497 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt Instrument, Convertible, Remaining Discount Amortization Period | ' | ' | ' | '3 years 6 months | ' | ' | '3 years 6 months | ' | ' | ' | ' | ' | ' | ' |
Unamortized Debt Issuance Expense | ' | ' | ' | ' | ' | ' | 832,502 | ' | ' | ' | ' | ' | ' | ' |
Derivative, Fair Value, Net | ' | 439 | 274,928 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share Price (in Dollars per share) | $12.50 | $39.76 | $29.82 | ' | ' | ' | ' | ' | ' | ' | $13.08 | ' | ' | ' |
Increase (Decrease) in Derivative Liabilities | ' | -274,489 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Long-term Debt, Gross | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5,300,000 | ' | ' | ' | ' |
Debt Instrument, Interest Rate, Effective Percentage | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 17.39% | 17.39% | ' | 11.60% |
Stock Issued During Period, Shares, Conversion of Convertible Securities (in Shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 397,554 | ' | ' | ' |
Notes Issued | 1,100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,250,000 |
Debt Instrument, Maturity Date, Description | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'The IntegenX Note earns simple interest at 8% per annum over its three year term, payable on the Maturity Date. It may be repaid early without premium or penalty at the Company's option at any time and it must be repaid within 45 days of the closing of an equity offering yielding the Company net cash proceeds of at least $15,000,000. |
Debt Instrument, Interest Rate, Stated Percentage | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 8.00% |
Proceeds from Future Fundraising | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $15,000,000 |
Long_Term_Obligations_Details_
Long Term Obligations (Details) - Fair value of this derivative liability assumptions | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2013 | Dec. 31, 2012 | |
Derivative Financial Instruments, Liabilities [Member] | Derivative Financial Instruments, Liabilities [Member] | |||
Assumption for Fair Value as of Balance Sheet Date of Assets or Liabilities that relate to Transferor's Continuing Involvement [Line Items] | ' | ' | ' | ' |
Risk-free interest rate | ' | ' | 0.03% | 0.13% |
Remaining contractual term | ' | ' | '1 year 149 days | '1 year 332 days |
Expected volatility | ' | ' | 148.74% | 126.91% |
Dividend yield | 0.00% | 0.00% | 0.00% | 0.00% |
Long_Term_Obligations_Details_1
Long Term Obligations (Details) - MTDC Notes (MTDC Notes [Member], USD $) | Jun. 30, 2014 | Dec. 31, 2013 |
MTDC Notes [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Face value | $5,200,000 | $5,200,000 |
Debt discount, net of accumulated amortization of $176,859 and $27,258 at June 30, 2014 and December 31, 2013, respectively | 3,366,457 | 3,516,058 |
Notes payable, net of debt discount | $1,833,543 | $1,683,942 |
Long_Term_Obligations_Details_2
Long Term Obligations (Details) - MTDC Notes (Parentheticals) (MTDC Notes [Member], USD $) | Jun. 30, 2014 | Dec. 31, 2013 |
MTDC Notes [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Accumulated amortization | $176,859 | $27,258 |
Long_Term_Obligations_Details_3
Long Term Obligations (Details) - IntegenX Note (Integen X Note [Member], USD $) | Jun. 30, 2014 | Jan. 06, 2014 |
Integen X Note [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Face value | $1,250,000 | $1,250,000 |
Interest added to principal | 48,611 | ' |
Stated value | 1,298,611 | 1,250,000 |
Debt discount, net of accumulated amortization of $14,270 and nil at June 30 and January 6, 2014, respectively | 135,730 | 150,000 |
Notes payable, net of debt discount | $1,162,881 | $1,100,000 |
Long_Term_Obligations_Details_4
Long Term Obligations (Details) - IntegenX Note (Parentheticals) (Integen X Note [Member], USD $) | Jun. 30, 2014 | Jan. 06, 2014 |
Integen X Note [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Accumulated amortization | $14,270 | ' |
Convertible_Preference_Shares_2
Convertible Preference Shares of Former Subsidiary (Details) | 6 Months Ended | 0 Months Ended | 6 Months Ended | 12 Months Ended | 1 Months Ended | 6 Months Ended | 6 Months Ended | 0 Months Ended | 6 Months Ended | 0 Months Ended | 6 Months Ended | 0 Months Ended | |||||||||||||||||
Jun. 30, 2013 | Jun. 30, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 14, 2010 | Apr. 03, 2009 | 8-May-08 | Jul. 01, 2009 | Jun. 30, 2014 | Dec. 31, 2010 | Dec. 31, 2010 | Oct. 31, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Dec. 31, 2012 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Dec. 31, 2012 | Apr. 03, 2014 | Dec. 14, 2010 | Jun. 30, 2014 | Apr. 03, 2014 | Nov. 26, 2013 | Mar. 10, 2011 | Nov. 26, 2013 | Jun. 30, 2014 | 26-May-11 | |
USD ($) | USD ($) | USD ($) | USD ($) | Private Placement [Member] | Private Placement [Member] | Private Placement [Member] | Private Placement [Member] | Convertible Preferred Stock [Member] | Convertible Preferred Stock [Member] | Convertible Preferred Stock [Member] | Convertible Preferred Stock [Member] | Convertible Preferred Stock [Member] | Convertible Preferred Stock [Member] | Convertible Preferred Stock [Member] | Convertible Preferred Stock [Member] | Convertible Preferred Stock [Member] | Convertible Preferred Stock [Member] | Convertible Preferred Stock [Member] | Convertible Preferred Stock [Member] | Convertible Preferred Stock [Member] | Convertible Preferred Stock [Member] | Convertible Preferred Stock [Member] | Convertible Preferred Stock [Member] | Convertible Preferred Stock [Member] | Convertible Preferred Stock [Member] | Convertible Preferred Stock [Member] | Convertible Preferred Stock [Member] | Series A Preferred Stock [Member] | |
Convertible Preferred Stock [Member] | Issuance Of Series B CPS to EEV and PMSB [Member] | MTDC [Member] | KMP [Member] | Rights of the Holders of Series A and B CPS [Member] | Series B Preferred Stock [Member] | Series B Preferred Stock [Member] | Series B Preferred Stock [Member] | Series B Preferred Stock [Member] | Series B Preferred Stock [Member] | Series B Preferred Stock [Member] | Series B Preferred Stock [Member] | Series A Preferred Stock [Member] | Series A Preferred Stock [Member] | Series A Preferred Stock [Member] | Series A Preferred Stock [Member] | Series C Preferred Stock [Member] | Series C Preferred Stock [Member] | Series C Preferred Stock [Member] | Series C Preferred Stock [Member] | Series C Preferred Stock [Member] | Series C Preferred Stock [Member] | WGBM [Member] | USD ($) | ||||||
Series C Preferred Stock [Member] | USD ($) | USD ($) | USD ($) | Series B Preferred Stock [Member] | KMP [Member] | EEV [Member] | PMSB [Member] | USD ($) | USD ($) | USD ($) | Maximum [Member] | MTDC [Member] | USD ($) | USD ($) | USD ($) | MTDC [Member] | MTDC [Member] | WGBM [Member] | USD ($) | USD ($) | MYR | ||||||||
MTDC [Member] | USD ($) | USD ($) | USD ($) | USD ($) | |||||||||||||||||||||||||
USD ($) | |||||||||||||||||||||||||||||
Convertible Preference Shares of Former Subsidiary (Details) [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Sale of Stock, Price Per Share | ' | ' | ' | ' | ' | $2.25 | $2.25 | $2.25 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Sale of Stock, Number of Shares Issued in Transaction | ' | ' | ' | ' | 3,233,734 | ' | ' | ' | ' | 188,057 | 222,222 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,077,911 | ' | ' | ' | ' | ' | ' | ' |
Conversion of Stock, Shares Issued | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 444,444 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3,233,734 | ' | ' | ' |
Conversion of Stock, Amount Issued | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $70,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share Price | $39.76 | $12.50 | ' | $29.82 | $1.55 | ' | ' | ' | ' | ' | ' | ' | $2,236.30 | $39.76 | $29.82 | $2,630.90 | ' | $39.76 | ' | $29.82 | ' | $2.32 | ' | ' | ' | ' | ' | ' | ' |
Number of Trading Days | ' | ' | ' | ' | ' | ' | ' | ' | '10 years | ' | ' | ' | '10 days | ' | ' | ' | '10 days | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Applicable Stock Price Calculation Percentage | ' | ' | ' | ' | ' | ' | ' | ' | 85.00% | ' | ' | ' | ' | ' | ' | ' | 85.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Derivative Liability, Fair Value, Gross Liability | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,213,727 | 1,210,909 | ' | ' | 770,641 | ' | 619,652 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Increase (Decrease) in Derivative Liabilities | -274,489 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,818 | ' | ' | ' | 150,989 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share Premium Percentage | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 8.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Derivative, Cap Price | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $1,540.55 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Derivative, Floor Price | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $99.39 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Proceeds from Issuance of Convertible Preferred Stock | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5,000,000 | ' | 8,842,256 | ' |
Payments of Stock Issuance Costs | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 6,272 | ' | 118,413 | ' |
Preferred Stock Conversion Rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1 | ' | 1 | 1 | ' | ' | ' | ' | ' |
Denominator for Conversion of Preferred Stock | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100 | ' | ' | ' | ' | ' | ' |
Conversion of Stock, Shares Converted | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 993.9 | ' | ' | 993.9 | ' | ' | ' | ' | 99.39 |
Stock Issued During Period, Value, Conversion of Convertible Securities | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $4,993,728 | ' | ' | ' | ' |
Preferred Stock, Shares Authorized | ' | 10,000,000 | 10,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 200,000,000 | ' | ' |
Preferred Stock, Par or Stated Value Per Share | ' | $0.00 | $0.00 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.01 | ' | ' |
Convertible_Preference_Shares_3
Convertible Preference Shares of Former Subsidiary (Details) - Transactions along with the issuance of Series C CPS (USD $) | 6 Months Ended | 0 Months Ended | 6 Months Ended | ||||||||
Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Mar. 10, 2011 | Jun. 30, 2014 | Jun. 30, 2014 | |
Convertible Preferred Stock [Member] | Convertible Preferred Stock [Member] | Convertible Preferred Stock [Member] | Convertible Preferred Stock [Member] | Convertible Preferred Stock [Member] | Convertible Preferred Stock [Member] | Convertible Preferred Stock [Member] | Convertible Preferred Stock [Member] | Convertible Preferred Stock [Member] | Convertible Preferred Stock [Member] | Subtotal [Member] | |
Series A Preferred Stock [Member] | Series A Preferred Stock [Member] | Series B Preferred Stock [Member] | Series B Preferred Stock [Member] | Series B Preferred Stock [Member] | Series B Preferred Stock [Member] | Series B Preferred Stock [Member] | Series C Preferred Stock [Member] | Series C Preferred Stock [Member] | |||
07/18/2008 [Member] | 11/27/2008 [Member] | 06/08/2009 [Member] | 03/09/2010 [Member] | 09/23/2009 [Member] | 05/13/2010 [Member] | 09/18/2009 [Member] | 03/10/2011 [Member] | ||||
Class of Stock [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of CPS (in Shares) | 444,444 | 444,444 | 111,111 | 111,111 | 222,222 | 222,222 | 188,057 | 3,233,734 | ' | 4,977,345 | 1,743,611 |
Initial Investor | 'MTDC | 'MTDC | 'EEV | 'EEV | 'PMSB | 'PMSB | 'KMP | 'MTDC | ' | ' | ' |
Gross Proceeds | $1,000,000 | $1,000,000 | $250,000 | $250,000 | $500,000 | $500,000 | $423,128 | $5,000,000 | ' | $8,923,128 | $3,923,128 |
Issuance (Costs) | -30,000 | -30,000 | -19,393 | -8,929 | -7,500 | -5,000 | -11,319 | -6,272 | -6,272 | -118,413 | -112,141 |
Exchange Gain (loss) | ' | ' | -18,029 | -3,005 | ' | ' | ' | 58,575 | ' | 37,541 | -21,034 |
Net Cash Proceeds | $970,000 | $970,000 | $212,578 | $238,066 | $492,500 | $495,000 | $411,809 | $5,052,303 | $5,000,000 | $8,842,256 | $3,789,953 |
Date if Exchanged | ' | ' | '08/17/2010 | '08/17/2010 | '10/11/2013 | '10/11/2013 | '09/29/2010 | ' | ' | ' | ' |
CPS Outstanding (in Shares) | 444,444 | 444,444 | ' | ' | ' | ' | ' | 3,233,734 | ' | 4,122,622 | 888,888 |
Convertible_Preference_Shares_4
Convertible Preference Shares of Former Subsidiary (Details) - Series B CPS Fair values estimated assumptions | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2013 | Dec. 31, 2012 | |
Series B CPS Derivative Liability [Member] | Series B CPS Derivative Liability [Member] | |||
Convertible Preference Shares of Former Subsidiary (Details) - Series B CPS Fair values estimated assumptions [Line Items] | ' | ' | ' | ' |
Risk-free interest rate | ' | ' | 0.11% | 0.16% |
Expected remaining term | ' | ' | '222 days | '1 year |
Expected volatility | ' | ' | 135.80% | 125.53% |
Dividend yield | 0.00% | 0.00% | 0.00% | 0.00% |
Convertible_Preference_Shares_5
Convertible Preference Shares of Former Subsidiary (Details) - Series A CPS Fair values estimated assumptions | 6 Months Ended | 12 Months Ended | 6 Months Ended | 12 Months Ended | 6 Months Ended | 12 Months Ended | 6 Months Ended | |||||
Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2013 | Dec. 31, 2012 | Jun. 30, 2013 | Dec. 31, 2012 | Jun. 30, 2013 | Dec. 31, 2012 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | |
Series A CPS Derivative Liability [Member] | Series A CPS Derivative Liability [Member] | Series A CPS Derivative Liability [Member] | Series A CPS Derivative Liability [Member] | Series A CPS Derivative Liability [Member] | Series A CPS Derivative Liability [Member] | Minimum [Member] | Minimum [Member] | Maximum [Member] | Maximum [Member] | |||
Minimum [Member] | Minimum [Member] | Maximum [Member] | Maximum [Member] | |||||||||
Convertible Preference Shares of Former Subsidiary (Details) - Series A CPS Fair values estimated assumptions [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Risk-free interest rate | ' | ' | ' | ' | 0.02% | 0.11% | 0.08% | 0.15% | 0.03% | 0.13% | 1.03% | 0.19% |
Expected remaining term | ' | ' | ' | ' | '40 days | '200 days | '149 days | '328 days | '54 days | '281 days | '3 years 146 days | '1 year 69 days |
Expected volatility | ' | ' | ' | ' | 111.30% | 123.55% | 123.77% | 127.94% | 103.32% | 130.24% | 123.85% | 131.31% |
Dividend yield | 0.00% | 0.00% | 0.00% | 0.00% | ' | ' | ' | ' | ' | ' | ' | ' |
Preferred_Stock_Details
Preferred Stock (Details) (USD $) | Jun. 30, 2014 | Dec. 31, 2013 | Aug. 27, 2013 | Aug. 27, 2013 | Aug. 27, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Aug. 27, 2013 | 26-May-11 | 27-May-11 | Jun. 30, 2013 | Jun. 30, 2013 | Jun. 30, 2014 | 27-May-11 | Jun. 30, 2014 | 27-May-11 | 26-May-11 |
In Exchange of CPNs [Member] | Private Placement [Member] | Series 1 Convertible Preferred Stock [Member] | Series 1 Convertible Preferred Stock [Member] | Series 1 Convertible Preferred Stock [Member] | Common Stock [Member] | Common Stock [Member] | Series A1 Convertible Preferred Stock [Member] | Series A1 Convertible Preferred Stock [Member] | Series A1 Convertible Preferred Stock [Member] | Series A1 Convertible Preferred Stock [Member] | Series A1 Convertible Preferred Stock [Member] | Series A2 Convertible Preferred Stock [Member] | Series A2 Convertible Preferred Stock [Member] | Series A Preferred Stock [Member] | |||
Series 1 Convertible Preferred Stock [Member] | Series 1 Convertible Preferred Stock [Member] | ||||||||||||||||
Preferred Stock (Details) [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Preferred Stock, Shares Authorized | 10,000,000 | 10,000,000 | ' | ' | ' | ' | 3,663 | ' | ' | ' | ' | ' | 4,500,000 | ' | 4,500,000 | ' | ' |
Preferred Stock, Par or Stated Value Per Share (in Dollars per share) | $0.00 | $0.00 | ' | ' | ' | $0.00 | ' | ' | ' | ' | ' | ' | ' | $5.20 | ' | ' | ' |
Convertible Preferred Stock, Shares Issued upon Conversion | ' | ' | 2,987.02 | ' | ' | 2,515.34 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 99.39 | ' |
Ownership Cap Threshold Percentage | ' | ' | ' | ' | ' | 9.98% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock Issued During Period, Shares, New Issues | ' | ' | ' | 646.0351 | 3,633.05 | ' | ' | ' | ' | 2,937,500 | ' | ' | ' | ' | ' | ' | ' |
Conversion of Stock, Shares Converted | ' | ' | ' | ' | 762.7632 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 99.39 |
Conversion of Stock, Shares Issued | ' | ' | ' | ' | ' | ' | ' | 191,861 | 1 | ' | ' | ' | ' | ' | ' | ' | ' |
Preferred Stock, Shares Outstanding | 2,870.29 | 2,944.71 | ' | ' | ' | 2,870.29 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Preferred Stock, Dividend Rate, Percentage | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5.00% |
Dividends (in Dollars) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $209,268 | $415,952 | ' | ' | ' | ' | ' |
Stock_Awards_Details
Stock Awards (Details) (USD $) | 3 Months Ended | 6 Months Ended | 6 Months Ended | ||||||
Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Dec. 31, 2012 | 29-May-14 | 29-May-14 | Jun. 30, 2014 | Jun. 30, 2014 | |
2008 Plan [Member] | 2008 Plan Amendment [Member] | 2008 Plan Amendment [Member] | Maximum [Member] | ||||||
Maximum [Member] | |||||||||
Stock Awards (Details) [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Sharebased Compensation Arrangement by Sharebased Payment Award Exercisable Period | ' | ' | ' | ' | ' | ' | ' | ' | '10 years |
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized (in Shares) | ' | ' | ' | ' | ' | 14,589 | 314,589 | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period | ' | ' | ' | ' | ' | ' | ' | '7 years | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | ' | ' | '4 years | ' | ' | ' | ' | ' | ' |
Share Price (in Dollars per share) | $12.50 | $39.76 | $12.50 | $39.76 | $29.82 | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Grant Date Intrinsic Value (in Dollars per share) | ' | ' | $9.86 | $37.24 | ' | ' | ' | ' | ' |
Share-based Compensation | $687,660 | $77,983 | $759,534 | $182,785 | ' | ' | ' | ' | ' |
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized | $356,902 | ' | $356,902 | ' | ' | ' | ' | ' | ' |
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | ' | ' | '299 days | ' | ' | ' | ' | ' | ' |
Stock_Awards_Details_Summary_o
Stock Awards (Details) - Summary of stock option and restricted stock transactions (USD $) | 6 Months Ended |
Jun. 30, 2014 | |
Stock Awards (Details) - Summary of stock option and restricted stock transactions [Line Items] | ' |
Balance at January 1, 2014 | 2,779 |
Granted | -85,970 |
Forfeited | 241 |
Canceled | 1,696 |
Balance at June 30, 2014 | 218,746 |
Employee Stock Option [Member] | ' |
Stock Awards (Details) - Summary of stock option and restricted stock transactions [Line Items] | ' |
Balance at January 1, 2014 | 11,353 |
Balance at January 1, 2014 (in Dollars per share) | 353.92 |
Granted | 79,558 |
Granted (in Dollars per share) | 14 |
Granted (in Dollars per share) | 14 |
Forfeited | -241 |
Forfeited (in Dollars per share) | 124.78 |
Canceled | -1,729 |
Canceled (in Dollars per share) | 215.62 |
Balance at June 30, 2014 | 88,941 |
Balance at June 30, 2014 (in Dollars per share) | 53.12 |
Restricted Stock [Member] | ' |
Stock Awards (Details) - Summary of stock option and restricted stock transactions [Line Items] | ' |
Balance at January 1, 2014 | ' |
Balance at January 1, 2014 (in Dollars per share) | ' |
Granted (in Dollars per share) | 14 |
Granted | 6,412 |
Granted (in Dollars per share) | 14 |
Forfeited | ' |
Forfeited (in Dollars per share) | ' |
Canceled | ' |
Canceled (in Dollars per share) | ' |
Balance at June 30, 2014 | 6,412 |
Balance at June 30, 2014 (in Dollars per share) | 14 |
2008 Plan Amendment [Member] | ' |
Stock Awards (Details) - Summary of stock option and restricted stock transactions [Line Items] | ' |
2008 Plan Amendment | 300,000 |
Stock_Awards_Details_The_weigh
Stock Awards (Details) - The weighted average grant date fair value of options awarded | 6 Months Ended | |
Jun. 30, 2014 | Jun. 30, 2013 | |
The weighted average grant date fair value of options awarded [Abstract] | ' | ' |
Risk-free interest rate | 1.43% | 0.71% |
Expected term | '4 years 9 months | '4 years 9 months |
Expected volatility | 93.89% | 108.14% |
Dividend yield | 0.00% | 0.00% |
Warrants_Details
Warrants (Details) (USD $) | 6 Months Ended | 6 Months Ended | ||||||||||||||||||
Jun. 30, 2013 | Jun. 30, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | 27-May-11 | 27-May-11 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | 27-May-11 | Jun. 30, 2014 | 27-May-11 | Jun. 30, 2014 | Dec. 31, 2013 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2013 | Mar. 31, 2014 | |
Private Placement [Member] | Private Placement [Member] | 2013 Private Placement Initial Closing [Member] | 2013 Private Placement Final Closing [Member] | Anti Dilution Adjustment [Member] | Anti Dilution Adjustment [Member] | Anti Dilution Adjustment [Member] | Anti Dilution Adjustment [Member] | Warrants Expiring in August and September 2018 [Member] | Warrants Expiring in August and September 2018 [Member] | Warrants Expiring in August and September 2018 [Member] | Warrants Expiring in August 2014 [Member] | Warrants Expiringin December 2014 and January 2015 [Member] | Warrant [Member] | Warrant [Member] | Warrant [Member] | |||||
Anti Dilution Adjustment [Member] | Anti Dilution Adjustment [Member] | Warrants Expiring in August and September 2018 [Member] | Warrants Expiring in August and September 2018 [Member] | Warrants Expiring in August 2014 [Member] | Warrants Expiring in August 2014 [Member] | Warrants Expiringin December 2014 and January 2015 [Member] | Warrants Expiringin December 2014 and January 2015 [Member] | Common Stock [Member] | Warrant [Member] | |||||||||||
Warrants Expiring in August 2014 [Member] | Warrants Expiringin December 2014 and January 2015 [Member] | |||||||||||||||||||
Warrants (Details) [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Warrant Units Outstanding | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 25.88 | ' | ' | 2.99 | ' | 22.54 |
Unit Warrants Number Recorded as Liability | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.35 | ' | ' | ' | ' | ' |
Warrants and Rights Outstanding (in Dollars) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $50,000 | ' | ' | ' | ' | ' |
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | ' | 193,988 | ' | ' | 154 | 102 | 341,713 | 34,225 | 28,242 | 1,626 | 55,219 | 2,893 | 2,500 | ' | 1,250 | 634 | 972 | ' | ' | ' |
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1 | ' | ' | ' | ' | ' | ' | ' |
Class of Warrant or Right, Exercise Price of Warrants or Rights (in Dollars per Share) | ' | ' | ' | ' | ' | ' | ' | ' | 40.4 | 775.24 | 42.2 | 834.88 | ' | ' | 26 | 1,987.80 | 2,484.75 | ' | ' | ' |
Class of Warrant or Right, Outstanding | ' | 700,076 | ' | ' | ' | ' | ' | ' | 1,472 | ' | 2,791 | ' | ' | ' | 236,900 | ' | ' | 89,378 | ' | 412,933 |
Other Liabilities (in Dollars) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 8,700,000 | ' | ' | ' | ' | ' | ' |
Warrants Not Settleable in Cash, Fair Value Disclosure (in Dollars) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 711,960 | ' | 6,109,179 |
Warrants and Unit Warrants Settleable in Cash Fair Value Disclosure (in Dollars) | 701,857 | 952,172 | 9,147,507 | 102,695 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share Price (in Dollars per share) | $39.76 | $12.50 | ' | $29.82 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Increase (Decrease) in Derivative Liabilities (in Dollars) | ($274,489) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ($1,374,196) | $599,162 | ' |
Warrants_Details_Summary_of_ou
Warrants (Details) - Summary of outstanding common stock warrants | 6 Months Ended |
Jun. 30, 2014 | |
Class of Warrant or Right [Line Items] | ' |
Securities Into Which Warrants are Convertible | ' |
Warrants Outstanding | 700,076 |
Warrants Recorded as Liabilities | 193,988 |
Warrant A [Member] | ' |
Class of Warrant or Right [Line Items] | ' |
Securities Into Which Warrants are Convertible | 'Common stock |
Warrants Outstanding | 612,838 |
Warrants Recorded as Liabilities | 110,527 |
Exercise Price | 26 |
Expiration Date | 'August and September 2018 |
Warrant B [Member] | ' |
Class of Warrant or Right [Line Items] | ' |
Securities Into Which Warrants are Convertible | 'Common stock |
Warrants Outstanding | 28,242 |
Warrants Recorded as Liabilities | 28,242 |
Exercise Price | 40.4 |
Expiration Date | 'August 2014 |
Warrant C [Member] | ' |
Class of Warrant or Right [Line Items] | ' |
Securities Into Which Warrants are Convertible | 'Common stock |
Warrants Outstanding | 55,219 |
Warrants Recorded as Liabilities | 55,219 |
Exercise Price | 42.2 |
Expiration Date | 'December 2014 and January 2015 |
Warrant D [Member] | ' |
Class of Warrant or Right [Line Items] | ' |
Securities Into Which Warrants are Convertible | 'Common stock |
Warrants Outstanding | 154 |
Exercise Price | 775.24 |
Expiration Date | 'August 2014 |
Warrant E [Member] | ' |
Class of Warrant or Right [Line Items] | ' |
Securities Into Which Warrants are Convertible | 'Common stock |
Warrants Outstanding | 102 |
Exercise Price | 834.88 |
Expiration Date | 'December 2014 |
Warrant F [Member] | ' |
Class of Warrant or Right [Line Items] | ' |
Securities Into Which Warrants are Convertible | 'Common stock |
Warrants Outstanding | 96 |
Exercise Price | 1,459.05 |
Expiration Date | 'December 2015 |
Warrant G [Member] | ' |
Class of Warrant or Right [Line Items] | ' |
Securities Into Which Warrants are Convertible | 'Common stock |
Warrants Outstanding | 205 |
Exercise Price | 1,490.85 |
Expiration Date | 'July 2015 |
Warrant H [Member] | ' |
Class of Warrant or Right [Line Items] | ' |
Securities Into Which Warrants are Convertible | 'Common stock |
Warrants Outstanding | 3,019 |
Exercise Price | 1,540.55 |
Expiration Date | 'July 2015 |
Warrant I [Member] | ' |
Class of Warrant or Right [Line Items] | ' |
Securities Into Which Warrants are Convertible | 'Common stock |
Warrants Outstanding | 201 |
Exercise Price | 2,981.70 |
Expiration Date | 'December 2014 and November 2015 |
Warrants_Details_Aggregate_fai
Warrants (Details) - Aggregate fair value of such warrants | 6 Months Ended | |
Jun. 30, 2014 | Jun. 30, 2013 | |
Assumption for Fair Value as of Balance Sheet Date of Assets or Liabilities that relate to Transferor's Continuing Involvement [Line Items] | ' | ' |
Dividend yield | 0.00% | 0.00% |
Minimum [Member] | ' | ' |
Assumption for Fair Value as of Balance Sheet Date of Assets or Liabilities that relate to Transferor's Continuing Involvement [Line Items] | ' | ' |
Risk-free interest rate | 0.03% | 0.13% |
Expected remaining term | '54 days | '281 days |
Expected volatility | 103.32% | 130.24% |
Maximum [Member] | ' | ' |
Assumption for Fair Value as of Balance Sheet Date of Assets or Liabilities that relate to Transferor's Continuing Involvement [Line Items] | ' | ' |
Risk-free interest rate | 1.03% | 0.19% |
Expected remaining term | '3 years 146 days | '1 year 69 days |
Expected volatility | 123.85% | 131.31% |
Fair_Value_of_Financial_Instru2
Fair Value of Financial Instruments (Details) - Company's liabilities measured at fair value on a recurring basis (USD $) | Jun. 30, 2014 | Dec. 31, 2013 |
Financial Liabilities: | ' | ' |
Warrant derivative liabilities | $952,172 | $9,147,507 |
Total liabilities | 952,172 | 9,147,507 |
Fair Value, Inputs, Level 1 [Member] | ' | ' |
Financial Liabilities: | ' | ' |
Warrant derivative liabilities | ' | ' |
Total liabilities | ' | ' |
Fair Value, Inputs, Level 2 [Member] | ' | ' |
Financial Liabilities: | ' | ' |
Warrant derivative liabilities | ' | ' |
Total liabilities | ' | ' |
Fair Value, Inputs, Level 3 [Member] | ' | ' |
Financial Liabilities: | ' | ' |
Warrant derivative liabilities | 952,172 | 9,147,507 |
Total liabilities | $952,172 | $9,147,507 |
Fair_Value_of_Financial_Instru3
Fair Value of Financial Instruments (Details) - Reconciliation of all liabilities measured at fair value on a recurring basis using significant unobservable inputs (USD $) | 6 Months Ended | |
Jun. 30, 2014 | Jun. 30, 2013 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ' | ' |
Balance,Period Start Date | $9,147,507 | $2,208,184 |
Issuances | ' | ' |
Revaluation | -1,374,196 | 478,480 |
Settlements | -6,821,139 | ' |
Balance,Period End Date | 952,172 | 2,686,664 |
Total gains (losses) included in other income and expenses attributable to liabilities still held | 776,495 | -478,481 |
Warrant [Member] | ' | ' |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ' | ' |
Balance,Period Start Date | 9,147,507 | 102,695 |
Issuances | ' | ' |
Revaluation | -1,374,196 | 599,162 |
Settlements | -6,821,139 | ' |
Balance,Period End Date | 952,172 | 701,857 |
Total gains (losses) included in other income and expenses attributable to liabilities still held | 776,495 | -599,163 |
Conversion Element OF Promissory Notes [Member] | ' | ' |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ' | ' |
Balance,Period Start Date | ' | 274,928 |
Issuances | ' | ' |
Revaluation | ' | -274,489 |
Settlements | ' | ' |
Balance,Period End Date | ' | 439 |
Total gains (losses) included in other income and expenses attributable to liabilities still held | ' | 274,489 |
Conversion Elements Of Series B Convertible Preference Share [Member] | ' | ' |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ' | ' |
Balance,Period Start Date | ' | 1,210,909 |
Issuances | ' | ' |
Revaluation | ' | 2,818 |
Settlements | ' | ' |
Balance,Period End Date | ' | 1,213,727 |
Total gains (losses) included in other income and expenses attributable to liabilities still held | ' | -2,818 |
Series A CPS Derivative Liability [Member] | ' | ' |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ' | ' |
Balance,Period Start Date | ' | 619,652 |
Issuances | ' | ' |
Revaluation | ' | 150,989 |
Settlements | ' | ' |
Balance,Period End Date | ' | 770,641 |
Total gains (losses) included in other income and expenses attributable to liabilities still held | ' | ($150,989) |
Net_Loss_Per_Share_Details_Ant
Net Loss Per Share (Details) - Antidilutive Securities Excluded from Computation of Earnings Per Share | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' | ' |
Common share equivalents excluded from denominator for diluted earnings per share computation | 1,133,271 | 124,281 | 1,137,963 | 123,903 |
Equity Option [Member] | ' | ' | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' | ' |
Common share equivalents excluded from denominator for diluted earnings per share computation | 2,365 | 64 | 3,406 | 70 |
Restricted Stock [Member] | ' | ' | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' | ' |
Common share equivalents excluded from denominator for diluted earnings per share computation | 2,325 | ' | 1,169 | ' |
Series 1 Convertible Preferred Stock [Member] | ' | ' | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' | ' |
Common share equivalents excluded from denominator for diluted earnings per share computation | 731,027 | ' | 735,834 | ' |
Series A CPS [Member] | ' | ' | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' | ' |
Common share equivalents excluded from denominator for diluted earnings per share computation | ' | 29,065 | ' | 29,065 |
Series B CPS [Member] | ' | ' | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' | ' |
Common share equivalents excluded from denominator for diluted earnings per share computation | ' | 29,592 | ' | 29,592 |
Series C CPS [Member] | ' | ' | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' | ' |
Common share equivalents excluded from denominator for diluted earnings per share computation | ' | 3,254 | ' | 3,254 |
MTDC Notes [Member] | ' | ' | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' | ' |
Common share equivalents excluded from denominator for diluted earnings per share computation | 397,554 | ' | 397,554 | ' |
Series A1 Convertible Preferred Stock [Member] | ' | ' | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' | ' |
Common share equivalents excluded from denominator for diluted earnings per share computation | ' | 32,562 | ' | 32,360 |
Convertible Promissory Note [Member] | ' | ' | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' | ' |
Common share equivalents excluded from denominator for diluted earnings per share computation | ' | 29,744 | ' | 29,562 |
Concentrations_Details
Concentrations (Details) (Customer Concentration Risk [Member]) | 6 Months Ended |
Jun. 30, 2014 | |
Customer Concentration Risk [Member] | ' |
Concentrations (Details) [Line Items] | ' |
Concentration Risk, Percentage | 10.00% |
Concentrations_Details_Custome
Concentrations (Details) - Customers accounting for more than 10% of total revenues (USD $) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | |
Concentration Risk [Line Items] | ' | ' | ' | ' |
Revenue, Major Customer | $1,733,908 | $246,248 | $3,139,421 | $424,735 |
Customer A [Member] | Customer Concentration Risk [Member] | ' | ' | ' | ' |
Concentration Risk [Line Items] | ' | ' | ' | ' |
Revenue, Major Customer | 241,234 | ' | 241,234 | ' |
Revenue,Major Customer, Percentage | 14.00% | ' | 8.00% | ' |
Customer B [Member] | Customer Concentration Risk [Member] | ' | ' | ' | ' |
Concentration Risk [Line Items] | ' | ' | ' | ' |
Revenue, Major Customer | 224,536 | ' | 225,466 | ' |
Revenue,Major Customer, Percentage | 13.00% | ' | 7.00% | ' |
Customer C [Member] | Customer Concentration Risk [Member] | ' | ' | ' | ' |
Concentration Risk [Line Items] | ' | ' | ' | ' |
Revenue, Major Customer | 202,278 | ' | 213,476 | ' |
Revenue,Major Customer, Percentage | 12.00% | ' | 7.00% | ' |
Customer D [Member] | Customer Concentration Risk [Member] | ' | ' | ' | ' |
Concentration Risk [Line Items] | ' | ' | ' | ' |
Revenue, Major Customer | 182,070 | ' | 278,908 | ' |
Revenue,Major Customer, Percentage | 10.00% | ' | 9.00% | ' |
Customer E [Member] | Customer Concentration Risk [Member] | ' | ' | ' | ' |
Concentration Risk [Line Items] | ' | ' | ' | ' |
Revenue, Major Customer | 125,000 | 125,000 | 250,000 | 208,333 |
Revenue,Major Customer, Percentage | 7.00% | 51.00% | 8.00% | 49.00% |
Customer F [Member] | Customer Concentration Risk [Member] | ' | ' | ' | ' |
Concentration Risk [Line Items] | ' | ' | ' | ' |
Revenue, Major Customer | ' | 77,519 | 164,336 | 161,242 |
Revenue,Major Customer, Percentage | ' | 31.00% | 5.00% | 38.00% |
Customer G [Member] | Customer Concentration Risk [Member] | ' | ' | ' | ' |
Concentration Risk [Line Items] | ' | ' | ' | ' |
Revenue, Major Customer | $50,311 | $26,870 | $183,425 | $26,870 |
Revenue,Major Customer, Percentage | 3.00% | 11.00% | 6.00% | 6.00% |
Customer Concentration Risk [Member] | ' | ' | ' | ' |
Concentration Risk [Line Items] | ' | ' | ' | ' |
Revenue,Major Customer, Percentage | ' | ' | 10.00% | ' |
Contingencies_Details
Contingencies (Details) (USD $) | 3 Months Ended | 6 Months Ended |
Jun. 30, 2014 | Jun. 30, 2014 | |
Contingencies (Details) [Line Items] | ' | ' |
Loss Contingency, Name of Plaintiff | ' | 'Coalesce Corporation |
Loss Contingency, Name of Defendant | ' | 'WaferGen Bio-systems, Inc |
Loss Contingency, Damages Sought | ' | 'in excess of $500,000 and other compensation. |
Coalescev Wafer Gen [Member] | ' | ' |
Contingencies (Details) [Line Items] | ' | ' |
Loss Contingency, Allegations | ' | 'Coalesce v. WaferGen. On April 24, 2012, an action entitled Coalesce Corporation ("Coalesce") v. WaferGen Bio-systems, Inc. was filed in the Alameda County Superior Court. Coalesce, a company that had been providing marketing services between 2006 and 2010, sued the Company for alleged non-payment of sums due, breach of contract, misrepresentation and unjust enrichment. On September 5, 2012, Coalesce filed an amended complaint, with additional claims, for compensatory damages in excess of $500,000 and other compensation. In August 2014, the plaintiff and Company agreed to an out-of-court settlement, with certain details to be finalized in a formal written agreement. The Company recorded an expense of $110,000 in the three months ended June 30, 2014, to increase the sum accrued to the amount of the out-of-court settlement. |
Loss Contingency, Lawsuit Filing Date | ' | 'April 24, 2012 |
Loss Contingency, Domicile of Litigation | ' | 'Alameda County Superior Court |
Loss Contingency, Damages Sought, Value | ' | $500,000 |
Litigation Settlement, Additional Expense | $110,000 | ' |