Summary of Significant Accounting Policies | Note 2 — Summary of Significant Accounting Policies Revised Financial Statements During the preparation of its Quarterly Report on Form 10-Q for the three months ended March 31, 2020, the Company determined that it had omitted to record a deemed dividend on the repricing of warrants it issued in 2017 (the “Roth 2017 Warrants”) as a result of the completion of an underwritten public offering in February 2019 (the February 2019 Offering”), which resulted in an understatement of net loss attributable to common stockholders and loss per share attributable to common stockholders for the three months ended March 31, 2019. The effect of this error also resulted in the net loss attributable to common stockholders and net loss per share attributable to common stockholders to be understated for the six months ended June 30, 2019, the nine months ended September 30, 2019 and the year ended December 31, 2019. The Company assessed the materiality of this misstatement in accordance with Staff Accounting Bulletin No. 108 – “Quantifying Misstatements” and concluded this error was not qualitatively material as there was no impact on net loss, stockholders’ equity, or any other balance sheet item and cash flows, among other considerations. As such, the correction of the error is revised in the March 31, 2019 statement of operations. Disclosure of the revised amounts is being reflected in future filings containing the applicable periods. The effect of this revision on the line items within the statement of operations for the three months ended March 31, 2019, the six months ended June 30, 2019, the nine months ended September 30, 2019 and the year ended December 31, 2019 was as follows: Three Months Ended March 31, 2019 Previously reported Adjustments As revised Net loss attributable to common stockholders $ (2,598,060 ) $ (797,637 ) $ (3,395,697 ) Net loss per share attributable to common stockholders $ (5.22 ) $ (1.60 ) $ (6.82 ) Six Months Ended June 30, 2019 Previously reported Adjustments As revised Net loss attributable to common stockholders $ (5,163,387 ) $ (797,637 ) $ (5,961,024 ) Net loss per share attributable to common stockholders $ (9.66 ) $ (1.49 ) $ (11.15 ) Nine Months Ended September 30, 2019 Previously reported Adjustments As revised Net loss attributable to common stockholders $ (7,951,505 ) $ (797,637 ) $ (8,749,142 ) Net loss per share attributable to common stockholders $ (14.53 ) $ (1.46 ) $ (15.99 ) Year Ended December 31, 2019 Previously reported Adjustments As revised Net loss attributable to common stockholders $ (10,713,009 ) $ (797,637 ) $ (11,510,646 ) Net loss per share attributable to common stockholders $ (19.35 ) $ (1.44 ) $ (20.79 ) The Company determined that this error was a material weakness in internal control over financial reporting. See Part I, Item 4 – “Controls and Procedures” elsewhere in this Quarterly Report on Form 10-Q for further discussion. Interim Financial Statements The accompanying unaudited condensed consolidated financial statements and notes are representations of the Company’s management, who are responsible for their integrity and objectivity. These statements have been prepared in accordance with GAAP for interim financial information pursuant to Regulation S-X. Accordingly, they do not include all of the information and disclosures required by GAAP for annual financial statements. In the opinion of management, such statements include all adjustments (consisting only of normal recurring items) that are considered necessary for a fair presentation of the condensed consolidated financial statements of the Company as of September 30, 2020 and for the three and nine months ended September 30, 2020. The results of operations for the three and nine months ended September 30, 2020 are not necessarily indicative of the operating results for the fiscal year ending December 31, 2020, or any other period. These condensed consolidated financial statements should be read in conjunction with the audited financial statements and related disclosures of the Company as of December 31, 2019 and 2018 and for the years then ended, included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2019. Basis of Consolidation The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiary Myomo Europe GmbH, which was formed on January 30, 2020. All significant intercompany balances and transactions are eliminated. Reclassifications Certain prior year amounts in research and development and sales and marketing expenses have been reclassified to cost of goods sold to conform with the current year presentation. Certain current liabilities have been reclassified as Accounts payable and accrued expenses to conform with the current year presentation. Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America require management to make estimates and assumptions that affect certain reported amounts and disclosures. These estimates and assumptions are reviewed on an on-going basis and updated as appropriate. Actual results could differ from these estimates. The Company’s significant estimates include the allowance for doubtful accounts, deferred tax valuation allowances, warranty obligations and derivative liabilities. Cash, Cash Equivalents and Restricted Cash The Company considers all highly liquid investments with an original maturity of three months or less to be cash equivalents. Cash and cash equivalents consist principally of deposit accounts and money market accounts at September 30, 2020 and December 31, 2019. Restricted cash consists of cash deposited with a financial institution as collateral for Company employee credit cards. The following table provides a reconciliation of cash, cash equivalents and restricted cash reported in the condensed consolidated balance sheets that sum to the total of the same amounts shown in the condensed consolidated statements of cash flows. September 30, 2020 December 31, 2019 Cash and cash equivalents $ 13,317,581 $ 4,465,455 Restricted cash 75,000 75,000 Total cash, cash equivalents, and restricted cash $ 13,392,581 $ 4,540,455 Accounts Payable and Other Accrued Expenses: September 30, 2020 December 31, 2019 Trade payables $ 331,876 $ 450,101 Accrued compensation and benefits 1,251,351 889,583 Accrued professional services 119,058 142,804 Warranty reserve 154,722 81,981 Other 265,133 174,021 $ 2,122,140 $ 1,738,490 Revenue Recognition Revenues under ASC 606 and related amendments (Topic 606) are required to be recognized either at a “point in time” or “over time,” depending on the facts and circumstances of the arrangement, and are evaluated using a five-step model. The Company recognizes revenue after applying the following five steps: 1) Identification of the contract, or contracts, with a customer, 2) Identification of the performance obligations in the contract, including whether they are distinct within the context of the contract 3) Determination of the transaction price, including the constraint on variable consideration 4) Allocation of the transaction price to the performance obligations in the contract 5) Recognition of revenue when, or as, performance obligations are satisfied Revenue is recognized when control of these services is transferred to our customers, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those services. Increasingly, the Company derives its revenue from direct billing. The Company also derives revenue from the sale of its products to O&P providers in the United States and internationally, the VA and rehabilitation hospitals. Under direct billing, the Company recognizes revenue when all of the following criteria are met: (i) The product has been delivered to the patient, including completion of initial instruction on its use. (ii) Collection is deemed probable and it has been determined that a significant reversal of the revenue to be recognized is not deemed probable when the uncertainty associated with the variable consideration is resolved. As an example, the Company will record revenue if it notified that insurance intends to pay and a payment amount is provided. (iii) The amount to be collected is estimable using the “expected value” estimation techniques, or the “most likely amount” as defined in ASC 606. Depending on the timing of product deliveries to customers, which is when cost of revenue must be recorded, and when the Company meets the criteria to record revenue, there may be fluctuations in gross margin. During the three months ended September 30, 2020 and 2019, the Company recognized revenue of approximately $809,700 and $164,300, respectively, and during the nine months ended September 30, 2020 and 2019, the Company recognized revenue of approximately $89,500 and $25,900, respectively, from O&P providers or third-party payers for which costs related to the completion of the Company’s performance obligations were recorded in a prior period. For revenues derived from O&P providers, the VA and rehabilitation hospitals, the Company recognizes revenue when control passes to the customer in an amount that reflects the consideration the Company expects to receive in exchange for those services. Revenues may be recognized upon shipment or upon delivery, depending on the terms of the arrangement, provided that persuasive evidence of an arrangement exists, there are no uncertainties regarding customer acceptance and collectability is deemed probable. In certain cases, the Company ships its products to O&P providers pending reimbursement from non-government, third party payers. As a result of this arrangement, elements of the revenue recognition criteria have not been met upon shipment. In this instance, the Company recognizes revenue when the amount is estimable and the Company determines it is probable that payment will be received. In many cases, the Company is not able to recognize revenue in these situations until payment is received, as then all of the revenue recognition criteria have been met. The Company receives federally-funded grants that require it to perform research activities as specified in each respective grant. The Company is paid based on the fees stipulated in the respective grants which approximate the projected costs to be incurred by the Company to perform such activities. As a result of the adoption of ASC 606 on January 1, 2019, the Company’s grant proceeds are not deemed to be received from customers as defined under ASC 606 and are now reported as an offset to research and development expenses. Any amounts allowed for recovery of overhead are recorded as other income in the statements of operations. Such proceeds were immaterial to the financial statements during the three and nine months ended September 30, 2020 and 2019, respectively. The Company has elected to record taxes collected from customers on a net basis and does not include tax amounts in revenue or cost of revenue. Contract Balances The timing of revenue recognition may differ from the timing of payment by customers. The Company records a receivable when revenue is recognized prior to payment and there is an unconditional right to payment. Alternatively, when payment precedes the provision of the related services, the Company records deferred revenue until the performance obligations are satisfied. The Company had an immaterial amount of deferred revenue as of September 30, 2020. Disaggregated Revenue from Contracts with Customers The following table presents revenue by major source: For the Three Months Ended September 30, For the Nine Months Ended September 30, 2020 2019 2020 2019 Clinical/Medical providers $ 612,207 $ 405,914 $ 1,433,276 $ 1,837,667 Direct to patient 1,314,453 200,705 2,360,119 479,367 Total revenue from contracts with customer $ 1,926,660 $ 606,619 $ 3,793,395 $ 2,317,034 Cost of Revenue In conjunction with the adoption of ASC 606, there are certain cases in which the Company will expense costs when incurred as required by ASC 340-40-25. In certain cases, the Company ships the MyoPro device to O&P providers, or provides the device directly to patients, pending reimbursement from third-party payers. Under ASC 340-40-25, this inventory is expensed to cost of revenue as of the date of shipment. Under direct billing, fees paid to O&P providers for services they provide in conjunction with patient evaluations are expensed as incurred as required by ASC 340-40-25, as a cost of obtaining a contract. These costs are recorded as sales and marketing expense. Internal costs incurred and fees paid to O&P providers to cast, fit and deliver the device to patients are expensed to cost of revenue upon delivery to the patient. Foreign Currency Translation The functional currency of the Company’s foreign subsidiary, Myomo Europe GmbH, is the U.S. dollar. Net foreign currency gains and losses during the three and nine months ended September 30, 2020 were immaterial and included in interest (income) expense and other expense, net in the condensed consolidated statements of operations. Net Loss per Share Basic net loss per common share is computed by dividing net loss attributable to common stockholders by the weighted average number of common shares outstanding during the period. Diluted net loss per common share is computed by dividing net loss attributable to common stockholders by the weighted average number of common shares outstanding, plus potentially dilutive common shares. Convertible debt, preferred stock, restricted stock, restricted stock units, stock options and warrants are excluded from the diluted net loss per share calculation when their impact is antidilutive. The Company reported a net loss for the three and nine months ended September 30, 2020 and 2019, and as a result, all potentially dilutive common shares are considered antidilutive for these periods. Potential common shares issuable consist of the following at: September 30, 2020 2019 Stock options 19,387 22,293 Restricted stock units 271,984 12,844 Restricted stock 122 342 Stock warrants 2,460,069 181,176 Total 2,751,562 216,655 Recent Accounting Standards In February 2016, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2016-02, “Leases (Topic 842)”, or ASU 2016-02. ASU 2016-02 requires an entity to recognize assets and liabilities arising from a lease for both financing and operating leases. ASU 2016-02 requires new qualitative and quantitative disclosures to help investors and other financial statement users better understand the amount, timing, and uncertainty of cash flows arising from leases. As an emerging growth company, the Company adopted ASU 2016-02 on January 1, 2020. The Company’s only leases at that time were facilities leases for terms of less than one year. Consequently, the Company continues to account for these leases as operating leases and record rent expense in the Statements of Operations. The adoption of this standard did not have a material impact on the Company’s financial statements. In April 2019, The FASB issued ASU 2019-04 “ Codification Improvements to Topic 326, Financial Instruments—Credit Losses, Topic 815, Derivatives and Hedging, and Topic 825, Financial Instruments” to clarify and improve guidance within the recently issued standards on credit losses, hedging, and recognition and measurement of financial instruments. Among other updates, this ASU amended provisions of ASU 2016-01, “ Financial Instruments—Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities” relating to fair value disclosures for held-to-maturity debt securities. The amendments related to ASU 2016-01 are effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years. Early adoption is permitted in any interim period as long as the entity has adopted all of the amendments in ASU 2016-01. The amendments should be applied on a modified-retrospective basis through a cumulative-effect adjustment to opening retained earnings as of the date an entity adopted ASU 2016-01. The Company adopted ASU 2019-04 on January 1, 2020. The adoption of this standard did not have a material impact on the Company’s financial statements. In December 2019, the FASB issued ASU 2019-12 “Income Taxes (Topic 740) -- Simplifying the Accounting for Income Taxes. This ASU modifies certain provisions of ASC 740 to simplify the accounting for income taxes. The amendments in ASU 2019-12 are effective for public business entities for fiscal years beginning after December 15, 2020, including interim periods therein. Early adoption of the standard is permitted, including adoption in interim or annual periods for which financial statements have not yet been issued. In August 2020, the FASB issued ASU No. 2020-06, “Debt – Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging – Contracts in Entity’s Own Equity (Subtopic 815-40).” This ASU simplifies the accounting for convertible debt instruments by removing certain accounting separation models as well as the accounting for debt instruments with embedded conversion features that are not required to be accounted for as derivative instruments. The ASU also updates and improves the consistency of earnings per share calculations for convertible instruments. The amendments in this ASU are effective for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. We are currently assessing the potential impacts this ASU may have on our consolidated financial statements. Subsequent Events The Company evaluated subsequent events through the date the financial statements were issued, and determined that, except as disclosed in Note 11 herein, there have been no subsequent events that would require recognition in the financial statements or disclosure in the notes to the financial statements. |