Document and Entity Information
| Document and Entity Information - shares | 9 Months Ended | |
| Sep. 30, 2016 | Oct. 15, 2016 | |
| Document and Entity Information [Abstract] | ||
| Entity Registrant Name | MIMEDX GROUP, INC. | |
| Entity Central Index Key | 1,376,339 | |
| Current Fiscal Year End Date | --12-31 | |
| Entity Filer Category | Large Accelerated Filer | |
| Entity Common Stock, Shares Outstanding | 109,514,557 | |
| Document Fiscal Year Focus | 2,016 | |
| Document Fiscal Period Focus | Q3 | |
| Document Type | 10-Q | |
| Amendment Flag | false | |
| Document Period End Date | Sep. 30, 2016 |
CONDENSED CONSOLIDATED BALANCE
| CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
| Current assets: | ||
| Cash and cash equivalents | $ 18,338 | $ 28,486 |
| Short term investments | 0 | 3,000 |
| Accounts receivable, net | 63,427 | 53,755 |
| Inventory, net | 18,313 | 7,460 |
| Prepaid expenses and other current assets | 6,212 | 3,609 |
| Total current assets | 106,290 | 96,310 |
| Property and equipment, net of accumulated depreciation | 13,757 | 9,475 |
| Goodwill | 26,951 | 4,040 |
| Intangible assets, net of accumulated amortization | 27,249 | 10,763 |
| Deferred tax asset, net | 7,019 | 14,838 |
| Deferred financing costs and other assets | 399 | 487 |
| Total assets | 181,665 | 135,913 |
| Current liabilities: | ||
| Accounts payable | 11,162 | 6,633 |
| Accrued compensation | 10,812 | 15,034 |
| Accrued expenses | 6,664 | 4,644 |
| Current portion of earn out liability | 9,642 | 0 |
| Other current liabilities | 3,298 | 466 |
| Total current liabilities | 41,578 | 26,777 |
| Earn out liability | 15,978 | 0 |
| Other liabilities | 832 | 1,148 |
| Total liabilities | 58,388 | 27,925 |
| Commitments and contingencies | ||
| Stockholders' equity: | ||
| Preferred stock; $.001 par value; 5,000,000 shares authorized and 0 shares issued and outstanding | 0 | 0 |
| Common stock; $.001 par value; 150,000,000 shares authorized; 110,212,547 issued and 109,512,781 outstanding at September 30, 2016 and 109,467,416 issued and 107,361,471 outstanding at December 31, 2015 | 110 | 109 |
| Additional paid-in capital | 159,940 | 163,133 |
| Treasury stock at cost: 699,766 shares at September 30, 2016 and 2,105,945 shares at December 31, 2015 | (5,136) | (17,124) |
| Accumulated deficit | (31,637) | (38,130) |
| Total stockholders' equity | 123,277 | 107,988 |
| Total liabilities and stockholders' equity | $ 181,665 | $ 135,913 |
CONDENSED CONSOLIDATED BALANCE3
| CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Sep. 30, 2016 | Dec. 31, 2015 |
| Stockholders' equity: | ||
| Preferred stock par value (in dollars per share) | $ 0.001 | $ 0.001 |
| Preferred stock, shares authorized (in shares) | 5,000,000 | 5,000,000 |
| Preferred stock, shares issued (in shares) | 0 | 0 |
| Preferred stock, shares outstanding (in shares) | 0 | 0 |
| Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
| Common stock, shares authorized (in shares) | 150,000,000 | 150,000,000 |
| Common stock, shares issued (in shares) | 110,212,547 | 109,467,416 |
| Common stock, shares outstanding (in shares) | 109,512,781 | 107,361,471 |
| Treasury stock, shares (in shares) | 699,766 | 2,105,945 |
CONDENSED CONSOLIDATED STATEMEN
| CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
| Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
| Income Statement [Abstract] | ||||
| Net sales | $ 64,429 | $ 49,015 | $ 175,139 | $ 135,461 |
| Cost of sales | 7,997 | 4,979 | 23,338 | 15,217 |
| Gross margin | 56,432 | 44,036 | 151,801 | 120,244 |
| Operating expenses: | ||||
| Research and development expenses | 2,919 | 2,187 | 8,582 | 6,072 |
| Selling, general and administrative expenses | 48,179 | 34,901 | 131,599 | 96,860 |
| Amortization of intangible assets | 631 | 234 | 1,889 | 699 |
| Operating income | 4,703 | 6,714 | 9,731 | 16,613 |
| Other income (expense), net | ||||
| Interest income (expense), net | (87) | (5) | (254) | (18) |
| Income before income tax provision | 4,616 | 6,709 | 9,477 | 16,595 |
| Income tax provision | (1,295) | (158) | (2,984) | (527) |
| Net income | $ 3,321 | $ 6,551 | $ 6,493 | $ 16,068 |
| Net income per common share - basic (in dollars per share) | $ 0.03 | $ 0.06 | $ 0.06 | $ 0.15 |
| Net income per common share - diluted (in dollars per share) | $ 0.03 | $ 0.06 | $ 0.06 | $ 0.14 |
| Weighted average shares outstanding - basic (in shares) | 105,991,990 | 106,511,294 | 105,927,890 | 106,178,136 |
| Weighted average shares outstanding - diluted (in shares) | 112,361,179 | 114,556,036 | 112,193,701 | 114,110,120 |
CONDENSED CONSOLIDATED STATEME5
| CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - 9 months ended Sep. 30, 2016 - USD ($) $ in Thousands | Total | Common Stock | Additional Paid - in Capital | Treasury Stock | Accumulated Deficit |
| Balance, beginning of period at Dec. 31, 2015 | $ 107,988 | $ 109 | $ 163,133 | $ (17,124) | $ (38,130) |
| Balance (in shares) at Dec. 31, 2015 | 109,467,416 | 2,105,945 | |||
| Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
| Share-based compensation expense | 13,826 | 13,826 | |||
| Exercise of stock options | $ 2,548 | (2,957) | $ 5,505 | ||
| Exercise of stock options (in shares) | 926,010 | 243,928 | (682,082) | ||
| Issuance of restricted stock | $ 0 | $ 1 | (14,676) | $ 14,675 | |
| Issuance of restricted stock (in shares) | 501,203 | (1,825,329) | |||
| Restricted stock shares cancelled/forfeited | 0 | 1,070 | $ (1,070) | ||
| Restricted stock shares cancelled/forfeited (in shares) | 137,575 | ||||
| Shares issued for services performed | $ 346 | 6 | $ 340 | ||
| Shares issued for services performed (in shares) | 43,344 | (43,344) | |||
| Stock repurchase | $ (10,378) | $ (10,378) | |||
| Stock repurchase (in shares) | 1,338,616 | 1,338,616 | |||
| Shares repurchased for tax withholding | $ (892) | $ (892) | |||
| Shares repurchased for tax withholding (in shares) | 109,394 | ||||
| Shares issued in conjunction with acquisition | $ 3,346 | (462) | $ 3,808 | ||
| Shares issued in conjunction with acquisition (in shares) | 441,009 | (441,009) | |||
| Net income | $ 6,493 | 6,493 | |||
| Balance, end of period at Sep. 30, 2016 | $ 123,277 | $ 110 | $ 159,940 | $ (5,136) | $ (31,637) |
| Balance (in shares) at Sep. 30, 2016 | 110,212,547 | 699,766 |
CONDENSED CONSOLIDATED STATEME6
| CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 9 Months Ended | |
| Sep. 30, 2016 | Sep. 30, 2015 | |
| Cash flows from operating activities: | ||
| Net income | $ 6,493 | $ 16,068 |
| Adjustments to reconcile net income to net cash from operating activities: | ||
| Depreciation | 2,394 | 1,247 |
| Amortization of intangible assets | 1,889 | 699 |
| Amortization of inventory fair value step-up | 1,471 | 0 |
| Amortization of deferred financing costs | 136 | 0 |
| Share-based compensation | 13,826 | 12,564 |
| Increase (decrease) in cash, net of effects of acquisition, resulting from changes in: | ||
| Accounts receivable | (7,671) | (20,106) |
| Inventory | (3,599) | (520) |
| Prepaid expenses and other current assets | (2,023) | (1,201) |
| Other assets | (163) | (26) |
| Accounts payable | (3,941) | 3,747 |
| Accrued compensation | (4,223) | 1,474 |
| Accrued expenses | 2,020 | 1,592 |
| Other liabilities | 2,539 | (1,087) |
| Net cash flows from operating activities | 9,148 | 14,451 |
| Cash flows from investing activities: | ||
| Purchases of equipment | (5,301) | (4,176) |
| Purchase of Stability Inc., net of cash acquired | (7,631) | 0 |
| Fixed maturity securities redemption | 3,000 | 2,500 |
| Patent application costs | (515) | (594) |
| Net cash flows from investing activities | (10,447) | (2,270) |
| Cash flows from financing activities: | ||
| Proceeds from exercise of stock options | 2,548 | 3,465 |
| Stock repurchase under repurchase plan | (10,378) | (21,068) |
| Stock repurchase for tax withholdings on vesting of restricted stock | (892) | 0 |
| Deferred financing costs | (106) | 0 |
| Payments under capital lease obligations | (21) | (87) |
| Net cash flows from financing activities | (8,849) | (17,690) |
| Net change in cash | (10,148) | (5,509) |
| Cash and cash equivalents, beginning of period | 28,486 | 46,582 |
| Cash and cash equivalents, end of period | $ 18,338 | $ 41,073 |
Basis of Presentation
| Basis of Presentation | 9 Months Ended |
| Sep. 30, 2016 | |
| Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
| Basis of Presentation | Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) from interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. Changes to GAAP are established by the Financial Accounting Standards Board (“FASB”) in the form of Accounting Standards Updates (“ASU’’) to the FASB’s Accounting Standards Codification (“ASC”). In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation of the results of operations for the periods presented have been included. Operating results for the nine months ended September 30, 2016 and 2015 , are not necessarily indicative of the results that may be expected for the fiscal year. The balance sheet at December 31, 2015 , has been derived from the audited consolidated financial statements at that date, but does not include all of the information and footnotes required by GAAP for complete financial statements. You should read these condensed consolidated financial statements together with the historical consolidated financial statements of the Company for the year ended December 31, 2015 , included in the Company's Annual Report on Form 10-K for the year ended December 31, 2015 , filed with the SEC on February 29, 2016. The Company operates in one business segment, Regenerative Biomaterials, which includes the design, manufacture, and marketing of products and tissue processing services for the Wound Care, Surgical, Sports Medicine, Ophthalmic and Dental market categories. The MiMedx allograft product families include our: dHACM family with AmnioFix®, EpiFix® and EpiBurn® brands; Amniotic Fluid family with OrthoFlo brand; Umbilical family with EpiCord™ and AmnioCord™ brands; Placental Collagen family with CollaFix™ and AmnioFill™ brands; Bone family with Physio® brand; and Skin family with AlloBurn™ brand. AmnioFix, EpiFix, and EpiBurn are our tissue technologies processed from human amniotic membrane; OrthoFlo is an amniotic fluid derived allograft; EpiCord™ and AmnioCord™ are derived from the umbilical cord; Physio is a bone grafting material comprised of 100% bone tissue with no added carrier; AlloBurn is a skin product derived from human skin designed for the treatment of burns; and CollaFix, our next brand we plan to commercialize, is our collagen fiber technology, developed with our patented cross-linking polymers, designed to mimic the natural composition, structure and mechanical properties of musculoskeletal tissues in order to augment their repair. |
Significant Accounting Policies
| Significant Accounting Policies | 9 Months Ended |
| Sep. 30, 2016 | |
| Accounting Policies [Abstract] | |
| Significant Accounting Policies | Significant Accounting Policies Please see Note 2 to the Company's Consolidated Financial Statements included in the Company’s Form 10-K for the fiscal year ended December 31, 2015 , for a description of all significant accounting policies. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. Accounts Receivable Accounts receivable represent amounts due from customers for which revenue has been recognized. Generally, the Company does not require collateral or any other security to support its receivables. The allowance for doubtful accounts is the Company’s best estimate of the amount of probable credit losses in the Company’s existing receivables. The Company determines the allowance based on factors such as historical collection experience, customers' current creditworthiness, customer concentrations, age of accounts receivable balance and general economic conditions that may affect the customers' ability to pay. Inventories Inventory is valued at the lower of cost or market value. The Company assesses the valuation of its inventory on a periodic basis and makes adjustments to the value for estimated excess and obsolete inventory based on estimates about future demand. The excess balance determined by this analysis becomes the basis for the Company's excess inventory charge. The Company's excess inventory review process includes analysis of sales forecasts, managing product rollovers and working with operations to maximize recovery of excess inventory. The value of inventory as of September 30, 2016 includes a fair value step - up connected with the January 2016 acquisition of Stability Inc. of approximately $600,000 , which is comprised of approximately $2.1 million as of the date of the acquisition less amortization of approximately $1.5 million during the nine months ended September 30, 2016. Please see Note 4 contained herein. Revenue Recognition The Company sells its products through a combination of a direct sales force and independent stocking distributors and representatives in the U.S. and independent distributors in international markets. The Company recognizes revenue when title to the goods transfers to customers, provided there are no material remaining performance obligations required of the Company or any matters of customer acceptance. In cases where the Company utilizes distributors or ships product directly to the end user, it recognizes revenue upon shipment provided all other revenue recognition criteria have been met. A portion of the Company's revenue is generated from inventory maintained at hospitals, clinics and doctor's offices. For these products, revenue is recognized at the time the product has been used or implanted. The Company records estimated sales returns, discounts and allowances as a reduction of net sales in the same period revenue is recognized. Acquisitions Results of operations of acquired companies are included in the Company’s results of operations as of the respective acquisition dates. The purchase price of each acquisition is allocated to the net assets acquired based on estimates of their fair values at the date of the acquisition. Any purchase price in excess of these net assets is recorded as goodwill. The allocation of purchase price in certain cases may be subject to revision based on the final determination of fair values during the measurement period, which may be up to one year from the acquisition date. Contingent consideration is recognized at the estimated fair value on the acquisition date. Subsequent changes to the fair value of contingent payments are recognized in earnings. Contingent payments related to acquisitions consist of an earn out based on sales less direct production costs, and are valued using discounted cash flow techniques. The fair value of these payments is based upon probability-weighted future revenue estimates and increases or decreases as revenue estimates or expectation of timing of payments changes. Patent Costs The Company incurs certain legal and related costs in connection with patent applications for tissue-based products and processes. The Company capitalizes such costs to be amortized over the expected life of the patent to the extent that an economic benefit is anticipated from the resulting patent or alternative future use is available to the Company and are included in Intangible Assets in the Condensed Consolidated Balance Sheets. The Company capitalized approximately $515,000 of patent costs during the first nine months of 2016 . The Company capitalized approximately $594,000 of patent costs during the first nine months of 2015. Treasury Stock The Company accounts for the purchase of treasury stock under the cost method. Treasury stock which is reissued for the exercise of option grants and the issuance of restricted stock grants is accounted for on a first - in first - out (FIFO) basis. Recent Accounting Pronouncements The Company considers the applicability and impact of all Accounting Standards Updates ("ASUs") issued, both effective and not yet effective. In May 2014, the FASB issued ASU 2014-09, “Revenue Recognition - Revenue from Contracts with Customers” (ASU 2014-09) that requires companies to recognize revenue when a customer obtains control rather than when companies have transferred substantially all risks and rewards of a good or service. This update is effective for annual reporting periods beginning on or after December 15, 2017 and interim periods therein and requires expanded disclosures. The Company is currently assessing the impact the adoption of ASU 2014-09 will have on our condensed consolidated financial statements. In November 2015, the FASB issued ASU No. 2015-17, "Balance Sheet Classification of Deferred Taxes". ASU 2015-17 simplifies the presentation of deferred taxes by requiring deferred tax assets and liabilities be classified as noncurrent on the balance sheet. ASU 2015-17 is effective for public companies for annual reporting periods beginning after December 15, 2016, and interim periods within those fiscal years. The guidance may be adopted prospectively or retrospectively and early adoption is permitted. The Company adopted this standard, prospectively, at the beginning of the fourth quarter 2015 to simplify reporting with the release of the valuation allowance as disclosed in Note 12. Prior periods were not retrospectively adjusted. In February 2016, the FASB issued ASU No. 2016-02, "Leases (Topic 842)". The core principle of Topic 842 is that a lessee should recognize the assets and liabilities that arise from both capital and operating leases. ASU 2016-02 is effective for public companies for annual reporting periods beginning after December 15, 2018, and interim periods within those fiscal years. The guidance may be adopted prospectively or retrospectively and early adoption is permitted. The Company is currently assessing the impact the adoption of ASU 2016-02 will have on its consolidated financial statements. In March 2016, the FASB issued ASU No. 2016-09, "Compensation - Stock Compensation (Topic 718)". The standard is intended to simplify several areas of accounting for share - based compensation arrangements, including the income tax impact, classification on the statement of cash flows and forfeitures. This ASU is effective for fiscal years beginning after December 15, 2016. The Company is currently assessing the impact the adoption of ASU 2016-09 will have on its consolidated financial statements. In August 2016, the FASB issued ASU No. 2016-15, “Statement of Cash Flows (Topic 230) Classification of Certain Cash Receipts and Cash Payments”. The update addresses eight specific cash flow issues with the objective of reducing the existing diversity in practice. This ASU is effective for public business entities for fiscal years beginning after December 15, 2017 and for interim periods within those fiscal years. The amendments in this update may be applied retrospectively or prospectively and early adoption is permitted. The Company is currently assessing the impact of the adoption of ASU 2016-15 will have on its consolidated financial statements. All other ASUs issued and not yet effective for the nine months ended September 30, 2016, and through the date of this report, were assessed and determined to be either not applicable or are expected to have minimal impact on the Company's financial position or results of operations. |
Liquidity and Management's Plan
| Liquidity and Management's Plans | 9 Months Ended |
| Sep. 30, 2016 | |
| Liquidity and management's plans [Abstract] | |
| Liquidity and Management's Plans | Liquidity and Management’s Plans As of September 30, 2016 , the Company had approximately $18,338,000 of cash and cash equivalents. The Company reported total current assets of approximately $106,290,000 and current liabilities of approximately $41,578,000 as of September 30, 2016 . The Company believes that its anticipated cash from operating and financing activities, existing cash and cash equivalents, and availability under its line of credit will enable the Company to meet its operational liquidity needs and fund its planned investing activities for the next year. |
Acquisition of Stability Inc.
| Acquisition of Stability Inc. | 9 Months Ended |
| Sep. 30, 2016 | |
| Business Combinations [Abstract] | |
| Acquisition of Stability Inc. | Acquisition of Stability Inc. On January 13, 2016, the Company completed the acquisition of Stability Inc., d/b/a Stability Biologics ("Stability"), a provider of human tissue products to surgeons, facilities, and distributors serving the surgical, spine, and orthopedic sectors of the healthcare industry. As a result of this transaction, the Company acquired all of the outstanding shares of Stability in exchange for $6,000,000 cash, $3,346,000 in stock, represented by 441,009 shares of our common stock, and assumed debt of $1,771,000 . Additional one time costs incurred in connection with the transaction totaled $1,088,000 and are included within selling, general and administrative expenses on the condensed consolidated statements of operations. Contingent consideration may be payable in a formula determined by sales less certain expenses for the years 2016 and 2017. As of September 30, 2016, the contingent consideration was valued at $25,620,000 and is shown in the schedule below as fair value of earn-out. The Company used a third party specialist to assist us with the valuation. The contingent consideration was classified as a liability. The Company has evaluated the contingent consideration for accounting purposes under GAAP and has determined that the contingent consideration is within the scope of ASC 480 "Distinguishing Liabilities from Equity" whereby a financial instrument, other than an outstanding share, that embodies a conditional obligation that the issuer may settle by issuing a variable number of its equity shares shall be classified as a liability if, at inception, the monetary value of the obligation is based solely or predominantly on variations in something other than the fair value of the issuer’s equity shares. The actual purchase price was based on cash paid, the fair value of our stock on the date of the acquisition, and direct costs associated with the combination. The actual purchase price has been preliminarily allocated as of September 30, 2016 (in thousands) and is subject to change: Cash paid at closing $ 6,000 Working capital adjustment (480 ) Common stock issued (441,009 shares valued at $9.07 per share) 3,346 Assumed debt 1,771 Fair value of earn-out 25,620 Total fair value of purchase price $ 36,257 Net assets acquired: Debt-free working capital $ 2,179 Other assets, net 199 Property, plant and equipment 1,375 Deferred tax liability (8,268 ) Subtotal (4,515 ) Intangible assets: Customer relationships 6,090 Patents and know-how 9,170 Trade names and trademarks 830 Non compete agreements 1,080 Licenses and permits 690 Subtotal 17,860 Goodwill 22,912 Total Assets Purchased $ 36,257 Working capital and other assets were composed of the following (in thousands): Working capital Cash $ 140 Prepaid Expenses and other current assets 100 Accounts receivable 2,001 Federal and state taxes receivable 28 Inventory 8,725 Accounts payable and accrued expenses (8,815 ) Debt-free working capital $ 2,179 Current portion of long term debt $ (194 ) Long-term debt (560 ) Line of Credit (932 ) Shareholder loan (85 ) Net working capital $ 408 Other assets: Other long term assets $ 199 The acquisition was accounted for as a purchase business combination as defined by FASB Topic 805 - "Business Combinations". The fair value of the contingent consideration is measured as a Level 3 instrument. The contingent consideration liability is recorded at fair value on the acquisition date and will be remeasured quarterly until purchase accounting is completed based on the assessed fair value and adjusted if necessary. The increases or decreases in the fair value of contingent consideration can result from changes in anticipated revenue levels and changes in assumed discount periods and rates. As the fair value measured is based on significant inputs that are not observable in the market, they are categorized as Level 3. The income valuation approach was applied in determining the fair value of the contingent consideration using a discounted cash flow valuation technique with significant unobservable inputs comprised of projected sales and certain expenses. The values assigned to intangible assets are subject to amortization. The intangible assets were assigned the following lives for amortization purposes: Estimated useful life (in years) Intangible asset: Customer relationships 12 Patents and know-how 20 Trade name and Trademarks Indefinite Non compete agreements 4 Licenses and permits 2 Goodwill consists of the excess of the purchase price paid over the identifiable net assets and liabilities acquired at fair value. Goodwill was determined using the residual method based on an independent appraisal of the assets and liabilities acquired in the transaction and is preliminary as of September 30, 2016 and is subject to change. Goodwill is tested for impairment on an annual basis as defined by FASB Topic 350 - "Intangibles - Goodwill and Other". The following unaudited pro forma summary financial information presents the consolidated results of operations for the Company as if the acquisition had occurred on January 1, 2015. The pro forma results are shown for illustrative purposes only and do not purport to be indicative of the results that would have been reported if the acquisition had occurred on the date indicated or indicative of the results that may occur in the future. Unaudited pro forma information for the three and nine months ended September 30, 2016 and 2015 (in thousands) is as follows: Three months ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Revenue $ 64,429 $ 52,108 $ 175,687 $ 148,521 Net income $ 3,406 $ 4,253 $ 7,074 $ 12,227 Income per share, fully diluted $ 0.03 $ 0.04 $ 0.06 $ 0.11 The 2016 supplemental pro forma earnings were adjusted to exclude $1,088,000 of acquisition-related legal, audit and other costs, net of tax. The 2015 supplemental pro forma earnings were adjusted to include $1,186,000 of amortization costs related to recorded intangible assets with defined useful lives, and $1,471,000 of inventory step-up charges as a result of the acquisition for comparability to 2016. The number of shares outstanding used in calculating the income per share for 2015 was adjusted to include 441,009 shares issued as part of the purchase price and assumed to be issued on January 1, 2015. |
Short Term Investments
| Short Term Investments | 9 Months Ended |
| Sep. 30, 2016 | |
| Cash and Cash Equivalents [Abstract] | |
| Short Term Investments | Short Term Investments Short term investments consisted of approximately $3,000,000 of FDIC insured certificates of deposit held with various financial institutions as of December 31, 2015. The cost of these instruments approximated their fair market value at December 31, 2015. |
Inventories
| Inventories | 9 Months Ended |
| Sep. 30, 2016 | |
| Inventory Disclosure [Abstract] | |
| Inventories | Inventories Inventories consisted of the following items as of September 30, 2016 , and December 31, 2015 (in thousands): September 30, 2016 December 31, 2015 Raw materials $ 1,193 $ 602 Work in process 6,710 3,850 Finished goods 11,118 3,405 Inventory, gross 19,021 7,857 Reserve for obsolescence (708 ) (397 ) Inventory, net $ 18,313 $ 7,460 |
Property and Equipment
| Property and Equipment | 9 Months Ended |
| Sep. 30, 2016 | |
| Property, Plant and Equipment [Abstract] | |
| Property and Equipment | Property and Equipment Property and equipment consisted of the following as of September 30, 2016 , and December 31, 2015 (in thousands): September 30, December 31, Leasehold improvements $ 3,259 $ 2,684 Lab and clean room equipment 7,971 4,564 Furniture and office equipment 6,271 4,577 Construction in progress 3,629 2,629 Property and equipment, gross 21,130 14,454 Less accumulated depreciation (7,373 ) (4,979 ) Property and equipment, net $ 13,757 $ 9,475 Included in net property and equipment is approximately $427,000 of equipment covered under capital leases. The corresponding liability of approximately $41,000 is included in other liabilities in the accompanying Condensed Consolidated Balance Sheets. Interest rates for these leases range from approximately 3% to 12% with maturity dates to January 2018. Also included in net property and equipment is approximately $1.0 million in leasehold improvements paid for by the landlord of the Company's main facility with a corresponding liability included in other liabilities which is amortized over the term of the lease. Depreciation expense for the nine months ended September 30, 2016 and 2015, was approximately $2,394,000 and $1,247,000 , respectively, and approximately $838,000 and $470,000 for the three months ended September 30, 2016 and 2015, respectively. |
Intangible Assets and Royalty A
| Intangible Assets and Royalty Agreement | 9 Months Ended |
| Sep. 30, 2016 | |
| Goodwill and Intangible Assets Disclosure [Abstract] | |
| Intangible Assets and Royalty Agreement | Intangible Assets and Royalty Agreement Intangible assets are summarized as follows (in thousands): Weighted September 30, 2016 December 31, 2015 Cost Cost Licenses (a) (b) (c) (d) 7 years $ 1,699 $ 1,009 Patents & Know How (b) (d) 19 years 17,211 8,001 Customer & Supplier Relationships (b) (d) 13 years 9,851 3,761 Tradenames & Trademarks (b) (d) indefinite 1,838 1,008 Non-compete agreements (d) 4 years 1,080 — In Process Research & Development (b) n/a 25 25 Patents in Process (c) n/a 2,298 1,823 Total 34,002 15,627 Less Accumulated amortization and impairment charges (6,753 ) (4,864 ) Net $ 27,249 $ 10,763 (a) On January 29, 2007, the Company acquired a license from Shriners Hospitals for Children and University of South Florida Research Foundation, Inc. in the amount of $996,000 . Within 30 days after the receipt by the Company of approval by the FDA allowing the sale of the first licensed product, the Company is required to pay an additional $200,000 to the licensor. Due to its contingent nature, this amount is not recorded as a liability. The Company will also be required to pay a royalty of 3% on all commercial sales revenue from the licensed products. The Company is also obligated to pay a $50,000 minimum annual royalty payment over the life of the license. (b) On January 5, 2011, the Company acquired Surgical Biologics, LLC. As a result, the Company recorded intangible assets for Customer & Supplier Relationships of $3,761,000 , Patents & Know-How of $7,690,000 , Licenses of $13,000 , Tradenames & Trademarks of $1,008,000 and In-Process Research & Development of $25,000 . For the nine months ended September 30, 2016, approximately $40,000 of costs associated with patents granted during the period were capitalized and included in Patents & Know-How subject to amortization. (c) Patents in Process consist of capitalized external legal and other registration costs in connection with internally developed tissue-based patents that are pending. Once issued, the costs associated with a given patent will be included in Patents & Know-How under intangible assets subject to amortization. (d) On January 13, 2016, the Company acquired Stability. As a result, the Company recorded intangible assets for Patents & Know - How of $9,170,000 , Customer Relationships of $6,090,000 , Non - compete agreements of $1,080,000 , Tradenames & Trademarks of $830,000 and Licenses of $690,000 . Amortization expense for the nine months ended September 30, 2016 and 2015, was approximately $1,889,000 and $699,000 , respectively, and $631,000 and $234,000 for three months ended September 30, 2016 and 2015, respectively. Expected future amortization of intangible assets as of September 30, 2016 , is as follows (in thousands): Year ending December 31, Estimated Amortization Expense 2016 (a) $ 630 2017 2,430 2018 2,075 2019 2,075 2020 1,805 Thereafter 16,396 $ 25,411 (a) Estimated amortization expense for the year ending December 31, 2016, includes only amortization to be recorded after September 30, 2016 . |
Credit Facility
| Credit Facility | 9 Months Ended |
| Sep. 30, 2016 | |
| Debt Disclosure [Abstract] | |
| Credit Facility | Credit Facility On October 12, 2015, the Company and its subsidiaries entered into a Credit Agreement (the "Credit Agreement") with certain lenders and Bank of America, N.A., as administrative agent. The Credit Agreement establishes a senior secured revolving credit facility in favor of the Company with a maturity date of October 12, 2018 and an aggregate lender commitment of up to $50 million . The Credit Agreement also provides for an uncommitted incremental facility of up to $35 million , which can be exercised as one or more revolving commitment increases or new term loans, all subject to certain customary terms and conditions set forth in the Credit Agreement. Borrowings under the facility will bear interest at LIBOR plus 1.5% to 2.25% . Fees paid in connection with the initiation of the credit facility totaled approximately $500,000 . These deferred financing costs are being amortized to interest expense over the three -year life of the facility. The Credit Agreement contains customary representations, warranties, covenants, and events of default. As of September 30, 2016, there were no outstanding revolving loans under the credit facility. |
Net Income (Loss) Per Share
| Net Income (Loss) Per Share | 9 Months Ended |
| Sep. 30, 2016 | |
| Earnings Per Share [Abstract] | |
| Net Income (Loss) Per Share | Net Income (Loss) Per Share Basic net income (loss) per common share is computed using the weighted-average number of common shares outstanding during the period. Diluted net income per common share is computed using the weighted-average number of common and dilutive common equivalent shares from stock options, restricted stock, and warrants using the treasury stock method. The following table sets forth the computation of basic and diluted net income (loss) per share (in thousands except share data): Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Net income $ 3,321 $ 6,551 $ 6,493 $ 16,068 Denominator for basic earnings per share - weighted average shares 105,991,990 106,511,294 105,927,890 106,178,136 Effect of dilutive securities: Stock options, restricted stock, and warrants outstanding(a) 6,369,189 8,044,742 6,265,811 7,931,984 Denominator for diluted earnings per share - weighted average shares adjusted for dilutive securities 112,361,179 114,556,036 112,193,701 114,110,120 Income per common share - basic $ 0.03 $ 0.06 $ 0.06 $ 0.15 Income per common share - diluted $ 0.03 $ 0.06 $ 0.06 $ 0.14 (a) Securities outstanding that are included in the computation above, utilizing the treasury stock method are as follows: Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Outstanding Stock Options 5,704,112 7,320,155 5,767,469 7,366,426 Outstanding Warrants — 38,023 — 37,820 Restricted Stock Awards 665,077 686,564 498,342 527,738 6,369,189 8,044,742 6,265,811 7,931,984 |
Equity
| Equity | 9 Months Ended |
| Sep. 30, 2016 | |
| Equity [Abstract] | |
| Equity | Equity Stock Incentive Plans The Company has four share-based compensation plans which provide for the granting of equity awards, including qualified incentive and non-qualified stock options, stock appreciation awards and restricted stock awards to employees, directors, consultants and advisors: the MiMedx Group, Inc. 2016 Equity and Cash Incentive Plan (the "2016 Plan"), which was approved by shareholders on May 18, 2016; the MiMedx Group, Inc. Assumed 2006 Stock Incentive Plan (the “Assumed 2006 Plan”); the MiMedx Inc. 2007 Assumed Stock Plan (the “Assumed 2007 Plan”); and the MiMedx Group Inc. Amended and Restated Assumed 2005 Stock Plan (the “Assumed 2005 Plan”). The awards are subject to a vesting schedule as set forth in each individual agreement. The Company currently intends to use only the 2016 Plan to make future grants. Activity with respect to the stock options is summarized as follows: Number of Shares Weighted- Average Exercise Price Weighted-Average Remaining Contractual Term (in years) Aggregate Intrinsic Value Outstanding at January 1, 2016 14,019,629 $ 3.62 Granted — $ — Exercised (926,010 ) $ 2.76 Unvested options forfeited (93,097 ) $ 6.52 Vested options expired (38,354 ) $ 6.77 Outstanding at September 30, 2016 12,962,168 $ 3.65 5.77 $ 64,153,271 Vested at September 30, 2016 11,818,559 $ 3.30 5.62 $ 62,449,678 Vested or expected to vest at September 30, 2016 (a) 12,937,248 $ 3.30 5.62 $ 64,120,370 (a) Includes forfeiture adjusted unvested shares. The intrinsic value of the options exercised during the nine months ended September 30, 2016 , was approximately $5,283,449 . Following is a summary of stock options outstanding and exercisable at September 30, 2016 : Options Outstanding Options Exercisable Range of Exercise Prices Number outstanding Weighted-Average Remaining Contractual Term (in years) Weighted- Average Exercise Price Number Exercisable Weighted- Average Exercise Price $0.50 - $0.76 441,429 2.6 $ 0.72 441,429 $ 0.72 $0.87 - $1.35 4,397,970 4.9 1.19 4,397,970 1.19 $1.40 - $2.45 1,442,424 4.2 1.92 1,442,424 1.92 $2.66 - $3.99 889,430 6.1 3.06 889,430 3.06 $4.19 - $6.38 3,253,783 6.7 5.36 2,997,303 5.32 $6.45 - $9.78 2,431,132 7.4 7.30 1,614,677 7.23 $9.90- $10.99 106,000 8.2 10.43 35,326 10.43 12,962,168 5.8 $ 3.65 11,818,559 $ 3.30 Total unrecognized compensation expense related to granted stock options at September 30, 2016 , was approximately $2,150,652 and will be charged to expense ratably through May 2017. The fair value of options granted by the Company is estimated on the date of grant using the Black-Scholes-Merton option-pricing model that uses assumptions for expected volatility, expected dividends, expected term, and the risk-free interest rate. Expected volatilities are based on historical volatility of peer companies and other factors estimated over the expected term of the options. The term of employee options granted is derived using the “simplified method,” which computes expected term as the mid point between the weighted average time to vesting and the contractual maturity. The simplified method was used due to the Company's lack of sufficient historical data to provide a reasonable basis upon which to estimate the expected term due to the limited period of time its equity shares have been publicly traded. The term for non-employee options is generally based upon the contractual term of the option. The risk-free rate is based on the U.S. Treasury yield curve in effect at the time of grant for the period of the expected term or contractual term as described. The assumptions used in calculating the fair value of options using the Black-Scholes-Merton option-pricing model are set forth in the following table: Nine Months Ended September 30, 2016 2015 Expected volatility n/a 54.4 - 58.1 % Expected life (in years) n/a 6.0 Expected dividend yield n/a — Risk-free interest rate n/a 1.51 - 1.68% There were no options granted during the nine months ended September 30, 2016. Restricted Stock Awards Activity with respect to restricted stock awards for the nine months ended September 30, 2016 is summarized as follows: Number of Weighted-Average Grant Date Unvested at January 1, 2016 2,613,267 $9.14 Granted 2,369,876 7.98 Vested (952,910 ) 8.75 Forfeited (137,575 ) 8.73 Unvested at September 30, 2016 3,892,658 $8.54 As of September 30, 2016 , there was approximately $23,767,731 of total unrecognized stock-based compensation related to time-based, nonvested restricted stock. That expense is expected to be recognized on a straight-line basis over a weighted-average period of 2.0 years, which approximates the remaining vesting period of these grants. All shares noted above as unvested are considered issued and outstanding at September 30, 2016 . For the three and nine months ended September 30, 2016 and 2015 , the Company recognized stock-based compensation as follows (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Cost of sales $ 109 $ 85 $ 300 $ 270 Research and development 159 202 520 591 Selling, general and administrative 4,433 4,091 13,006 11,703 $ 4,701 $ 4,378 $ 13,826 $ 12,564 Treasury Stock On May 12, 2014, our Board of Directors authorized the repurchase of up to $10 million of our common stock from time to time, through December 31, 2014. The Board subsequently extended the program until December 31, 2016. In December 2014, the Board increased the authorization to $20 million and further increased the authorization in 2015 to $60 million . The timing and amount of repurchases will depend upon the Company's stock price, economic and market conditions, regulatory requirements, and other corporate considerations. The Company may initiate, suspend or discontinue purchases under the stock repurchase program at any time. For the nine months ended September 30, 2016 , the Company purchased 1,338,616 shares of its common stock for a purchase price of approximately $10,338,000 before brokerage commissions of approximately $40,000 . As of September 30, 2016 , the Company had approximately $3,936,000 of availability remaining under the repurchase program. Additionally, for the nine months ended September 30, 2016 , the Company reissued 2,854,189 shares from the Treasury for restricted stock grants and stock option exercises, net of forfeitures, and as partial consideration to the shareholders of Stability, with an aggregate carrying value of approximately $23,257,728 . |
Income taxes
| Income taxes | 9 Months Ended |
| Sep. 30, 2016 | |
| Income Tax Disclosure [Abstract] | |
| Income taxes | Income taxes The effective tax rates for continuing operations of 31.5% and 3.2% for the nine months ended September 30, 2016 and September 30, 2015, respectively, were determined using an estimated annual effective tax rate and include, in 2016, the impact of discrete items of approximately $900,000 . The effective tax rate for the 2016 period increased approximately 28.3% when compared to the same period of 2015, primarily due to the $15.4 million valuation allowance release recorded in 2015 and discussed in our Annual Report on Form 10-K for the year ended December 31, 2015. Due to the valuation allowance previously recorded against the Company's U.S. deferred tax assets, the effective tax rate for the nine months ended September 30, 2015, did not include the expense of the current period U.S. taxable income. As of the end of September 2016, the projected annual effective tax rate for 2016 is approximately 41.0% . |
Supplemental disclosure of cash
| Supplemental disclosure of cash flow and non-cash investing and financing activities | 9 Months Ended |
| Sep. 30, 2016 | |
| Supplemental Cash Flow Elements [Abstract] | |
| Supplemental disclosure of cash flow and non-cash investing and financing activities | Supplemental disclosure of cash flow and non-cash investing and financing activities: Selected cash payments, receipts, and noncash activities are as follows (in thousands): Nine Months Ended September 30, 2016 2015 Cash paid for interest $ 118 $ 18 Income taxes paid 637 1,506 Stock issuance of 441,009 shares in connection with acquisition 3,346 — Retirement of fixed assets — 319 Stock issuances of 43,344 and 16,493 shares in exchange for services performed, respectively 346 164 |
Contractual Commitments and Con
| Contractual Commitments and Contingencies | 9 Months Ended |
| Sep. 30, 2016 | |
| Commitments and Contingencies Disclosure [Abstract] | |
| Contractual Commitments and Contingencies | Contractual Commitments and Contingencies Contractual Commitments In addition to the capital leases noted above in Note 7, the Company has entered into operating lease agreements for facility space and equipment. These leases expire over the next eight years and generally contain renewal options. The Company anticipates that most of these leases will be renewed or replaced upon expiration. The Company also has commitments for meeting space and to various charitable organizations. The estimated annual lease payments, meeting space and charitable organization commitments are as follows (in thousands): 12-month period ended September 30, 2017 $ 3,156 2018 3,103 2019 2,038 2020 957 Thereafter 550 $ 9,804 Rent expense for the nine months ended September 30, 2016 and 2015, was approximately $1,311,000 and $956,000 , respectively, and was approximately $453,000 and $363,000 for the three months ended September 30, 2016 and 2015, respectively, and is allocated among cost of sales, research and development, and selling, general and administrative expenses. Letters of Credit As a condition of the lease for the Company's main facility, the Company is obligated under standby letters of credit in the amount of approximately $103,000 . These obligations are reduced at various times over the life of the lease. FDA Untitled Letter and Draft Guidance On August 28, 2013, the FDA issued an Untitled Letter alleging that the Company's micronized allografts do not meet the criteria for regulation solely under Section 361 of the Public Health Service Act and that, as a result, MiMedx would need a biologics license to lawfully market those micronized products. Since the issuance of the Untitled Letter, the Company has been in discussions with the FDA to communicate its disagreement with the FDA's assertion that the Company's allografts are more than minimally manipulated. To date, the FDA has not changed its position that the Company's micronized products are not eligible for marketing solely under Section 361 of the Public Health Service Act, but discussions are continuing. The Company continues to market its micronized products but is also pursuing the Biologics License Application (“BLA”) process for certain of its micronized products. On December 22, 2014, the FDA issued for comment “Draft Guidance for Industry and FDA Staff: Minimal Manipulation of Human Cells, Tissues, and Cellular and Tissue-Based Products.” Essentially the Minimal Manipulation draft guidance takes the same position with respect to micronized amniotic tissue that the FDA took in the Untitled Letter to MiMedx 16 months earlier. The Company submitted comments asserting that the Minimal Manipulation draft guidance represents agency action that goes far beyond the FDA’s statutory authority, is inconsistent with existing HCT/P regulations and the FDA’s prior positions, and is internally inconsistent and scientifically unsound. On October 28, 2015, the FDA issued for comment, "Draft Guidance for Industry and FDA Staff: Homologous Use of Human Cells, Tissues, and Cellular and Tissue-Based Products." The Company submitted comments on this Homologous Use draft guidance as well. On September 12 and 13, 2016, the FDA held a public hearing to obtain input on the Homologous Use draft guidance and the previously released Minimal Manipulation draft guidance, as well as other recently issued guidance documents on HCT/Ps. The Company awaits further decision from FDA on the draft guidances, but anticipates this will be a lengthy process. If the FDA does allow the Company to continue to market a micronized form of its sheet allografts without a biologics license either prior to or after finalization of the draft guidance documents, it may impose conditions, such as labeling restrictions and compliance with Current Good Manufacturing Practices (cGMP). Although the Company is preparing for these requirements in connection with its pursuit of a BLA for certain of its micronized products, earlier compliance with these conditions requires significant additional time and cost investments by the Company. It is also possible that the FDA will not allow the Company to market any form of a micronized product without a biologics license even prior to finalization of the draft guidance documents and could even require the Company to recall its micronized products. Revenues from micronized products comprised approximately 12% of the Company's revenues for the fiscal year ended December 31, 2015. Patent Litigation MiMedx continues to diligently enforce its intellectual property against several entities. Currently, there are four actions pending, as described below: The Liventa Action On April 22, 2014, the Company filed a patent infringement lawsuit in the United States District Court for the Northern District of Georgia against Liventa Bioscience, Inc. ("Liventa"), Medline Industries, Inc. ("Medline") and Musculoskeletal Transplant Foundation, Inc. ("MTF") for permanent injunctive relief and unspecified damages (the "Liventa Action"). In addition to the allegations of infringement of MiMedx's patents, the lawsuit asserts that Liventa and Medline knowingly and willfully made false and misleading representations about their respective products to providers, patients, and in some cases, prospective investors. Though the terms of the agreement are confidential, the parties have reached an amicable settlement of the false advertising claims for an undisclosed sum. The patent infringement claims are still pending as described below. MiMedx asserts that Liventa (formerly known as AFCell Medical, Inc.), Medline and MTF infringed and continue to infringe certain of the Company's patents relating to the MiMedx dehydrated human amnion/chorion membrane ("dHACM") allografts. MTF is the tissue processor while Liventa and Medline are the distributors of the allegedly infringing products. On May 30, 2014, defendants filed answers to the Complaint, denying the allegations in the Complaint. They also raised affirmative defenses of non-infringement, invalidity, laches and estoppel. MTF and Medline also filed counterclaims seeking declaratory judgments of non-infringement and invalidity. Defendants filed parallel Inter Partes Review ("IPR") proceedings which are discussed below. We expect the case to go to trial in 2017. The Bone Bank Action On May 16, 2014, the Company also filed a patent infringement lawsuit against Transplant Technology, Inc. d/b/a Bone Bank Allografts ("Bone Bank") and Texas Human Biologics, Ltd. ("Biologics") for permanent injunctive relief and unspecified damages (the "Bone Bank Action"). The Bone Bank Action was filed in the United States District Court for the Western District of Texas. This lawsuit similarly asserts that Bone Bank and Biologics infringed certain of the Company's patents through the manufacturing and sale of their placental-derived tissue graft products. On July 10, 2014, Defendants filed an answer to the Complaint, denying the allegations in the Complaint. They also raised affirmative defenses of non-infringement and invalidity and filed counterclaims seeking declaratory judgments of non-infringement and invalidity. Defendants also filed parallel IPR proceedings which are further discussed below. Discovery is closed and we expect the case to go to trial in the early part of 2017. The NuTech Action On March 2, 2015, the Company filed a patent infringement lawsuit against NuTech Medical, Inc. ("NuTech") and DCI Donor Services, Inc. ("DCI") for permanent injunctive relief and unspecified damages. This lawsuit was filed in the United States District Court for the Northern District of Alabama. The lawsuit alleges that NuTech and DCI have infringed and continue to infringe the Company's patents through the manufacture, use, sale, and/or offering of their tissue graft product. The lawsuit also asserts that NuTech knowingly and willfully made false and misleading representations about its products to customers and/or prospective customers. The case is currently in the discovery phase. The Vivex Action On April 1, 2016, the Company also filed a patent infringement lawsuit against Vivex BioMedical (“Vivex”) for permanent injunctive relief and unspecified damages (the "Vivex Action"). The lawsuit was filed in the United States District Court for the Northern District of Georgia. The patent at issue is the 8,709,494 patent (the "494" patent). Vivex answered MiMedx’s Complaint and filed Counterclaims of noninfringement and invalidity. Pending IPRs In addition to defending the claims in the pending district court litigations, defendants in the Liventa and Bone Bank cases have challenged certain of the Company's patents in several IPR proceedings to avoid the high burden of proof of proving invalidity by "clear and convincing evidence" in the district court litigations. An inter partes review (or "IPR") is a request for a specialized group within the United States Patent and Trademark Office to review the validity of a plaintiff's patent claims. The defendants in the Bone Bank Action challenged the validity of the Company's 8,597,687 (the "687" patent) and the 494 patent; while the defendants in the Liventa Action challenged the validity of the Company's 8,372,437 and 8,323,701 patents (the "'437" and "'701" patents, respectively). On June 29, 2015, the Patent Trial and Appeals Board ("PTAB") denied the Bone Bank defendants' request for institution of an IPR with respect to the '494 patent (EpiFix) on all seven challenged grounds. On August 18, 2015, the PTAB also denied the Liventa defendants' request for institution of an IPR with respect to the '701 patent (AmnioFix) on all six challenged grounds. That is, the PTAB decided in each case that the defendants failed to establish a reasonable likelihood that defendants would prevail in showing any of the challenged claims of the '494 or the '701 patent were unpatentable. On July 10, 2015, the PTAB issued an opinion allowing a review of the '687 patent to proceed, although on only two of the five challenged grounds. The parties decided to forego oral arguments. On July 7, 2016, the PTAB issued an opinion finding that the challenged claims, which relate to embossment and not configuration, were invalid for obviousness. On August 18, 2015, the PTAB issued an opinion allowing a review of the '437 patent to proceed, although only on one of the seven challenged grounds. On August 16, 2016, the PTAB issued an opinion finding that the challenged claims were unpatentable. MiMedx has filed a notice of appeal of the PTAB’s decision regarding the '437 patent. |
Subsequent Events
| Subsequent Events | 9 Months Ended |
| Sep. 30, 2016 | |
| Subsequent Events [Abstract] | |
| Subsequent Events | Subsequent Events None |
Schedule II - Valuation and Qua
| Schedule II - Valuation and Qualifying Accounts | 9 Months Ended |
| Sep. 30, 2016 | |
| Valuation and Qualifying Accounts [Abstract] | |
| Schedule II - Valuation and Qualifying Accounts | Schedule II Valuation and Qualifying Accounts MIMEDX GROUP, INC. AND SUBSIDIARIES SCHEDULE II VALUATION AND QUALIFYING ACCOUNTS Three and Nine Months Ended September 30, 2016 and 2015 (in thousands) Balance at Additions charged to Expense or Revenue Deductions Balance at For the three months ended September 30, 2016 Allowance for doubtful accounts $ 4,086 $ 800 $ (536 ) $ 4,350 Allowance for product returns 2,191 2,591 (2,520 ) 2,262 Allowance for obsolescence 1,780 339 (1,411 ) 708 For the three months ended September 30, 2015 Allowance for doubtful accounts $ 2,504 $ 800 $ (172 ) $ 3,132 Allowance for product returns 1,030 906 (407 ) 1,529 Allowance for obsolescence 553 227 (87 ) 693 For the nine months ended September 30, 2016 Allowance for doubtful accounts $ 3,270 $ 1,635 $ (555 ) $ 4,350 Allowance for product returns 1,262 5,917 (4,917 ) 2,262 Allowance for obsolescence 397 1,910 (1,599 ) 708 For the nine months ended September 30, 2015 Allowance for doubtful accounts $ 1,750 $ 1,560 $ (178 ) $ 3,132 Allowance for product returns 841 2,349 (1,661 ) 1,529 Allowance for obsolescence 527 447 (281 ) 693 |
Significant Accounting Polici23
| Significant Accounting Policies (Policies) | 9 Months Ended |
| Sep. 30, 2016 | |
| Accounting Policies [Abstract] | |
| Basis of Presentation | Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) from interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. Changes to GAAP are established by the Financial Accounting Standards Board (“FASB”) in the form of Accounting Standards Updates (“ASU’’) to the FASB’s Accounting Standards Codification (“ASC”). In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation of the results of operations for the periods presented have been included. Operating results for the nine months ended September 30, 2016 and 2015 , are not necessarily indicative of the results that may be expected for the fiscal year. The balance sheet at December 31, 2015 , has been derived from the audited consolidated financial statements at that date, but does not include all of the information and footnotes required by GAAP for complete financial statements. You should read these condensed consolidated financial statements together with the historical consolidated financial statements of the Company for the year ended December 31, 2015 , included in the Company's Annual Report on Form 10-K for the year ended December 31, 2015 , filed with the SEC on February 29, 2016. |
| Segment Reporting | The Company operates in one business segment, Regenerative Biomaterials, which includes the design, manufacture, and marketing of products and tissue processing services for the Wound Care, Surgical, Sports Medicine, Ophthalmic and Dental market categories. |
| Use of Estimates | Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. |
| Accounts Receivable | Accounts Receivable Accounts receivable represent amounts due from customers for which revenue has been recognized. Generally, the Company does not require collateral or any other security to support its receivables. The allowance for doubtful accounts is the Company’s best estimate of the amount of probable credit losses in the Company’s existing receivables. The Company determines the allowance based on factors such as historical collection experience, customers' current creditworthiness, customer concentrations, age of accounts receivable balance and general economic conditions that may affect the customers' ability to pay. |
| Inventories | Inventories Inventory is valued at the lower of cost or market value. The Company assesses the valuation of its inventory on a periodic basis and makes adjustments to the value for estimated excess and obsolete inventory based on estimates about future demand. The excess balance determined by this analysis becomes the basis for the Company's excess inventory charge. The Company's excess inventory review process includes analysis of sales forecasts, managing product rollovers and working with operations to maximize recovery of excess inventory. |
| Revenue Recognition | Revenue Recognition The Company sells its products through a combination of a direct sales force and independent stocking distributors and representatives in the U.S. and independent distributors in international markets. The Company recognizes revenue when title to the goods transfers to customers, provided there are no material remaining performance obligations required of the Company or any matters of customer acceptance. In cases where the Company utilizes distributors or ships product directly to the end user, it recognizes revenue upon shipment provided all other revenue recognition criteria have been met. A portion of the Company's revenue is generated from inventory maintained at hospitals, clinics and doctor's offices. For these products, revenue is recognized at the time the product has been used or implanted. The Company records estimated sales returns, discounts and allowances as a reduction of net sales in the same period revenue is recognized. |
| Acquisitions | Acquisitions Results of operations of acquired companies are included in the Company’s results of operations as of the respective acquisition dates. The purchase price of each acquisition is allocated to the net assets acquired based on estimates of their fair values at the date of the acquisition. Any purchase price in excess of these net assets is recorded as goodwill. The allocation of purchase price in certain cases may be subject to revision based on the final determination of fair values during the measurement period, which may be up to one year from the acquisition date. Contingent consideration is recognized at the estimated fair value on the acquisition date. Subsequent changes to the fair value of contingent payments are recognized in earnings. Contingent payments related to acquisitions consist of an earn out based on sales less direct production costs, and are valued using discounted cash flow techniques. The fair value of these payments is based upon probability-weighted future revenue estimates and increases or decreases as revenue estimates or expectation of timing of payments changes. The acquisition was accounted for as a purchase business combination as defined by FASB Topic 805 - "Business Combinations". The fair value of the contingent consideration is measured as a Level 3 instrument. The contingent consideration liability is recorded at fair value on the acquisition date and will be remeasured quarterly until purchase accounting is completed based on the assessed fair value and adjusted if necessary. The increases or decreases in the fair value of contingent consideration can result from changes in anticipated revenue levels and changes in assumed discount periods and rates. As the fair value measured is based on significant inputs that are not observable in the market, they are categorized as Level 3. The income valuation approach was applied in determining the fair value of the contingent consideration using a discounted cash flow valuation technique with significant unobservable inputs comprised of projected sales and certain expenses. The values assigned to intangible assets are subject to amortization. |
| Patent Costs | Patent Costs The Company incurs certain legal and related costs in connection with patent applications for tissue-based products and processes. The Company capitalizes such costs to be amortized over the expected life of the patent to the extent that an economic benefit is anticipated from the resulting patent or alternative future use is available to the Company and are included in Intangible Assets in the Condensed Consolidated Balance Sheets. |
| Treasury Stock | Treasury Stock The Company accounts for the purchase of treasury stock under the cost method. Treasury stock which is reissued for the exercise of option grants and the issuance of restricted stock grants is accounted for on a first - in first - out (FIFO) basis. |
| Recent Accounting Pronouncements | Recent Accounting Pronouncements The Company considers the applicability and impact of all Accounting Standards Updates ("ASUs") issued, both effective and not yet effective. In May 2014, the FASB issued ASU 2014-09, “Revenue Recognition - Revenue from Contracts with Customers” (ASU 2014-09) that requires companies to recognize revenue when a customer obtains control rather than when companies have transferred substantially all risks and rewards of a good or service. This update is effective for annual reporting periods beginning on or after December 15, 2017 and interim periods therein and requires expanded disclosures. The Company is currently assessing the impact the adoption of ASU 2014-09 will have on our condensed consolidated financial statements. In November 2015, the FASB issued ASU No. 2015-17, "Balance Sheet Classification of Deferred Taxes". ASU 2015-17 simplifies the presentation of deferred taxes by requiring deferred tax assets and liabilities be classified as noncurrent on the balance sheet. ASU 2015-17 is effective for public companies for annual reporting periods beginning after December 15, 2016, and interim periods within those fiscal years. The guidance may be adopted prospectively or retrospectively and early adoption is permitted. The Company adopted this standard, prospectively, at the beginning of the fourth quarter 2015 to simplify reporting with the release of the valuation allowance as disclosed in Note 12. Prior periods were not retrospectively adjusted. In February 2016, the FASB issued ASU No. 2016-02, "Leases (Topic 842)". The core principle of Topic 842 is that a lessee should recognize the assets and liabilities that arise from both capital and operating leases. ASU 2016-02 is effective for public companies for annual reporting periods beginning after December 15, 2018, and interim periods within those fiscal years. The guidance may be adopted prospectively or retrospectively and early adoption is permitted. The Company is currently assessing the impact the adoption of ASU 2016-02 will have on its consolidated financial statements. In March 2016, the FASB issued ASU No. 2016-09, "Compensation - Stock Compensation (Topic 718)". The standard is intended to simplify several areas of accounting for share - based compensation arrangements, including the income tax impact, classification on the statement of cash flows and forfeitures. This ASU is effective for fiscal years beginning after December 15, 2016. The Company is currently assessing the impact the adoption of ASU 2016-09 will have on its consolidated financial statements. In August 2016, the FASB issued ASU No. 2016-15, “Statement of Cash Flows (Topic 230) Classification of Certain Cash Receipts and Cash Payments”. The update addresses eight specific cash flow issues with the objective of reducing the existing diversity in practice. This ASU is effective for public business entities for fiscal years beginning after December 15, 2017 and for interim periods within those fiscal years. The amendments in this update may be applied retrospectively or prospectively and early adoption is permitted. The Company is currently assessing the impact of the adoption of ASU 2016-15 will have on its consolidated financial statements. All other ASUs issued and not yet effective for the nine months ended September 30, 2016, and through the date of this report, were assessed and determined to be either not applicable or are expected to have minimal impact on the Company's financial position or results of operations. |
| Net Income (Loss) Per Share | Net Income (Loss) Per Share Basic net income (loss) per common share is computed using the weighted-average number of common shares outstanding during the period. Diluted net income per common share is computed using the weighted-average number of common and dilutive common equivalent shares from stock options, restricted stock, and warrants using the treasury stock method. |
Acquisition of Stability Inc. (
| Acquisition of Stability Inc. (Tables) | 9 Months Ended |
| Sep. 30, 2016 | |
| Business Combinations [Abstract] | |
| Schedule of Acquisition of Stability Inc. | The actual purchase price has been preliminarily allocated as of September 30, 2016 (in thousands) and is subject to change: Cash paid at closing $ 6,000 Working capital adjustment (480 ) Common stock issued (441,009 shares valued at $9.07 per share) 3,346 Assumed debt 1,771 Fair value of earn-out 25,620 Total fair value of purchase price $ 36,257 Net assets acquired: Debt-free working capital $ 2,179 Other assets, net 199 Property, plant and equipment 1,375 Deferred tax liability (8,268 ) Subtotal (4,515 ) Intangible assets: Customer relationships 6,090 Patents and know-how 9,170 Trade names and trademarks 830 Non compete agreements 1,080 Licenses and permits 690 Subtotal 17,860 Goodwill 22,912 Total Assets Purchased $ 36,257 Working capital and other assets were composed of the following (in thousands): Working capital Cash $ 140 Prepaid Expenses and other current assets 100 Accounts receivable 2,001 Federal and state taxes receivable 28 Inventory 8,725 Accounts payable and accrued expenses (8,815 ) Debt-free working capital $ 2,179 Current portion of long term debt $ (194 ) Long-term debt (560 ) Line of Credit (932 ) Shareholder loan (85 ) Net working capital $ 408 Other assets: Other long term assets $ 199 |
| Finite-Lived and Indefinite-Lived Intangible Assets Acquired | The intangible assets were assigned the following lives for amortization purposes: Estimated useful life (in years) Intangible asset: Customer relationships 12 Patents and know-how 20 Trade name and Trademarks Indefinite Non compete agreements 4 Licenses and permits 2 |
| Business Acquisition, Pro Forma Information | Unaudited pro forma information for the three and nine months ended September 30, 2016 and 2015 (in thousands) is as follows: Three months ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Revenue $ 64,429 $ 52,108 $ 175,687 $ 148,521 Net income $ 3,406 $ 4,253 $ 7,074 $ 12,227 Income per share, fully diluted $ 0.03 $ 0.04 $ 0.06 $ 0.11 |
Inventories (Tables)
| Inventories (Tables) | 9 Months Ended |
| Sep. 30, 2016 | |
| Inventory Disclosure [Abstract] | |
| Inventory | Inventories consisted of the following items as of September 30, 2016 , and December 31, 2015 (in thousands): September 30, 2016 December 31, 2015 Raw materials $ 1,193 $ 602 Work in process 6,710 3,850 Finished goods 11,118 3,405 Inventory, gross 19,021 7,857 Reserve for obsolescence (708 ) (397 ) Inventory, net $ 18,313 $ 7,460 |
Property and Equipment (Tables)
| Property and Equipment (Tables) | 9 Months Ended |
| Sep. 30, 2016 | |
| Property, Plant and Equipment [Abstract] | |
| Summary of Property and Equipment | Property and equipment consisted of the following as of September 30, 2016 , and December 31, 2015 (in thousands): September 30, December 31, Leasehold improvements $ 3,259 $ 2,684 Lab and clean room equipment 7,971 4,564 Furniture and office equipment 6,271 4,577 Construction in progress 3,629 2,629 Property and equipment, gross 21,130 14,454 Less accumulated depreciation (7,373 ) (4,979 ) Property and equipment, net $ 13,757 $ 9,475 |
Intangible Assets and Royalty27
| Intangible Assets and Royalty Agreement (Tables) | 9 Months Ended |
| Sep. 30, 2016 | |
| Goodwill and Intangible Assets Disclosure [Abstract] | |
| Intangible Assets Activity Summary | Intangible assets are summarized as follows (in thousands): Weighted September 30, 2016 December 31, 2015 Cost Cost Licenses (a) (b) (c) (d) 7 years $ 1,699 $ 1,009 Patents & Know How (b) (d) 19 years 17,211 8,001 Customer & Supplier Relationships (b) (d) 13 years 9,851 3,761 Tradenames & Trademarks (b) (d) indefinite 1,838 1,008 Non-compete agreements (d) 4 years 1,080 — In Process Research & Development (b) n/a 25 25 Patents in Process (c) n/a 2,298 1,823 Total 34,002 15,627 Less Accumulated amortization and impairment charges (6,753 ) (4,864 ) Net $ 27,249 $ 10,763 (a) On January 29, 2007, the Company acquired a license from Shriners Hospitals for Children and University of South Florida Research Foundation, Inc. in the amount of $996,000 . Within 30 days after the receipt by the Company of approval by the FDA allowing the sale of the first licensed product, the Company is required to pay an additional $200,000 to the licensor. Due to its contingent nature, this amount is not recorded as a liability. The Company will also be required to pay a royalty of 3% on all commercial sales revenue from the licensed products. The Company is also obligated to pay a $50,000 minimum annual royalty payment over the life of the license. (b) On January 5, 2011, the Company acquired Surgical Biologics, LLC. As a result, the Company recorded intangible assets for Customer & Supplier Relationships of $3,761,000 , Patents & Know-How of $7,690,000 , Licenses of $13,000 , Tradenames & Trademarks of $1,008,000 and In-Process Research & Development of $25,000 . For the nine months ended September 30, 2016, approximately $40,000 of costs associated with patents granted during the period were capitalized and included in Patents & Know-How subject to amortization. (c) Patents in Process consist of capitalized external legal and other registration costs in connection with internally developed tissue-based patents that are pending. Once issued, the costs associated with a given patent will be included in Patents & Know-How under intangible assets subject to amortization. (d) On January 13, 2016, the Company acquired Stability. As a result, the Company recorded intangible assets for Patents & Know - How of $9,170,000 , Customer Relationships of $6,090,000 , Non - compete agreements of $1,080,000 , Tradenames & Trademarks of $830,000 and Licenses of $690,000 . |
| Estimated Future Amortization Expense for Intangible Assets | Expected future amortization of intangible assets as of September 30, 2016 , is as follows (in thousands): Year ending December 31, Estimated Amortization Expense 2016 (a) $ 630 2017 2,430 2018 2,075 2019 2,075 2020 1,805 Thereafter 16,396 $ 25,411 (a) Estimated amortization expense for the year ending December 31, 2016, includes only amortization to be recorded after September 30, 2016 . |
Net Income (Loss) Per Share (Ta
| Net Income (Loss) Per Share (Tables) | 9 Months Ended |
| Sep. 30, 2016 | |
| Earnings Per Share [Abstract] | |
| Computation of Basic and Diluted Net Loss per Share | The following table sets forth the computation of basic and diluted net income (loss) per share (in thousands except share data): Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Net income $ 3,321 $ 6,551 $ 6,493 $ 16,068 Denominator for basic earnings per share - weighted average shares 105,991,990 106,511,294 105,927,890 106,178,136 Effect of dilutive securities: Stock options, restricted stock, and warrants outstanding(a) 6,369,189 8,044,742 6,265,811 7,931,984 Denominator for diluted earnings per share - weighted average shares adjusted for dilutive securities 112,361,179 114,556,036 112,193,701 114,110,120 Income per common share - basic $ 0.03 $ 0.06 $ 0.06 $ 0.15 Income per common share - diluted $ 0.03 $ 0.06 $ 0.06 $ 0.14 (a) Securities outstanding that are included in the computation above, utilizing the treasury stock method are as follows: Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Outstanding Stock Options 5,704,112 7,320,155 5,767,469 7,366,426 Outstanding Warrants — 38,023 — 37,820 Restricted Stock Awards 665,077 686,564 498,342 527,738 6,369,189 8,044,742 6,265,811 7,931,984 |
Equity (Tables)
| Equity (Tables) | 9 Months Ended |
| Sep. 30, 2016 | |
| Equity [Abstract] | |
| Stock Options Activity | Activity with respect to the stock options is summarized as follows: Number of Shares Weighted- Average Exercise Price Weighted-Average Remaining Contractual Term (in years) Aggregate Intrinsic Value Outstanding at January 1, 2016 14,019,629 $ 3.62 Granted — $ — Exercised (926,010 ) $ 2.76 Unvested options forfeited (93,097 ) $ 6.52 Vested options expired (38,354 ) $ 6.77 Outstanding at September 30, 2016 12,962,168 $ 3.65 5.77 $ 64,153,271 Vested at September 30, 2016 11,818,559 $ 3.30 5.62 $ 62,449,678 Vested or expected to vest at September 30, 2016 (a) 12,937,248 $ 3.30 5.62 $ 64,120,370 (a) Includes forfeiture adjusted unvested shares. |
| Stock Options Outstanding and Exercisable | Following is a summary of stock options outstanding and exercisable at September 30, 2016 : Options Outstanding Options Exercisable Range of Exercise Prices Number outstanding Weighted-Average Remaining Contractual Term (in years) Weighted- Average Exercise Price Number Exercisable Weighted- Average Exercise Price $0.50 - $0.76 441,429 2.6 $ 0.72 441,429 $ 0.72 $0.87 - $1.35 4,397,970 4.9 1.19 4,397,970 1.19 $1.40 - $2.45 1,442,424 4.2 1.92 1,442,424 1.92 $2.66 - $3.99 889,430 6.1 3.06 889,430 3.06 $4.19 - $6.38 3,253,783 6.7 5.36 2,997,303 5.32 $6.45 - $9.78 2,431,132 7.4 7.30 1,614,677 7.23 $9.90- $10.99 106,000 8.2 10.43 35,326 10.43 12,962,168 5.8 $ 3.65 11,818,559 $ 3.30 |
| Fair Value of Options, Valuation Assumptions | The assumptions used in calculating the fair value of options using the Black-Scholes-Merton option-pricing model are set forth in the following table: Nine Months Ended September 30, 2016 2015 Expected volatility n/a 54.4 - 58.1 % Expected life (in years) n/a 6.0 Expected dividend yield n/a — Risk-free interest rate n/a 1.51 - 1.68% |
| Restricted Stock Awards Roll Forward | Activity with respect to restricted stock awards for the nine months ended September 30, 2016 is summarized as follows: Number of Weighted-Average Grant Date Unvested at January 1, 2016 2,613,267 $9.14 Granted 2,369,876 7.98 Vested (952,910 ) 8.75 Forfeited (137,575 ) 8.73 Unvested at September 30, 2016 3,892,658 $8.54 |
| Allocation of Share-based Compensation | For the three and nine months ended September 30, 2016 and 2015 , the Company recognized stock-based compensation as follows (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Cost of sales $ 109 $ 85 $ 300 $ 270 Research and development 159 202 520 591 Selling, general and administrative 4,433 4,091 13,006 11,703 $ 4,701 $ 4,378 $ 13,826 $ 12,564 |
Supplemental disclosure of ca30
| Supplemental disclosure of cash flow and non-cash investing and financing activities (Tables) | 9 Months Ended |
| Sep. 30, 2016 | |
| Supplemental Cash Flow Elements [Abstract] | |
| Supplemental Disclosure of Cash Flow and Non-cash Investing and Financing Activities | Selected cash payments, receipts, and noncash activities are as follows (in thousands): Nine Months Ended September 30, 2016 2015 Cash paid for interest $ 118 $ 18 Income taxes paid 637 1,506 Stock issuance of 441,009 shares in connection with acquisition 3,346 — Retirement of fixed assets — 319 Stock issuances of 43,344 and 16,493 shares in exchange for services performed, respectively 346 164 |
Contractual Commitments and C31
| Contractual Commitments and Contingencies (Tables) | 9 Months Ended |
| Sep. 30, 2016 | |
| Commitments and Contingencies Disclosure [Abstract] | |
| Estimated Annual Lease, Royalty and Employment Agreement Expenses | The estimated annual lease payments, meeting space and charitable organization commitments are as follows (in thousands): 12-month period ended September 30, 2017 $ 3,156 2018 3,103 2019 2,038 2020 957 Thereafter 550 $ 9,804 |
Basis of Presentation (Details)
| Basis of Presentation (Details) | 9 Months Ended |
| Sep. 30, 2016segment | |
| Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
| Number of business segments | 1 |
Significant Accounting Polici33
| Significant Accounting Policies (Details) - USD ($) $ in Thousands | Jan. 13, 2016 | Sep. 30, 2016 | Sep. 30, 2015 |
| Finite-Lived Intangible Assets [Line Items] | |||
| Increase (decrease) in inventories | $ 3,599 | $ 520 | |
| Amortization of inventory fair value step-up | 1,471 | 0 | |
| Patents | |||
| Finite-Lived Intangible Assets [Line Items] | |||
| Intangible assets, net of accumulated amortization | 515 | $ 594 | |
| Fair Value Adjustment to Inventory | |||
| Finite-Lived Intangible Assets [Line Items] | |||
| Increase (decrease) in inventories | $ 2,100 | $ 600 |
Liquidity and Management's Pl34
| Liquidity and Management's Plans (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Dec. 31, 2014 |
| Liquidity and management's plans [Abstract] | ||||
| Cash and cash equivalents | $ 18,338 | $ 28,486 | $ 41,073 | $ 46,582 |
| Total current assets | 106,290 | 96,310 | ||
| Total current liabilities | $ 41,578 | $ 26,777 |
Acquisition of Stability Inc. -
| Acquisition of Stability Inc. - Narrative (Details) - USD ($) $ in Thousands | Jan. 13, 2016 | Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 |
| Business Acquisition [Line Items] | |||||
| Amortization of intangible assets | $ 631 | $ 234 | $ 1,889 | $ 699 | |
| Net income | 3,406 | $ 4,253 | 7,074 | 12,227 | |
| Fair Value Adjustment to Inventory | |||||
| Business Acquisition [Line Items] | |||||
| Net income | 1,471 | ||||
| Pro Forma | |||||
| Business Acquisition [Line Items] | |||||
| Amortization of intangible assets | $ 1,186 | ||||
| Stability Biologics, LLC | |||||
| Business Acquisition [Line Items] | |||||
| Cash paid at closing | $ 6,000 | ||||
| Common stock issued | $ 3,346 | ||||
| Common stock issued (in shares) | 441,009 | ||||
| Assumed debt | $ 1,771 | ||||
| Acquisition related costs | 1,088 | ||||
| Fair value of earn-out | 25,620 | $ 25,620 | $ 25,620 | ||
| Stability Biologics, LLC | Selling, general and administrative | |||||
| Business Acquisition [Line Items] | |||||
| Acquisition related costs | $ 1,088 |
Acquisition of Stability Inc.36
| Acquisition of Stability Inc. - Preliminarily Allocation of Purchase Price (Details) - USD ($) $ / shares in Units, $ in Thousands | Jan. 13, 2016 | Sep. 30, 2016 | Dec. 31, 2015 |
| Net assets acquired: | |||
| Goodwill | $ 26,951 | $ 4,040 | |
| Stability Biologics, LLC | |||
| Business Combination, Consideration Transferred [Abstract] | |||
| Cash paid at closing | $ 6,000 | ||
| Working capital adjustment | (480) | ||
| Common stock issued (441,009 shares valued at $9.07 per share) | $ 3,346 | ||
| Common stock issued (in shares) | 441,009 | ||
| Common stock issued, price per share (in dollars per share) | $ 9.07 | ||
| Assumed debt | $ 1,771 | ||
| Fair value of earn-out | 25,620 | $ 25,620 | |
| Total fair value of purchase price | 36,257 | ||
| Net assets acquired: | |||
| Debt-free working capital | 2,179 | ||
| Other assets, net | 199 | ||
| Property, plant and equipment | 1,375 | ||
| Deferred tax liability | (8,268) | ||
| Subtotal | (4,515) | ||
| Subtotal | 17,860 | ||
| Goodwill | 22,912 | ||
| Total Assets Purchased | 36,257 | ||
| Cash | 140 | ||
| Prepaid Expenses and other current assets | 100 | ||
| Accounts receivable | 2,001 | ||
| Federal and state taxes receivable | 28 | ||
| Inventory | 8,725 | ||
| Accounts payable and accrued expenses | (8,815) | ||
| Debt-free working capital | 2,179 | ||
| Current portion of long term debt | (194) | ||
| Net working capital | 408 | ||
| Other long term assets | 199 | ||
| Stability Biologics, LLC | Long-term debt | |||
| Net assets acquired: | |||
| Long-term debt | (560) | ||
| Stability Biologics, LLC | Line of Credit | |||
| Net assets acquired: | |||
| Long-term debt | (932) | ||
| Stability Biologics, LLC | Shareholder loan | |||
| Net assets acquired: | |||
| Long-term debt | (85) | ||
| Stability Biologics, LLC | Trade names and trademarks | |||
| Net assets acquired: | |||
| Indefinite-lived intangible assets | 830 | ||
| Stability Biologics, LLC | Customer relationships | |||
| Net assets acquired: | |||
| Finite-Lived intangibles assets | 6,090 | ||
| Stability Biologics, LLC | Patents and know-how | |||
| Net assets acquired: | |||
| Finite-Lived intangibles assets | 9,170 | ||
| Stability Biologics, LLC | Non compete agreements | |||
| Net assets acquired: | |||
| Finite-Lived intangibles assets | 1,080 | ||
| Stability Biologics, LLC | Licenses and permits | |||
| Net assets acquired: | |||
| Finite-Lived intangibles assets | $ 690 |
Acquisition of Stability Inc.37
| Acquisition of Stability Inc. - Intangible Assets Acquired as Part of Acquisition (Details) - Stability Biologics, LLC | Jan. 13, 2016 |
| Customer relationships | |
| Finite-Lived Intangible Assets [Line Items] | |
| Estimated useful life (in years) | 12 years |
| Patents and know-how | |
| Finite-Lived Intangible Assets [Line Items] | |
| Estimated useful life (in years) | 20 years |
| Non compete agreements | |
| Finite-Lived Intangible Assets [Line Items] | |
| Estimated useful life (in years) | 4 years |
| Licenses and permits | |
| Finite-Lived Intangible Assets [Line Items] | |
| Estimated useful life (in years) | 2 years |
Acquisition of Stability Inc.38
| Acquisition of Stability Inc. - Pro Forma Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
| Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
| Business Combinations [Abstract] | ||||
| Revenue | $ 64,429 | $ 52,108 | $ 175,687 | $ 148,521 |
| Net income | $ 3,406 | $ 4,253 | $ 7,074 | $ 12,227 |
| Income per share, fully diluted (in dollars per share) | $ 0.03 | $ 0.04 | $ 0.06 | $ 0.11 |
Short Term Investments (Details
| Short Term Investments (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
| Investment [Line Items] | ||
| Short term investments | $ 0 | $ 3,000 |
| Certificates of Deposit | ||
| Investment [Line Items] | ||
| Short term investments | $ 3,000 |
Inventories (Details)
| Inventories (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
| Inventory Disclosure [Abstract] | ||
| Raw materials | $ 1,193 | $ 602 |
| Work in process | 6,710 | 3,850 |
| Finished goods | 11,118 | 3,405 |
| Inventory, gross | 19,021 | 7,857 |
| Reserve for obsolescence | (708) | (397) |
| Inventory, net | $ 18,313 | $ 7,460 |
Property and Equipment - Summar
| Property and Equipment - Summary of Property and Equipment (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
| Property, Plant and Equipment [Line Items] | ||
| Property and equipment, gross | $ 21,130 | $ 14,454 |
| Less accumulated depreciation | (7,373) | (4,979) |
| Property and equipment, net | 13,757 | 9,475 |
| Leasehold improvements | ||
| Property, Plant and Equipment [Line Items] | ||
| Property and equipment, gross | 3,259 | 2,684 |
| Lab and clean room equipment | ||
| Property, Plant and Equipment [Line Items] | ||
| Property and equipment, gross | 7,971 | 4,564 |
| Furniture and office equipment | ||
| Property, Plant and Equipment [Line Items] | ||
| Property and equipment, gross | 6,271 | 4,577 |
| Construction in progress | ||
| Property, Plant and Equipment [Line Items] | ||
| Property and equipment, gross | $ 3,629 | $ 2,629 |
Property and Equipment - Narrat
| Property and Equipment - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
| Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | |
| Property, Plant and Equipment [Line Items] | |||||
| Property and equipment, net of accumulated depreciation | $ 13,757 | $ 13,757 | $ 9,475 | ||
| Other liabilities | $ 832 | $ 832 | $ 1,148 | ||
| Capital leases interest rate effective percentage, minimum | 3.00% | 3.00% | |||
| Capital leases interest rate effective percentage, maximum | 12.00% | 12.00% | |||
| Depreciation | $ 838 | $ 470 | $ 2,394 | $ 1,247 | |
| Assets Held under Capital Leases | |||||
| Property, Plant and Equipment [Line Items] | |||||
| Property and equipment, net of accumulated depreciation | 427 | 427 | |||
| Other liabilities | 41 | 41 | |||
| Leasehold Improvements Paid by Others | |||||
| Property, Plant and Equipment [Line Items] | |||||
| Property and equipment, net of accumulated depreciation | $ 1,000 | $ 1,000 | |||
Intangible Assets and Royalty43
| Intangible Assets and Royalty Agreement - Summary of Intangible Assets (Details) - USD ($) | Jan. 29, 2007 | Sep. 30, 2016 | Jan. 13, 2016 | Dec. 31, 2015 | Jan. 05, 2011 |
| Finite-Lived Intangible Assets [Line Items] | |||||
| Total | $ 34,002,000 | $ 15,627,000 | |||
| Less Accumulated amortization and impairment charges | (6,753,000) | (4,864,000) | |||
| Net | 27,249,000 | 10,763,000 | |||
| Stability Biologics, LLC | |||||
| Finite-Lived Intangible Assets [Line Items] | |||||
| Fair value of earn-out | $ 25,620,000 | $ 25,620,000 | |||
| Licenses | |||||
| Finite-Lived Intangible Assets [Line Items] | |||||
| Weighted average amortization lives | 7 years | ||||
| Gross carrying value | $ 1,699,000 | 1,009,000 | |||
| Licenses | Stability Biologics, LLC | |||||
| Finite-Lived Intangible Assets [Line Items] | |||||
| Gross carrying value | 690,000 | ||||
| Licenses | Shriners Hospitals for Children and University of South Florida Research Foundation, Inc. | |||||
| Finite-Lived Intangible Assets [Line Items] | |||||
| Acquisition price | $ 996,000 | ||||
| Maximum time of approval | 30 days | ||||
| Fair value of earn-out | $ 200,000 | ||||
| Contingent royalty to be paid to licensor | 3.00% | ||||
| Annual royalty payment, minimum | $ 50,000 | ||||
| Licenses | Surgical Biologics, LLC | |||||
| Finite-Lived Intangible Assets [Line Items] | |||||
| Gross carrying value | $ 13,000 | ||||
| Patents and know-how | |||||
| Finite-Lived Intangible Assets [Line Items] | |||||
| Weighted average amortization lives | 19 years | ||||
| Gross carrying value | $ 17,211,000 | 8,001,000 | |||
| Patents and know-how | Stability Biologics, LLC | |||||
| Finite-Lived Intangible Assets [Line Items] | |||||
| Gross carrying value | 9,170,000 | ||||
| Patents and know-how | Surgical Biologics, LLC | |||||
| Finite-Lived Intangible Assets [Line Items] | |||||
| Gross carrying value | 7,690,000 | ||||
| Finite lived intangible assets | $ 40,000 | ||||
| Customer & supplier relationships | |||||
| Finite-Lived Intangible Assets [Line Items] | |||||
| Weighted average amortization lives | 13 years | ||||
| Gross carrying value | $ 9,851,000 | 3,761,000 | |||
| Customer & supplier relationships | Stability Biologics, LLC | |||||
| Finite-Lived Intangible Assets [Line Items] | |||||
| Gross carrying value | 6,090,000 | ||||
| Customer & supplier relationships | Surgical Biologics, LLC | |||||
| Finite-Lived Intangible Assets [Line Items] | |||||
| Gross carrying value | 3,761,000 | ||||
| Non compete agreements | |||||
| Finite-Lived Intangible Assets [Line Items] | |||||
| Weighted average amortization lives | 4 years | ||||
| Gross carrying value | $ 1,080,000 | 0 | |||
| Non compete agreements | Stability Biologics, LLC | |||||
| Finite-Lived Intangible Assets [Line Items] | |||||
| Gross carrying value | 1,080,000 | ||||
| Tradenames & trademarks | |||||
| Finite-Lived Intangible Assets [Line Items] | |||||
| Gross carrying value, indefinite lived | 1,838,000 | 1,008,000 | |||
| Tradenames & trademarks | Stability Biologics, LLC | |||||
| Finite-Lived Intangible Assets [Line Items] | |||||
| Gross carrying value, indefinite lived | $ 830,000 | ||||
| Tradenames & trademarks | Surgical Biologics, LLC | |||||
| Finite-Lived Intangible Assets [Line Items] | |||||
| Gross carrying value, indefinite lived | 1,008,000 | ||||
| In process research & development | |||||
| Finite-Lived Intangible Assets [Line Items] | |||||
| Gross carrying value, indefinite lived | 25,000 | 25,000 | |||
| In process research & development | Surgical Biologics, LLC | |||||
| Finite-Lived Intangible Assets [Line Items] | |||||
| Gross carrying value, indefinite lived | $ 25,000 | ||||
| Patents in process | |||||
| Finite-Lived Intangible Assets [Line Items] | |||||
| Gross carrying value, indefinite lived | $ 2,298,000 | $ 1,823,000 |
Intangible Assets and Royalty44
| Intangible Assets and Royalty Agreement - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
| Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
| Goodwill and Intangible Assets Disclosure [Abstract] | ||||
| Amortization of intangible assets | $ 631 | $ 234 | $ 1,889 | $ 699 |
Intangible Assets and Royalty45
| Intangible Assets and Royalty Agreement - Estimated Future Amortization Expense for Intangible Assets (Details) $ in Thousands | Sep. 30, 2016USD ($) |
| Estimated future amortization expense [Abstract] | |
| 2,016 | $ 630 |
| 2,017 | 2,430 |
| 2,018 | 2,075 |
| 2,019 | 2,075 |
| 2,020 | 1,805 |
| Thereafter | 16,396 |
| Net book value | $ 25,411 |
Credit Facility (Details)
| Credit Facility (Details) - Credit Agreement - Revolving Credit Facility - USD ($) | Oct. 12, 2015 | Sep. 30, 2016 |
| Debt Instrument [Line Items] | ||
| Maximum borrowing capacity (up to) | $ 50,000,000 | |
| Uncommitted incremental facility (up to) | 35,000,000 | |
| Debt issuance costs | $ 500,000 | |
| Debt term | 3 years | |
| Outstanding line of credit | $ 0 | |
| London Interbank Offered Rate (LIBOR) | Minimum | ||
| Debt Instrument [Line Items] | ||
| Basis spread on variable rate | 1.50% | |
| London Interbank Offered Rate (LIBOR) | Maximum | ||
| Debt Instrument [Line Items] | ||
| Basis spread on variable rate | 2.25% |
Net Income (Loss) Per Share (De
| Net Income (Loss) Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
| Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
| Computation of basic and diluted net loss per share [Abstract] | ||||
| Net income | $ 3,321 | $ 6,551 | $ 6,493 | $ 16,068 |
| Denominator for basic earnings per share - weighted average shares (in shares) | 105,991,990 | 106,511,294 | 105,927,890 | 106,178,136 |
| Effect of dilutive securities: Stock options, restricted stock, and warrants outstanding (in shares) | 6,369,189 | 8,044,742 | 6,265,811 | 7,931,984 |
| Denominator for diluted earnings per share - weighted average shares adjusted for dilutive securities (in shares) | 112,361,179 | 114,556,036 | 112,193,701 | 114,110,120 |
| Income per common share - basic (in dollars per share) | $ 0.03 | $ 0.06 | $ 0.06 | $ 0.15 |
| Income per common share - diluted (in dollars per share) | $ 0.03 | $ 0.06 | $ 0.06 | $ 0.14 |
| Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
| Antidilutive securities excluded from computation of earnings per share (in shares) | 6,369,189 | 8,044,742 | 6,265,811 | 7,931,984 |
| Outstanding Stock Options | ||||
| Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
| Antidilutive securities excluded from computation of earnings per share (in shares) | 5,704,112 | 7,320,155 | 5,767,469 | 7,366,426 |
| Outstanding Warrants | ||||
| Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
| Antidilutive securities excluded from computation of earnings per share (in shares) | 0 | 38,023 | 0 | 37,820 |
| Restricted Stock Awards | ||||
| Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
| Antidilutive securities excluded from computation of earnings per share (in shares) | 665,077 | 686,564 | 498,342 | 527,738 |
Equity - Stock Incentive Plans
| Equity - Stock Incentive Plans (Details) | 9 Months Ended | |
| Sep. 30, 2016USD ($)plan$ / sharesshares | Sep. 30, 2015 | |
| Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
| Number of share-based compensation plans | plan | 4 | |
| Number of shares [Roll forward] | ||
| Outstanding, beginning of period (in shares) | shares | 14,019,629 | |
| Granted (in shares) | shares | 0 | |
| Exercised (in shares) | shares | (926,010) | |
| Unvested options forfeited (in shares) | shares | (93,097) | |
| Vested options expired (in shares) | shares | (38,354) | |
| Outstanding, end of period (in shares) | shares | 12,962,168 | |
| Vested at end of period (in shares) | shares | 11,818,559 | |
| Exercisable options, vested and expected to vest (in shares) | shares | 12,937,248 | |
| Weighted-Average Exercise Price [Roll forward] | ||
| Outstanding, weighted average exercise price, beginning of period (in dollars per share) | $ 3.62 | |
| Granted, weighted average exercise price (in dollars per share) | 0 | |
| Exercised, weighted average exercise price (in dollars per share) | 2.76 | |
| Unvested options forfeited, weighted-average exercise price (in dollars per share) | 6.52 | |
| Vested options expired, weighted-average exercise price (in dollars per share) | 6.77 | |
| Outstanding, weighted average exercise price, end of period (in dollars per share) | 3.65 | |
| Vested at end of period, weighted average exercise price (in dollars per share) | 3.30 | |
| Vested and expected to vest, weighted average exercise price (in dollars per share) | $ 3.30 | |
| Stock options, additional disclosures [Abstract] | ||
| Outstanding Options, weighted average remaining contractual term (in years) | 5 years 9 months 7 days | |
| Vested at end of period, weighted average remaining contractual term (in years) | 5 years 7 months 13 days | |
| Vested and expected to vest, weighted average remaining contractual term (in years) | 5 years 7 months 13 days | |
| Outstanding, aggregate intrinsic value | $ | $ 64,153,271 | |
| Vested at end of period, aggregate intrinsic value | $ | 62,449,678 | |
| Vested or expected to vest, aggregate intrinsic value | $ | 64,120,370 | |
| Exercised options, intrinsic value | $ | $ 5,283,449 | |
| Number of outstanding options (in shares) | shares | 12,962,168 | |
| Outstanding Options, weighted average remaining contractual term (in years) | 5 years 9 months 7 days | |
| Outstanding Options, weighted average exercise price (in dollars per share) | $ 3.65 | |
| Number of exercisable options (in shares) | shares | 11,818,559 | |
| Exercisable Options, weighted average exercise price (in dollars per share) | $ 3.30 | |
| Total unrecognized compensation expense | $ | $ 2,150,652 | |
| Fair value options valuation assumptions [Abstract] | ||
| Expected volatility Minimum | 54.40% | |
| Expected volatility Maximum | 58.10% | |
| Expected life (in years) | 6 years | |
| Expected dividend yield | 0.00% | |
| Risk-free interest rate Minimum | 1.51% | |
| Risk-free interest rate Maximum | 1.68% | |
| $0.50 - $0.76 | ||
| Stock options, additional disclosures [Abstract] | ||
| Outstanding Options, weighted average remaining contractual term (in years) | 2 years 7 months 6 days | |
| Exercise Price Range, lower range limit (in dollars per share) | $ 0.50 | |
| Exercise Price Range, upper range limit (in dollars per share) | $ 0.76 | |
| Number of outstanding options (in shares) | shares | 441,429 | |
| Outstanding Options, weighted average remaining contractual term (in years) | 2 years 7 months 6 days | |
| Outstanding Options, weighted average exercise price (in dollars per share) | $ 0.72 | |
| Number of exercisable options (in shares) | shares | 441,429 | |
| Exercisable Options, weighted average exercise price (in dollars per share) | $ 0.72 | |
| $0.87 - $1.35 | ||
| Stock options, additional disclosures [Abstract] | ||
| Outstanding Options, weighted average remaining contractual term (in years) | 4 years 10 months 24 days | |
| Exercise Price Range, lower range limit (in dollars per share) | $ 0.87 | |
| Exercise Price Range, upper range limit (in dollars per share) | $ 1.35 | |
| Number of outstanding options (in shares) | shares | 4,397,970 | |
| Outstanding Options, weighted average remaining contractual term (in years) | 4 years 10 months 24 days | |
| Outstanding Options, weighted average exercise price (in dollars per share) | $ 1.19 | |
| Number of exercisable options (in shares) | shares | 4,397,970 | |
| Exercisable Options, weighted average exercise price (in dollars per share) | $ 1.19 | |
| $1.40 - $2.45 | ||
| Stock options, additional disclosures [Abstract] | ||
| Outstanding Options, weighted average remaining contractual term (in years) | 4 years 2 months 12 days | |
| Exercise Price Range, lower range limit (in dollars per share) | $ 1.40 | |
| Exercise Price Range, upper range limit (in dollars per share) | $ 2.45 | |
| Number of outstanding options (in shares) | shares | 1,442,424 | |
| Outstanding Options, weighted average remaining contractual term (in years) | 4 years 2 months 12 days | |
| Outstanding Options, weighted average exercise price (in dollars per share) | $ 1.92 | |
| Number of exercisable options (in shares) | shares | 1,442,424 | |
| Exercisable Options, weighted average exercise price (in dollars per share) | $ 1.92 | |
| $2.66 - $3.99 | ||
| Stock options, additional disclosures [Abstract] | ||
| Outstanding Options, weighted average remaining contractual term (in years) | 6 years 1 month 6 days | |
| Exercise Price Range, lower range limit (in dollars per share) | $ 2.66 | |
| Exercise Price Range, upper range limit (in dollars per share) | $ 3.99 | |
| Number of outstanding options (in shares) | shares | 889,430 | |
| Outstanding Options, weighted average remaining contractual term (in years) | 6 years 1 month 6 days | |
| Outstanding Options, weighted average exercise price (in dollars per share) | $ 3.06 | |
| Number of exercisable options (in shares) | shares | 889,430 | |
| Exercisable Options, weighted average exercise price (in dollars per share) | $ 3.06 | |
| $4.19 - $6.38 | ||
| Stock options, additional disclosures [Abstract] | ||
| Outstanding Options, weighted average remaining contractual term (in years) | 6 years 8 months 12 days | |
| Exercise Price Range, lower range limit (in dollars per share) | $ 4.19 | |
| Exercise Price Range, upper range limit (in dollars per share) | $ 6.38 | |
| Number of outstanding options (in shares) | shares | 3,253,783 | |
| Outstanding Options, weighted average remaining contractual term (in years) | 6 years 8 months 12 days | |
| Outstanding Options, weighted average exercise price (in dollars per share) | $ 5.36 | |
| Number of exercisable options (in shares) | shares | 2,997,303 | |
| Exercisable Options, weighted average exercise price (in dollars per share) | $ 5.32 | |
| $6.45 - $9.78 | ||
| Stock options, additional disclosures [Abstract] | ||
| Outstanding Options, weighted average remaining contractual term (in years) | 7 years 4 months 24 days | |
| Exercise Price Range, lower range limit (in dollars per share) | $ 6.45 | |
| Exercise Price Range, upper range limit (in dollars per share) | $ 9.78 | |
| Number of outstanding options (in shares) | shares | 2,431,132 | |
| Outstanding Options, weighted average remaining contractual term (in years) | 7 years 4 months 24 days | |
| Outstanding Options, weighted average exercise price (in dollars per share) | $ 7.30 | |
| Number of exercisable options (in shares) | shares | 1,614,677 | |
| Exercisable Options, weighted average exercise price (in dollars per share) | $ 7.23 | |
| $9.90- $10.99 | ||
| Stock options, additional disclosures [Abstract] | ||
| Outstanding Options, weighted average remaining contractual term (in years) | 8 years 2 months 12 days | |
| Exercise Price Range, lower range limit (in dollars per share) | $ 9.90 | |
| Exercise Price Range, upper range limit (in dollars per share) | $ 10.99 | |
| Number of outstanding options (in shares) | shares | 106,000 | |
| Outstanding Options, weighted average remaining contractual term (in years) | 8 years 2 months 12 days | |
| Outstanding Options, weighted average exercise price (in dollars per share) | $ 10.43 | |
| Number of exercisable options (in shares) | shares | 35,326 | |
| Exercisable Options, weighted average exercise price (in dollars per share) | $ 10.43 | |
Equity - Restricted Stock Award
| Equity - Restricted Stock Awards (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||||
| Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Dec. 31, 2015 | |
| Share-based Compensation [Abstract] | ||||||
| Share-based compensation expense | $ 4,701,000 | $ 4,378,000 | $ 13,826,000 | $ 12,564,000 | ||
| Cost of sales | ||||||
| Share-based Compensation [Abstract] | ||||||
| Share-based compensation expense | 109,000 | 85,000 | 300,000 | 270,000 | ||
| Research and development | ||||||
| Share-based Compensation [Abstract] | ||||||
| Share-based compensation expense | 159,000 | 202,000 | 520,000 | 591,000 | ||
| Selling, general and administrative | ||||||
| Share-based Compensation [Abstract] | ||||||
| Share-based compensation expense | $ 4,433,000 | $ 4,091,000 | $ 13,006,000 | $ 11,703,000 | ||
| Restricted Stock Awards | ||||||
| Number of Shares | ||||||
| Unvested, Beginning Balance (in shares) | 2,613,267 | |||||
| Granted (in shares) | 2,369,876 | |||||
| Vested (in shares) | (952,910) | |||||
| Forfeited (in shares) | (137,575) | |||||
| Unvested, Ending Balance (in shares) | 3,892,658 | 3,892,658 | ||||
| Weighted- Average Grant Date Fair Value | ||||||
| Unvested, Beginning Balance (in dollars per share) | $ 8.54 | $ 8.54 | $ 8.54 | $ 9.14 | ||
| Granted (in dollars per share) | 7.98 | |||||
| Vested (in dollars per share) | 8.75 | |||||
| Forfeited (in dollars per share) | 8.73 | |||||
| Unvested, Ending Balance (in dollars per share) | $ 8.54 | $ 8.54 | ||||
| Total unrecognized stock-based compensation related to time-based, nonvested restricted stock | $ 23,767,731 | |||||
| Expenses expected to be recognized over a weighted-average period (in years) | 2 years | |||||
Equity - Treasury Stock (Detail
| Equity - Treasury Stock (Details) - USD ($) | 9 Months Ended | |||
| Sep. 30, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | May 12, 2014 | |
| Equity [Abstract] | ||||
| Authorized share amount for repurchase (up to) | $ 60,000,000 | $ 20,000,000 | $ 10,000,000 | |
| Stock repurchase (in shares) | 1,338,616 | |||
| Shares repurchased, value | $ 10,338,000 | |||
| Brokerage commissions | 40,000 | |||
| Remaining authorizations under the repurchase program | $ 3,936,000 | |||
| Shares reissued from the treasury (in shares) | 2,854,189 | |||
| Shares reissued from the treasury, value | $ 23,257,728 |
Income taxes (Details)
| Income taxes (Details) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | ||
| Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | |
| Income Tax Contingency [Line Items] | ||||
| Effective tax rate | 31.50% | 3.20% | ||
| Effective income tax rate increase (decrease), amount | $ 900 | |||
| Effective income tax rate increase (decrease), percent | 28.30% | |||
| Decrease in valuation allowance | $ 15,400 | |||
| Forecast | ||||
| Income Tax Contingency [Line Items] | ||||
| Effective tax rate | 41.00% | |||
Supplemental disclosure of ca52
| Supplemental disclosure of cash flow and non-cash investing and financing activities (Details) - USD ($) $ in Thousands | 9 Months Ended | |
| Sep. 30, 2016 | Sep. 30, 2015 | |
| Supplemental disclosure of cash flow and non-cash investing and financing activities [Abstract] | ||
| Cash paid for interest | $ 118 | $ 18 |
| Income taxes paid | 637 | 1,506 |
| Stock issuance of 441,009 shares in connection with acquisition | $ 3,346 | 0 |
| Shares issued in conjunction with acquisition (in shares) | 441,009 | |
| Retirement of fixed assets | $ 0 | 319 |
| Stock issuances of 43,344 and 16,493 shares in exchange for services performed, respectively | $ 346 | $ 164 |
| Shares issued for services performed (in shares) | 43,344 | 16,493 |
Contractual Commitments and C53
| Contractual Commitments and Contingencies - Narrative (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||||
| Sep. 30, 2016USD ($) | Sep. 30, 2015USD ($) | Sep. 30, 2016USD ($) | Sep. 30, 2015USD ($) | Dec. 31, 2015 | Jun. 30, 2016claim | Aug. 18, 2015claim | Jul. 10, 2015claim | Jun. 29, 2015claim | |
| Loss Contingencies [Line Items] | |||||||||
| Lease expiration period | 8 years | ||||||||
| Rent expense | $ | $ 453 | $ 363 | $ 1,311 | $ 956 | |||||
| Pending Litigation | |||||||||
| Loss Contingencies [Line Items] | |||||||||
| Number of patent challenged grounds | 4 | ||||||||
| Pending Litigation | Bone Bank Action | |||||||||
| Loss Contingencies [Line Items] | |||||||||
| Number of patent challenged grounds | 5 | 7 | |||||||
| Opinion allowing a review of patent | 2 | ||||||||
| Pending Litigation | Liventa Action, 701 Patent | |||||||||
| Loss Contingencies [Line Items] | |||||||||
| Number of patent challenged grounds | 6 | ||||||||
| Pending Litigation | Liventa Action, 437 Patent | |||||||||
| Loss Contingencies [Line Items] | |||||||||
| Number of patent challenged grounds | 7 | ||||||||
| Opinion allowing a review of patent | 1 | ||||||||
| Sales Revenue, Net | Product Concentration Risk | |||||||||
| Loss Contingencies [Line Items] | |||||||||
| Percentage of revenue | 12.00% | ||||||||
| Standby Letters of Credit | |||||||||
| Loss Contingencies [Line Items] | |||||||||
| Standby letters of credit | $ | $ 103 | $ 103 | |||||||
Contractual Commitments and C54
| Contractual Commitments and Contingencies - Estimated Annual Lease Payments (Details) $ in Thousands | Sep. 30, 2016USD ($) |
| Estimated annual lease, royalty, and employment agreement expenses [Abstract] | |
| 2,017 | $ 3,156 |
| 2,018 | 3,103 |
| 2,019 | 2,038 |
| 2,020 | 957 |
| Thereafter | 550 |
| Total Contractual commitments | $ 9,804 |
Schedule II - Valuation and Q55
| Schedule II - Valuation and Qualifying Accounts (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
| Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
| Allowance for doubtful accounts | ||||
| Movement in Valuation Allowances and Reserves [Roll Forward] | ||||
| Balance at Beginning of Period | $ 4,086 | $ 2,504 | $ 3,270 | $ 1,750 |
| Additions charged to Expense or Revenue | 800 | 800 | 1,635 | 1,560 |
| Deductions and write-offs | (536) | (172) | (555) | (178) |
| Balance at End of Period | 4,350 | 3,132 | 4,350 | 3,132 |
| Allowance for product returns | ||||
| Movement in Valuation Allowances and Reserves [Roll Forward] | ||||
| Balance at Beginning of Period | 2,191 | 1,030 | 1,262 | 841 |
| Additions charged to Expense or Revenue | 2,591 | 906 | 5,917 | 2,349 |
| Deductions and write-offs | (2,520) | (407) | (4,917) | (1,661) |
| Balance at End of Period | 2,262 | 1,529 | 2,262 | 1,529 |
| Allowance for obsolescence | ||||
| Movement in Valuation Allowances and Reserves [Roll Forward] | ||||
| Balance at Beginning of Period | 1,780 | 553 | 397 | 527 |
| Additions charged to Expense or Revenue | 339 | 227 | 1,910 | 447 |
| Deductions and write-offs | (1,411) | (87) | (1,599) | (281) |
| Balance at End of Period | $ 708 | $ 693 | $ 708 | $ 693 |