Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2018 | Apr. 27, 2018 | |
Document and Entity Information | ||
Entity Registrant Name | VERACYTE, INC. | |
Entity Central Index Key | 1,384,101 | |
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2018 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Well-known Seasoned Issuer | No | |
Entity Voluntary Filers | No | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 34,346,004 | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q1 |
Condensed Balance Sheets
Condensed Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Current assets: | ||
Cash and cash equivalents | $ 27,152 | $ 33,891 |
Accounts receivable | 13,198 | 12,716 |
Supplies inventory | 4,557 | 5,324 |
Prepaid expenses and other current assets | 2,142 | 1,997 |
Total current assets | 47,049 | 53,928 |
Property and equipment, net | 9,215 | 9,688 |
Finite-lived intangible assets, net | 12,800 | 13,067 |
Goodwill | 1,057 | 1,057 |
Restricted cash | 603 | 603 |
Other assets | 466 | 326 |
Total assets | 71,190 | 78,669 |
Current liabilities: | ||
Accounts payable | 3,356 | 3,853 |
Accrued liabilities | 8,483 | 8,175 |
Total current liabilities | 11,839 | 12,028 |
Long-term debt | 25,016 | 24,938 |
Capital lease liability, net of current portion | 233 | 308 |
Deferred rent, net of current portion | 4,094 | 4,170 |
Total liabilities | 41,182 | 41,444 |
Commitments and contingencies | ||
Stockholders’ equity: | ||
Preferred stock, $0.001 par value; 5,000,000 shares authorized, no shares issued and outstanding as of March 31, 2018 and December 31, 2017 | 0 | 0 |
Common stock, $0.001 par value; 125,000,000 shares authorized, 34,326,808 and 34,210,388 shares issued and outstanding as of March 31, 2018 and December 31, 2017, respectively | 34 | 34 |
Additional paid-in capital | 250,238 | 248,278 |
Accumulated deficit | (220,264) | (211,087) |
Total stockholders’ equity | 30,008 | 37,225 |
Total liabilities and stockholders’ equity | $ 71,190 | $ 78,669 |
Condensed Balance Sheets (Paren
Condensed Balance Sheets (Parenthetical) - $ / shares | Mar. 31, 2018 | Dec. 31, 2017 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 125,000,000 | 125,000,000 |
Common stock, shares issued | 34,326,808 | 34,210,388 |
Common stock, shares outstanding | 34,326,808 | 34,210,388 |
Condensed Statements of Operati
Condensed Statements of Operations and Comprehensive Loss - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Income Statement [Abstract] | ||
Revenue | $ 20,041 | $ 16,432 |
Operating expenses: | ||
Cost of revenue | 7,867 | 6,297 |
Research and development | 3,675 | 4,030 |
Selling and marketing | 11,543 | 7,336 |
General and administrative | 5,644 | 6,019 |
Intangible asset amortization | 267 | 267 |
Total operating expenses | 28,996 | 23,949 |
Loss from operations | (8,955) | (7,517) |
Interest expense | (448) | (800) |
Other income, net | 226 | 100 |
Net loss | (9,177) | (8,217) |
Comprehensive loss | $ (9,177) | $ (8,217) |
Net loss per common share, basic and diluted (in usd per share) | $ (0.27) | $ (0.24) |
Shares used to compute net loss per common share, basic and diluted | 34,271,254 | 33,823,889 |
Condensed Statements of Cash Fl
Condensed Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Operating activities | ||
Net loss | $ (9,177) | $ (8,217) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 980 | 902 |
Stock-based compensation | 1,175 | 1,572 |
Tax benefit from legal settlement regarding short-swing profits | (93) | 0 |
Amortization of debt issuance costs | 8 | 26 |
Interest on end-of-term debt obligation | 70 | 0 |
Changes in operating assets and liabilities: | ||
Accounts receivable | (482) | (369) |
Supplies inventory | 767 | 32 |
Prepaid expenses and current other assets | (239) | (244) |
Other assets | (140) | 7 |
Accounts payable | (510) | 528 |
Accrued liabilities and deferred rent | 228 | (2,323) |
Net cash used in operating activities | (7,413) | (8,086) |
Investing activities | ||
Purchases of property and equipment | (227) | (615) |
Proceeds from sale of property and equipment | 0 | 440 |
Net cash used in investing activities | (227) | (175) |
Financing activities | ||
Proceeds from the issuance of common stock in a public offering, net of costs | 0 | 200 |
Proceeds from legal settlement regarding short-swing profits | 403 | 0 |
Payment of capital lease liability | (71) | (66) |
Proceeds from the exercise of common stock options and employee stock purchases | 569 | 414 |
Net cash provided by financing activities | 901 | 548 |
Net decrease in cash, cash equivalents and restricted cash | (6,739) | (7,713) |
Cash, cash equivalents and restricted cash at beginning of period | 34,494 | 59,942 |
Cash, cash equivalents and restricted cash at end of period | 27,755 | 52,229 |
Supplementary cash flow information of non-cash investing and financing activities: | ||
Purchases of property and equipment included in accounts payable and accrued liabilities | 56 | 0 |
Interest paid on debt | 356 | 770 |
Total cash, cash equivalents and restricted cash | $ 34,494 | $ 59,942 |
Organization and Description of
Organization and Description of Business | 3 Months Ended |
Mar. 31, 2018 | |
Accounting Policies [Abstract] | |
Organization and Description of Business | Organization and Description of Business Veracyte, Inc. (“Veracyte” or the “Company”) was incorporated in the state of Delaware on August 15, 2006 as Calderome, Inc. Calderome operated as an incubator until early 2008. On March 4, 2008, the Company changed its name to Veracyte, Inc. The Company’s operations are based in South San Francisco, California and Austin, Texas, and it operates in one segment. Veracyte is a genomic diagnostics company that resolves diagnostic uncertainty by combining genomic technology, clinical science and machine learning to provide diagnostic answers to physicians and patients. Since the Company's founding in 2008, it has commercialized three products: Afirma Thyroid FNA Analysis - Includes the next-generation Afirma Genomic Sequencing Classifier, or GSC, and its predecessor, the Afirma Gene Expression Classifier, or GEC that is used to identify patients with benign thyroid nodules among those with indeterminate cytopathology results in order to preserve the thyroid. The Afirma classifier was developed using machine learning that is based on ensemble methods in which multiple algorithms - each playing its own role - are used to interpret large amounts of ribonucleic acid, or RNA, sequencing genomic data and obtain a better predictive performance than any single algorithm. Percepta Bronchial Genomic Classifier - The 23-gene Percepta classifier improves lung cancer screening and diagnosis by increasing the diagnostic performance of bronchoscopies and identifying patients with lung nodules who are at low risk of cancer, without the need for more invasive procedures. The test leverages the field of injury concept and analyzes genomic changes that occur in the epithelial cells lining the airways of current or former smokers to assess a patient’s risk of having lung cancer, without the need to test the often-hard-to-reach nodule directly. Envisia Genomic Classifier - The Envisia classifier is designed to improve physicians’ ability to differentiate idiopathic pulmonary fibrosis, or IPF, from other interstitial lung diseases, or ILD, without the need for invasive and potentially risky surgery. The Envisia classifier uses machine learning coupled with powerful, deep RNA sequencing to detect the presence or absence of usual interstitial pneumonia, or UIP, a classic diagnostic pattern whose presence is essential for the diagnosis of IPF. All of the Company's testing services are made available through its clinical reference laboratories located in South San Francisco, California and Austin, Texas, which are each certified under the Clinical Laboratory Improvement Amendments of 1988. Basis of Presentation The Company’s financial statements have been prepared in accordance with accounting principles generally accepted in the United States, or GAAP. Certain information and note disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. The condensed balance sheet as of March 31, 2018 , the condensed statements of operations and comprehensive loss for the three months ended March 31, 2018 and 2017 , and the condensed statements of cash flows for the three months ended March 31, 2018 and 2017 are unaudited, but include all adjustments, consisting only of normal recurring adjustments, which the Company considers necessary for a fair presentation of its financial position, operating results and cash flows for the periods presented. The condensed balance sheet at December 31, 2017 has been derived from audited financial statements. The results for the three months ended March 31, 2018 are not necessarily indicative of the results expected for the full year or any other period. The accompanying interim period condensed financial statements and related financial information included in this Quarterly Report on Form 10-Q should be read in conjunction with the audited financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2017 . Use of Estimates The preparation of unaudited interim 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 as of the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Significant items subject to such estimates include: revenue recognition; contractual allowances; the useful lives of property and equipment; the recoverability of long-lived assets; the estimation of the fair value of intangible assets; stock options; income tax uncertainties, including a valuation allowance for deferred tax assets; and contingencies. The Company bases these estimates on historical and anticipated results, trends and various other assumptions that the Company believes are reasonable under the circumstances, including assumptions as to future events. These estimates form the basis for making judgments about the carrying values of assets and liabilities and recorded revenue and expenses that are not readily apparent from other sources. Actual results could differ from those estimates and assumptions. Concentrations of Credit Risk and Other Risks and Uncertainties The majority of the Company’s cash and cash equivalents are deposited with one major financial institution in the United States. Deposits in this institution may exceed the amount of insurance provided on such deposits. The Company has not experienced any losses on its deposits of cash and cash equivalents. Several of the components of the Company’s sample collection kit and test reagents are obtained from single-source suppliers. If these single-source suppliers fail to satisfy the Company’s requirements on a timely basis, it could suffer delays in being able to deliver its diagnostic solutions, a possible loss of revenue, or incur higher costs, any of which could adversely affect its operating results. The Company is also subject to credit risk from its accounts receivable related to its sales. The Company generally does not perform evaluations of customers’ financial condition and generally does not require collateral. Through March 31, 2018 , substantially all of the Company’s revenue has been derived from the sale of Afirma. To date, Afirma has been delivered primarily to physicians in the United States. The Company’s third-party payers in excess of 10% of revenue and their related revenue as a percentage of total revenue were as follows: Three Months Ended March 31, 2018 2017 Medicare 29 % 26 % UnitedHealthcare 13 % 13 % 42 % 39 % The Company’s significant third-party payers and their related accounts receivable balance as a percentage of total accounts receivable were as follows: March 31, December 31, 2017 Medicare 18 % 22 % UnitedHealthcare 11 % 9 % No other third-party payer represented more than 10% of the Company’s accounts receivable balances as of those dates. Restricted Cash The Company had deposits of $603,000 included in long-term assets as of March 31, 2018 and December 31, 2017 , restricted from withdrawal and held by a bank in the form of collateral for an irrevocable standby letter of credit held as security for the lease of the Company’s South San Francisco facility. Revenue Recognition The Company commenced recognizing revenue in accordance with the provisions of ASC 606, Revenue from Contracts with Customers , or ASC 606, starting January 1, 2018. Prior to January 1, 2018, the Company recognized revenue in accordance with the provisions of ASC 954-605, Health Care Entities - Revenue Recognition , or ASC 954. The Company’s revenue is generated from the provision of diagnostic services. These services are completed upon the delivery of test results to the prescribing physician, at which time the Company bills for the services. The Company recognizes revenue related to billings on an accrual basis based on estimates of the amount that will ultimately be realized. In determining the amount to accrue for a delivered test, the Company considers factors such payment history, payer coverage, whether there is a reimbursement contract between the payer and the Company, payment as a percentage of agreed upon rate (if applicable), amount paid per test and any current developments or changes that could impact reimbursement. These estimates require significant judgment by management. The Company has not had multiple element revenue arrangements through March 31, 2018. The Company adopted ASC 606 on January 1, 2018 using the modified retrospective method, which requires a cumulative catch-up adjustment as if the Company had recognized revenue under ASC 606 from January 1, 2016 to December 31, 2017, or the Catch-Up Period. Prior to January 1, 2018, the Company recognized revenue in accordance with ASC 954 and recognized revenue for tests delivered on an accrual basis when amounts that will ultimately be realized could be reasonably estimated, and on the cash basis when there was insufficient information to estimate revenue accruals. There was sufficient payment history for the Company to substantially accrue all revenue upon delivery of test results starting July 1, 2016 and the Company continued to recognize revenue upon cash receipt for unaccrued tests that were delivered prior to July 1, 2016. Revenue on the cash basis declined from $4.7 million for the three months ended September 30, 2016 to $328,000 for the three months ended December 31, 2017. There was no revenue on the cash basis for the three months ended March 31, 2018 and revenue on the cash basis for the three months ended March 31, 2017 was $1.3 million . To determine the cumulative catch-up adjustment amount, the Company estimated revenue that would have been accrued under ASC 606 in the Catch-Up Period, less payments received. The majority of this revenue is for tests performed from January 1, 2016 to June 30, 2016, after which the Company started accruing the majority of its revenue upon test delivery. Thus, the adoption of ASC 606 did not have any impact on the Company’s previously reported 2017 financial results. By the end of the Catch-Up Period on December 31, 2017, payments would have been received for these tests had the Company accrued this revenue. Accordingly, the cumulative catch-up adjustment at January 1, 2018 was not material and no adjustment was recorded. During the first quarter of 2018, cash collections for certain tests delivered in 2017 were coming in at rates higher than originally accrued. As a result, the Company changed its estimate of the amounts to be recognized for these tests and recognized an additional $0.7 million of revenue during the three-months ended March 31, 2018. This change in estimate resulted in a decrease in loss from operations of $0.7 million and a decrease in loss per share of approximately $0.02 . Legal Settlement In March 2018, the Company received $0.4 million as a settlement with an institutional investor that was a beneficial owner of the Company's common stock related to the disgorgement of short-swing profits pursuant to Section 16(b) of the Securities Exchange Act of 1934, as amended. The settlement of $0.4 million was recognized as additional paid-in capital. Recent Accounting Pronouncements In February 2016, the FASB issued ASU No. 2016-2, Leases (Topic 842) . This ASU is aimed at making leasing activities more transparent and comparable, and requires substantially all leases be recognized by lessees on their balance sheet as a right-of-use asset and corresponding lease liability, including leases currently accounted for as operating leases. The ASU will be effective for interim and annual periods beginning after December 15, 2018. Entities are required to use a modified retrospective approach for leases that exist or are entered into after the beginning of the earliest comparative period in the financial statements. Full retrospective application is prohibited and early adoption is permitted. The Company expects to adopt this standard beginning in 2019. The Company does not expect that this standard will have a material impact on its results of operations or cash flows, but that it will have a material impact on the Company’s assets and liabilities. The Company is currently in the process of quantifying the impact of adopting this ASU. In November 2016, the FASB issued ASU No. 2016-18, Statement of Cash Flows (Topic 230) - Restricted Cash. This ASU requires that restricted cash and restricted cash equivalents be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the statement of cash flows. The ASU became effective for interim and annual periods beginning after December 15, 2017. The Company adopted this ASU retrospectively as of January 1, 2018 and the impact on the Company's financial statements was not material because prior period restricted cash balances were immaterial. |
Net Loss Per Common Share
Net Loss Per Common Share | 3 Months Ended |
Mar. 31, 2018 | |
Earnings Per Share [Abstract] | |
Net Loss Per Common Share | Net Loss Per Common Share Basic net loss per common share is calculated by dividing net loss attributable to common stockholders by the weighted-average number of common shares outstanding during the period, without consideration of common stock equivalents. Diluted net loss per common share is computed by dividing net loss attributable to common stockholders by the weighted-average number of common share equivalents outstanding for the period determined using the treasury stock method. The following outstanding common stock equivalents have been excluded from diluted net loss per common share because their inclusion would be anti-dilutive: Three Months Ended March 31, 2018 2017 Shares of common stock subject to outstanding options 5,991,158 5,638,214 Employee stock purchase plan 25,693 29,350 Restricted stock units 192,806 39,500 Total common stock equivalents 6,209,657 5,707,064 |
Accrued Liabilities
Accrued Liabilities | 3 Months Ended |
Mar. 31, 2018 | |
Payables and Accruals [Abstract] | |
Accrued Liabilities | Accrued Liabilities Accrued liabilities consisted of the following (in thousands of dollars): March 31, December 31, Accrued compensation expenses $ 5,731 $ 5,293 Accrued other 2,752 2,882 Total accrued liabilities $ 8,483 $ 8,175 |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2018 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements The Company records its financial assets and liabilities at fair value. The carrying amounts of certain financial instruments of the Company, including cash and cash equivalents, prepaid expenses and other current assets, accounts payable and accrued liabilities, approximate fair value due to their relatively short maturities. The carrying value of the Company’s debt approximates its fair value because the interest rate approximates market rates that the Company could obtain for debt with similar terms. The fair value of the Company’s debt is estimated using the net present value of the payments, discounted at an interest rate that is consistent with market interest rates, which is a Level II input. The accounting guidance for fair value provides a framework for measuring fair value, clarifies the definition of fair value, and expands disclosures regarding fair value measurements. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (an exit price) in an orderly transaction between market participants at the reporting date. The accounting guidance establishes a three-tiered hierarchy, which prioritizes the inputs used in the valuation methodologies in measuring fair value as follows: • Level I: Inputs which include quoted prices in active markets for identical assets and liabilities. • Level II: Inputs other than Level I that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. • Level III: Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. The fair value of the Company’s financial assets include money market funds and a deposit for the lease of the Company's South San Francisco facility. Money market funds, included in cash and cash equivalents in the accompanying condensed balance sheets, were $26.7 million and $33.1 million as of March 31, 2018 and December 31, 2017 , respectively, and are Level I assets as described above. The deposit for the lease, included in restricted cash in the accompanying condensed balance sheets, was $603,000 as of March 31, 2018 and December 31, 2017 , and is a Level I assets as described above. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Operating Leases The Company leases its headquarters and laboratory facilities in South San Francisco, California under a non-cancelable lease agreement for approximately 59,000 square feet. The lease began in June 2015 and ends in March 2026 and contains extension of lease term and expansion options. In February 2017, the Company relinquished certain expansion rights for a nominal fee. The Company had deposits of $603,000 included in long-term assets as of March 31, 2018 and December 31, 2017 , restricted from withdrawal and held by a bank in the form of collateral for an irrevocable standby letter of credit held as security for the lease of the South San Francisco facility. The Company also leases laboratory and office space in Austin, Texas under a lease that expires in January 2029 and includes options for expansion and early termination in 2025. The related cash security deposit of $139,000 as of March 31, 2018 and December 31, 2017 is included in other assets in the Company’s condensed balance sheets. Future minimum lease payments under non-cancelable operating leases as of March 31, 2018 are as follows (in thousands of dollars): Year Ending December 31, Remainder of 2018 $ 1,582 2019 2,227 2020 2,332 2021 2,401 2022 2,472 Thereafter 9,384 Total minimum lease payments $ 20,398 The Company recognizes rent expense on a straight-line basis over the non-cancelable lease period. Rent expense was $476,000 and $457,000 for the three months ended March 31, 2018 and 2017 , respectively. Capital Lease The Company entered into a capital lease in December 2016 for $1.2 million of laboratory equipment. The Company paid an upfront amount of $330,000 and the present value of the total future minimum lease payments was $874,000 . As at March 31, 2018 , the annual future minimum lease payments are $238,000 and $317,000 for the remainder of 2018 and 2019, respectively. Contingencies From time to time, the Company may be involved in legal proceedings arising in the ordinary course of business. The Company assesses contingencies to determine the degree of probability and range of possible loss for potential accrual in its financial statements. An estimated loss contingency is accrued in the financial statements if it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated. The Company believes there is no litigation pending that could have, either individually or in the aggregate, a material adverse effect on the Company’s financial statements. |
Debt
Debt | 3 Months Ended |
Mar. 31, 2018 | |
Debt Disclosure [Abstract] | |
Debt | Debt Loan and Security Agreement On November 3, 2017, the Company entered into a loan and security agreement, or the Loan and Security Agreement, with Silicon Valley Bank. The Loan and Security Agreement allows the Company to borrow up to $35.0 million , with a $25.0 million term loan (the “Term Loan Advance”) and a revolving line of credit of up to $10.0 million (the “Revolving Line of Credit”). The Term Loan Advance was advanced upon the closing of the Loan and Security Agreement and was used to pay the outstanding balance of the Company’s existing long-term debt, which was canceled at that date. The Company had not drawn on the Revolving Line of Credit as of March 31, 2018. Borrowings under the Loan and Security Agreement mature on October 1, 2022. Amounts may be borrowed and repaid under the Revolving Line of Credit up until the earliest of full repayment or maturity of the Loan and Security Agreement, termination of the Loan and Security Agreement, or October 1, 2022. The Term Loan Advance bears interest at a variable rate equal to (i) the thirty-day U.S. London Interbank Offer Rate, or LIBOR plus (ii) 4.20% , with a minimum rate of 5.34% per annum. Principal amounts outstanding under the Revolving Line of Credit bear interest at a variable rate equal to (i) LIBOR plus (ii) 3.50% , with a minimum rate of 4.70% per annum. The effective interest rate was 7.6% for the three months ended March 31, 2018. The Company may prepay the outstanding principal amount under the Term Loan Advance plus accrued and unpaid interest and, if the Term Loan Advance is repaid in full, a prepayment premium. The prepayment premium will be (i) $750,000 if prepayment is made prior to November 3, 2018, (ii) $500,000 if the prepayment is made after November 3, 2018 but on or before November 3, 2019, or (iii) $250,000 if the prepayment is made after November 3, 2019. In addition, a final payment on the Term Loan Advance in the amount of $1.2 million is due upon the earlier of the maturity date of the Term Loan Advance or its payment in full. The Loan and Security Agreement contains customary representations, warranties, and events of default such as a material adverse change in our business, operations or financial condition, as well as affirmative and negative covenants. The negative covenants include, among other provisions, covenants that limit or restrict the Company's ability to incur liens, make investments, incur indebtedness, merge with or acquire other entities, dispose of assets, make dividends or other distributions to holders of its equity interests, engage in any new line of business, or enter into certain transactions with affiliates, in each case subject to certain exceptions. The Company’s obligations under the Loan and Security Agreement are secured by substantially all of its assets (excluding intellectual property), subject to certain customary exceptions. The Loan and Security Agreement also requires the Company to achieve certain revenue levels tested quarterly on a trailing twelve-month basis. However, failure to maintain the revenue levels will not be considered a default if the sum of the Company’s unrestricted cash and cash equivalents maintained with Silicon Valley Bank and amount available under the Revolving Line of Credit is at least $40.0 million . As of March 31, 2018 , the Company was in compliance with the loan covenants. As of March 31, 2018 , the net debt obligation for borrowings made under the Loan and Security Agreement was as follows (in thousands of dollars): March 31, 2018 December 31, 2017 Debt principal $ 25,000 $ 25,000 End-of-term debt obligation 123 53 Unamortized debt issuance costs (107 ) (115 ) Net debt obligation $ 25,016 $ 24,938 Future principal and end-of-term debt obligation payments due under the Loan and Security Agreement are as follows (in thousands of dollars): Year Ending December 31, 2019 $ 1,389 2020 8,333 2021 8,333 2022 8,132 Total $ 26,187 Credit Agreement In March 2016, the Company entered into a credit agreement, or the Credit Agreement, with Visium Healthcare Partners, LP. Under the Credit Agreement, two term loans were available to the Company with an aggregate principal amount of up to $40.0 million . The Company drew down the initial $25.0 million term loan, or the Term Loan, on March 30, 2016. As noted above, upon entering into the Loan and Security Agreement, the Credit Agreement was paid in full and terminated on November 3, 2017, wherein all commitments were terminated, all liens were released and all outstanding principal, interest and fees accrued thereunder were repaid in the aggregate amount of $27.3 million , including a prepayment premium of $1.5 million . |
Stockholders' Equity
Stockholders' Equity | 3 Months Ended |
Mar. 31, 2018 | |
Equity [Abstract] | |
Stockholders' Equity | Stockholders’ Equity Common Stock The Company had reserved shares of common stock for issuance as follows: March 31, December 31, 2017 Stock options and restricted stock units issued and outstanding 7,012,735 6,061,081 Stock options and restricted stock units available for grant under stock option plans 1,507,065 1,133,907 Common stock available for the Employee Stock Purchase Plan 382,929 456,002 Total 8,902,729 7,650,990 |
Thyroid Cytopathology Partners
Thyroid Cytopathology Partners | 3 Months Ended |
Mar. 31, 2018 | |
Thyroid Cytopathology Partners | |
Thyroid Cytopathology Partners | Thyroid Cytopathology Partners In 2010, the Company entered into an arrangement with Pathology Resource Consultants, P.A., or PRC, to set up and manage a specialized pathology practice to provide testing services to the Company. There was no direct monetary compensation from the Company to PRC as a result of this arrangement. The Company's service agreement was with the specialized pathology practice, Thyroid Cytopathology Partners, or TCP, which was managed by PRC and was effective through December 31, 2015, and thereafter automatically renewed every year unless either party provided notice of intent not to renew at least 12 months prior to the end of the then-current term. Under the service agreement, the Company paid TCP based on a fixed price per test schedule, which was reviewed periodically for changes in market pricing. Subsequent to December 2012, an amendment to the service agreement allowed TCP to sublease a portion of the Company's facility in Austin, Texas. The Company does not have an ownership interest in or provide any form of financial or other support to TCP. On October 16, 2017, the Company amended and restated its service agreement with TCP. The agreement is effective through October 31, 2022, and thereafter automatically renews every year unless either party provides notice of intent not to renew at least 12 months prior to the end of the then-current term. In connection with amending and restating the TCP agreement, the Company’s arrangement with PRC was simultaneously assigned by PRC to TCP and immediately terminated, and the Company agreed to pay PRC a total of $1.8 million over eight quarterly installments in exchange for TCP reducing the price per test it charges the Company during the term of the amended TCP agreement. Payments are amortized over the term of the agreement. The Company has concluded that TCP represents a variable interest entity and that the Company is not the primary beneficiary as it does not have the ability to direct the activities that most significantly impact TCP's economic performance. Therefore, the Company does not consolidate TCP. All amounts paid to TCP under the service agreement are expensed as incurred and included in cost of revenue in the accompanying statements of operations and comprehensive loss. The Company incurred $0.9 million and $1.2 million for the three months ended March 31, 2018 and 2017 , respectively, in cytopathology testing and evaluation services expenses with TCP. The Company’s outstanding obligations to TCP for cytopathology testing services were $601,000 and $308,000 as of March 31, 2018 and December 31, 2017 , respectively, and are included in accounts payable on the accompanying condensed balance sheets. TCP reimburses the Company for its proportionate share of the Company’s rent and related operating expenses for the leased facility. TCP’s portion of rent and related operating expenses for the shared space at the Austin, Texas facility was $32,000 and $25,000 for the three months ended March 31, 2018 and 2017 , respectively, and is included in other income, net in the Company’s condensed statements of operations and comprehensive loss. |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The Company did not record a provision or benefit for income taxes during the three months ended March 31, 2018 and 2017 . The Company continues to maintain a full valuation allowance against its net deferred tax assets. As of March 31, 2018 , the Company had unrecognized tax benefits of $2.5 million , none of which would currently affect the Company’s effective tax rate if recognized due to the Company’s net deferred tax assets being fully offset by a valuation allowance. The Company does not anticipate that the amount of unrecognized tax benefits relating to tax positions existing at March 31, 2018 will significantly increase or decrease within the next 12 months. There was no interest expense or penalties related to unrecognized tax benefits recorded through March 31, 2018 . A number of years may elapse before an uncertain tax position is audited and finally resolved. While it is often difficult to predict the final outcome or the timing of resolution of any particular uncertain tax position, the Company believes that its reserves for income taxes reflect the most likely outcome. The Company adjusts these reserves, as well as the related interest, in light of changing facts and circumstances. Settlement of any particular position could require the use of cash. On December 22, 2017, the U.S. government enacted comprehensive tax legislation referred to as the Tax Cuts and Jobs Act (the “Tax Act”). The Tax Act significantly revises the future ongoing U.S. corporate income tax by, among other things, lowering the U.S. corporate income tax rates and implementing a territorial tax system. The corporate tax rate was reduced from 35% to 21% for tax years beginning after December 31, 2017 and certain provisions exist on which to allow accelerated expensing of equipment for a portion of 2017 and for future years. This will largely only affect the value of the Company’s deferred tax asset with a corresponding offset to valuation allowance. The Tax Act also limits the amount of net operating losses that can be used to reduce taxable income to 80% for net operating losses generated for periods beginning after December 31, 2017. Existing net operating losses, arising in years on or before December 31, 2017 are not affected by the Tax Act. The Company has completed a preliminary assessment of the accounting for the income tax effects of the Act, as it relates to its current structure, including provisions that are effective for tax years beginning in 2018. The Company's preliminary assessment is subject to revisions to any additional guidance issued by the U.S. Treasury Department, Internal Revenue Service, FASB, and other standard-setting and regulatory bodies. Adjustments may materially impact the Company's provision for income taxes and the assessment of the accounting for the tax effects of The Act will not extend beyond one year from the enactment date. |
Organization and Description 15
Organization and Description of Business (Policies) | 3 Months Ended |
Mar. 31, 2018 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The Company’s financial statements have been prepared in accordance with accounting principles generally accepted in the United States, or GAAP. Certain information and note disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. The condensed balance sheet as of March 31, 2018 , the condensed statements of operations and comprehensive loss for the three months ended March 31, 2018 and 2017 , and the condensed statements of cash flows for the three months ended March 31, 2018 and 2017 are unaudited, but include all adjustments, consisting only of normal recurring adjustments, which the Company considers necessary for a fair presentation of its financial position, operating results and cash flows for the periods presented. The condensed balance sheet at December 31, 2017 has been derived from audited financial statements. The results for the three months ended March 31, 2018 are not necessarily indicative of the results expected for the full year or any other period. The accompanying interim period condensed financial statements and related financial information included in this Quarterly Report on Form 10-Q should be read in conjunction with the audited financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2017 . |
Use of Estimates | Use of Estimates The preparation of unaudited interim 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 as of the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Significant items subject to such estimates include: revenue recognition; contractual allowances; the useful lives of property and equipment; the recoverability of long-lived assets; the estimation of the fair value of intangible assets; stock options; income tax uncertainties, including a valuation allowance for deferred tax assets; and contingencies. The Company bases these estimates on historical and anticipated results, trends and various other assumptions that the Company believes are reasonable under the circumstances, including assumptions as to future events. These estimates form the basis for making judgments about the carrying values of assets and liabilities and recorded revenue and expenses that are not readily apparent from other sources. Actual results could differ from those estimates and assumptions. |
Concentrations of Credit Risk and Other Risks and Uncertainties | Concentrations of Credit Risk and Other Risks and Uncertainties The majority of the Company’s cash and cash equivalents are deposited with one major financial institution in the United States. Deposits in this institution may exceed the amount of insurance provided on such deposits. The Company has not experienced any losses on its deposits of cash and cash equivalents. Several of the components of the Company’s sample collection kit and test reagents are obtained from single-source suppliers. If these single-source suppliers fail to satisfy the Company’s requirements on a timely basis, it could suffer delays in being able to deliver its diagnostic solutions, a possible loss of revenue, or incur higher costs, any of which could adversely affect its operating results. The Company is also subject to credit risk from its accounts receivable related to its sales. The Company generally does not perform evaluations of customers’ financial condition and generally does not require collateral. |
Restricted Cash | Restricted Cash The Company had deposits of $603,000 included in long-term assets as of March 31, 2018 and December 31, 2017 , restricted from withdrawal and held by a bank in the form of collateral for an irrevocable standby letter of credit held as security for the lease of the Company’s South San Francisco facility. |
Revenue Recognition | Revenue Recognition The Company commenced recognizing revenue in accordance with the provisions of ASC 606, Revenue from Contracts with Customers , or ASC 606, starting January 1, 2018. Prior to January 1, 2018, the Company recognized revenue in accordance with the provisions of ASC 954-605, Health Care Entities - Revenue Recognition , or ASC 954. The Company’s revenue is generated from the provision of diagnostic services. These services are completed upon the delivery of test results to the prescribing physician, at which time the Company bills for the services. The Company recognizes revenue related to billings on an accrual basis based on estimates of the amount that will ultimately be realized. In determining the amount to accrue for a delivered test, the Company considers factors such payment history, payer coverage, whether there is a reimbursement contract between the payer and the Company, payment as a percentage of agreed upon rate (if applicable), amount paid per test and any current developments or changes that could impact reimbursement. These estimates require significant judgment by management. The Company has not had multiple element revenue arrangements through March 31, 2018. The Company adopted ASC 606 on January 1, 2018 using the modified retrospective method, which requires a cumulative catch-up adjustment as if the Company had recognized revenue under ASC 606 from January 1, 2016 to December 31, 2017, or the Catch-Up Period. Prior to January 1, 2018, the Company recognized revenue in accordance with ASC 954 and recognized revenue for tests delivered on an accrual basis when amounts that will ultimately be realized could be reasonably estimated, and on the cash basis when there was insufficient information to estimate revenue accruals. There was sufficient payment history for the Company to substantially accrue all revenue upon delivery of test results starting July 1, 2016 and the Company continued to recognize revenue upon cash receipt for unaccrued tests that were delivered prior to July 1, 2016. Revenue on the cash basis declined from $4.7 million for the three months ended September 30, 2016 to $328,000 for the three months ended December 31, 2017. There was no revenue on the cash basis for the three months ended March 31, 2018 and revenue on the cash basis for the three months ended March 31, 2017 was $1.3 million . To determine the cumulative catch-up adjustment amount, the Company estimated revenue that would have been accrued under ASC 606 in the Catch-Up Period, less payments received. The majority of this revenue is for tests performed from January 1, 2016 to June 30, 2016, after which the Company started accruing the majority of its revenue upon test delivery. Thus, the adoption of ASC 606 did not have any impact on the Company’s previously reported 2017 financial results. By the end of the Catch-Up Period on December 31, 2017, payments would have been received for these tests had the Company accrued this revenue. Accordingly, the cumulative catch-up adjustment at January 1, 2018 was not material and no adjustment was recorded. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In February 2016, the FASB issued ASU No. 2016-2, Leases (Topic 842) . This ASU is aimed at making leasing activities more transparent and comparable, and requires substantially all leases be recognized by lessees on their balance sheet as a right-of-use asset and corresponding lease liability, including leases currently accounted for as operating leases. The ASU will be effective for interim and annual periods beginning after December 15, 2018. Entities are required to use a modified retrospective approach for leases that exist or are entered into after the beginning of the earliest comparative period in the financial statements. Full retrospective application is prohibited and early adoption is permitted. The Company expects to adopt this standard beginning in 2019. The Company does not expect that this standard will have a material impact on its results of operations or cash flows, but that it will have a material impact on the Company’s assets and liabilities. The Company is currently in the process of quantifying the impact of adopting this ASU. In November 2016, the FASB issued ASU No. 2016-18, Statement of Cash Flows (Topic 230) - Restricted Cash. This ASU requires that restricted cash and restricted cash equivalents be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the statement of cash flows. The ASU became effective for interim and annual periods beginning after December 15, 2017. The Company adopted this ASU retrospectively as of January 1, 2018 and the impact on the Company's financial statements was not material because prior period restricted cash balances were immaterial. |
Organization and Description 16
Organization and Description of Business (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Revenue concentration risk | Revenue | |
Concentration Risk | |
Schedule of the Company's third-party payers as a percentage of total | The Company’s third-party payers in excess of 10% of revenue and their related revenue as a percentage of total revenue were as follows: Three Months Ended March 31, 2018 2017 Medicare 29 % 26 % UnitedHealthcare 13 % 13 % 42 % 39 % |
Gross receivables concentration risk | Accounts receivable | |
Concentration Risk | |
Schedule of the Company's third-party payers as a percentage of total | The Company’s significant third-party payers and their related accounts receivable balance as a percentage of total accounts receivable were as follows: March 31, December 31, 2017 Medicare 18 % 22 % UnitedHealthcare 11 % 9 % |
Net Loss Per Common Share (Tabl
Net Loss Per Common Share (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Earnings Per Share [Abstract] | |
Schedule of outstanding shares of common stock equivalents that have been excluded from diluted net loss per common share | The following outstanding common stock equivalents have been excluded from diluted net loss per common share because their inclusion would be anti-dilutive: Three Months Ended March 31, 2018 2017 Shares of common stock subject to outstanding options 5,991,158 5,638,214 Employee stock purchase plan 25,693 29,350 Restricted stock units 192,806 39,500 Total common stock equivalents 6,209,657 5,707,064 |
Accrued Liabilities (Tables)
Accrued Liabilities (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Payables and Accruals [Abstract] | |
Schedule of accrued liabilities | Accrued liabilities consisted of the following (in thousands of dollars): March 31, December 31, Accrued compensation expenses $ 5,731 $ 5,293 Accrued other 2,752 2,882 Total accrued liabilities $ 8,483 $ 8,175 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of future minimum lease payments under non-cancelable operating leases | Future minimum lease payments under non-cancelable operating leases as of March 31, 2018 are as follows (in thousands of dollars): Year Ending December 31, Remainder of 2018 $ 1,582 2019 2,227 2020 2,332 2021 2,401 2022 2,472 Thereafter 9,384 Total minimum lease payments $ 20,398 |
Debt (Tables)
Debt (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Debt Disclosure [Abstract] | |
Schedule of net debt obligation | As of March 31, 2018 , the net debt obligation for borrowings made under the Loan and Security Agreement was as follows (in thousands of dollars): March 31, 2018 December 31, 2017 Debt principal $ 25,000 $ 25,000 End-of-term debt obligation 123 53 Unamortized debt issuance costs (107 ) (115 ) Net debt obligation $ 25,016 $ 24,938 |
Schedule of future principal payments under the Credit agreement | Future principal and end-of-term debt obligation payments due under the Loan and Security Agreement are as follows (in thousands of dollars): Year Ending December 31, 2019 $ 1,389 2020 8,333 2021 8,333 2022 8,132 Total $ 26,187 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Equity [Abstract] | |
Schedule of reserved shares of common stock for issuance | The Company had reserved shares of common stock for issuance as follows: March 31, December 31, 2017 Stock options and restricted stock units issued and outstanding 7,012,735 6,061,081 Stock options and restricted stock units available for grant under stock option plans 1,507,065 1,133,907 Common stock available for the Employee Stock Purchase Plan 382,929 456,002 Total 8,902,729 7,650,990 |
Organization and Description 22
Organization and Description of Business - Operating Segments (Details) | 3 Months Ended |
Mar. 31, 2018productsegment | |
Accounting Policies [Abstract] | |
Number of operating segments | segment | 1 |
Number of products | product | 3 |
Organization and Description 23
Organization and Description of Business - Credit Risk (Details) $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Mar. 31, 2018USD ($)item | Dec. 31, 2017USD ($) | Mar. 31, 2017USD ($) | Sep. 30, 2016USD ($) | Dec. 31, 2017 | |
Concentrations of Credit Risk and Other Risks and Uncertainties | |||||
Revenue Recognized Received In Cash | $ | $ 0 | $ 328 | $ 1,300 | $ 4,700 | |
Concentrations of Credit Risk and Other Risks and Uncertainties | |||||
Number of major financial institutions with which the company's cash and cash equivalents are deposited | item | 1 | ||||
Revenue | Revenue concentration risk | |||||
Concentrations of Credit Risk and Other Risks and Uncertainties | |||||
Concentrations of credit risk (as a percent) | 42.00% | 39.00% | |||
Revenue | Revenue concentration risk | Medicare | |||||
Concentrations of Credit Risk and Other Risks and Uncertainties | |||||
Concentrations of credit risk (as a percent) | 29.00% | 26.00% | |||
Revenue | Revenue concentration risk | UnitedHealthcare | |||||
Concentrations of Credit Risk and Other Risks and Uncertainties | |||||
Concentrations of credit risk (as a percent) | 13.00% | 13.00% | |||
Accounts receivable | Gross receivables concentration risk | Medicare | |||||
Concentrations of Credit Risk and Other Risks and Uncertainties | |||||
Concentrations of credit risk (as a percent) | 18.00% | 22.00% | |||
Accounts receivable | Gross receivables concentration risk | UnitedHealthcare | |||||
Concentrations of Credit Risk and Other Risks and Uncertainties | |||||
Concentrations of credit risk (as a percent) | 11.00% | 9.00% |
Organization and Description 24
Organization and Description of Business - Restricted Cash and Allowance for Doubtful Accounts (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | |
Cash and Cash Equivalents [Line Items] | |||
Increase to revenue | $ 20,041 | $ 16,432 | |
Decrease to loss from operations | $ (8,955) | $ (7,517) | |
Decrease to earnings per share | $ 0.27 | $ 0.24 | |
Restricted Cash | |||
Long term deposit consisting of letter of credit serving as security for lease | $ 603 | $ 603 | |
Headquarters and laboratory facilities, South San Francisco, Lease signed April 2015 | |||
Restricted Cash | |||
Long term deposit consisting of letter of credit serving as security for lease | 603 | $ 603 | |
Accrued Income Receivable | |||
Cash and Cash Equivalents [Line Items] | |||
Increase to revenue | 700 | ||
Decrease to loss from operations | $ 700 | ||
Decrease to earnings per share | $ 0.02 |
Organization and Description 25
Organization and Description of Business- Legal Settlement (Details) $ in Millions | 1 Months Ended |
Mar. 31, 2018USD ($) | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Litigation settlement, amount awarded from other party | $ 0.4 |
Net Loss Per Common Share (Deta
Net Loss Per Common Share (Details) - shares | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Outstanding shares of common stock equivalents that have been excluded from diluted net loss per common share | ||
Total common stock equivalents (in shares) | 6,209,657 | 5,707,064 |
Shares of common stock subject to outstanding options | ||
Outstanding shares of common stock equivalents that have been excluded from diluted net loss per common share | ||
Total common stock equivalents (in shares) | 5,991,158 | 5,638,214 |
Employee stock purchase plan | ||
Outstanding shares of common stock equivalents that have been excluded from diluted net loss per common share | ||
Total common stock equivalents (in shares) | 25,693 | 29,350 |
Restricted stock units | ||
Outstanding shares of common stock equivalents that have been excluded from diluted net loss per common share | ||
Total common stock equivalents (in shares) | 192,806 | 39,500 |
Accrued Liabilities (Details)
Accrued Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Payables and Accruals [Abstract] | ||
Accrued compensation expenses | $ 5,731 | $ 5,293 |
Accrued other | 2,752 | 2,882 |
Total accrued liabilities | $ 8,483 | $ 8,175 |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Fair value measurements | ||
Restricted cash | $ 603 | $ 603 |
Recurring | Level I | Money market funds | ||
Fair value measurements | ||
Financial Assets | 26,700 | 33,100 |
Headquarters and laboratory facilities, South San Francisco, Lease signed April 2015 | ||
Fair value measurements | ||
Restricted cash | 603 | 603 |
Headquarters and laboratory facilities, South San Francisco, Lease signed April 2015 | Recurring | Level I | ||
Fair value measurements | ||
Restricted cash | $ 603 | $ 603 |
Commitments and Contingencies29
Commitments and Contingencies (Details) ft² in Thousands, $ in Thousands | 3 Months Ended | ||
Mar. 31, 2018USD ($)ft² | Mar. 31, 2017USD ($) | Dec. 31, 2017USD ($) | |
Future minimum lease payments under non-cancelable operating leases | |||
Remainder of 2018 | $ 1,582 | ||
2,019 | 2,227 | ||
2,020 | 2,332 | ||
2,021 | 2,401 | ||
2,022 | 2,472 | ||
Thereafter | 9,384 | ||
Total minimum lease payments | 20,398 | ||
Facilities rent expense | $ 476 | $ 457 | |
Headquarters and laboratory facilities, South San Francisco, Lease signed April 2015 | |||
Operating Leases | |||
Amount of space leased | ft² | 59 | ||
Security deposit | $ 603 | $ 603 | |
Laboratory facilities, Austin, Texas | Other assets | |||
Operating Leases | |||
Security deposit | $ 139 | $ 139 |
Commitments and Contingencies -
Commitments and Contingencies - Capital Lease (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2016 |
Capital Leased Assets [Line Items] | ||
Payment for remainder of 2018 | $ 238 | |
Payment for 2019 | $ 317 | |
Equipment | ||
Capital Leased Assets [Line Items] | ||
Capital leased equipment | $ 1,200 | |
Upfront payment | 330 | |
Present value of future minimum payments | $ 874 |
Debt - Loan and Security Agreem
Debt - Loan and Security Agreement (Details) - Silicon Valley Bank - Line of Credit - USD ($) | 3 Months Ended | ||
Mar. 31, 2018 | Dec. 31, 2017 | Nov. 03, 2017 | |
Debt Instrument [Line Items] | |||
Maximum borrowing capacity | $ 35,000,000 | ||
Liquidity requirement, minimum | $ 40,000,000 | ||
Secured Debt | |||
Debt Instrument [Line Items] | |||
Maximum borrowing capacity | 25,000,000 | ||
Effective interest rate (as a percent) | 7.60% | ||
Balloon payment to be paid | 1,200,000 | ||
Secured Debt | London Interbank Offered Rate (LIBOR) | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate | 4.20% | ||
Secured Debt | London Interbank Offered Rate (LIBOR) | Minimum | |||
Debt Instrument [Line Items] | |||
Interest rate (as a percent) | 5.34% | ||
Revolving Credit Facility | |||
Debt Instrument [Line Items] | |||
Maximum borrowing capacity | $ 10,000,000 | ||
Revolving Credit Facility | London Interbank Offered Rate (LIBOR) | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate | 3.50% | ||
Revolving Credit Facility | London Interbank Offered Rate (LIBOR) | Minimum | |||
Debt Instrument [Line Items] | |||
Interest rate (as a percent) | 4.70% | ||
Debt Prepayment Tranche One | Revolving Credit Facility | London Interbank Offered Rate (LIBOR) | |||
Debt Instrument [Line Items] | |||
Prepayment premium | $ 750,000 | ||
Debt Prepayment Tranche Two | Revolving Credit Facility | London Interbank Offered Rate (LIBOR) | |||
Debt Instrument [Line Items] | |||
Prepayment premium | 500,000 | ||
Debt Prepayment Tranche Three | Revolving Credit Facility | London Interbank Offered Rate (LIBOR) | |||
Debt Instrument [Line Items] | |||
Prepayment premium | $ 250,000 |
Debt (Details)
Debt (Details) - Line of Credit | Nov. 03, 2017USD ($) | Mar. 30, 2016USD ($) | Mar. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Mar. 31, 2016USD ($)loan |
Debt Instrument [Line Items] | |||||
Debt principal | $ 25,000,000 | $ 25,000,000 | |||
End-of-term debt obligation | 123,000 | 53,000 | |||
Unamortized debt issuance costs | (107,000) | (115,000) | |||
Net debt obligation | 25,016,000 | $ 24,938,000 | |||
Future principal payments | |||||
2,019 | 1,389,000 | ||||
2,020 | 8,333,000 | ||||
2,021 | 8,333,000 | ||||
2,022 | 8,132,000 | ||||
Total | $ 26,187,000 | ||||
Visium | |||||
Future principal payments | |||||
Number of term loans | loan | 2 | ||||
Maximum borrowing capacity | $ 40,000,000 | ||||
Repayment of long-term debt | $ 27,300,000 | ||||
Payment of End of Term Obligation | $ 1,500,000 | ||||
Visium | Initial Term Loan | |||||
Future principal payments | |||||
Drawn down initial term loan | $ 25,000,000 |
Stockholders' Equity (Details)
Stockholders' Equity (Details) - shares | Mar. 31, 2018 | Dec. 31, 2017 |
Common Stock | ||
Options issued and outstanding (in shares) | 7,012,735 | 6,061,081 |
Total number of shares reserved for issuance | 8,902,729 | 7,650,990 |
Shares of common stock subject to outstanding options | ||
Common Stock | ||
Shares available for issuance | 1,507,065 | 1,133,907 |
ESPP | ||
Common Stock | ||
Shares available for issuance | 382,929 | 456,002 |
Thyroid Cytopathology Partners
Thyroid Cytopathology Partners (Details) | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2018USD ($) | Mar. 31, 2017USD ($) | Dec. 31, 2017USD ($) | Oct. 16, 2017USD ($)installment | |
Thyroid Cytopathology Partners | ||||
Outstanding obligations | $ 3,356,000 | $ 3,853,000 | ||
Thyroid Cytopathology Partners | ||||
Thyroid Cytopathology Partners | ||||
Notice of intent not to renew period | 12 months | |||
Expenses for cytopathology testing and evaluation services | 900,000 | $ 1,200,000 | ||
Outstanding obligations | 601,000 | $ 308,000 | ||
Reduction to rent expense for TCP's portion of costs for subleased space | $ 32,000 | $ 25,000 | ||
Contract termination fee | $ 1,800,000 | |||
Payment installments for contract termination fee | installment | 8 |
Income Taxes (Details)
Income Taxes (Details) | 3 Months Ended |
Mar. 31, 2018USD ($) | |
Income Tax Disclosure [Abstract] | |
Unrecognized tax benefit | $ 2,500,000 |
Interest expense or penalties related to unrecognized tax benefits | $ 0 |