Document and Entity Information
Document and Entity Information - $ / shares | 6 Months Ended | |
Jun. 30, 2018 | Jul. 23, 2018 | |
Document and Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2018 | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q2 | |
Trading Symbol | IOTS | |
Entity Registrant Name | ADESTO TECHNOLOGIES CORP | |
Entity Central Index Key | 1,395,848 | |
Current Fiscal Year End Date | --12-31 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 29,268,482 | |
Entity Listing, Par Value Per Share | $ 0.0001 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 | ||
Current assets: | ||||
Cash and cash equivalents | $ 7,939 | $ 30,078 | [1] | |
Accounts receivable, net | 17,172 | 8,668 | [1] | |
Inventories | 11,448 | 5,814 | [1] | |
Prepaid expenses | 1,977 | 993 | [1] | |
Other current assets | 50 | 52 | [1] | |
Total current assets | 38,586 | 45,605 | [1] | |
Property and equipment, net | 8,236 | 7,183 | [1] | |
Intangible assets, net | 21,461 | 7,102 | [1] | |
Other non-current assets | 1,235 | 900 | [1] | |
Goodwill | 34,374 | 22 | [1] | |
Total assets | 103,892 | 60,812 | [1] | |
Current liabilities: | ||||
Accounts payable | 11,473 | 7,075 | [1] | |
Accrued compensation and benefits | 2,735 | 2,614 | [1] | |
Accrued expenses and other current liabilities | 5,537 | 2,359 | [1] | |
Price adjustments and other revenue reserves | 4,404 | |||
Earn-out liability, current | 10,037 | |||
Line of credit, current | [1] | 1,500 | ||
Term loan, current | [1] | 926 | ||
Total current liabilities | 34,186 | 14,474 | [1] | |
Term loan, non-current | 29,361 | 10,908 | [1] | |
Other non-current liabilities | 3,221 | 75 | [1] | |
Deferred rent, non-current | 2,179 | 2,404 | [1] | |
Deferred tax liability, non-current | 1,884 | 1 | [1] | |
Total liabilities | 70,831 | 27,862 | [1] | |
Commitments and contingencies (See Note 8) | [1] | |||
Stockholders’ equity: | ||||
Preferred stock, $0.0001 par value, 5,000,000 shares authorized as of June 30, 2018 and December 31, 2017; no shares issued and outstanding as of June 30, 2018 and December 31, 2017 | [1] | |||
Common stock, $0.0001 par value, 100,000,000 shares authorized; 21,523,025 and 21,291,833 shares issued and outstanding as of June 30, 2018 and December 31, 2017 respectively | 2 | 2 | [1] | |
Additional paid-in capital | 139,275 | 133,087 | [1] | |
Accumulated other comprehensive loss | (212) | (295) | [1] | |
Accumulated deficit | (106,004) | (99,844) | [1] | |
Total stockholders’ equity | 33,061 | 32,950 | [1] | |
Total liabilities and stockholders’ equity | $ 103,892 | $ 60,812 | [1] | |
[1] | The condensed consolidated balance sheet as of December 31, 2017 was derived from the audited consolidated financial statements as of that date. |
CONDENSED CONSOLIDATED BALANCE3
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Jun. 30, 2018 | Dec. 31, 2017 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value | $ 0.0001 | $ 0.0001 |
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) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (in shares) | 100,000,000 | 100,000,000 |
Common stock, shares issued | 21,523,025 | 21,291,833 |
Common stock, shares outstanding | 21,523,025 | 21,291,833 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Income Statement [Abstract] | ||||
Revenue, net | $ 18,183 | $ 13,412 | $ 33,485 | $ 24,719 |
Revenue, net, type | us-gaap:ProductMember us-gaap:ServiceMember | us-gaap:ProductMember us-gaap:ServiceMember | us-gaap:ProductMember us-gaap:ServiceMember | us-gaap:ProductMember us-gaap:ServiceMember |
Cost of revenue | $ 10,419 | $ 6,689 | $ 18,541 | $ 12,442 |
Cost of revenue, type | us-gaap:ProductMember us-gaap:ServiceMember | us-gaap:ProductMember us-gaap:ServiceMember | us-gaap:ProductMember us-gaap:ServiceMember | us-gaap:ProductMember us-gaap:ServiceMember |
Gross profit | $ 7,764 | $ 6,723 | $ 14,944 | $ 12,277 |
Operating expenses: | ||||
Research and development | 4,421 | 3,675 | 8,086 | 7,047 |
Sales and marketing | 3,615 | 2,911 | 6,367 | 5,511 |
General and administrative | 3,641 | 1,673 | 5,354 | 3,808 |
Total operating expenses | 11,677 | 8,259 | 19,807 | 16,366 |
Loss from operations | (3,913) | (1,536) | (4,863) | (4,089) |
Other income (expense): | ||||
Interest expense, net | (1,181) | (198) | (1,322) | (411) |
Other income (expense), net | (1) | (4) | 9 | 14 |
Total other income (expense), net | (1,182) | (202) | (1,313) | (397) |
Loss before provision for income taxes | (5,095) | (1,738) | (6,176) | (4,486) |
Provision for (benefit from) income taxes | (37) | 13 | (16) | 40 |
Net loss | $ (5,058) | $ (1,751) | $ (6,160) | $ (4,526) |
Net loss per share: | ||||
Basic and diluted | $ (0.24) | $ (0.11) | $ (0.29) | $ (0.28) |
Weighted average number of shares used in computing net loss per share: | ||||
Basic and diluted | 21,475,913 | 16,343,248 | 21,423,710 | 15,994,703 |
CONDENSED CONSOLIDATED STATEME5
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Statement of Comprehensive Income [Abstract] | ||||
Net loss | $ (5,058) | $ (1,751) | $ (6,160) | $ (4,526) |
Other comprehensive loss, net of tax: | ||||
Foreign currency translation adjustment | 100 | (29) | 83 | (51) |
Comprehensive loss | $ (4,958) | $ (1,780) | $ (6,077) | $ (4,577) |
CONDENSED CONSOLIDATED STATEME6
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2018 | Jun. 30, 2017 | |
Cash flows from operating activities: | ||
Net loss | $ (6,160) | $ (4,526) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Stock-based compensation expense | 1,163 | 1,806 |
Depreciation and amortization | 1,062 | 644 |
Amortization of intangible assets | 981 | 618 |
Amortization of debt discount | 285 | 45 |
Deferred income taxes | (35) | |
Gain on sale of equipment | (18) | |
Changes in assets and liabilities: | ||
Accounts receivable | (8,312) | (2,944) |
Inventories | (5,634) | 821 |
Prepaid expenses and other current assets | (109) | (35) |
Other non-current assets | (134) | |
Accounts payable | 4,423 | 1,707 |
Accrued compensation and benefits | 121 | 575 |
Accrued expenses and other current liabilities | 2,388 | (81) |
Price adjustments and other revenue reserves | 4,404 | |
Other non-current liabilities | (75) | |
Deferred rent | (225) | (208) |
Net cash used in operating activities | (5,741) | (1,712) |
Cash flows from investing activities: | ||
Acquisition of property and equipment | (2,104) | (1,659) |
Acquisition of S3, net of cash acquired | (34,616) | |
Cash paid for loan agreement with unconsolidated affiliate | (225) | |
Net cash used in investing activities | (36,945) | (1,659) |
Cash flows from financing activities: | ||
Proceeds from public offering, net of underwriting discounts and commissions | 18,364 | |
Proceeds from exercise of stock options and employee stock purchase plan | 281 | 386 |
Tax withholdings related to net share settlement of restricted stock units | (55) | (62) |
Proceeds from revolving line of credit | 21,457 | |
Payments on revolving line of credit | (1,500) | (21,277) |
Proceeds from term loan, net of fees | 33,941 | |
Payments on term loan | (12,000) | (3,273) |
Net cash provided by financing activities | 20,667 | 15,595 |
Effect of exchange rates on cash and equivalents | (120) | (50) |
Net increase (decrease) in cash and cash equivalents | (22,139) | 12,174 |
Cash and cash equivalents - beginning of period | 30,078 | 19,719 |
Cash and cash equivalents - end of period | 7,939 | 31,893 |
Supplemental disclosures of other cash flow information: | ||
Cash paid for interest expense | 793 | 389 |
Supplemental disclosures of non-cash investing and financing information: | ||
Purchase of property and equipment included in accounts payable | 258 | $ 406 |
Fair value of warrants issued in connection with term loan | $ 4,799 |
Organization and Summary of Sig
Organization and Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Summary of Significant Accounting Policies | Note 1. Organization and Summary of Significant Accounting Policies. Organization and Nature of Operations. Adesto Technologies Corporation (together with its subsidiaries; “Adesto”, “we”, “our”, “us” or the “Company”) was incorporated in the state of California in January 2006 and reincorporated in Delaware in October 2015. We are a leading provider of application-specific and, ultra-low power non-volatile memory (“NVM”) products. Our corporate headquarters are located in Santa Clara, California. On September 28, 2012, we purchased certain flash memory product assets from Atmel Corporation and our financial results include the operating results of those assets from the date of acquisition. 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 (“U.S. GAAP”) for 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 U.S. GAAP to complete annual consolidated financial statements. In the opinion of our management, all adjustments (consisting of normal recurring adjustments) considered necessary to present fairly the financial position of the Company and its results of operations and cash flows for the interim periods presented have been included. Operating results for the six months ended June 30, 2018 are not necessarily indicative of the results that may be expected for the year ending December 31, 2018, for any other interim period or for any other future year. The condensed consolidated balance sheet as of December 31, 2017 was derived from the audited consolidated financial statements as of that date, but does not include all of the disclosures required by U.S. GAAP. The accompanying condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto contained in the Company’s Annual Report on Form 10‑K for the year ended December 31, 2017, filed with the Securities and Exchange Commission on March 13, 2018. The condensed consolidated financial statements include the results of our operations, and the operations of our wholly owned subsidiaries. All intercompany balances and transactions have been eliminated. There have been no material changes to our significant accounting policies described in Note 1, Organization and Summary of Significant Accounting Policies, in Notes to Consolidated Financial Statements in Item 8 of Part II of our Annual Report on Form 10‑K for the year ended December 31, 2017 that have had a material impact on our condensed consolidated financial statements and related notes, except as described below. Recent Accounting Pronouncements. In June 2018, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2018-07, Compensation—Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting. ASU 2018-07 applies to all entities that enter into share-based payment transactions for acquiring goods and services from nonemployees. The amendments in ASU 2018-07 expand the scope of Topic 718, Compensation - Stock Compensation, to include share-based payments transactions to nonemployees. Changes to the accounting for nonemployee awards as a result of ASU 2018-07 include: 1) equity-classified nonemployee share-based payment awards are measured at the grant date, instead of the previous requirement to remeasure the awards through the performance completion date, 2) for awards with performance conditions, compensation cost is recognized when the achievement of the performance condition is probable, rather than upon achievement, and 3) the current requirement to reassess the classification (equity or liability) for nonemployee awards upon vesting is eliminated. ASU 2018-07 clarifies that Topic 718 does not apply to financing transactions or awards granted to customers as part of a contract accounted for under Topic 606, Revenue from Contracts with Customers. The amendments in ASU 2018-07 are effective for public business entities for fiscal years beginning after December 15, 2018, and interim periods within that fiscal year. An entity should only remeasure liability-classified awards that have not been settled by the date of adoption and equity-classified awards for which the measurement date has not been established through a cumulative-effect adjustment to retained earnings as of the beginning of the fiscal year of adoption. The Company expects that the adoption will not have a material impact on its consolidated financial statements. In February 2018, FASB issued ASU No. 2018-02, Income Statement—Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income. This ASU allows a reclassification from accumulated other comprehensive income to retained earnings for stranded tax effects resulting from the Tax Cuts and Jobs Act. This ASU is effective for fiscal years beginning after December 15, 2018 and interim periods within those fiscal years. The Company expects that the adoption will not have a material impact on its consolidated financial statements. In January 2017, the FASB issued ASU No. 2017-04, Intangibles—Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment. This ASU eliminates Step 2 from the goodwill impairment test. Instead, an entity should recognize an impairment charge for the amount by which the carrying value exceeds the reporting unit’s fair value, not to exceed the total amount of goodwill allocated to that reporting unit. This ASU is effective for annual or any interim goodwill impairment tests in fiscal years beginning after December 15, 2019. The Company is currently evaluating the effect of the adoption of this ASU, but anticipates that the adoption will not have a material impact on its consolidated financial statements. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. This ASU requires instruments measured at amortized cost to be presented at the net amount expected to be collected. Entities are also required to record allowances for available-for-sale debt securities rather than reduce the carrying amount. This ASU is effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years. The Company expects that the adoption will not have a material impact on its consolidated financial statements. 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 leases. For operating leases, a lessee is required to recognize a right-of-use asset and a lease liability, initially measured at the present value of the lease payments, in the statement of financial position. This ASU is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. The Company is evaluating the effect that the adoption of this ASU will have on its consolidated financial statements. The Company currently expects that most of its operating lease commitments will be subject to the new standard and recognized as right-of-use assets and operating lease liabilities upon the adoption of ASU 2016-02, which will increase the total assets and total liabilities that it reports relative to such amounts prior to adoption. Recently Adopted Accounting Pronouncements. Adoption of ASC 606: In May 2014, the FASB issued an ASU on revenue from contracts with customers, ASU No. 2014-09, Revenue from Contracts with Customers (“Topic 606”). This standard update outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers. The guidance is effective for annual reporting periods including interim reporting reports beginning after December 15, 2017. Collectively, we refer to Topic 606, its related amendments and Subtopic 340-40 as the “new standard”. On January 1, 2018, we adopted the new standard using the modified retrospective method applied to all contracts that are not completed contracts at the date of initial application (i.e., January 1, 2018). Results for reporting periods after January 1, 2018 are presented under the new standard, while prior period amounts are not adjusted and continue to be reported in accordance with our historic accounting. There was no impact on the opening accumulated deficit as of January 1, 2018 due to the adoption of the new standard. We reclassified the allowance for ship from stock and debits (“SSDs”), price protection, rights of return and other activities to current liabilities presented as "Price adjustments and other revenue reserves" from the allowance for accounts receivable due to the adoption of the new standard. We recorded s cumulative effect adjustment to our January 1, 2018 condensed consolidated balance sheet for the impact of the reclassification of the allowance for SSDs, price protection, rights of return and other activities to current liabilities presented as “Price adjustments and other revenue reserves”. The cumulative effect of the changes made to our January 1, 2018 condensed consolidated balance sheet for the adoption of the new revenue standard were as follows (in thousands): Balance as of Adjustments Balance as of December 31, Due to January 1, 2017 ASC 606 2018 Accounts receivable, net $ 8,668 $ 3,832 $ 12,500 Price adjustments and other revenue reserves $ — $ (3,832) $ (3,832) In accordance with the new standard requirements, the disclosure of the impact of adoption on select condensed consolidated balance sheet line items was as follows (in thousands): As of June 30, 2018 As Balances without Effect of Reported ASC 606 Change Accounts receivable, net $ 17,172 $ 12,768 $ (4,404) Price adjustments and other revenue reserves $ 4,404 $ — $ 4,404 Revenue Recognition. Revenue is recognized when control of the promised goods or services is transferred to customers, in an amount that reflects the consideration we expect to be entitled to in exchange for those goods or services. Sales of products with alternative use account for the majority of our revenue and are recognized at a point in time, the timing of such recognition remained the same under Topic 606. Taxes assessed by a governmental authority that are both imposed on and concurrent with a specific revenue-producing transaction, that are collected by us from a customer and deposited with the relevant government authority, are excluded from revenue. Our revenue arrangements do not contain significant financing components. Revenue is recognized over a period of time when it is assessed that performance obligations are satisfied over a period rather than at a point in time. When any of the following criteria is fulfilled, revenue is recognized over a period of time: (a) The customer simultaneously receives and consumes the benefits provided by the performance as Adesto performs. (b) Adesto’s performance creates or enhances an asset (for example, work in process) that the customer controls as the asset is created or enhanced. (c) Adesto’s performance does not create an asset with an alternative use, and Adesto has an enforceable right to payment for performance completed to date. If revenue is recognized over a period of time, we would then select an appropriate method for measuring progress toward complete satisfaction of the performance obligation, usually costs incurred to date relative to the total expected costs to the satisfaction of that performance obligation. Typically, our revenue is recognized at a point in time. Sales to certain distributors are made under arrangements which provide the distributors with price adjustments, price protection, stock rotation and other allowances under certain circumstances. These adjustments and allowances are accounted for as variable consideration. We estimate these amounts based on the expected amount to be provided to customers and reduce revenue recognized. We believe that there will not be significant changes to our estimates of variable consideration. If a customer pays consideration, or Adesto has a right to an amount of consideration that is unconditional before we transfer a good or service to the customer, those amounts are classified as deferred income/ advances received from customers which are included in other current liabilities or other long-term liabilities when the payment is made or it is due, whichever is earlier. If the arrangement includes variable contingent consideration, we recognize revenue over time if we can reasonably measure its progress, or we are capable of providing reliable information that would be required to apply an appropriate method of measuring progress. To date, we have not had any arrangements incorporating contingent consideration. Practical Expedients and Elections Sales commissions are owed and are recorded at the time of sell through of our products to end customers. These costs are recorded within sales and marketing expenses. We do not disclose the value of unsatisfied performance obligations for (i) contracts with an original expected length of one year or less and (ii) contracts for which we recognize revenue at the amount to which we have the right to invoice for services performed. We have elected to account for shipping and handling costs as fulfillment costs after the customer obtains control of the goods. These costs are recorded in cost of revenue. Reclassifications. Certain reclassifications have been made to prior periods’ condensed consolidated financial statements to conform to the current period presentation. These reclassifications did not result in any change in previously reported total assets, stockholders’ equity or net loss. Use of Estimates. The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates, judgments and assumptions that affect the reported amount of assets, liabilities, revenue and expenses and related disclosures of contingent assets and liabilities. On an on-going basis, we evaluate those estimates, including those related to allowances for doubtful accounts, price adjustments and other revenue reserves, warranty accrual, inventory write-downs, valuation of long-lived assets, including property and equipment and identifiable intangible assets and goodwill, loss on purchase commitments, valuation of deferred taxes and contingencies. In addition, we use assumptions when employing the Black-Scholes option-pricing model to calculate the fair value of stock options granted and Monte Carlo simulation techniques to value certain restricted stock units with market-based vesting conditions. We base our estimates of the carrying value of certain assets and liabilities on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, when these carrying values are not readily available from other sources. Actual results could differ from these estimates. Product Warranty. Our products are sold with a limited warranty for a period of one year, warranting that the product conforms to specifications and is free from material defects in design, materials and workmanship. To date, we have had insignificant returns of any defective production parts. During the year ended December 31, 2015, we recorded $250,000 for a specific potential warranty claim. During the years ended December 31, 2017 and 2016, $185,000 and $41,000, respectively, has been incurred relating to this potential warranty claim and during the year ended December 31, 2017 we recorded $27,000 for an additional potential warranty claim. As of June 30, 2018 and December 31, 2017, the warranty accrual was $51,000 and is included in accrued expenses and other current liabilities on the condensed consolidated balance sheets. Foreign Currency Translation. The functional currency of our foreign subsidiaries is the local currency. In consolidation, we translate assets and liabilities at exchange rates in effect at the consolidated balance sheet date. We translate revenue and expense accounts at the average exchange rates during the period in which the transaction takes place. Net gains and losses from foreign currency translation of assets and liabilities were a gain of $100,000 and a loss of $29,000 for the three months ended June 30, 2018 and 2017, respectively, and a gain of $83,000 and a loss of $51,000 for the six months ended June 30, 2018 and 2017, respectively, and are included in the cumulative translation adjustment component of accumulated other comprehensive loss, net of tax, a component of stockholders’ equity. Net gains and losses arising from transactions denominated in currencies other than the functional currency were losses of $2,000 and $5,000 for the three months ended June 30, 2018 and 2017, respectively, and a loss of $10,000 and a gain of $8,000 for the six months ended June 30, 2018 and 2017, respectively, and are included in other expense, net in the condensed consolidated statements of operations. Concentration of Risk. Our products are primarily manufactured, assembled and tested by third-party foundries and other contractors in Asia and we are heavily dependent on a single foundry in Taiwan for the manufacture of wafers and a single contractor in the Philippines for assembly and testing of our products. We do not have long-term agreements with either of these suppliers. A significant disruption in the operations of these parties would adversely impact the production of our products for a substantial period of time, which could have a material adverse effect on our business, financial condition, operating results and cash flows. Financial instruments that potentially subject us to significant concentrations of credit risk consist principally of cash and cash equivalents and accounts receivables. We place substantially all of our cash and cash equivalents on deposit with a reputable, high credit quality financial institution in the United States of America. We believe that the bank that holds substantially all of our cash and cash equivalents is financially sound and, accordingly, subject to minimal credit risk. Deposits held with the bank may exceed the amount of insurance provided on such deposits. We generally do not require collateral or other security in support of accounts receivable. We periodically review the need for an allowance for doubtful accounts by considering factors such as historical experience, credit quality, the age of the accounts receivable balances and current economic conditions that may affect a customer’s ability to pay. As a result of our favorable collection experience and customer concentration, there was no allowance for doubtful accounts as of June 30, 2018 and December 31, 2017. Customer concentrations as a percentage of revenue, net were as follows: Three Months Ended Six Months Ended June 30, June 30, 2018 2017 2018 2017 Customer A 26 % 18 % 22 % 18 % Customer B * 10 % * 10 % * Customer concentrations as a percentage of gross accounts receivable were as follows: June 30, December 31, 2018 2017 Customer A 29 % 31 % * |
Acquisition
Acquisition | 6 Months Ended |
Jun. 30, 2018 | |
Business Combinations [Abstract] | |
Acquisition | Note 2. Acquisition. On May 9, 2018, we acquired 100% of the issued capital of S3 Asic Semiconductors Limited, a private company limited by shares and incorporated in Ireland (“S3”), pursuant to the Share Purchase Agreement dated May 9, 2018 (the “Agreement”). S3 is headquartered in Ireland and its subsidiaries are in the United States, Portugal and the Czech Republic. S3 and its subsidiaries are engaged in the business of providing advanced mixed signal semiconductor devices and intellectual property to customers in the industrial and communications markets. The aggregate consideration was approximately $35.0 million in cash and contingent consideration in the form of a $15.0 million earn-out. The earn-out is based on achievement of certain milestones through 2019, including minimum total revenue targets, revenue derived from sales of semiconductor devices and new customer engagements with minimum value thresholds. The assets and liabilities of S3 were recorded in our condensed consolidated balance sheet as of the acquisition date, at their respective fair values. Fair value is estimated based on one or a combination of income, cost and/or market approaches, as determined based on the nature of the asset or liability, and the level of inputs available. With respect to assets and liabilities, the determination of fair value requires management to make subjective judgments as to projections of future operating performance, the appropriate discount rate to apply, long-term growth rates, etc., which affect the amounts recorded in the purchase price allocation. The excess of the consideration transferred over the fair value of the identifiable assets, net of liabilities, is recorded as goodwill, which is indicative of the expected continued growth and development of S3. The purchase price allocation that follows is based on these estimated fair values of assets acquired and liabilities assumed. We will continue to evaluate certain assets, liabilities and tax estimates that are subject to change within the measurement period (up to one year from the acquisition date). The following table summarizes the fair values of assets acquired and liabilities assumed (in thousands): Cash $ 267 Accounts receivable 192 Other current assets 883 Property and equipment, net 191 Intangible assets 15,340 Goodwill 34,352 Accounts payable (37) Deferred revenue (129) Earn-out liability, current (10,218) Other current liabilities (761) Deferred tax liability (1,918) Earn-out liability, non-current (3,279) Fair value of net assets acquired $ 34,883 Intangible assets reflect the following: Fair Value Useful Customer relationships $ 12,880 7 Contract backlog 210 0.5 Developed technology 1,080 5 Non-compete agreements 380 2 Trademarks 790 12 Total $ 15,340 |
Balance Sheet Components
Balance Sheet Components | 6 Months Ended |
Jun. 30, 2018 | |
Balance Sheet Related Disclosures [Abstract] | |
Balance Sheet Components | Note 3. Balance Sheet Components. Accounts Receivable, Net. Accounts receivable, net consisted of the following (in thousands): June 30, December 31, 2018 2017 Accounts receivable $ 17,172 $ 12,500 Allowance for SSDs, price protection, rights of return and other activities — (3,832) Total accounts receivable, net $ 17,172 $ 8,668 As of June 30, 2018 we have no allowance for doubtful accounts on any of our accounts receivable. Inventories. Inventories consisted of the following (in thousands): June 30, December 31, 2018 2017 Raw materials $ 1,383 $ 2,213 Work-in-process 7,063 2,408 Finished goods 3,002 1,193 Total inventories $ 11,448 $ 5,814 For the three months ended June 30, 2018 and 2017, we realized a benefit of $0.4 million and $0.2 million, respectively, from the sales of previously reserved products. For the six months ended June 30, 2018 and 2017, we realized a benefit of $0.8 million and $0. 6 million, respectively, from the sales of previously reserved products. Inventory write-downs were primarily associated with products built in excess of customer demand which resulted in excess inventory levels, legacy products for which no demand exists and lower of cost or net realizable value write-downs associated with Conductive Bridging Random Access Memory (“CBRAM”) products for which costs exceeded net realizable value. Property and Equipment, Net. Property and equipment, net consisted of the following (in thousands): June 30, December 31, 2018 2017 Machinery and equipment $ 10,900 $ 9,457 Leasehold improvements 4,252 4,252 Computer software 675 675 TowerJazz license 350 350 Furniture and fixtures 192 83 Construction in progress 1,301 1,301 Property and equipment, at cost 17,670 16,118 Accumulated depreciation and amortization (9,434) (8,935) Property and equipment, net $ 8,236 $ 7,183 The Company incurs costs for the fabrication of masks used by its foundry partners to manufacture its products. Beginning the first fiscal quarter of 2017, the Company capitalizes mask costs that are expected to be utilized in production manufacturing as the Company’s product development process has become more predictable and thus supports capitalization of the mask. The capitalized mask costs begin depreciating to cost of revenue once the products go into production. Depreciation is computed using the straight-line method over a three year period which is the expected useful life of the mask. Previously mask sets were expensed to research and development. Depreciation and amortization expense of property and equipment for the three and six months ended June 30, 2018 was $0. 6 million and $1. 1 million, respectively. Depreciation and amortization expense of property and equipment for the three and six months ended June 30, 2017 was $0.3 million and $0.6 million, respectively Accrued Expenses and Other Current Liabilities. Accrued expenses and other current liabilities consisted of the following (in thousands): June 30, December 31, 2018 2017 Accrued sales commission payable $ 291 $ 310 Accrued manufacturing expenses 956 265 Deferred rent, current portion 439 422 Liabilities to certain customers 818 468 Accrued professional services 1,029 94 Other accrued liabilities 2,004 800 Total accrued expenses and other current liabilities $ 5,537 $ 2,359 |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jun. 30, 2018 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Note 4. Fair Value Measurements. Fair value is defined as the exchange price that would be received from selling an asset or paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. We measure financial assets and liabilities at fair value at each reporting period using a fair value hierarchy which requires us to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. A financial instrument’s classification within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. Three levels of inputs may be used to measure fair value: Level 1. Quoted prices in active markets for identical assets or liabilities. Level 2. Quoted prices for similar assets and liabilities in active markets or inputs other than quoted prices which are observable for the assets or liabilities, either directly or indirectly through market corroboration, for substantially the full term of the financial instruments. Level 3. Unobservable inputs which are supported by little or no market activity and which are significant to the fair value of the assets or liabilities. Financial assets measured at fair value on a recurring basis were as follows: Fair Value Measurement at Reporting Date Using Significant Quoted Prices in Other Significant Active Markets Observable Unobservable for Identical Inputs Inputs Assets (Level 1) (Level 2) (Level 3) Total (in thousands) As of June 30, 2018 Assets: Money market funds $ 5,523 $ — $ — $ 5,523 As of December 31, 2017 Assets: Money market funds $ 11,501 $ — $ — $ 11,501 As of June 30, 2018 and December 31, 2017, we had no financial liabilities measured at fair value on a recurring basis. |
Intangible Assets, net
Intangible Assets, net | 6 Months Ended |
Jun. 30, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets, net | Note 5. Intangible Assets, net. In 2012, in connection with our purchase of the serial flash memory product line assets from Atmel Corporation, we recorded $16.4 million of intangible assets. In connection with the acquisition of S3 (Note 2), we recorded $15.3 million of intangible assets. Intangible assets, net were as follows (in thousands): June 30, 2018 Estimated Useful Gross Carrying Accumulated Net Carrying Developed technology 10 $ 4,282 $ 2,463 $ 1,819 Developed technology 5 1,080 31 1,049 Customer relationships 12 9,011 4,318 4,693 Customer relationships 7 12,880 264 12,616 Customer backlog 1 2,779 2,779 — Contract backlog 0.5 210 60 150 Non-compete agreement 5 282 282 — Non-compete agreement 2 380 27 353 Trademarks 12 790 9 781 Total intangible assets subject to amortization $ 31,694 $ 10,233 $ 21,461 December 31, 2017 Estimated Useful Gross Carrying Accumulated Net Carrying Developed technology 10 $ 4,282 $ 2,249 $ 2,033 Customer relationships 12 9,011 3,942 5,069 Customer backlog 1 2,779 2,779 — Non-compete agreement 5 282 282 — Total intangible assets subject to amortization $ 16,354 $ 9,252 $ 7,102 We recorded amortization expense related to the acquisition-related intangible assets as follows (in thousands): Three Months Ended Six Months Ended June 30, June 30, 2018 2017 2018 2017 Operating expense category: Research and development $ 138 $ 121 $ 244 $ 243 Sales and marketing 521 188 709 375 General and administrative 28 — 28 — Total $ 687 $ 309 $ 981 $ 618 The estimated future amortization expense of acquisition-related intangible assets subject to amortization after June 30, 2018 is as follows (in thousands): Year Ended December 31, 2018 (remaining 6 months) $ 1,895 2019 3,491 2020 3,368 2021 3,301 2022 3,194 Thereafter 6,212 Total $ 21,461 |
Investment in Unconsolidated Af
Investment in Unconsolidated Affiliates | 6 Months Ended |
Jun. 30, 2018 | |
Investments, All Other Investments [Abstract] | |
Investment in Unconsolidated Affiliates | Note 6. Investment in Unconsolidated Affiliates. During 2017 and 2016, we made investments in Semitech Semiconductor Pty. Ltd., an Australian corporation (“Semitech”), as part of a license and development agreement dated April 16, 2016. Semitech has developed Narrowband-Power Line Communications (“N-PLC”) products and market knowledge in the N-PLC devices space and plans to sell its products into the smart grid, solar, smart lighting and industrial space. Investments during 2016 through June 14, 2017 were recorded as notes receivable. On June 15, 2017, $0.4 million of notes receivable and accrued interest were converted into 233,335 shares of preferred stock in Semitech. In June 2018, we converted $0.5 million of notes receivable and accrued interest into 312,076 shares of preferred stock in Semitech. This investment is recorded at cost in other non-current assets on the condensed consolidated balance sheets as of June 30, 2018 and December 31, 2017. As of June 30, 2018, we no longer held any investments in notes receivable in Semitech. As of December 31, 2017, we held $0.2 million of notes receivable which were classified in other non-current assets on the condensed consolidated balance sheets. |
Borrowings
Borrowings | 6 Months Ended |
Jun. 30, 2018 | |
Debt Disclosure [Abstract] | |
Borrowings | Note 7. Borrowings. Western Alliance Bank Term Loan. The Company was a party to that certain Business Financing Agreement dated July 7, 2016 and that certain Second Business Financing Modification Agreement, dated September 29, 2017, by and between Western Alliance Bank and the Company (“Credit Facility”). The Credit Facility provided for (i) a term loan of up to $18.0 million (the “Term Loan”) and (ii) a revolving credit line advance (the “Line of Credit”) in the aggregate amount of the lower of (x) $5.0 million and (y) 80% of certain of the Company’s receivables. The Term Loan bore interest at a rate per annum equal to the greater of the prime rate or 3.5%, plus 0.75% and was scheduled to mature in June 2019. The Line of Credit bore interest at a rate per annum equal to the greater of the prime rate or 3.5% plus 0.50%), and was scheduled to mature in July 2018. We made interest-only payments on the Term Loan from July 2016 through September 2016 and began making interest payments and principal payments in 33 equal monthly installments starting October 2016. Prior to the Amendment, the Credit Facility provided that any indebtedness we incurred thereunder was collateralized by substantially all assets of the Company and any domestic subsidiaries, subject to certain customary exceptions. We paid a facility fee of $150,000 as well as a $25,000 diligence fee upon entry into the Credit Facility and an additional $10,000 on July 7, 2017. Additional fees of $25,000 were incurred in connection with the amendment. These fees were recorded as a debt discount and were amortized over the life of the agreement. Borrowings of $12.0 million under this facility were repaid in full in May 2018. In connection with the repayment of this facility, the remaining unamortized debt discount of $66,000 was recorded as interest expense in the condensed consolidated statements of operations. Cortland Capital Market Services LLC Term Loan. One May 8, 2018, we entered into a credit agreement with Cortland Capital Market Services LLC (“Cortland”) (“Credit Agreement”). The Credit Agreement provides for a 1 st lien senior secured term loan of $35.0 million (“Term Loan”). The Term Loan bears interest at a rate per annum equal to the sum of the Libor Rate (2.35% on June 30, 2018) plus 8.75% and is payable in consecutive quarterly installments starting December 31, 2018. The Term Loan is scheduled to mature May 8, 2022. The Credit Agreement provided that any indebtedness we incurred thereunder was collateralized by substantially all assets of the Company and any domestic subsidiaries, subject to certain customary exceptions. The Credit Agreement contains customary representations and warranties and affirmative and negative covenants, including maximum consolidated leverage ratios and minimum liquidity. Upon an occurrence of an event of default, under the Credit Facility we could be required to pay interest on all outstanding obligations under the agreement at a rate of 2% above the otherwise applicable interest rate, and the lender may accelerate our obligations under the agreement. In connection with the Credit Agreement, Cortland received a warrant to purchase 850,000 shares of common stock at an exercise price of $8.30 and a term of six years. In addition, we paid financing costs of $1.1 million. The financing costs and the value of the warrant, $4.8 million, were recorded as a debt discount and are being amortized over the life of the Credit Agreement. Amortization of debt discount was $0.2 million for the three and six months ended in June 30, 2018. Outstanding borrowings consisted of the following (in thousands): June 30, December 31, 2018 2017 Term loan, current $ — $ 926 Term loan, non-current 29,361 10,908 Line of credit — 1,500 Total $ 29,361 $ 13,334 Future repayments on outstanding borrowings (excluding unamortized discount of $5.6 million as of June 30, 2018) are as follows (in thousands): Year Ended December 31, 2018 (remaining 6 months) $ 292 2019 1,750 2020 1,750 2021 1,750 2022 29,458 $ 35,000 Interest expense incurred under our borrowings was $1.2 million and $1.4 million for the three and six months ended June 30, 2018, respectively. Interest expense incurred under our borrowings was $ 0.2 million and $0. 4 million for the three and six months ended June 30, 2017, respectively. |
Segment Information
Segment Information | 6 Months Ended |
Jun. 30, 2018 | |
Segment Reporting [Abstract] | |
Segment Information | Note 8. Segment Information. We operate in one business segment, application-specific, ultra-low power NVM products. Our chief decision-maker, the President and Chief Executive Officer, evaluates our performance based on company-wide consolidated results. Revenue is evaluated based on product category and by geographic region. All of our revenue results from contracts with customers; we have no additional sources of revenue. Product revenue from customers is disaggregated based on the geographic region to which the product is delivered. Revenue by geographic region was as follows (in thousands): Three Months Ended Six Months Ended June 30, June 30, 2018 2017 2018 2017 United States $ 5,517 $ 2,713 $ 8,219 $ 5,522 Rest of Americas 150 70 285 131 Europe 3,335 2,142 6,621 4,010 Asia Pacific 9,088 8,340 18,213 14,811 Rest of world 93 147 147 245 Total $ 18,183 $ 13,412 $ 33,485 $ 24,719 Long-lived assets are attributed to the geographic region were they are located. Long-lived assets by geographic region were as follows (in thousands): June 30, December 31, 2018 2017 United States $ 5,021 $ 5,424 Asia Pacific 2,341 1,759 Europe 874 — Total property and equipment, net $ 8,236 $ 7,183 |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 9. Commitments and Contingencies. Operating Leases. The Company leases office facilities under various non-cancelable operating lease agreements. Certain lease agreements contain free or escalating rent payment provisions. The Company recognizes rent expense under such leases on a straight-line basis over the term of the lease with the difference between the expense and the payments recorded as deferred rent on the consolidated balance sheets. Any reimbursements by the landlord for tenant improvements are considered lease incentives, the balance of which is recorded as a lease incentive obligation within deferred rent on the consolidated balance sheets, and amortized as a reduction of rent expense over the life of the lease. Lease renewal periods are considered on a lease-by-lease basis in determining the lease term. On November 2, 2015, the Company entered into a lease with Peterson Ridge LLC pursuant to which the Company leased a new headquarters facility, consisting of an aggregate of approximately 34,000 square feet of space in Santa Clara, California. The initial term of the lease commenced on November 2, 2015 and is scheduled to end on July 31, 2023 and may be extended, at the Company’s option, for an additional five-year period following the initial lease term. Pursuant to the lease, monthly base rental payments due under the lease were approximately $93,000 per month between August 1, 2016 and February 27, 2017, with annual increases of approximately 3% thereafter. The Company must also pay for certain other operating costs under the lease, including operating expenses, taxes, assessments, insurance, utilities, securities and property management fees. Peterson Ridge LLC is obligated to reimburse the Company for up to approximately $2.5 million of the Company’s out-of-pocket costs associated with any tenant improvements, as defined in the lease. The Company was reimbursed for this amount during the year ended December 31, 2016. As of June 30, 2018 and December 31, 2017, the Company recorded a lease incentive obligation of $1. 8 million and $2.0 million, respectively, in deferred rent on the condensed consolidated balance sheets. Rent expense under operating leases was $0. 5 million and $0. 8 million for the three and six months ended June 30, 2018, respectively. Rent expense under operating leases was $0.3 million and $0.5 million for the three and six months ended June 30, 2017, respectively 3 Total 2018 2019 2020 2021 2022 Thereafter (in thousands) Operating leases $ 8,033 $ 960 $ 1,742 $ 1,746 $ 1,467 $ 1,325 $ 793 Purchase Commitments. As of June 30, 2018, we had purchase commitments with our third-party foundries of $3.4 million due within one year, $0. 2 million for a licensing and development agreement, and $0.4 million in conjunction with an agreement with TowerJazz Panasonic Semiconductor Company. Litigation. We may be subject to legal proceedings, claims and litigation, including intellectual property litigation, arising in the ordinary course of business. Such matters are subject to many uncertainties and outcomes and are not predictable with assurance. We accrue amounts that we believe are adequate to address any liabilities related to legal proceedings and other loss contingencies that we believe will result in a probable loss that is reasonably estimable. Indemnification. During the normal course of business, we may make certain indemnities, commitments and guarantees which may include intellectual property indemnities to certain of our customers in connection with the sales of our products and indemnities for liabilities associated with the infringement of other parties’ technology based upon our products. Our exposure under these indemnification provisions is generally limited to the total amount paid by a customer under the agreement. However, certain agreements include indemnification provisions that could potentially expose us to losses in excess of the amount received under the agreement. In addition, we indemnify our officers, directors and certain key employees while they are serving in good faith in such capacities. We have not recorded any liability for these indemnities, commitments and guarantees in the accompanying condensed consolidated balance sheets. Where necessary, we accrue for losses for any known contingent liabilities, including those that may arise from indemnification provisions, when future payment is probable. |
Common Stock, Common Stock Warr
Common Stock, Common Stock Warrants and Stock Option Plan | 6 Months Ended |
Jun. 30, 2018 | |
Equity [Abstract] | |
Common Stock, Common Stock Warrants and Stock Option Plan | Note 10. Common Stock, Common Stock Warrants and Stock Option Plan. Common Stock. We are authorized to issue 100,000,000 shares of common stock with $0.0001 par value per share as of June 30, 2018 and December 31, 2017. Each holder of common stock is entitled to one vote per share. As of June 30, 2018, no dividends have been declared by the Board of Directors, however, the holders of common stock are also entitled to receive dividends, when and if declared by our Board of Directors. We completed a follow-on offering of our common stock in June 2017. We sold 5,000,000 shares, including 625,000 shares upon exercise of the underwriters’ option to purchase additional shares. The shares were sold at a public offering price of $4.00 per share for net proceeds of $18.4 million to us, after deducting underwriting discounts, commissions and offering expenses. Common Stock Reserved for Future Issuance. As of June 30, 2018 and December 31, 2017, we had reserved shares of common stock for future issuances as follows: June 30, December 31, 2018 2017 Warrants to purchase common stock 1,239,423 389,423 Stock option plan: Options outstanding 1,717,644 1,560,453 Restricted stock units outstanding 913,781 509,894 Shares available for future grants/RSU grants 666,020 580,827 Shares available for ESPP 432,699 275,587 Total 4,969,567 3,316,184 Common Stock Warrants. In connection with the Credit Agreement (Note 7), the Company issued Cortland a warrant to purchase 850,000 shares of common stock at an exercise price of $8.30 per share with a term of six years. The grant date fair value of the warrant was approximately $4.8 million which was recorded as a debt discount and is being amortized over the life of the Credit Agreement. The fair value of the warrant was determined using the Black-Scholes Model based on the following assumptions: common stock price on date of grant of $8.70, dividend yield of 0%, volatility of 69.73%, a risk-free interest rate 2.87% and a term of 6 years. The following common stock warrants were outstanding as of June 30, 2018: Total amount of securities issuable under the outstanding warrants Exercise Price Issuance Date Expiration Date $ 30.35 2012-2013 $ 2.38 2014-2015 2022-2024 $ 8.30 $ 8.11 Common stock warrants are exercisable at the option of the holder any time after the date of issuance into shares of our common stock. During 2017, common stock warrants with an aggregate 7,378 shares of issuable common stock expired and common stock warrants with an aggregate 14,713 shares of issuable common stock were cashless exercised resulting in the issuance of 10,223 shares of common stock. Employee Benefit Plans. 2007 Equity Incentive Plan. In 2007, our Board of Directors and shareholders approved the 2007 Equity Incentive Plan (the “2007 Plan”) under which 272,727 shares of common stock were reserved and available for the issuance of stock options and restricted stock to eligible participants. The 2007 Plan was subsequently amended to increase the number of shares of common stock reserved for issuance under the 2007 Plan to 787,878 and during the year ended December 31, 2015, the number of shares reserved for issuance under the 2007 Plan was increased to 2,651,515. Options and restricted stock awards were granted at a price per share not less than the 85% of the fair value at the date of grant or award, respectively. Restricted stock awarded to persons controlling more than 10% of our stock were granted at a price per share not less than the 100% of the fair value at the date of the award. Options that were granted to new employees generally vest over a four-year period with 25% vesting at the end of one year and the remaining to vest monthly thereafter, while options that were granted to existing employees generally vest over a four-year period. Options granted generally are exercisable up to 10 years from the date of grant. As of October 26, 2015, no shares were available for grant under the 2007 Plan and all outstanding options would continue to be governed and remain outstanding in accordance with their existing terms. In addition, any shares subject to outstanding awards under the 2007 Plan that are issuable upon the exercise of options that expire or become unexercisable for any reason without having been exercised in full will be available for future grant and issuance under the 2015 Plan (as defined below). 2015 Equity Incentive Plan. In September 2015, our Board of Directors adopted, and in October 2015 our stockholders approved, our 2015 Equity Incentive Plan. The 2015 Equity Incentive Plan became effective on the date immediately prior to the date of our IPO. As a result, 1,813,272 shares of common stock previously reserved but unissued under the 2007 Plan on the effective date of the 2015 Equity Incentive Plan became reserved for issuance under our 2015 Equity Incentive Plan, and we ceased granting awards under our 2007 Plan. The number of shares reserved for issuance under our 2015 Equity Incentive Plan will increase automatically on the first day of January of each of 2016 through 2025 by the number of shares equal to 4% of the total outstanding shares of our common stock as of the immediately preceding December 31. However, our Board of Directors may reduce the amount of the increase in any particular year. Our 2015 Equity Incentive Plan authorizes the award of stock options, restricted stock awards, stock appreciation rights, restricted stock units (“RSUs”), performance awards and stock bonuses. No person will be eligible to receive more than 2,000,000 shares in any calendar year under our 2015 Equity Incentive Plan other than a new employee of ours, who will be eligible to receive no more than 4,000,000 shares under the plan in the calendar year in which the employee commences employment. The aggregate number of shares of our common stock that may be subject to awards granted to any one non-employee director pursuant to the 2015 Equity Incentive Plan in any calendar year shall not exceed 300,000. Our 2015 Equity Incentive Plan provides that no more than 25,000,000 shares will be issued as incentive stock options. 2015 Employee Stock Purchase Plan In September 2015, our Board of Directors adopted, and in October 2015 our stockholders approved, our 2015 Employee Stock Purchase Plan (“ESPP”). The 2015 Employee Stock Purchase Plan became effective on the date of our IPO. We reserved 150,000 shares of our common stock for issuance under our 2015 Employee Stock Purchase Plan. The number of shares reserved for issuance under our 2015 Employee Stock Purchase Plan will increase automatically on the first day of January following the first offering date by the number of shares equal to 1% of the total outstanding shares of our common stock as of the immediately preceding December 31 (rounded to the nearest whole share). However, our Board of Directors may reduce the amount of the increase in any particular year. The aggregate number of shares issued over the term of our 2015 Employee Stock Purchase Plan will not exceed 2,250,000 shares of our common stock. Under our 2015 Employee Stock Purchase Plan, eligible employees will be able to acquire shares of our common stock by accumulating funds through payroll deductions. Eligible employees will be able to select a rate of payroll deduction up to 15% of their base cash compensation. The purchase price for shares of our common stock purchased under our 2015 Employee Stock Purchase Plan will be 85% of the lesser of the fair market value of our common stock on (i) the first trading day of the applicable offering period and (ii) the last trading day of each purchase period in the applicable offering period. Except for the first offering period, each offering period will run for no more than six months, with purchases occurring every six months. The first offering period began upon the effective date of our IPO and was originally set to end on June 30, 2016. On May 25, 2016, the Board of Directors extended the initial offering period to July 31, 2016. Subsequent purchase periods will be 6 months in duration beginning on August 1, 2016. On July 29, 2016, we issued 68,392 shares of common stock in conjunction with the end date of the initial purchase window. During 2017, we issued 110,711 shares of common stock pursuant to the ESPP. On January 31, 2018 we issued 55,806 shares of common stock in conjunction with the end date of the latest purchase window. No participant will have the right to purchase shares of our common stock in an amount that has a fair market value greater than $25,000, determined as of the first day of the applicable purchase period, for each calendar year in which that right is outstanding. In addition, no participant will be permitted to purchase more than 2,500 shares during any one purchase period or a lesser amount as determined by our compensation committee. Our 2015 Employee Stock Purchase Plan will continue until the earlier to occur of its termination by our Board of Directors, the issuance of all shares reserved for issuance under it or the tenth anniversary of its effective date. A summary of stock option and RSUs (including performance-based RSU) activity under the 2007 Plan and the 2015 Equity Incentive Plan is as follows: Stock Options Weighted- Weighted- Average Average Remaining Aggregate Exercise Contractual Intrinsic Shares Price Term (Years) Value (aggregate intrinsic value in thousands) Outstanding as of December 31, 2015 796,356 2.49 6.5 $ 4,157 Granted 230,200 3.38 Exercised (13,112) 1.80 Canceled (21,549) 3.73 Outstanding as of December 31, 2016 991,895 2.68 6.3 $ 161 Granted 835,480 4.30 Exercised (230,123) 1.92 Canceled (36,799) 4.16 Outstanding as of December 31, 2017 1,560,453 3.63 7.6 $ 4,632 Granted 288,915 8.28 Exercised (85,750) 2.57 Canceled (45,974) 3.07 Outstanding as of June 30, 2018 1,717,644 $ 4.48 7.8 $ 6,841 Options vested and expected to vest as of June 30, 2018 1,631,709 $ 4.40 7.8 $ 6,629 Options vested and exercisable as of June 30, 2018 830,839 $ 3.24 6.6 $ 4,356 Restricted Stock Units Weighted- Weighted- Average Average Remaining Aggregate Grant Date Contractual Intrinsic Shares Fair Value Term (Years) Value (aggregate intrinsic value in thousands) Outstanding as of December 31, 2015 874,508 $ 5.95 1.8 $ 6,742 Granted 69,414 4.82 Released (438,086) 5.95 Forfeited/expired (14,882) 5.70 Outstanding as of December 31, 2016 490,954 5.80 0.5 $ 908 Granted 541,513 2.88 Released (497,009) 5.64 Forfeited/expired (25,564) 5.98 Outstanding as of December 31, 2017 509,894 2.84 1.4 $ 3,288 Granted 523,539 7.84 Released (119,652) 3.05 Forfeited/expired — — Outstanding as of June 30, 2018 913,781 $ 5.67 1.6 $ 7,674 |
Stock-based Compensation
Stock-based Compensation | 6 Months Ended |
Jun. 30, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-based Compensation | Note 11. Stock-based Compensation. We record stock-based compensation based on fair value as of the grant date using the Black-Scholes option-pricing model for stock options granted and Monte Carlo simulation techniques for certain RSUs with performance-based vesting conditions. We recognize such costs as compensation expense on a straight-line basis over the employee’s requisite service period, which is generally four years. Our valuation assumptions for stock options are as follows: Fair value of common stock. Prior to our IPO in October 2015, we estimated the fair value of our common stock using various valuation methodologies, including valuation analyses performed by third-party valuation firms. After the IPO, we used the publicly quoted price as the fair value of our common stock. Risk-free interest rate. We base the risk-free interest rate used in the Black-Scholes option-pricing model on the implied yield available on U.S. Treasury zero-coupon issues with an equivalent expected term of the options for each option group. Expected term. The expected term represents the period that our stock-based awards are expected to be outstanding. The expected term assumption is based on the simplified method in which the expected term is equal to the average of the stock-based award’s weighted-average vesting period and its contractual term. We expect to continue using the simplified method until sufficient information about historical behavior is available. Volatility. We determine volatility based on the historical stock volatility of our publicly traded stock. Dividend yield. We have never declared or paid any cash dividend and do not currently plan to pay a cash dividend in the foreseeable future. Consequently, we used an expected dividend yield of zero. The following table summarizes the weighted-average assumptions used in the Black-Scholes option-pricing model to determine fair value of stock options: Three Months Ended Six Months Ended June 30, June 30, 2018 2017 2018 2017 Volatility 69 % 85 % 69 % 86 % Expected dividend yield — — — — Risk-free rate 2.89 % 2.07 % 2.86 % 2.15 % Expected term (in years) 6 6 6 6 The weighted-average grant date fair value of the options granted under the 2015 Equity Incentive Plan as calculated using the Black-Scholes option-pricing model was $ 5.40 and $5.2 8 per share for the three and six months ended June 30, 2018, respectively. On April 1, 2017, our compensation committee granted 204,220 RSUs that do not begin vesting unless certain performance goals are met. All performance goals must be met in order for the shares to begin vesting. Vesting would begin on the one-year anniversary of the grant date. These performance goals relate to a) the price performance of our common stock one year from the grant date as compared to a threshold established by our compensation committee and b) revenue, gross profit and EBITDA performance relative to plan targets for fiscal 2017 established by our compensation committee. As a result of these performance-based vesting conditions we valued these RSUs using Monte Carlo simulation techniques to establish a fair value per share of $0.81 at the time of grant. On April 1, 2018, our compensation committee granted 102,283 RSUs that do not begin vesting unless certain performance goals are met. Vesting will not begin unless the stock performance goals are met and the number of shares eligible to begin vesting are based on Adesto’s share performance as compared to the Russell 2000 stock index which is the performance threshold established by the compensation committee. The evaluation period for the stock performance is from April 2, 2018 through March 31, 2019. Vesting would begin on the one-year anniversary of the grant date with 20% of the shares vesting immediately and the remaining 80% of the shares vesting over the next eight quarters. As a result of these performance-based vesting conditions we valued these RSUs using Monte Carlo simulation techniques to establish a fair value per share of $4.92 at the time of grant. The following table presents the effects of stock-based compensation for stock options, RSUs (including performance-based RSUs), and ESPP purchase rights (in thousands): Three Months Ended Six Months Ended June 30, June 30, 2018 2017 2018 2017 Cost of revenue $ 48 $ 30 $ 73 $ 51 Research and development 247 309 430 564 Sales and marketing 172 215 276 382 General and administrative 253 428 384 809 Total $ 720 $ 982 $ 1,163 $ 1,806 Stock-based compensation expense capitalized to inventories was not material during the three and six months ended June 30, 2018 and 2017. We did not realize any income tax benefit from stock option exercises in any of the periods presented due to recurring losses and valuation allowances. As of June 30, 2018, the total unrecognized compensation cost related to stock options, net of estimated forfeitures, was approximately $ 2.8 million, and this amount is expected to be recognized over a weighted-average period of approximately 2. 9 years. As of June 30, 2018, the total unrecognized compensation cost related to RSUs (including performance-based RSUs) and ESPP purchase rights was $ 4.2 million and $22,000, respectively, and these amounts are expected to be recognized over 2.7 years and 0.1 years, respectively. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2018 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Note 12. Income Taxes. We recorded a benefit from and provision for income tax of $37,000 and $13,000, respectively, for the three months ended June 30, 2018 and 2017, respectively, and a benefit from and provision for income tax of $16,000 and $40,000, respectively, for the six months ended June 30, 2018 and 2017, respectively . The income tax provision is comprised of estimates of current and deferred taxes in domestic and foreign jurisdictions. The income tax provision reflects tax expense associated with foreign taxes, state income tax, uncertain tax positions and tax expense related to the recording of a deferred tax liability that results from the amortization for income tax purposes of acquisition-related goodwill. The decrease in the tax provision between 2018 and 2017 is primarily due to a deferred tax benefit associated with our foreign deferred tax liability. In December 2017, the Tax Cuts and Jobs Act (the “2017 Tax Act”) was enacted. The 2017 Tax Act includes a number of changes to existing U.S. tax laws that impact us, most notably a reduction of the U.S. corporate income tax rate from 35 percent to 21 percent for tax years beginning after December 31, 2017. On December 22, 2017, Staff Accounting Bulletin No. 118 ("SAB 118") was issued to address the application of U.S. GAAP in situations when a registrant does not have the necessary information available, prepared, or analyzed (including computations) in reasonable detail to complete the accounting for certain income tax effects of the 2017 Tax Act. In accordance with SAB 118, we have determined that the provisional amount related to the mandatory deemed repatriation of deferred foreign income was $0.2 million based on cumulative foreign earnings of $0.8 million. Additional work is necessary to do a more detailed analysis of historical foreign earnings as well as potential correlative adjustments. We are continuing to gather additional information to more precisely compute the amount of deferred foreign income to be included in U.S. taxable income. Any subsequent adjustment to these amounts will be recorded in the quarter of 2018 when the analysis is complete. In January 2018, the FASB released guidance on the accounting for tax on the global intangible low-taxed income ("GILTI") provisions of the 2017 Tax Act. The GILTI provisions impose a tax on foreign income in excess of a deemed return on tangible assets of foreign corporations. The guidance indicates that either accounting for deferred taxes related to GILTI inclusions or to treat any taxes on GILTI inclusions as period cost are both acceptable methods subject to an accounting policy election. Effective January 1, 2018, we elected to treat any potential GILTI inclusions as a period cost as we are not projecting any material impact from GILTI inclusions and any deferred taxes related to any inclusion would be immaterial. As of June 30, 2018, our deferred tax assets are fully offset by a valuation allowance except in those jurisdictions where it is determined that a valuation allowance is not required. Accounting for income taxes provides for the recognition of deferred tax assets if realization of such assets is more likely than not. Based on the weight of available evidence, which includes historical operating performance, reported cumulative net losses since inception and difficulty in accurately forecasting our future results, we provided a full valuation allowance against our net U.S. deferred tax assets. We reassess the need for our valuation allowance on a quarterly basis. If it is later determined that a portion or all of the valuation allowance is not required, it generally will be a benefit to the income tax provision in the period that such determination is made. We evaluate tax positions for recognition using a more-likely-than-not recognition threshold, and those tax positions eligible for recognition are measured as the largest amount of tax benefit that is greater than 50% likely of being realized upon the effective settlement with a taxing authority that has full knowledge of all relevant information. We believe that we have provided adequate reserves for our income tax uncertainties in all open tax years. We do not anticipate a material change in the total amount or composition of its unrecognized tax benefits within 12 months of June 30, 2018. We file federal, state and foreign income tax returns in jurisdictions with varying statutes of limitations. Due to our net operating loss and credit carryforwards, our income tax returns generally remain subject to examination by federal, state and international authorities. |
Net Loss Per Share
Net Loss Per Share | 6 Months Ended |
Jun. 30, 2018 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | Note 13. Net Loss Per Share. The following outstanding common stock equivalents were excluded from the computation of diluted net loss per share for the periods presented because including them would have been antidilutive: Three Months Ended Six Months Ended June 30, June 30, 2018 2017 2018 2017 Stock options 1,717,644 1,623,371 1,717,644 1,623,371 Restricted stock units 913,781 404,136 913,781 404,136 Common stock warrants 1,239,423 765,685 1,239,423 765,685 3,870,848 2,793,192 3,870,848 2,793,192 |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
Jun. 30, 2018 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Note 14. Related Party Transactions. The Company purchases certain wafers from Altis Semiconductor S.N.C., which was acquired by X-FAB Silicon Foundries, a stockholder of the Company, in 2016. We made no payments to X-Fab Silicon Foundries during the three and six months ended June 30, 2018 and 2017. As of June 30, 2018 and December 31, 2017, there were no invoices included within accounts payable on the condensed consolidated balance sheets. |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2018 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 15. Subsequent Events. We completed a follow-on offering of our common stock in July 2018. We sold 7,705,000 shares, including 1,005,000 shares upon exercise of the underwriters’ option to purchase additional shares. The shares were sold at a public offering price of $6.00 per share for net proceeds of approximately $43.0 million to us, after deducting underwriting discounts, commissions and offering expenses . |
Organization and Summary of S22
Organization and Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Nature of Operations | Organization and Nature of Operations. Adesto Technologies Corporation (together with its subsidiaries; “Adesto”, “we”, “our”, “us” or the “Company”) was incorporated in the state of California in January 2006 and reincorporated in Delaware in October 2015. We are a leading provider of application-specific and, ultra-low power non-volatile memory (“NVM”) products. Our corporate headquarters are located in Santa Clara, California. On September 28, 2012, we purchased certain flash memory product assets from Atmel Corporation and our financial results include the operating results of those assets from the date of acquisition. |
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 (“U.S. GAAP”) for 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 U.S. GAAP to complete annual consolidated financial statements. In the opinion of our management, all adjustments (consisting of normal recurring adjustments) considered necessary to present fairly the financial position of the Company and its results of operations and cash flows for the interim periods presented have been included. Operating results for the six months ended June 30, 2018 are not necessarily indicative of the results that may be expected for the year ending December 31, 2018, for any other interim period or for any other future year. The condensed consolidated balance sheet as of December 31, 2017 was derived from the audited consolidated financial statements as of that date, but does not include all of the disclosures required by U.S. GAAP. The accompanying condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto contained in the Company’s Annual Report on Form 10‑K for the year ended December 31, 2017, filed with the Securities and Exchange Commission on March 13, 2018. The condensed consolidated financial statements include the results of our operations, and the operations of our wholly owned subsidiaries. All intercompany balances and transactions have been eliminated. There have been no material changes to our significant accounting policies described in Note 1, Organization and Summary of Significant Accounting Policies, in Notes to Consolidated Financial Statements in Item 8 of Part II of our Annual Report on Form 10‑K for the year ended December 31, 2017 that have had a material impact on our condensed consolidated financial statements and related notes, except as described below. |
Recent Accounting Pronouncements and Recently Adopted Accounting Pronouncements | Recent Accounting Pronouncements. In June 2018, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2018-07, Compensation—Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting. ASU 2018-07 applies to all entities that enter into share-based payment transactions for acquiring goods and services from nonemployees. The amendments in ASU 2018-07 expand the scope of Topic 718, Compensation - Stock Compensation, to include share-based payments transactions to nonemployees. Changes to the accounting for nonemployee awards as a result of ASU 2018-07 include: 1) equity-classified nonemployee share-based payment awards are measured at the grant date, instead of the previous requirement to remeasure the awards through the performance completion date, 2) for awards with performance conditions, compensation cost is recognized when the achievement of the performance condition is probable, rather than upon achievement, and 3) the current requirement to reassess the classification (equity or liability) for nonemployee awards upon vesting is eliminated. ASU 2018-07 clarifies that Topic 718 does not apply to financing transactions or awards granted to customers as part of a contract accounted for under Topic 606, Revenue from Contracts with Customers. The amendments in ASU 2018-07 are effective for public business entities for fiscal years beginning after December 15, 2018, and interim periods within that fiscal year. An entity should only remeasure liability-classified awards that have not been settled by the date of adoption and equity-classified awards for which the measurement date has not been established through a cumulative-effect adjustment to retained earnings as of the beginning of the fiscal year of adoption. The Company expects that the adoption will not have a material impact on its consolidated financial statements. In February 2018, FASB issued ASU No. 2018-02, Income Statement—Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income. This ASU allows a reclassification from accumulated other comprehensive income to retained earnings for stranded tax effects resulting from the Tax Cuts and Jobs Act. This ASU is effective for fiscal years beginning after December 15, 2018 and interim periods within those fiscal years. The Company expects that the adoption will not have a material impact on its consolidated financial statements. In January 2017, the FASB issued ASU No. 2017-04, Intangibles—Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment. This ASU eliminates Step 2 from the goodwill impairment test. Instead, an entity should recognize an impairment charge for the amount by which the carrying value exceeds the reporting unit’s fair value, not to exceed the total amount of goodwill allocated to that reporting unit. This ASU is effective for annual or any interim goodwill impairment tests in fiscal years beginning after December 15, 2019. The Company is currently evaluating the effect of the adoption of this ASU, but anticipates that the adoption will not have a material impact on its consolidated financial statements. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. This ASU requires instruments measured at amortized cost to be presented at the net amount expected to be collected. Entities are also required to record allowances for available-for-sale debt securities rather than reduce the carrying amount. This ASU is effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years. The Company expects that the adoption will not have a material impact on its consolidated financial statements. 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 leases. For operating leases, a lessee is required to recognize a right-of-use asset and a lease liability, initially measured at the present value of the lease payments, in the statement of financial position. This ASU is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. The Company is evaluating the effect that the adoption of this ASU will have on its consolidated financial statements. The Company currently expects that most of its operating lease commitments will be subject to the new standard and recognized as right-of-use assets and operating lease liabilities upon the adoption of ASU 2016-02, which will increase the total assets and total liabilities that it reports relative to such amounts prior to adoption. Recently Adopted Accounting Pronouncements. Adoption of ASC 606: In May 2014, the FASB issued an ASU on revenue from contracts with customers, ASU No. 2014-09, Revenue from Contracts with Customers (“Topic 606”). This standard update outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers. The guidance is effective for annual reporting periods including interim reporting reports beginning after December 15, 2017. Collectively, we refer to Topic 606, its related amendments and Subtopic 340-40 as the “new standard”. On January 1, 2018, we adopted the new standard using the modified retrospective method applied to all contracts that are not completed contracts at the date of initial application (i.e., January 1, 2018). Results for reporting periods after January 1, 2018 are presented under the new standard, while prior period amounts are not adjusted and continue to be reported in accordance with our historic accounting. There was no impact on the opening accumulated deficit as of January 1, 2018 due to the adoption of the new standard. We reclassified the allowance for ship from stock and debits (“SSDs”), price protection, rights of return and other activities to current liabilities presented as "Price adjustments and other revenue reserves" from the allowance for accounts receivable due to the adoption of the new standard. We recorded s cumulative effect adjustment to our January 1, 2018 condensed consolidated balance sheet for the impact of the reclassification of the allowance for SSDs, price protection, rights of return and other activities to current liabilities presented as “Price adjustments and other revenue reserves”. The cumulative effect of the changes made to our January 1, 2018 condensed consolidated balance sheet for the adoption of the new revenue standard were as follows (in thousands): Balance as of Adjustments Balance as of December 31, Due to January 1, 2017 ASC 606 2018 Accounts receivable, net $ 8,668 $ 3,832 $ 12,500 Price adjustments and other revenue reserves $ — $ (3,832) $ (3,832) In accordance with the new standard requirements, the disclosure of the impact of adoption on select condensed consolidated balance sheet line items was as follows (in thousands): As of June 30, 2018 As Balances without Effect of Reported ASC 606 Change Accounts receivable, net $ 17,172 $ 12,768 $ (4,404) Price adjustments and other revenue reserves $ 4,404 $ — $ 4,404 |
Revenue Recognition | Revenue Recognition. Revenue is recognized when control of the promised goods or services is transferred to customers, in an amount that reflects the consideration we expect to be entitled to in exchange for those goods or services. Sales of products with alternative use account for the majority of our revenue and are recognized at a point in time, the timing of such recognition remained the same under Topic 606. Taxes assessed by a governmental authority that are both imposed on and concurrent with a specific revenue-producing transaction, that are collected by us from a customer and deposited with the relevant government authority, are excluded from revenue. Our revenue arrangements do not contain significant financing components. Revenue is recognized over a period of time when it is assessed that performance obligations are satisfied over a period rather than at a point in time. When any of the following criteria is fulfilled, revenue is recognized over a period of time: (a) The customer simultaneously receives and consumes the benefits provided by the performance as Adesto performs. (b) Adesto’s performance creates or enhances an asset (for example, work in process) that the customer controls as the asset is created or enhanced. (c) Adesto’s performance does not create an asset with an alternative use, and Adesto has an enforceable right to payment for performance completed to date. If revenue is recognized over a period of time, we would then select an appropriate method for measuring progress toward complete satisfaction of the performance obligation, usually costs incurred to date relative to the total expected costs to the satisfaction of that performance obligation. Typically, our revenue is recognized at a point in time. Sales to certain distributors are made under arrangements which provide the distributors with price adjustments, price protection, stock rotation and other allowances under certain circumstances. These adjustments and allowances are accounted for as variable consideration. We estimate these amounts based on the expected amount to be provided to customers and reduce revenue recognized. We believe that there will not be significant changes to our estimates of variable consideration. If a customer pays consideration, or Adesto has a right to an amount of consideration that is unconditional before we transfer a good or service to the customer, those amounts are classified as deferred income/ advances received from customers which are included in other current liabilities or other long-term liabilities when the payment is made or it is due, whichever is earlier. If the arrangement includes variable contingent consideration, we recognize revenue over time if we can reasonably measure its progress, or we are capable of providing reliable information that would be required to apply an appropriate method of measuring progress. To date, we have not had any arrangements incorporating contingent consideration. Practical Expedients and Elections Sales commissions are owed and are recorded at the time of sell through of our products to end customers. These costs are recorded within sales and marketing expenses. We do not disclose the value of unsatisfied performance obligations for (i) contracts with an original expected length of one year or less and (ii) contracts for which we recognize revenue at the amount to which we have the right to invoice for services performed. We have elected to account for shipping and handling costs as fulfillment costs after the customer obtains control of the goods. These costs are recorded in cost of revenue. |
Reclassifications | Reclassifications. Certain reclassifications have been made to prior periods’ condensed consolidated financial statements to conform to the current period presentation. These reclassifications did not result in any change in previously reported total assets, stockholders’ equity or net loss. |
Use of Estimates | Use of Estimates. The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates, judgments and assumptions that affect the reported amount of assets, liabilities, revenue and expenses and related disclosures of contingent assets and liabilities. On an on-going basis, we evaluate those estimates, including those related to allowances for doubtful accounts, price adjustments and other revenue reserves, warranty accrual, inventory write-downs, valuation of long-lived assets, including property and equipment and identifiable intangible assets and goodwill, loss on purchase commitments, valuation of deferred taxes and contingencies. In addition, we use assumptions when employing the Black-Scholes option-pricing model to calculate the fair value of stock options granted and Monte Carlo simulation techniques to value certain restricted stock units with market-based vesting conditions. We base our estimates of the carrying value of certain assets and liabilities on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, when these carrying values are not readily available from other sources. Actual results could differ from these estimates. |
Product Warranty | Product Warranty. Our products are sold with a limited warranty for a period of one year, warranting that the product conforms to specifications and is free from material defects in design, materials and workmanship. To date, we have had insignificant returns of any defective production parts. During the year ended December 31, 2015, we recorded $250,000 for a specific potential warranty claim. During the years ended December 31, 2017 and 2016, $185,000 and $41,000, respectively, has been incurred relating to this potential warranty claim and during the year ended December 31, 2017 we recorded $27,000 for an additional potential warranty claim. As of June 30, 2018 and December 31, 2017, the warranty accrual was $51,000 and is included in accrued expenses and other current liabilities on the condensed consolidated balance sheets. |
Foreign Currency Translation | Foreign Currency Translation. The functional currency of our foreign subsidiaries is the local currency. In consolidation, we translate assets and liabilities at exchange rates in effect at the consolidated balance sheet date. We translate revenue and expense accounts at the average exchange rates during the period in which the transaction takes place. Net gains and losses from foreign currency translation of assets and liabilities were a gain of $100,000 and a loss of $29,000 for the three months ended June 30, 2018 and 2017, respectively, and a gain of $83,000 and a loss of $51,000 for the six months ended June 30, 2018 and 2017, respectively, and are included in the cumulative translation adjustment component of accumulated other comprehensive loss, net of tax, a component of stockholders’ equity. Net gains and losses arising from transactions denominated in currencies other than the functional currency were losses of $2,000 and $5,000 for the three months ended June 30, 2018 and 2017, respectively, and a loss of $10,000 and a gain of $8,000 for the six months ended June 30, 2018 and 2017, respectively, and are included in other expense, net in the condensed consolidated statements of operations. |
Concentration of Risk | Concentration of Risk. Our products are primarily manufactured, assembled and tested by third-party foundries and other contractors in Asia and we are heavily dependent on a single foundry in Taiwan for the manufacture of wafers and a single contractor in the Philippines for assembly and testing of our products. We do not have long-term agreements with either of these suppliers. A significant disruption in the operations of these parties would adversely impact the production of our products for a substantial period of time, which could have a material adverse effect on our business, financial condition, operating results and cash flows. Financial instruments that potentially subject us to significant concentrations of credit risk consist principally of cash and cash equivalents and accounts receivables. We place substantially all of our cash and cash equivalents on deposit with a reputable, high credit quality financial institution in the United States of America. We believe that the bank that holds substantially all of our cash and cash equivalents is financially sound and, accordingly, subject to minimal credit risk. Deposits held with the bank may exceed the amount of insurance provided on such deposits. We generally do not require collateral or other security in support of accounts receivable. We periodically review the need for an allowance for doubtful accounts by considering factors such as historical experience, credit quality, the age of the accounts receivable balances and current economic conditions that may affect a customer’s ability to pay. As a result of our favorable collection experience and customer concentration, there was no allowance for doubtful accounts as of June 30, 2018 and December 31, 2017. Customer concentrations as a percentage of revenue, net were as follows: Three Months Ended Six Months Ended June 30, June 30, 2018 2017 2018 2017 Customer A 26 % 18 % 22 % 18 % Customer B * 10 % * 10 % * Customer concentrations as a percentage of gross accounts receivable were as follows: June 30, December 31, 2018 2017 Customer A 29 % 31 % * |
Organization and Summary of S23
Organization and Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Adoption of New Revenue Standard and Impact of Adoption on Select Condensed Consolidated Balance Sheet | The cumulative effect of the changes made to our January 1, 2018 condensed consolidated balance sheet for the adoption of the new revenue standard were as follows (in thousands): Balance as of Adjustments Balance as of December 31, Due to January 1, 2017 ASC 606 2018 Accounts receivable, net $ 8,668 $ 3,832 $ 12,500 Price adjustments and other revenue reserves $ — $ (3,832) $ (3,832) In accordance with the new standard requirements, the disclosure of the impact of adoption on select condensed consolidated balance sheet line items was as follows (in thousands): As of June 30, 2018 As Balances without Effect of Reported ASC 606 Change Accounts receivable, net $ 17,172 $ 12,768 $ (4,404) Price adjustments and other revenue reserves $ 4,404 $ — $ 4,404 |
Schedule of Customer Concentration as Percentage of Total Revenue and Gross Receivable | Customer concentrations as a percentage of revenue, net were as follows: Three Months Ended Six Months Ended June 30, June 30, 2018 2017 2018 2017 Customer A 26 % 18 % 22 % 18 % Customer B * 10 % * 10 % * Customer concentrations as a percentage of gross accounts receivable were as follows: June 30, December 31, 2018 2017 Customer A 29 % 31 % * |
Acquisition (Tables)
Acquisition (Tables) | 6 Months Ended | |
Jun. 30, 2018 | Jun. 30, 2017 | |
Business Combinations [Abstract] | ||
Schedule of Purchase Price Allocation | Cash $ 267 Accounts receivable 192 Other current assets 883 Property and equipment, net 191 Intangible assets 15,340 Goodwill 34,352 Accounts payable (37) Deferred revenue (129) Earn-out liability, current (10,218) Other current liabilities (761) Deferred tax liability (1,918) Earn-out liability, non-current (3,279) Fair value of net assets acquired $ 34,883 | |
Schedule of Intangible Assets Acquired | Fair Value Useful Customer relationships $ 12,880 7 Contract backlog 210 0.5 Developed technology 1,080 5 Non-compete agreements 380 2 Trademarks 790 12 Total $ 15,340 |
Balance Sheet Components (Table
Balance Sheet Components (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Balance Sheet Related Disclosures [Abstract] | |
Schedule of Accounts Receivable, Net | Accounts receivable, net consisted of the following (in thousands): June 30, December 31, 2018 2017 Accounts receivable $ 17,172 $ 12,500 Allowance for SSDs, price protection, rights of return and other activities — (3,832) Total accounts receivable, net $ 17,172 $ 8,668 |
Schedule of Inventories | Inventories consisted of the following (in thousands): June 30, December 31, 2018 2017 Raw materials $ 1,383 $ 2,213 Work-in-process 7,063 2,408 Finished goods 3,002 1,193 Total inventories $ 11,448 $ 5,814 |
Schedule of Property and Equipment, Net | Property and equipment, net consisted of the following (in thousands): June 30, December 31, 2018 2017 Machinery and equipment $ 10,900 $ 9,457 Leasehold improvements 4,252 4,252 Computer software 675 675 TowerJazz license 350 350 Furniture and fixtures 192 83 Construction in progress 1,301 1,301 Property and equipment, at cost 17,670 16,118 Accumulated depreciation and amortization (9,434) (8,935) Property and equipment, net $ 8,236 $ 7,183 |
Schedule of Accrued Expenses and Other Current Liabilities | Accrued expenses and other current liabilities consisted of the following (in thousands): June 30, December 31, 2018 2017 Accrued sales commission payable $ 291 $ 310 Accrued manufacturing expenses 956 265 Deferred rent, current portion 439 422 Liabilities to certain customers 818 468 Accrued professional services 1,029 94 Other accrued liabilities 2,004 800 Total accrued expenses and other current liabilities $ 5,537 $ 2,359 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Fair Value Disclosures [Abstract] | |
Financial assets measured at fair value on a recurring basis | Fair Value Measurement at Reporting Date Using Significant Quoted Prices in Other Significant Active Markets Observable Unobservable for Identical Inputs Inputs Assets (Level 1) (Level 2) (Level 3) Total (in thousands) As of June 30, 2018 Assets: Money market funds $ 5,523 $ — $ — $ 5,523 As of December 31, 2017 Assets: Money market funds $ 11,501 $ — $ — $ 11,501 |
Intangible Assets, net (Tables)
Intangible Assets, net (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Assets | Intangible assets, net were as follows (in thousands): June 30, 2018 Estimated Useful Gross Carrying Accumulated Net Carrying Developed technology 10 $ 4,282 $ 2,463 $ 1,819 Developed technology 5 1,080 31 1,049 Customer relationships 12 9,011 4,318 4,693 Customer relationships 7 12,880 264 12,616 Customer backlog 1 2,779 2,779 — Contract backlog 0.5 210 60 150 Non-compete agreement 5 282 282 — Non-compete agreement 2 380 27 353 Trademarks 12 790 9 781 Total intangible assets subject to amortization $ 31,694 $ 10,233 $ 21,461 December 31, 2017 Estimated Useful Gross Carrying Accumulated Net Carrying Developed technology 10 $ 4,282 $ 2,249 $ 2,033 Customer relationships 12 9,011 3,942 5,069 Customer backlog 1 2,779 2,779 — Non-compete agreement 5 282 282 — Total intangible assets subject to amortization $ 16,354 $ 9,252 $ 7,102 |
Schedule of Amortization Expense of Intangible Assets | We recorded amortization expense related to the acquisition-related intangible assets as follows (in thousands): Three Months Ended Six Months Ended June 30, June 30, 2018 2017 2018 2017 Operating expense category: Research and development $ 138 $ 121 $ 244 $ 243 Sales and marketing 521 188 709 375 General and administrative 28 — 28 — Total $ 687 $ 309 $ 981 $ 618 |
Schedule of Finite-Lived Intangible Assets, Annual Expected Amortization Expense | The estimated future amortization expense of acquisition-related intangible assets subject to amortization after June 30, 2018 is as follows (in thousands): Year Ended December 31, 2018 (remaining 6 months) $ 1,895 2019 3,491 2020 3,368 2021 3,301 2022 3,194 Thereafter 6,212 Total $ 21,461 |
Borrowings (Tables)
Borrowings (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Debt Disclosure [Abstract] | |
Schedule of Outstanding Borrowings | Outstanding borrowings consisted of the following (in thousands): June 30, December 31, 2018 2017 Term loan, current $ — $ 926 Term loan, non-current 29,361 10,908 Line of credit — 1,500 Total $ 29,361 $ 13,334 |
Schedule of Future Repayments Of Outstanding Borrowing | Future repayments on outstanding borrowings (excluding unamortized discount of $5.6 million as of June 30, 2018) are as follows (in thousands): Year Ended December 31, 2018 (remaining 6 months) $ 292 2019 1,750 2020 1,750 2021 1,750 2022 29,458 $ 35,000 |
Segment Information (Tables)
Segment Information (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Segment Reporting [Abstract] | |
Schedule of Product Revenue from Customers Based on Geographic Region | Product revenue from customers is disaggregated based on the geographic region to which the product is delivered. Revenue by geographic region was as follows (in thousands): Three Months Ended Six Months Ended June 30, June 30, 2018 2017 2018 2017 United States $ 5,517 $ 2,713 $ 8,219 $ 5,522 Rest of Americas 150 70 285 131 Europe 3,335 2,142 6,621 4,010 Asia Pacific 9,088 8,340 18,213 14,811 Rest of world 93 147 147 245 Total $ 18,183 $ 13,412 $ 33,485 $ 24,719 |
Schedule of Long-Lived Assets by Geographic Region | Long-lived assets are attributed to the geographic region were they are located. Long-lived assets by geographic region were as follows (in thousands): June 30, December 31, 2018 2017 United States $ 5,021 $ 5,424 Asia Pacific 2,341 1,759 Europe 874 — Total property and equipment, net $ 8,236 $ 7,183 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Future Minimum Lease Payments Under Operating Leases | 3 Total 2018 2019 2020 2021 2022 Thereafter (in thousands) Operating leases $ 8,033 $ 960 $ 1,742 $ 1,746 $ 1,467 $ 1,325 $ 793 |
Common Stock, Common Stock Wa31
Common Stock, Common Stock Warrants and Stock Option Plan (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Equity [Abstract] | |
Schedule of Stock Reserved for Future Issuance | June 30, December 31, 2018 2017 Warrants to purchase common stock 1,239,423 389,423 Stock option plan: Options outstanding 1,717,644 1,560,453 Restricted stock units outstanding 913,781 509,894 Shares available for future grants/RSU grants 666,020 580,827 Shares available for ESPP 432,699 275,587 Total 4,969,567 3,316,184 |
Summary of Outstanding Common Stock Warrants | Total amount of securities issuable under the outstanding warrants Exercise Price Issuance Date Expiration Date $ 30.35 2012-2013 $ 2.38 2014-2015 2022-2024 $ 8.30 $ 8.11 |
Summary of Stock Option Activity | Stock Options Weighted- Weighted- Average Average Remaining Aggregate Exercise Contractual Intrinsic Shares Price Term (Years) Value (aggregate intrinsic value in thousands) Outstanding as of December 31, 2015 796,356 2.49 6.5 $ 4,157 Granted 230,200 3.38 Exercised (13,112) 1.80 Canceled (21,549) 3.73 Outstanding as of December 31, 2016 991,895 2.68 6.3 $ 161 Granted 835,480 4.30 Exercised (230,123) 1.92 Canceled (36,799) 4.16 Outstanding as of December 31, 2017 1,560,453 3.63 7.6 $ 4,632 Granted 288,915 8.28 Exercised (85,750) 2.57 Canceled (45,974) 3.07 Outstanding as of June 30, 2018 1,717,644 $ 4.48 7.8 $ 6,841 Options vested and expected to vest as of June 30, 2018 1,631,709 $ 4.40 7.8 $ 6,629 Options vested and exercisable as of June 30, 2018 830,839 $ 3.24 6.6 $ 4,356 |
Summary of Restricted Stock Units Activity | Restricted Stock Units Weighted- Weighted- Average Average Remaining Aggregate Grant Date Contractual Intrinsic Shares Fair Value Term (Years) Value (aggregate intrinsic value in thousands) Outstanding as of December 31, 2015 874,508 $ 5.95 1.8 $ 6,742 Granted 69,414 4.82 Released (438,086) 5.95 Forfeited/expired (14,882) 5.70 Outstanding as of December 31, 2016 490,954 5.80 0.5 $ 908 Granted 541,513 2.88 Released (497,009) 5.64 Forfeited/expired (25,564) 5.98 Outstanding as of December 31, 2017 509,894 2.84 1.4 $ 3,288 Granted 523,539 7.84 Released (119,652) 3.05 Forfeited/expired — — Outstanding as of June 30, 2018 913,781 $ 5.67 1.6 $ 7,674 |
Stock-based Compensation (Table
Stock-based Compensation (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Summary of Weighted Average Assumptions Used to Value Options | Three Months Ended Six Months Ended June 30, June 30, 2018 2017 2018 2017 Volatility 69 % 85 % 69 % 86 % Expected dividend yield — — — — Risk-free rate 2.89 % 2.07 % 2.86 % 2.15 % Expected term (in years) 6 6 6 6 |
Schedule of Employee Service Share-based Compensation for Stock Options, Restricted Stock Units and ESPP Shares | The following table presents the effects of stock-based compensation for stock options, RSUs (including performance-based RSUs), and ESPP purchase rights (in thousands): Three Months Ended Six Months Ended June 30, June 30, 2018 2017 2018 2017 Cost of revenue $ 48 $ 30 $ 73 $ 51 Research and development 247 309 430 564 Sales and marketing 172 215 276 382 General and administrative 253 428 384 809 Total $ 720 $ 982 $ 1,163 $ 1,806 |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Earnings Per Share [Abstract] | |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | Three Months Ended Six Months Ended June 30, June 30, 2018 2017 2018 2017 Stock options 1,717,644 1,623,371 1,717,644 1,623,371 Restricted stock units 913,781 404,136 913,781 404,136 Common stock warrants 1,239,423 765,685 1,239,423 765,685 3,870,848 2,793,192 3,870,848 2,793,192 |
Organization and Summary of S34
Organization and Summary of Significant Accounting Policies - Organization and Nature of Operations (Details) | Sep. 28, 2012 |
Certain Flash Memory Product Assets from Atmel Corporation [Member] | |
Business Acquisition [Line Items] | |
Date of Acquisition | Sep. 28, 2012 |
Organization and Summary of S35
Organization and Summary of Significant Accounting Policies - Revenue Recognition - Adoption of ASC 606 (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Jan. 01, 2018 | Dec. 31, 2017 | |
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||
Accounts receivable, net | $ 17,172 | $ 12,500 | $ 8,668 | [1] |
Price adjustments and other revenue reserves | 4,404 | (3,832) | ||
Calculated under Revenue Guidance in Effect before Topic 606 [Member] | Accounting Standards Update 2014-09 [Member] | ||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||
Accounts receivable, net | 12,768 | $ 8,668 | ||
Difference between Revenue Guidance in Effect before and after Topic 606 [Member] | Accounting Standards Update 2014-09 [Member] | ||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||
Accounts receivable, net | (4,404) | 3,832 | ||
Price adjustments and other revenue reserves | $ 4,404 | $ (3,832) | ||
[1] | The condensed consolidated balance sheet as of December 31, 2017 was derived from the audited consolidated financial statements as of that date. |
Organization and Summary of S36
Organization and Summary of Significant Accounting Policies - Revenue Recognition - Practical Expedients (Details) | 6 Months Ended |
Jun. 30, 2018 | |
Revenue, Remaining Performance Obligation, Optional Exemption [Abstract] | |
Revenue, Remaining Performance Obligation, Optional Exemption, Performance Obligation | true |
Organization and Summary of S37
Organization and Summary of Significant Accounting Policies - Product Warranty (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Product Warranties Disclosures [Abstract] | ||||
Product warranty | Our products are sold with a limited warranty for a period of one year, warranting that the product conforms to specifications and is free from material defects in design, materials and workmanship. | |||
Product warranty period | 1 year | |||
Product warranty accrual recorded | $ 27 | $ 250 | ||
Product warranty accrual | $ 51 | 51 | $ 250 | |
Product warranty accrual, current | $ 51 | 51 | ||
Product warranty claim incurred | $ 185 | $ 41 |
Organization and Summary of S38
Organization and Summary of Significant Accounting Policies - Foreign Currency Translation (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||||
Net gains and losses from foreign currency translation of assets and liabilities | $ 100 | $ (29) | $ 83 | $ (51) |
Net gains and losses arising from transactions denominated in currencies other than the functional currency | $ (2) | $ (5) | $ (10) | $ 8 |
Organization and Summary of S39
Organization and Summary of Significant Accounting Policies - Concentrations Risk - Allowance for Doubtful Accounts (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Allowance for doubtful accounts | $ 0 | $ 0 |
Organization and Summary of S40
Organization and Summary of Significant Accounting Policies - Concentrations Risk - Revenue (Details) - Customer Concentration Risk [Member] - Sales Revenue, Net [Member] | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Customer A [Member] | ||||
Concentration Risk [Line Items] | ||||
Concentration risk percentage (as a percent) | 26.00% | 18.00% | 22.00% | 18.00% |
Customer B [Member] | ||||
Concentration Risk [Line Items] | ||||
Concentration risk percentage (as a percent) | 10.00% | 10.00% |
Organization and Summary of S41
Organization and Summary of Significant Accounting Policies - Concentrations Risk - Accounts Receivable (Details) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2018 | Dec. 31, 2017 | |
Customer Concentration Risk [Member] | Accounts Receivable [Member] | Customer A [Member] | ||
Concentration Risk [Line Items] | ||
Concentration risk percentage (as a percent) | 29.00% | 31.00% |
Acquisition - General Informati
Acquisition - General Information (Details) | May 09, 2018 |
S3 Asic Semiconductors Limited [Member] | |
Business Combination, Description [Abstract] | |
Percentage of issued capital acquired | 100.00% |
Acquisition - Consideration Tra
Acquisition - Consideration Transferred (Details) - S3 Asic Semiconductors Limited [Member] $ in Millions | May 09, 2018USD ($) |
Business Combination, Consideration Transferred [Abstract] | |
Aggregate consideration | $ 35 |
Earn-out | $ 15 |
Acquisition - Fair Values of As
Acquisition - Fair Values of Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | May 09, 2018 | Dec. 31, 2017 | [1] |
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net [Abstract] | ||||
Goodwill | $ 34,374 | $ 22 | ||
S3 Asic Semiconductors Limited [Member] | ||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net [Abstract] | ||||
Cash | $ 267 | |||
Accounts receivable | 192 | |||
Other current assets | 883 | |||
Property and equipment, net | 191 | |||
Intangible assets | 15,340 | |||
Goodwill | 34,352 | |||
Accounts payable | (37) | |||
Deferred revenue | (129) | |||
Earn-out liability, current | (10,218) | |||
Other current liabilities | (761) | |||
Deferred tax liability | (1,918) | |||
Earn-out liability, non-current | (3,279) | |||
Fair value of net assets acquired | $ 34,883 | |||
[1] | The condensed consolidated balance sheet as of December 31, 2017 was derived from the audited consolidated financial statements as of that date. |
Acquisition - Intangible Assets
Acquisition - Intangible Assets (Details) - S3 Asic Semiconductors Limited [Member] - USD ($) $ in Thousands | May 09, 2018 | Jun. 30, 2018 |
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets acquired | $ 15,340 | |
Customer Relationships [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets acquired | $ 12,880 | |
Intangible assets, estimated useful life | 7 years | 7 years |
Order or Production Backlog [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets acquired | $ 210 | |
Intangible assets, estimated useful life | 6 months | 6 months |
Developed Technology Rights [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets acquired | $ 1,080 | |
Intangible assets, estimated useful life | 5 years | 5 years |
Noncompete Agreements [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets acquired | $ 380 | |
Intangible assets, estimated useful life | 2 years | 2 years |
Trademarks [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets acquired | $ 790 | |
Intangible assets, estimated useful life | 12 years | 12 years |
Balance Sheet Components - Acco
Balance Sheet Components - Accounts Receivable, Net - Tabular Disclosure (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Jan. 01, 2018 | Dec. 31, 2017 | |
Accounts Receivable, Net, Current [Abstract] | ||||
Accounts receivable | $ 17,172 | $ 12,500 | ||
Allowance for SSDs, price protection, rights of return and other activities | (3,832) | |||
Total accounts receivable, net | $ 17,172 | $ 12,500 | $ 8,668 | [1] |
[1] | The condensed consolidated balance sheet as of December 31, 2017 was derived from the audited consolidated financial statements as of that date. |
Balance Sheet Components - Ac47
Balance Sheet Components - Accounts Receivable, Net - Accumulated Impairment Losses (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 |
Accounts Receivable, Net, Current [Abstract] | ||
Allowance for doubtful accounts | $ 0 | $ 0 |
Balance Sheet Components - Inve
Balance Sheet Components - Inventories - Tabular Disclosure (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 | |
Inventory, Net [Abstract] | |||
Raw materials | $ 1,383 | $ 2,213 | |
Work-in-process | 7,063 | 2,408 | |
Finished goods | 3,002 | 1,193 | |
Total inventories | $ 11,448 | $ 5,814 | [1] |
[1] | The condensed consolidated balance sheet as of December 31, 2017 was derived from the audited consolidated financial statements as of that date. |
Balance Sheet Components - In49
Balance Sheet Components - Inventories - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Balance Sheet Related Disclosures [Abstract] | ||||
Realized benefit from sales of previously reserved products | $ 0.4 | $ 0.2 | $ 0.8 | $ 0.6 |
Balance Sheet Components - Prop
Balance Sheet Components - Property and Equipment - Tabular Disclosure (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 | |
Property Plant And Equipment [Line Items] | |||
Property and equipment, at cost | $ 17,670 | $ 16,118 | |
Accumulated depreciation and amortization | (9,434) | (8,935) | |
Property and equipment, net | 8,236 | 7,183 | [1] |
Machinery and Equipment [Member] | |||
Property Plant And Equipment [Line Items] | |||
Property and equipment, at cost | 10,900 | 9,457 | |
Leasehold Improvements [Member] | |||
Property Plant And Equipment [Line Items] | |||
Property and equipment, at cost | 4,252 | 4,252 | |
Software and Software Development Costs [Member] | |||
Property Plant And Equipment [Line Items] | |||
Property and equipment, at cost | 675 | 675 | |
Licensing Agreements [Member] | |||
Property Plant And Equipment [Line Items] | |||
Property and equipment, at cost | 350 | 350 | |
Furniture and Fixtures [Member] | |||
Property Plant And Equipment [Line Items] | |||
Property and equipment, at cost | 192 | 83 | |
Construction in Progress [Member] | |||
Property Plant And Equipment [Line Items] | |||
Property and equipment, at cost | $ 1,301 | $ 1,301 | |
[1] | The condensed consolidated balance sheet as of December 31, 2017 was derived from the audited consolidated financial statements as of that date. |
Balance Sheet Components - Pr51
Balance Sheet Components - Property and Equipment - Useful Lives (Details) | 6 Months Ended |
Jun. 30, 2018 | |
Tools, Dies and Molds [Member] | |
Property Plant And Equipment [Line Items] | |
Property and equipment, Estimated useful lives | 3 years |
Balance Sheet Components - Pr52
Balance Sheet Components - Property and Equipment - Depreciation and Amortization (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Balance Sheet Related Disclosures [Abstract] | ||||
Depreciation and amortization | $ 0.6 | $ 0.3 | $ 1.1 | $ 0.6 |
Balance Sheet Components - Accr
Balance Sheet Components - Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 | |
Balance Sheet Related Disclosures [Abstract] | |||
Accrued sales commission payable | $ 291 | $ 310 | |
Accrued manufacturing expenses | 956 | 265 | |
Deferred rent, current portion | 439 | 422 | |
Liabilities to certain customers | 818 | 468 | |
Accrued professional services | 1,029 | 94 | |
Other accrued liabilities | 2,004 | 800 | |
Total accrued expenses and other current liabilities | $ 5,537 | $ 2,359 | [1] |
[1] | The condensed consolidated balance sheet as of December 31, 2017 was derived from the audited consolidated financial statements as of that date. |
Fair Value Measurements - Finan
Fair Value Measurements - Financial Assets Measured at Fair Value (Details) - Fair Value, Measurements, Recurring [Member] - Money Market Funds [Member] - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Money market funds | $ 5,523 | $ 11,501 |
Fair Value, Inputs, Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Money market funds | $ 5,523 | $ 11,501 |
Fair Value Measurements - Fin55
Fair Value Measurements - Financial Liabilities Measured at Fair Value (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 |
Fair Value, Measurements, Recurring [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial liabilities, fair value at recurring basis | $ 0 | $ 0 |
Intangible Assets, net - Acquis
Intangible Assets, net - Acquisitions (Details) - USD ($) $ in Thousands | May 09, 2018 | Sep. 28, 2012 |
Certain Flash Memory Product Assets from Atmel Corporation [Member] | ||
Finite Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets acquired | $ 16,400 | |
S3 Asic Semiconductors Limited [Member] | ||
Finite Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets acquired | $ 15,340 |
Intangible Assets, net - Estima
Intangible Assets, net - Estimated Useful Life (Details) | May 09, 2018 | Jun. 30, 2018 | Dec. 31, 2017 |
Developed Technology Rights [Member] | Certain Flash Memory Product Assets from Atmel Corporation [Member] | |||
Finite Lived Intangible Assets [Line Items] | |||
Intangible assets, estimated useful life | 10 years | 10 years | |
Developed Technology Rights [Member] | S3 Asic Semiconductors Limited [Member] | |||
Finite Lived Intangible Assets [Line Items] | |||
Intangible assets, estimated useful life | 5 years | 5 years | |
Customer Relationships [Member] | Certain Flash Memory Product Assets from Atmel Corporation [Member] | |||
Finite Lived Intangible Assets [Line Items] | |||
Intangible assets, estimated useful life | 12 years | 12 years | |
Customer Relationships [Member] | S3 Asic Semiconductors Limited [Member] | |||
Finite Lived Intangible Assets [Line Items] | |||
Intangible assets, estimated useful life | 7 years | 7 years | |
Order or Production Backlog [Member] | Certain Flash Memory Product Assets from Atmel Corporation [Member] | |||
Finite Lived Intangible Assets [Line Items] | |||
Intangible assets, estimated useful life | 1 year | 1 year | |
Order or Production Backlog [Member] | S3 Asic Semiconductors Limited [Member] | |||
Finite Lived Intangible Assets [Line Items] | |||
Intangible assets, estimated useful life | 6 months | 6 months | |
Noncompete Agreements [Member] | Certain Flash Memory Product Assets from Atmel Corporation [Member] | |||
Finite Lived Intangible Assets [Line Items] | |||
Intangible assets, estimated useful life | 5 years | 5 years | |
Noncompete Agreements [Member] | S3 Asic Semiconductors Limited [Member] | |||
Finite Lived Intangible Assets [Line Items] | |||
Intangible assets, estimated useful life | 2 years | 2 years | |
Trademarks [Member] | S3 Asic Semiconductors Limited [Member] | |||
Finite Lived Intangible Assets [Line Items] | |||
Intangible assets, estimated useful life | 12 years | 12 years |
Intangible Assets, net - Schedu
Intangible Assets, net - Schedule of Intangible Assets (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 | |
Finite Lived Intangible Assets [Line Items] | |||
Gross carrying amount | $ 31,694 | $ 16,354 | |
Accumulated amortization | 10,233 | 9,252 | |
Net carrying amount | 21,461 | 7,102 | [1] |
Developed Technology Rights [Member] | Certain Flash Memory Product Assets from Atmel Corporation [Member] | |||
Finite Lived Intangible Assets [Line Items] | |||
Gross carrying amount | 4,282 | 4,282 | |
Accumulated amortization | 2,463 | 2,249 | |
Net carrying amount | 1,819 | 2,033 | |
Developed Technology Rights [Member] | S3 Asic Semiconductors Limited [Member] | |||
Finite Lived Intangible Assets [Line Items] | |||
Gross carrying amount | 1,080 | ||
Accumulated amortization | 31 | ||
Net carrying amount | 1,049 | ||
Customer Relationships [Member] | Certain Flash Memory Product Assets from Atmel Corporation [Member] | |||
Finite Lived Intangible Assets [Line Items] | |||
Gross carrying amount | 9,011 | 9,011 | |
Accumulated amortization | 4,318 | 3,942 | |
Net carrying amount | 4,693 | 5,069 | |
Customer Relationships [Member] | S3 Asic Semiconductors Limited [Member] | |||
Finite Lived Intangible Assets [Line Items] | |||
Gross carrying amount | 12,880 | ||
Accumulated amortization | 264 | ||
Net carrying amount | 12,616 | ||
Order or Production Backlog [Member] | Certain Flash Memory Product Assets from Atmel Corporation [Member] | |||
Finite Lived Intangible Assets [Line Items] | |||
Gross carrying amount | 2,779 | 2,779 | |
Accumulated amortization | 2,779 | 2,779 | |
Order or Production Backlog [Member] | S3 Asic Semiconductors Limited [Member] | |||
Finite Lived Intangible Assets [Line Items] | |||
Gross carrying amount | 210 | ||
Accumulated amortization | 60 | ||
Net carrying amount | 150 | ||
Noncompete Agreements [Member] | Certain Flash Memory Product Assets from Atmel Corporation [Member] | |||
Finite Lived Intangible Assets [Line Items] | |||
Gross carrying amount | 282 | 282 | |
Accumulated amortization | 282 | $ 282 | |
Noncompete Agreements [Member] | S3 Asic Semiconductors Limited [Member] | |||
Finite Lived Intangible Assets [Line Items] | |||
Gross carrying amount | 380 | ||
Accumulated amortization | 27 | ||
Net carrying amount | 353 | ||
Trademarks [Member] | S3 Asic Semiconductors Limited [Member] | |||
Finite Lived Intangible Assets [Line Items] | |||
Gross carrying amount | 790 | ||
Accumulated amortization | 9 | ||
Net carrying amount | $ 781 | ||
[1] | The condensed consolidated balance sheet as of December 31, 2017 was derived from the audited consolidated financial statements as of that date. |
Intangible Assets, net - Amorti
Intangible Assets, net - Amortization Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Finite Lived Intangible Assets [Line Items] | ||||
Amortization expense, acquisition related intangible assets | $ 687 | $ 309 | $ 981 | $ 618 |
Research and Development [Member] | ||||
Finite Lived Intangible Assets [Line Items] | ||||
Amortization expense, acquisition related intangible assets | 138 | 121 | 244 | 243 |
Sales and Marketing [Member] | ||||
Finite Lived Intangible Assets [Line Items] | ||||
Amortization expense, acquisition related intangible assets | 521 | $ 188 | 709 | $ 375 |
General and Administrative [Member] | ||||
Finite Lived Intangible Assets [Line Items] | ||||
Amortization expense, acquisition related intangible assets | $ 28 | $ 28 |
Intangible Assets, net - Sche60
Intangible Assets, net - Schedule of Finite-Lived Intangible Assets, Annual Expected Amortization Expense (Detail) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 | [1] |
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract] | |||
2018 (remaining 6 months) | $ 1,895 | ||
2,019 | 3,491 | ||
2,020 | 3,368 | ||
2,021 | 3,301 | ||
2,022 | 3,194 | ||
Thereafter | 6,212 | ||
Net carrying amount | $ 21,461 | $ 7,102 | |
[1] | The condensed consolidated balance sheet as of December 31, 2017 was derived from the audited consolidated financial statements as of that date. |
Investment in Unconsolidated 61
Investment in Unconsolidated Affiliates (Details) - USD ($) $ in Millions | Jun. 15, 2017 | Jun. 30, 2018 | Jun. 30, 2017 |
Investment in Unconsolidated Affiliates | |||
Notes receivable and accrued interest converted to shares | $ 0.4 | $ 0.5 | |
Shares resulting from the conversion of notes receivable and accrued interest (in shares) | 233,335 | 312,076 | |
Other Noncurrent Assets [Member] | Semitech Semiconductor Pty Ltd [Member] | |||
Investment in Unconsolidated Affiliates | |||
Investments in notes receivable | $ 0.2 |
Borrowings - Western Alliance B
Borrowings - Western Alliance Bank Term Loan (Details) $ in Thousands | Sep. 29, 2017 | Jul. 07, 2016USD ($)installment | May 31, 2018USD ($) | Jun. 30, 2018USD ($) | Jun. 30, 2017USD ($) |
Debt Instrument [Line Items] | |||||
Amortization of debt discount | $ 285 | $ 45 | |||
Term loan borrowings repaid | 12,000 | $ 3,273 | |||
Unamortized debt discount | $ 5,600 | ||||
Western Alliance Bank Term Loan [Member] | |||||
Debt Instrument [Line Items] | |||||
Facility fee | $ 150 | ||||
Debt instrument diligence fee | 25 | ||||
Debt Instrument additional fee liability | 10 | ||||
Unamortized debt discount | 25 | ||||
Secured Debt [Member] | Western Alliance Bank Term Loan [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, face amount | $ 18,000 | ||||
Borrowings mature date | Jun. 30, 2019 | ||||
Debt instrument, description of payment terms | We made interest-only payments on the Term Loan from July 2016 through September 2016 and began making interest payments and principal payments in 33 equal monthly installments starting October 2016. | ||||
Number of monthly installments | installment | 33 | ||||
Term loan borrowings repaid | $ 12,000 | ||||
Secured Debt [Member] | Western Alliance Bank Term Loan [Member] | Interest Expense [Member] | |||||
Debt Instrument [Line Items] | |||||
Unamortized debt discount | $ 66 | ||||
Revolving Credit Facility [Member] | Western Alliance Bank Term Loan [Member] | |||||
Debt Instrument [Line Items] | |||||
Line of credit facility, maximum borrowing capacity | $ 5,000 | ||||
Line of credit facility, maximum borrowing capacity as a percentage of eligible accounts receivable | 80.00% | ||||
Borrowings mature date | Jul. 31, 2018 | ||||
Prime Rate [Member] | Secured Debt [Member] | Western Alliance Bank Term Loan [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, description of variable rate basis | The Term Loan bore interest at a rate per annum equal to the greater of the prime rate or 3.5% | The Term Loan bore interest at a rate per annum equal to the greater of the prime rate or 3.5% | |||
Debt instrument, prime rate, minimum (as a percent) | 3.50% | ||||
Debt instrument, basis spread on variable rate (as a percent) | 0.75% | ||||
Prime Rate [Member] | Revolving Credit Facility [Member] | Western Alliance Bank Term Loan [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, description of variable rate basis | The Line of Credit bore interest at a rate per annum equal to the greater of the prime rate or 3.5% | The Line of Credit bore interest at a rate per annum equal to the greater of the prime rate or 3.5% | |||
Debt instrument, prime rate, minimum (as a percent) | 3.50% | ||||
Debt instrument, basis spread on variable rate (as a percent) | 0.50% |
Borrowings - Cortland Capital M
Borrowings - Cortland Capital Market Services LLC Term Loan (Details) - USD ($) $ / shares in Units, $ in Thousands | May 08, 2018 | Jun. 30, 2018 | Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2017 |
Debt Instrument [Line Items] | |||||
Unamortized debt discount | $ 5,600 | $ 5,600 | |||
Amortization of debt discount | $ 285 | $ 45 | |||
Common Stock Warrants [Member] | |||||
Debt Instrument [Line Items] | |||||
Number of shares warrants may purchase (in shares) | 1,239,423 | 1,239,423 | 389,423 | ||
Exercise price (in dollars per share) | $ 8.11 | $ 8.11 | |||
Common Stock Warrants, Cortland Capital Market Services LLC Warrant [Member] | |||||
Debt Instrument [Line Items] | |||||
Number of warrants (in shares) | 1 | ||||
Number of shares warrants may purchase (in shares) | 850,000 | 850,000 | 850,000 | ||
Number of shares each warrant may purchase (in shares) | 850,000 | ||||
Exercise price (in dollars per share) | $ 8.30 | $ 8.30 | $ 8.30 | ||
Term of warrant | 6 years | ||||
Cortland Capital Market Services LLC Term Loan [Member] | Secured Debt [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, face amount | $ 35,000 | ||||
Borrowings mature date | May 8, 2022 | ||||
Debt instrument, interest rate spread above otherwise applicable interest rate (as a percent) | 2.00% | ||||
Financing costs paid | $ 1,100 | ||||
Unamortized debt discount | $ 4,800 | ||||
Amortization of debt discount | $ 200 | $ 200 | |||
Cortland Capital Market Services LLC Term Loan [Member] | Secured Debt [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, description of variable rate basis | The Term Loan bears interest at a rate per annum equal to the sum of the Libor Rate (2.35% on June 30, 2018) | ||||
Debt instrument, basis spread on variable rate (as a percent) | 8.75% | 2.35% |
Borrowings - Outstanding Borrow
Borrowings - Outstanding Borrowings (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 | ||
Long-term Debt, Unclassified [Abstract] | ||||
Term loan, current | [1] | $ 926 | ||
Term loan, non-current | $ 29,361 | 10,908 | [1] | |
Line of credit | [1] | 1,500 | ||
Total | $ 29,361 | $ 13,334 | ||
[1] | The condensed consolidated balance sheet as of December 31, 2017 was derived from the audited consolidated financial statements as of that date. |
Borrowings - Unamortized Discou
Borrowings - Unamortized Discount (Details) $ in Millions | Jun. 30, 2018USD ($) |
Debt Instrument, Unamortized Discount [Abstract] | |
Unamortized debt discount | $ 5.6 |
Borrowings - Future Repayments
Borrowings - Future Repayments on Outstanding Borrowings (Details) $ in Thousands | Jun. 30, 2018USD ($) |
Long-term Debt, Fiscal Year Maturity [Abstract] | |
2018 (remaining 6 months) | $ 292 |
2,019 | 1,750 |
2,020 | 1,750 |
2,021 | 1,750 |
2,022 | 29,458 |
Borrowing outstanding prior to accounting for debt discount | $ 35,000 |
Borrowings - Interest Expense (
Borrowings - Interest Expense (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Interest Expense, Debt [Abstract] | ||||
Interest expense (excluding unamortized discount) | $ 1.2 | $ 0.2 | $ 1.4 | $ 0.4 |
Segment Information - General I
Segment Information - General Information (Details) - segment | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Segment Reporting [Abstract] | ||||
Number of business segments | 1 | 1 | 1 | 1 |
Segment Information - Revenue b
Segment Information - Revenue by Geographic Region (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Revenue, net | $ 18,183 | $ 13,412 | $ 33,485 | $ 24,719 |
United States [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Revenue, net | 5,517 | 2,713 | 8,219 | 5,522 |
Rest of Americas [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Revenue, net | 150 | 70 | 285 | 131 |
Europe [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Revenue, net | 3,335 | 2,142 | 6,621 | 4,010 |
Asia Pacific [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Revenue, net | 9,088 | 8,340 | 18,213 | 14,811 |
Rest of World [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Revenue, net | $ 93 | $ 147 | $ 147 | $ 245 |
Segment Information - Long-Live
Segment Information - Long-Lived Assets by Geographic Region (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Property and equipment, net | $ 8,236 | $ 7,183 | [1] |
United States [Member] | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Property and equipment, net | 5,021 | 5,424 | |
Asia Pacific [Member] | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Property and equipment, net | 2,341 | $ 1,759 | |
Europe [Member] | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Property and equipment, net | $ 874 | ||
[1] | The condensed consolidated balance sheet as of December 31, 2017 was derived from the audited consolidated financial statements as of that date. |
Commitments and Contingencies -
Commitments and Contingencies - Operating Leases (Details) - Headquarters Facility in Santa Clara [Member] $ in Thousands | Nov. 02, 2015USD ($)ft² | Jun. 30, 2018USD ($) | Dec. 31, 2017USD ($) |
Operating Leased Assets [Line Items] | |||
Base monthly rent during the extension period | $ 93 | ||
Area leased (in sqft) | ft² | 34,000 | ||
Lease Expiration Date | Jul. 31, 2023 | ||
Optional Lease Extension Term | 5 years | ||
Annual increase of monthly rent after February 27, 2017 | 3.00% | ||
Reimbursement for out-of-pocket costs associated with any tenant improvements | $ 2,500 | ||
Lease incentive obligation, noncurrent | $ 1,800 | $ 2,000 |
Commitments and Contingencies72
Commitments and Contingencies - Rent Expense (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | ||||
Rent expense under operating leases | $ 0.5 | $ 0.3 | $ 0.8 | $ 0.5 |
Commitments and Contingencies73
Commitments and Contingencies - Future Minimum Lease Payments Under Operating Leases (Details) $ in Thousands | Jun. 30, 2018USD ($) |
Operating Leases, Future Minimum Payments Due, Fiscal Year Maturity [Abstract] | |
Total | $ 8,033 |
2,018 | 960 |
2,019 | 1,742 |
2,020 | 1,746 |
2,021 | 1,467 |
2,022 | 1,325 |
Thereafter | $ 793 |
Commitments and Contingencies74
Commitments and Contingencies - Purchase Commitments (Details) $ in Millions | 6 Months Ended |
Jun. 30, 2018USD ($) | |
Purchase Commitments with Third-party Foundries [Member] | |
Purchase Commitment, Excluding Long-term Commitment [Line Items] | |
Purchase commitments | $ 3.4 |
Purchase commitment, period | 1 year |
Licensing and Development Agreement [Member] | |
Purchase Commitment, Excluding Long-term Commitment [Line Items] | |
Purchase commitments | $ 0.2 |
Agreement with TowerJazz Panasonic Semiconductor Company [Member] | |
Purchase Commitment, Excluding Long-term Commitment [Line Items] | |
Purchase commitments | $ 0.4 |
Common Stock, Common Stock Wa75
Common Stock, Common Stock Warrants and Stock Option Plan - Common Stock (Details) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2018Vote$ / sharesshares | Dec. 31, 2017Vote$ / sharesshares | |
Common Stock, Number of Shares, Par Value and Other Disclosures [Abstract] | ||
Common stock, shares authorized (in shares) | shares | 100,000,000 | 100,000,000 |
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Voting right common stock holder | Each holder of common stock is entitled to one vote per share. | Each holder of common stock is entitled to one vote per share. |
Common stock, votes per share (in votes) | Vote | 1 | 1 |
Common stock, dividends declared | $ 0 | $ 0 |
Common Stock, Common Stock Wa76
Common Stock, Common Stock Warrants and Stock Option Plan - Public Offering (Details) $ / shares in Units, $ in Thousands | 1 Months Ended | 6 Months Ended |
Jun. 30, 2017USD ($)$ / sharesshares | Jun. 30, 2017USD ($)$ / shares | |
Subsidiary, Sale of Stock [Line Items] | ||
Proceeds from public offering, net of underwriting discounts and commissions | $ | $ 18,364 | |
Follow-on Offering [Member] | ||
Subsidiary, Sale of Stock [Line Items] | ||
Stock issued (in shares) | shares | 5,000,000 | |
Share price (in dollars per share) | $ / shares | $ 4 | $ 4 |
Proceeds from public offering, net of underwriting discounts and commissions | $ | $ 18,400 | |
Over-Allotment Option [Member] | ||
Subsidiary, Sale of Stock [Line Items] | ||
Stock issued (in shares) | shares | 625,000 |
Common Stock, Common Stock Wa77
Common Stock, Common Stock Warrants and Stock Option Plan - Stock Reserved for Future Issuance (Details) - shares | Jun. 30, 2018 | Dec. 31, 2017 | Sep. 30, 2015 |
Class of Stock [Line Items] | |||
Common stock, capital shares reserved for future issuance (in shares) | 4,969,567 | 3,316,184 | |
Common Stock Warrants [Member] | |||
Class of Stock [Line Items] | |||
Warrants to purchase common stock (in shares) | 1,239,423 | 389,423 | |
Stock Options [Member] | |||
Class of Stock [Line Items] | |||
Common stock, capital shares reserved for future issuance (in shares) | 1,717,644 | 1,560,453 | |
Restricted Stock Units (RSUs) [Member] | |||
Class of Stock [Line Items] | |||
Common stock, capital shares reserved for future issuance (in shares) | 913,781 | 509,894 | |
Shares available for future grants (in shares) | 666,020 | 580,827 | |
Employee Stock [Member] | |||
Class of Stock [Line Items] | |||
Common stock, capital shares reserved for future issuance (in shares) | 432,699 | 275,587 | 150,000 |
Common Stock, Common Stock Wa78
Common Stock, Common Stock Warrants and Stock Option Plan - Common Stock Warrants - Warrant Issued (Details) - USD ($) $ / shares in Units, $ in Millions | Jun. 30, 2018 | May 08, 2018 | Dec. 31, 2017 |
Class of Warrant or Right [Line Items] | |||
Unamortized debt discount | $ 5.6 | ||
Cortland Capital Market Services LLC Term Loan [Member] | Secured Debt [Member] | |||
Class of Warrant or Right [Line Items] | |||
Unamortized debt discount | $ 4.8 | ||
Common Stock Warrants [Member] | |||
Class of Warrant or Right [Line Items] | |||
Number of shares warrants may purchase (in shares) | 1,239,423 | 389,423 | |
Exercise price (in dollars per share) | $ 8.11 | ||
Common Stock Warrants, Cortland Capital Market Services LLC Warrant [Member] | |||
Class of Warrant or Right [Line Items] | |||
Number of warrants (in shares) | 1 | ||
Number of shares warrants may purchase (in shares) | 850,000 | 850,000 | |
Number of shares each warrant may purchase (in shares) | 850,000 | ||
Exercise price (in dollars per share) | $ 8.30 | $ 8.30 | |
Term of warrant | 6 years |
Common Stock, Common Stock Wa79
Common Stock, Common Stock Warrants and Stock Option Plan - Common Stock Warrants - Fair Value Measurement Inputs (Details) - Common Stock Warrants, Cortland Capital Market Services LLC Warrant [Member] | May 08, 2018Yitem$ / shares |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Warrants, valuation technique | us-gaap:ValuationTechniqueOptionPricingModelMember |
Measurement Input, Share Price [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Warrants, measurement input | $ / shares | 8.70 |
Measurement Input, Expected Dividend Rate [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Warrants, measurement input | 0 |
Measurement Input, Price Volatility [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Warrants, measurement input | 0.6973 |
Measurement Input, Risk Free Interest Rate [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Warrants, measurement input | 0.0287 |
Measurement Input, Expected Term [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Warrants, measurement input | Y | 6 |
Common Stock, Common Stock Wa80
Common Stock, Common Stock Warrants and Stock Option Plan - Common Stock Warrants - Tabular Disclosure (Details) - $ / shares | Jun. 30, 2018 | May 08, 2018 | Dec. 31, 2017 |
Common Stock Warrants [Member] | |||
Class of Warrant or Right [Line Items] | |||
Warrants to purchase common stock (in shares) | 1,239,423 | 389,423 | |
Exercise Price (in dollars per share) | $ 8.11 | ||
Common Stock Warrants One [Member] | |||
Class of Warrant or Right [Line Items] | |||
Warrants to purchase common stock (in shares) | 74,141 | ||
Exercise Price (in dollars per share) | $ 30.35 | ||
Common Stock Warrants Two [Member] | |||
Class of Warrant or Right [Line Items] | |||
Warrants to purchase common stock (in shares) | 315,282 | ||
Exercise Price (in dollars per share) | $ 2.38 | ||
Common Stock Warrants, Cortland Capital Market Services LLC Warrant [Member] | |||
Class of Warrant or Right [Line Items] | |||
Warrants to purchase common stock (in shares) | 850,000 | 850,000 | |
Exercise Price (in dollars per share) | $ 8.30 | $ 8.30 |
Common Stock, Common Stock Wa81
Common Stock, Common Stock Warrants and Stock Option Plan - Common Stock Warrants - Additional Information (Details) - Common Stock Warrants [Member] | 12 Months Ended |
Dec. 31, 2017shares | |
Class of Warrant or Right [Line Items] | |
Warrants expired (in shares) | 7,378 |
Warrants exercised (in shares) | 14,713 |
Shares issued upon exercising warrants (in shares) | 10,223 |
Common Stock, Common Stock Wa82
Common Stock, Common Stock Warrants and Stock Option Plan - 2007 Equity Incentive Plan (Details) - shares | 6 Months Ended | |||||
Jun. 30, 2018 | Dec. 31, 2017 | Dec. 31, 2015 | Oct. 26, 2015 | Dec. 31, 2007 | Jan. 31, 2007 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Common stock, capital shares reserved for future issuance (in shares) | 4,969,567 | 3,316,184 | ||||
Stock Options [Member] | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Common stock, capital shares reserved for future issuance (in shares) | 1,717,644 | 1,560,453 | ||||
2007 Plan [Member] | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Common stock, capital shares reserved for future issuance (in shares) | 2,651,515 | 787,878 | 272,727 | |||
Percentage of fair market value of common stock (as a percent) | 85.00% | |||||
Vesting period | 4 years | |||||
Number of shares available for grant (in shares) | 0 | |||||
2007 Plan [Member] | New Employee [Member] | Share-based Compensation Award, Tranche One [Member] | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Vesting percentage in year one (as a percent) | 25.00% | |||||
2007 Plan [Member] | Stock Options [Member] | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Exercisable period | 10 years | |||||
2007 Plan [Member] | Restricted Stock [Member] | Persons controlling more than 10% of Company's stock [Member] | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Percentage of fair market value of common stock (as a percent) | 100.00% |
Common Stock, Common Stock Wa83
Common Stock, Common Stock Warrants and Stock Option Plan - 2015 Equity Incentive Plan (Details) - shares | 6 Months Ended | ||
Jun. 30, 2018 | Dec. 31, 2017 | Oct. 26, 2015 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Common stock, capital shares reserved for future issuance (in shares) | 4,969,567 | 3,316,184 | |
2015 Equity Incentive Plan [Member] | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Common stock, capital shares reserved for future issuance (in shares) | 1,813,272 | ||
Stock option grants description | The number of shares reserved for issuance under our 2015 Equity Incentive Plan will increase automatically on the first day of January of each of 2016 through 2025 by the number of shares equal to 4% of the total outstanding shares of our common stock as of the immediately preceding December 31. | ||
Percentage threshold of outstanding shares increased annually under the plan (as a percent) | 4.00% | ||
Incentive stock options, maximum shares that may be issued (in shares) | 25,000,000 | ||
Existing Employee [Member] | 2015 Equity Incentive Plan [Member] | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Common stock shares authorized for issuance (in shares) | 2,000,000 | ||
New Employee [Member] | 2015 Equity Incentive Plan [Member] | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Common stock shares authorized for issuance (in shares) | 4,000,000 | ||
Non Employee Director [Member] | 2015 Equity Incentive Plan [Member] | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Common stock shares authorized for issuance (in shares) | 300,000 |
Common Stock, Common Stock Wa84
Common Stock, Common Stock Warrants and Stock Option Plan - 2015 Employee Stock Purchase Plan (Details) - USD ($) | Jan. 31, 2018 | Jul. 29, 2016 | Sep. 30, 2015 | Jun. 30, 2018 | Dec. 31, 2017 |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Common stock, capital shares reserved for future issuance (in shares) | 4,969,567 | 3,316,184 | |||
Employee Stock [Member] | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Common stock, capital shares reserved for future issuance (in shares) | 150,000 | 432,699 | 275,587 | ||
Employee stock purchase plan description | The number of shares reserved for issuance under our 2015 Employee Stock Purchase Plan will increase automatically on the first day of January following the first offering date by the number of shares equal to 1% of the total outstanding shares of our common stock as of the immediately preceding December 31 (rounded to the nearest whole share). | ||||
Percentage threshold of outstanding shares increased annually under the plan (as a percent) | 1.00% | ||||
Common stock shares authorized for issuance (in shares) | 2,250,000 | ||||
Payroll deduction (as a percent) | 15.00% | ||||
Percentage of fair market value of common stock (as a percent) | 85.00% | ||||
Shares issued (in shares) | 55,806 | 68,392 | 110,711 | ||
Maximum fair market value, that would permit employee to purchase common stock under plan | $ 25,000 | ||||
Maximum number of shares issued each participants (in shares) | 2,500 |
Common Stock, Common Stock Wa85
Common Stock, Common Stock Warrants and Stock Option Plan - Stock Option Activity (Details) - Stock Options [Member] - USD ($) $ / shares in Units, $ in Thousands | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Shares | ||||
Outstanding, beginning of period (in shares) | 1,560,453 | 991,895 | 796,356 | |
Granted (in shares) | 288,915 | 835,480 | 230,200 | |
Exercised (in shares) | (85,750) | (230,123) | (13,112) | |
Cancelled (in shares) | (45,974) | (36,799) | (21,549) | |
Outstanding, end of period (in shares) | 1,717,644 | 1,560,453 | 991,895 | 796,356 |
Weighted Average Exercise Price | ||||
Outstanding, beginning of period (in dollars per share) | $ 3.63 | $ 2.68 | $ 2.49 | |
Granted (in dollars per share) | 8.28 | 4.30 | 3.38 | |
Exercised (in dollars per share) | 2.57 | 1.92 | 1.80 | |
Cancelled (in dollars per share) | 3.07 | 4.16 | 3.73 | |
Outstanding, end of period (in dollars per share) | $ 4.48 | $ 3.63 | $ 2.68 | $ 2.49 |
Additional information | ||||
Weighted Average Remaining Contractual Term (Years) | 7 years 9 months 18 days | 7 years 7 months 6 days | 6 years 3 months 18 days | 6 years 6 months |
Aggregate Intrinsic Value | $ 6,841 | $ 4,632 | $ 161 | $ 4,157 |
Options vested and exercisable, end of period (in shares) | 830,839 | |||
Options vested and exercisable, end of period (in dollars per share) | $ 3.24 | |||
Options vested and exercisable | 6 years 7 months 6 days | |||
Options vested and exercisable as of June 30, 2018 | $ 4,356 | |||
Vested and expected to vest | ||||
Options vested and expected to vest, end of period (in shares) | 1,631,709 | |||
Options vested and expected to vest, end of period (in dollars per share) | $ 4.40 | |||
Options vested and expected to vest | 7 years 9 months 18 days | |||
Options vested and expected to vest as of June 30, 2018 | $ 6,629 |
Common Stock, Common Stock Wa86
Common Stock, Common Stock Warrants and Stock Option Plan - Restricted Stock Units - Activity (Details) - Restricted Stock Units (RSUs) [Member] - USD ($) $ / shares in Units, $ in Thousands | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Shares | ||||
Outstanding, beginning of period (in shares) | 509,894 | 490,954 | 874,508 | |
Granted (in shares) | 523,539 | 541,513 | 69,414 | |
Released (in shares) | (119,652) | (497,009) | (438,086) | |
Forfeited/expired (in shares) | (25,564) | (14,882) | ||
Outstanding, end of period (in shares) | 913,781 | 509,894 | 490,954 | 874,508 |
Weighted Average Grant Date Fair Value | ||||
Outstanding, beginning of period (in dollars per share) | $ 2.84 | $ 5.80 | $ 5.95 | |
Granted (in dollars per share) | 7.84 | 2.88 | 4.82 | |
Released (in dollars per share) | 3.05 | 5.64 | 5.95 | |
Forfeited/expired (in dollars per share) | 5.98 | 5.70 | ||
Outstanding, end of period (in dollars per share) | $ 5.67 | $ 2.84 | $ 5.80 | $ 5.95 |
Weighted Average Remaining Contractual Term (Years) | ||||
Weighted Average Remaining Contractual Term (Years) | 1 year 7 months 6 days | 1 year 4 months 24 days | 6 months | 1 year 9 months 18 days |
Aggregate Intrinsic Value | ||||
Outstanding, end of period | $ 7,674 | $ 3,288 | $ 908 | $ 6,742 |
Stock-based Compensation - Gene
Stock-based Compensation - General Information (Details) - Stock Options [Member] | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Employee's requisite service period | 4 years | |||
Expected dividend yield (as a percent) | 0.00% | 0.00% | 0.00% | 0.00% |
Stock-based Compensation - Weig
Stock-based Compensation - Weighted Average Assumptions Used to Value Options (Details) - Stock Options [Member] | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | ||||
Volatility (as a percent) | 69.00% | 85.00% | 69.00% | 86.00% |
Expected dividend yield (as a percent) | 0.00% | 0.00% | 0.00% | 0.00% |
Risk-free rate (as a percent) | 2.89% | 2.07% | 2.86% | 2.15% |
Expected term (in years) | 6 years | 6 years | 6 years | 6 years |
Stock-based Compensation - We89
Stock-based Compensation - Weighted Average Grant Date Fair Value of Options Granted (Details) - $ / shares | 3 Months Ended | 6 Months Ended |
Jun. 30, 2018 | Jun. 30, 2018 | |
Stock Options [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | ||
Weighted-average grant date fair value of the options granted (in dollars per share) | $ 5.40 | $ 5.28 |
Stock-based Compensation - Perf
Stock-based Compensation - Performance-based RSUs (Details) - Performance-based Restricted Stock Units [Member] | Apr. 01, 2018item$ / sharesshares | Apr. 01, 2017$ / sharesshares |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Granted (in shares) | shares | 102,283 | 204,220 |
Vesting period | 1 year | 1 year |
Number of quarters | item | 8 | |
Fair value per share at the time of grant (in dollars per share) | $ / shares | $ 4.92 | $ 0.81 |
Vesting Immediately Member | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Vesting percentage in year one (as a percent) | 20.00% | |
Vesting Over Next Eight Quarters Member | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Vesting percentage in year one (as a percent) | 80.00% |
Stock-based Compensation - Shar
Stock-based Compensation - Share-based Compensation (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Stock-based compensation expense | $ 720 | $ 982 | $ 1,163 | $ 1,806 |
Cost of Revenue [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Stock-based compensation expense | 48 | 30 | 73 | 51 |
Research and Development [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Stock-based compensation expense | 247 | 309 | 430 | 564 |
Sales and Marketing [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Stock-based compensation expense | 172 | 215 | 276 | 382 |
General and Administrative [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Stock-based compensation expense | $ 253 | $ 428 | $ 384 | $ 809 |
Stock-based Compensation - Unre
Stock-based Compensation - Unrecognized Compensation Cost (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2018USD ($) | |
Stock Options [Member] | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Unrecognized compensation cost | $ 2,800 |
Expected to be recognized over a weighted-average period | 2 years 10 months 24 days |
Restricted Stock Units (RSUs) [Member] | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Unrecognized compensation cost | $ 4,200 |
Expected to be recognized over a weighted-average period | 2 years 8 months 12 days |
Employee Stock [Member] | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Unrecognized compensation cost | $ 22 |
Expected to be recognized over a weighted-average period | 1 month 6 days |
Income Taxes - Provision (Detai
Income Taxes - Provision (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Income Tax Disclosure [Abstract] | ||||
Provision for (benefit from) income taxes | $ (37) | $ 13 | $ (16) | $ 40 |
Income Taxes - Tax Cuts and Job
Income Taxes - Tax Cuts and Jobs Act (Details) - USD ($) $ in Millions | 6 Months Ended | 12 Months Ended |
Jun. 30, 2018 | Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | ||
Federal tax at statutory rate (as a percent) | 21.00% | 35.00% |
Provisional amount related to the mandatory deemed repatriation of deferred foreign income | $ 0.2 | |
Cumulative foreign earnings | $ 0.8 |
Net Loss Per Share (Details)
Net Loss Per Share (Details) - shares | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 3,870,848 | 2,793,192 | 3,870,848 | 2,793,192 |
Stock Options [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 1,717,644 | 1,623,371 | 1,717,644 | 1,623,371 |
Restricted Stock Units (RSUs) [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 913,781 | 404,136 | 913,781 | 404,136 |
Common Stock Warrants [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 1,239,423 | 765,685 | 1,239,423 | 765,685 |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) $ in Thousands | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2017 | |
Related Party Transactions [Abstract] | |||
Payments to related party | $ 0 | $ 0 | |
Accounts payable to related party | $ 0 | $ 0 |
Subsequent Events (Details)
Subsequent Events (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 6 Months Ended | |
Jul. 31, 2018 | Jun. 30, 2017 | Jun. 30, 2017 | |
Subsequent Event [Line Items] | |||
Proceeds from public offering, net of underwriting discounts and commissions | $ 18,364 | ||
Follow-on Offering [Member] | |||
Subsequent Event [Line Items] | |||
Stock issued (in shares) | 5,000,000 | ||
Share price (in dollars per share) | $ 4 | $ 4 | |
Proceeds from public offering, net of underwriting discounts and commissions | $ 18,400 | ||
Over-Allotment Option [Member] | |||
Subsequent Event [Line Items] | |||
Stock issued (in shares) | 625,000 | ||
Subsequent Event [Member] | Follow-on Offering [Member] | |||
Subsequent Event [Line Items] | |||
Stock issued (in shares) | 7,705,000 | ||
Share price (in dollars per share) | $ 6 | ||
Proceeds from public offering, net of underwriting discounts and commissions | $ 43,000 | ||
Subsequent Event [Member] | Over-Allotment Option [Member] | |||
Subsequent Event [Line Items] | |||
Stock issued (in shares) | 1,005,000 |