Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Mar. 23, 2017 | Jun. 30, 2016 | |
Document And Entity Information [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2016 | ||
Document Fiscal Year Focus | 2,016 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | mram | ||
Entity Registrant Name | EVERSPIN TECHNOLOGIES INC | ||
Entity Central Index Key | 1,438,423 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Public Float | $ 0 | ||
Entity Common Stock, Shares Outstanding | 12,500,178 |
Condensed Balance Sheets
Condensed Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 29,727 | $ 2,307 |
Accounts receivable, net | 3,170 | 1,909 |
Amounts due from related parties | 486 | 564 |
Inventory | 5,069 | 4,176 |
Prepaid expenses and other current assets | 1,050 | 190 |
Total current assets | 39,502 | 9,146 |
Property and equipment, net | 1,920 | 1,654 |
Intangible assets, net | 132 | |
Other assets | 50 | 29 |
Total assets | 41,472 | 10,961 |
Current liabilities: | ||
Accounts payable | 1,502 | 1,162 |
Accrued liabilities | 1,811 | 1,755 |
Amounts due to related parties | 1,359 | 3,812 |
Deferred income on shipments to distributors | 1,827 | 1,440 |
Current portion of long-term debt | 3,884 | 1,175 |
Total current liabilities | 10,383 | 9,344 |
Redeemable convertible preferred stock warrant liability | 437 | |
Deferred revenue | 229 | |
Long-term debt, net of current portion | 4,218 | 6,739 |
Total liabilities | 14,601 | 16,749 |
Commitments and contingencies | ||
Redeemable convertible preferred stock, $0.0001 par value per share; zero and 68,080,000 shares authorized as of December 31, 2016 and 2015, zero and 2,486,199 shares issued and outstanding as of December 31, 2016 and 2015 | 64,642 | |
Stockholders' equity (deficit): | ||
Preferred stock, $0.0001 par value per share; 5,000,000 and zero shares authorized as of December 31, 2016 and 2015 , zero shares issued and outstanding as of December 31, 2016 and 2015 | ||
Common stock, $0.0001 par value per share; 100,000,000 and 175,000,000 shares authorized as of December 31, 2016 and 2015, 12,498,128 and 3,015,281 shares issued and outstanding as of December 31, 2016 and 2015 | 1 | |
Additional paid-in capital | 123,309 | 9,301 |
Accumulated deficit | (96,439) | (79,731) |
Total stockholders' equity (deficit) | 26,871 | (70,430) |
Total liabilities, redeemable convertible preferred stock and stockholders' equity (deficit) | $ 41,472 | $ 10,961 |
Condensed Balance Sheets (Paren
Condensed Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2016 | Dec. 31, 2015 |
Statement of Financial Position [Abstract] | ||
Redeemable convertible preferred stock, par value | $ 0.0001 | $ 0.0001 |
Redeemable convertible preferred stock, shares authorized | 0 | 68,080,000 |
Redeemable convertible preferred stock, shares issued | 0 | 2,486,199 |
Redeemable convertible preferred stock, shares outstanding | 0 | 2,486,199 |
Preferred Stock, Par Value | $ 0.0001 | $ 0.0001 |
Preferred Stock, Shares Authorized | 5,000,000 | 0 |
Preferred Stock, Shares Issued | 0 | 0 |
Preferred Stock, Shares Outstanding | 0 | 0 |
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 100,000,000 | 175,000,000 |
Common stock, shares issued | 12,498,128 | 3,015,281 |
Common stock, shares outstanding | 12,498,128 | 3,015,281 |
Condensed Statements of Operati
Condensed Statements of Operations and Comprehensive Loss - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Statement [Abstract] | |||
Product sales (including related party sales of $2,378 and $3,472 and $3,191 for the years ended December 31, 2016, 2015 and 2014) | $ 26,611 | $ 25,875 | $ 23,071 |
Licensing and royalty revenue | 483 | 671 | 1,825 |
Total revenue | 27,094 | 26,546 | 24,896 |
Cost of sales | 12,395 | 12,568 | 11,806 |
Gross profit | 14,699 | 13,978 | 13,090 |
Operating expenses: | |||
Research and development | 19,233 | 21,126 | 12,664 |
General and administrative | 7,281 | 6,565 | 7,085 |
Sales and marketing | 3,706 | 3,823 | 3,259 |
Total operating expenses | 30,220 | 31,514 | 23,008 |
Loss from operations | (15,521) | (17,536) | (9,918) |
Interest expense | (2,347) | (653) | (263) |
Other income (expense), net | 1,160 | 6 | (2) |
Net loss and comprehensive loss | $ (16,708) | $ (18,183) | $ (10,183) |
Net loss per common share, basic and diluted | $ (3.53) | $ (7.12) | $ (4) |
Weighted-average shares used to compute net loss per common share, basic and diluted | 4,738,496 | 2,552,205 | 2,544,578 |
Condensed Statements of Operat5
Condensed Statements of Operations and Comprehensive Loss (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Statement [Abstract] | |||
Related party sales | $ 2,378 | $ 3,472 | $ 3,191 |
Statements of Redeemable Conver
Statements of Redeemable Convertible Preferred Stock and Stockholders' Equity (Deficit) - USD ($) $ in Thousands | Global FoundriesCommon Stock | Global FoundriesAdditional Paid-In Capital | Global Foundries | Common StockInitial Public Offering | Common StockPrivate Placement | Common Stock | Additional Paid-In CapitalInitial Public Offering | Additional Paid-In CapitalPrivate Placement | Additional Paid-In Capital | Accumulated Deficit | Initial Public Offering | Private Placement | Total |
Balance at Dec. 31, 2013 | $ 6,172 | $ (51,365) | $ (45,193) | ||||||||||
Balance (in shares) at Dec. 31, 2013 | 2,542,337 | ||||||||||||
Increase (Decrease) in Stockholders' Equity | |||||||||||||
Issuance of common stock | $ 1 | $ 1 | |||||||||||
Stock issued during period (in shares) | 461,538 | 9,848 | |||||||||||
Issuance of common stock upon exercise of stock options | 41 | 41 | |||||||||||
Compensation expense related to vesting of common stock issued to GLOBAL FOUNDRIES | 107 | 107 | |||||||||||
Stock-based compensation expense | 799 | 799 | |||||||||||
Net loss | (10,183) | (10,183) | |||||||||||
Balance at Dec. 31, 2014 | 7,120 | (61,548) | (54,428) | ||||||||||
Balance (in shares) at Dec. 31, 2014 | 3,013,723 | ||||||||||||
Increase (Decrease) in Stockholders' Equity | |||||||||||||
Issuance of common stock upon exercise of stock options | 4 | $ 4 | |||||||||||
Issuance of common stock upon exercise of stock options (in shares) | 1,558 | 1,558 | |||||||||||
Compensation expense related to vesting of common stock issued to GLOBAL FOUNDRIES | 1,761 | $ 1,761 | |||||||||||
Stock-based compensation expense | 416 | 416 | |||||||||||
Net loss | (18,183) | (18,183) | |||||||||||
Balance at Dec. 31, 2015 | 9,301 | (79,731) | (70,430) | ||||||||||
Balance (in shares) at Dec. 31, 2015 | 3,015,281 | ||||||||||||
Increase (Decrease) in Stockholders' Equity | |||||||||||||
Conversion of redeemable convertible preferred stock to common stock | 64,642 | 64,642 | |||||||||||
Conversion of redeemable convertible preferred stock to common stock (in shares) | 2,486,199 | ||||||||||||
Conversion of convertible promissory notes | 8,634 | 8,634 | |||||||||||
Conversion of convertible promissory notes (in shares) | 1,361,009 | ||||||||||||
Reclassification of redeemable convertible preferred stock warrant liability to additional paid in capital | 65 | 65 | |||||||||||
Issuance of common stock | $ 1 | $ 33,863 | $ 4,650 | $ 33,864 | $ 4,650 | ||||||||
Stock issued during period (in shares) | 5,000,000 | 625,000 | |||||||||||
Issuance of common stock upon exercise of stock options | 48 | $ 48 | |||||||||||
Issuance of common stock upon exercise of stock options (in shares) | 10,639 | 10,639 | |||||||||||
Compensation expense related to vesting of common stock issued to GLOBAL FOUNDRIES | 965 | $ 965 | |||||||||||
Stock-based compensation expense | 1,141 | 1,141 | |||||||||||
Net loss | (16,708) | (16,708) | |||||||||||
Balance at Dec. 31, 2016 | $ 1 | $ 123,309 | $ (96,439) | $ 26,871 | |||||||||
Balance (in shares) at Dec. 31, 2016 | 12,498,128 |
Statements of Redeemable Conve7
Statements of Redeemable Convertible Preferred Stock and Stockholders' Equity (Deficit) - Redeemable - USD ($) $ in Thousands | Redeemable Convertible Preferred Stock | Total |
Balance at Dec. 31, 2013 | $ 52,599 | |
Balance (in shares) at Dec. 31, 2013 | 2,023,040 | |
Increase (Decrease) in Redeemable Convertible Preferred Stock | ||
Issuance of Series B redeemable convertible stock | $ 10,027 | |
Issuance of Series B redeemable convertible stock (in shares) | 385,641 | |
Conversion of convertible promissory notes | $ 2,016 | |
Conversion of convertible promissory notes (in shares) | 77,518 | |
Balance at Dec. 31, 2014 | $ 64,642 | |
Balance (in shares) at Dec. 31, 2014 | 2,486,199 | |
Balance at Dec. 31, 2015 | $ 64,642 | $ 64,642 |
Balance (in shares) at Dec. 31, 2015 | 2,486,199 | 2,486,199 |
Increase (Decrease) in Redeemable Convertible Preferred Stock | ||
Conversion of redeemable convertible preferred stock to common stock | $ (64,642) | $ 64,642 |
Conversion of redeemable convertible preferred stock to common stock (in shares) | (2,486,199) | |
Conversion of convertible promissory notes | $ 8,634 | |
Balance (in shares) at Dec. 31, 2016 | 0 |
Condensed Statement of Cash Flo
Condensed Statement of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Cash flows from operating activities | |||
Net loss | $ (16,708) | $ (18,183) | $ (10,183) |
Adjustments to reconcile net loss to net cash used in operating activities: | |||
Depreciation and amortization | 826 | 1,340 | 1,517 |
Loss on disposal of property and equipment | 80 | ||
Stock-based compensation | 1,141 | 416 | 799 |
Change in fair value of redeemable convertible preferred stock warrant liability | (372) | (15) | (6) |
Change in fair value of derivative liability | (798) | ||
Non-cash interest expense | 1,183 | 232 | 98 |
Compensation expense related to vesting of common stock to GLOBALFOUNDRIES | 965 | 1,761 | 107 |
Changes in operating assets and liabilities: | |||
Accounts receivable | (1,261) | 339 | (579) |
Amounts due from related parties | 78 | 102 | (455) |
Prepaid expenses and other current assets | (860) | (77) | 52 |
Inventory | (893) | (431) | (297) |
Other assets | (21) | (10) | 63 |
Accounts payable | 340 | 233 | 514 |
Accrued liabilities | 56 | 428 | 73 |
Amounts due to related parties | (2,453) | 3,328 | (142) |
Deferred income on shipments to distributors | 387 | (362) | 501 |
Deferred revenue | (229) | 229 | |
Net cash used in operating activities | (18,539) | (10,670) | (7,938) |
Cash flows from investing activities | |||
Purchases of property and equipment | (1,040) | (1,295) | (525) |
Net cash used in investing activities | (1,040) | (1,295) | (525) |
Cash flows from financing activities | |||
Proceeds from convertible promissory notes-related party | 8,500 | ||
Proceeds from debt | 1,500 | 8,000 | 4,000 |
Payments on debt | (1,325) | (3,000) | (281) |
Payments of debt issuance costs | (40) | (130) | (76) |
Payments on capital lease obligation | (198) | (226) | |
Proceeds from issuance of convertible preferred stock | 10,027 | ||
Proceeds from exercise of stock options | 48 | 4 | 41 |
Proceeds from issuance of common stock | 1 | ||
Proceeds from issuance of common stock in connection with initial public offering, net of offering costs | 33,864 | ||
Net proceeds from issuance of common stock in private placement, net of issuance costs | 4,650 | ||
Net cash provided by financing activities | 46,999 | 4,648 | 13,712 |
Net increase (decrease) in cash and cash equivalents | 27,420 | (7,317) | 5,249 |
Cash and cash equivalents at beginning of period | 2,307 | 9,624 | 4,375 |
Cash and cash equivalents at end of period | 29,727 | 2,307 | 9,624 |
Supplementary cash flow information: | |||
Interest Paid | 806 | 421 | 165 |
Interest paid to related party | 359 | ||
Non-cash investing and financing activities: | |||
Purchase of property and equipment under capital lease obligations | 431 | ||
Conversion of convertible promissory notes into common stock | 8,634 | 2,016 | |
Issuance of warrants with debt | $ 307 | $ 106 | |
Conversion of redeemable preferred stock into common stock | 64,642 | ||
Reclassification to additional paid-in capital | $ 65 |
Organization and Operations
Organization and Operations | 12 Months Ended |
Dec. 31, 2016 | |
Organization and Operations | |
Organization and Operations | 1. Organization and Operations Everspin Technologies, Inc. (the “Company”) was incorporated in Delaware on May 16, 2008. The Company’s magnetoresistive random access memory (MRAM) solutions offer the persistence of non-volatile memory with the speed and endurance of random access memory (RAM) and enable the protection of mission critical data particularly in the event of power interruption or failure. The Company’s MRAM products allow its customers in the industrial, automotive and transportation, and enterprise storage markets to design high performance, power efficient and reliable systems without the need for bulky batteries or capacitors. Reverse Stock Split In September 2016, the Company effected a 1-for-26 reverse stock split of all outstanding shares of the Company’s capital stock, including common stock and redeemable convertible preferred stock. All share, option, convertible promissory notes, warrant, and per share information presented in the financial statements has been adjusted to reflect the stock split on a retroactive basis for all periods presented and all share information is rounded down to the nearest whole share after reflecting the stock split. Initial Public Offering and Concurrent Private Placement On October 7, 2016, the Company’s Registration Statement on Form S‑1 (File No. 333‑213569) relating to the initial public offering, (“IPO”), of its common stock was declared effective by the Securities and Exchange Commission (“SEC”). Pursuant to such Registration Statement, the Company sold 5,000,000 shares at an initial public offering price of $8.00 per share for net proceeds of $33.9 million to the Company, net of underwriting discounts and commissions, and offering costs. Concurrent with the IPO, the Company issued 625,000 shares of its common stock in a private placement for net proceeds of $4.7 million, after deducting the placement agent fee. In connection with the IPO, the following events occurred: · An aggregate of 2,486,199 shares of the Company’s common stock were issued to the holders of the redeemable convertible preferred stock upon the conversion of all shares of redeemable convertible preferred stock into common stock immediately prior to the closing of the IPO. · The outstanding balance of the convertible promissory notes payable including accrued interest was converted into 1,361,009 shares of common stock. · All of the outstanding redeemable convertible preferred stock warrants converted to warrants to purchase shares of common stock upon the closing of the IPO. Ability to continue as a going concern The Company believes that its existing cash and cash equivalents as of December 31, 2016, together with the additional borrowings available under its credit facility, will be sufficient to meet its anticipated cash requirements through March 31, 2018. The Company’s ability to access the revolving loan under its credit facility depends upon levels of its accounts receivable and, therefore, the full amount may not be available at any specific time. The Company’s future capital requirements beyond March 2018 will depend on many factors, including its growth rate, the timing and extent of its spending to support research and development activities, the timing and cost of establishing additional sales and marketing capabilities, and the introduction of new products. The Company may be required to seek additional equity or debt financing, and such additional financing may not be available on acceptable terms or at all. If the Company is unable to raise additional capital or generate sufficient cash from operations to adequately fund its operations, it will need to curtail planned activities to reduce costs. Doing so will likely harm its ability to execute on its business plan. If the Company raises additional funds through issuances of equity, convertible debt securities or other securities convertible into equity, its existing stockholders could suffer significant dilution in their percentage ownership of the Company, and any new equity securities issued could have rights, preferences and privileges senior to those of holders of common stock. If the Company is unable to obtain adequate financing or financing on satisfactory terms, when required, its ability to continue to grow or support its business and to respond to business challenges could be significantly limited. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2016 | |
Summary of Significant Accounting Policies | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies Use of Estimates The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). The preparation of the financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. On an ongoing basis, management evaluates its estimates, including those related to revenue recognition, fair value of assets and liabilities, inventory, income taxes, redeemable convertible preferred stock and related warrants, common stock, and stock-based compensation. Actual results could differ from those estimates and assumptions. Segments The Company’s chief operating decision maker is its Chief Executive Officer. The Company operates its business as one operating segment for purposes of assessing performance and making operating decisions. All of the Company’s assets are maintained in the United States. The Company derives its revenue from domestic and international markets, based on the billing address of the customer. Cash and Cash Equivalents The Company considers all highly liquid, short-term investments with maturity dates of three months or less at the date of purchase to be cash equivalents. The Company’s cash equivalents consist of money market funds. Accounts Receivable Accounts receivable are recorded at the invoiced amount and do not bear interest. The Company generally does not require collateral or other security in support of accounts receivable. Allowances are provided for individual accounts receivable when the Company becomes aware of a customer’s inability to meet its financial obligations, such as in the case of bankruptcy, deterioration in the customer’s operating results or change in financial position. If circumstances related to customers change, estimates of the recoverability of receivables would be further adjusted. The Company also considers a number of factors in evaluating the sufficiency of its allowance for doubtful accounts, including the length of time receivables are past due, significant one-time events, creditworthiness of customers and historical experience. Account balances are charged off against the allowance after all means of collection have been exhausted and the potential for recovery is considered remote. At December 31, 2016 and 2015, there was no allowance for doubtful accounts. The Company also establishes an allowance for product returns. The Company analyzes historical returns, current economic trends and changes in customer demand and acceptance of products when evaluating the adequacy of sales returns. As the returns are processed as credits on future purchases, the allowance is recorded against the balance of trade accounts receivable. The allowance was $188,000 and $344,000 at December 31, 2016 and 2015, respectively. Concentration of Credit Risk Financial instruments that potentially expose the Company to a concentration of credit risk consist principally of cash and cash equivalents that are held by a financial institution in the United States and accounts receivable. Amounts on deposit with a financial institution may at times exceed federally insured limits. The Company maintains its cash accounts with high credit quality financial institutions and accordingly, minimal credit risk exists with respect to the financial institutions. Significant customers are those which represent more than 10% of the Company’s total revenue or gross accounts receivable balance at each respective balance sheet date. For the purposes of this disclosure, we define “customer” as the entity that is purchasing the products directly from the Company, which includes the distributors of our products in addition to end customers that we sell to directly. For each significant customer, revenue as a percentage of total revenue and accounts receivable as a percentage of total accounts receivable, net are as follows: Revenue Accounts Receivable Year Ended December 31, December 31, Customers 2016 2015 2014 2016 2015 Customer A % % % % % Customer B * Customer C * * * * Customer D * * * * Customer E * * * * Inventory Inventory is valued at the lower of cost, using the first-in, first-out or specific identification method, or market. The carrying value of inventory is adjusted for excess and obsolete inventory based on inventory age, shipment history and the forecast of demand over a specific future period. At the point of loss recognition, a new lower cost basis for that inventory is established and subsequent changes in facts and circumstances do not result in the restoration or increase in that new cost basis. Fair Value of Financial Instruments The Company discloses and recognizes the fair value of its assets and liabilities using a hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (an exit price) in an orderly transaction between market participants at the reporting date. The hierarchy gives the highest priority to valuations based upon unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to valuations based upon unobservable inputs that are significant to the valuation (Level 3 measurements). The guidance establishes three levels of the fair value hierarchy as follows: Level 1 —Inputs are unadjusted quoted prices in active markets for identical assets or liabilities at the measurement date. Level 2— Inputs (other than quoted market prices included in Level 1) are either directly or indirectly observable for the asset or liability through correlation with market data at the measurement date and for the duration of the instrument’s anticipated life. Level 3 —Inputs reflect management’s best estimate of what market participants would use in pricing the asset or liability at the measurement date. Consideration is given to the risk inherent in the valuation technique and the risk inherent in the inputs to the model. The carrying value of accounts receivable, accounts payable, and other accruals readily convertible into cash approximate fair value because of the short-term nature of the instruments. The carrying value of the Company’s variable interest rate debt, excluding unamortized debt issuance costs, approximates fair value. The Company’s financial instruments consist of Level 1 assets and Level 3 liabilities. Where quoted prices are available in an active market, securities are classified as Level 1. Level 1 assets consist primarily of highly liquid money market funds that are included in cash equivalents. Level 3 liabilities consist of the redeemable convertible preferred stock warrant liability and derivative liability. Generally, increases or decreases in the fair value of the underlying redeemable convertible preferred stock would result in a directionally similar impact in the fair value measurement of the warrant liability. The following table sets forth the fair value of the Company’s financial assets and liabilities measured at fair value on a recurring basis based on the three-tier fair value hierarchy (in thousands): December 31, 2016 Level 1 Level 2 Level 3 Total Assets: Money market funds $ $ — $ — $ Total assets measured at fair value $ $ — $ — $ December 31, 2015 Level 1 Level 2 Level 3 Total Assets: Money market funds $ $ — $ — $ Total assets measured at fair value $ $ — $ — $ Liabilities: Redeemable convertible preferred stock warrant liability $ — $ — $ $ Total liabilities measured at fair value $ — $ — $ $ The following table sets forth a summary of the changes in the fair value of the redeemable convertible preferred stock warrant liability, a Level 3 financial liability, which is measured on a recurring basis (in thousands): December 31, 2016 2015 2014 Beginning balance $ $ $ Issuance of redeemable convertible preferred stock warrants — Change in fair value recorded in other income (expense), net Reclassification to additional paid-in capital — — Ending balance $ — $ $ The key assumptions used in the Black-Scholes option-pricing model for the valuation of the redeemable convertible preferred stock warrants were: Year Ended December 31, 2016 2015 2014 Expected volatility 42.4 – 52.0 % 43.6 – 52.9 % 52.8 - 53.8 % Risk-free interest rate 1.22 – 1.86 % 1.76 – 2.27 % 1.81 – 2.17 % Expected term (in years) 4 – 9 5 – 10 6 – 10 Exercise price $ $ $ Dividend yield — % — % — % The following table sets forth a summary of the changes in the fair value of the derivative liability, a Level 3 financial liability, which is measured on a recurring basis (in thousands): Balance at December 31, 2015 $ — Issuance of derivative liability Change in fair value recorded in other income (expense), net Reclassification to additional paid-in capital Balance at December 31, 2016 $ — The Company estimates the fair value of the derivative liability using a with- and without-model and the probability-weighted expected return method, which estimates a discounted value based upon analyses of various future outcomes, such as an equity financing with proceeds greater than $5.0 million, an IPO, a merger or sale, and staying private. The with- and without-model calculates the value of the Company’s convertible debt with the features being evaluated for separate accounting, and an identical instrument without those features. The outcomes of each scenario in the probability-weighted expected return method are based upon a market multiple approach, that involves various market multiples and projected financial information, as well as option-pricing models, to reflect optionality within features of the convertible debt instrument. The change in fair value is recognized as a gain or loss in the other income (expense), net line on the statements of operations and comprehensive loss. See Note 9 for additional information regarding the derivative liability in connection with the convertible promissory notes. Property and Equipment Property and equipment are stated at cost, less accumulated depreciation and amortization. Depreciation begins at the time the asset is placed in service. Maintenance and repairs are charged to operations as incurred. Depreciation is computed using the straight-line method over the following estimated useful lives of the assets: Useful Lives Computer and network equipment 2 years Manufacturing equipment 2 – 7 years Furniture and fixtures 7 years Software 3 years Leasehold improvements are amortized over the shorter of the lease term or useful life. Upon sale or retirement of assets, the cost and related accumulated depreciation are removed from the balance sheet and the resulting gain or loss is reflected in operations. Amortization expense of assets acquired through capital leases is included in the statements of operations and comprehensive loss. Impairment of Long-lived Assets The Company evaluates its long-lived assets, including property and equipment, for impairment whenever events or changes in circumstances indicate that the carrying value of these assets may not be recoverable. Recoverability of these assets is measured by comparison of the carrying amount of each asset to the future undiscounted cash flows the asset is expected to generate over its remaining life. If the asset is considered to be impaired, the amount of any impairment is measured as the difference between the carrying value and the fair value of the impaired asset. There have been no impairments of the Company’s long-lived assets during any of the periods presented. Intangible Assets Intangible assets consist of the cost of acquired technology for use in research and development activities. Costs associated with patent applications, patent prosecution, patent defense and maintenance of patents are charged to expense as incurred. Intangible assets were fully amortized as of December 31, 2016. Redeemable Convertible Preferred Stock Warrant Liability Warrants for shares that were contingently redeemable were classified as liabilities on the balance sheet at their estimated fair value because the shares underlying the warrants may have obligated the Company to transfer assets to the holders at a future date under certain circumstances such as a deemed liquidation event. The warrants were subject to re-measurement at each balance sheet date and the change in fair value, if any, was recognized as other income (expense), net in the statements of operations. The Company adjusted the liability for changes in fair value until the completion of the IPO in October 2016, at which time all redeemable convertible preferred stock warrants were converted into warrants to purchase common stock and the liability was reclassified to additional paid-in capital and no longer subject to remeasurement. Revenue Recognition The Company recognizes revenue when the following criteria are met: persuasive evidence of an arrangement exists; the price is fixed or determinable; delivery has occurred and title passed; and collectibility is reasonably assured. For sales to original equipment manufacturers (OEMs) and contract manufacturers, this occurs generally upon shipment. Provisions for product returns and allowances are recorded in the same period as related revenues. The Company analyzes historical returns, current economic trends and changes in customer demand and acceptance of product when evaluating the adequacy of sales returns and other allowances, which are netted against accounts receivable, as these are processed as credits against future purchases or balances outstanding. The Company sells the majority of its products to its distributors at a uniform list price. However, distributors resell the Company’s products to end customers at a very broad range of individually negotiated price points. Distributors are provided with price concessions subsequent to delivery of product to them depending on their end customer and sales price. These concessions are based on a variety of factors, including customer, product, quantity, geography and competitive differentiation. Price protection rights grant distributors the right to a credit in the event of declines in the price of the Company’s products. Under these circumstances, the Company remits back to the distributor a portion of their original purchase price after the resale transaction is completed in the form of a credit against the distributors’ outstanding accounts receivable balance. The credits are on a per unit basis and are not given to the distributor until the distributor provides information regarding the sale to their end customer. Revenue on shipments to distributors is deferred as the price is not fixed or determinable until delivery has been made by the distributor to its customer and the final sales price has been established. At the time of shipment to distributors, the Company records a trade receivable for the selling price as there is a legally enforceable obligation of the distributor to pay for the product delivered, inventory is reduced by the carrying value of goods shipped, and the net of these amounts, the gross profit, is recorded as deferred income on shipments to distributors on the balance sheet. The amount of gross profit that will be ultimately recognized in the statements of operations on such sales could be lower than the deferred income recorded on the balance sheets as a result of credits granted to distributors from the price protection rights. The Company is unable to estimate the credits to the distributors due to the wide variability of negotiated price concessions granted to them. Thus, a portion of the “deferred income on shipments to distributors” balance represents the amount of distributors’ original purchase price that will be credited back to the distributor in the future. The wide range and variability of negotiated price concessions granted to distributors does not allow the Company to accurately estimate the portion of the balance in the deferred income on shipments to distributor accounts that will be credited back to the distributor. Therefore, the Company does not reduce deferred income on shipments to distributors or accounts receivable by anticipated future price concessions rather, price concessions are recorded against deferred income on shipments to distributors when incurred, which is generally at the time the distributor sells the product. At December 31, 2016, the Company had $2.9 million of deferred revenue and $1.1 million of deferred cost of sales recognized as $1.8 million of deferred income on shipments to distributors. At December 31, 2015, the Company had $2.6 million of deferred revenue and $1.2 million of deferred cost of sales recognized as $1.4 million of deferred income on shipments to distributors. Products returned by distributors and subsequently scrapped have historically been immaterial to the Company’s results of operations. The Company routinely evaluates the risk of impairment of the deferred cost of sales component of the deferred income on shipments to distributors account. Because of the historically immaterial amounts of inventory that have been scrapped, and historically rare instances where discounts given to a distributor result in a price less than our cost, the Company believes the deferred costs are recorded at their approximate carrying values. For licenses of technology, recognition of revenue is dependent upon whether the Company delivered rights to the technology, and whether there are future performance obligations. In some instances, the license agreements call for future milestones to be met for amounts to be due from the customer. In such scenarios, revenue is recognized using the milestone method, whereby revenue is recognized upon the completion of substantive milestones once the customers acknowledge the milestones have been met and the collection of the amounts are reasonably assured. Royalties received are recognized when reported to the Company, which generally coincides with the receipt of payment. Product Warranty The Company generally sells products with a limited warranty of product quality and a limited indemnification of customers against intellectual property infringement claims related to the Company’s products. The Company accrues for known warranty and indemnification issues if a loss is probable and can be reasonably estimated, and accrues for estimated losses incurred for unidentified issues based on historical experience. A warranty liability was not recorded at December 31, 2016 and 2015, as the estimated future warranty costs were insignificant based on the Company’s historical experience. Research and Development Research and development expenses are incurred in support of internal development programs or as part of our joint development agreement with GLOBALFOUNDRIES (see Note 9). Research and development expenses include personnel-related costs (including stock-based compensation), circuit design costs, purchases of materials and laboratory supplies, fabrication and packaging of experimental integrated circuit products, depreciation of research and development related capital equipment and overhead, and are expensed as incurred. Stock-based Compensation The Company measures its stock-based awards made to employees based on the estimated fair value of the awards as of the grant date using the Black-Scholes option-pricing model. Stock-based compensation expense is recognized over the requisite service period using the straight-line method and is based on the value of the portion of stock-based payment awards that is ultimately expected to vest. As such, the Company’s stock-based compensation is reduced for the estimated forfeitures at the date of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates. Stock-based compensation expense for options granted to non-employees as consideration for services received is measured on the date of performance at the fair value of the consideration received or the fair value of the equity instruments issued, using the Black-Scholes option-pricing model, whichever can be more reliably measured. Compensation expense for options granted to non-employees is periodically remeasured as the underlying options vest. Income Taxes The Company uses the liability method of accounting for income taxes. Under this method, deferred tax assets and liabilities are determined based on the differences between the financial reporting and the tax bases of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. The Company must then assess the likelihood that the resulting deferred tax assets will be realized. A valuation allowance is provided when it is more likely than not that some portion or all of a deferred tax asset will not be realized. Due to the Company’s lack of earnings history, the net deferred tax assets have been fully offset by a valuation allowance. The Company recognizes benefits of uncertain tax positions if it is more likely than not that such positions will be sustained upon examination based solely on their technical merits, as the largest amount of benefit that is more likely than not to be realized upon the ultimate settlement. The Company’s policy is to recognize interest and penalties related to the underpayment of income taxes as a component of income tax expense or benefit. To date, there have been no interest or penalties charged in relation to the unrecognized tax benefits. Comprehensive Loss Comprehensive loss represents all changes in stockholders’ equity (deficit) except those resulting from and distributions to stockholders. The Company’s comprehensive loss was equal to its net loss for all periods presented. Net Loss per Common Share Basic net loss per common share is calculated by dividing the net loss by the weighted-average number of shares of common stock outstanding for the period less shares subject to repurchase, without consideration of potentially dilutive securities. Diluted net loss per common share is the same as basic net loss per common share since the effect of potentially dilutive securities is anti-dilutive. Recent Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2014‑09, Revenue from Contracts with Customers. Areas of revenue recognition that will be affected include, but are not limited to, transfer of control, variable consideration, allocation of transfer pricing, licenses, time value of money, contract costs and disclosures. The new standard permits adoption either by using (i) a full retrospective approach for all periods presented in the period of adoption or (ii) a modified retrospective approach with the cumulative effect of initially applying the new standard recognized at the date of initial application and providing certain additional disclosures. The new standard is effective for annual reporting periods beginning after December 15, 2017, with early adoption permitted for annual reporting periods beginning after December 15, 2016. As described in the Company's significant accounting policies, the Company currently defers the revenue and cost of sales on shipments to distributors until the distributor sells the product to their end customer. Upon adoption of ASU 2014-09, and subsequent improvements including ASU 2015-14, Deferral of Effective Date, ASU 2016-08, Principal versus Agent Considerations, ASU 2016-10, Identifying Performance Obligations and Licensing, and ASU 2016-12, Narrow Scope Improvements and Practical Expedients, the Company will no longer defer revenue until sale by the distributor to the end customer, but rather, will be required to estimate the effects of returns and allowances provided to distributors and record revenue at the time of sale to the distributor. The Company plans on adopting this standard on January 1, 2018 and is currently evaluating the impact that the adoption of the standard will have on its financial statements. The Company has not yet elected a transition method. In July 2015, the FASB issued ASU No. 2015‑11, Simplifying the Measurement of Inventory, which requires an entity to measure in scope inventory at the lower of cost and net realizable value. Net realizable value is the estimated selling price in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. This ASU is effective for fiscal years and interim periods within those years beginning after December 15, 2016. The adoption of this standard is not expected to have a material impact on the Company’s financial statements. In November 2015, FASB issued ASU No. 2015‑17, Balance Sheet Classification of Deferred Taxes, which is intended to simplify and improve how deferred taxes are classified on the balance sheet. The guidance in this ASU eliminates the current requirement to present deferred tax assets and liabilities as current and noncurrent in a classified balance sheet and now requires entities to classify all deferred tax assets and liabilities as noncurrent. The guidance is effective for annual periods beginning after December 15, 2016, and for interim periods within those annual periods. Early adoption is permitted. The adoption of this standard is not expected to have a material impact on the Company’s financial statements. In February 2016, the FASB issued ASU No. 2016‑02, Leases, which establishes a comprehensive new lease accounting model. The new standard: (a) clarifies the definition of a lease; (b) requires a dual approach to lease classification similar to current lease classifications; and (c) causes lessees to recognize leases on the balance sheet as a lease liability with a corresponding right-of-use asset for leases with a lease-term of more than twelve months. This ASU is effective for fiscal years and interim periods within those years beginning after December 15, 2018. The Company is currently evaluating the impact that the adoption of ASU 2016‑02 will have on its financial statements and related disclosures. In March 2016, the FASB issued ASU No. 2016‑09, Compensation-Stock Compensation (Topic 718) Improvements to Employee Share-Based Payment Accounting, which is intended to simplify several aspects of the accounting for employee share-based payment transactions, including the income tax consequences, the determination of forfeiture rates, classification of awards as either equity or liabilities, and classification on the statement of cash flows. This ASU is effective for fiscal years and interim periods within those years beginning after December 15, 2016, and early adoption is permitted. The Company is currently evaluating the impact that the adoption of ASU 2016‑09 will have on its financial statements and related disclosures. In June 2016, the FASB issued ASU No. 2016‑13, Financial Instruments – Credit Losses (Topic 326), which is intended to provide financial statement users with more useful information about expected credit losses on financial assets held by a reporting entity at each reporting date. The new standard replaces the existing incurred loss impairment methodology with a methodology that requires consideration of a broader range of reasonable and supportable forward-looking information to estimate all expected credit losses. The amended guidance is effective for fiscal years and interim periods within those years beginning after December 15, 2019, and early adoption is permitted. The Company is currently evaluating the impact that the adoption of ASU 2016‑13 will have on its financial statements and related disclosures. In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments. ASU 2016-15 identifies how certain cash receipts and cash payments are presented and classified in the Statement of Cash Flows. The standard is effective for fiscal years and interim periods beginning after December 15, 2017. The standard should be applied retrospectively and early adoption is permitted, including adoption in an interim period. The Company is currently in the process of evaluating the impact that the standard will have on its financial statements. |
Balance Sheet Components
Balance Sheet Components | 12 Months Ended |
Dec. 31, 2016 | |
Balance Sheet Components | |
Balance Sheet Components | 3. Balance Sheet Components Inventory Inventory consisted of the following (in thousands): December 31, 2016 2015 Raw materials $ $ Work-in-process Finished goods Total inventory $ $ Property and Equipment, Net Property and equipment, net consisted of the following (in thousands): December 31, 2016 2015 Manufacturing equipment $ $ Computer and network equipment Furniture and fixtures Software Leasehold improvements Total property and equipment, gross Less: accumulated depreciation Total property and equipment, net $ $ Depreciation and amortization expense during the years ended December 31, 2016, 2015 and 2014 was $0.7 million, $1.2 million and $1.3 million, respectively. Intangible Assets, Net In 2008, the Company spun-out of Freescale Semiconductor, Inc. (“Freescale,” a wholly-owned subsidiary of NXP Semiconductors N.V.) and acquired certain intellectual property assets and related licenses used in the MRAM business of Freescale. The value assigned to these acquired intangible assets was $910,000. Intangible assets, net consisted of the following (in thousands): December 31, 2016 2015 Acquired technology $ $ Less: accumulated amortization Total intangible assets, net $ — $ Amortization expense was $132,000, $150,000 and $182,000 for the years ended December 31, 2016, 2015 and 2014, respectively. Accrued Liabilities Accrued liabilities consisted of the following (in thousands): December 31, 2016 2015 Accrued payroll-related expenses $ $ Accrued manufacturing-related costs — Deferred licensing revenue Deferred rent Accrued sales commissions payable to sales representatives Other Total accrued liabilities $ $ |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2016 | |
Commitments and Contingencies. | |
Commitments and Contingencies | 4. Commitments and Contingencies Operating Leases The Company leases office space for its corporate headquarters located in Chandler, Arizona and for its design facility located in Austin, Texas. The leases expire in October 2018 and January 2022, respectively. Rent expense is recognized on a straight-line basis over the term of the leases and accordingly, the Company records the difference between cash rent payments and the recognition of rent expense as a deferred rent liability. The Company has an operating lease for its Arizona manufacturing facility lease, as amended, for certain of the fabrication, laboratory and office premises of Freescale, a related party. This lease is cancellable upon 24 months’ notice by either of the parties. In 2017, the Company extended the lease through January 28, 2019 and amended the premises covered to remove laboratory space, decrease fabrication space and expand office space. The following is a schedule of minimum rental commitments under the Company’s operating leases at December 31, 2016 (in thousands): Year Ending December 31, Amount 2017 $ 2018 2019 2020 2021 Total minimum lease payments $ Total rent expense was $1.5 million, $1.4 million and $1.3 million for the years ended December 31, 2016, 2015 and 2014, respectively. Legal Proceedings From time to time, the Company may become involved in legal proceedings arising from the ordinary course of its business. Management is currently not aware of any matters that will have a material adverse effect on the financial position, results of operations or cash flows of the Company. Indemnifications In the ordinary course of business, the Company enters into agreements that may include indemnification provisions. Pursuant to such agreements, the Company may indemnify, hold harmless and defend an indemnified party for losses suffered or incurred by the indemnified party. Some of the provisions will limit losses to those arising from third party actions. In some cases, the indemnification will continue after the termination of the agreement. The maximum potential amount of future payments the Company could be required to make under these provisions is not determinable. The Company has never incurred material costs to defend lawsuits or settle claims related to these indemnification provisions. The Company has also entered into indemnification agreements with its directors and officers that may require the Company to indemnify its directors and officers against liabilities that may arise by reason of their status or service as directors or officers to the fullest extent permitted by Delaware corporate law. The Company currently has directors’ and officers’ insurance. |
Debt and Related Warrants
Debt and Related Warrants | 12 Months Ended |
Dec. 31, 2016 | |
Debt and Related Warrants | |
Debt and Related Warrants | 5. Debt and Related Warrants Prior Facilities In December 2010, the Company executed a Loan and Security Agreement with Silicon Valley Bank (“SVB Credit Facility”). The SVB Credit Facility included a $2.0 million term loan and a $2.0 million revolving line of credit. The term loan had a term of four years and the line of credit had a term of two years. In connection with the SVB Credit Facility, the Company issued to Silicon Valley Bank a warrant to purchase 3,076 shares of the Company’s Series A redeemable convertible preferred stock at an exercise price of $26.00 per share. The warrant could be exercised at any time and would expire, if not exercised, on December 14, 2019. At the date of issuance, the Company recorded the warrant as a debt discount of $63,000 and as a liability on the balance sheet at its fair value. At the date of the IPO of the Company’s common stock, the warrant was converted into a warrant to purchase 3,076 shares of the Company’s common stock. The warrant was remeasured to its fair value of $1,600 and the carrying value of the warrant of $1,600 was reclassified to additional paid in capital during the year ended December 31, 2016. In February 2014, the Company executed an Amended and Restated Loan and Security Agreement (“Amended SVB Credit Facility”). The Amended SVB Credit Facility included a $4.0 million term loan and a $4.0 million revolving line of credit. The term loan provided for interest at a floating rate equal to the greater of (a) 5% or (b) the prime rate plus 3.75%, and had a term of four years. The revolving line of credit loan provided for interest at a floating rate equal to the greater of (a) 5% or (b) the prime rate plus 1.75% and had a term of two years. In connection with the Amended SVB Credit Facility, the Company issued to Silicon Valley Bank a warrant to purchase 6,153 shares of the Company’s Series B redeemable convertible preferred stock at an exercise price of $26.00 per share. The warrant can be exercised at any time and expires 10 years after the date of issuance. The Company recorded the warrant as a debt discount and as a liability on the balance sheet at its fair value of $106,000 on the date of issuance using the Black-Scholes option-pricing model. At the date of the IPO of the Company’s common stock, the warrant was converted into a warrant to purchase 6,153 shares of the Company’s common stock. The warrant was remeasured to its fair value of $14,900 and carrying value of the warrant of $14,900 was reclassified to additional paid in capital during the year ended December 31, 2016. In June 2015, the outstanding principal balance on the Amended SVB Credit Facility of $2.8 million was repaid, at which time the unamortized balance of the debt discount of $114,000 and a prepayment penalty of $20,000 were recognized as interest expense. 2015 Credit Facility In June 2015, the Company executed a Loan and Security Agreement with Ares Venture Finance (“2015 Credit Facility”) comprising an $8.0 million term loan and a $4.0 million revolving loan. The term loan provides for interest at a floating rate equal to the greater of (a) 8.75% or (b) LIBOR plus 7.75% and has a term of four years. The term loan is payable in 15 monthly installments of interest only and 33 payments of principal and interest with an end-of-term fee of $180,000 due upon maturity. The revolving loan provides for interest at a floating rate equal to the prime rate plus 3.75% and has a term of two years. The Company may draw upon the loan facility for working capital purposes as required depending upon accounts receivable balances and other required conditions. In January 2016, the Company borrowed $1.5 million from the revolving loan. A portion of the proceeds was used to pay off the outstanding balance on the Amended SVB 2014 Credit Facility. Security for the 2015 Credit Facility includes all of the Company’s assets except for leased equipment. The 2015 Credit Facility contains customary covenants restricting the Company’s activities, including limitations on its ability to sell assets, engage in mergers and acquisitions, enter into transactions involving related parties, incur indebtedness or grant liens or negative pledges on its assets, make loans or make other investments. Under these covenants, the Company is prohibited from paying dividends with respect to its capital stock. The Company was in compliance with all covenants at December 31, 2016 and 2015. In connection with the 2015 Credit Facility, the Company issued to Ares Venture Finance a warrant to purchase 18,461 shares of the Company’s Series B redeemable convertible preferred stock at an exercise price of $26.00 per share. The warrant can be exercised at any time and expires 10 years after the date of issuance. The Company recorded the warrant as a debt discount and as a liability on the balance sheet at its fair value of $307,000 on the date of issuance using the Black-Scholes option-pricing model. The fair value of the warrant was $307,000 at December 31, 2015. At the date of the IPO of the Company’s common stock, the warrant was converted into a warrant to purchase 18,461 shares of the Company’s common stock. The warrant was remeasured to its fair value of $48,900 and the carrying value of the warrant of $48,900 was reclassified to additional paid-in capital during the year ended December 31, 2016. The carrying value of the Company’s 2015 Credit Facility at December 31, 2016, was as follows (in thousands): Current Long-Term Portion debt Total Debt, including end of term fee $ $ $ Less: Discount attributable to warrants, end of term fee and debt issuance costs Net carrying value of debt $ $ $ The carrying value of the Company’s 2015 Credit Facility at December 31, 2015, was as follows (in thousands): Current Long-Term Portion debt Total Debt, including end of term fee $ $ $ Less: Discount attributable to warrants, end of term fee and debt issuance cost — Net carrying value of debt $ $ $ The table below shows the principal repayments due under the 2015 Credit Facility as of December 31, 2016 (in thousands): Principal Repayment as of December 31, 2017 $ 2018 2019 Total principal repayments $ Capital Lease Obligations The Company leases certain equipment under capital lease obligations expiring in March 2017. The balance of the capital lease obligations was $7,000 and $205,000 at December 31, 2016 and 2015, respectively. Property and equipment under capital leases amounted to $440,000 and $431,000 at December 31, 2016 and 2015, respectively. Accumulated depreciation and amortization on these assets was $433,000 and $256,000 at December 31, 2016 and 2015, respectively. |
Redeemable Convertible Preferre
Redeemable Convertible Preferred Stock and Stockholders' Equity (Deficit) | 12 Months Ended |
Dec. 31, 2016 | |
Redeemable Convertible Preferred Stock and Stockholders' Equity (Deficit) | |
Redeemable Convertible Preferred Stock and Stockholders' Equity (Deficit) | 6. Redeemable Convertible Preferred Stock and Stockholders’ Equity (Deficit) In October 2016, the Company’s Board of Directors and stockholders approved the Certificate of Amendment of Amended and Restated Certificate of Incorporation which revised the authorized capital stock of the Company to a total of 105,000,000 shares, consisting of 100,000,000 shares of common stock, par value $0.0001, and 5,000,000 shares of preferred stock, par value $0.0001. Redeemable Convertible Preferred Stock There were no outstanding shares of redeemable convertible preferred stock at December 31, 2016 as the shares had all converted into common stock as part of the IPO in October 2016. At December 31, 2015, redeemable convertible preferred stock consisted of the following (in thousands, except share amounts): Shares Shares Issued and Carrying Liquidation Authorized Outstanding Value Preference Series A $ $ Series B Total $ $ Classification The Company had classified the redeemable convertible preferred stock as mezzanine equity on the balance sheet as of December 31, 2015 as the shares could have been redeemed by the Company after receipt by the Company, at any time on or after July 17, 2018, of written notice requesting redemption of such stock by the holders. The carrying values of the redeemable convertible preferred stock had been adjusted to their redemption value. Common Stock Common stockholders are entitled to dividends if and when declared by the board of directors subject to the prior rights of the preferred stockholders. As of December 31, 2016, no dividends on common stock had been declared by the board of directors. The Company had reserved shares of common stock for future issuance as follows: December 31, 2016 2015 Redeemable convertible preferred stock — Options issued and outstanding Shares available for future option grants Redeemable convertible preferred stock warrants — Common stock warrants — Total |
Stock-Based Compensation
Stock-Based Compensation | 12 Months Ended |
Dec. 31, 2016 | |
Stock-Based Compensation | |
Stock-Based Compensation | 7. Stock-Based Compensation 2016 Employee Incentive Plan The Company’s board of directors adopted the 2016 Equity Incentive Plan (the “2016 Plan”) on April 25, 2016, which was subsequently approved on September 20, 2016 by the Company’s stockholders. The 2016 Plan became effective on October 7, 2016, the date the Company’s registration statement was declared effective by the SEC. No further grants will be made under the Company’s 2008 Equity Incentive Plan (the “2008 Plan”) . However, any outstanding stock awards granted under the 2008 Plan will remain outstanding, subject to the terms of the Company’s 2008 Plan and the applicable stock award agreements, until such outstanding stock awards that are stock options are exercised or until they terminate or expire by their terms, or until such stock awards are fully settled, terminated or forfeited. At December 31, 2016, 1,257,230 options under the 2008 Plan remained outstanding. The Company’s 2016 Plan provides for the grant of incentive stock options (“ISOs”), nonstatutory stock options, stock appreciation rights, restricted stock awards, restricted stock unit awards, performance-based stock awards, and other forms of equity compensation to employees, directors and consultants. In addition, the Company’s 2016 Plan provides for the grant of performance cash awards to employees, directors and consultants. The maximum number of shares of common stock that may be issued under the Company’s 2016 Plan is 500,000. The number of shares of common stock reserved for issuance under the Company’s 2016 Plan will automatically increase on January 1 of each year, beginning on January 1, 2017, and continuing through and including January 1, 2026, by 3% of the total number of shares of capital stock outstanding on December 31 of the preceding calendar year, or a lesser number of shares determined by the Company’s board of directors. The maximum number of shares that may be issued upon the exercise of ISOs under the Company’s 2016 Plan is 500,000. 2008 Employee Incentive Plan The 2008 Plan provides for the issuance of incentive stock options (“ISO”), nonqualified stock options, and other stock compensation awards. Under the terms of the 2008 Plan, the exercise price of an ISO shall be not less than 100% of the fair value of the stock at the date of grant, as determined by the board of directors, or in the case of certain ISOs, at 110% of the fair market value at the date of grant. The term and vesting periods for options granted under the 2008 Plan were determined by the Company’s board of directors. Options granted generally vest over four years. Options must be exercised within a 10‑year period or sooner if so specified within the option agreement. Summary of Stock Option Activity The following table summarizes the stock option activity for all grants under the 2008 Plan and 2016 Plan: Options Outstanding Weighted- Weighted- Average Average Options Exercise Remaining Aggregate Available for Number of Price Per Contractual Intrinsic Grant Options Share Life (years) Value (In thousands) Balance—December 31, 2014 $ $ - Options authorized — Options granted Options exercised — $ Options cancelled/forfeited Balance—December 31, 2015 $ Options authorized — Options granted Options exercised — $ Options cancelled/forfeited Balance—December 31, 2016 $ Options exercisable—December 31, 2016 $ Options vested and expected to vest—December 31, 2016 $ During the years ended December 31, 2016, 2015, and, 2014, the Company granted options with a weighted-average grant date fair value of $4.52, $4.42 and $1.82 per share, respectively. The total fair value of options vested during the year was $622,000, $353,000, and $332,000 for the years ended December 31, 2016, 2015, and, 2014, respectively. 2016 Employee Stock Purchase Plan The Company’s board of directors adopted the 2016 Employee Stock Purchase Plan (the “ESPP”) on April 25, 2016, which was subsequently approved on September 20, 2016 by the Company’s stockholders. The purpose of the ESPP is to secure the services of new employees, to retain the services of existing employees and to provide incentives for such individuals to exert maximum efforts toward the Company’s success and that of the Company’s affiliates. The ESPP is intended to qualify as an “employee stock purchase plan” within the meaning of Section 423 of the Code. The board of directors, or a duly authorized committee thereof, will administer the Company’s ESPP. The maximum aggregate number of shares of common stock that may be issued pursuant to the exercise of purchase rights under the Company’s ESPP that are granted to employees or to employees of any of the Company’s designated affiliates is 96,153 shares. Additionally, the number of shares of common stock reserved for issuance under the Company’s ESPP will increase automatically each year, beginning on January 1, 2017, and continuing through and including January 1, 2026, by 1% of the total number of shares of common stock outstanding on December 31 of the preceding calendar year, or a lesser number as determined by the board of directors. Shares subject to purchase rights granted under the Company’s ESPP that terminate without having been exercised in full will not reduce the number of shares available for issuance under the Company’s ESPP. The first offering period (“First Offering”) under the ESPP began on October 7, 2016 and will end on October 12, 2017. Each offering under the ESPP will consist of two purchase periods of approximately six months in duration. The first purchase period in the First Offering will end on April 12, 2017. There was no employee participation in the First Offering during 2016. Stock-based Compensation Expense The Company recognized stock-based compensation expense as follows (in thousands): Year Ended December 31, 2016 2015 2014 Research and development $ $ $ General and administrative Sales and marketing Total $ $ $ As of December 31, 2016, there was $3.4 million of total unrecognized compensation expense related to unvested options which the Company expects recognize over a weighted-average period of 3.1 years. Employee Stock-based Compensation Stock-based compensation expense for employees was $1.1 million, $407,000, and $776,000 for the years ended December 31, 2016, 2015, and 2014, respectively. In May 2014, the Company modified the terms of 333,774 vested and unvested stock option awards, affecting 75 employees, by reducing their exercise price from $7.54 and $13.52 per share to $4.42 per share. There was no change in any of the other terms of the option awards. The modification resulted in an incremental value of $939,000 being allocated to the options, of which $207,000 was recognized to expense immediately based on options that were vested at the time of the modification. The remaining incremental value of $732,000 attributable to unvested options is being recognized over their remaining vesting term. In December 2016, the Company modified the terms of 396,028 vested and unvested stock option awards, affecting 77 employees, by reducing their exercise price from $15.86 per share to $6.63 per share. There was no change to any of the other terms of the option awards. The modification resulted in an incremental value of $629,000 being allocated to the options, of which $140,000 was recognized to expense immediately based on options that were vested at the time of the modification. The remaining incremental value of $489,000 attributable to unvested options is being recognized over their remaining vesting term. The Company estimated the fair value of each option grant using the Black-Scholes option-pricing model. The fair value of employee stock options is being amortized on a straight-line basis over the requisite service period of the awards. The fair value of employee stock options was estimated using the assumptions below. Each of these inputs is subjective and its determination generally requires significant judgment. Year Ended December 31, 2016 2015 2014 Expected volatility 42.6 – 45.3 % 44.1 – 48.9 % 36.4 – 53.2 % Risk-free interest rate 1.12 – 2.26 % 1.51 – 1.79 % 0.43 – 2.04 % Expected term (in years) 4.8 – 6.1 5.6 – 6.1 2.1 – 6.1 Dividend yield — % — % — % Expected term. The expected term represents the period that the stock-based awards are expected to be outstanding. The Company used the simplified method to determine the expected term, which is calculated as the average of the time to vesting and the contractual life of the options. Expected volatility. Since the Company does not have a long trading history for its common stock, the expected volatility was derived from the average historical volatilities of publicly traded companies within a similar industry that are considered to be comparable to the Company’s business over a period approximately equal to the expected term for employees’ options. Risk-free interest rate. The risk-free interest rate is based on the U.S. Treasury yield with a maturity equal to the expected term of the option in effect at the time of grant. Dividend yield. The Company has never paid dividends on its common stock and is prohibited from paying dividends on its common stock. Therefore, the Company used an expected dividend yield of zero. Non-employee Stock-based Compensation Stock-based compensation expense related to stock options granted to non-employees is recognized as the stock options vest. During the year ended December 31, 2016, the Company granted options to purchase 8,073 shares of common stock to non-employees with a weighted-average exercise price of $7.51 per share. During the year ended December 31, 2015, the Company did not grant any options to non-employees. During the year ended December 31, 2014, the Company granted options to purchase 23,606 shares of common stock to non-employees with a weighted-average exercise price of $4.42 per share. Options to purchase 31,990 shares, 15,498 shares and 15,498 shares of common stock were outstanding with a weighted-average exercise price of $5.26, $4.42 and $4.42 per share as of December 31, 2016, 2015 and 2014, respectively. Stock-based compensation expense for non-employees was $23,000, $9,000, and 23,000 for the years ended December 31, 2016, 2015, and 2014, respectively. The Company believes that the fair value of the stock options is more reliably measurable than the fair value of services received. The fair value of the stock options granted is calculated at each reporting date using the Black-Scholes option pricing model with the following assumptions: Year Ended December 31, 2016 2015 2014 Expected volatility 52.3 - 52.7 % 51.6 - 52.9 % 52.8 - 53.8 % Risk-free interest rate 1.94 - 2.41 % 1.72 - 2.02 % 2.17 - 2.48 % Expected term (in years) 9.5 - 9.8 6.6 - 9.1 7.3 - 9.8 Dividend yield — % — % — % |
401 (k) Plan
401 (k) Plan | 12 Months Ended |
Dec. 31, 2016 | |
401 (k) Plan | |
401 (k) Plan | 8. 401(k) Plan The Company has a defined contribution employee benefit plan pursuant to Section 401(k) of the Internal Revenue Code. The plan allows eligible employees to defer a portion of their annual compensation up to certain statutory limits. At the election of the Board of Directors, the Company may elect to match employee contributions but has not done so to date. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2016 | |
Related Party Transactions | |
Related Party Transactions | 9. Related Party Transactions Convertible Promissory Notes In August 2014, the Company entered into a Note Purchase Agreement with several of its stockholders for the issuance of convertible promissory notes (the “2014 Notes”) for an aggregate amount of $2.0 million. On October 21, 2014, contemporaneously with the Series B redeemable convertible preferred stock issuance, the outstanding principal balance of the 2014 Notes, including accrued interest of $2.0 million, was converted into 77,518 shares of Series B redeemable convertible preferred stock. In January 2016, the Company entered into a Note Purchase Agreement with several of its stockholders for the issuance of convertible promissory notes (the “2016 Notes”) for an aggregate amount of $5.0 million. The 2016 Notes bear interest at 5.0% per annum and have a maturity date of December 15, 2016, extended from the original maturity date of September 30, 2016. The outstanding principal amount and accrued interest on the 2016 Notes were convertible into shares of Series B redeemable convertible preferred stock, at any time, upon written election of the holders of at least a majority of the outstanding principal balance of the 2016 Notes. In the event of an equity financing with proceeds in excess of $5.0 million (“Qualified Financing”) prior to the maturity of the 2016 Notes, the outstanding principal and accrued interest convert into shares of stock issued in the equity financing based on a price per share equal to the price per share paid by investors in said financing. In the event of an IPO, the outstanding principal and accrued interest convert into shares of common stock at a price per share equal to 80% of the per share price of the common stock issued in the IPO. In the event of a deemed liquidation event occurring before the maturity date, the 2016 Notes will be repaid in cash in an amount equal to three times the outstanding principal amount. The redemption of the 2016 Notes upon a deemed liquidation event and in the event of an IPO were contingent redemption features that are not clearly and closely related to the debt instrument and thus were bifurcated and recognized as a derivative liability on the balance sheet at the date of issuance. The compound derivative was recorded as a debt discount at fair value of $653,000 on the issuance date of the 2016 Notes and was being amortized over the term of the 2016 Notes using the effective interest method. Upon the completion of the IPO, the outstanding principal balance of the 2016 Notes, including accrued interest of $176,000, was converted into 808,747 shares of common stock. Accordingly, the outstanding balance of the 2016 Notes of $5.2 million, the unamortized debt discount of $74,000 and the derivative liability of $70,000 were reclassified to additional paid-in capital. No gain or loss from the extinguishment of the debt was recognized in the statement of the operations as the holders of the 2016 Notes are related parties. In August 2016, the Company entered into a Note Purchase Agreement with existing stockholders for the issuance of subordinated convertible promissory notes (the “2016 Bridge Notes”) for an aggregate principal amount of $3.5 million. The 2016 Bridge Notes bear interest at 5.0% per annum and have a maturity date of December 15, 2016, extended from the original maturity date of September 30, 2016. In the event of an equity financing with proceeds in excess of $5.0 million (“Qualified Financing”) prior to the maturity of the 2016 Bridge Notes, the outstanding principal and accrued interest convert into shares of stock issued in the Qualified Financing based on a price per share equal to the price per share paid by investors in such financing. In the event of an IPO, the outstanding principal and accrued interest convert into shares of common stock at a price per share equal to 80% of the per share price of the common stock issued in the IPO. In the event of a deemed liquidation event occurring before the maturity date, the 2016 Bridge Notes will be repaid in cash in an amount equal to three times the outstanding principal amount. The Company may not prepay the 2016 Bridge Notes without the consent of the Company and the majority holders of the outstanding balance of the promissory notes. The redemption of the 2016 Bridge Notes upon a deemed liquidation event and in the event of an IPO are contingent redemption features that are not clearly and closely related to the debt instrument and thus were bifurcated and recognized as a derivative liability on the balance sheet at the date of issuance. The compound derivative was recorded as a debt discount at fair value of $264,000 on the issuance date of the 2016 Bridge Notes and was being amortized over the term of the 2016 Bridge Notes using the effective interest method. Upon completion of the IPO, the outstanding principal balance of the 2016 Bridge Notes, including accrued interest of $35,000, was converted into 552,262 shares of common stock. Accordingly, the carrying value of the 2016 Bridge Notes of $3.5 million, the unamortized debt discount of $122,000 and the derivative liability of $50,000 were reclassified to additional paid-in capital. No gain or loss from the extinguishment of the debt was recognized in the statement of the operations as the holders of the 2016 Bridge Notes are related parties. Joint Development Agreement—GLOBALFOUNDRIES On October 17, 2014, the Company entered into a Joint Development Agreement (“JDA”) with GLOBALFOUNDRIES, Inc. (“GF”), a related party due to its equity ownership in the Company, for the joint development of the Company’s Spin Torque MRAM (“ST-MRAM”) technology. The term of the agreement is the later of four years from the effective date or until the completion, termination or expiration of the last statement of work entered into pursuant to the JDA. The JDA also states that the specific terms and conditions for the production and supply of the developed ST-MRAM technology would be pursuant to a separate manufacturing agreement entered into between the parties. Under the JDA, each party licenses its relevant intellectual property to the other party. For certain jointly developed works, the parties have agreed to follow an invention allocation procedure to determine ownership. In addition, GF possesses the exclusive right to manufacture the Company’s discrete and embedded ST-MRAM devices developed pursuant to the agreement until the earlier of three years after the qualification of the MRAM device for a particular technology node or four years after the completion of the relevant statement of work under which the device was developed. For the same exclusivity period associated with the relevant device, GF agreed not to license intellectual property developed in connection with the JDA to named competitors of the Company. Generally, unless otherwise specified in the agreement or a statement of work, the Company and GF share project costs, which do not include personnel or production qualification costs, equally under the JDA. If GF manufactures, sells or transfers to customers wafers containing production quantified ST-MRAM devices that utilize certain design information, GF will be required to pay the Company a royalty. The term of the agreement is four years and is extended until the completion of any development work, if later. In May 2016, the Company entered into an amendment to the JDA to modify the payment schedule and clarify its payment obligations for certain past project costs. Under the amendment, GF had the right to terminate the JDA if the Company did not pay the past project costs, with interest, by December 15, 2016. Such project costs were paid in December 2016. As of December 31, 2016 and 2015, $979,000 and $3.5 million, respectively, were payable to GF for the Company’s share of the project costs under the JDA. The Company incurred project costs, recognized as research and development expense, of $2.9 million, $3.6 million, and $0 during the years ended December 31, 2016, 2015, and 2014, respectively. On October 21, 2014, GF participated, along with other investors, in the Company’s Series B redeemable convertible preferred stock financing and purchased 192,307 shares at $26.00 per share. Contemporaneously, the Company sold 461,538 shares of its common stock to GF at a discounted price of $0.00026 per share. The common shares vest upon the achievement of a goal as set forth in the Statement of Work #1 (the “SOW”) under the JDA. The unvested common shares are subject to repurchase by the Company, if the JDA is terminated for any reason, for a one-year period after such termination, at a price that is the lower of the original price paid by GF or the fair value of the Company’s common stock as of the date of repurchase. The Company has determined that the issuance of these shares of common stock to GF represents compensation for services to be provided under the JDA. Accordingly, the shares are accounted for similar to a stock award granted to a non-employee of the Company and are remeasured to their fair value as they vest. Although the shares issued do not commence vesting until the achievement of the product qualification (the “Initial Measurement Date”), the Company has deemed it probable that the qualification requirement will be met and compensation expense related to the shares issued is being recognized prior to the Initial Measurement Date. Due to the vesting conditions, there will be multiple measurement dates, occurring on the Initial Measurement Date and at the end of each month thereafter. The fair value of vesting shares is effectively fixed at each measurement date while the fair value of the remaining unvested shares will be remeasured each subsequent measurement date until the shares are fully vested. During the year ended December 31, 2016, GF achieved the product qualification as set forth under the SOW. As such, a total of 211,538 shares of common stock became vested on August 21, 2016, the designated Initial Measurement Date. Subsequent to the Initial Measurement Date through December 31, 2016, an additional 38,462 shares of common stock became vested. As of December 31, 2016, there were 211,538 shares unvested that were subject to repurchase. During the years ended December 31, 2016, 2015, and 2014, the Company recognized non-cash compensation expense of $965,000, $1.8 million, and $107,000, respectively, in research and development expense, related to the vesting of the shares of common stock. The Company recognizes compensation expense based on the fair value of the common stock at each reporting period, which was $8.29, $13.52, and $4.68 per share as of December 31, 2016, 2015, and 2014, respectively. The decrease in the fair value of the common stock during the year ended December 31, 2016 resulted in a reversal of compensation expense previously recognized on the unvested shares. Transactions with Freescale The Company has entered into various transactions with Freescale (a wholly-owned subsidiary of NXP), a related party due to its equity ownership in the Company. The Company leases its manufacturing facility in Chandler, Arizona, from Freescale and total rent payments made during the years ended December 31, 2016, 2015, and 2014 were $1.1 million, $1.0 million, and $1.0 million, respectively. Freescale also performs processing of the Company’s products in its facility which are capitalized as part of the cost of inventory. The total processing costs incurred by the Company were $2.5 million, $3.9 million, and $3.3 million, for the years ended December 31, 2016, 2015, and 2014, respectively. In addition, Freescale is one of the Company’s largest customers for the sale of embedded wafers, and total revenue from Freescale was $2.4 million, $3.5 million, and $3.2 million for the years ended December 31, 2016, 2015, and 2014, respectively. Amounts due from Freescale were $486,000 and $564,000 at December 31, 2016 and 2015, respectively. Amounts due to Freescale were $380,000 and $207,000 at December 31, 2016 and 2015, respectively. |
Geographic Information
Geographic Information | 12 Months Ended |
Dec. 31, 2016 | |
Geographic Information | |
Geographic Information | 10. Geographic Information Revenue from customers is designated based on the geographic region or country to which the product is delivered or licensee is located. Revenue by country was as follows (in thousands): Year Ended December 31, 2016 2015 2014 United States $ $ $ Singapore Japan Germany Taiwan Hong Kong All other Total revenue $ $ $ |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2016 | |
Income Taxes | |
Income Taxes | 11. Income Taxes For the years ended December 31, 2016, 2015 and 2014, the Company recorded no provision for income taxes primarily due to losses incurred. The Company has incurred net operating losses for all the periods presented. The Company has not reflected any benefit of the net operating loss carryforwards in the accompanying financial statements. The Company has established a full valuation allowance against its deferred tax assets due to the uncertainty surrounding the realization of such assets. The reconciliation of the statutory federal income tax rate to the Company’s effective tax rate is as follows: Year Ended December 31, 2016 2015 2014 Tax at statutory federal rate % % % State taxes, net of federal benefit Stock-based compensation Nondeductible fair value adjustment — — Nondeductible interest — — Change in valuation allowance Other Provision for income taxes % % % The tax effects of temporary differences and carryforwards that give rise to significant portions of the deferred tax assets are as follows (in thousands): December 31, 2016 2015 Deferred tax assets: Net operating loss carryforwards $ $ Inventory Accruals Depreciation and amortization Other Gross deferred tax assets Valuation allowance Deferred tax assets Deferred tax liabilities: Prepaid expenses Deferred tax liabilities Net deferred tax assets $ — $ — The Company is required to reduce its deferred tax assets by a valuation allowance if it is more likely than not that some or all of its deferred tax assets will not be realized. Management must use judgment in assessing the potential need for a valuation allowance, which requires an evaluation of both negative and positive evidence. The weight given to the potential effect of negative and positive evidence should be commensurate with the extent to which it can be objectively verified. In determining the need for and amount of the valuation allowance, if any, the Company assesses the likelihood that it will be able to recover its deferred tax assets using historical levels of income, estimates of future income and tax planning strategies. As a result of historical cumulative losses, the Company determined that, based on all available evidence, there was substantial uncertainty as to whether it will recover recorded net deferred taxes in future periods. Accordingly, the Company recorded a valuation allowance against all of its net deferred tax assets as of December 31, 2016 and 2015. The net valuation allowance increased by $5.3 million and $6.2 million in 2016 and 2015, respectively. As of December 31, 2016, the Company had federal net operating loss carryforwards of approximately $83.5 million which will begin to expire in the year of 2028 if not utilized. In addition, the Company had state net operating loss carryforwards of approximately $32.5 million, which will begin to expire in 2023 if not utilized. The Tax Reform Act of 1986 (the “Act”) provides for a limitation on the annual use of net operating loss and research and development tax credit carryforwards following certain ownership changes (as defined by the Act) that could limit the Company’s ability to utilize these carryforwards. The Company files income tax returns in the U.S. federal and various state jurisdictions. The Company is subject to U.S. federal and state income tax examinations by authorities for all tax years due to the accumulated net operating losses that are being carried forward for tax purposes. The Company has not identified any unrecognized tax benefits as of December 31, 2016 and 2015. As the Company has a full valuation allowance on its deferred tax assets, any unrecognized tax benefits would reduce the deferred tax assets and the valuation allowance in the same amount. The Company does not expect the amount of unrecognized tax benefits to materially change in the next twelve months. |
Net Loss Per Share
Net Loss Per Share | 12 Months Ended |
Dec. 31, 2016 | |
Net Loss Per Share | |
Net Loss Per Share | 12. Net Loss Per Share The following table sets forth the computation of basic and diluted net loss per share (in thousands, except share and per share amounts): Year Ended December 31, 2016 2015 2014 Numerator: Net loss $ $ $ Denominator: Weighted-average common shares outstanding Less: weighted-average unvested common shares subjected to repurchase Weighted-average common shares outstanding used to calculate net loss per common share, basic and diluted Net loss per common share, basic and diluted $ $ $ The following outstanding shares of potentially dilutive securities have been excluded from diluted net loss per common share for the periods presented, because their inclusion would be anti-dilutive: Year Ended December 31, 2016 2015 2014 Redeemable convertible preferred stock on an as-converted basis — Options to purchase common stock Common stock subject to repurchase Redeemable convertible preferred stock warrants on an as-converted basis — Common stock warrants — — Total |
Selected Quarterly Financial Da
Selected Quarterly Financial Data (Unaudited) | 12 Months Ended |
Dec. 31, 2016 | |
Selected Quarterly Financial Data (Unaudited) | |
Selected Quarterly Financial Data (Unaudited) | 13. Selected Quarterly Financial Data (Unaudited) Selected quarterly financial results from operations for the years ended December 31, 2016 and 2015 were as follows (in thousands, except per share amounts): Quarter Ended March 31, June 30, September 30, December 31, 2016 2016 2016 2016 Total revenue $ $ $ $ Gross profit Net loss Net loss per common share, basic and diluted Quarter Ended March 31, June 30, September 30, December 31, 2015 2015 2015 2015 Total revenue $ $ $ $ Gross profit Net loss Net loss per common share, basic and diluted |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2016 | |
Subsequent Events | |
Subsequent Events | 14. Subsequent Events In January 2017, the Company entered into a five-year sublease agreement with Freescale to rent 6,560 square feet of office and laboratory space in Chandler, Arizona, and in March 2017, the Company amended the lease to increase the space to 10,023 square feet. The aggregate rent expense under the lease is $871,000. In March 2017, the Company amended its lease agreement with Freescale to extend the lease term through January 2019, to remove laboratory space, decrease fabrication space and expand office space from the premises covered under the lease. The aggregate rent expense under the amendment is $1.8 million. |
Summary of Significant Accoun23
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2016 | |
Summary of Significant Accounting Policies | |
Use of Estimates | Use of Estimates The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). The preparation of the financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. On an ongoing basis, management evaluates its estimates, including those related to revenue recognition, fair value of assets and liabilities, inventory, income taxes, redeemable convertible preferred stock and related warrants, common stock, and stock-based compensation. Actual results could differ from those estimates and assumptions. |
Segments | Segments The Company’s chief operating decision maker is its Chief Executive Officer. The Company operates its business as one operating segment for purposes of assessing performance and making operating decisions. All of the Company’s assets are maintained in the United States. The Company derives its revenue from domestic and international markets, based on the billing address of the customer. |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all highly liquid, short-term investments with maturity dates of three months or less at the date of purchase to be cash equivalents. The Company’s cash equivalents consist of money market funds. |
Accounts Receivable | Accounts Receivable Accounts receivable are recorded at the invoiced amount and do not bear interest. The Company generally does not require collateral or other security in support of accounts receivable. Allowances are provided for individual accounts receivable when the Company becomes aware of a customer’s inability to meet its financial obligations, such as in the case of bankruptcy, deterioration in the customer’s operating results or change in financial position. If circumstances related to customers change, estimates of the recoverability of receivables would be further adjusted. The Company also considers a number of factors in evaluating the sufficiency of its allowance for doubtful accounts, including the length of time receivables are past due, significant one-time events, creditworthiness of customers and historical experience. Account balances are charged off against the allowance after all means of collection have been exhausted and the potential for recovery is considered remote. At December 31, 2016 and 2015, there was no allowance for doubtful accounts. The Company also establishes an allowance for product returns. The Company analyzes historical returns, current economic trends and changes in customer demand and acceptance of products when evaluating the adequacy of sales returns. As the returns are processed as credits on future purchases, the allowance is recorded against the balance of trade accounts receivable. The allowance was $188,000 and $344,000 at December 31, 2016 and 2015, respectively. |
Concentration of Credit Risk | Concentration of Credit Risk Financial instruments that potentially expose the Company to a concentration of credit risk consist principally of cash and cash equivalents that are held by a financial institution in the United States and accounts receivable. Amounts on deposit with a financial institution may at times exceed federally insured limits. The Company maintains its cash accounts with high credit quality financial institutions and accordingly, minimal credit risk exists with respect to the financial institutions. Significant customers are those which represent more than 10% of the Company’s total revenue or gross accounts receivable balance at each respective balance sheet date. For the purposes of this disclosure, we define “customer” as the entity that is purchasing the products directly from the Company, which includes the distributors of our products in addition to end customers that we sell to directly. For each significant customer, revenue as a percentage of total revenue and accounts receivable as a percentage of total accounts receivable, net are as follows: Revenue Accounts Receivable Year Ended December 31, December 31, Customers 2016 2015 2014 2016 2015 Customer A % % % % % Customer B * Customer C * * * * Customer D * * * * Customer E * * * * |
Inventory | Inventory Inventory is valued at the lower of cost, using the first-in, first-out or specific identification method, or market. The carrying value of inventory is adjusted for excess and obsolete inventory based on inventory age, shipment history and the forecast of demand over a specific future period. At the point of loss recognition, a new lower cost basis for that inventory is established and subsequent changes in facts and circumstances do not result in the restoration or increase in that new cost basis. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The Company discloses and recognizes the fair value of its assets and liabilities using a hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (an exit price) in an orderly transaction between market participants at the reporting date. The hierarchy gives the highest priority to valuations based upon unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to valuations based upon unobservable inputs that are significant to the valuation (Level 3 measurements). The guidance establishes three levels of the fair value hierarchy as follows: Level 1 —Inputs are unadjusted quoted prices in active markets for identical assets or liabilities at the measurement date. Level 2— Inputs (other than quoted market prices included in Level 1) are either directly or indirectly observable for the asset or liability through correlation with market data at the measurement date and for the duration of the instrument’s anticipated life. Level 3 —Inputs reflect management’s best estimate of what market participants would use in pricing the asset or liability at the measurement date. Consideration is given to the risk inherent in the valuation technique and the risk inherent in the inputs to the model. The carrying value of accounts receivable, accounts payable, and other accruals readily convertible into cash approximate fair value because of the short-term nature of the instruments. The carrying value of the Company’s variable interest rate debt, excluding unamortized debt issuance costs, approximates fair value. The Company’s financial instruments consist of Level 1 assets and Level 3 liabilities. Where quoted prices are available in an active market, securities are classified as Level 1. Level 1 assets consist primarily of highly liquid money market funds that are included in cash equivalents. Level 3 liabilities consist of the redeemable convertible preferred stock warrant liability and derivative liability. Generally, increases or decreases in the fair value of the underlying redeemable convertible preferred stock would result in a directionally similar impact in the fair value measurement of the warrant liability. The following table sets forth the fair value of the Company’s financial assets and liabilities measured at fair value on a recurring basis based on the three-tier fair value hierarchy (in thousands): December 31, 2016 Level 1 Level 2 Level 3 Total Assets: Money market funds $ $ — $ — $ Total assets measured at fair value $ $ — $ — $ December 31, 2015 Level 1 Level 2 Level 3 Total Assets: Money market funds $ $ — $ — $ Total assets measured at fair value $ $ — $ — $ Liabilities: Redeemable convertible preferred stock warrant liability $ — $ — $ $ Total liabilities measured at fair value $ — $ — $ $ The following table sets forth a summary of the changes in the fair value of the redeemable convertible preferred stock warrant liability, a Level 3 financial liability, which is measured on a recurring basis (in thousands): December 31, 2016 2015 2014 Beginning balance $ $ $ Issuance of redeemable convertible preferred stock warrants — Change in fair value recorded in other income (expense), net Reclassification to additional paid-in capital — — Ending balance $ — $ $ The key assumptions used in the Black-Scholes option-pricing model for the valuation of the redeemable convertible preferred stock warrants were: Year Ended December 31, 2016 2015 2014 Expected volatility 42.4 – 52.0 % 43.6 – 52.9 % 52.8 - 53.8 % Risk-free interest rate 1.22 – 1.86 % 1.76 – 2.27 % 1.81 – 2.17 % Expected term (in years) 4 – 9 5 – 10 6 – 10 Exercise price $ $ $ Dividend yield — % — % — % The following table sets forth a summary of the changes in the fair value of the derivative liability, a Level 3 financial liability, which is measured on a recurring basis (in thousands): Balance at December 31, 2015 $ — Issuance of derivative liability Change in fair value recorded in other income (expense), net Reclassification to additional paid-in capital Balance at December 31, 2016 $ — The Company estimates the fair value of the derivative liability using a with- and without-model and the probability-weighted expected return method, which estimates a discounted value based upon analyses of various future outcomes, such as an equity financing with proceeds greater than $5.0 million, an IPO, a merger or sale, and staying private. The with- and without-model calculates the value of the Company’s convertible debt with the features being evaluated for separate accounting, and an identical instrument without those features. The outcomes of each scenario in the probability-weighted expected return method are based upon a market multiple approach, that involves various market multiples and projected financial information, as well as option-pricing models, to reflect optionality within features of the convertible debt instrument. The change in fair value is recognized as a gain or loss in the other income (expense), net line on the statements of operations and comprehensive loss. See Note 9 for additional information regarding the derivative liability in connection with the convertible promissory notes. |
Property and Equipment | Property and Equipment Property and equipment are stated at cost, less accumulated depreciation and amortization. Depreciation begins at the time the asset is placed in service. Maintenance and repairs are charged to operations as incurred. Depreciation is computed using the straight-line method over the following estimated useful lives of the assets: Useful Lives Computer and network equipment 2 years Manufacturing equipment 2 – 7 years Furniture and fixtures 7 years Software 3 years Leasehold improvements are amortized over the shorter of the lease term or useful life. Upon sale or retirement of assets, the cost and related accumulated depreciation are removed from the balance sheet and the resulting gain or loss is reflected in operations. Amortization expense of assets acquired through capital leases is included in the statements of operations and comprehensive loss. |
Impairment of Long-lived Assets | Impairment of Long-lived Assets The Company evaluates its long-lived assets, including property and equipment, for impairment whenever events or changes in circumstances indicate that the carrying value of these assets may not be recoverable. Recoverability of these assets is measured by comparison of the carrying amount of each asset to the future undiscounted cash flows the asset is expected to generate over its remaining life. If the asset is considered to be impaired, the amount of any impairment is measured as the difference between the carrying value and the fair value of the impaired asset. There have been no impairments of the Company’s long-lived assets during any of the periods presented. |
Intangible Assets | Intangible Assets Intangible assets consist of the cost of acquired technology for use in research and development activities. Costs associated with patent applications, patent prosecution, patent defense and maintenance of patents are charged to expense as incurred. Intangible assets were fully amortized as of December 31, 2016. |
Redeemable Convertible Preferred Stock Warrant Liability | Redeemable Convertible Preferred Stock Warrant Liability Warrants for shares that were contingently redeemable were classified as liabilities on the balance sheet at their estimated fair value because the shares underlying the warrants may have obligated the Company to transfer assets to the holders at a future date under certain circumstances such as a deemed liquidation event. The warrants were subject to re-measurement at each balance sheet date and the change in fair value, if any, was recognized as other income (expense), net in the statements of operations. The Company adjusted the liability for changes in fair value until the completion of the IPO in October 2016, at which time all redeemable convertible preferred stock warrants were converted into warrants to purchase common stock and the liability was reclassified to additional paid-in capital and no longer subject to remeasurement. |
Revenue Recognition | Revenue Recognition The Company recognizes revenue when the following criteria are met: persuasive evidence of an arrangement exists; the price is fixed or determinable; delivery has occurred and title passed; and collectibility is reasonably assured. For sales to original equipment manufacturers (OEMs) and contract manufacturers, this occurs generally upon shipment. Provisions for product returns and allowances are recorded in the same period as related revenues. The Company analyzes historical returns, current economic trends and changes in customer demand and acceptance of product when evaluating the adequacy of sales returns and other allowances, which are netted against accounts receivable, as these are processed as credits against future purchases or balances outstanding. The Company sells the majority of its products to its distributors at a uniform list price. However, distributors resell the Company’s products to end customers at a very broad range of individually negotiated price points. Distributors are provided with price concessions subsequent to delivery of product to them depending on their end customer and sales price. These concessions are based on a variety of factors, including customer, product, quantity, geography and competitive differentiation. Price protection rights grant distributors the right to a credit in the event of declines in the price of the Company’s products. Under these circumstances, the Company remits back to the distributor a portion of their original purchase price after the resale transaction is completed in the form of a credit against the distributors’ outstanding accounts receivable balance. The credits are on a per unit basis and are not given to the distributor until the distributor provides information regarding the sale to their end customer. Revenue on shipments to distributors is deferred as the price is not fixed or determinable until delivery has been made by the distributor to its customer and the final sales price has been established. At the time of shipment to distributors, the Company records a trade receivable for the selling price as there is a legally enforceable obligation of the distributor to pay for the product delivered, inventory is reduced by the carrying value of goods shipped, and the net of these amounts, the gross profit, is recorded as deferred income on shipments to distributors on the balance sheet. The amount of gross profit that will be ultimately recognized in the statements of operations on such sales could be lower than the deferred income recorded on the balance sheets as a result of credits granted to distributors from the price protection rights. The Company is unable to estimate the credits to the distributors due to the wide variability of negotiated price concessions granted to them. Thus, a portion of the “deferred income on shipments to distributors” balance represents the amount of distributors’ original purchase price that will be credited back to the distributor in the future. The wide range and variability of negotiated price concessions granted to distributors does not allow the Company to accurately estimate the portion of the balance in the deferred income on shipments to distributor accounts that will be credited back to the distributor. Therefore, the Company does not reduce deferred income on shipments to distributors or accounts receivable by anticipated future price concessions rather, price concessions are recorded against deferred income on shipments to distributors when incurred, which is generally at the time the distributor sells the product. At December 31, 2016, the Company had $2.9 million of deferred revenue and $1.1 million of deferred cost of sales recognized as $1.8 million of deferred income on shipments to distributors. At December 31, 2015, the Company had $2.6 million of deferred revenue and $1.2 million of deferred cost of sales recognized as $1.4 million of deferred income on shipments to distributors. Products returned by distributors and subsequently scrapped have historically been immaterial to the Company’s results of operations. The Company routinely evaluates the risk of impairment of the deferred cost of sales component of the deferred income on shipments to distributors account. Because of the historically immaterial amounts of inventory that have been scrapped, and historically rare instances where discounts given to a distributor result in a price less than our cost, the Company believes the deferred costs are recorded at their approximate carrying values. For licenses of technology, recognition of revenue is dependent upon whether the Company delivered rights to the technology, and whether there are future performance obligations. In some instances, the license agreements call for future milestones to be met for amounts to be due from the customer. In such scenarios, revenue is recognized using the milestone method, whereby revenue is recognized upon the completion of substantive milestones once the customers acknowledge the milestones have been met and the collection of the amounts are reasonably assured. Royalties received are recognized when reported to the Company, which generally coincides with the receipt of payment. |
Product Warranty | Product Warranty The Company generally sells products with a limited warranty of product quality and a limited indemnification of customers against intellectual property infringement claims related to the Company’s products. The Company accrues for known warranty and indemnification issues if a loss is probable and can be reasonably estimated, and accrues for estimated losses incurred for unidentified issues based on historical experience. A warranty liability was not recorded at December 31, 2016 and 2015, as the estimated future warranty costs were insignificant based on the Company’s historical experience. |
Research and Development | Research and Development Research and development expenses are incurred in support of internal development programs or as part of our joint development agreement with GLOBALFOUNDRIES (see Note 9). Research and development expenses include personnel-related costs (including stock-based compensation), circuit design costs, purchases of materials and laboratory supplies, fabrication and packaging of experimental integrated circuit products, depreciation of research and development related capital equipment and overhead, and are expensed as incurred. |
Stock-based Compensation | Stock-based Compensation The Company measures its stock-based awards made to employees based on the estimated fair value of the awards as of the grant date using the Black-Scholes option-pricing model. Stock-based compensation expense is recognized over the requisite service period using the straight-line method and is based on the value of the portion of stock-based payment awards that is ultimately expected to vest. As such, the Company’s stock-based compensation is reduced for the estimated forfeitures at the date of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates. Stock-based compensation expense for options granted to non-employees as consideration for services received is measured on the date of performance at the fair value of the consideration received or the fair value of the equity instruments issued, using the Black-Scholes option-pricing model, whichever can be more reliably measured. Compensation expense for options granted to non-employees is periodically remeasured as the underlying options vest. |
Income Taxes | Income Taxes The Company uses the liability method of accounting for income taxes. Under this method, deferred tax assets and liabilities are determined based on the differences between the financial reporting and the tax bases of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. The Company must then assess the likelihood that the resulting deferred tax assets will be realized. A valuation allowance is provided when it is more likely than not that some portion or all of a deferred tax asset will not be realized. Due to the Company’s lack of earnings history, the net deferred tax assets have been fully offset by a valuation allowance. The Company recognizes benefits of uncertain tax positions if it is more likely than not that such positions will be sustained upon examination based solely on their technical merits, as the largest amount of benefit that is more likely than not to be realized upon the ultimate settlement. The Company’s policy is to recognize interest and penalties related to the underpayment of income taxes as a component of income tax expense or benefit. To date, there have been no interest or penalties charged in relation to the unrecognized tax benefits. |
Comprehensive Loss | Comprehensive Loss Comprehensive loss represents all changes in stockholders’ equity (deficit) except those resulting from and distributions to stockholders. The Company’s comprehensive loss was equal to its net loss for all periods presented. |
Net Loss per Common Share | Net Loss per Common Share Basic net loss per common share is calculated by dividing the net loss by the weighted-average number of shares of common stock outstanding for the period less shares subject to repurchase, without consideration of potentially dilutive securities. Diluted net loss per common share is the same as basic net loss per common share since the effect of potentially dilutive securities is anti-dilutive. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2014‑09, Revenue from Contracts with Customers. Areas of revenue recognition that will be affected include, but are not limited to, transfer of control, variable consideration, allocation of transfer pricing, licenses, time value of money, contract costs and disclosures. The new standard permits adoption either by using (i) a full retrospective approach for all periods presented in the period of adoption or (ii) a modified retrospective approach with the cumulative effect of initially applying the new standard recognized at the date of initial application and providing certain additional disclosures. The new standard is effective for annual reporting periods beginning after December 15, 2017, with early adoption permitted for annual reporting periods beginning after December 15, 2016. As described in the Company's significant accounting policies, the Company currently defers the revenue and cost of sales on shipments to distributors until the distributor sells the product to their end customer. Upon adoption of ASU 2014-09, and subsequent improvements including ASU 2015-14, Deferral of Effective Date, ASU 2016-08, Principal versus Agent Considerations, ASU 2016-10, Identifying Performance Obligations and Licensing, and ASU 2016-12, Narrow Scope Improvements and Practical Expedients, the Company will no longer defer revenue until sale by the distributor to the end customer, but rather, will be required to estimate the effects of returns and allowances provided to distributors and record revenue at the time of sale to the distributor. The Company plans on adopting this standard on January 1, 2018 and is currently evaluating the impact that the adoption of the standard will have on its financial statements. The Company has not yet elected a transition method. In July 2015, the FASB issued ASU No. 2015‑11, Simplifying the Measurement of Inventory, which requires an entity to measure in scope inventory at the lower of cost and net realizable value. Net realizable value is the estimated selling price in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. This ASU is effective for fiscal years and interim periods within those years beginning after December 15, 2016. The adoption of this standard is not expected to have a material impact on the Company’s financial statements. In November 2015, FASB issued ASU No. 2015‑17, Balance Sheet Classification of Deferred Taxes, which is intended to simplify and improve how deferred taxes are classified on the balance sheet. The guidance in this ASU eliminates the current requirement to present deferred tax assets and liabilities as current and noncurrent in a classified balance sheet and now requires entities to classify all deferred tax assets and liabilities as noncurrent. The guidance is effective for annual periods beginning after December 15, 2016, and for interim periods within those annual periods. Early adoption is permitted. The adoption of this standard is not expected to have a material impact on the Company’s financial statements. In February 2016, the FASB issued ASU No. 2016‑02, Leases, which establishes a comprehensive new lease accounting model. The new standard: (a) clarifies the definition of a lease; (b) requires a dual approach to lease classification similar to current lease classifications; and (c) causes lessees to recognize leases on the balance sheet as a lease liability with a corresponding right-of-use asset for leases with a lease-term of more than twelve months. This ASU is effective for fiscal years and interim periods within those years beginning after December 15, 2018. The Company is currently evaluating the impact that the adoption of ASU 2016‑02 will have on its financial statements and related disclosures. In March 2016, the FASB issued ASU No. 2016‑09, Compensation-Stock Compensation (Topic 718) Improvements to Employee Share-Based Payment Accounting, which is intended to simplify several aspects of the accounting for employee share-based payment transactions, including the income tax consequences, the determination of forfeiture rates, classification of awards as either equity or liabilities, and classification on the statement of cash flows. This ASU is effective for fiscal years and interim periods within those years beginning after December 15, 2016, and early adoption is permitted. The Company is currently evaluating the impact that the adoption of ASU 2016‑09 will have on its financial statements and related disclosures. In June 2016, the FASB issued ASU No. 2016‑13, Financial Instruments – Credit Losses (Topic 326), which is intended to provide financial statement users with more useful information about expected credit losses on financial assets held by a reporting entity at each reporting date. The new standard replaces the existing incurred loss impairment methodology with a methodology that requires consideration of a broader range of reasonable and supportable forward-looking information to estimate all expected credit losses. The amended guidance is effective for fiscal years and interim periods within those years beginning after December 15, 2019, and early adoption is permitted. The Company is currently evaluating the impact that the adoption of ASU 2016‑13 will have on its financial statements and related disclosures. In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments. ASU 2016-15 identifies how certain cash receipts and cash payments are presented and classified in the Statement of Cash Flows. The standard is effective for fiscal years and interim periods beginning after December 15, 2017. The standard should be applied retrospectively and early adoption is permitted, including adoption in an interim period. The Company is currently in the process of evaluating the impact that the standard will have on its financial statements. |
Summary of Significant Accoun24
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Schedule of Revenue and Accounts Receivable for Each Significant Customer | Revenue Accounts Receivable Year Ended December 31, December 31, Customers 2016 2015 2014 2016 2015 Customer A % % % % % Customer B * Customer C * * * * Customer D * * * * Customer E * * * * |
Schedule of Fair Value of Financial Assets and Liabilities Measured on Recurring Basis | The following table sets forth the fair value of the Company’s financial assets and liabilities measured at fair value on a recurring basis based on the three-tier fair value hierarchy (in thousands): December 31, 2016 Level 1 Level 2 Level 3 Total Assets: Money market funds $ $ — $ — $ Total assets measured at fair value $ $ — $ — $ December 31, 2015 Level 1 Level 2 Level 3 Total Assets: Money market funds $ $ — $ — $ Total assets measured at fair value $ $ — $ — $ Liabilities: Redeemable convertible preferred stock warrant liability $ — $ — $ $ Total liabilities measured at fair value $ — $ — $ $ |
Schedule of estimated useful lives of the assets | Useful Lives Computer and network equipment 2 years Manufacturing equipment 2 – 7 years Furniture and fixtures 7 years Software 3 years |
Redeemable Convertible Preferred Stock Warrants | |
Schedule of Change in Fair Value of Liability | The following table sets forth a summary of the changes in the fair value of the redeemable convertible preferred stock warrant liability, a Level 3 financial liability, which is measured on a recurring basis (in thousands): December 31, 2016 2015 2014 Beginning balance $ $ $ Issuance of redeemable convertible preferred stock warrants — Change in fair value recorded in other income (expense), net Reclassification to additional paid-in capital — — Ending balance $ — $ $ |
Schedule of Assumptions Used in Valuation of Redeemable Convertible Preferred Stock Warrants | Year Ended December 31, 2016 2015 2014 Expected volatility 42.4 – 52.0 % 43.6 – 52.9 % 52.8 - 53.8 % Risk-free interest rate 1.22 – 1.86 % 1.76 – 2.27 % 1.81 – 2.17 % Expected term (in years) 4 – 9 5 – 10 6 – 10 Exercise price $ $ $ Dividend yield — % — % — % |
Derivative Liability | |
Summary of the changes in the fair value of the derivative liability, a Level 3 financial liability, which is measured on a recurring basis | The following table sets forth a summary of the changes in the fair value of the derivative liability, a Level 3 financial liability, which is measured on a recurring basis (in thousands): Balance at December 31, 2015 $ — Issuance of derivative liability Change in fair value recorded in other income (expense), net Reclassification to additional paid-in capital Balance at December 31, 2016 $ — |
Balance Sheet Components (Table
Balance Sheet Components (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Balance Sheet Components | |
Schedule of Inventory | Inventory consisted of the following (in thousands): December 31, 2016 2015 Raw materials $ $ Work-in-process Finished goods Total inventory $ $ |
Schedule of Property and equipment, net | Property and equipment, net consisted of the following (in thousands): December 31, 2016 2015 Manufacturing equipment $ $ Computer and network equipment Furniture and fixtures Software Leasehold improvements Total property and equipment, gross Less: accumulated depreciation Total property and equipment, net $ $ |
Schedule of Intangible Assets, Net | Intangible assets, net consisted of the following (in thousands): December 31, 2016 2015 Acquired technology $ $ Less: accumulated amortization Total intangible assets, net $ — $ |
Schedule of Accrued Liabilities | Accrued liabilities consisted of the following (in thousands): December 31, 2016 2015 Accrued payroll-related expenses $ $ Accrued manufacturing-related costs — Deferred licensing revenue Deferred rent Accrued sales commissions payable to sales representatives Other Total accrued liabilities $ $ |
Commitments and contingencies (
Commitments and contingencies (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Commitments and Contingencies. | |
Schedule of minimum rental commitments under operating leases | The following is a schedule of minimum rental commitments under the Company’s operating leases at December 31, 2016 (in thousands): Year Ending December 31, Amount 2017 $ 2018 2019 2020 2021 Total minimum lease payments $ |
Debt and Related Warrants (Tabl
Debt and Related Warrants (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Debt and Related Warrants | |
Summary of 2015 Credit Facility | The carrying value of the Company’s 2015 Credit Facility at December 31, 2016, was as follows (in thousands): Current Long-Term Portion debt Total Debt, including end of term fee $ $ $ Less: Discount attributable to warrants, end of term fee and debt issuance costs Net carrying value of debt $ $ $ The carrying value of the Company’s 2015 Credit Facility at December 31, 2015, was as follows (in thousands): Current Long-Term Portion debt Total Debt, including end of term fee $ $ $ Less: Discount attributable to warrants, end of term fee and debt issuance cost — Net carrying value of debt $ $ $ |
Summary of Principal Repayments of 2015 Credit Facility | The table below shows the principal repayments due under the 2015 Credit Facility as of December 31, 2016 (in thousands): Principal Repayment as of December 31, 2017 $ 2018 2019 Total principal repayments $ |
Redeemable Convertible Prefer28
Redeemable Convertible Preferred Stock and Stockholders' Deficit (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Redeemable Convertible Preferred Stock and Stockholders' Equity (Deficit) | |
Schedule of Authorized, Issued and Outstanding Redeemable Convertible Preferred Stock | At December 31, 2015, redeemable convertible preferred stock consisted of the following (in thousands, except share amounts): Shares Shares Issued and Carrying Liquidation Authorized Outstanding Value Preference Series A $ $ Series B Total $ $ |
Summary of Common Stock Reserved for Future Issuance | December 31, 2016 2015 Redeemable convertible preferred stock — Options issued and outstanding Shares available for future option grants Redeemable convertible preferred stock warrants — Common stock warrants — Total |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Summary of Stock Option Activity | Options Outstanding Weighted- Weighted- Average Average Options Exercise Remaining Aggregate Available for Number of Price Per Contractual Intrinsic Grant Options Share Life (years) Value (In thousands) Balance—December 31, 2014 $ $ - Options authorized — Options granted Options exercised — $ Options cancelled/forfeited Balance—December 31, 2015 $ Options authorized — Options granted Options exercised — $ Options cancelled/forfeited Balance—December 31, 2016 $ Options exercisable—December 31, 2016 $ Options vested and expected to vest—December 31, 2016 $ |
Summary of Stock-Based Compensation Expense | The Company recognized stock-based compensation expense as follows (in thousands): Year Ended December 31, 2016 2015 2014 Research and development $ $ $ General and administrative Sales and marketing Total $ $ $ |
Employees | |
Schedule of Fair Value Assumptions of Stock Options | Year Ended December 31, 2016 2015 2014 Expected volatility 42.6 – 45.3 % 44.1 – 48.9 % 36.4 – 53.2 % Risk-free interest rate 1.12 – 2.26 % 1.51 – 1.79 % 0.43 – 2.04 % Expected term (in years) 4.8 – 6.1 5.6 – 6.1 2.1 – 6.1 Dividend yield — % — % — % |
Non-Employee | |
Schedule of Fair Value Assumptions of Stock Options | Year Ended December 31, 2016 2015 2014 Expected volatility 52.3 - 52.7 % 51.6 - 52.9 % 52.8 - 53.8 % Risk-free interest rate 1.94 - 2.41 % 1.72 - 2.02 % 2.17 - 2.48 % Expected term (in years) 9.5 - 9.8 6.6 - 9.1 7.3 - 9.8 Dividend yield — % — % — % |
Geographic Information (Tables)
Geographic Information (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Geographic Information | |
Schedule of revenue by country | Revenue from customers is designated based on the geographic region or country to which the product is delivered or licensee is located. Revenue by country was as follows (in thousands): Year Ended December 31, 2016 2015 2014 United States $ $ $ Singapore Japan Germany Taiwan Hong Kong All other Total revenue $ $ $ |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Income Taxes | |
Schedule of reconciliation of statutory federal income tax rate | Year Ended December 31, 2016 2015 2014 Tax at statutory federal rate % % % State taxes, net of federal benefit Stock-based compensation Nondeductible fair value adjustment — — Nondeductible interest — — Change in valuation allowance Other Provision for income taxes % % % |
Schedule of tax effects of temporary differences and carryforwards | The tax effects of temporary differences and carryforwards that give rise to significant portions of the deferred tax assets are as follows (in thousands): December 31, 2016 2015 Deferred tax assets: Net operating loss carryforwards $ $ Inventory Accruals Depreciation and amortization Other Gross deferred tax assets Valuation allowance Deferred tax assets Deferred tax liabilities: Prepaid expenses Deferred tax liabilities Net deferred tax assets $ — $ — |
Net Loss Per Common Share (Tabl
Net Loss Per Common Share (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Net Loss Per Share | |
Computation of Basic and Diluted Net Loss Per Share | The following table sets forth the computation of basic and diluted net loss per share (in thousands, except share and per share amounts): Year Ended December 31, 2016 2015 2014 Numerator: Net loss $ $ $ Denominator: Weighted-average common shares outstanding Less: weighted-average unvested common shares subjected to repurchase Weighted-average common shares outstanding used to calculate net loss per common share, basic and diluted Net loss per common share, basic and diluted $ $ $ |
Schedule of Potentially Dilutive Securities Excluded from Diluted Net Loss Per Common Share | The following outstanding shares of potentially dilutive securities have been excluded from diluted net loss per common share for the periods presented, because their inclusion would be anti-dilutive: Year Ended December 31, 2016 2015 2014 Redeemable convertible preferred stock on an as-converted basis — Options to purchase common stock Common stock subject to repurchase Redeemable convertible preferred stock warrants on an as-converted basis — Common stock warrants — — Total |
Selected Quarterly Financial 33
Selected Quarterly Financial Data (Unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Selected Quarterly Financial Data (Unaudited) | |
Schedule of selected quarterly financial results from operations | Selected quarterly financial results from operations for the years ended December 31, 2016 and 2015 were as follows (in thousands, except per share amounts): Quarter Ended March 31, June 30, September 30, December 31, 2016 2016 2016 2016 Total revenue $ $ $ $ Gross profit Net loss Net loss per common share, basic and diluted Quarter Ended March 31, June 30, September 30, December 31, 2015 2015 2015 2015 Total revenue $ $ $ $ Gross profit Net loss Net loss per common share, basic and diluted |
Organization and Operations (De
Organization and Operations (Details) $ / shares in Units, $ in Thousands | Oct. 07, 2016USD ($)$ / sharesshares | Oct. 07, 2016$ / sharesshares | Sep. 30, 2016 | Dec. 31, 2016USD ($)shares | Dec. 31, 2014USD ($)shares | Dec. 31, 2015USD ($) | Dec. 31, 2013USD ($) |
Organization And Operations | |||||||
Reverse stock split ratio | 0.038 | ||||||
Net proceeds from initial public offering | $ | $ 33,864 | ||||||
Net proceeds from issuance of common stock in private placement | $ | 4,650 | ||||||
Accumulated deficit | $ | (96,439) | $ (79,731) | |||||
Cash and Cash Equivalents, at Carrying Value | $ | $ 29,727 | $ 9,624 | $ 2,307 | $ 4,375 | |||
Convertible promissory notes payable | |||||||
Organization And Operations | |||||||
Conversion of convertible promissory notes (in shares) | shares | 1,361,009 | ||||||
Initial Public Offering | |||||||
Organization And Operations | |||||||
Issuance of Series B redeemable convertible stock (in shares) | shares | 5,000,000 | ||||||
Initial public offering price per share | $ / shares | $ 8 | $ 8 | |||||
Net proceeds from initial public offering | $ | $ 33,900 | ||||||
Private Placement | |||||||
Organization And Operations | |||||||
Issuance of Series B redeemable convertible stock (in shares) | shares | 625,000 | ||||||
Net proceeds from issuance of common stock in private placement | $ | $ 4,700 | ||||||
Redeemable Convertible Preferred Stock | |||||||
Organization And Operations | |||||||
Issuance of Series B redeemable convertible stock (in shares) | shares | 385,641 | ||||||
Conversion of redeemable convertible preferred stock to common stock (in shares) | shares | 2,486,199 | (2,486,199) | |||||
Conversion of convertible promissory notes (in shares) | shares | 77,518 |
Summary of Significant Accoun35
Summary of Significant Accounting Policies - Schedule of Revenue and Accounts Receivable for Each Significant Customer (Details) | 12 Months Ended | ||
Dec. 31, 2016USD ($)segment | Dec. 31, 2015USD ($) | Dec. 31, 2014 | |
Segments | |||
Number of operating segments | segment | 1 | ||
Allowance for Trade Receivables | |||
Accounts Receivable | |||
Accounts receivable allowance | $ 0 | $ 0 | |
Allowance for Product Returns | |||
Accounts Receivable | |||
Accounts receivable allowance | $ 188,000 | $ 344,000 | |
Revenue | Customer Concentration Risk | Customer A | |||
Concentration risk | |||
Concentration risk percentage | 22.00% | 26.00% | 26.00% |
Revenue | Customer Concentration Risk | Customer B | |||
Concentration risk | |||
Concentration risk percentage | 13.00% | 13.00% | |
Revenue | Customer Concentration Risk | Customer B | Maximum | |||
Concentration risk | |||
Concentration risk percentage | 10.00% | ||
Revenue | Customer Concentration Risk | Customer C | |||
Concentration risk | |||
Concentration risk percentage | 15.00% | ||
Revenue | Customer Concentration Risk | Customer C | Maximum | |||
Concentration risk | |||
Concentration risk percentage | 10.00% | 10.00% | |
Revenue | Customer Concentration Risk | Customer D | Maximum | |||
Concentration risk | |||
Concentration risk percentage | 10.00% | 10.00% | 10.00% |
Revenue | Customer Concentration Risk | Customer E | |||
Concentration risk | |||
Concentration risk percentage | 12.00% | ||
Revenue | Customer Concentration Risk | Customer E | Maximum | |||
Concentration risk | |||
Concentration risk percentage | 10.00% | 10.00% | |
Accounts Receivable, net | Customer Concentration Risk | Customer A | |||
Concentration risk | |||
Concentration risk percentage | 12.00% | 28.00% | |
Accounts Receivable, net | Customer Concentration Risk | Customer B | |||
Concentration risk | |||
Concentration risk percentage | 13.00% | 23.00% | |
Accounts Receivable, net | Customer Concentration Risk | Customer C | Maximum | |||
Concentration risk | |||
Concentration risk percentage | 10.00% | 10.00% | |
Accounts Receivable, net | Customer Concentration Risk | Customer D | |||
Concentration risk | |||
Concentration risk percentage | 10.00% | ||
Accounts Receivable, net | Customer Concentration Risk | Customer D | Maximum | |||
Concentration risk | |||
Concentration risk percentage | 10.00% | ||
Accounts Receivable, net | Customer Concentration Risk | Customer E | |||
Concentration risk | |||
Concentration risk percentage | 18.00% | ||
Accounts Receivable, net | Customer Concentration Risk | Customer E | Maximum | |||
Concentration risk | |||
Concentration risk percentage | 10.00% |
Summary of Significant Accoun36
Summary of Significant Accounting Policies - Schedule of Fair Value of Financial Assets and Liabilities Measured on Recurring Basis (Details) - Recurring - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Fair Value | ||
Total assets measured at fair value | $ 29,869 | $ 2,354 |
Redeemable convertible preferred stock warrant liability | 437 | |
Total liabilities measured at fair value | 437 | |
Level 1 | ||
Fair Value | ||
Total assets measured at fair value | 29,869 | 2,354 |
Level 3 | ||
Fair Value | ||
Redeemable convertible preferred stock warrant liability | 437 | |
Total liabilities measured at fair value | 437 | |
Money Market Funds | ||
Fair Value | ||
Money market funds | 29,869 | 2,354 |
Money Market Funds | Level 1 | ||
Fair Value | ||
Money market funds | $ 29,869 | $ 2,354 |
Summary of Significant Accoun37
Summary of Significant Accounting Policies - Schedule of Change in Fair Value of Liability (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Redeemable convertible preferred stock warrant | |||
Reclassification to additional paid-in capital | $ 65 | ||
Redeemable Convertible Preferred Stock Warrants | Level 3 | |||
Redeemable convertible preferred stock warrant | |||
Beginning balance | 437 | $ 145 | $ 45 |
Issuance of redeemable convertible preferred stock warrants / derivative liability | 307 | 106 | |
Change in fair value recorded in other income (expense), net | 372 | 15 | 6 |
Reclassification to additional paid-in capital | (65) | ||
Ending balance | $ 437 | $ 145 | |
Derivative Liability | Level 3 | |||
Redeemable convertible preferred stock warrant | |||
Issuance of redeemable convertible preferred stock warrants / derivative liability | 918 | ||
Change in fair value recorded in other income (expense), net | (798) | ||
Reclassification to additional paid-in capital | $ (120) |
Summary of Significant Accoun38
Summary of Significant Accounting Policies - Schedule of Assumptions Used in Valuation of Redeemable Convertible Preferred Stock Warrants (Details) - Redeemable Convertible Preferred Stock Warrants - $ / shares | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Fair Value Measurements | |||
Exercise price | $ 26 | $ 26 | $ 26 |
Minimum | |||
Fair Value Measurements | |||
Expected volatility | 42.40% | 43.60% | 52.80% |
Risk-free interest rate | 1.22% | 1.76% | 1.81% |
Expected term (in years) | 4 years | 5 years | 6 years |
Maximum | |||
Fair Value Measurements | |||
Expected volatility | 52.00% | 52.90% | 53.80% |
Risk-free interest rate | 1.86% | 2.27% | 2.17% |
Expected term (in years) | 9 years | 10 years | 10 years |
Summary of Significant Accoun39
Summary of Significant Accounting Policies - Property and Equipment (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Impairment of Long-lived Assets | |||
Impairment of long-lived assets | $ 0 | $ 0 | $ 0 |
Manufacturing equipment | Minimum | |||
Property and Equipment, Net | |||
Useful Lives | 2 years | ||
Manufacturing equipment | Maximum | |||
Property and Equipment, Net | |||
Useful Lives | 7 years | ||
Computer and network equipment | |||
Property and Equipment, Net | |||
Useful Lives | 2 years | ||
Furniture and fixtures | |||
Property and Equipment, Net | |||
Useful Lives | 7 years | ||
Software | |||
Property and Equipment, Net | |||
Useful Lives | 3 years |
Summary of Significant Accoun40
Summary of Significant Accounting Policies - Additional Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Summary of Significant Accounting Policies | |||
Fair value inputs, future outcomes, minimum equity financing proceeds | $ 5,000 | ||
Deferred revenue | 2,900 | $ 2,600 | |
Deferred cost of sales | 1,100 | 1,200 | |
Deferred income on shipments to distributors | 1,827 | 1,440 | |
Income Taxes | |||
Interest and penalties on unrecognized tax benefits | $ 0 | $ 0 | $ 0 |
Balance Sheet Components - Sche
Balance Sheet Components - Schedule of Inventory (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Inventory | ||
Raw materials | $ 853 | $ 361 |
Work-in-process | 3,152 | 2,205 |
Finished goods | 1,064 | 1,610 |
Total inventory | $ 5,069 | $ 4,176 |
Balance Sheet Components - Prop
Balance Sheet Components - Property and Equipment Net (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Property and Equipment, Net | |||
Total property and equipment, gross | $ 10,105 | $ 9,226 | |
Less: accumulated depreciation | (8,185) | (7,572) | |
Total property and equipment, net | 1,920 | 1,654 | |
Depreciation and amortization expense | 700 | 1,200 | $ 1,300 |
Manufacturing equipment | |||
Property and Equipment, Net | |||
Total property and equipment, gross | 8,983 | 8,256 | |
Computer and network equipment | |||
Property and Equipment, Net | |||
Total property and equipment, gross | 588 | 546 | |
Furniture and fixtures | |||
Property and Equipment, Net | |||
Total property and equipment, gross | 188 | 184 | |
Software | |||
Property and Equipment, Net | |||
Total property and equipment, gross | 333 | 227 | |
Leasehold improvements | |||
Property and Equipment, Net | |||
Total property and equipment, gross | $ 13 | $ 13 |
Balance Sheet Components - Sc43
Balance Sheet Components - Schedule of Intangible Assets (Details) - USD ($) | 12 Months Ended | |||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2008 | |
Intangible assets, net | ||||
Acquired intangible assets | $ 910,000 | $ 910,000 | $ 910,000 | |
Less: accumulated amortization | (910,000) | (778,000) | ||
Total intangible assets, net | 132,000 | |||
Amortization of intangible assets | $ 132,000 | $ 150,000 | $ 182,000 |
Balance Sheet Components - Sc44
Balance Sheet Components - Schedule of Accrued Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Accrued liabilities | ||
Accrued payroll-related expenses | $ 1,045 | $ 636 |
Accrued manufacturing-related costs | 339 | |
Deferred licensing revenue | 229 | 250 |
Deferred rent | 248 | 220 |
Accrued sales commissions payable to sales representatives | 193 | 165 |
Other | 96 | 145 |
Total accrued liabilities | $ 1,811 | $ 1,755 |
Commitments and Contingencies45
Commitments and Contingencies (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Minimum rental commitments | |||
2,017 | $ 1,511 | ||
2,018 | 1,525 | ||
2,019 | 1,372 | ||
2,020 | 709 | ||
2,021 | 224 | ||
Total minimum lease payments | 5,341 | ||
Total rent expense | $ 1,500 | $ 1,400 | $ 1,300 |
Arizona manufacturing facility | Freescale | |||
Period to cancel lease upon notice | 24 months |
Debt and Related Warrants - War
Debt and Related Warrants - Warrants - Additional Information (Details) - USD ($) | 1 Months Ended | 12 Months Ended | |||||
Jun. 30, 2015 | Feb. 28, 2014 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Oct. 07, 2016 | Dec. 31, 2010 | |
Warrants | |||||||
Loss from remeasurement | $ (372,000) | $ (15,000) | $ (6,000) | ||||
2015 Credit Facility | |||||||
Warrants | |||||||
Fair value of warrants | $ 48,900 | ||||||
SVB Credit Facility | |||||||
Warrants | |||||||
Fair value of warrants | $ 1,600 | ||||||
Warrants to Purchase Series A Redeemable Convertible Preferred Stock | SVB Credit Facility | |||||||
Warrants | |||||||
Number of shares the warrant can be converted to | 3,076 | ||||||
Warrant exercise price | $ 26 | ||||||
Debt discount | $ 63,000 | ||||||
Warrants to Purchase Series B Redeemable Convertible Preferred Stock | 2015 Credit Facility | |||||||
Warrants | |||||||
Number of shares the warrant can be converted to | 18,461 | ||||||
Warrant exercise price | $ 26 | ||||||
Fair value of warrants | $ 307,000 | $ 307,000 | |||||
Warrant exercise expiration period | 10 years | ||||||
Warrants to Purchase Series B Redeemable Convertible Preferred Stock | SVB Credit Facility | |||||||
Warrants | |||||||
Number of shares the warrant can be converted to | 6,153 | ||||||
Warrant exercise price | $ 26 | ||||||
Fair value of warrants | $ 14,900 | $ 106,000 | |||||
Warrant exercise expiration period | 10 years | ||||||
Common Stock | Warrants to Purchase Series A Redeemable Convertible Preferred Stock | SVB Credit Facility | |||||||
Warrants | |||||||
Number of shares the warrant can be converted to | 3,076 | ||||||
Common Stock | Warrants to Purchase Series B Redeemable Convertible Preferred Stock | SVB Credit Facility | |||||||
Warrants | |||||||
Number of shares the warrant can be converted to | 6,153 |
Debt and Related Warrants - 201
Debt and Related Warrants - 2015 Facility - Additional Information (Details) | 1 Months Ended | 12 Months Ended | ||||
Jan. 31, 2016USD ($) | Jun. 30, 2015USD ($)installmentpaymentshares | Feb. 28, 2014USD ($)shares | Dec. 31, 2010USD ($) | Dec. 31, 2016shares | Oct. 07, 2016shares | |
2015 Credit Facility | Warrants to Purchase Series B Redeemable Convertible Preferred Stock | ||||||
Debt | ||||||
Number of shares the warrant can be converted to | shares | 18,461 | |||||
Term Loan 2015 Credit Facility | ||||||
Debt | ||||||
Loan agreement amount | $ 8,000,000 | |||||
Interest rate | 8.75% | |||||
Line of credit facility expiration period | 4 years | |||||
Number of term loan installments | installment | 15 | |||||
Number of interest and principal Payments | payment | 33 | |||||
Term loan end-of-term fee | $ 180,000 | |||||
Term Loan 2015 Credit Facility | LIBOR | ||||||
Debt | ||||||
Interest rate, basis spread percentage | 7.75% | |||||
Term Loan 2015 Credit Facility | Prime Rate | ||||||
Debt | ||||||
Interest rate, basis spread percentage | 3.75% | |||||
Revolving loan 2015 Credit Facility | ||||||
Debt | ||||||
Loan agreement amount | $ 4,000,000 | |||||
Line of credit facility expiration period | 2 years | |||||
Proceeds from revolving loan | $ 1,500,000 | |||||
SVB Credit Facility | ||||||
Debt | ||||||
Repayment of credit facility | $ 2,800,000 | |||||
Unamortized debt discount | 114,000 | |||||
Prepayment penalty | $ 20,000 | |||||
SVB Credit Facility | Warrants to Purchase Series B Redeemable Convertible Preferred Stock | ||||||
Debt | ||||||
Number of shares the warrant can be converted to | shares | 6,153 | |||||
Term Loan SVB Credit Facility | ||||||
Debt | ||||||
Loan agreement amount | $ 4,000,000 | $ 2,000,000 | ||||
Agreement term | 4 years | |||||
Interest rate | 5.00% | |||||
Line of credit facility expiration period | 4 years | |||||
Term Loan SVB Credit Facility | Prime Rate | ||||||
Debt | ||||||
Interest rate, basis spread percentage | 3.75% | |||||
Revolving Loan SVB Credit Facility | ||||||
Debt | ||||||
Loan agreement amount | $ 4,000,000 | $ 2,000,000 | ||||
Agreement term | 2 years | |||||
Interest rate | 5.00% | |||||
Line of credit facility expiration period | 2 years | |||||
Revolving Loan SVB Credit Facility | Prime Rate | ||||||
Debt | ||||||
Interest rate, basis spread percentage | 1.75% | |||||
Common Stock | ||||||
Debt | ||||||
Conversion of convertible securities | shares | 2,486,199 | |||||
Common Stock | 2015 Credit Facility | Warrants to Purchase Series B Redeemable Convertible Preferred Stock | ||||||
Debt | ||||||
Conversion of convertible securities | shares | 18,461 | |||||
Common Stock | SVB Credit Facility | Warrants to Purchase Series B Redeemable Convertible Preferred Stock | ||||||
Debt | ||||||
Number of shares the warrant can be converted to | shares | 6,153 |
Debt and Related Warrants - Sum
Debt and Related Warrants - Summary of 2015 Credit Facility (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
2015 Credit Facility | ||
Net carrying value of debt, Current Portion | $ 3,884 | $ 1,175 |
Net carrying value of debt, Long-term debt | 4,218 | 6,739 |
2015 Credit Facility | ||
2015 Credit Facility | ||
Debt, including end of term fee, Current Portion | 4,054 | 970 |
Less: discount attributable to warrants, end of term fee and debt issuance cost, Current Portion | (177) | |
Net carrying value of debt, Current Portion | 3,877 | 970 |
Debt, including end of term fee, Long-term debt | 4,301 | 7,210 |
Less: discount attributable to warrants, end of term fee and debt issuance cost, Long-term debt | (83) | (471) |
Net carrying value of debt, Long-term debt | 4,218 | 6,739 |
Debt, including end of term fee, Total | 8,355 | 8,180 |
Less: discount attributable to warrants, end of term fee and debt issuance cost, Total | (260) | (471) |
Net carrying value of debt, Total | $ 8,095 | $ 7,709 |
Debt and Related Warrants - S49
Debt and Related Warrants - Summary of Principal Repayments of 2015 Credit Facility (Details) - 2015 Credit Facility $ in Thousands | Dec. 31, 2016USD ($) |
2015 Credit Facility | |
2,017 | $ 4,054 |
2,018 | 2,909 |
2,019 | 1,392 |
Total principal repayments | $ 8,355 |
Debt and Related Warrants - Cap
Debt and Related Warrants - Capital Lease Obligations (Details) - USD ($) | Dec. 31, 2016 | Dec. 31, 2015 |
Debt and Related Warrants | ||
Capital lease obligations future minimum lease payments | $ 7,000 | $ 205,000 |
Property and equipment under capital leases | 440,000 | 431,000 |
Capital lease obligations accumulated depreciation and amortization | $ 433,000 | $ 256,000 |
Redeemable Convertible Prefer51
Redeemable Convertible Preferred Stock and Stockholders' Deficit - Additional Information (Details) - $ / shares | Dec. 31, 2016 | Oct. 31, 2016 | Dec. 31, 2015 |
Redeemable Convertible Preferred Stock and Stockholders' Equity (Deficit) | |||
Shares authorized | 105,000,000 | ||
Common stock, shares authorized | 100,000,000 | 100,000,000 | 175,000,000 |
Common stock, par value | $ 0.0001 | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 | 0 |
Preferred stock, par value | $ 0.0001 | $ 0.0001 | $ 0.0001 |
Redeemable convertible preferred stock, shares outstanding | 0 | 2,486,199 |
Redeemable Convertible Prefer52
Redeemable Convertible Preferred Stock and Stockholders' Deficit - Schedule of Authorized, Issued and Outstanding Redeemable Convertible Preferred Stock (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Redeemable convertible preferred stock | ||
Shares Authorized | 0 | 68,080,000 |
Shares Issued and Outstanding | 0 | 2,486,199 |
Carrying Value | $ 64,642 | |
Liquidation Preference | $ 64,642 | |
Series A Redeemable Convertible Preferred Stock | ||
Redeemable convertible preferred stock | ||
Shares Authorized | 35,580,000 | |
Shares Issued and Outstanding | 1,365,379 | |
Carrying Value | $ 35,500 | |
Liquidation Preference | $ 35,500 | |
Series B Redeemable Convertible Preferred Stock | ||
Redeemable convertible preferred stock | ||
Shares Authorized | 32,500,000 | |
Shares Issued and Outstanding | 1,120,820 | |
Carrying Value | $ 29,142 | |
Liquidation Preference | $ 29,142 |
Redeemable Convertible Prefer53
Redeemable Convertible Preferred Stock and Stockholders' Deficit - Summary of Common Stock Reserved for Future Issuance (Details) - $ / shares | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Common stock reserved | ||
Reserved shares of common stock for future issuance | 1,784,920 | 3,496,394 |
Dividends on common stock | $ 0 | |
Redeemable Convertible Preferred Stock Warrants | ||
Common stock reserved | ||
Reserved shares of common stock for future issuance | 27,690 | |
Common Stock Warrants | ||
Common stock reserved | ||
Reserved shares of common stock for future issuance | 27,690 | |
Options Issued and Outstanding | ||
Common stock reserved | ||
Reserved shares of common stock for future issuance | 1,414,730 | 927,175 |
Shares Available for Future Option Grants | ||
Common stock reserved | ||
Reserved shares of common stock for future issuance | 342,500 | 55,330 |
Redeemable Convertible Preferred Stock | ||
Common stock reserved | ||
Reserved shares of common stock for future issuance | 2,486,199 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Details) | Oct. 07, 2016shares | Sep. 20, 2016itemshares | Dec. 31, 2016USD ($)employee$ / sharesshares | May 31, 2014USD ($)employee$ / sharesshares | Dec. 31, 2016USD ($)$ / sharesshares | Dec. 31, 2015USD ($)$ / sharesshares | Dec. 31, 2014USD ($)$ / sharesshares | Nov. 30, 2016$ / shares | Apr. 30, 2014$ / shares |
Share-based Compensation | |||||||||
Total grant date fair value of options vested | $ | $ 622,000 | $ 353,000 | $ 332,000 | ||||||
Weighted-average grant date fair value of options granted | $ 4.52 | $ 4.42 | $ 1.82 | ||||||
Number of stock options granted | shares | 563,523 | 123,830 | |||||||
Total unrecognized compensation expense related to unvested options | $ | $ 3,400,000 | $ 3,400,000 | |||||||
Unrecognized compensation expense, weighted-average period expected to be recognized | 3 years 1 month 6 days | ||||||||
Stock-based compensation expense | $ | $ 1,141,000 | $ 416,000 | $ 799,000 | ||||||
Options remained outstanding | shares | 1,414,730 | 1,414,730 | 927,175 | 852,639 | |||||
Weighted-average exercise price (per share) | $ 5.28 | $ 5.28 | $ 4.43 | $ 4.42 | |||||
Exercise price (in dollars per share) | 5.28 | $ 5.28 | $ 4.43 | $ 4.42 | |||||
Employees | |||||||||
Share-based Compensation | |||||||||
Stock-based compensation expense | $ | $ 1,100,000 | $ 407,000 | $ 776,000 | ||||||
Weighted-average exercise price (per share) | $ 6.63 | $ 4.42 | $ 6.63 | $ 15.86 | |||||
Number of vested and unvested stock option award modified | shares | 396,028 | 333,774 | |||||||
Exercise price (in dollars per share) | $ 6.63 | $ 4.42 | 6.63 | $ 15.86 | |||||
Number of employees affected | employee | 77 | 75 | |||||||
Incremental modification value | $ | $ 629,000 | $ 939,000 | |||||||
Employees | Immediate vesting | |||||||||
Share-based Compensation | |||||||||
Stock-based compensation expense | $ | 207,000 | ||||||||
Incremental modification value | $ | 140,000 | ||||||||
Employees | Remaining vesting | |||||||||
Share-based Compensation | |||||||||
Incremental modification value | $ | $ 489,000 | $ 732,000 | |||||||
Non-Employee | |||||||||
Share-based Compensation | |||||||||
Weighted-average grant date fair value of options granted | $ 7.51 | ||||||||
Number of stock options granted | shares | 8,073 | 23,606 | |||||||
Stock-based compensation expense | $ | $ 23,000 | $ 9,000 | $ 23,000 | ||||||
Options remained outstanding | shares | 31,990 | 31,990 | 15,498 | 15,498 | |||||
Weighted-average exercise price (per share) | $ 5.26 | $ 5.26 | $ 4.42 | $ 4.42 | |||||
Exercise price (in dollars per share) | $ 5.26 | $ 5.26 | $ 4.42 | $ 4.42 | |||||
Minimum | Employees | |||||||||
Share-based Compensation | |||||||||
Weighted-average exercise price (per share) | $ 7.54 | ||||||||
Exercise price (in dollars per share) | 7.54 | ||||||||
Maximum | Employees | |||||||||
Share-based Compensation | |||||||||
Weighted-average exercise price (per share) | 13.52 | ||||||||
Exercise price (in dollars per share) | $ 13.52 | ||||||||
2016 Employee Incentive Plan | |||||||||
Share-based Compensation | |||||||||
Maximum number of common stock shares may be issued under the plan | shares | 500,000 | ||||||||
Annual increases in the number of shares available for issuance, percentage of outstanding capital stock | 3.00% | ||||||||
2016 Employee Incentive Plan | Incentive Stock Options | Maximum | |||||||||
Share-based Compensation | |||||||||
Number of shares issued (in shares) | shares | 500,000 | ||||||||
2016 Employee Stock Purchase Plan | |||||||||
Share-based Compensation | |||||||||
Maximum number of common stock shares may be issued under the plan | shares | 96,153 | ||||||||
Annual increases in the number of shares available for issuance, percentage of outstanding capital stock | 1.00% | ||||||||
Number of purchase periods | item | 2 | ||||||||
Length of time of purchase period (in months) | 6 months | ||||||||
2008 Equity Incentive Plan | |||||||||
Share-based Compensation | |||||||||
Options remained outstanding | shares | 1,257,230 | 1,257,230 | |||||||
Vesting period | 4 years | ||||||||
Exercise period | 10 years | ||||||||
2008 Equity Incentive Plan | Incentive Stock Options | Minimum | |||||||||
Share-based Compensation | |||||||||
Percentage of exercise price of fair market value of stock at the date of grant | 100.00% | ||||||||
2008 Equity Incentive Plan | Incentive Stock Options | Maximum | |||||||||
Share-based Compensation | |||||||||
Percentage of exercise price of fair market value of stock at the date of grant | 110.00% |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Stock Option Activity (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Stock-Based Compensation | |||
Options Available for Grant, Outstanding, Beginning balance | 55,330 | 106,468 | |
Options Available for Grant, Options authorized | 785,364 | 24,956 | |
Options Available for Grant, Outstanding, Ending balance | 342,500 | 55,330 | 106,468 |
Number of Options, Outstanding, Beginning balance | 927,175 | 852,639 | |
Number of Options, Options granted | 563,523 | 123,830 | |
Number of Options, Options exercised | (10,639) | (1,558) | |
Number of Options, Options cancelled/forfeited | (65,329) | (47,736) | |
Number of Options, Outstanding, Ending balance | 1,414,730 | 927,175 | 852,639 |
Number of Options, exercisable | 729,746 | ||
Number of Options, vested and expected to vest | 1,414,732 | ||
Weighted - Average Exercise Price Per Share, Options outstanding, Beginning balance | $ 4.43 | $ 4.42 | |
Weighted - Average Exercise Price Per Share, Options granted | 13.20 | 4.50 | |
Weighted - Average Exercise Price Per Share, Options exercised | 4.43 | 4.42 | |
Weighted - Average Exercise Price Per Share, Options cancelled/forfeited | 4.71 | 4.42 | |
Weighted - Average Exercise Price Per Share, Options outstanding, Ending balance | 5.28 | $ 4.43 | $ 4.42 |
Weighted - Average Exercise Price Per Share, Options exercisable | 4.52 | ||
Weighted - Average Exercise Price Per Share, Options vested and expected to vest | $ 5.28 | ||
Weighted - Average Remaining Contractual Life, Options outstanding | 7 years 7 months 6 days | 7 years 3 months 18 days | 8 years |
Weighted - Average Remaining Contractual Life, Options exercisable | 6 years 1 month 6 days | ||
Weighted - Average Remaining Contractual Life, Options vested and expected to vest | 7 years 7 months 6 days | ||
Aggregate Intrinsic Value, Options outstanding | $ 4,267 | $ 6,500 | |
Aggregate Intrinsic Value, Options exercised | 114 | $ 11 | |
Aggregate Intrinsic Value, Options exercisable | 2,752 | ||
Aggregate Intrinsic Value, Options vested and expected to vest | $ 4,267 |
Stock-Based Compensation - Su56
Stock-Based Compensation - Summary of Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Share-based compensation expense | |||
Stock-based compensation expense | $ 1,141 | $ 416 | $ 799 |
Research and Development | |||
Share-based compensation expense | |||
Stock-based compensation expense | 403 | 169 | 304 |
General and Administrative | |||
Share-based compensation expense | |||
Stock-based compensation expense | 637 | 190 | 392 |
Sales and Marketing | |||
Share-based compensation expense | |||
Stock-based compensation expense | $ 101 | $ 57 | $ 103 |
Stock-Based Compensation - Sche
Stock-Based Compensation - Schedule of Fair Value of Employee Stock Options (Details) - Options to purchase common stock | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Employees | |||
Share-based Compensation | |||
Expected volatility, Minimum | 42.60% | 44.10% | 36.40% |
Expected volatility, Maximum | 45.30% | 48.90% | 53.20% |
Risk-free interest rate, Minimum | 1.12% | 1.51% | 0.43% |
Risk-free interest rate, Maximum | 2.26% | 1.79% | 2.04% |
Employees | Minimum | |||
Share-based Compensation | |||
Expected term (in years) | 4 years 9 months 18 days | 5 years 7 months 6 days | 2 years 1 month 6 days |
Employees | Maximum | |||
Share-based Compensation | |||
Expected term (in years) | 6 years 1 month 6 days | 6 years 1 month 6 days | 6 years 1 month 6 days |
Non-Employee | |||
Share-based Compensation | |||
Expected volatility, Minimum | 52.30% | 51.60% | 52.80% |
Expected volatility, Maximum | 52.70% | 52.90% | 53.80% |
Risk-free interest rate, Minimum | 1.94% | 1.72% | 2.17% |
Risk-free interest rate, Maximum | 2.41% | 2.02% | 2.48% |
Non-Employee | Minimum | |||
Share-based Compensation | |||
Expected term (in years) | 9 years 6 months | 6 years 7 months 6 days | 7 years 3 months 18 days |
Non-Employee | Maximum | |||
Share-based Compensation | |||
Expected term (in years) | 9 years 9 months 18 days | 9 years 1 month 6 days | 9 years 9 months 18 days |
Related Party Transactions (Det
Related Party Transactions (Details) | Oct. 07, 2016USD ($)shares | Aug. 21, 2016shares | Oct. 21, 2014$ / sharesshares | Oct. 17, 2014 | Aug. 31, 2016USD ($)item | Jan. 31, 2016USD ($)item | Dec. 31, 2016USD ($)$ / sharesshares | Dec. 31, 2016USD ($)$ / sharesshares | Dec. 31, 2015USD ($)$ / shares | Dec. 31, 2014USD ($)$ / sharesshares | Aug. 31, 2014USD ($) |
Related Party Transactions | |||||||||||
Debt instrument, convertible, equity issuance trigger | $ 5,000,000 | ||||||||||
Amounts due to related parties | $ 1,359,000 | 1,359,000 | $ 3,812,000 | ||||||||
Research and development expense | 19,233,000 | 21,126,000 | $ 12,664,000 | ||||||||
Non-cash compensation expense (income) | 965,000 | 1,761,000 | 107,000 | ||||||||
Processing cost | 5,069,000 | 5,069,000 | 4,176,000 | ||||||||
Related party sales | 2,378,000 | 3,472,000 | $ 3,191,000 | ||||||||
Due from related party | 486,000 | $ 486,000 | 564,000 | ||||||||
Common Stock | |||||||||||
Related Party Transactions | |||||||||||
Conversion of convertible promissory notes (in shares) | shares | 1,361,009 | ||||||||||
Number of shares sold | shares | 9,848 | ||||||||||
Redeemable Convertible Preferred Stock | |||||||||||
Related Party Transactions | |||||||||||
Conversion of convertible promissory notes (in shares) | shares | 77,518 | ||||||||||
Number of shares sold | shares | 385,641 | ||||||||||
Global Foundries | Common Stock | |||||||||||
Related Party Transactions | |||||||||||
Number of shares sold | shares | 461,538 | ||||||||||
Global Foundries | Research and Development | Common Stock | |||||||||||
Related Party Transactions | |||||||||||
Non-cash compensation expense (income) | $ 965,000 | 1,800,000 | $ 107,000 | ||||||||
Freescale | |||||||||||
Related Party Transactions | |||||||||||
Amounts due to related parties | 380,000 | 380,000 | 207,000 | ||||||||
Rent paid | 1,100,000 | 1,000,000 | 1,000,000 | ||||||||
Processing cost | 2,500,000 | 2,500,000 | 3,900,000 | 3,300,000 | |||||||
Related party sales | 2,400,000 | 3,500,000 | 3,200,000 | ||||||||
Due from related party | 486,000 | 486,000 | 564,000 | ||||||||
Joint Development Agreement | Global Foundries | |||||||||||
Related Party Transactions | |||||||||||
Amounts due to related parties | $ 979,000 | 979,000 | 3,500,000 | ||||||||
Research and development expense | $ 2,900,000 | $ 3,600,000 | $ 0 | ||||||||
Agreement Term | 4 years | ||||||||||
Period to Repurchase Shares | 1 year | ||||||||||
Period of possession of exclusive right to manufacture after qualification of device | 3 years | ||||||||||
Period of possession of exclusive right to manufacture after completion of device development work | 4 years | ||||||||||
Joint Development Agreement | Global Foundries | Common Stock | |||||||||||
Related Party Transactions | |||||||||||
Number of shares sold | shares | 461,538 | ||||||||||
Shares sold, price per share | $ / shares | $ 0.00026 | ||||||||||
Number of shares of common stock, vested | shares | 211,538 | 38,462 | |||||||||
Number of shares of common stock, unvested | shares | 211,538 | 211,538 | |||||||||
Estimated fair value of common stock per share | $ / shares | $ 8.29 | $ 8.29 | $ 13.52 | $ 4.68 | |||||||
Joint Development Agreement | Global Foundries | Series B Redeemable Convertible Preferred Stock | |||||||||||
Related Party Transactions | |||||||||||
Number of shares sold | shares | 192,307 | ||||||||||
Shares sold, price per share | $ / shares | $ 26 | ||||||||||
2014 Convertible Promissory Notes | Stockholders | |||||||||||
Related Party Transactions | |||||||||||
Debt instrument, aggregate amount | $ 2,000,000 | ||||||||||
2014 Convertible Promissory Notes | Stockholders | Series B Redeemable Convertible Preferred Stock | |||||||||||
Related Party Transactions | |||||||||||
Accrued interest | $ 2,000,000 | ||||||||||
Conversion of convertible promissory notes (in shares) | shares | 77,518 | ||||||||||
2016 Convertible Promissory Notes | Stockholders | |||||||||||
Related Party Transactions | |||||||||||
Debt instrument, aggregate amount | $ 5,000,000 | ||||||||||
Debt instrument, interest rate | 5.00% | ||||||||||
Debt instrument, convertible, equity issuance trigger | $ 5,000,000 | ||||||||||
Debt instrument, threshold percentage | 80.00% | ||||||||||
Debt instrument, carrying value | $ 5,200,000 | ||||||||||
Unamortized discount | 74,000 | ||||||||||
Derivative liability | 70,000 | ||||||||||
Gain or loss from extinguishment of debt | 0 | ||||||||||
Multiple factor for cash payment | item | 3 | ||||||||||
2016 Convertible Promissory Notes | Stockholders | Common Stock | |||||||||||
Related Party Transactions | |||||||||||
Accrued interest | $ 176,000 | ||||||||||
Conversion of convertible promissory notes (in shares) | shares | 808,747 | ||||||||||
2016 Bridge Notes | Stockholders | |||||||||||
Related Party Transactions | |||||||||||
Debt instrument, aggregate amount | $ 3,500,000 | ||||||||||
Debt instrument, interest rate | 5.00% | ||||||||||
Debt instrument, convertible, equity issuance trigger | $ 5,000,000 | ||||||||||
Debt instrument, threshold percentage | 80.00% | ||||||||||
Debt instrument, carrying value | $ 3,500,000 | ||||||||||
Unamortized discount | 122,000 | $ 264,000 | $ 653,000 | ||||||||
Derivative liability | 50,000 | ||||||||||
Gain or loss from extinguishment of debt | 0 | ||||||||||
Multiple factor for cash payment | item | 3 | ||||||||||
2016 Bridge Notes | Stockholders | Common Stock | |||||||||||
Related Party Transactions | |||||||||||
Accrued interest | $ 35,000 | ||||||||||
Conversion of convertible promissory notes (in shares) | shares | 552,262 |
Geographic Information (Details
Geographic Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Geographic Information | |||||||||||
Total revenue | $ 7,064 | $ 7,164 | $ 6,659 | $ 6,207 | $ 6,800 | $ 7,092 | $ 6,349 | $ 6,305 | $ 27,094 | $ 26,546 | $ 24,896 |
United States | |||||||||||
Geographic Information | |||||||||||
Total revenue | 4,321 | 5,362 | 6,055 | ||||||||
Singapore | |||||||||||
Geographic Information | |||||||||||
Total revenue | 5,467 | 4,614 | 3,399 | ||||||||
Japan | |||||||||||
Geographic Information | |||||||||||
Total revenue | 3,285 | 2,280 | 4,408 | ||||||||
Germany | |||||||||||
Geographic Information | |||||||||||
Total revenue | 3,013 | 3,546 | 2,933 | ||||||||
Taiwan | |||||||||||
Geographic Information | |||||||||||
Total revenue | 2,161 | 3,759 | 3,097 | ||||||||
Hong Kong | |||||||||||
Geographic Information | |||||||||||
Total revenue | 2,122 | 2,744 | 3,133 | ||||||||
All other | |||||||||||
Geographic Information | |||||||||||
Total revenue | $ 6,725 | $ 4,241 | $ 1,871 |
Income Taxes - Reconciliation E
Income Taxes - Reconciliation Effective Tax Rate (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Taxes | |||
Provision for income taxes | $ 0 | $ 0 | $ 0 |
Reconciliation of statutory federal income tax | |||
Tax at statutory federal rate | (34.00%) | (34.00%) | (34.00%) |
State taxes, net of federal benefit | (1.50%) | (1.90%) | (2.70%) |
Stock-based compensation | 1.30% | 0.80% | 2.80% |
Nondeductible fair value adjustment | (2.50%) | ||
Nondeductible interest | 2.00% | ||
Change in valuation allowance | 33.30% | 34.30% | 37.90% |
Other | 1.40% | 0.80% | (4.00%) |
Provision for income taxes | 0.00% | 0.00% | 0.00% |
Income Taxes - Deferred tax ass
Income Taxes - Deferred tax assets (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Deferred tax assets: | ||
Net operating loss carryforwards | $ 29,469 | $ 23,526 |
Inventory | 1,187 | 1,309 |
Accruals | 902 | 1,693 |
Depreciation and amortization | 105 | 290 |
Other | 1,312 | 752 |
Gross deferred tax assets | 32,975 | 27,570 |
Valuation allowance | (32,850) | (27,554) |
Deferred tax assets | 125 | 16 |
Deferred tax liabilities: | ||
Prepaid expenses | (125) | (16) |
Deferred tax liabilities | (125) | (16) |
Increase in valuation allowance | $ 5,300 | $ 6,200 |
Income Taxes - Net operating lo
Income Taxes - Net operating loss carryforwards (Details) $ in Millions | Dec. 31, 2016USD ($) |
Federal | |
Net operating loss carryforwards | |
Net operating loss carryforwards | $ 83.5 |
State | |
Net operating loss carryforwards | |
Net operating loss carryforwards | $ 32.5 |
Net Loss Per Common Share - Com
Net Loss Per Common Share - Computation of Basic and Diluted Net Loss Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Numerator: | |||||||||||
Net loss | $ (5,308) | $ (1,444) | $ (5,416) | $ (4,540) | $ (6,253) | $ (4,509) | $ (3,268) | $ (4,153) | $ (16,708) | $ (18,183) | $ (10,183) |
Denominator: | |||||||||||
Weighted-average common shares outstanding | 5,117,226 | 3,013,743 | 2,635,621 | ||||||||
Less: weighted-average unvested common shares subjected to repurchase | (378,730) | (461,538) | (91,043) | ||||||||
Weighted-average common shares outstanding used to calculate net loss per common share, basic and diluted | 4,738,496 | 2,552,205 | 2,544,578 | ||||||||
Net loss per common share, basic and diluted | $ (0.48) | $ (0.54) | $ (2.12) | $ (1.78) | $ (2.45) | $ (1.77) | $ (1.28) | $ (1.63) | $ (3.53) | $ (7.12) | $ (4) |
Net Loss Per Common Share - Sch
Net Loss Per Common Share - Schedule of Potentially Dilutive Securities Excluded from Diluted Net Loss Per Common Share (Details) - shares | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Antidilutive Securities | |||
Potentially dilutive securities excluded from diluted net loss per common share | 1,653,958 | 3,902,602 | 3,809,605 |
Redeemable Convertible Preferred Stock | |||
Antidilutive Securities | |||
Potentially dilutive securities excluded from diluted net loss per common share | 2,486,199 | 2,486,199 | |
Options to purchase common stock | |||
Antidilutive Securities | |||
Potentially dilutive securities excluded from diluted net loss per common share | 1,414,730 | 927,175 | 852,639 |
Common stock subject to repurchase | |||
Antidilutive Securities | |||
Potentially dilutive securities excluded from diluted net loss per common share | 211,538 | 461,538 | 461,538 |
Redeemable Convertible Preferred Stock Warrants | |||
Antidilutive Securities | |||
Potentially dilutive securities excluded from diluted net loss per common share | 27,690 | 9,229 | |
Common Stock Warrants | |||
Antidilutive Securities | |||
Potentially dilutive securities excluded from diluted net loss per common share | 27,690 |
Selected Quarterly Financial 65
Selected Quarterly Financial Data (Unaudited) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Selected Quarterly Financial Data (Unaudited) | |||||||||||
Total revenue | $ 7,064 | $ 7,164 | $ 6,659 | $ 6,207 | $ 6,800 | $ 7,092 | $ 6,349 | $ 6,305 | $ 27,094 | $ 26,546 | $ 24,896 |
Gross profit | 3,232 | 4,305 | 3,500 | 3,662 | 2,921 | 3,634 | 3,631 | 3,792 | 14,699 | 13,978 | 13,090 |
Net loss | $ (5,308) | $ (1,444) | $ (5,416) | $ (4,540) | $ (6,253) | $ (4,509) | $ (3,268) | $ (4,153) | $ (16,708) | $ (18,183) | $ (10,183) |
Net loss per common share, basic and diluted | $ (0.48) | $ (0.54) | $ (2.12) | $ (1.78) | $ (2.45) | $ (1.77) | $ (1.28) | $ (1.63) | $ (3.53) | $ (7.12) | $ (4) |
Subsequent Events (Details)
Subsequent Events (Details) | 1 Months Ended | ||
Mar. 29, 2017USD ($)ft² | Jan. 31, 2017ft² | Dec. 31, 2016USD ($) | |
Subsequent event | |||
Aggregate amount of payments due under the lease | $ 5,341,000 | ||
Office and Laboratory Space | Freescale | Subsequent Events | |||
Subsequent event | |||
Term of lease (in years) | 5 years | ||
Area of operating lease (in sq feet) | ft² | 10,023 | 6,560 | |
Aggregate amount of payments due under the lease | $ 871,000 | ||
Arizona manufacturing facility | Freescale | Subsequent Events | |||
Subsequent event | |||
Aggregate amount of payments due under the lease | $ 1,800,000 |