Document and Entity Information
Document and Entity Information - USD ($) shares in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Mar. 27, 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 | MBII | ||
Entity Registrant Name | MARRONE BIO INNOVATIONS INC | ||
Entity Central Index Key | 1,441,693 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Filer Category | Smaller Reporting Company | ||
Entity Common Stock, Shares Outstanding | 24,766,703 | ||
Entity Public Float | $ 15,449,219 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 9,609 | $ 19,838 |
Restricted cash, current portion | 1,444 | 1,856 |
Accounts receivable | 3,592 | 2,347 |
Inventories, net | 8,482 | 9,064 |
Deferred cost of product revenues, including deferred cost of product revenues to related parties of $0 and $79 as of December 31, 2016 and December 31, 2015, respectively | 2,688 | 1,596 |
Prepaid expenses and other current assets | 1,060 | 1,211 |
Total current assets | 26,875 | 35,912 |
Property, plant and equipment, net | 17,343 | 18,445 |
Restricted cash, less current portion | 1,560 | 16,560 |
Other assets | 205 | 284 |
Total assets | 45,983 | 71,201 |
Current liabilities: | ||
Accounts payable | 1,385 | 2,007 |
Accrued liabilities | 5,508 | 5,689 |
Accrued interest due to related parties | 1,618 | 1,175 |
Deferred revenue, current portion | 5,647 | 2,919 |
Deferred revenue from related parties | 168 | |
Capital lease obligations, current portion | 839 | 647 |
Debt, current portion | 252 | 244 |
Total current liabilities | 15,249 | 12,849 |
Deferred revenue, less current portion | 1,787 | 2,021 |
Capital lease obligations, less current portion | 0 | 18 |
Debt, less current portion | 21,083 | 21,509 |
Debt due to related parties | 36,667 | 35,512 |
Other liabilities | 1,381 | 1,314 |
Total liabilities | 76,167 | 73,223 |
Commitments and contingencies (Note 12) | ||
Stockholders' deficit: | ||
Preferred stock: $0.00001 par value; 20,000 shares authorized and no shares issued or outstanding at December 31, 2016 and December 31, 2015 | 0 | 0 |
Common stock: $0.00001 par value; 250,000 shares authorized, 24,661 shares issued and outstanding as of December 31, 2016 and 24,536 as of December 31, 2015 | 0 | 0 |
Additional paid in capital | 204,463 | 201,554 |
Accumulated deficit | (234,647) | (203,576) |
Total stockholders' deficit | (30,184) | (2,022) |
Total liabilities and stockholders' deficit | $ 45,983 | $ 71,201 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Statement Of Financial Position [Abstract] | ||
Deferred cost of product revenues to related parties | $ 0 | $ 79 |
Preferred stock, par value | $ 0.00001 | $ 0.00001 |
Preferred stock, shares authorized | 20,000,000 | 20,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.00001 | $ 0.00001 |
Common stock, shares authorized | 250,000,000 | 250,000,000 |
Common stock, shares issued | 24,661,000 | 24,536,000 |
Common stock, shares outstanding | 24,661,000 | 24,536,000 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Revenues: | |||
Product | $ 13,715,000 | $ 8,976,000 | $ 7,750,000 |
License | 327,000 | 333,000 | 232,000 |
Related party | 492,000 | 1,154,000 | |
Total revenues | 14,042,000 | 9,801,000 | 9,136,000 |
Cost of product revenues, including cost of product revenues to related parties of $0, $254 and $561 for the years ended December 31, 2016, 2015 and 2014, respectively | 9,522,000 | 9,256,000 | 9,438,000 |
Gross profit (loss) | 4,520,000 | 545,000 | (302,000) |
Operating Expenses: | |||
Research, development and patent | 9,670,000 | 13,500,000 | 19,281,000 |
Selling, general and administrative | 18,510,000 | 26,502,000 | 28,950,000 |
Total operating expenses | 28,180,000 | 40,002,000 | 48,231,000 |
Loss from operations | (23,660,000) | (39,457,000) | (48,533,000) |
Other income (expense): | |||
Interest income | 37,000 | 51,000 | 59,000 |
Interest expense | (2,941,000) | (2,764,000) | (2,907,000) |
Interest expense to related parties | (4,361,000) | (1,599,000) | |
Other income (expense), net | (146,000) | 41,000 | (278,000) |
Total other expense, net | (7,411,000) | (4,271,000) | (3,126,000) |
Loss before income taxes | (31,071,000) | (43,728,000) | (51,659,000) |
Income taxes | 0 | 0 | 0 |
Net loss | $ (31,071,000) | $ (43,728,000) | $ (51,659,000) |
Basic and diluted net loss per common share | $ (1.26) | $ (1.79) | $ (2.32) |
Weighted-average shares outstanding used in computing net loss per common share | 24,617 | 24,469 | 22,314 |
Consolidated Statements of Ope5
Consolidated Statements of Operations (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Statement [Abstract] | |||
Cost of product revenues to related parties | $ 0 | $ 254 | $ 561 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Statement Of Income And Comprehensive Income [Abstract] | |||
Net loss | $ (31,071) | $ (43,728) | $ (51,659) |
Other comprehensive loss | 0 | 0 | 0 |
Comprehensive loss | $ (31,071) | $ (43,728) | $ (51,659) |
Consolidated Statements Stockho
Consolidated Statements Stockholders' Equity (Deficit) - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock [Member] | Additional paid in capital [Member] | Accumulated deficit [Member] |
Beginning balance at Dec. 31, 2013 | $ 39,031 | $ 0 | $ 147,220 | $ (108,189) |
Beginning balance, shares at Dec. 31, 2013 | 19,323 | |||
Net loss | (51,659) | $ 0 | 0 | (51,659) |
Exercise of stock options | 1,305 | $ 0 | 1,305 | 0 |
Exercise of stock options, shares | 561 | |||
Share-based compensation | 4,555 | $ 0 | 4,555 | 0 |
Cash exercise of common stock warrants | 50 | $ 0 | 50 | 0 |
Cash exercise of common stock warrants, shares | 6 | |||
Issuance of common stock in follow-on offering, net of offering costs and underwriter commissions | 39,949 | $ 0 | 39,949 | 0 |
Issuance of common stock in follow-on offering, net of offering costs and underwriter commissions, shares | 4,575 | |||
Ending balance at Dec. 31, 2014 | 33,231 | $ 0 | 193,079 | (159,848) |
Ending balance, shares at Dec. 31, 2014 | 24,465 | |||
Net loss | (43,728) | $ 0 | 0 | (43,728) |
Exercise of stock options | 54 | $ 0 | 54 | 0 |
Exercise of stock options, shares | 61 | |||
Share-based compensation | 3,811 | $ 0 | 3,811 | 0 |
Issuance of common stock warrants | 4,610 | 0 | 4,610 | 0 |
Conversion of restricted stock units | 0 | $ 0 | 0 | 0 |
Conversion of restricted stock units, shares | 10 | |||
Ending balance at Dec. 31, 2015 | (2,022) | $ 0 | 201,554 | (203,576) |
Ending balance, shares at Dec. 31, 2015 | 24,536 | |||
Net loss | (31,071) | $ 0 | 0 | (31,071) |
Exercise of stock options | $ 31 | $ 0 | 31 | 0 |
Exercise of stock options, shares | 48 | 48 | ||
Share-based compensation | $ 2,669 | $ 0 | 2,669 | 0 |
Issuance of common stock warrants | 209 | 0 | 209 | 0 |
Conversion of restricted stock units | 0 | $ 0 | 0 | 0 |
Conversion of restricted stock units, shares | 77 | |||
Ending balance at Dec. 31, 2016 | $ (30,184) | $ 0 | $ 204,463 | $ (234,647) |
Ending balance, shares at Dec. 31, 2016 | 24,661 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Cash flows from operating activities | |||
Net loss | $ (31,071,000) | $ (43,728,000) | $ (51,659,000) |
Adjustments to reconcile net loss to net cash used in operating activities: | |||
Depreciation and amortization | 2,235,000 | 3,510,000 | 2,581,000 |
Loss (gain) on disposal of equipment | 135,000 | (39,000) | 243,000 |
Share-based compensation | 2,669,000 | 3,811,000 | 4,555,000 |
Non-cash interest expense | 1,329,000 | 803,000 | 780,000 |
Amortization of investment securities premiums discounts, net | 10,000 | ||
Net changes in operating assets and liabilities: | |||
Accounts receivable | (1,245,000) | (560,000) | 1,997,000 |
Accounts receivable from related party | 903,000 | ||
Inventories | 582,000 | 3,580,000 | 73,000 |
Prepaid Expenses and other assets | 189,000 | 142,000 | (309,000) |
Deferred cost of product revenues | (1,092,000) | 201,000 | 1,064,000 |
Accounts payable | (588,000) | (3,486,000) | 1,667,000 |
Accrued and other liabilities | (219,000) | (76,000) | 1,895,000 |
Accrued interest due to related parties | 443,000 | 1,175,000 | |
Deferred revenue | 2,494,000 | 29,000 | (108,000) |
Deferred revenue from related parties | (168,000) | (492,000) | (671,000) |
Customer refund liabilities | (1,044,000) | 1,044,000 | |
Net cash used in operating activities | (24,307,000) | (36,174,000) | (35,935,000) |
Cash flows from investing activities | |||
Purchases of property, plant and equipment | (209,000) | (1,653,000) | (13,002,000) |
Proceeds from the sale of equipment | 7,000 | 6,000 | |
Purchase of short-term investments | (49,000) | ||
Maturities of short-term investments | 13,716,000 | ||
Net cash provided by (used in) investing activities | (209,000) | (1,646,000) | 671,000 |
Cash flows from financing activities | |||
Proceeds from public offering, net of offering costs and underwriter commissions | 39,949,000 | ||
Proceeds from issuance of debt, net of financing costs | 9,696,000 | ||
Proceeds from issuance of debt due to related parties, net of financing costs | 39,698,000 | ||
Proceeds from line of credit | 4,687,000 | ||
Repayment of line of credit | (4,687,000) | ||
Repayment of debt | (260,000) | (435,000) | (378,000) |
Financing costs | (75,000) | ||
Repayment of capital leases | (821,000) | (1,983,000) | (1,073,000) |
Change in restricted cash | 15,412,000 | (15,000,000) | (3,416,000) |
Exercise of stock options | 31,000 | 54,000 | 1,305,000 |
Proceeds from exercise of common stock warrants | 50,000 | ||
Net cash provided by financing activities | 14,287,000 | 22,334,000 | 46,133,000 |
Net increase (decrease) in cash and cash equivalents | (10,229,000) | (15,486,000) | 10,869,000 |
Cash and cash equivalents, beginning of period | 19,838,000 | 35,324,000 | 24,455,000 |
Cash and cash equivalents, end of period | 9,609,000 | 19,838,000 | 35,324,000 |
Supplemental disclosure of cash flow information | |||
Cash paid for interest, net of capitalized interest of $0, $4 and $668 for the years ended December 31, 2016, 2015 and 2014, respectively | 5,550,000 | 2,297,000 | 2,102,000 |
Supplemental disclosure of non-cash investing and financing activities | |||
Property, plant and equipment included in accounts payable and accrued liabilities | 21,000 | 499,000 | 204,000 |
Equipment acquired under capital leases | $ 1,586,000 | $ 787,000 | 834,000 |
Equipment acquired in association with operating leases | $ 285,000 |
Consolidated Statements of Cas9
Consolidated Statements of Cash Flows (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Statement Of Cash Flows [Abstract] | |||
Cash paid for interest, net of capitalized interest | $ 0 | $ 4 | $ 668 |
Summary of Business, Basis of P
Summary of Business, Basis of Presentation and Liquidity | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
Summary of Business, Basis of Presentation and Liquidity | 1. Summary of Business, Basis of Presentation and Liquidity Marrone Bio Innovations, Inc. (“Company”), formerly Marrone Organic Innovations, Inc., was incorporated under the laws of the State of Delaware on June 15, 2006, and is located in Davis, California. In July 2012, the Company formed a wholly-owned subsidiary, Marrone Michigan Manufacturing LLC (“MMM LLC”), which holds the assets of a manufacturing plant the Company purchased in July 2012. The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiary. All significant intercompany balances and transactions have been eliminated in consolidation. The Company makes bio-based pest management and plant health products. The Company targets the major markets that use conventional chemical pesticides, including certain agricultural and water markets where its bio-based products are used as alternatives for, or mixed with, conventional chemical pesticides. The Company also targets new markets for which (i) there are no available conventional chemical pesticides or (ii) the use of conventional chemical pesticides may not be desirable or permissible either because of health and environmental concerns (including for organically certified crops) or because the development of pest resistance has reduced the efficacy of conventional chemical pesticides. The Company delivers EPA-approved and registered biopesticide products and other bio-based products that address the global demand for effective, safe and environmentally responsible products. In August 2013, the Company closed its initial public offering of 5,462,500 shares of its common stock (inclusive of 712,500 shares of common stock sold upon the exercise of the underwriters’ option to purchase additional shares) (“IPO”). The public offering price of the shares sold in the offering was $12.00 per share. The total gross proceeds from the offering to the Company were $65,550,000, and after deducting underwriting discounts and commissions and offering expenses payable by the Company, the aggregate net proceeds received by the Company totaled approximately $56,105,000. Upon the closing of the IPO, all shares of the Company’s outstanding convertible preferred stock and convertible notes automatically converted into shares of common stock and outstanding warrants to purchase convertible preferred stock and certain warrants to purchase common stock were exercised for shares of common stock (see Note 17). In connection with the IPO, on August 1, 2013, the Company amended and restated its certificate of incorporation to effect a 1-for-3.138458 reverse stock split (see Note 16). In June 2014, the Company completed a public offering of 4,575,000 shares of its common stock (inclusive of 675,000 shares of common stock sold upon the exercise of the underwriters’ option to purchase additional shares). The public offering price of the shares sold in the offering was $9.50 per share. The total gross proceeds from the offering to the Company were $43,463,000, and after deducting underwriting discounts and commissions and offering expenses payable by the Company, the aggregate net proceeds received by the Company totaled $39,949,000. In December 2016, the Company filed a shelf registration statement with the SEC on Form S-3 that provides for the sale and issuance of up to $50,000,000 of its common stock, preferred stock, debt securities, warrants, rights and/or units, including the ability to sell up to $15,000,000 of the Company’s common stock through an at-the-market program in accordance with an offering agreement with a third party. The Company is an early stage company with a limited operating history and has a limited number of commercialized products. As of December 31, 2016, the Company had an accumulated deficit of $234,647,000, has incurred significant losses since inception and expects to continue to incur losses for the foreseeable future. Until the completion of the IPO in August 2013, the Company had funded operations primarily with net proceeds from the private placements of convertible preferred stock, convertible notes, promissory notes and term loans, as well as with the proceeds from the sale of its products and payments under strategic collaboration and distribution agreements and government grants. The Company will need to generate significant revenue growth to achieve and maintain profitability. As of December 31, 2016, the Company had working capital of $11,626,000, including cash and cash equivalents of $9,609,000. In addition, as of December 31, 2016, the Company had debt and debt due to related parties of $21,335,000 and $36,667,000, respectively, for which the underlying debt agreements contain various financial and non-financial covenants, as well as certain material adverse change clauses. In addition, as of December 31, 2016, the restricted cash relating to these debt agreements (see Notes 6 and 15). If the Company breaches any of the covenants contained within the debt agreements or if the material adverse change clauses are triggered, the entire unpaid principal and interest balances would be due and payable upon demand. Without entering into a continuation of its current waiver, which expires December 31, 2017, entering into strategic agreements that include significant cash payments upfront, significantly increasing revenues from sales or raising additional capital through the issuance of equity, the Company expects it will exceed its maximum debt-to-worth requirement under a promissory note with Five Star Bank. Further, a violation of a covenant in one debt agreement will cause the Company to be in violation of certain covenants under each of its other debt agreements. Breach of covenants included in the Company’s debt agreements, which could result in the lenders demanding payment of the unpaid principal and interest balances, will have a material adverse effect upon the Company and would likely require the Company to seek to renegotiate these debt arrangements with the lenders. If such negotiations are unsuccessful, the Company may be required to seek protection from creditors through bankruptcy proceedings. The Company’s inability to maintain compliance with its debt covenants could have a negative impact on the Company’s financial condition and ability to continue as a going concern. The Company participates in a heavily regulated and highly competitive crop protection industry and believes that adverse changes in any of the following areas could have a material effect on the Company’s future financial position, results of operations or cash flows: inability to obtain regulatory approvals, increased competition in the pesticide market, market acceptance of the Company’s products, weather and other seasonal factors beyond the Company’s control, litigation or claims against the Company related to intellectual property, patents, products or governmental regulation, and the Company’s ability to support increased growth. Although the Company recognizes that it will likely need to raise additional funds in the future, there can be no assurance that such efforts will be successful or that, in the event that they are successful, the terms and conditions of such financing will not be unfavorable. Any future equity financing may result in dilution to existing shareholders and any debt financing may include additional restrictive covenants. Any failure to obtain additional financing or to achieve the revenue growth necessary to fund the Company with cash flows from operations will have a material adverse effect upon the Company and will likely result in a substantial reduction in the scope of the Company’s operations and impact the Company’s ability to achieve its planned business objectives. The accompanying financial statements have been prepared under the assumption that the Company will continue to operate as a going concern, which contemplates the realization of assets and the settlement of liabilities in the normal course of business. The consolidated financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts of liabilities that may result from the Company’s ability to continue as a going concern. We adopted the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update No. 2014-15, Presentation of Financial Statements – Going Concern (Subtopic 205-40) The Company believes that its existing cash and cash equivalents of $9,609,000 at December 31, 2016, expected revenues, the net proceeds from its “at-the-market” offering, and the March 2017 LSQ Financing arrangement one year from the date of the issuance of these financial statements, If the Company becomes unable to continue as a going concern, the Company may have to liquidate its assets, and might realize significantly less than the values at which they are carried on its financial statements, and stockholders may lose all or part of their investment in the Company’s common stock. The June 2014 Secured Promissory Note contains a material adverse change clause that could be invoked by the lender as a result of the uncertainty related to the Company’s ability to continue as a going concern. If the lender were to declare an event of default, the entire amount of borrowings related to all debt agreements at that time would have to be reclassified as current in the financial statements. The lender has waived their right to deem recurring losses, liquidity, going concern, and financial condition a material adverse change through October 1, 2018. As a result, none of the long term portion of the Company’s outstanding debt has been reclassified to current in these financial statements as of December 31, 2016. |
Significant Accounting Policies
Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | 2. Significant Accounting Policies Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the 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. Actual results could differ from those estimates. Cash and Cash Equivalents The Company considers all highly liquid financial instruments purchased with a maturity of three months or less to be cash equivalents. Cash and cash equivalents consists of cash on deposit, money market funds and certificates of deposit accounts with U.S. financial institutions. The Company is exposed to credit risk in the event of default by financial institutions to the extent that cash and cash equivalents balances with financial institutions are in excess of amounts that are insured by the Federal Deposit Insurance Corporation. The Company has not experienced any losses on these deposits. Restricted Cash The Company’s restricted cash consists of cash that the Company is contractually obligated to maintain in accordance with the terms of its June 2014 Secured Promissory Note. See Note 6 for further discussion. Fair Value of Financial Instruments Accounting Standards Codification (“ASC”) 820, Fair Value Measurements ASC 820 requires that the valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. ASC 820 establishes a three tier value hierarchy, which prioritizes inputs that may be used to measure fair value as follows: • Level 1—Quoted prices in active markets for identical assets or liabilities. • Level 2—Observable inputs other than quoted prices in active markets for identical assets and liabilities, quoted prices for identical or similar assets or liabilities in inactive markets or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. • Level 3—Inputs that are generally unobservable and typically reflect management’s estimate of assumptions that market participants would use in pricing the asset or liability. The following table presents the Company’s financial assets measured at fair value on a recurring basis as of December 31, 2016 and 2015 (in thousands): DECEMBER 31, 2016 TOTAL LEVEL 1 LEVEL 2 LEVEL 3 Assets Money market funds $ 3,752 $ 3,752 $ — $ — DECEMBER 31, 2015 TOTAL LEVEL 1 LEVEL 2 LEVEL 3 Assets Money market funds $ 3,750 $ 3,750 $ — $ — The Company’s money market funds are held at registered investment companies. As of December 31, 2016 and 2015, the money market funds were in active markets and, therefore, are measured based on the Level 1 valuation hierarchy. Concentrations of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of cash, cash equivalents, accounts receivable and debt. The Company deposits its cash and cash equivalents with high credit quality domestic financial institutions with locations in the U.S. Such deposits may exceed federal deposit insurance limits. The Company believes the financial risks associated with these financial instruments are minimal. The Company’s customer base is dispersed across many different geographic areas, and currently most customers are pest management distributors in the U.S. Generally, receivables are due up to 120 days from the invoice date and are considered past due after this date, although the Company may offer extended terms from time to time. During the years ended December 31, 2016, 2015 and 2014, 10%, 9% and 12%, respectively, of the Company’s revenues were generated from international customers. The Company’s principal sources of revenues are its Regalia and Grandevo product lines. These two product lines accounted for 74%, 89% and 91% of the Company’s total revenues during the years ended December 31, 2016, 2015 and 2014, respectively. Customers to which 10% or more of the Company’s total revenues are attributable for any one of the periods presented consist of the following: CUSTOMER A CUSTOMER B CUSTOMER C Year ended December 31, 2016 25 % 3 % 5 % 2015 28 % 10 % 8 % 2014 30 % 4 % 13 % Customers to which 10% or more of the Company’s outstanding accounts receivable are attributable as of either December 31, 2016 or 2015 consist of the following: CUSTOMER A CUSTOMER B CUSTOMER C CUSTOMER D December 31, 2016 21 % 10 % 7 % 14 % December 31, 2015 32 % 29 % 12 % 0 % Concentrations of Supplier Dependence The active ingredient in the Company’s Regalia product line is derived from the giant knotweed plant, which the Company obtains from China. The Company currently relies on one supplier for this plant. Such single supplier acquires raw knotweed from numerous regional sources and performs an extraction process on this plant, creating a dried extract that is shipped to the Company’s manufacturing plant. While the Company does not have a long-term supply contract with this supplier, the Company does have a long term business relationship with this supplier. The Company endeavors to keep 9-12 months of knotweed extract on hand at any given time, but an unexpected disruption in supply could have an effect on Regalia supply and revenues. Although the Company has identified additional sources of raw knotweed, there can be no assurance that the Company will continue to be able to obtain dried extract from China at a competitive price. Accounts Receivable The carrying value of the Company’s receivables represents their estimated net realizable values. The Company generally does not require collateral and estimates any required allowance for doubtful accounts based on historical collection trends, the age of outstanding receivables and existing economic conditions. If events or changes in circumstances indicate that specific receivable balances may be impaired, further consideration is given to the collectibility of those balances and the allowance is recorded accordingly. Past-due receivable balances are written-off when the Company’s internal collection efforts have been unsuccessful in collecting the amount due. During the years ended December 31, 2016, 2015 and 2014, no receivable balances were written-off. As of December 31, 2016 and 2015, the Company had no allowance for doubtful accounts. Inventories Inventories are stated at the lower of cost or market value (net realizable value or replacement cost) and include the cost of material and external and internal labor and manufacturing costs. Cost is determined on the first-in, first-out basis. The Company provides for inventory reserves when conditions indicate that the selling price may be less than cost due to physical deterioration, obsolescence, changes in price levels or other factors. Additionally, the Company provides reserves for excess and slow-moving inventory on hand that is not expected to be sold to reduce the carrying amount of excess and slow-moving inventory to its estimated net realizable value. The reserves are based upon estimates about future demand from the Company’s customers and distributors and market conditions. During the year ended December 31, 2016, the Company recorded, as a component of cost of product revenues, adjustments to inventory reserves of $177,000 due to quantities on hand that may not be used or sold prior to expiration, and an adjustment of $771,000 as a result of actual utilization of the Company’s manufacturing plant being less than what is considered normal capacity. During the year ended December 31, 2015, the Company recorded, as a component of cost of product revenues, adjustments to inventory reserves of $19,000 due to quantities on hand that may not be used or sold prior to expiration, and an adjustment of $2,545,000 as a result of actual utilization of the Company’s manufacturing plant being less than what is considered normal capacity. During the year ended December 31, 2014, the Company recorded, as a component of cost of product revenues, adjustments to inventory reserves of $695,000 due to quantities on hand that may not be used prior to expiration as a result of lower production and sales forecasts; an $894,000 write-off of inventory primarily due to the identification of inventory that would not be suitable for sale in future periods either because the inventory did not pass quality inspection or the efficacy had declined; an adjustment of $890,000 as a result of actual utilization of the Company’s manufacturing plant being less than what is considered normal capacity; and a $270,000 write-down of the carrying value of inventory to net realizable value. Inventories, net consist of the following (in thousands): DECEMBER 31, 2016 2015 Raw materials $ 3,491 $ 5,110 Work in progress 2,044 1,044 Finished goods 2,947 2,910 $ 8,482 $ 9,064 As of December 31, 2016 and 2015, the Company had $127,000 and $24,000, respectively, in reserves against its inventories. Deferred Cost of Product Revenues Deferred cost of product revenues are stated at the lower of cost or net realizable value and include product sold where title has transferred but the criteria for revenue recognition have not been met. As of December 31, 2016 and 2015, the Company recorded deferred cost of product revenues of $2,688,000 and $1,596,000, respectively, including deferred cost of product revenues to related parties of $0 and $79,000, respectively. Property, Plant and Equipment Property, plant and equipment are recorded at cost and are depreciated using the straight-line method over their estimated useful lives. The Company generally uses the following estimated useful lives for each asset category: ASSET CATEGORY ESTIMATED USEFUL LIFE Building 30 years Computer equipment 2-3 years Machinery and equipment 3-20 years Office equipment 3-5 years Furniture 3-5 years Leasehold improvements Shorter of lease term or useful life Software 3 years Amortization of assets under capital leases is included in depreciation expense. Maintenance, repairs and minor renewals are expensed as incurred. Expenditures that substantially increase an asset’s useful life are capitalized. During the year ended December 31, 2016, the Company identified certain equipment that it intends to dispose of or sell in the near term. The Company has committed to sell or dispose of this equipment with an estimated total realizable fair value, less costs to sell, of approximately $70,000. These items classified as held for sale were valued as of September 30, 2016 and based on unobservable inputs and classified as Level 3 within the fair value hierarchy. Assets held for sale are included in prepaid expenses and other current assets. The Company determined the fair value based, in part, upon recent third-party valuation appraisals. The Company recognized an impairment charge of $66,000 on the assets held for sale during year ended December 31, 2016 in the statement of operations under other income (expense), net. Impairment of Long-Lived Assets Impairment losses related to long-lived assets are recognized in the event the net carrying value of such assets is not recoverable and exceeds fair value. The Company evaluates the recoverability of its long-lived assets whenever events or changes in circumstances indicate that the carrying value of an asset may not be recoverable. The carrying amount of a long-lived asset (asset group) is not recoverable if it exceeds the sum of the undiscounted cash flows expected to result from the use and eventual disposition of the asset (asset group). If the carrying amount of a long-lived asset (asset group) is considered is not recoverable, the impairment loss is measured as the amount by which the carrying value of the asset group exceeds its estimated fair value. Revenue Recognition The Company recognizes revenues when persuasive evidence of an arrangement exists, transfer of title has occurred or services have been rendered, the price is fixed or determinable and collectability is reasonably assured. If contractual obligations, acceptance provisions or other contingencies exist which indicate that the price is not fixed or determinable, revenue is recognized after such obligations or provisions are fulfilled or expire. Product revenues consist of revenues generated from sales of the Company’s products to distributors and direct customers, net of rebates and cash discounts. For sales of products made to distributors, the Company recognizes revenue either on a sell-in or sell-through basis depending on the specific facts and circumstances of the transaction(s) with the distributor. Factors considered include, but are not limited to, whether the payment terms offered to the distributor are structured to correspond to when product is resold, the distributor history of adhering to the terms of its contractual arrangements with the Company, whether the Company has a pattern of granting concessions for the benefit of the distributor and whether there are other conditions that may indicate that the sale to the distributor is not substantive. In some cases, the Company recognizes distributor revenue as title and risk of loss passes, provided all other revenue recognition criteria have been satisfied (the “sell-in” method). For certain sales to certain distributors, the revenue recognition criteria for distributor sales are not satisfied at the time title and risk of loss passes to the distributor; specifically, in instances where “inventory protection” arrangements were offered to distributors that permitted these distributors to return to the Company certain unsold products, the Company considers the arrangement not to be fixed or determinable, and accordingly, revenue is deferred until products are resold to customers of the distributor (the “sell-through” method). As of December 31, 2016 and 2015, the Company recorded current deferred product revenues of $5,411,000 and $2,760,000, respectively, including current deferred product revenues from related parties of $0 and $168,000, respectively. The cost of product revenues associated with such deferral are also deferred and classified as deferred cost of product revenues in the consolidated balance sheets. Cash received from customers related to delivered product that may not represent a true sale is classified as customer refund liabilities in the consolidated balance sheets and the related cost of inventory remains in inventory in the consolidated balance sheets until the product is returned or is resold to customers of the distributor and revenue is recognized. During the years ended December 31, 2016, 2015 and 2014, 44%, 47% and 53%, respectively, of total revenues were recognized on a sell-through basis. From time to time, the Company offers certain product rebates to its distributors and growers, which are estimated and recorded as reductions to product revenues, and an accrued liability is recorded at the later of when the revenues are recorded or the rebate is being offered. The Company recognizes license revenues pursuant to strategic collaboration and distribution agreements under which the Company receives payments for the achievement of certain testing validation, regulatory progress and commercialization events. As these activities and payments are associated with exclusive rights that the Company provides in connection with strategic collaboration and distribution agreements over the term of the agreements, revenues related to the payments received are deferred and recognized over the term of the exclusive distribution period of the respective agreement. During the year ended December 31, 2016, the Company received payments totaling $300,000 under these agreements. During the year ended December 31, 2015, the Company received payments totaling $750,000 under these agreements, and as of December 31, 2015, and additional $300,000 was included in accounts receivable. During the year ended December 31, 2014, the Company received payments totaling $500,000 under these agreements, and as of December 31, 2014, an additional $750,000 was included in accounts receivable. During the years ended December 31, 2016, 2015 and 2014, the Company recognized $327,000, $333,000 and $232,000, respectively, as license revenues, excluding related party revenues. The Company has a strategic collaboration and distribution agreement with Syngenta, an affiliate of a former beneficial owner of more than 5% of the Company’s common stock, Syngenta Ventures Pte. LTD (“Syngenta Ventures”). In connection with the Company’s public offering in June 2014, Syngenta Ventures sold 600,000 shares of the Company’s common stock, reducing its ownership percentage below 5%. Accordingly, revenue recognized under this agreement subsequent to June 2014 has not been included in related party revenues. During the year ended December 31, 2014, the Company recognized $333,000 of related party revenues under this agreement prior to Syngenta Ventures reducing its ownership stake. As of December 31, 2016, the Company recorded current and non-current deferred revenues of Research, Development and Patent Expenses Research and development expenses include payroll-related expenses, field trial costs, toxicology costs, regulatory costs, consulting costs and lab costs. Patent expenses include legal costs relating to the patents and patent filing costs. These costs are expensed to operations as incurred. During the years ended December 31, 2016, 2015 and 2014, research and development expenses totaled $8,654,000, $12,392,000 and $18,110,000, respectively, and patent expenses totaled $1,016,000, $1,108,000, and $1,171,000, respectively. Shipping and Handling Costs Amounts billed for shipping and handling are included as a component of product revenues. Related costs for shipping and handling have been included as a component of cost of product revenues. Advertising The Company expenses advertising costs as incurred. Advertising costs for the years ended December 31, 2016, 2015 and 2014 were $213,000, $456,000 and $557,000, respectively. Share-Based Compensation The Company recognizes share-based compensation expense for all stock options and restricted stock units granted to employees and directors based on estimated fair values. The Company estimates the fair value of restricted stock units based on the closing bid price of the Company’s common stock on the date of grant. The Company estimates the fair value of stock options on the date of grant using an option-pricing model. The value of the portion of the stock options that is ultimately expected to vest is recognized as expense on a straight-line basis over the requisite service period. Forfeitures are estimated on the date of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates. The Company uses the Black-Scholes-Merton option-pricing model to calculate the estimated fair value of stock options on the measurement date (generally, the date of grant). The required inputs in the option-pricing model include the expected life of the stock options, estimated volatility factor, risk-free interest rate and expected dividend yield. These inputs are subjective and generally require significant judgment. During the years ended December 31, 2016, 2015 and 2014, the Company calculated the fair value of stock options granted based on the following assumptions: YEAR ENDED DECEMBER 31, 2016 2015 2014 Expected life (years) 5.85-6.08 6.08 5.46-6.08 Estimated volatility factor 45%-46% 46%-47% 49%-71% Risk-free interest rate 1.13%-2.18% 1.86%-1.93% 1.63%-2.05% Expected dividend yield — — — Expected Life . Expected life represents the period that share-based payment awards are expected to be outstanding. The Company uses the “simplified method” in accordance with Staff Accounting Bulletin (“SAB”) No. 107, (“SAB No. 107”), and SAB No. 110, (“SAB No. 110”), to calculate the expected term of stock options determined to be “plain vanilla.” Under this approach, the expected term is presumed to be the midpoint between the vesting date and the contractual end of the stock option grant. For stock options granted with an exercise price not equal to the determined fair market value, the Company estimates the expected life based on historical data and management’s expectations about exercises and post-vesting termination behavior. The Company will use the simplified method until it has sufficient historical data necessary to provide a reasonable estimate of expected life in accordance with SAB No. 107 and SAB No. 110. Estimated Volatility Factor . As the Company’s common stock has a limited trading history, the Company calculates the estimated volatility factor based on the trading history and calculated volatility of the common stock of comparable agricultural biotechnology companies. Risk-Free Interest Rate . The Company calculates the risk-free interest rate based on the implied yield currently available on U.S. Treasury constant-maturity securities with the same or substantially equivalent remaining term as the expected life of the stock options. Expected Dividend Yield . The Company has not declared dividends nor does it expect to in the foreseeable future. Therefore, a zero value was assumed for the expected dividend yield. Estimated Forfeitures . The Company considers voluntary and involuntary termination behavior and actual stock option forfeitures when estimating forfeitures. If, in the future, the Company determines that other methods for calculating these assumptions are more reasonable, or if other methods are prescribed by authoritative guidance, the fair value calculated for the Company’s stock options could change significantly. Higher volatility factors and longer expected lives result in an increase to the share-based compensation expense determined at the date of grant. Share-based compensation expense is recorded in the Company’s research, development and patent expense and selling, general and administrative expense. Income Taxes The Company uses the asset and liability method of accounting for income taxes. Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to the differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. To the extent that deferred tax assets cannot be recognized under the preceding criteria, the Company establishes valuation allowances, as necessary, to reduce deferred tax assets to the amounts expected to be realized. As of December 31, 2016 and 2015, all deferred tax assets were fully offset by a valuation allowance. The realization of deferred tax assets is dependent upon future federal, state and foreign taxable income. The Company’s judgments regarding deferred tax assets may change due to future market conditions, as the Company expands into international jurisdictions, due to changes in U.S. or international tax laws and other factors. These changes, if any, may require material adjustments to the Company’s deferred tax assets, resulting in a reduction in net income or an increase in net loss in the period in which such determinations are made. The Company recognizes liabilities for uncertain tax positions based upon a two-step process. To the extent that a tax position does not meet a more-likely-than-not level of certainty, no benefit is recognized in the consolidated financial statements. If a tax position meets the more-likely-than-not level of certainty, it is recognized in the consolidated financial statements at the largest amount that has a greater than 50% likelihood of being realized upon ultimate settlement. The Company’s policy is to analyze the Company’s tax positions taken with respect to all applicable income tax issues for all open tax years in each respective jurisdiction. As of December 31, 2016 and 2015, the Company concluded that no uncertain tax positions were required to be recognized in its consolidated financial statements. The Company recognizes interest and penalties related to income tax matters in income tax expense. No amounts were recognized for interest and penalties during the years ended December 31, 2016, 2015 and 2014. Comprehensive Loss Comprehensive loss represents the net loss for the period adjusted for the results of certain changes to stockholders’ equity (deficit) that are not reflected in the consolidated statements of operations, if applicable. Net loss is the only component of the Company’s comprehensive loss for the periods presented. Segment Information The Company is organized as a single operating segment, whereby its chief operating decision maker assesses the performance of and allocates resources to the business as a whole. Recently Adopted Accounting Pronouncements In April 2015, the FASB issued Accounting Standards Update No. 2015-03, Interest—Imputation of Interest (Topic 835-30): Simplifying the Presentation of Debt Issuance Costs (“ASU 2015-03”). ASU 2015-03 requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. The provisions of ASU 2015-03 must be applied on a retrospective basis. The Company adopted ASU 2015-03 effective January 1, 2016. Upon adoption, the Company reclassified debt issuance costs from prepaid expenses and other current assets and other assets as a reduction to debt and debt due to related parties in the consolidated balance sheets. Adoption of this guidance did not have a material impact on the Company’s consolidated financial position, results of operations or cash flows. In August 2014, the FASB issued Accounting Standards Update No. 2014-15, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern (“ASU 2014-15”). ASU 2014-15 requires management to evaluate for each annual and interim reporting period whether conditions or events give rise to substantial doubt that an entity has the ability to continue as a going concern within one year following issuance of the financial statements and requires specific disclosures regarding the conditions or events leading to substantial doubt. The Company adopted ASU 2014-15 effective December 31, 2016. Adoption of this standard did not have a material impact on the Company’s consolidated financial position, results of operations or cash flows as disclosed in Note 1. Recently Issued Accounting Pronouncements In August 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2016-15, “Statement of Cash Flows: Classification of Certain Cash Receipts and Cash Payments”. The amendments in this update clarify how certain cash receipts and cash payments are presented and classified in the statement of cash flows. ASU No. 2016-15 will be effective for fiscal years beginning after December 15, 2017, with early adoption permitted. The Company has not elected to early adopt this guidance and is currently evaluating ASU 2016-15 to determine the impact to its consolidated financial statements. In June 2016, the FASB issued Accounting Standards Update No. 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”). ASU 2016-13 introduces a new forward-looking approach, based on expected losses, to estimate credit losses on certain types of financial instruments, including trade receivables. The estimate of expected credit losses will require entities to incorporate considerations of historical information, current information and reasonable and supportable forecasts. ASU 2016-13 also expands the disclosure requirements to enable users of financial statements to understand the entity’s assumptions, models and methods for estimating expected credit losses. For public business entities that meet the definition of a Securities and Exchange Commission filer, ASU 2016-13 is effective for annual and interim reporting periods beginning after December 15, 2019, and the guidance is to be applied using the modified-retrospective approach. Earlier adoption is permitted for annual and interim reporting periods beginning after December 15, 2018. The Company is currently evaluating ASU 2016-13 to determine the impact to its consolidated financial statements and related disclosures. In March 2016, the FASB issued Accounting Standards Update No. 2016-09, Compensation—Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting (“ASU 2016-09”). The amendments are effective for public companies for annual periods beginning after December 15, 2016, and interim periods within those annual periods. Several aspects of the accounting for share-based payment award transactions are simplified, including: (a) income tax consequences; (b) classification of awards as either equity or liabilities; and (c) classification on the statement of cash flows. The Company is currently evaluating ASU 2016-09 to determine the potential impact to its consolidated financial statements and related disclosures. In February 2016, the FASB issued Accounting Standards Update No. 2016-02, Leases (Topic 842) Leases: Amendments to the FASB Accounting Standards Codifications (“ASU 2016-02”), to increase transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. ASU 2016-02 is effective for public companies for financial statements issued for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Early adoption is permitted. Companies must apply a modified retrospective transition approach for leases existing at, or entered into after, the beginning of the earliest comparative period presented in the financial statements. The modified retrospective approach would not require any transition accounting for leases that expired before the earliest comparative period presented. Lessees and lessors may not apply a full retrospective transition approach. The Company is currently evaluating ASU 2016-02 to determine the potential impact to its consolidated financial statements and related disclosures. In January 2016, the FASB issued Accounting Standards Update 2016-01, Financial Instruments – Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities (“ASU 2016-01”). ASU 2016-01 applies to all entities that hold financial assets or owe financial liabilities and is intended to provide more useful information on the recognition, measurement, presentation and disclosure of financial instruments. Among other things, ASU 2016-01 (i) requires equity investments (except those accounted for under the equity method of accounting or those that result in consolidation of the investee) to be measured at fair value with changes in fair value recognized in net income; (ii) simplifies the impairment assessment of equity investments without readily determinable fair values by requiring a qualitative assessment to identify impairment; (iii) eliminates the requirement to disclose the fair value of financial instruments measured at amortized cost for entities that are not public business entities; (iv) eliminates the requirement for public business entities to disclose the method(s) and significant assumptions used to estimate the fair value that is required to be disclosed for financial instruments measured at amortized cost on the balance sheet; (v) requires public business entities to use the exit price notion when measuring the fair value of financial instruments for disclosure purposes; (vi) requires an entity to present separately in other comprehensive income the portion of the total change in the fair value of a liability resulting from a change in the instrument-specific credit risk when the entity has elected to measure the liability at fair value in accordance with the fair value option for financial instruments; (vii) requires separate presentation of financial assets and financial liabilities by measurement category and form of financial asset (that is, securities or loans and receivables) on the balance sheet or the accompany |
Property, Plant and Equipment
Property, Plant and Equipment | 12 Months Ended |
Dec. 31, 2016 | |
Property Plant And Equipment [Abstract] | |
Property, Plant and Equipment | 3. Property, Plant and Equipment Property, plant and equipment consist of the following (in thousands): DECEMBER 31, 2016 2015 Land $ 1 $ 1 Buildings 6,528 6,598 Computer equipment and software 522 522 Furniture, fixtures and office equipment 352 347 Machinery and equipment 14,887 15,964 Leasehold improvements 2,373 2,372 Construction in progress 7 3 24,670 25,807 Less accumulated depreciation (7,327 ) (7,362 ) $ 17,343 $ 18,445 The Company has granted interests in certain property, plant and equipment to third parties in connection with certain financing arrangements (see Note 6). The Company recognized depreciation and amortization expense during the years ended December 31, 2016, 2015 and 2014 of $2,235,000, $3,510,000 and $2,581,000, respectively, which included amortization expense related to capital leases during those periods (see Note 11). |
Net Loss per Share
Net Loss per Share | 12 Months Ended |
Dec. 31, 2016 | |
Earnings Per Share [Abstract] | |
Net Loss per Share | 4. Net Loss per Share Basic net loss per share is calculated by dividing the net loss attributable to common stockholders by the weighted average number of common shares outstanding during the period. Diluted net loss per share reflects the potential dilution that could occur if securities or other contracts to issue common stock, such as stock options, restricted stock units, convertible notes, convertible preferred stock and warrants, result in the issuance of common stock which share in the losses of the Company. Certain potential shares of common stock have been excluded from the computation of diluted net loss per share for certain periods as their effect would be anti-dilutive. Such potentially dilutive shares are excluded when the effect would be to reduce the loss per share. The treasury stock method has been applied to determine the dilutive effect of warrants. The following table sets forth the potential shares of common stock as of the end of each period presented that are not included in the calculation of diluted net loss per share because to do so would be anti-dilutive (in thousands): DECEMBER 31, 2016 2015 2014 Stock options outstanding 3,397 2,116 2,831 Warrants to purchase common stock 4,152 4,027 145 Restricted stock units outstanding 415 107 — YEAR ENDED DECEMBER 31, 2016 2015 2014 (In thousands, except per share data) Numerator: Net loss $ (31,071 ) $ (43,728 ) $ (51,659 ) Denominator Weighted average shares outstanding used for basic and diluted net loss per share 24,617 24,469 22,314 Basic and diluted net loss per share $ (1.26 ) $ (1.79 ) $ (2.32 ) |
Accrued Liabilities
Accrued Liabilities | 12 Months Ended |
Dec. 31, 2016 | |
Payables And Accruals [Abstract] | |
Accrued Liabilities | 5. Accrued Liabilities Accrued liabilities consist of the following (in thousands): DECEMBER 31, 2016 2015 Accrued compensation $ 1,403 $ 999 Accrued severance — 209 Accrued warranty costs 754 384 Accrued legal costs 569 915 Accrued customer incentives 639 82 Accrued SEC civil penalty (Note 12) — 1,750 Accrued liabilities, other 2,143 1,350 $ 5,508 $ 5,689 On January 14, 2015, James Iademarco was appointed as the Company’s President and Chief Operating Officer. On August 20, 2015, the Company entered into a separation agreement with Mr. Iademarco whereby he resigned effective August 31, 2015, but agreed to remain available to advise the Company in a consulting capacity for an additional period of up to 90 days to assist with the transition of various pending matters. Pursuant to the separation agreement, Mr. Iademarco is entitled to receive, among other things, an amount equal to one-twelfth of his prior base salary of $290,000 on or before the 15th day of each of the twelve months following August 31, 2015 and certain premium payments for health and vision insurance coverage, in partial consideration for Mr. Iademarco granting the Company a general release of liability and claims. During the year ended December 31, 2015, the Company recorded severance expenses in the amount of $313,000 to selling, general and administrative expenses based on the terms of Mr. Iademarco’s separation agreement, of which $209,000 was accrued as of December 31, 2015. During the year ended December 31, 2016, the Company did not record any selling, general and administrative expenses based on the terms of Mr. Iademarco’s separation agreement, and there were no remaining severance accruals related to this agreement as of December 31, 2016. During the year ended December 31, 2015, the Company reduced overall headcount as part of its measures to streamline business operations, reduce operating expenses and conserve cash. During the year ended December 31, 2015, the Company recorded severance expenses in the amount of $180,000 to research, development and patent expenses and $115,000 to selling, general and administrative expenses based on the terms of the employees’ separation agreements, all of which had been paid as of December 31, 2015. There were no expenses recorded nor were there any accrual remaining as of December 31, 2016. During the year ended December 31, 2014, the Company also reduced overall headcount as part of its measures to streamline business operations, reduce operating expenses and conserve cash, and recorded severance expenses in the amount of $258,000 to research, development and patent expenses and $147,000 to selling, general and administrative expenses based on the terms of the employees’ separation agreements, all of which had been paid as of December 31, 2014. The Company warrants the specifications and/or performance of its products through implied product warranties and has extended product warranties to qualifying customers on a contractual basis. The Company estimates the costs that may be incurred during the warranty period and records a liability in the amount of such costs at the time product is shipped. The Company’s estimate is based on historical experience and estimates of future warranty costs as a result of increasing usage of the Company’s products. The Company periodically assesses the adequacy of its recorded warranty liability and adjusts the amount as necessary. Changes in the Company’s accrued warranty costs during the period are as follows (in thousands): Balance at December 31, 2015 $ 384 Warranties issued during the period $ 429 Settlements made during the period (59 ) Balance at December 31, 2016 $ 754 |
Debt
Debt | 12 Months Ended |
Dec. 31, 2016 | |
Debt Disclosure [Abstract] | |
Debt | 6. Debt Debt, including debt due to related parties, consists of the following (in thousands): DECEMBER 31, 2016 2015 Secured promissory notes (“October 2012 and April 2013 Secured Promissory Notes”) bearing interest at 14.00% per annum, payable monthly through October 2018, collateralized by substantially all of the Company’s assets, net of unamortized debt discount as of December 31, 2016 and December 31, 2015 of $228 and $48, respectively, discount is based on imputed interest rate of 15.0% $ 12,222 $ 12,402 Secured promissory note (“June 2014 Secured Promissory Note”) bearing interest at prime plus 2% (5.5% as of December 31, 2016) per annum, payable monthly through June 2036, collateralized by certain of the Company’s deposit accounts and MMM LLC’s inventories, chattel paper, accounts, equipment and general intangibles, net of unamortized debt discount as of December 31, 2016 and December 31, 2015 of $247 and $270, respectively, discount is based on imputed interest rate of 5.8% 9,113 9,351 Senior secured promissory notes due to related parties (“August 2015 Senior Secured Promissory Notes”) bearing interest at 8% per annum, interest is payable biannually with principal payments due in increments at three, four and five years from the closing date, collateralized by substantially all of the Company’s assets, net of unamortized discount as of December 31, 2016 and December 31, 2015 of $3,333 and $4,488, respectively debt discount is based on imputed interest rate of 10.9% (see Note 15) 36,667 35,512 Debt, including debt due to related parties 58,002 57,265 Less debt due to related parties (36,667 ) (35,512 ) Less current portion (252 ) (244 ) $ 21,083 $ 21,509 As of December 31, 2016, aggregate contractual future principal payments on the Company’s debt, including debt due to related parties, are due as follows (in thousands): Year Ended December 31, 2017 $ 274 2018 22,739 2019 10,306 2020 20,322 2021 342 Thereafter 7,827 Total future principal payments $ 61,810 The fair value of the Company’s outstanding debt obligations as of December 31, 2016 and 2015 was $21,611,000 and $23,457,000, respectively, which was estimated based on a discounted cash flow model using an estimated market rate of interest of 15% for the fixed rate debt and 5.50% for the variable rate debt, and is classified as Level 3 within the fair value hierarchy. Term Loan In March 2009, October 2010 and October 2011, the Company and Five Star Bank agreed to modify the terms of its existing revolving line of credit (“Revolver”). Under the modified terms of the Revolver, the Company’s borrowings under the Revolver were limited to 75% of qualifying accounts receivable with a maximum borrowing limit of $500,000. In March 2012, the Company entered into a change in terms agreement with the bank under which the existing Revolver was replaced by the Term Loan in the amount of $500,000 bearing interest at a rate of 7% per annum, maturing April 1, 2016. The Company’s inventories, chattel paper, accounts receivable, equipment and general intangibles (excluding certain financed equipment and intellectual property) have been pledged as collateral under the Term Loan. The Term Loan was fully paid off in August 2015. Secured Promissory Notes On October 2, 2012, the Company borrowed $7,500,000 pursuant to senior notes (“October 2012 Secured Promissory Notes”) with a group of lenders. The October 2012 Secured Promissory Notes have an initial term of three years and can be extended for an additional two years in one year increments at the option of the Company. During the initial three-year term, the October 2012 Secured Promissory Notes bear interest at 12% per annum. If the term of the October 2012 Secured Promissory Notes is extended an additional year, the interest rate is 13% during the fourth year. If the term of the October 2012 Secured Promissory Notes is extended for an additional two years, the interest rate is 14% during the fifth year. Interest on the October 2012 Secured Promissory Notes is payable monthly through the initial maturity date of the loan, which is October 2, 2015, or through any extension period. The principal and all unpaid interest are due on the maturity date, as may be extended. In August 2015, the terms of the October 2012 Secured Promissory Notes were amended, resulting in an increase in the interest rate to 18% effective September 1, 2015 for the then remaining term of the notes. The Company also provided a written notice in September 2015 to extend the maturity date to October 2, 2017. This amendment was accounted for as a modification of the loan agreement with the effective interest rate adjusted prospectively from the amendment date. In November 2016, the Company amended the October 2012 Secured Promissory Notes. The amendment resulted in (i) a decrease of the interest rate to 14% effective November 1, 2016 for the remaining term of the notes; (ii) an extension of the maturity date by one year to October 2, 2018; (iii) an agreement by Gordon Snyder, an individual, as administrative agent for the Lenders (defined below) (the “Snyder Agent”) to enter into an intercreditor agreement, on behalf of itself and the Lenders party to the underlying loan agreement (the “Lenders”), with a third- party lender pursuant to which the Snyder Agent would subordinate its lien in the Company’s accounts receivable and inventory to the new lien of the third-party lender in such collateral; and (iv) the Company’s delivery to the Snyder Agent warrants in the name of each Lender to purchase 10 shares of the Company’s common stock for each $1,000 of principal outstanding under the loans by each such Lender, for a total of 124,500 shares subject to the warrants (“November 2016 Warrants”), at an exercise price of $2.38 per share. The November 2016 Warrants were valued using the Black Scholes method at $209,000 and recorded as a discount to the debt. This discount is being amortized over the remaining term of this note and the outstanding balance of the November 2016 Warrants was $192,000 as of December 31, 2016. As part of the terms of the October 2012 Secured Promissory Notes, the Company is required to pay a fee of 5% of the funded principal amount to the agent that facilitated the borrowing and provides management of the relationship with the group of lenders (“Agent Fee”). This Agent Fee is payable within 30 days after all interest and principal have been paid. For each year the Company extends the maturity date of the October 2012 Secured Promissory Notes beyond the initial term, the agent will receive an additional 1% fee based on the funded principal amount. The present value of the unpaid Agent Fee, based on 5% of the funded principal amount, or $261,000, as of the closing date of the October 2012 Secured Promissory Notes this fee was originally recorded as both deferred financing costs as a component of current and non-current other assets and non-current other liabilities. The balance of the deferred financing costs as of December 31, 2015 has been retrospectively reclassified as a discount to these notes as of December 31, 2015 as further discussed in Note 2. As the maturity date was extended two years in September 2015, the agent fee was increased to 7% of the funded principal amount. The amortization of the deferred financing costs and the accretion of the Agent Fee are recorded to interest expense over the term of the arrangement. As of December 31, 2016, $762,000 of the Agent Fee, including the amounts relating to the additional funds received from the issuance of the April 2013 Secured Promissory Notes discussed below, was recorded under non-current other liabilities. In addition, the Company incurred an additional $66,000 in financing-related costs, primarily legal fees. These costs were originally recorded as deferred financing costs and have been retrospectively reclassified as of December 31, 2015 as a discount to this note and are being amortized to interest expense over the term of the arrangement as further discussed in Note 2. The October 2012 Secured Promissory Notes are secured by the Company’s ownership interest in MMM LLC, a security interest in the assets of the Company’s manufacturing plant and all of the Company’s other assets, subject to certain permitted liens. This security interest was subordinate to the security interest held by the holder of a previously outstanding promissory note issued in April 2012 and repaid in January 2013 (“April 2012 Note”), which also had a security interest in MMM LLC. The Company also issued warrants (“Common Stock Warrants”) to the group of lenders to purchase a number of shares of common stock equal to 15% of the funded principal amount of the October 2012 Secured Promissory Notes divided by 70% of the value of common stock in a sale of the Company or a Qualified IPO, with such Common Stock Warrants having an exercise price of 70% of the value of common stock in a sale of the Company or a Qualified IPO. The Common Stock Warrants would be automatically exercised immediately prior to expiration on the earlier to occur of a Qualified IPO or a sale of the Company or the maturity of the October 2012 Secured Promissory Notes. The October 2012 Secured Promissory Notes could be prepaid six months after the initial funding date or earlier if a Qualified IPO or a sale of the Company occurs. As the predominant settlement feature of the Common Stock Warrants is to settle a fixed monetary amount in a variable number of shares, the Common Stock Warrants were accounted for under ASC 480, Distinguishing Liabilities from Equity The October 2012 Secured Promissory Notes contain certain covenant requirements, which include a requirement to maintain a minimum cash balance of the lesser of the April 2012 Note indebtedness or $5,000,000. As the April 2012 Note was fully paid off in January 2013, the Company no longer has a minimum cash balance requirement under the October 2012 Secured Promissory Notes. The Company is also precluded from adding additional debt without lender approval but allowance is made if such debt is subordinated to the October 2012 Secured Promissory Notes or if such additional debt is not more than $2,000,000 in the aggregate. In the event of default on the October 2012 Secured Promissory Notes, the lenders may declare the entire unpaid principal and interest immediately due and payable. On April 10, 2013 (“Conversion Date”), the Company entered into an amendment to increase, by up to $5,000,000, the amount available under the terms of the loan agreement with respect to the October 2012 Secured Promissory Notes. Under this amendment, an additional $4,950,000 was issued in partial consideration for $3,700,000 in cash received and in partial conversion for the cancellation of $1,250,000 of the total principal balance of the October 2012 Subordinated Convertible Note described below (collectively, “April 2013 Secured Promissory Notes”). The total amount borrowed under the amended loan agreement for the October 2012 Secured Promissory Notes and the April 2013 Secured Promissory Notes increased from $7,500,000 to $12,450,000 as of the Conversion Date. The accrued interest of $74,000 for the partially converted October 2012 Subordinated Convertible Note as of the Conversion Date shall be repaid or converted on the applicable maturity date of the October 2012 Subordinated Convertible Note. In connection with the issuance of the April 2013 Secured Promissory Notes, the Company issued additional warrants (“Additional Common Stock Warrants”) to purchase a number of shares of common stock equal to 20% of the funded principal amount of the April 2013 Secured Promissory Notes divided by 70% of the value of common stock in a sale of the Company or a Qualified IPO, with such Additional Common Stock Warrants to have an exercise price of 70% of the value of common stock in a sale of the Company or a Qualified IPO. As the predominant settlement feature of the Additional Common Stock Warrants was to settle a fixed monetary amount in a variable number of shares, the Additional Common Stock Warrants were accounted for under ASC 480. Accordingly, the Additional Common Stock Warrants were recorded at estimated fair value on their issuance date and were adjusted to their estimated fair value as of each reporting date with the change in estimated fair value recorded as a component of change in estimated fair value of financial instruments in the Company’s consolidated statements of operations. The fair value of the Additional Common Stock Warrants at the date of issuance was estimated to be $465,000. The Company estimated the fair value of the Additional Common Stock Warrants using a PWERM valuation based on unobservable inputs and, therefore, the Additional Common Stock Warrants were classified as Level 3 liabilities in the fair value hierarchy. Upon closing of the IPO, the exercise price of the Additional Common Stock Warrants was determined to be $8.40 per share and the number of shares to be issued upon exercise of the warrants was no longer variable. As a result of the IPO, the Additional Common Stock Warrants were considered to be indexed to the Company’s stock, and accordingly, the common stock warrants liability was reclassified and included in stockholders’ equity (deficit) during the year ended December 31, 2013. The debt holder who converted $1,250,000 principal balance of the October 2012 Subordinated Convertible Note (with a fair value of $1,360,000 on the date of conversion) also loaned an additional $2,500,000 in cash as part of the April 2013 Secured Promissory Notes (collectively, the “$3,750,000 Notes”). The Company accounted for the conversion as an extinguishment of debt in accordance with ASC 470-50-40, Modifications and Extinguishments The following table shows the consideration received, fair values of the notes and common stock warrants issued and calculation of the gain on extinguishment of debt for the $3,750,000 Notes (in thousands): Consideration received Fair value of October 2012 Subordinated Convertible Note $ 1,360 Cash 2,500 Total consideration received (a) $ 3,860 Notes and warrants issued Principal balance of notes issued $ 3,750 Debt discount (1) (291 ) Fair value of notes issued 3,459 Fair value of Additional Common Stock Warrants issued 352 Total fair value of notes and warrants issued (b) $ 3,811 Gain on extinguishment of debt (a—b) $ 49 (1) The amortization of this account is being recorded in interest expense in the consolidated statements of operations over the term of the arrangement. The remaining fair value of the Additional Common Stock Warrants of $113,000, net of the fair value of the Additional Common Stock Warrants issued of $352,000 related to the $3,750,000 Notes discussed above, was recorded as a debt discount to the April 2013 Secured Promissory Notes and is being amortized to interest expense over the term of the arrangement. As a result of the amendment described above, the Company is also required to pay the Agent Fee, 5% of the $3,700,000 in cash received from the April 2013 Secured Promissory Notes, under the same terms as the October 2012 Secured Promissory Notes. In addition, the portion of the Agent Fee relating to the converted October 2012 Subordinated Convertible Note that would be due under the terms of the October 2012 Subordinated Convertible Note will be paid under the terms of the October 2012 and April 2013 Secured Promissory Notes. The present value of the unpaid Agent Fee of $172,000, based on 5% of the funded principal amount of $4,950,000, as of the closing date of the April 2013 Secured Promissory Notes was recorded as both deferred financing costs as a component of current and non-current other assets and non-current other liabilities. The amortization of the deferred financing costs and the accretion of the Agent Fee are being amortized to interest expense over the term of the arrangement. In addition, the Company incurred an additional $24,000 in financing-related costs, primarily legal fees. These costs were originally recorded as deferred financing costs as a component of current and non-current other assets. The balance of these deferred financing costs as of December 31, 2015 has been retrospectively reclassified as a discount to these notes as of December 31, 2015 as further discussed in Note 2. These discounts are being amortized to interest expense over the term of the arrangement. The amendment to the loan agreement also amended the interest provision applicable to the October 2012 and April 2013 Secured Promissory Notes to allow any holder of the October 2012 and April 2013 Secured Promissory Notes to request the Company to defer all interest due monthly to the applicable maturity date and the optional prepayment provision applicable to the October 2012 and April 2013 Secured Promissory Notes to allow the Company to repay the outstanding amount of the October 2012 and April 2013 Secured Promissory Notes either with the written consent of the lender or the agent on such lenders’ behalf or without such consent provided that the Company pays the interest that would have been due from the prepayment date to the initial maturity date. Activity related to the October 2012 and April 2013 Secured Promissory Notes from December 31, 2015 through December 31, 2016 consisted of the following (in thousands): DECEMBER 31, AMORTIZATION PRINCIPAL DECEMBER 31, 2015 ADDITIONS OF DEBT PAYMENTS 2016 Principal $ 12,450 $ — $ — $ — $ 12,450 Debt discount related to the issuance of common stock warrants (1) (12 ) (209 ) 18 — (203 ) Discount related to the $3,750,000 Notes (1) (36 ) (12 ) 23 — (25 ) $ 12,402 $ (221 ) $ 41 $ — $ 12,222 (1) The amortization of this account is included in interest expense in the consolidated statements of operations and as non-cash interest expense in the consolidated statements of cash flows. As of December 31, 2014, the Company was in breach of its covenants under the October 2012 and April 2013 Secured Promissory Notes as a result of its failure to provide annual financial statements in a timely manner and as the Company was in breach of certain of its covenants under its June 2014 Secured Promissory Note as described below. However, in November 2015, the Company received an extension from the lending agent with respect to compliance with the requirements to deliver annual financial statements to the earlier of (i) November 15, 2015 or (ii) such time such financial statements are filed with the SEC. The covenant breach was cured in November 2015 as a result of delivering annual financial statements within the timeline prescribed in the extension and the waiver of certain of the Company’s covenants with respect to the June 2014 Secured Promissory Note as described below. Credit Facility On June 14, 2013, the Company entered into a credit facility agreement (“June 2013 Credit Facility”) with a group of lenders that are, or that are affiliated with, existing investors in the Company. Under the June 2013 Credit Facility, the lenders have committed to permit the Company to draw an aggregate amount of up to $5,000,000, and, subject to the Company’s obtaining additional commitments from lenders, such amount may be increased to up to $7,000,000. The June 2013 Credit Facility expired on June 30, 2014 without having been drawn upon. During the term of the June 2013 Credit Facility, the Company could request from the lenders up to four advances, with each advance equal to one-quarter of each lender’s aggregate commitment amount. The Company would issue a promissory note in the principal amount of each such advance that would accrue interest at a rate of 10% per annum. The principal and all unpaid interest under the promissory notes would be due on the maturity date, and the Company could not prepay the promissory notes prior to the maturity date without consent of at least a majority in interest of the aggregate principal amount of the promissory notes then outstanding under the June 2013 Credit Facility. In connection with the June 2013 Credit Facility, the Company agreed to pay a fee of 2% of the total commitment amount to the lenders. In addition, the Company incurred an additional $10,000 in financing-related costs, primarily legal fees. These costs were recorded as deferred financing costs as a component of current other assets and were fully amortized to interest expense as of December 31, 2014. In connection with the June 2013 Credit Facility, the Company issued warrants (“June 2013 Warrants”) to purchase a number of shares of common stock equal to 10% of the total committed amount of the June 2013 Credit Facility divided by 70% of the value of common stock in a sale of the Company or a Qualified IPO, with such June 2013 Warrants to have an exercise price of 70% of the value of common stock in a sale of the Company or a Qualified IPO. The June 2013 Warrants expire upon the earlier of June 14, 2023 or the sale of the Company. As the predominant settlement feature of the June 2013 Warrants was to settle a fixed monetary amount in a variable number of shares, the June 2013 Warrants were accounted for under ASC 480. Accordingly, the June 2013 Warrants were recorded at estimated fair value on their issuance date and were adjusted to their estimated fair value as of each reporting date with the change in estimated fair value recorded as a component of change in estimated fair value of financial instruments in the Company’s consolidated statements of operations. The fair value of the June 2013 Warrants at the date of issuance of $435,000 was recorded as a deferred financing cost as a current other asset and was being amortized to interest expense over the term of the arrangement. Until the effective date of the IPO, the Company estimated the fair value of the June 2013 Warrants using a PWERM valuation based on unobservable inputs and, therefore, the June 2013 Warrants were classified as Level 3 liabilities in the fair value hierarchy. Upon closing of the IPO, the exercise price of the June 2013 Warrants was determined to be $8.40 per share and the number of shares to be issued upon exercise of the warrants was no longer variable. As a result of the IPO, the June 2013 Warrants were considered to be indexed to the Company’s stock, and accordingly, the common stock warrants liability was reclassified and included in stockholders’ equity (deficit) during the year ended December 31, 2013. Secured Promissory Note On April 11, 2014, the Company entered into a $3,000,000 promissory note with Five Star Bank. On April 14, 2014, the Company entered into an agreement with the bank to modify the terms of the promissory note from a single payment loan to a revolving line of credit, which allowed the Company to borrow up to $3,000,000. On April 28, 2014, the Company entered into an agreement to modify the terms of the revolving line of credit to increase the borrowing limit up to $5,000,000. In June 2014, the $4,687,000 balance on the revolving line of credit was paid off and the line was closed when the Company borrowed $10,000,000 pursuant to a business loan agreement and promissory note (“June 2014 Secured Promissory Note”) with the bank (“Lender”) which bears interest at prime rate (3.5% as of December 31, 2016) plus 2.00% per annum. The interest rate is subject to change from time to time to reflect changes in the prime rate; however, the interest rate shall not be less than 5.25% or more than the maximum rate allowed by applicable law. If the interest rate increases, the Lender, may, at its option, increase the amount of each monthly payment to ensure that the note would be paid in full by the maturity date, increase the amount of each monthly payment to reflect the change in interest rate, increase the number of monthly payments or keep the monthly payments the same and increase the final payment amount. The June 2014 Secured Promissory Note is repayable in monthly payments of $65,737 commencing in July 2014 and adjusted from time-to-time as interest rates change, with the final payment due in June 2036. Certain of the Company’s deposit accounts and MMM, LLC’s inventories, chattel paper, accounts, equipment and general intangibles have been pledged as collateral for the promissory note. The Company is required to maintain a deposit balance with the Lender of $1,560,000, which is recorded as restricted cash included in non-current assets. In addition, until the Company provides documentation that the proceeds were used for construction of the Company’s manufacturing plant, proceeds from the loan will be maintained in a restricted deposit account with the Lender. As of December 31, 2016, the Company had $1,444,000 remaining in this restricted deposit account, which is recorded as restricted cash included in current assets. In addition, the Company incurred an additional $304,000 in financing-related costs, including USDA guarantee fees. These costs were originally recorded as deferred financing costs as a component of current and non-current other assets. The balance of the deferred financing costs as of December 31, 2015 has been retrospectively reclassified as a discount to these notes as of December 31, 2015 as further discussed in Note 2. These discounts are being amortized to interest expense over the term of the arrangement. The Company may prepay 20% of the outstanding principal loan balance each year without penalty. A prepayment fee of 10% will be charged if prepayments exceed 20% in the first year, and the prepayment fee will decrease by 1% each year for the first ten years of the loan. The Company is required to maintain a current ratio of not less than 1.25-to-1.0, a debt-to-worth ratio of no greater than 4.0-to-1.0 and a loan-to-value ratio of no greater than 70% as determined by the Lender. The Company is also required to comply with certain affirmative and negative covenants under the loan agreement discussed above. In the event of default on the debt, the Lender may declare the entire unpaid principal and interest immediately due and payable. Effective September 30, 2015, the Company’s debt-to-worth ratio was greater than 4.0-to-1.0 as a result of the issuance of $40,000,000 in promissory notes in August 2015 as described in Note 15, which increased the Company’s debt while the Company continued to incur net losses, which decreased stockholders’ equity. However, in November 2015, the Company received a waiver from the Lender with respect to compliance with the requirements to (i) deliver annual financial statements (extended to November 15, 2015), (ii) maintain a current ratio greater than 1.25-to-1.0 (extended to December 31, 2016) and (iii) maintain a debt-to-worth ratio less than 4.0-to-1.0 (extended to December 31, 2016), and the Company subsequently received an additional waiver with respect to the requirement that we maintain a debt-to-worth ratio less than 4.0-to-1.0 (extended to December 31, 2017). The receipt of these waiver and the extension to provide financial statements under the October 2012 and April 2013 Secured Promissory Notes cured the Company’s otherwise being in breach of the covenants under the loan agreement for the year ended December 31, 2015 and 2016. |
Preferred Stock
Preferred Stock | 12 Months Ended |
Dec. 31, 2016 | |
Equity [Abstract] | |
Preferred Stock | 7. Preferred Stock The Company sold 1,484,000 shares of its Series A convertible preferred stock in private placements in April 2007 for $2.608 per share, including conversion of certain convertible notes payable, 2,242,000 shares of its Series B convertible preferred stock in August 2008 for $4.849 per share, including conversion of convertible notes payable, and 4,778,000 shares of its Series C convertible preferred stock from March 2010 to June 2011 for $5.317 per share, including conversion of $514,000 of convertible notes payable plus accrued interest of $5,000. The Company recorded the issuance of its Series A, Series B and Series C convertible preferred stock net of issuance costs. In May 2012, in connection with the issuance of the Series C warrants, the Company amended its certificate of incorporation to increase the number of shares of common stock the Company is authorized to issue from 12,745,000 shares to 12,936,000 shares and to increase the number of shares of convertible preferred stock the Company is authorized to issue from 8,632,000 shares to 8,823,000 shares, of which, 1,489,000 shares were designated as Series A convertible preferred stock, 2,252,000 shares were designated as Series B convertible preferred stock and 5,082,000 shares were designated as Series C convertible preferred stock. Upon closing of the IPO, all shares of the Company’s outstanding convertible preferred stock automatically converted into shares of common stock. Further, in August 2013, the Company amended and restated its certificate of incorporation to effect the conversion of its outstanding convertible preferred stock into common stock on a 1-for-1 basis. The amendment also increased the number of shares of preferred stock authorized for issuance to 20,000,000. Investors in the Company’s Series C convertible preferred stock were entitled to receive non-cumulative dividends, before and in preference to any amounts paid to Series A and Series B convertible preferred stockholders and common stockholders, and investors in the Company’s Series A and Series B convertible preferred stock were entitled to receive non-cumulative dividends on a pari passu basis, before and in preference to any amounts paid to common stockholders. Dividends would be paid only when and if declared by the board of directors. In addition, these investors were entitled to voting rights equal to the number of shares of the Company’s common stock into which the Series A, Series B and Series C convertible preferred stock were convertible as of the close of business on the record date fixed for each stockholder’s meeting. No dividends were declared on the Series A, Series B or Series C convertible preferred stock. |
Warrants
Warrants | 12 Months Ended |
Dec. 31, 2016 | |
Text Block [Abstract] | |
Warrants | 8. Warrants The following table summarizes information about the Company’s common stock warrants outstanding as of December 31, 2016 (in thousands, except exercise price data): NUMBER OF SHARES SUBJECT TO EXPIRATION WARRANTS EXERCISE DESCRIPTION ISSUE DATE DATE ISSUED PRICE In connection with June 2013 Credit Facility (June 2013 Warrants) June 2013 June 2023 (1) 27 $ 8.40 In connection with August 2015 Senior Secured Promissory Notes (August 2015 Warrants) August 2015 August 2023 4,000 $ 1.91 In connection with October 2012 and April 2013 Secured Promissory Notes (November 2016 Warrants) November 2016 November 2026 125 $ 2.38 4,152 (1) The June 2013 Warrants expire upon the earlier to occur of (i) the date listed above; (ii) the acquisition of the Company by another entity by means of any transaction or series of related transactions (including, without limitation, any transfer of more than 50% of the voting power of the Company, reorganization, merger or consolidation, but excluding any merger effected exclusively for the purpose of changing the domicile of the Company); or (iii) a sale of all or substantially all of the assets of the Company unless the Company’s stockholders of record as constituted immediately prior to such acquisition or sale will, immediately after such acquisition or sale (by virtue of securities issued as consideration for the Company’s acquisition or sale or otherwise), hold at least fifty percent (50%) of the voting power of the surviving or acquiring entity. The June 2013 Warrants became exercisable on the date of the IPO. The August 2015 Warrants were immediately exercisable and remain exercisable subject to certain exceptions. The November 2016 Warrants were immediately exercisable and remain exercisable subject to certain exceptions. |
Common Stock
Common Stock | 12 Months Ended |
Dec. 31, 2016 | |
Equity [Abstract] | |
Common Stock Text Block | 9. Common Stock In August 2013, the Company amended and restated its certificate of incorporation to increase the number of shares of common stock authorized for issuance to 250,000,000 shares with a par value of $0.00001. As of December 31, 2016, the Company had reserved shares of common stock for future issuances as follows (in thousands): SHARES Shares available for future grant under stock incentive plans 1,622 Stock options outstanding 3,397 Warrants to purchase common stock 4,152 Restricted stock units 415 9,586 |
Stock Option Plans
Stock Option Plans | 12 Months Ended |
Dec. 31, 2016 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stock Option Plans | 10. Stock Option Plans In July 2006, the Company authorized the 2006 Equity Incentive Plan, as amended, (“2006 Plan”). The 2006 Plan provided for the issuance of up to 1,434,000 shares of common stock underlying awards. The 2006 Plan was terminated in December 2011 and no new stock awards may be granted under the 2006 Plan. The 2006 Plan allowed holders to exercise stock options prior to their vesting. The common stock received by the employee is restricted and follows the same vesting schedule as the underlying option. In the event the employee voluntarily or involuntarily terminates employment from the Company, the Company retains a right to repurchase the unvested common stock at the original option exercise price. As of December 31, 2016 and 2015, no options had been exercised that would be subject to repurchase. As of December 31, 2016, options to purchase 227,000 shares of the Company’s common stock at a weighted-average exercise price of $1.13 per share were outstanding under the 2006 Plan, of which 227,000 were vested. During the year ended December 31, 2016, 45,000 and 13,000 options were exercised and cancelled, respectively, under the 2006 Plan. In July 2011, and as amended in September 2012, the Company authorized the 2011 Stock Plan (“2011 Plan”). The 2011 Plan provided for the issuance of up to 1,167,000 shares of common stock underlying awards, plus any shares of common stock underlying awards previously issued under the 2006 Plan that terminate or expire after the date of authorization of the 2011 Plan, subject to certain adjustments. In addition, the 2011 Plan provided that the Company not deliver more than 2,446,000 shares upon the exercise of incentive stock options issued under both the 2006 Plan and 2011 Plan. The 2011 Plan was terminated in August 2013 and no new stock awards may be granted under the 2011 Plan. As of December 31, 2016, options to purchase 329,000 shares of the Company’s common stock at a weighted-average exercise price of $7.45 per share were outstanding under the 2011 Plan, of which 326,000 were vested. During the year ended December 31, 2016, 0 and 32,000 options were exercised and cancelled, respectively, under the 2011 Plan. In August 2013, the Company’s board of directors adopted the 2013 Stock Incentive Plan (“2013 Plan”) covering officers, employees, and directors of, and consultants to, the Company. Under the 2013 Plan, the Company may grant incentive stock options, non-qualified stock options, stock appreciation rights, restricted stock, restricted stock units and dividend equivalent rights. At the time the 2013 Plan was established, the maximum aggregate number of shares of the Company’s common stock that could be issued pursuant to the 2013 Plan was 1,600,000, plus the number of shares of common stock that were reserved for issuance pursuant to future grants under the 2011 Plan at that time. The number of shares authorized for issuance pursuant to the 2013 Plan automatically increases by any additional shares that would have otherwise returned to the 2011 Plan as a result of the forfeiture, termination or expiration of awards previously granted under the 2011 Plan. In addition, the number of shares authorized for issuance pursuant to the 2013 Plan will increase by a number equal to the lesser of (i) 3.5% of the number of shares of the Company’s common stock outstanding on the last day of the immediately preceding fiscal year or (ii) a lesser number of shares determined by the administrator. As of December 31, 2016, options to purchase 2,841,000 shares of the Company’s common stock at a weighted-average exercise price of $5.76 per share were outstanding under the 2013 Plan, of which 936,000 were vested. During the year ended December 31, 2016, 3,000 and 262,000 options were exercised and cancelled, respectively, under the 2013 Plan. Generally, options vest 25% on the first anniversary from the date of grant and 1/48 per month thereafter; however, options may be granted with different vesting terms as determined by the Company’s board of directors. During the year ended December 31, 2016, the Company granted 779,000 options with three-year vesting terms. Of these options, 329,000 were granted with terms providing for one third to vest on each of the first, second and third anniversaries of the grant date, subject to acceleration in the event the average price of the Company’s common stock reaches certain levels. Of the remaining 450,000, one third these options vest on the first anniversary of the grant date and 1/36 vest per month thereafter. During the year ended December 31, 2016, the Company granted restricted stock units under the 2013 Plan. The vesting periods for the restricted stock are subject to board approval and during the year ended December 31, 2016 varied from immediate to 36 months. During the year ended December 31, 2015, the Company granted restricted stock units under the 2013 Plan. On the date of grant, 7/12 of the restricted stock units vested immediately with 5/12 vesting equally over the five monthly anniversaries following the date of issuance of the award. One share of common stock is issuable for each vested restricted stock unit upon the earlier of the grantee’s separation of service or a change in control in the case of non-employee directors, or in the case of employees the board can decide to provide for the immediate issuance of common stock once vesting has occurred. As of December 31, 2016, there were 415,000 restricted stock units outstanding under the 2013 Plan. The following table summarizes the activity under the Company’s stock option plans for the year ended December 31, 2016 (in thousands, except exercise price and remaining contractual life data): WEIGHTED- AVERAGE WEIGHTED- REMAINING AVERAGE CONTRACTUAL AGGREGATE SHARES EXERCISE LIFE INTRINSIC OUTSTANDING PRICE (IN YEARS) VALUE Balances at December 31, 2015 2,116 $ 8.90 7.3 $ 45 Options granted 1,636 $ 1.36 Options exercised (48 ) $ 0.66 Options cancelled (307 ) $ 6.35 Balances at December 31, 2016 3,397 $ 5.62 7.9 $ 1,599 Vested and expected to vest at December 31, 2016 2,921 $ 6.06 7.6 $ 1,276 Exercisable at December 31, 2016 1,489 $ 9.07 6.2 $ 306 The total intrinsic value of options exercised during the years ended December 31, 2016, 2015 and 2014 was $20,000, $35,000 and $6,302,000, respectively. The estimated fair value of options vested during the years ended December 31, 2016, 2015 and 2014 was $2,466,000, $4,950,000, and $3,863,000, respectively. The weighted-average estimated fair value of options granted during the years ended December 31, 2016, 2015 and 2014 was $0.61 per share, $0.75 per share, and $6.10 per share, respectively. During the years ended December 31, 2016, 2015 and 2014, the Company recorded share-based compensation expense related to stock options of $2,471,000, $3,715,000, and $4,555,000, respectively. During the years ended December 31, 2016, 2015 and 2014, the Company did not realize any tax benefit associated with its share-based compensation expense as certain of the option grants were incentive stock options for which share-based compensation expense is not deductible and as a result of the full valuation allowance on the Company’s deferred tax assets (see Note 13). As of December 31, 2016, the total share-based compensation expense related to unvested options granted to employees under the Company’s stock option plans but not yet recognized was $2,108,000. This expense will be recognized on a straight-line basis over a weighted-average remaining term of 1.6 years. On November 7, 2013, the Company announced that its Chief Financial Officer, Donald J. Glidewell, had decided to retire, and the Company entered into a transition agreement with Mr. Glidewell which provided, among other things, for the vesting of his outstanding equity awards through the transition date. During the years ended December 31, 2014, the Company recorded share-based compensation expense of $444,000 relating to the acceleration of vesting of Mr. Glidewell’s equity awards. No share-based compensation expense was recognized relating to the acceleration of vesting of Mr. Glidewell’s equity awards during the years ended December 31, 2016 or 2015, and as of December 31, 2016, there was no share-based compensation expense related to unvested options granted to Mr. Glidewell under the Company’s stock option plans not yet recognized. The following table summarizes shares available for grant under the Company’s stock incentive plans for the year ended December 31, 2016 (in thousands): SHARES AVAILABLE FOR GRANT Balances at December 31, 2015 2,478 Shares authorized 859 Options granted (1,636 ) Options cancelled 307 Restricted stock units granted (393 ) Restricted stock units forfeited 7 Balances at December 31, 2016 1,622 The following table summarizes the activity of restricted stock units for the year ended December 31, 2016 (in thousands, except weighted average grant date fair value): WEIGHTED AVERAGE GRANT SHARES DATE FAIR OUTSTANDING VALUE Nonvested at December 31, 2015 45 $ 1.23 Granted 393 $ 0.76 Vested (81 ) $ 1.04 Forfeited (7 ) $ 1.23 Nonvested at December 31, 2016 350 $ 0.75 The fair value of restricted stock units is determined based on the closing bid price of the Company’s common stock on the date of grant. During the years ended December 31, 2016, 2015, and 2014, the Company recognized $198,000, $96,000, and $0, respectively, of share-based compensation expense related to restricted stock units. Total share-based compensation expense related to restricted stock units not yet recognized as of December 31, 2016 was $141,000, which is expected to be recognized over a weighted average period of 0.77 years. |
Capital Leases
Capital Leases | 12 Months Ended |
Dec. 31, 2016 | |
Leases [Abstract] | |
Capital Leases | 11. Capital Leases The Company accounts for certain equipment acquired under financing arrangements as capital leases. This equipment is included in property, plant and equipment, and amortization of assets under capital leases is included in depreciation expense. As of December 31, 2016 and 2015, the cost of this equipment was $1,904,000 and $2,991,000, respectively, and accumulated amortization was $473,000 and $2,457,000, respectively. Amortization of capital leases during the years ended December 31, 2016, 2015 and 2014 totaled $265,000, $1,567,000, and $1,496,000, respectively. As of December 31, 2016, the Company’s aggregate contractual future minimum lease payments on the capital leases are due as follows (in thousands): CAPITAL LEASES Year Ended December 31, 2017 $ 894 Total minimum payments required 894 Less amount representing interest (55 ) Present value of future payments 839 Less current portion (839 ) $ — |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2016 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 12. Commitments and Contingencies Operating Leases The Company has a non-cancelable lease for an aggregate of approximately 24,500 square feet of non-contiguous office space in an office complex in Davis, California under which a portion of the covered space terminated beginning in February 2014. The remaining portion of the space terminated in October 2016. The lease includes negotiated annual increases in the monthly rental payments. In September 2013 and then amended in April 2014, the Company entered into a lease agreement for approximately 27,300 square feet of office and laboratory space located in Davis, California. The initial term of the lease is for a period of 60 months and commenced in August 2014. The monthly base rent is $44,000 per month for the first 12 months with a 3% increase each year thereafter. Concurrent with this amendment, in April 2014, the Company entered into a lease agreement with an affiliate of the landlord to lease approximately 17,400 square feet of office and laboratory space in the same building complex in Davis, California. The initial term of the lease is for a period of 60 months and commenced in August 2014. The monthly base rent is $28,000 with a 3% increase each year thereafter. The Company recognizes expense under its operating leases on a straight-line basis over the terms of the leases. As of December 31, 2016, the Company’s aggregate contractual future minimum lease payments under non-cancelable lease agreements is as follows (in thousands): OPERATING LEASES Year Ended December 31, 2017 $ 949 2018 949 2019 615 Total minimum payments required $ 2,513 The Company incurred rent expense of $959,000, $1,102,000, and $1,134,000 during the years ended December 31, 2016, 2015 and 2014, respectively. On January 19, 2016, the Company entered into an agreement with a sublessee to sublease approximately 3,800 square feet of vacant office space located in Davis, California pursuant to the terms of its lease agreement. The initial term of the sublease is for a period of approximately 43 months and commenced on February 1, 2016. The monthly base rent is approximately $5,000 per month for the first 12 months with a 5% increase each year thereafter. The Company recognized $60,000 from the sublease which offset the rental expense for the year ended December 31, 2016. Litigation On September 5, 2014, September 8, 2014, September 11, 2014, September 15, 2014 and November 3, 2014, the Company, along with certain of its current and former officers and directors and others were named as defendants in putative securities class action lawsuits filed in the U.S. District Court for the Eastern District of California. On February 13, 2015, these actions were consolidated as Special Situations Fund III QP, L.P. et al v. Marrone Bio Innovations, Inc. et al On September 9, 2014 and November 25, 2014, shareholder derivative actions were filed in the Superior Court of California, County of Yolo (Case No. CV14-1481) and the U.S. District Court for the Eastern District of California (Case No. 1:14-cv-02779-JAM-CKD), purportedly on the Company’s behalf, against certain current and former officers and members of its board of directors (the “2014 Derivative Actions”). The plaintiffs in the 2014 Derivative Actions allege that the defendants breached their fiduciary duties, committed waste, were unjustly enriched and aided and abetted breaches of fiduciary duty by causing the Company to issue allegedly false and misleading statements. On October 14, 2015, a shareholder derivative action was filed in the Superior Court of California, County of Yolo (Case No. CV15-1423), purportedly on the Company’s behalf, against certain current and former officers and members of the Company’s board of directors and the Company’s independent registered public accounting firm (the “2015 Derivative Action,” and with the 2014 Derivative Actions, the “Derivative Actions”). The plaintiff in the 2015 Derivative Action alleges that the director and officer defendants breached their fiduciary duties, committed waste and were unjustly enriched by causing the Company to issue allegedly false and misleading statements and that the Company’s independent registered public accounting firm committed professional negligence and malpractice. The issues in the 2014 Derivate Actions and 2015 Derivative Action overlap substantially with one another and those at issue the Class Action described above. On April 4, 2016, counsel for the Company and the current and former officer and directors, counsel for the Company’s primary and excess directors’ and officers’ liability insurers, and counsel for the Derivative Action plaintiffs attended a private mediation before Jed D. Melnick at the JAMS offices in New York, New York. On November 15, 2016, the parties executed a final stipulation of settlement. The stipulation provides for dismissal of the Derivative Actions as to the Company, the individual defendants, and the Company’s independent registered public accounting firm, and the Company agrees to adopt or maintain certain corporate governance reforms for at least four years. On November 18, 2016, lead plaintiff’s counsel filed an unopposed motion for preliminary approval of the settlement. On January 11, 2017, the State Court entered an order preliminarily approving settlement and providing for notice (the “Preliminary Approval Order”). The Preliminary Approval Order provides that the State Court will hold a hearing for final approval of the Stipulation on April 5, 2017. The outcome of this matter is not presently determinable, and The Company is currently unable to estimate a range of reasonably possible loss for the litigation as this matter involves significant uncertainties. Those uncertainties include the legal theory or the nature of the claims, the complexity of the facts, the results of any investigation or litigation and the timing of resolution of the investigations or litigation. Although the Company cannot estimate a range of reasonably possible loss based on currently available information, the resolution of this matter could have a material adverse effect on its financial position, results of operations and cash flows. SEC Investigation In September 2014, the Company advised the staff of the Division of Enforcement of the SEC that the Audit Committee of the Company’s board of directors had commenced an internal investigation. The SEC commenced a formal investigation of these matters, and in February 2016, the Company entered into a settlement agreement with the SEC. In agreeing to the settlement, the Company neither admits nor denies the SEC’s allegations that the Company violated certain provisions of the Securities Act of 1933 and the Securities Exchange Act of 1934. Under the terms of the settlement agreement, the Company paid a $1,750,000 civil penalty in March 2016 and consented to an injunction against future violations of such laws. The Company had previously recorded expenses of $1,750,000 in its consolidated statements of operations for the year ended December 31, 2014 for an accrual of its estimate of the penalties arising from such enforcement action. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 13. Income Taxes As of December 31, 2016, the Company had net operating loss carryforwards for federal income tax reporting purposes of $190,121,000, which begin to expire in 2026, and California and various other state net operating loss carryforwards of $122,519,000 and $41,751,000, respectively, which will continue to expire in 2017. California net operating loss carryforwards of $1,744,000 will expire in 2017. California and various other state net operating loss carryforwards of $120,775,000 and $41,751,000, respectively, will expire from 2028 through 2036. In addition, as of December 31, 2016, the Company had federal research and development tax credit carryforwards of $2,087,000, which begin to expire in 2026, and state research and development tax credit carryforwards of $2,235,000, which have no expiration date. The Company’s ability to utilize its federal and state net operating loss carryforwards and federal and state tax credit carryforwards to reduce future taxable income and future taxes, respectively, may be subject to restrictions attributable to equity transactions that may have resulted in a change in ownership as defined by Internal Revenue Code (“IRC”) Section 382. In the event that the Company has such a change in ownership, the Company’s utilization of these carryforwards could be severely restricted and could result in the expiration of a significant amount of these carryforwards prior to the Company recognizing their benefit. The Company completed a Section 382 analysis as of December 31, 2013 and concluded that $493,000 in federal net operating loss carryforwards and $151,000 in federal research and development tax credit carryforwards are expected to expire prior to utilization as a result of the Company’s previous ownership changes and corresponding annual limitations. The Company has not, however, conducted a Section 382 study for any periods subsequent to December 31, 2013, and as such, the Company cannot provide any assurance that a change in ownership within the meaning of the IRC has not occurred since that date. As of December 31, 2016, deferred tax assets of $80,004,000, arising primarily as a result of the Company’s net operating loss carryforwards, tax credits and certain costs capitalized for tax purposes, were fully offset by a valuation allowance. The valuation allowance increased by $11,035,000, $15,241,000 and $18,459,000 during the years ended December 31, 2016, 2015 and 2014, respectively. The deferred tax asset balances as of December 31, 2016 and 2015 excluded excess tax benefits from stock option exercises of $2,096,000 and $2,096,000, respectively. The temporary timing differences that give rise to the deferred tax assets are as follows (in thousands): DECEMBER 31, 2016 2015 Components of deferred taxes: Net operating loss carryforwards $ 71,329 $ 62,255 Research and development tax credits 2,670 2,418 Other, net 6,005 4,296 Net deferred tax assets 80,004 68,969 Less valuation allowance (80,004 ) (68,969 ) Net deferred tax assets $ — $ — The Company had no deferred tax liabilities as of December 31, 2016 and 2016. The Company recognized no income tax expense and received no benefit from income taxes during the years ended December 31, 2016, 2015 and 2014. The provision for income taxes is different than the amount computed using the applicable statutory federal income tax rate with the difference for each year summarized below: DECEMBER 31, 2016 2015 Federal tax benefit at statutory rate 34 % 34 % State tax benefit, net of federal benefit 4 5 Interest expense (1 ) (1 ) Share-based compensation expense (1 ) (2 ) Other (1 ) — Adjustment due to change in valuation allowance (35 ) (36 ) Provision for income taxes — % — % As of December 31, 2016, the Company had unrecognized tax benefits of $1,083,000. The unrecognized tax benefits, if recognized, would not impact the Company’s effective tax rate as the recognition of these tax benefits would be offset by changes in the Company’s valuation allowance. The Company does not believe there will be any material changes in its unrecognized tax position during the next twelve months. A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows (in thousands): 2016 2015 Balance at January 1 $ 982 $ 853 Increase related to prior year tax positions — — Increase related to current year tax positions 101 129 Balance at December 31 $ 1,083 $ 982 The Company files income tax returns in the U.S. federal jurisdiction and various state jurisdictions. The Company is subject to U.S. federal and state income tax examination for 2006 through 2015 due to unutilized net operating loss carryforwards and research and development tax credit carryforwards. |
Employee Benefit Plan
Employee Benefit Plan | 12 Months Ended |
Dec. 31, 2016 | |
Compensation And Retirement Disclosure [Abstract] | |
Employee Benefit Plan | 14. Employee Benefit Plan The Company offers a defined contribution plan to all eligible employees, which is qualified under Section 401(k) of the IRC. The Company currently provides a matching contribution based on a formula which provides for a dollar-for-dollar matching contribution of the employee’s 401(k) contribution up to 3% of eligible pay plus a 50% matching contribution on the employee’s 401(k) contribution between 3% and 5% of eligible pay. Each participant is 100% vested in elective contributions and the Company’s matching contribution. The Company provided 401(k) matching contributions during the years ended December 31, 2016, 2015 and 2014 of $282,000, $330,000 and $370,000, respectively. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2016 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 15. Related Party Transactions August 2015 Senior Secured Promissory Notes On August 20, 2015, the Company entered into a purchase agreement with Ivy Science & Technology Fund, Waddell & Reed Advisors Science & Technology Fund and Ivy Funds VIP Science and Technology, each an affiliate of Waddell & Reed, which is a beneficial owner of more than 5% of the Company’s common stock. Pursuant to such purchase agreement, the Company sold to such affiliates senior secured promissory notes (“August 2015 Senior Secured Promissory Notes”) in the aggregate principal amount of $40,000,000. The August 2015 Senior Secured Promissory Notes bear interest at a rate of 8% per annum payable semi-annually on June 30 or December 31 of each year, commencing on December 31, 2015, with $10,000,000 payable three years from the closing, $10,000,000 payable four years from the closing and $20,000,000 payable five years from the closing. Debt due to related parties as of December 31, 2016 was $36,667,000, net of unamortized debt discount of $3,333,000. The fair value of the Company’s debt due to related parties was $38,120,000 as of December 31, 2016, which was estimated based on a discounted cash flow model using an estimated market rate of interest of 11.25%, and is classified as Level 3 within the fair value hierarchy. Accrued interest due to related parties as of December 31, 2016 was $1,618,000. The August 2015 Senior Secured Promissory Notes contain customary covenants. In addition, from the date of the agreement through May 31, 2016, these notes contained the contractual obligation to maintain cash and cash equivalents of at least $15,000,000. On May 31, 2016, the terms of the August 2015 Secured Promissory Notes were amended to remove this minimum cash balance requirement. From the date of this agreement through May 31, 2016, $15,000,000 had been recorded as restricted cash and included in non-current assets. In addition, the Company incurred an additional $302,000 in financing-related costs, primarily legal fees. These costs were recorded as deferred financing costs as a component of current and non-current other assets and are being amortized to interest expense over the term of the arrangement. The August 2015 Senior Secured Promissory Notes are secured by substantially all the Company’s personal property assets. The agent, acting on behalf of the lenders, shall be entitled to have a first priority lien on the Company’s intellectual property assets, pursuant to intercreditor arrangements with certain of the Company’s existing lenders. In connection with the August 2015 Senior Secured Promissory Notes, the Company issued warrants (“August 2015 Warrants”) to purchase 4,000,000 shares of common stock of the Company. The August 2015 Warrants are immediately exercisable at an exercise price of $1.91 per share and may be exercised at a holder’s option at any time on or before August 20, 2023 (subject to certain exceptions). The fair value of the August 2015 Warrants at the date of issuance of $4,610,000 was recorded as a discount to the August 2015 Senior Secured Promissory Notes as a component of non-current other liabilities and is being amortized to interest expense to related parties over the term of the arrangement. The August 2015 Senior Secured Promissory Notes provide for various events of default, including, among others, default in payment of principal or interest, breach of any representation or warranty by the Company or any subsidiary under any agreement or document delivered in connection with the notes, a continued breach of any other condition or obligation under any loan document, certain bankruptcy, liquidation, reorganization or change of control events, the acquisition by any person or persons acting as group, other than the lenders, of beneficial ownership of 40% or more of the outstanding voting stock of the Company and certain events in which Pamela G. Marrone, Ph.D. ceases to serve as the Company’s Chief Executive Officer. Upon an event of default, the entire principal and interest may be declared immediately due and payable. As of December 31, 2016, the Company was in compliance with its covenants under the August 2015 Senior Secured Promissory Notes. The Tremont Group, Inc. Les Lyman, a former member of the Company’s board of directors, is the chairman and significant indirect shareholder of The Tremont Group, Inc. In January 2016, Les Lyman resigned from the Company’s board of directors effective January 4, 2016. Accordingly, revenue recognized for sales to The Tremont Group, Inc. subsequent to January 4, 2016 were not included in related party revenues, and no revenues were recognized for such sales during the year ended December 31, 2016. During the years ended December 31, 2015 and 2014, revenue of $492,000 and $821,000, respectively, was recognized on a sell-through basis relating to product purchased by The Tremont Group, Inc. that was resold by The Tremont Group, Inc. during the period. As of December 31, 2015 and 2014, the Company had no outstanding accounts receivable due from The Tremont Group, Inc. As of December 31, 2015 and 2014, the Company recorded deferred cost of product revenues of $79,000 and $333,000, respectively, and current deferred product revenues of $168,000 and $660,000, respectively, relating to product sold to The Tremont Group, Inc. where title has transferred but the criteria for revenue recognition have not been met. Syngenta The Company has a strategic collaboration and distribution agreement with Syngenta, an affiliate of a former beneficial owner of more than 5% of the Company’s common stock, Syngenta Ventures. In connection with the Company’s public offering in June 2014, Syngenta Ventures sold 600,000 shares of the Company’s common stock, reducing its ownership percentage below 5%. Accordingly, revenue recognized under this agreement subsequent to June 2014 has not been included in related party revenues. During the year ended December 31, 2014, the Company recognized $333,000 of related party revenues under this agreement prior to Syngenta Ventures reducing its ownership stake. |
Reverse Stock Split
Reverse Stock Split | 12 Months Ended |
Dec. 31, 2016 | |
Equity [Abstract] | |
Reverse Stock Split | 16. Reverse Stock Split On August 1, 2013, the Company amended and restated its certificate of incorporation to effect the conversion of its outstanding convertible preferred stock into common stock on a 1-for-1 basis followed immediately by a reverse split of shares of its common stock (including the common stock issued upon conversion of the convertible preferred stock) at a 1-for-3.138458 ratio (“Reverse Stock Split”). The amendment also increased the number of shares of common stock authorized for issuance to 250,000,000 shares and the number of shares of preferred stock authorized for issuance to 20,000,000. The par value of the common stock and preferred stock was not adjusted as a result of the Reverse Stock Split. All issued and outstanding common stock, preferred stock and warrants for common stock or preferred stock, and the related per share amounts contained in the consolidated financial statements, have been retroactively adjusted to give effect to this Reverse Stock Split for all periods presented. |
Public Offerings
Public Offerings | 12 Months Ended |
Dec. 31, 2016 | |
Equity [Abstract] | |
Public Offering Text Block | 17. Public Offerings In August 2013, the Company closed its IPO of 5,462,500 shares of its common stock (inclusive of 712,500 shares of common stock sold upon the exercise of the underwriters’ option to purchase additional shares). The public offering price of the shares sold in the offering was $12.00 per share. The total gross proceeds from the offering to the Company were $65,550,000, and after deducting underwriting discounts and commissions and offering expenses payable by the Company, the aggregate net proceeds received by the Company totaled approximately $56,105,000. In connection with the IPO: • all outstanding shares of convertible preferred stock were converted into 8,514,000 shares of common stock, including 10,000 shares issued upon the cash exercise of Series B convertible preferred stock warrants; • all outstanding principal and accrued interest of the convertible notes was converted into 3,741,000 shares of common stock; • 47,000 shares of common stock were issued upon the net exercise of common stock warrants; • 3,000 shares of common stock were issued upon the cash exercise of common stock warrants; and • the Series A and Series C convertible preferred stock warrants were net exercised for 71,000 shares of common stock. After the closing of the IPO, the Company had 19,133,000 shares of common stock and 151,000 warrants to purchase common stock outstanding and there were no shares of convertible preferred stock, preferred stock warrants or balances related to convertible notes outstanding. In December 2016, the Company filed a shelf registration statement with the SEC on Form S-3, which registration statement was declared effective on January 6, 2017 and allows the Company to offer up to $50 million of securities from time to time in one or more public offerings. In December 2016, the Company also entered into an “at-the-market” offering agreement with H.C. Wainwright. In accordance with the terms of such agreement, the Company may, from time to time, offer and sell additional shares of its common stock having an aggregate offering price of up to $15 million. As of March 24, 2017, the Company sold a total of 104,000 shares of our common stock under the at-the-market program at a weighted-average selling price of $2.22 per share for proceeds (net of commission) of $0.2 million and $14.8 million remained available for sale under the agreement with H.C. Wainwright and under the registration statement, respectively. |
Quarterly Financial Information
Quarterly Financial Information | 12 Months Ended |
Dec. 31, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Financial Information | 18. Quarterly Financial Information (Unaudited) MARCH 31, JUNE 30, SEPTEMBER 30, DECEMBER 31, 2016 2016 2016 2016 (In thousands, except per share data) Total revenues $ 2,669 $ 5,049 $ 3,634 $ 2,690 Gross profit (loss) 400 1,931 1,141 1,048 Net loss (9,276 ) (6,783 ) (7,202 ) (7,810 ) Basic and diluted net loss per common share (0.38 ) (0.28 ) (0.29 ) (0.32 ) MARCH 31, JUNE 30, SEPTEMBER 30, DECEMBER 31, 2015 2015 2015 2015 (In thousands, except per share data) Total revenues $ 2,056 $ 3,357 $ 2,475 $ 1,913 Gross profit (loss) 58 363 135 (11 ) Net loss (11,914 ) (10,985 ) (9,799 ) (11,030 ) Basic and diluted net loss per common share (0.49 ) (0.45 ) (0.40 ) (0.45 ) |
Subsequent Event
Subsequent Event | 12 Months Ended |
Dec. 31, 2016 | |
Subsequent Events [Abstract] | |
Subsequent Event | 19. Subsequent Event LSQ Facility On March 24, 2017, the Company entered into an Invoice Purchase Agreement (the “LSQ Financing”) with LSQ Funding Group, L.C. (“LSQ”), pursuant to which LSQ may elect to purchase up to $7,000,000 of eligible customer invoices from the Company. The Company’s obligations under the LSQ Financing are secured by a lien on substantially all of the Company’s personal property; such lien is first priority with respect to the Company’s accounts receivable, inventory, and related property, pursuant to an intercreditor agreement, dated March 22, 2017 (the “Three Party Intercreditor Agreement”), with the Snyder Agent, on behalf of the Snyder Lenders, and the agent for the holders of the August 2015 Senior Secured Promissory Notes. Advances by LSQ may be made at an advance rate of 80% of the face value of the receivables being sold. The Company also pays to LSQ (i) an invoice purchase fee equal to 1% of the face amount of each purchased invoice, at the time of the purchase, and (ii) a funds usage fee equal to 0.035%, payable monthly in arrears. An aging and collection fee is charged at the time when the purchased invoice is collected, calculated as a percentage of the face amount of such invoice while unpaid (which percentage ranges from 0% to 0.35% depending upon the duration the invoice remains outstanding). The LSQ Financing agreement will be effective for one year with automatic one year renewals thereafter unless terminated within a 30-day window near the end of the then-effective term; a termination fee is due upon early termination by the Company if such termination is not requested within such 30-day window. The events of default under the LSQ Facility include failure to pay amounts due, failure to turn over amounts due to LSQ within a cure period, breach of covenants, falsity of representations, and certain insolvency events. |
Significant Accounting Polici29
Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
Share-Based Compensation | Share-Based Compensation The Company recognizes share-based compensation expense for all stock options and restricted stock units granted to employees and directors based on estimated fair values. The Company estimates the fair value of restricted stock units based on the closing bid price of the Company’s common stock on the date of grant. The Company estimates the fair value of stock options on the date of grant using an option-pricing model. The value of the portion of the stock options that is ultimately expected to vest is recognized as expense on a straight-line basis over the requisite service period. Forfeitures are estimated on the date of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates. The Company uses the Black-Scholes-Merton option-pricing model to calculate the estimated fair value of stock options on the measurement date (generally, the date of grant). The required inputs in the option-pricing model include the expected life of the stock options, estimated volatility factor, risk-free interest rate and expected dividend yield. These inputs are subjective and generally require significant judgment. During the years ended December 31, 2016, 2015 and 2014, the Company calculated the fair value of stock options granted based on the following assumptions: YEAR ENDED DECEMBER 31, 2016 2015 2014 Expected life (years) 5.85-6.08 6.08 5.46-6.08 Estimated volatility factor 45%-46% 46%-47% 49%-71% Risk-free interest rate 1.13%-2.18% 1.86%-1.93% 1.63%-2.05% Expected dividend yield — — — Expected Life . Expected life represents the period that share-based payment awards are expected to be outstanding. The Company uses the “simplified method” in accordance with Staff Accounting Bulletin (“SAB”) No. 107, (“SAB No. 107”), and SAB No. 110, (“SAB No. 110”), to calculate the expected term of stock options determined to be “plain vanilla.” Under this approach, the expected term is presumed to be the midpoint between the vesting date and the contractual end of the stock option grant. For stock options granted with an exercise price not equal to the determined fair market value, the Company estimates the expected life based on historical data and management’s expectations about exercises and post-vesting termination behavior. The Company will use the simplified method until it has sufficient historical data necessary to provide a reasonable estimate of expected life in accordance with SAB No. 107 and SAB No. 110. Estimated Volatility Factor . As the Company’s common stock has a limited trading history, the Company calculates the estimated volatility factor based on the trading history and calculated volatility of the common stock of comparable agricultural biotechnology companies. Risk-Free Interest Rate . The Company calculates the risk-free interest rate based on the implied yield currently available on U.S. Treasury constant-maturity securities with the same or substantially equivalent remaining term as the expected life of the stock options. Expected Dividend Yield . The Company has not declared dividends nor does it expect to in the foreseeable future. Therefore, a zero value was assumed for the expected dividend yield. Estimated Forfeitures . The Company considers voluntary and involuntary termination behavior and actual stock option forfeitures when estimating forfeitures. If, in the future, the Company determines that other methods for calculating these assumptions are more reasonable, or if other methods are prescribed by authoritative guidance, the fair value calculated for the Company’s stock options could change significantly. Higher volatility factors and longer expected lives result in an increase to the share-based compensation expense determined at the date of grant. Share-based compensation expense is recorded in the Company’s research, development and patent expense and selling, general and administrative expense. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the 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. Actual results could differ from those estimates. |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all highly liquid financial instruments purchased with a maturity of three months or less to be cash equivalents. Cash and cash equivalents consists of cash on deposit, money market funds and certificates of deposit accounts with U.S. financial institutions. The Company is exposed to credit risk in the event of default by financial institutions to the extent that cash and cash equivalents balances with financial institutions are in excess of amounts that are insured by the Federal Deposit Insurance Corporation. The Company has not experienced any losses on these deposits. |
Restricted Cash | Restricted Cash The Company’s restricted cash consists of cash that the Company is contractually obligated to maintain in accordance with the terms of its June 2014 Secured Promissory Note. See Note 6 for further discussion. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments Accounting Standards Codification (“ASC”) 820, Fair Value Measurements ASC 820 requires that the valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. ASC 820 establishes a three tier value hierarchy, which prioritizes inputs that may be used to measure fair value as follows: • Level 1—Quoted prices in active markets for identical assets or liabilities. • Level 2—Observable inputs other than quoted prices in active markets for identical assets and liabilities, quoted prices for identical or similar assets or liabilities in inactive markets or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. • Level 3—Inputs that are generally unobservable and typically reflect management’s estimate of assumptions that market participants would use in pricing the asset or liability. The following table presents the Company’s financial assets measured at fair value on a recurring basis as of December 31, 2016 and 2015 (in thousands): DECEMBER 31, 2016 TOTAL LEVEL 1 LEVEL 2 LEVEL 3 Assets Money market funds $ 3,752 $ 3,752 $ — $ — DECEMBER 31, 2015 TOTAL LEVEL 1 LEVEL 2 LEVEL 3 Assets Money market funds $ 3,750 $ 3,750 $ — $ — The Company’s money market funds are held at registered investment companies. As of December 31, 2016 and 2015, the money market funds were in active markets and, therefore, are measured based on the Level 1 valuation hierarchy. |
Concentrations of Credit Risk | Concentrations of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of cash, cash equivalents, accounts receivable and debt. The Company deposits its cash and cash equivalents with high credit quality domestic financial institutions with locations in the U.S. Such deposits may exceed federal deposit insurance limits. The Company believes the financial risks associated with these financial instruments are minimal. The Company’s customer base is dispersed across many different geographic areas, and currently most customers are pest management distributors in the U.S. Generally, receivables are due up to 120 days from the invoice date and are considered past due after this date, although the Company may offer extended terms from time to time. During the years ended December 31, 2016, 2015 and 2014, 10%, 9% and 12%, respectively, of the Company’s revenues were generated from international customers. The Company’s principal sources of revenues are its Regalia and Grandevo product lines. These two product lines accounted for 74%, 89% and 91% of the Company’s total revenues during the years ended December 31, 2016, 2015 and 2014, respectively. Customers to which 10% or more of the Company’s total revenues are attributable for any one of the periods presented consist of the following: CUSTOMER A CUSTOMER B CUSTOMER C Year ended December 31, 2016 25 % 3 % 5 % 2015 28 % 10 % 8 % 2014 30 % 4 % 13 % Customers to which 10% or more of the Company’s outstanding accounts receivable are attributable as of either December 31, 2016 or 2015 consist of the following: CUSTOMER A CUSTOMER B CUSTOMER C CUSTOMER D December 31, 2016 21 % 10 % 7 % 14 % December 31, 2015 32 % 29 % 12 % 0 % |
Concentrations of Supplier Dependence | Concentrations of Supplier Dependence The active ingredient in the Company’s Regalia product line is derived from the giant knotweed plant, which the Company obtains from China. The Company currently relies on one supplier for this plant. Such single supplier acquires raw knotweed from numerous regional sources and performs an extraction process on this plant, creating a dried extract that is shipped to the Company’s manufacturing plant. While the Company does not have a long-term supply contract with this supplier, the Company does have a long term business relationship with this supplier. The Company endeavors to keep 9-12 months of knotweed extract on hand at any given time, but an unexpected disruption in supply could have an effect on Regalia supply and revenues. Although the Company has identified additional sources of raw knotweed, there can be no assurance that the Company will continue to be able to obtain dried extract from China at a competitive price. |
Accounts Receivable | Accounts Receivable The carrying value of the Company’s receivables represents their estimated net realizable values. The Company generally does not require collateral and estimates any required allowance for doubtful accounts based on historical collection trends, the age of outstanding receivables and existing economic conditions. If events or changes in circumstances indicate that specific receivable balances may be impaired, further consideration is given to the collectibility of those balances and the allowance is recorded accordingly. Past-due receivable balances are written-off when the Company’s internal collection efforts have been unsuccessful in collecting the amount due. During the years ended December 31, 2016, 2015 and 2014, no receivable balances were written-off. As of December 31, 2016 and 2015, the Company had no allowance for doubtful accounts. |
Inventories | Inventories Inventories are stated at the lower of cost or market value (net realizable value or replacement cost) and include the cost of material and external and internal labor and manufacturing costs. Cost is determined on the first-in, first-out basis. The Company provides for inventory reserves when conditions indicate that the selling price may be less than cost due to physical deterioration, obsolescence, changes in price levels or other factors. Additionally, the Company provides reserves for excess and slow-moving inventory on hand that is not expected to be sold to reduce the carrying amount of excess and slow-moving inventory to its estimated net realizable value. The reserves are based upon estimates about future demand from the Company’s customers and distributors and market conditions. During the year ended December 31, 2016, the Company recorded, as a component of cost of product revenues, adjustments to inventory reserves of $177,000 due to quantities on hand that may not be used or sold prior to expiration, and an adjustment of $771,000 as a result of actual utilization of the Company’s manufacturing plant being less than what is considered normal capacity. During the year ended December 31, 2015, the Company recorded, as a component of cost of product revenues, adjustments to inventory reserves of $19,000 due to quantities on hand that may not be used or sold prior to expiration, and an adjustment of $2,545,000 as a result of actual utilization of the Company’s manufacturing plant being less than what is considered normal capacity. During the year ended December 31, 2014, the Company recorded, as a component of cost of product revenues, adjustments to inventory reserves of $695,000 due to quantities on hand that may not be used prior to expiration as a result of lower production and sales forecasts; an $894,000 write-off of inventory primarily due to the identification of inventory that would not be suitable for sale in future periods either because the inventory did not pass quality inspection or the efficacy had declined; an adjustment of $890,000 as a result of actual utilization of the Company’s manufacturing plant being less than what is considered normal capacity; and a $270,000 write-down of the carrying value of inventory to net realizable value. Inventories, net consist of the following (in thousands): DECEMBER 31, 2016 2015 Raw materials $ 3,491 $ 5,110 Work in progress 2,044 1,044 Finished goods 2,947 2,910 $ 8,482 $ 9,064 As of December 31, 2016 and 2015, the Company had $127,000 and $24,000, respectively, in reserves against its inventories. |
Deferred Cost of Product Revenues | Deferred Cost of Product Revenues Deferred cost of product revenues are stated at the lower of cost or net realizable value and include product sold where title has transferred but the criteria for revenue recognition have not been met. As of December 31, 2016 and 2015, the Company recorded deferred cost of product revenues of $2,688,000 and $1,596,000, respectively, including deferred cost of product revenues to related parties of $0 and $79,000, respectively. |
Property, Plant and Equipment | Property, Plant and Equipment Property, plant and equipment are recorded at cost and are depreciated using the straight-line method over their estimated useful lives. The Company generally uses the following estimated useful lives for each asset category: ASSET CATEGORY ESTIMATED USEFUL LIFE Building 30 years Computer equipment 2-3 years Machinery and equipment 3-20 years Office equipment 3-5 years Furniture 3-5 years Leasehold improvements Shorter of lease term or useful life Software 3 years Amortization of assets under capital leases is included in depreciation expense. Maintenance, repairs and minor renewals are expensed as incurred. Expenditures that substantially increase an asset’s useful life are capitalized. During the year ended December 31, 2016, the Company identified certain equipment that it intends to dispose of or sell in the near term. The Company has committed to sell or dispose of this equipment with an estimated total realizable fair value, less costs to sell, of approximately $70,000. These items classified as held for sale were valued as of September 30, 2016 and based on unobservable inputs and classified as Level 3 within the fair value hierarchy. Assets held for sale are included in prepaid expenses and other current assets. The Company determined the fair value based, in part, upon recent third-party valuation appraisals. The Company recognized an impairment charge of $66,000 on the assets held for sale during year ended December 31, 2016 in the statement of operations under other income (expense), net. |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets Impairment losses related to long-lived assets are recognized in the event the net carrying value of such assets is not recoverable and exceeds fair value. The Company evaluates the recoverability of its long-lived assets whenever events or changes in circumstances indicate that the carrying value of an asset may not be recoverable. The carrying amount of a long-lived asset (asset group) is not recoverable if it exceeds the sum of the undiscounted cash flows expected to result from the use and eventual disposition of the asset (asset group). If the carrying amount of a long-lived asset (asset group) is considered is not recoverable, the impairment loss is measured as the amount by which the carrying value of the asset group exceeds its estimated fair value. |
Revenue Recognition | Revenue Recognition The Company recognizes revenues when persuasive evidence of an arrangement exists, transfer of title has occurred or services have been rendered, the price is fixed or determinable and collectability is reasonably assured. If contractual obligations, acceptance provisions or other contingencies exist which indicate that the price is not fixed or determinable, revenue is recognized after such obligations or provisions are fulfilled or expire. Product revenues consist of revenues generated from sales of the Company’s products to distributors and direct customers, net of rebates and cash discounts. For sales of products made to distributors, the Company recognizes revenue either on a sell-in or sell-through basis depending on the specific facts and circumstances of the transaction(s) with the distributor. Factors considered include, but are not limited to, whether the payment terms offered to the distributor are structured to correspond to when product is resold, the distributor history of adhering to the terms of its contractual arrangements with the Company, whether the Company has a pattern of granting concessions for the benefit of the distributor and whether there are other conditions that may indicate that the sale to the distributor is not substantive. In some cases, the Company recognizes distributor revenue as title and risk of loss passes, provided all other revenue recognition criteria have been satisfied (the “sell-in” method). For certain sales to certain distributors, the revenue recognition criteria for distributor sales are not satisfied at the time title and risk of loss passes to the distributor; specifically, in instances where “inventory protection” arrangements were offered to distributors that permitted these distributors to return to the Company certain unsold products, the Company considers the arrangement not to be fixed or determinable, and accordingly, revenue is deferred until products are resold to customers of the distributor (the “sell-through” method). As of December 31, 2016 and 2015, the Company recorded current deferred product revenues of $5,411,000 and $2,760,000, respectively, including current deferred product revenues from related parties of $0 and $168,000, respectively. The cost of product revenues associated with such deferral are also deferred and classified as deferred cost of product revenues in the consolidated balance sheets. Cash received from customers related to delivered product that may not represent a true sale is classified as customer refund liabilities in the consolidated balance sheets and the related cost of inventory remains in inventory in the consolidated balance sheets until the product is returned or is resold to customers of the distributor and revenue is recognized. During the years ended December 31, 2016, 2015 and 2014, 44%, 47% and 53%, respectively, of total revenues were recognized on a sell-through basis. From time to time, the Company offers certain product rebates to its distributors and growers, which are estimated and recorded as reductions to product revenues, and an accrued liability is recorded at the later of when the revenues are recorded or the rebate is being offered. The Company recognizes license revenues pursuant to strategic collaboration and distribution agreements under which the Company receives payments for the achievement of certain testing validation, regulatory progress and commercialization events. As these activities and payments are associated with exclusive rights that the Company provides in connection with strategic collaboration and distribution agreements over the term of the agreements, revenues related to the payments received are deferred and recognized over the term of the exclusive distribution period of the respective agreement. During the year ended December 31, 2016, the Company received payments totaling $300,000 under these agreements. During the year ended December 31, 2015, the Company received payments totaling $750,000 under these agreements, and as of December 31, 2015, and additional $300,000 was included in accounts receivable. During the year ended December 31, 2014, the Company received payments totaling $500,000 under these agreements, and as of December 31, 2014, an additional $750,000 was included in accounts receivable. During the years ended December 31, 2016, 2015 and 2014, the Company recognized $327,000, $333,000 and $232,000, respectively, as license revenues, excluding related party revenues. The Company has a strategic collaboration and distribution agreement with Syngenta, an affiliate of a former beneficial owner of more than 5% of the Company’s common stock, Syngenta Ventures Pte. LTD (“Syngenta Ventures”). In connection with the Company’s public offering in June 2014, Syngenta Ventures sold 600,000 shares of the Company’s common stock, reducing its ownership percentage below 5%. Accordingly, revenue recognized under this agreement subsequent to June 2014 has not been included in related party revenues. During the year ended December 31, 2014, the Company recognized $333,000 of related party revenues under this agreement prior to Syngenta Ventures reducing its ownership stake. As of December 31, 2016, the Company recorded current and non-current deferred revenues of |
Research, Development and Patent Expenses | Research, Development and Patent Expenses Research and development expenses include payroll-related expenses, field trial costs, toxicology costs, regulatory costs, consulting costs and lab costs. Patent expenses include legal costs relating to the patents and patent filing costs. These costs are expensed to operations as incurred. During the years ended December 31, 2016, 2015 and 2014, research and development expenses totaled $8,654,000, $12,392,000 and $18,110,000, respectively, and patent expenses totaled $1,016,000, $1,108,000, and $1,171,000, respectively. |
Shipping and Handling Costs | Shipping and Handling Costs Amounts billed for shipping and handling are included as a component of product revenues. Related costs for shipping and handling have been included as a component of cost of product revenues. |
Advertising | Advertising The Company expenses advertising costs as incurred. Advertising costs for the years ended December 31, 2016, 2015 and 2014 were $213,000, $456,000 and $557,000, respectively. |
Income Taxes | Income Taxes The Company uses the asset and liability method of accounting for income taxes. Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to the differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. To the extent that deferred tax assets cannot be recognized under the preceding criteria, the Company establishes valuation allowances, as necessary, to reduce deferred tax assets to the amounts expected to be realized. As of December 31, 2016 and 2015, all deferred tax assets were fully offset by a valuation allowance. The realization of deferred tax assets is dependent upon future federal, state and foreign taxable income. The Company’s judgments regarding deferred tax assets may change due to future market conditions, as the Company expands into international jurisdictions, due to changes in U.S. or international tax laws and other factors. These changes, if any, may require material adjustments to the Company’s deferred tax assets, resulting in a reduction in net income or an increase in net loss in the period in which such determinations are made. The Company recognizes liabilities for uncertain tax positions based upon a two-step process. To the extent that a tax position does not meet a more-likely-than-not level of certainty, no benefit is recognized in the consolidated financial statements. If a tax position meets the more-likely-than-not level of certainty, it is recognized in the consolidated financial statements at the largest amount that has a greater than 50% likelihood of being realized upon ultimate settlement. The Company’s policy is to analyze the Company’s tax positions taken with respect to all applicable income tax issues for all open tax years in each respective jurisdiction. As of December 31, 2016 and 2015, the Company concluded that no uncertain tax positions were required to be recognized in its consolidated financial statements. The Company recognizes interest and penalties related to income tax matters in income tax expense. No amounts were recognized for interest and penalties during the years ended December 31, 2016, 2015 and 2014. |
Comprehensive Loss | Comprehensive Loss Comprehensive loss represents the net loss for the period adjusted for the results of certain changes to stockholders’ equity (deficit) that are not reflected in the consolidated statements of operations, if applicable. Net loss is the only component of the Company’s comprehensive loss for the periods presented. |
Segment Information | Segment Information The Company is organized as a single operating segment, whereby its chief operating decision maker assesses the performance of and allocates resources to the business as a whole. |
Recently Adopted Accounting Pronouncements | Recently Adopted Accounting Pronouncements In April 2015, the FASB issued Accounting Standards Update No. 2015-03, Interest—Imputation of Interest (Topic 835-30): Simplifying the Presentation of Debt Issuance Costs (“ASU 2015-03”). ASU 2015-03 requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. The provisions of ASU 2015-03 must be applied on a retrospective basis. The Company adopted ASU 2015-03 effective January 1, 2016. Upon adoption, the Company reclassified debt issuance costs from prepaid expenses and other current assets and other assets as a reduction to debt and debt due to related parties in the consolidated balance sheets. Adoption of this guidance did not have a material impact on the Company’s consolidated financial position, results of operations or cash flows. In August 2014, the FASB issued Accounting Standards Update No. 2014-15, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern (“ASU 2014-15”). ASU 2014-15 requires management to evaluate for each annual and interim reporting period whether conditions or events give rise to substantial doubt that an entity has the ability to continue as a going concern within one year following issuance of the financial statements and requires specific disclosures regarding the conditions or events leading to substantial doubt. The Company adopted ASU 2014-15 effective December 31, 2016. Adoption of this standard did not have a material impact on the Company’s consolidated financial position, results of operations or cash flows as disclosed in Note 1. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements In August 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2016-15, “Statement of Cash Flows: Classification of Certain Cash Receipts and Cash Payments”. The amendments in this update clarify how certain cash receipts and cash payments are presented and classified in the statement of cash flows. ASU No. 2016-15 will be effective for fiscal years beginning after December 15, 2017, with early adoption permitted. The Company has not elected to early adopt this guidance and is currently evaluating ASU 2016-15 to determine the impact to its consolidated financial statements. In June 2016, the FASB issued Accounting Standards Update No. 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”). ASU 2016-13 introduces a new forward-looking approach, based on expected losses, to estimate credit losses on certain types of financial instruments, including trade receivables. The estimate of expected credit losses will require entities to incorporate considerations of historical information, current information and reasonable and supportable forecasts. ASU 2016-13 also expands the disclosure requirements to enable users of financial statements to understand the entity’s assumptions, models and methods for estimating expected credit losses. For public business entities that meet the definition of a Securities and Exchange Commission filer, ASU 2016-13 is effective for annual and interim reporting periods beginning after December 15, 2019, and the guidance is to be applied using the modified-retrospective approach. Earlier adoption is permitted for annual and interim reporting periods beginning after December 15, 2018. The Company is currently evaluating ASU 2016-13 to determine the impact to its consolidated financial statements and related disclosures. In March 2016, the FASB issued Accounting Standards Update No. 2016-09, Compensation—Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting (“ASU 2016-09”). The amendments are effective for public companies for annual periods beginning after December 15, 2016, and interim periods within those annual periods. Several aspects of the accounting for share-based payment award transactions are simplified, including: (a) income tax consequences; (b) classification of awards as either equity or liabilities; and (c) classification on the statement of cash flows. The Company is currently evaluating ASU 2016-09 to determine the potential impact to its consolidated financial statements and related disclosures. In February 2016, the FASB issued Accounting Standards Update No. 2016-02, Leases (Topic 842) Leases: Amendments to the FASB Accounting Standards Codifications (“ASU 2016-02”), to increase transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. ASU 2016-02 is effective for public companies for financial statements issued for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Early adoption is permitted. Companies must apply a modified retrospective transition approach for leases existing at, or entered into after, the beginning of the earliest comparative period presented in the financial statements. The modified retrospective approach would not require any transition accounting for leases that expired before the earliest comparative period presented. Lessees and lessors may not apply a full retrospective transition approach. The Company is currently evaluating ASU 2016-02 to determine the potential impact to its consolidated financial statements and related disclosures. In January 2016, the FASB issued Accounting Standards Update 2016-01, Financial Instruments – Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities (“ASU 2016-01”). ASU 2016-01 applies to all entities that hold financial assets or owe financial liabilities and is intended to provide more useful information on the recognition, measurement, presentation and disclosure of financial instruments. Among other things, ASU 2016-01 (i) requires equity investments (except those accounted for under the equity method of accounting or those that result in consolidation of the investee) to be measured at fair value with changes in fair value recognized in net income; (ii) simplifies the impairment assessment of equity investments without readily determinable fair values by requiring a qualitative assessment to identify impairment; (iii) eliminates the requirement to disclose the fair value of financial instruments measured at amortized cost for entities that are not public business entities; (iv) eliminates the requirement for public business entities to disclose the method(s) and significant assumptions used to estimate the fair value that is required to be disclosed for financial instruments measured at amortized cost on the balance sheet; (v) requires public business entities to use the exit price notion when measuring the fair value of financial instruments for disclosure purposes; (vi) requires an entity to present separately in other comprehensive income the portion of the total change in the fair value of a liability resulting from a change in the instrument-specific credit risk when the entity has elected to measure the liability at fair value in accordance with the fair value option for financial instruments; (vii) requires separate presentation of financial assets and financial liabilities by measurement category and form of financial asset (that is, securities or loans and receivables) on the balance sheet or the accompanying notes to the financial statements; and (viii) clarifies that an entity should evaluate the need for a valuation allowance on a deferred tax asset related to available-for-sale securities in combination with the entity’s other deferred tax assets. For public business entities, ASU 2016-01 is effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. The Company is currently evaluating ASU 2016-01 to determine the potential impact to its consolidated financial statements and related disclosures. In November 2015, the FASB issued Accounting Standards Update No. 2015-17, Balance Sheet Classification of Deferred Taxes (“ASU 2015-17”), which amends the current requirement for organizations to present deferred tax assets and liabilities as current and noncurrent in a classified balance sheet. Organizations will now be required to classify all deferred tax assets and liabilities as noncurrent. ASU 2015-17 is effective for public companies for financial statements issued for fiscal years beginning after December 15, 2016, including interim periods within those fiscal years. Early adoption is permitted. The amendments may be applied prospectively to all deferred tax liabilities and assets or retrospectively to all periods presented. The Company is currently evaluating ASU 2015-17 to determine the potential impact to its consolidated financial statements and related disclosures. In July 2015, the FASB issued Accounting Standards Update No. 2015-11, Inventory (Topic 330): Simplifying the Measurement of Inventory (“ASU 2015-11”), which applies guidance on the subsequent measurement of inventory. ASU 2015-11 states that an entity should measure 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 reasonable predictable costs of completion, disposal and transportation. The guidance excludes inventory measured using last-in, first-out or the retail inventory method. ASU 2015-11 is effective for interim and annual reporting periods beginning after December 15, 2016 including interim periods within those fiscal years. Early adoption is permitted. The Company did not early adopt ASU 2015-11. The Company does not expect the adoption of ASU 2015-11 to have a material impact to its consolidated financial statements and related disclosures. In May 2014, the FASB issued Accounting Standards Update No. 2014-09, Revenue from Contracts with Customers (Topic 606) (“ASU 2014-09”). ASU 2014-09 and its related amendments provide new, globally applicable converged guidance concerning recognition and measurement of revenue. The new guidance requires the application of a five-step model to determine the amount and timing of revenue to be recognized. The underlying principle is that revenue is to be recognized for the transfer of goods or services to customers that reflects the amount of consideration that the Company expects to be entitled to in exchange for those goods or services. Additionally, significant additional disclosures are required about the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers. The new guidance is effective for annual and interim periods beginning on or after December 15, 2017. ASU 2014-09 allows for either full retrospective or modified retrospective adoption. The Company is currently evaluating the transition method that will be elected and the potential effects of adopting the provisions of ASU 2014-09. The Company is continuing to assess the impact of the new guidance on its accounting policies and procedures and is evaluating the new requirements as applied to existing revenue contracts. Although the Company is continuing to assess the impact of the new guidance, the Company believes the most significant impact will relate to the recognition of product sales made to distributors. The Company currently recognizes revenue from the sale of products made to distributors on either a sell-in or sell-through basis depending on the specific circumstances of the arrangement. The new guidance will likely result in an acceleration of revenue as the Company may no longer be required to defer revenues related to distributors that are currently recognized on the sell-through basis under the new standard. The Company is reviewing its revenue contracts and working on its plan for implementation of the new guidance which it will adopt beginning in the first quarter of 2018. |
Reclassifications | Reclassifications Certain prior period balances in the consolidated balance sheets have been reclassified to conform to the current year presentation. Such reclassifications had no impact on net income, cash flows or shareholders’ equity previously reported. As a result of adopting ASU 2015-03, the Company retrospectively reclassified certain debt issuance costs as of December 31, 2015. Prepaid expenses and other current assets in the amount of $104,000 and other assets in the amount of $462,000 were reclassified. These amounts were reclassified as a $23,000 discount to debt, current portion, a $267,000 discount to debt, less current portion and $276,000 discount to long-term debt, due to related party. |
Significant Accounting Polici30
Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
Assets and Liabilities Measured at Fair Value on Recurring Basis | The following table presents the Company’s financial assets measured at fair value on a recurring basis as of December 31, 2016 and 2015 (in thousands): DECEMBER 31, 2016 TOTAL LEVEL 1 LEVEL 2 LEVEL 3 Assets Money market funds $ 3,752 $ 3,752 $ — $ — DECEMBER 31, 2015 TOTAL LEVEL 1 LEVEL 2 LEVEL 3 Assets Money market funds $ 3,750 $ 3,750 $ — $ — |
Schedule of Risk Percentage | Customers to which 10% or more of the Company’s total revenues are attributable for any one of the periods presented consist of the following: CUSTOMER A CUSTOMER B CUSTOMER C Year ended December 31, 2016 25 % 3 % 5 % 2015 28 % 10 % 8 % 2014 30 % 4 % 13 % Customers to which 10% or more of the Company’s outstanding accounts receivable are attributable as of either December 31, 2016 or 2015 consist of the following: CUSTOMER A CUSTOMER B CUSTOMER C CUSTOMER D December 31, 2016 21 % 10 % 7 % 14 % December 31, 2015 32 % 29 % 12 % 0 % |
Schedule of Inventories, Net | Inventories, net consist of the following (in thousands): DECEMBER 31, 2016 2015 Raw materials $ 3,491 $ 5,110 Work in progress 2,044 1,044 Finished goods 2,947 2,910 $ 8,482 $ 9,064 |
Summary of Property, Plant and Equipment Estimated Useful Lives | The Company generally uses the following estimated useful lives for each asset category: ASSET CATEGORY ESTIMATED USEFUL LIFE Building 30 years Computer equipment 2-3 years Machinery and equipment 3-20 years Office equipment 3-5 years Furniture 3-5 years Leasehold improvements Shorter of lease term or useful life Software 3 years |
Fair Value Assumptions of Stock Options Granted | During the years ended December 31, 2016, 2015 and 2014, the Company calculated the fair value of stock options granted based on the following assumptions: YEAR ENDED DECEMBER 31, 2016 2015 2014 Expected life (years) 5.85-6.08 6.08 5.46-6.08 Estimated volatility factor 45%-46% 46%-47% 49%-71% Risk-free interest rate 1.13%-2.18% 1.86%-1.93% 1.63%-2.05% Expected dividend yield — — — |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Property Plant And Equipment [Abstract] | |
Schedule of Property, Plant and Equipment | Property, plant and equipment consist of the following (in thousands): DECEMBER 31, 2016 2015 Land $ 1 $ 1 Buildings 6,528 6,598 Computer equipment and software 522 522 Furniture, fixtures and office equipment 352 347 Machinery and equipment 14,887 15,964 Leasehold improvements 2,373 2,372 Construction in progress 7 3 24,670 25,807 Less accumulated depreciation (7,327 ) (7,362 ) $ 17,343 $ 18,445 |
Net Loss per Share (Tables)
Net Loss per Share (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Earnings Per Share [Abstract] | |
Schedule of Anti-dilutive Securities Excluded from Computation of Diluted Net Loss Per Share | The following table sets forth the potential shares of common stock as of the end of each period presented that are not included in the calculation of diluted net loss per share because to do so would be anti-dilutive (in thousands): DECEMBER 31, 2016 2015 2014 Stock options outstanding 3,397 2,116 2,831 Warrants to purchase common stock 4,152 4,027 145 Restricted stock units outstanding 415 107 — |
Computation of Common Shares Upon Exercise of Warrants and Basic and Diluted Net Loss Per Share | YEAR ENDED DECEMBER 31, 2016 2015 2014 (In thousands, except per share data) Numerator: Net loss $ (31,071 ) $ (43,728 ) $ (51,659 ) Denominator Weighted average shares outstanding used for basic and diluted net loss per share 24,617 24,469 22,314 Basic and diluted net loss per share $ (1.26 ) $ (1.79 ) $ (2.32 ) |
Accrued Liabilities (Tables)
Accrued Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Payables And Accruals [Abstract] | |
Schedule of Accrued Liabilities | Accrued liabilities consist of the following (in thousands): DECEMBER 31, 2016 2015 Accrued compensation $ 1,403 $ 999 Accrued severance — 209 Accrued warranty costs 754 384 Accrued legal costs 569 915 Accrued customer incentives 639 82 Accrued SEC civil penalty (Note 12) — 1,750 Accrued liabilities, other 2,143 1,350 $ 5,508 $ 5,689 |
Schedule of Changes in Accrued Warranty Costs | Changes in the Company’s accrued warranty costs during the period are as follows (in thousands): Balance at December 31, 2015 $ 384 Warranties issued during the period $ 429 Settlements made during the period (59 ) Balance at December 31, 2016 $ 754 |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Debt Disclosure [Abstract] | |
Schedule of Debt Including Debt to Related Parties | Debt, including debt due to related parties, consists of the following (in thousands): DECEMBER 31, 2016 2015 Secured promissory notes (“October 2012 and April 2013 Secured Promissory Notes”) bearing interest at 14.00% per annum, payable monthly through October 2018, collateralized by substantially all of the Company’s assets, net of unamortized debt discount as of December 31, 2016 and December 31, 2015 of $228 and $48, respectively, discount is based on imputed interest rate of 15.0% $ 12,222 $ 12,402 Secured promissory note (“June 2014 Secured Promissory Note”) bearing interest at prime plus 2% (5.5% as of December 31, 2016) per annum, payable monthly through June 2036, collateralized by certain of the Company’s deposit accounts and MMM LLC’s inventories, chattel paper, accounts, equipment and general intangibles, net of unamortized debt discount as of December 31, 2016 and December 31, 2015 of $247 and $270, respectively, discount is based on imputed interest rate of 5.8% 9,113 9,351 Senior secured promissory notes due to related parties (“August 2015 Senior Secured Promissory Notes”) bearing interest at 8% per annum, interest is payable biannually with principal payments due in increments at three, four and five years from the closing date, collateralized by substantially all of the Company’s assets, net of unamortized discount as of December 31, 2016 and December 31, 2015 of $3,333 and $4,488, respectively debt discount is based on imputed interest rate of 10.9% (see Note 15) 36,667 35,512 Debt, including debt due to related parties 58,002 57,265 Less debt due to related parties (36,667 ) (35,512 ) Less current portion (252 ) (244 ) $ 21,083 $ 21,509 |
Schedule of Aggregate Contractual Future Principal Payments Due on Company's Debt Including Debt to Related Parties | As of December 31, 2016, aggregate contractual future principal payments on the Company’s debt, including debt due to related parties, are due as follows (in thousands): Year Ended December 31, 2017 $ 274 2018 22,739 2019 10,306 2020 20,322 2021 342 Thereafter 7,827 Total future principal payments $ 61,810 |
Consideration Received, Fair Values of Notes, Common Stock Warrants Issued and Calculation of the Gain on Extinguishment of Debt | The following table shows the consideration received, fair values of the notes and common stock warrants issued and calculation of the gain on extinguishment of debt for the $3,750,000 Notes (in thousands): Consideration received Fair value of October 2012 Subordinated Convertible Note $ 1,360 Cash 2,500 Total consideration received (a) $ 3,860 Notes and warrants issued Principal balance of notes issued $ 3,750 Debt discount (1) (291 ) Fair value of notes issued 3,459 Fair value of Additional Common Stock Warrants issued 352 Total fair value of notes and warrants issued (b) $ 3,811 Gain on extinguishment of debt (a—b) $ 49 (1) The amortization of this account is being recorded in interest expense in the consolidated statements of operations over the term of the arrangement. |
Activity Related to Secured Promissory Note | Activity related to the October 2012 and April 2013 Secured Promissory Notes from December 31, 2015 through December 31, 2016 consisted of the following (in thousands): DECEMBER 31, AMORTIZATION PRINCIPAL DECEMBER 31, 2015 ADDITIONS OF DEBT PAYMENTS 2016 Principal $ 12,450 $ — $ — $ — $ 12,450 Debt discount related to the issuance of common stock warrants (1) (12 ) (209 ) 18 — (203 ) Discount related to the $3,750,000 Notes (1) (36 ) (12 ) 23 — (25 ) $ 12,402 $ (221 ) $ 41 $ — $ 12,222 (1) The amortization of this account is included in interest expense in the consolidated statements of operations and as non-cash interest expense in the consolidated statements of cash flows. |
Warrants (Tables)
Warrants (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Text Block [Abstract] | |
Summary of Information about Common Stock Warrants Outstanding | The following table summarizes information about the Company’s common stock warrants outstanding as of December 31, 2016 (in thousands, except exercise price data): NUMBER OF SHARES SUBJECT TO EXPIRATION WARRANTS EXERCISE DESCRIPTION ISSUE DATE DATE ISSUED PRICE In connection with June 2013 Credit Facility (June 2013 Warrants) June 2013 June 2023 (1) 27 $ 8.40 In connection with August 2015 Senior Secured Promissory Notes (August 2015 Warrants) August 2015 August 2023 4,000 $ 1.91 In connection with October 2012 and April 2013 Secured Promissory Notes (November 2016 Warrants) November 2016 November 2026 125 $ 2.38 4,152 (1) The June 2013 Warrants expire upon the earlier to occur of (i) the date listed above; (ii) the acquisition of the Company by another entity by means of any transaction or series of related transactions (including, without limitation, any transfer of more than 50% of the voting power of the Company, reorganization, merger or consolidation, but excluding any merger effected exclusively for the purpose of changing the domicile of the Company); or (iii) a sale of all or substantially all of the assets of the Company unless the Company’s stockholders of record as constituted immediately prior to such acquisition or sale will, immediately after such acquisition or sale (by virtue of securities issued as consideration for the Company’s acquisition or sale or otherwise), hold at least fifty percent (50%) of the voting power of the surviving or acquiring entity. |
Common Stock (Tables)
Common Stock (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Equity [Abstract] | |
Reserved Shares of Common Stock for Future Issuances | As of December 31, 2016, the Company had reserved shares of common stock for future issuances as follows (in thousands): |
Stock Option Plans (Tables)
Stock Option Plans (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Summary of Activity under Company's Stock Option Plans and Shares Available for Grant under Company's Stock Incentive Plans | The following table summarizes the activity under the Company’s stock option plans for the year ended December 31, 2016 (in thousands, except exercise price and remaining contractual life data): WEIGHTED- AVERAGE WEIGHTED- REMAINING AVERAGE CONTRACTUAL AGGREGATE SHARES EXERCISE LIFE INTRINSIC OUTSTANDING PRICE (IN YEARS) VALUE Balances at December 31, 2015 2,116 $ 8.90 7.3 $ 45 Options granted 1,636 $ 1.36 Options exercised (48 ) $ 0.66 Options cancelled (307 ) $ 6.35 Balances at December 31, 2016 3,397 $ 5.62 7.9 $ 1,599 Vested and expected to vest at December 31, 2016 2,921 $ 6.06 7.6 $ 1,276 Exercisable at December 31, 2016 1,489 $ 9.07 6.2 $ 306 |
Stock Incentive Plan [Member] | |
Summary of Activity under Company's Stock Option Plans and Shares Available for Grant under Company's Stock Incentive Plans | The following table summarizes shares available for grant under the Company’s stock incentive plans for the year ended December 31, 2016 (in thousands): SHARES AVAILABLE FOR GRANT Balances at December 31, 2015 2,478 Shares authorized 859 Options granted (1,636 ) Options cancelled 307 Restricted stock units granted (393 ) Restricted stock units forfeited 7 Balances at December 31, 2016 1,622 |
Restricted Stock Units (RSUs) [Member] | |
Summary of Restricted Stock Units Activity | The following table summarizes the activity of restricted stock units for the year ended December 31, 2016 (in thousands, except weighted average grant date fair value): WEIGHTED AVERAGE GRANT SHARES DATE FAIR OUTSTANDING VALUE Nonvested at December 31, 2015 45 $ 1.23 Granted 393 $ 0.76 Vested (81 ) $ 1.04 Forfeited (7 ) $ 1.23 Nonvested at December 31, 2016 350 $ 0.75 |
Capital Leases (Tables)
Capital Leases (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Leases [Abstract] | |
Aggregate Contractual Future Minimum Lease Payments | As of December 31, 2016, the Company’s aggregate contractual future minimum lease payments on the capital leases are due as follows (in thousands): CAPITAL LEASES Year Ended December 31, 2017 $ 894 Total minimum payments required 894 Less amount representing interest (55 ) Present value of future payments 839 Less current portion (839 ) $ — |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Commitments And Contingencies Disclosure [Abstract] | |
Schedule of Non-Cancelable Lease Agreements | As of December 31, 2016, the Company’s aggregate contractual future minimum lease payments under non-cancelable lease agreements is as follows (in thousands): OPERATING LEASES Year Ended December 31, 2017 $ 949 2018 949 2019 615 Total minimum payments required $ 2,513 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Schedule of Deferred Tax Assets | The temporary timing differences that give rise to the deferred tax assets are as follows (in thousands): DECEMBER 31, 2016 2015 Components of deferred taxes: Net operating loss carryforwards $ 71,329 $ 62,255 Research and development tax credits 2,670 2,418 Other, net 6,005 4,296 Net deferred tax assets 80,004 68,969 Less valuation allowance (80,004 ) (68,969 ) Net deferred tax assets $ — $ — |
Reconciliation of Effective Income Tax Rate to US Federal Income Tax Statutory Rate | The provision for income taxes is different than the amount computed using the applicable statutory federal income tax rate with the difference for each year summarized below: DECEMBER 31, 2016 2015 Federal tax benefit at statutory rate 34 % 34 % State tax benefit, net of federal benefit 4 5 Interest expense (1 ) (1 ) Share-based compensation expense (1 ) (2 ) Other (1 ) — Adjustment due to change in valuation allowance (35 ) (36 ) Provision for income taxes — % — % |
Reconciliation of Beginning and Ending Unrecognized Tax Benefits | A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows (in thousands): 2016 2015 Balance at January 1 $ 982 $ 853 Increase related to prior year tax positions — — Increase related to current year tax positions 101 129 Balance at December 31 $ 1,083 $ 982 |
Quarterly Financial Informati41
Quarterly Financial Information (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | |
Summary of Quarterly Financial Information | MARCH 31, JUNE 30, SEPTEMBER 30, DECEMBER 31, 2016 2016 2016 2016 (In thousands, except per share data) Total revenues $ 2,669 $ 5,049 $ 3,634 $ 2,690 Gross profit (loss) 400 1,931 1,141 1,048 Net loss (9,276 ) (6,783 ) (7,202 ) (7,810 ) Basic and diluted net loss per common share (0.38 ) (0.28 ) (0.29 ) (0.32 ) MARCH 31, JUNE 30, SEPTEMBER 30, DECEMBER 31, 2015 2015 2015 2015 (In thousands, except per share data) Total revenues $ 2,056 $ 3,357 $ 2,475 $ 1,913 Gross profit (loss) 58 363 135 (11 ) Net loss (11,914 ) (10,985 ) (9,799 ) (11,030 ) Basic and diluted net loss per common share (0.49 ) (0.45 ) (0.40 ) (0.45 ) |
Summary of Business, Basis of42
Summary of Business, Basis of Presentation and Liquidity - Additional Information (Detail) - USD ($) | Aug. 01, 2013 | Dec. 31, 2016 | Jun. 30, 2014 | Aug. 31, 2013 | Dec. 31, 2016 | Dec. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2013 |
Schedule Of Description Of Business [Line Items] | ||||||||
Date of incorporation | Jun. 15, 2006 | |||||||
Issuance of common stock under IPO to underwriters by selling stockholders | 712,500 | |||||||
Public offering price of the shares sold in the offering | $ 9.50 | $ 12 | ||||||
Total gross proceeds from IPO | $ 65,550,000 | |||||||
Aggregate net proceeds received | $ 56,105,000 | |||||||
Reverse stock split | 1-for-3.138458 | |||||||
Reverse stock split, ratio | 313.8458% | |||||||
Total gross proceeds from issuance of common stock | $ 43,463,000 | |||||||
Proceeds from public offering, net of offering costs and underwriting commissions | $ 39,949,000 | $ 39,949,000 | ||||||
Accumulated deficit | $ (234,647,000) | $ (234,647,000) | $ (203,576,000) | |||||
Working capital | 11,626,000 | 11,626,000 | ||||||
Cash and cash equivalents | 9,609,000 | 9,609,000 | $ 35,324,000 | 19,838,000 | $ 24,455,000 | |||
Debt excluding related parties | 21,335,000 | 21,335,000 | ||||||
Debt due to related parties | 36,667,000 | 36,667,000 | $ 35,512,000 | |||||
Restricted cash | 3,004,000 | $ 3,004,000 | ||||||
Debt agreements financial and non-financial covenants | As of December 31, 2016, the Company had an accumulated deficit of $234,647,000, has incurred significant losses since inception and expects to continue to incur losses for the foreseeable future. Until the completion of the IPO in August 2013, the Company had funded operations primarily with net proceeds from the private placements of convertible preferred stock, convertible notes, promissory notes and term loans, as well as with the proceeds from the sale of its products and payments under strategic collaboration and distribution agreements and government grants. The Company will need to generate significant revenue growth to achieve and maintain profitability. As of December 31, 2016, the Company had working capital of $11,626,000, including cash and cash equivalents of $9,609,000. In addition, as of December 31, 2016, the Company had debt and debt due to related parties of $21,335,000 and $36,667,000, respectively, for which the underlying debt agreements contain various financial and non-financial covenants, as well as certain material adverse change clauses. In addition, as of December 31, 2016, the Company had a total of $3,004,000 of restricted cash relating to these debt agreements (see Notes 6 and 15). | |||||||
Accounting Standards Update 2014-15 [Member] | ||||||||
Schedule Of Description Of Business [Line Items] | ||||||||
Reclassification of long term debt to current | 0 | $ 0 | ||||||
Maximum [Member] | ||||||||
Schedule Of Description Of Business [Line Items] | ||||||||
Sale and issuance value of stock, debt securities and warrants authorized | 50,000,000 | |||||||
Sell value of common stock through at-the-market program accordance with offering agreement | $ 15,000,000 | |||||||
IPO [Member] | ||||||||
Schedule Of Description Of Business [Line Items] | ||||||||
Public offering, shares issued | 5,462,500 | |||||||
Additional Public Offering [Member] | ||||||||
Schedule Of Description Of Business [Line Items] | ||||||||
Public offering, shares issued | 4,575,000 | |||||||
Over Allotment Option [Member] | ||||||||
Schedule Of Description Of Business [Line Items] | ||||||||
Public offering, shares issued | 675,000 |
Significant Accounting Polici43
Significant Accounting Policies - Measured at Fair Value on Recurring Basis (Detail) - Money market funds [Member] - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Assets | ||
Assets at fair value | $ 3,752 | $ 3,750 |
Level 1 [Member] | ||
Assets | ||
Assets at fair value | $ 3,752 | $ 3,750 |
Significant Accounting Polici44
Significant Accounting Policies - Additional Information (Detail) - USD ($) | 12 Months Ended | |||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Jun. 30, 2014 | |
Significant Accounting Policies [Line Items] | ||||
Concentration risk, supplier | The active ingredient in the Company’s Regalia product line is derived from the giant knotweed plant, which the Company obtains from China. The Company currently relies on one supplier for this plant. Such single supplier acquires raw knotweed from numerous regional sources and performs an extraction process on this plant, creating a dried extract that is shipped to the Company’s manufacturing plant. While the Company does not have a long-term supply contract with this supplier, the Company does have a long term business relationship with this supplier. The Company endeavors to keep 9-12 months of knotweed extract on hand at any given time, but an unexpected disruption in supply could have an effect on Regalia supply and revenues. Although the Company has identified additional sources of raw knotweed, there can be no assurance that the Company will continue to be able to obtain dried extract from China at a competitive price. | |||
Receivables, written-off | $ 0 | $ 0 | $ 0 | |
Allowance for doubtful accounts | 0 | 0 | ||
Adjustment to inventory reserves | 177,000 | 19,000 | ||
Adjustment of actual utilization of manufacturing plant | 771,000 | 2,545,000 | ||
Adjustments to inventory reserve | 695,000 | |||
Inventory write-off | 894,000 | |||
Adjustment amount on actual utilization of the plant with normal capacity | 890,000 | |||
Inventory write-down to net realizable value | $ 270,000 | |||
Reserves against inventories | 127,000 | 24,000 | ||
Deferred cost of product revenues | 2,688,000 | 1,596,000 | ||
Deferred cost of product revenues to related parties | 0 | 79,000 | ||
Impairment charge recognized on assets held for sale | 66,000 | |||
Current deferred product revenues | $ 5,647,000 | 2,919,000 | ||
Current deferred product revenues from related parties | $ 168,000 | |||
Percentage of total revenue recognized on sell-through basis | 44.00% | 47.00% | 53.00% | |
Deferred payments received | $ 300,000 | $ 750,000 | $ 500,000 | |
Received payments, included in accounts receivable | 300,000 | 750,000 | ||
Recognized license revenues | 327,000 | 333,000 | 232,000 | |
Non-current deferred revenues | 1,787,000 | 2,021,000 | ||
Research and development expenses | 8,654,000 | 12,392,000 | 18,110,000 | |
Patent expenses | 1,016,000 | 1,108,000 | 1,171,000 | |
Advertising costs | $ 213,000 | $ 456,000 | $ 557,000 | |
Expected dividend yield | 0.00% | 0.00% | 0.00% | |
Percentage of recognized uncertain tax position upon ultimate settlement | 50.00% | |||
Uncertain tax positions | $ 0 | $ 0 | ||
Interest and penalties related to income tax | 0 | 0 | $ 0 | |
Prepaid expenses and other current assets | 1,060,000 | 1,211,000 | ||
Other assets | 205,000 | 284,000 | ||
Accounting Standards Update 201503 [Member] | ||||
Significant Accounting Policies [Line Items] | ||||
Prepaid expenses and other current assets | 104,000 | |||
Other assets | 462,000 | |||
Discount to debt, current portion | 23,000 | |||
Discount to debt, less current portion | 267,000 | |||
Discount to long-term debt, due to related party | 276,000 | |||
Strategic collaboration and distribution agreements [Member] | ||||
Significant Accounting Policies [Line Items] | ||||
Current deferred product revenues | 236,000 | 327,000 | ||
Non-current deferred revenues | 1,787,000 | 2,021,000 | ||
Syngenta Ventures [Member] | ||||
Significant Accounting Policies [Line Items] | ||||
Recognized license revenues | $ 333,000 | |||
Affiliate revenues percent | 5.00% | |||
Number of common shares sold | 600,000 | |||
Revenue Recognition [Member] | ||||
Significant Accounting Policies [Line Items] | ||||
Current deferred product revenues | 5,411,000 | 2,760,000 | ||
Current deferred product revenues from related parties | 0 | $ 168,000 | ||
Prepaid expenses and other current assets [Member] | ||||
Significant Accounting Policies [Line Items] | ||||
Equipment held for sale | $ 70,000 | |||
Sales revenue, net [Member] | Customer concentration risk [Member] | International [Member] | ||||
Significant Accounting Policies [Line Items] | ||||
Customers accounted for percentage of company's total revenues and accounts receivable | 10.00% | 9.00% | 12.00% | |
Sales revenue, net [Member] | Product concentration risk [Member] | ||||
Significant Accounting Policies [Line Items] | ||||
Customers accounted for percentage of company's total revenues and accounts receivable | 74.00% | 89.00% | 91.00% | |
Maximum [Member] | ||||
Significant Accounting Policies [Line Items] | ||||
Receivables due period | 120 days | |||
Minimum [Member] | Syngenta Ventures [Member] | ||||
Significant Accounting Policies [Line Items] | ||||
Affiliate revenues percent | 5.00% |
Significant Accounting Polici45
Significant Accounting Policies - Schedule of Risk Percentage (Detail) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Customer A [Member] | Sales revenue, net [Member] | Customer concentration risk [Member] | |||
Concentration Risk [Line Items] | |||
Customers accounted for percentage of company's total revenues and accounts receivable | 25.00% | 28.00% | 30.00% |
Customer A [Member] | Accounts receivable [Member] | Customer concentration risk [Member] | |||
Concentration Risk [Line Items] | |||
Customers accounted for percentage of company's total revenues and accounts receivable | 21.00% | 32.00% | |
Customer B [Member] | Sales revenue, net [Member] | Customer concentration risk [Member] | |||
Concentration Risk [Line Items] | |||
Customers accounted for percentage of company's total revenues and accounts receivable | 3.00% | 10.00% | 4.00% |
Customer B [Member] | Accounts receivable [Member] | Customer concentration risk [Member] | |||
Concentration Risk [Line Items] | |||
Customers accounted for percentage of company's total revenues and accounts receivable | 10.00% | 29.00% | |
Customer C [Member] | Sales revenue, net [Member] | Customer concentration risk [Member] | |||
Concentration Risk [Line Items] | |||
Customers accounted for percentage of company's total revenues and accounts receivable | 5.00% | 8.00% | 13.00% |
Customer C [Member] | Accounts receivable [Member] | Customer concentration risk [Member] | |||
Concentration Risk [Line Items] | |||
Customers accounted for percentage of company's total revenues and accounts receivable | 7.00% | 12.00% | |
Customer D [Member] | |||
Concentration Risk [Line Items] | |||
Customers accounted for percentage of company's total revenues and accounts receivable | 14.00% | 0.00% |
Significant Accounting Polici46
Significant Accounting Policies - Schedule of Inventories, Net (Detail) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 3,491 | $ 5,110 |
Work in progress | 2,044 | 1,044 |
Finished goods | 2,947 | 2,910 |
Inventories, total | $ 8,482 | $ 9,064 |
Significant Accounting Polici47
Significant Accounting Policies - Summary of Property, Plant and Equipment Estimated Useful Lives (Detail) | 12 Months Ended |
Dec. 31, 2016 | |
Buildings [Member] | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Property, plant and equipment, estimated useful life | 30 years |
Leasehold Improvements [Member] | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Property, plant and equipment, estimated useful life, description | Shorter of lease term or useful life |
Software [Member] | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Property, plant and equipment, estimated useful life | 3 years |
Minimum [Member] | Computer Equipment and Software [Member] | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Property, plant and equipment, estimated useful life | 2 years |
Minimum [Member] | Machinery and Equipment [Member] | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Property, plant and equipment, estimated useful life | 3 years |
Minimum [Member] | Office Equipment [Member] | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Property, plant and equipment, estimated useful life | 3 years |
Minimum [Member] | Furniture, Fixtures and Office Equipment [Member] | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Property, plant and equipment, estimated useful life | 3 years |
Maximum [Member] | Computer Equipment and Software [Member] | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Property, plant and equipment, estimated useful life | 3 years |
Maximum [Member] | Machinery and Equipment [Member] | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Property, plant and equipment, estimated useful life | 20 years |
Maximum [Member] | Office Equipment [Member] | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Property, plant and equipment, estimated useful life | 5 years |
Maximum [Member] | Furniture, Fixtures and Office Equipment [Member] | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Property, plant and equipment, estimated useful life | 5 years |
Significant Accounting Polici48
Significant Accounting Policies - Fair Value Assumptions of Stock Options Granted (Detail) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Expected life (years) | 6 years 29 days | ||
Expected dividend yield | 0.00% | 0.00% | 0.00% |
Minimum [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Expected life (years) | 5 years 10 months 6 days | 5 years 5 months 16 days | |
Estimated volatility factor | 45.00% | 46.00% | 49.00% |
Risk-free interest rate | 1.13% | 1.86% | 1.63% |
Maximum [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Expected life (years) | 6 years 29 days | 6 years 29 days | |
Estimated volatility factor | 46.00% | 47.00% | 71.00% |
Risk-free interest rate | 2.18% | 1.93% | 2.05% |
Property, Plant and Equipment -
Property, Plant and Equipment - Schedule of Property, Plant and Equipment (Detail) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 24,670 | $ 25,807 |
Less accumulated depreciation | (7,327) | (7,362) |
Property, plant and equipment, net | 17,343 | 18,445 |
Land [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 1 | 1 |
Buildings [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 6,528 | 6,598 |
Computer Equipment and Software [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 522 | 522 |
Furniture, Fixtures and Office Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 352 | 347 |
Machinery and Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 14,887 | 15,964 |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 2,373 | 2,372 |
Construction in Progress [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 7 | $ 3 |
Property, Plant and Equipment50
Property, Plant and Equipment - Additional Information (Detail) - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Property Plant And Equipment [Abstract] | |||
Depreciation and amortization expense | $ 2,235,000 | $ 3,510,000 | $ 2,581,000 |
Net Loss per Share - Schedule o
Net Loss per Share - Schedule of Anti-dilutive Securities Excluded from Computation of Diluted Net Loss Per Share (Detail) - shares shares in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Stock options outstanding [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Anti-dilutive securities excluded from computation of earning per share | 3,397 | 2,116 | 2,831 |
Warrants to purchase common stock [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Anti-dilutive securities excluded from computation of earning per share | 4,152 | 4,027 | 145 |
Restricted Stock Units (RSUs) [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Anti-dilutive securities excluded from computation of earning per share | 415 | 107 |
Net Loss Per Share - Computatio
Net Loss Per Share - Computation of Common Shares Upon Exercise of Warrants and Basic and Diluted Net Loss Per Share (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ 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 | $ (7,810) | $ (7,202) | $ (6,783) | $ (9,276) | $ (11,030) | $ (9,799) | $ (10,985) | $ (11,914) | $ (31,071) | $ (43,728) | $ (51,659) |
Denominator | |||||||||||
Weighted average shares outstanding used for basic and diluted net loss per share | 24,617 | 24,469 | 22,314 | ||||||||
Basic and diluted net loss per share | $ (0.32) | $ (0.29) | $ (0.28) | $ (0.38) | $ (0.45) | $ (0.40) | $ (0.45) | $ (0.49) | $ (1.26) | $ (1.79) | $ (2.32) |
Accrued Liabilities - Schedule
Accrued Liabilities - Schedule of Accrued Liabilities (Detail) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Payables And Accruals [Abstract] | ||
Accrued compensation | $ 1,403 | $ 999 |
Accrued severance | 209 | |
Accrued warranty costs | 754 | 384 |
Accrued legal costs | 569 | 915 |
Accrued customer incentives | 639 | 82 |
Accrued SEC civil penalty (Note 12) | 1,750 | |
Accrued liabilities, other | 2,143 | 1,350 |
Accrued liabilities, total | $ 5,508 | $ 5,689 |
Accrued Liabilities - Additiona
Accrued Liabilities - Additional Information (Detail) - USD ($) | 1 Months Ended | 12 Months Ended | ||
Aug. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Schedule Of Accrued Liabilities [Line Items] | ||||
Accrued severance expenses | $ 209,000 | |||
Mr. Iademarco Separation Agreement [Member] | ||||
Schedule Of Accrued Liabilities [Line Items] | ||||
Accrued severance expenses | $ 0 | 209,000 | ||
Mr. Iademarco Separation Agreement [Member] | Selling, General and Administrative [Member] | ||||
Schedule Of Accrued Liabilities [Line Items] | ||||
Severance expenses | 0 | 313,000 | ||
Employees' Separation Agreements [Member] | Selling, General and Administrative [Member] | ||||
Schedule Of Accrued Liabilities [Line Items] | ||||
Severance expenses | 0 | 115,000 | $ 147,000 | |
Employees' Separation Agreements [Member] | Research, Development and Patent [Member] | ||||
Schedule Of Accrued Liabilities [Line Items] | ||||
Severance expenses | $ 0 | $ 180,000 | $ 258,000 | |
James Iademarco [Member] | ||||
Schedule Of Accrued Liabilities [Line Items] | ||||
Salary rate entitlement | 8.3333% | |||
One-twelfth of prior base salary | $ 290,000 |
Accrued Liabilities - Schedul55
Accrued Liabilities - Schedule of Changes in Accrued Warranty Costs (Detail) $ in Thousands | 12 Months Ended |
Dec. 31, 2016USD ($) | |
Payables And Accruals [Abstract] | |
Beginning Balance | $ 384 |
Warranties issued during the period | 429 |
Settlements made during the period | (59) |
Ending Balance | $ 754 |
Debt - Schedule of Debt Includi
Debt - Schedule of Debt Including Debt Due to Related Parties (Detail) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Debt Instrument [Line Items] | ||
Debt | $ 58,002 | $ 57,265 |
Debt due to related parties | 36,667 | 35,512 |
Less current portion | (252) | (244) |
Debt, less current portion | 21,083 | 21,509 |
Secured Debt [Member] | October 2012 and April 2013 Secured Promissory Notes [Member] | ||
Debt Instrument [Line Items] | ||
Debt | 12,222 | 12,402 |
Secured Debt [Member] | June 2014 Secured Promissory Note [Member] | ||
Debt Instrument [Line Items] | ||
Debt | 9,113 | 9,351 |
Secured Debt [Member] | August 2015 Senior Secured Promissory Notes [Member] | ||
Debt Instrument [Line Items] | ||
Debt due to related parties | $ 36,667 | $ 35,512 |
Debt - Schedule of Debt Inclu57
Debt - Schedule of Debt Including Debt Due to Related Parties (Parenthetical) (Detail) - Secured Debt [Member] - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | ||
Jun. 30, 2014 | Dec. 31, 2016 | Dec. 31, 2015 | Aug. 31, 2015 | |
October 2012 and April 2013 Secured Promissory Notes [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, interest rate | 14.00% | 14.00% | 18.00% | |
Debt instrument, payment terms | Payable monthly through October 2018 | |||
Unamortized debt discount | $ 228 | $ 48 | ||
Debt instrument, imputed interest rate | 15.00% | 15.00% | ||
June 2014 Secured Promissory Note [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, interest rate | 5.50% | |||
Debt instrument, payment terms | Payable monthly through June 2036 | |||
Unamortized debt discount | $ 247 | $ 270 | ||
Debt instrument, imputed interest rate | 5.80% | 5.80% | ||
Debt instrument, prime rate | 2.00% | 2.00% | ||
August 2015 Senior Secured Promissory Notes [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, interest rate | 8.00% | |||
Debt instrument, payment terms | Payable biannually with principal payments due in increments at three, four and five years from the closing date | |||
Unamortized debt discount | $ 3,333 | $ 4,488 | ||
Debt instrument, imputed interest rate | 10.90% | 10.90% |
Debt - Schedule of Aggregate Co
Debt - Schedule of Aggregate Contractual Future Principal Payments Due on Company's Debt Including Debt to Related Parties (Detail) $ in Thousands | Dec. 31, 2016USD ($) |
Debt Disclosure [Abstract] | |
2,017 | $ 274 |
2,018 | 22,739 |
2,019 | 10,306 |
2,020 | 20,322 |
2,021 | 342 |
Thereafter | 7,827 |
Total future principal payments | $ 61,810 |
Debt - Additional Information (
Debt - Additional Information (Detail) | Apr. 10, 2013USD ($) | Oct. 02, 2012USD ($) | Nov. 30, 2016$ / sharesshares | Sep. 30, 2015 | Jun. 30, 2015 | Jun. 30, 2014USD ($) | Apr. 30, 2013USD ($) | Oct. 31, 2011USD ($) | Dec. 31, 2016USD ($)$ / sharesshares | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Nov. 01, 2016 | Aug. 31, 2015USD ($) | Apr. 28, 2014USD ($) | Apr. 14, 2014USD ($) | Mar. 31, 2012USD ($) | Jun. 30, 2011USD ($) |
Debt Instrument [Line Items] | |||||||||||||||||
Number of common shares to be purchased from warrants | shares | 4,152,000 | ||||||||||||||||
Exercise price of the Common Stock Warrants | $ / shares | $ 8.40 | ||||||||||||||||
Agent fee percentage | 5.00% | ||||||||||||||||
Additional credit facility financing-related costs and primarily legal fees | $ 24,000 | $ 304,000 | |||||||||||||||
Accrued interest on promissory notes | 74,000 | ||||||||||||||||
Common stock warrants issued to purchase common stock percentage | 20.00% | ||||||||||||||||
Exercise price of warrants as percentage of common stock | 70.00% | ||||||||||||||||
Warrants exercise price percentage | 70.00% | ||||||||||||||||
Fair value of common stock warrants on issuance | 465,000 | ||||||||||||||||
Convertible debt instrument, face value | $ 514,000 | ||||||||||||||||
Gain on extinguishment of debt | $ 49,000 | ||||||||||||||||
Funds borrowed | $ 3,700,000 | ||||||||||||||||
Fair value of the Warrants at the date of issuance as deferred financing cost | 435,000 | ||||||||||||||||
Repayment of line of credit | $ 4,687,000 | $ 4,687,000 | |||||||||||||||
Required deposit balance | 1,560,000 | $ 16,560,000 | |||||||||||||||
Restricted cash, current portion | $ 1,444,000 | $ 1,856,000 | |||||||||||||||
Prepay percentage of outstanding principal loan | 20.00% | ||||||||||||||||
Prepayment fee percentage | 10.00% | ||||||||||||||||
Exceed percentage of principal payment | 20.00% | ||||||||||||||||
Decrease percentage of prepayment fee | 1.00% | ||||||||||||||||
Loan term for repayment | 10 years | ||||||||||||||||
Current ratio | 125.00% | ||||||||||||||||
Debt to worth ratio | 400.00% | ||||||||||||||||
Percentage of loan to value ratio | 70.00% | ||||||||||||||||
June 2013 warrants [Member] | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Number of common shares to be purchased from warrants | shares | 27,000 | ||||||||||||||||
Exercise price of the Common Stock Warrants | $ / shares | $ 8.40 | ||||||||||||||||
Value of common stock in a sale of the Company or a qualified initial public offering | 70.00% | ||||||||||||||||
Warrants expire date | Jun. 14, 2023 | ||||||||||||||||
June 2013 credit facility [Member] | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Line of credit facility maximum borrowing limit | $ 7,000,000 | ||||||||||||||||
Additional credit facility financing-related costs and primarily legal fees | $ 10,000 | ||||||||||||||||
Credit facility expiry date | Jun. 30, 2014 | ||||||||||||||||
Credit facility accrued interest | 10.00% | ||||||||||||||||
Credit facility fee paid | 2.00% | ||||||||||||||||
Common stock warrants [Member] | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Debt discount | 113,000 | ||||||||||||||||
Common stock warrants [Member] | June 2013 warrants [Member] | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Common stock warrants issued to purchase common stock percentage | 10.00% | ||||||||||||||||
Maximum [Member] | June 2013 credit facility [Member] | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Amount permit to draw | $ 5,000,000 | ||||||||||||||||
Secured Debt [Member] | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Debt issued in partial consideration, cash | 3,700,000 | ||||||||||||||||
Term Loan Bearing Interest at 7.00% [Member] | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Line of credit facility maximum borrowing limit | $ 500,000 | ||||||||||||||||
Debt instrument, interest rate | 7.00% | ||||||||||||||||
Debt instrument, maturity date | Apr. 1, 2016 | ||||||||||||||||
October 2012 Secured Promissory Notes [Member] | Secured Debt [Member] | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Debt instrument borrowing amount | $ 7,500,000 | ||||||||||||||||
Debt instrument borrowing terms | The October 2012 Secured Promissory Notes have an initial term of three years and can be extended for an additional two years in one year increments at the option of the Company. During the initial three-year term, the October 2012 Secured Promissory Notes bear interest at 12% per annum. If the term of the October 2012 Secured Promissory Notes is extended an additional year, the interest rate is 13% during the fourth year. If the term of the October 2012 Secured Promissory Notes is extended for an additional two years, the interest rate is 14% during the fifth year. Interest on the October 2012 Secured Promissory Notes is payable monthly through the initial maturity date of the loan, which is October 2, 2015, or through any extension period. The principal and all unpaid interest are due on the maturity date, as may be extended. | ||||||||||||||||
Exercise price of the Common Stock Warrants | $ / shares | $ 8.40 | ||||||||||||||||
Agent fee percentage | 7.00% | 5.00% | |||||||||||||||
Additional fee percentage | 1.00% | ||||||||||||||||
Unpaid Agent Fee | $ 261,000 | ||||||||||||||||
Warrants issued to purchase common stock funded principal percentage | 15.00% | ||||||||||||||||
Value of common stock in a sale of the Company or a qualified initial public offering | 70.00% | ||||||||||||||||
Fair value of Common Stock Warrants | $ 282,000 | ||||||||||||||||
Debt instrument, covenant compliance | As of December 31, 2014, the Company was in breach of its covenants under the October 2012 and April 2013 Secured Promissory Notes as a result of its failure to provide annual financial statements in a timely manner and as the Company was in breach of certain of its covenants under its June 2014 Secured Promissory Note as described below. However, in November 2015, the Company received an extension from the lending agent with respect to compliance with the requirements to deliver annual financial statements to the earlier of (i) November 15, 2015 or (ii) such time such financial statements are filed with the SEC. The covenant breach was cured in November 2015 as a result of delivering annual financial statements within the timeline prescribed in the extension and the waiver of certain of the Company’s covenants with respect to the June 2014 Secured Promissory Note | ||||||||||||||||
October 2012 Secured Promissory Notes [Member] | Secured Debt [Member] | Minimum [Member] | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Covenant requirements minimum cash balance | $ 5,000,000 | ||||||||||||||||
Amount borrowed under amended loan agreement | 7,500,000 | ||||||||||||||||
October 2012 Secured Promissory Notes [Member] | Secured Debt [Member] | Maximum [Member] | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Additional debt cash balance | $ 2,000,000 | ||||||||||||||||
Increase in amount available under loan agreement | 5,000,000 | ||||||||||||||||
October 2012 Secured Promissory Notes [Member] | Secured Debt [Member] | Debt instrument maturity period year three [Member] | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Debt instrument, interest rate | 12.00% | ||||||||||||||||
October 2012 Secured Promissory Notes [Member] | Secured Debt [Member] | Debt instrument maturity period fourth year [Member] | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Debt instrument, interest rate | 13.00% | ||||||||||||||||
October 2012 Secured Promissory Notes [Member] | Secured Debt [Member] | Debt instrument maturity period fifth year [Member] | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Debt instrument, interest rate | 14.00% | ||||||||||||||||
October 2012 and April 2013 Secured Promissory Notes [Member] | Secured Debt [Member] | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Debt instrument, interest rate | 14.00% | 14.00% | 18.00% | ||||||||||||||
Debt instrument, maturity date | Oct. 2, 2017 | ||||||||||||||||
Unamortized debt discount | $ 228,000 | $ 48,000 | |||||||||||||||
Amended October 2012 Secured Promissory Notes [Member] | Secured Debt [Member] | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Debt instrument, interest rate | 14.00% | ||||||||||||||||
Debt instrument, maturity date | Oct. 2, 2018 | ||||||||||||||||
10 common stock shares purchased for each $1000 principal amount of loans outstanding | 0.01 | ||||||||||||||||
Number of common shares to be purchased from warrants | shares | 124,500 | ||||||||||||||||
Exercise price of the Common Stock Warrants | $ / shares | $ 2.38 | ||||||||||||||||
Unamortized debt discount | 209,000 | ||||||||||||||||
Warrant outstanding balance | 192,000 | ||||||||||||||||
April 2013 secured promissory note [Member] | Secured Debt [Member] | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Unpaid Agent Fee | 172,000 | ||||||||||||||||
Fees amount | 762,000 | ||||||||||||||||
Additional credit facility financing-related costs and primarily legal fees | 66,000 | ||||||||||||||||
Additional debt issued under amendment | 4,950,000 | ||||||||||||||||
Debt issued in cash consideration and in partial conversion for cancellation of principal balance | 1,250,000 | ||||||||||||||||
Convertible debt, fair value | 3,459,000 | ||||||||||||||||
Debt instrument, additional borrowings | 2,500,000 | ||||||||||||||||
Promissory notes issued | 3,750,000 | ||||||||||||||||
Fair value of Additional Common Stock Warrants issued | 352,000 | 352,000 | |||||||||||||||
Funds borrowed | $ 4,950,000 | ||||||||||||||||
April 2013 secured promissory note [Member] | Secured Debt [Member] | Maximum [Member] | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Amount borrowed under amended loan agreement | 12,450,000 | ||||||||||||||||
October 2012 Secured Promissory Notes [Member] | Secured Debt [Member] | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Convertible debt instrument, face value | 1,250,000 | ||||||||||||||||
Convertible debt, fair value | $ 1,360,000 | $ 1,360,000 | |||||||||||||||
June 2014 Secured Promissory Note [Member] | Secured Debt [Member] | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Debt instrument, interest rate | 5.50% | ||||||||||||||||
Debt instrument, maturity date | Jun. 30, 2036 | ||||||||||||||||
Debt instrument borrowing amount | $ 10,000,000 | ||||||||||||||||
Unamortized debt discount | $ 247,000 | 270,000 | |||||||||||||||
Prime rate | 3.50% | ||||||||||||||||
Debt instrument, prime rate | 2.00% | 2.00% | |||||||||||||||
Debt instrument description | promissory note (“June 2014 Secured Promissory Note”) with the bank (“Lender”) which bears interest at prime rate (3.5% as of December 31, 2016) plus 2.00% per annum | ||||||||||||||||
Debt instrument monthly payment | $ 65,737 | ||||||||||||||||
Required deposit balance | $ 1,560,000 | ||||||||||||||||
June 2014 Secured Promissory Note [Member] | Secured Debt [Member] | Minimum [Member] | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Minimum rate of interest | 5.25% | ||||||||||||||||
August 2015 Senior Secured Promissory Notes [Member] | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Debt instrument, covenant compliance | Effective September 30, 2015, the Company’s debt-to-worth ratio was greater than 4.0-to-1.0 as a result of the issuance of $40,000,000 in promissory notes in August 2015 as described in Note 15, which increased the Company’s debt while the Company continued to incur net losses, which decreased stockholders’ equity. However, in November 2015, the Company received a waiver from the Lender with respect to compliance with the requirements to (i) deliver annual financial statements (extended to November 15, 2015), (ii) maintain a current ratio greater than 1.25-to-1.0 (extended to December 31, 2016) and (iii) maintain a debt-to-worth ratio less than 4.0-to-1.0 (extended to December 31, 2016), and the Company subsequently received an additional waiver with respect to the requirement that we maintain a debt-to-worth ratio less than 4.0-to-1.0 (extended to December 31, 2017). The receipt of these waiver and the extension to provide financial statements under the October 2012 and April 2013 Secured Promissory Notes cured the Company’s otherwise being in breach of the covenants under the loan agreement for the year ended December 31, 2015 and 2016. | ||||||||||||||||
Next measurement date for covenant requirement | Dec. 31, 2017 | ||||||||||||||||
Debt instrument issued, principal amount | $ 40,000,000 | ||||||||||||||||
August 2015 Senior Secured Promissory Notes [Member] | Secured Debt [Member] | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Debt instrument, interest rate | 8.00% | ||||||||||||||||
Unamortized debt discount | $ 3,333,000 | 4,488,000 | |||||||||||||||
Revolving line of credit [Member] | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Percentage of borrowings limited to qualifying accounts receivable | 75.00% | ||||||||||||||||
Line of credit facility maximum borrowing limit | $ 500,000 | $ 5,000,000 | $ 3,000,000 | ||||||||||||||
Level 3 [Member] | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Fair value of debt | $ 21,611,000 | $ 23,457,000 | |||||||||||||||
Level 3 [Member] | Fixed rate debt [Member] | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Estimated market rate of interest | 15.00% | 15.00% | |||||||||||||||
Level 3 [Member] | Variable rate debt [Member] | |||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||
Estimated market rate of interest | 5.50% | 5.50% |
Debt - Consideration Received,
Debt - Consideration Received, Fair Values of Notes, Common Stock Warrants Issued and Calculation of the Gain on Extinguishment of Debt (Detail) - USD ($) | Apr. 10, 2013 | Apr. 30, 2013 |
Consideration received | ||
Total consideration received | $ 3,860,000 | |
Notes and warrants issued | ||
Total fair value of notes and warrants issued | 3,811,000 | |
Gain on extinguishment of debt | 49,000 | |
Secured Debt [Member] | October 2012 Secured Promissory Notes [Member] | ||
Consideration received | ||
Fair value of notes | $ 1,360,000 | 1,360,000 |
Notes and warrants issued | ||
Fair value of notes | 1,360,000 | 1,360,000 |
Secured Debt [Member] | April 2013 secured promissory note [Member] | ||
Consideration received | ||
Fair value of notes | 3,459,000 | |
Cash | 2,500,000 | |
Notes and warrants issued | ||
Principal balance of notes issued | 3,750,000 | |
Debt discount | (291,000) | |
Fair value of notes | 3,459,000 | |
Fair value of Additional Common Stock Warrants issued | $ 352,000 | $ 352,000 |
Debt - Activity Related to Secu
Debt - Activity Related to Secured Promissory Note (Detail) $ in Thousands | 12 Months Ended |
Dec. 31, 2016USD ($) | |
Debt Instrument [Line Items] | |
Debt, beginning balance | $ 57,265 |
Debt, ending balance | 58,002 |
Secured Debt [Member] | October 2012 and April 2013 Secured Promissory Notes [Member] | |
Debt Instrument [Line Items] | |
Debt, beginning balance | 12,402 |
Additions | (221) |
Amortization of debt discount | 41 |
Principal payments | 0 |
Debt, ending balance | 12,222 |
Secured Debt [Member] | October 2012 and April 2013 Secured Promissory Notes [Member] | Principal [Member] | |
Debt Instrument [Line Items] | |
Debt, beginning balance | 12,450 |
Additions | 0 |
Amortization of debt discount | 0 |
Principal payments | 0 |
Debt, ending balance | 12,450 |
Secured Debt [Member] | October 2012 and April 2013 Secured Promissory Notes [Member] | Discount Related To Issuance Of Common Stock Warrants [Member] | |
Debt Instrument [Line Items] | |
Debt, beginning balance | (12) |
Additions | (209) |
Amortization of debt discount | 18 |
Principal payments | 0 |
Debt, ending balance | (203) |
Secured Debt [Member] | October 2012 and April 2013 Secured Promissory Notes [Member] | Discount Related to the $3,750,000 Notes [Member] | |
Debt Instrument [Line Items] | |
Debt, beginning balance | (36) |
Additions | (12) |
Amortization of debt discount | 23 |
Principal payments | 0 |
Debt, ending balance | $ (25) |
Debt - Activity Related to Se62
Debt - Activity Related to Secured Promissory Note (Parenthetical) (Detail) $ in Thousands | Dec. 31, 2016USD ($) |
October 2012 and April 2013 Secured Promissory Notes [Member] | Secured Debt [Member] | |
Debt Instrument [Line Items] | |
Promissory notes issued | $ 3,750,000 |
Preferred Stock - Additional In
Preferred Stock - Additional Information (Detail) - USD ($) | 12 Months Ended | ||||||||
Dec. 31, 2016 | Dec. 31, 2015 | Aug. 31, 2013 | May 31, 2012 | May 01, 2012 | Apr. 30, 2012 | Jun. 30, 2011 | Aug. 31, 2008 | Apr. 30, 2007 | |
Class of Stock [Line Items] | |||||||||
Preferred stock, shares issued | 0 | 0 | |||||||
Preferred stock, par value | $ 0.00001 | $ 0.00001 | |||||||
Convertible notes payable | $ 514,000 | ||||||||
Accrued interest | $ 5,000 | ||||||||
Common stock, shares authorized | 250,000,000 | 250,000,000 | 250,000,000 | 12,936,000 | 12,745,000 | ||||
Preferred stock, shares authorized | 20,000,000 | 20,000,000 | 8,823,000 | 8,632,000 | |||||
Basis conversion of outstanding convertible preferred stock into common stock | 1-for-1 basis | ||||||||
IPO [Member] | |||||||||
Class of Stock [Line Items] | |||||||||
Preferred stock, shares authorized | 20,000,000 | ||||||||
Series A Convertible Preferred Stock [Member] | |||||||||
Class of Stock [Line Items] | |||||||||
Preferred stock, shares issued | 1,484,000 | ||||||||
Preferred stock, par value | $ 2.608 | ||||||||
Preferred stock, shares authorized | 1,489,000 | ||||||||
Dividends declared | $ 0 | ||||||||
Series B Convertible Preferred Stock [Member] | |||||||||
Class of Stock [Line Items] | |||||||||
Preferred stock, shares issued | 2,242,000 | ||||||||
Preferred stock, par value | $ 4.849 | ||||||||
Preferred stock, shares authorized | 2,252,000 | ||||||||
Dividends declared | 0 | ||||||||
Series C Convertible Preferred Stock [Member] | |||||||||
Class of Stock [Line Items] | |||||||||
Preferred stock, shares issued | 4,778,000 | ||||||||
Preferred stock, par value | $ 5.317 | ||||||||
Preferred stock, shares authorized | 5,082,000 | ||||||||
Dividends declared | $ 0 |
Warrants - Summary of Informati
Warrants - Summary of Information about Common Stock Warrants Outstanding (Detail) shares in Thousands | 12 Months Ended |
Dec. 31, 2016$ / sharesshares | |
Class of Warrant or Right [Line Items] | |
Number of shares subject to warrant issued | shares | 4,152 |
Exercise price | $ / shares | $ 8.40 |
June 2013 warrants [Member] | |
Class of Warrant or Right [Line Items] | |
Issue date | 2013-06 |
Expiration date | 2023-06 |
Number of shares subject to warrant issued | shares | 27 |
Exercise price | $ / shares | $ 8.40 |
August 2015 Warrants [Member] | |
Class of Warrant or Right [Line Items] | |
Issue date | 2015-08 |
Expiration date | 2023-08 |
Number of shares subject to warrant issued | shares | 4,000 |
Exercise price | $ / shares | $ 1.91 |
November 2016 Warrants [Member] | |
Class of Warrant or Right [Line Items] | |
Issue date | 2016-11 |
Expiration date | 2026-11 |
Number of shares subject to warrant issued | shares | 125 |
Exercise price | $ / shares | $ 2.38 |
Warrants - Summary of Informa65
Warrants - Summary of Information about Common Stock Warrants Outstanding (Parenthetical) (Detail) | 12 Months Ended |
Dec. 31, 2016 | |
Other Liabilities Disclosure [Abstract] | |
Voting power percentage | 50.00% |
Common Stock - Additional Infor
Common Stock - Additional Information (Detail) - $ / shares | Dec. 31, 2016 | Dec. 31, 2015 | Aug. 31, 2013 | May 01, 2012 | Apr. 30, 2012 |
Equity [Abstract] | |||||
Common stock, shares authorized | 250,000,000 | 250,000,000 | 250,000,000 | 12,936,000 | 12,745,000 |
Common stock, par value | $ 0.00001 | $ 0.00001 | $ 0.00001 |
Common Stock - Reserved Shares
Common Stock - Reserved Shares of Common Stock for Future Issuances (Detail) | Dec. 31, 2016shares |
Class of Stock [Line Items] | |
Reserved shares of common stock for future issuances | 9,586 |
Stock Incentive Plan [Member] | |
Class of Stock [Line Items] | |
Reserved shares of common stock for future issuances | 1,622 |
Stock options outstanding [Member] | |
Class of Stock [Line Items] | |
Reserved shares of common stock for future issuances | 3,397 |
Warrants to purchase common stock [Member] | |
Class of Stock [Line Items] | |
Reserved shares of common stock for future issuances | 4,152 |
Restricted Stock Units (RSUs) [Member] | |
Class of Stock [Line Items] | |
Reserved shares of common stock for future issuances | 415 |
Stock Option Plans - Additional
Stock Option Plans - Additional Information (Detail) | 12 Months Ended | |||||
Dec. 31, 2016USD ($)Installment$ / sharesshares | Dec. 31, 2015USD ($)$ / sharesshares | Dec. 31, 2014USD ($)$ / shares | Dec. 31, 2013shares | Jul. 31, 2011shares | Jul. 31, 2006shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Number of options outstanding | 3,397,000 | 2,116,000 | ||||
Number of options weighted-average exercise price | $ / shares | $ 5.62 | $ 8.90 | ||||
Number of options exercised | 48,000 | |||||
Number of options canceled | 307,000 | |||||
Number of options granted | 1,636,000 | |||||
Total intrinsic value of options exercised | $ | $ 20,000 | $ 35,000 | $ 6,302,000 | |||
Estimated fair value of options vested | $ | $ 2,466,000 | $ 4,950,000 | $ 3,863,000 | |||
Weighted-average estimated fair value of options granted | $ / shares | $ 0.61 | $ 0.75 | $ 6.10 | |||
Share based compensation expense recognized | $ | $ 2,669,000 | $ 3,811,000 | $ 4,555,000 | |||
Unvested options granted to employees stock option plans | $ | 2,108,000 | |||||
Donald Glidewell [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Unvested options granted to employees stock option plans | $ | 0 | |||||
Restricted Stock Units (RSUs) [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share based compensation expense recognized | $ | $ 198,000 | 96,000 | 0 | |||
Weighted average period of share based compensation expense recognized | 9 months 7 days | |||||
Unrecognized share-based payment expense related to nonvested stock options | $ | $ 141,000 | |||||
Stock options outstanding [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share based compensation expense recognized | $ | 2,471,000,000 | 3,715,000,000 | 4,555,000,000 | |||
Tax benefit not realized | $ | $ 0 | 0 | 0 | |||
Weighted average period of share based compensation expense recognized | 1 year 7 months 6 days | |||||
Stock options outstanding [Member] | Donald Glidewell [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share based compensation expense recognized | $ | $ 0 | $ 0 | $ 444,000 | |||
2006 Equity incentive plan [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Common stock shares authorized | 1,434,000 | |||||
Number of stock options exercised, subject to repurchase | 0 | 0 | ||||
Number of options outstanding | 227,000 | |||||
Number of options weighted-average exercise price | $ / shares | $ 1.13 | |||||
Number of options vested | 227,000 | |||||
Number of options exercised | 45,000 | |||||
Number of options canceled | 13,000 | |||||
2011 Stock plan [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Common stock shares authorized | 1,167,000 | |||||
Number of options outstanding | 329,000 | |||||
Number of options weighted-average exercise price | $ / shares | $ 7.45 | |||||
Number of options vested | 326,000 | |||||
Number of options exercised | 0 | |||||
Number of options canceled | 32,000 | |||||
Exercise of incentive stock options | 2,446,000 | |||||
Stock incentive plan 2013 [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Common stock shares authorized | 1,600,000 | |||||
Number of options outstanding | 2,841,000 | |||||
Number of options weighted-average exercise price | $ / shares | $ 5.76 | |||||
Number of options vested | 936,000 | |||||
Number of options exercised | 3,000 | |||||
Number of options canceled | 262,000 | |||||
Percentage increase by number of shares of common stock outstanding | 3.50% | |||||
Number of options granted | 779,000 | |||||
Vesting terms | 3 years | |||||
Number of equal annual installments in which restricted stock units vest | Installment | 5 | |||||
Stock incentive plan 2013 [Member] | Restricted Stock Units (RSUs) [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Restricted stock units granted vesting period description | On the date of grant, 7/12 of the restricted stock units vested immediately with 5/12 vesting equally over the five monthly anniversaries following the date of issuance of the award. | |||||
Restricted stock units granted in current period, vesting periods description | The vesting periods for the restricted stock are subject to board approval and during the year ended December 31, 2016 varied from immediate to 36 months. | |||||
Number of restricted stock units outstanding | 415,000 | |||||
Stock incentive plan 2013 [Member] | Restricted Stock Units (RSUs) [Member] | Maximum [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Vesting terms | 36 months | |||||
Stock incentive plan 2013 [Member] | Share Based Compensation Award, General Tranche [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Restricted stock units granted vesting period description | Generally, options vest 25% on the first anniversary from the date of grant and 1/48 per month thereafter. | |||||
Stock incentive plan 2013 [Member] | Share Based Compensation Award General Tranche First Anniversary | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Options vesting percentage | 25.00% | |||||
Stock incentive plan 2013 [Member] | Share Based Compensation Award, General Tranche, Monthly Vesting [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Options vesting percentage | 2.08% | |||||
Stock incentive plan 2013 [Member] | Share-based Compensation Award, Tranche One [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Number of options granted | 329,000 | |||||
Stock incentive plan 2013 [Member] | Share-based Compensation Award, Tranche One, First Anniversary [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Options vesting percentage | 33.33% | |||||
Stock incentive plan 2013 [Member] | Share-based Compensation Award, Tranche One, Second Anniversary [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Options vesting percentage | 33.33% | |||||
Stock incentive plan 2013 [Member] | Share-based Compensation Award, Tranche One, Third Anniversary [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Options vesting percentage | 33.33% | |||||
Stock incentive plan 2013 [Member] | Share-based Compensation Award, Tranche Two [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Number of options granted | 450,000 | |||||
Stock incentive plan 2013 [Member] | Share-based Compensation Award, Tranche Two, First Anniversary [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Options vesting percentage | 33.33% | |||||
Stock incentive plan 2013 [Member] | Share Based Compensation Award, Tranche Two, Monthly Vesting [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Options vesting percentage | 2.77% |
Stock Option Plans - Summary of
Stock Option Plans - Summary of Activity under Company's Stock Option Plans and Shares Available for Grant under Company's Stock Incentive Plans (Detail) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Shares Outstanding, Beginning balance | 2,116,000 | |
Shares Outstanding, Options granted | 1,636,000 | |
Shares Outstanding, Options exercised | (48,000) | |
Shares Outstanding, Options canceled | (307,000) | |
Shares Outstanding, Ending balance | 3,397,000 | 2,116,000 |
Shares Outstanding, Vested and expected to vest | 2,921,000 | |
Shares Outstanding, Exercisable | 1,489,000 | |
Weighted Average Exercise Price, Beginning balance | $ 8.90 | |
Weighted Average Exercise Price, Options granted | 1.36 | |
Weighted Average Exercise Price, Options exercised | 0.66 | |
Weighted Average Exercise Price, Options canceled | 6.35 | |
Weighted Average Exercise Price, Ending balance | 5.62 | $ 8.90 |
Weighted Average Exercise Price, Vested and expected to vest | 6.06 | |
Weighted Average Exercise Price, Exercisable | $ 9.07 | |
Weighted-Average Remaining Contractual Life | 7 years 10 months 24 days | 7 years 3 months 18 days |
Weighted-Average Remaining Contractual Life, Vested and expected to vest | 7 years 7 months 6 days | |
Weighted-Average Remaining Contractual Life, Exercisable | 6 years 2 months 12 days | |
Aggregate Intrinsic Value | $ 1,599 | $ 45 |
Aggregate Intrinsic Value, Vested and expected to vest | 1,276 | |
Aggregate Intrinsic Value, Exercisable | $ 306 | |
Stock Incentive Plan [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Shares Available for Grant, Beginning balance | 2,478,000 | |
Shares Available for Grant ,Shares authorized | 859,000 | |
Shares Available for Grant, Options granted | (1,636,000) | |
Shares Available for Grant, Options canceled | 307,000 | |
Shares Available for Grant, Restricted stock units granted | (393,000) | |
Shares Available for Grant, Restricted stock units forfeited | 7,000 | |
Shares Available for Grant, Ending balance | 1,622,000 | 2,478,000 |
Stock Option Plans - Summary 70
Stock Option Plans - Summary of Restricted Stock Units Activity (Detail) - Restricted Stock Units (RSUs) [Member] shares in Thousands | 12 Months Ended |
Dec. 31, 2016$ / sharesshares | |
Schedule Of Activity Related To Restricted Shares And Restricted Share [Line Items] | |
Shares outstanding, Beginning balance | shares | 45 |
Shares outstanding, Granted | shares | 393 |
Shares outstanding, Vested | shares | (81) |
Shares outstanding, Forfeited | shares | (7) |
Shares outstanding, Ending balance | shares | 350 |
Weighted average grant date fair value, Beginning balance | $ / shares | $ 1.23 |
Weighted average grant date fair value, Granted | $ / shares | 0.76 |
Weighted average grant date fair value, Vested | $ / shares | 1.04 |
Weighted average grant date fair value, Forfeited | $ / shares | 1.23 |
Weighted average grant date fair value, Ending balance | $ / shares | $ 0.75 |
Capital Leases - Additional Inf
Capital Leases - Additional Information (Detail) - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Capital Leased Assets [Line Items] | |||
Amortization of capital leases | $ 265,000 | $ 1,567,000 | $ 1,496,000 |
Equipment [Member] | |||
Capital Leased Assets [Line Items] | |||
Property plant and equipment under capital leases | 1,904,000 | 2,991,000 | |
Property plant and equipment, accumulated amortization under capital leases | $ 473,000 | $ 2,457,000 |
Capital Leases - Aggregate Cont
Capital Leases - Aggregate Contractual Future Minimum Lease Payments (Detail) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Leases [Abstract] | ||
2,017 | $ 894 | |
Total minimum payments required | 894 | |
Less amount representing interest | (55) | |
Present value of future payments | 839 | |
Less current portion | (839) | $ (647) |
Capital lease obligations, less current portion | $ 0 | $ 18 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) | May 25, 2016USD ($) | Jan. 19, 2016USD ($)ft² | Apr. 30, 2014USD ($)ft² | Sep. 30, 2013USD ($)ft² | Dec. 31, 2016USD ($)ft² | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Mar. 31, 2016USD ($) |
Commitments and Contingencies [Line Items] | ||||||||
Rental expense | $ 959,000 | $ 1,102,000 | $ 1,134,000 | |||||
Litigation settlement | $ 12,000,000 | |||||||
Commitment and contingencies civil penalty amount | $ 1,750,000 | |||||||
Expense for penalties arising from enforcement action | $ 1,750,000 | |||||||
California [Member] | ||||||||
Commitments and Contingencies [Line Items] | ||||||||
Percentage of annual increase in base rent | 5.00% | |||||||
Area of vacant office space subleased | ft² | 3,800 | |||||||
Sublease description | The initial term of the sublease is for a period of approximately 43 months and commenced on February 1, 2016. The monthly base rent is approximately $5,000 per month for the first 12 months with a 5% increase each year thereafter | |||||||
Sublease term | 43 months | |||||||
Sub lease commenced date | Feb. 1, 2016 | |||||||
Sublease agreement, monthly base rent | $ 5,000 | |||||||
Operating leases rent expense sublease rentals | $ 60,000 | |||||||
Non-contiguous office space [Member] | ||||||||
Commitments and Contingencies [Line Items] | ||||||||
Office facility lease agreement | ft² | 24,500 | |||||||
Non-contiguous office space [Member] | Minimum [Member] | ||||||||
Commitments and Contingencies [Line Items] | ||||||||
Leased office facilities expiration period | Feb. 28, 2014 | |||||||
Non-contiguous office space [Member] | Maximum [Member] | ||||||||
Commitments and Contingencies [Line Items] | ||||||||
Leased office facilities expiration period | Oct. 31, 2016 | |||||||
Office and laboratory space one [Member] | ||||||||
Commitments and Contingencies [Line Items] | ||||||||
Office facility lease agreement | ft² | 27,300 | |||||||
Lease start date | Sep. 30, 2013 | |||||||
Lease commenced date | Aug. 31, 2014 | |||||||
Lease agreement period | 60 months | |||||||
Monthly base rent | $ 44,000 | |||||||
Initial base rent term | 12 months | |||||||
Percentage of annual increase in base rent | 3.00% | |||||||
Office and laboratory space two [Member] | ||||||||
Commitments and Contingencies [Line Items] | ||||||||
Office facility lease agreement | ft² | 17,400 | |||||||
Lease commenced date | Aug. 31, 2014 | |||||||
Lease agreement period | 60 months | |||||||
Monthly base rent | $ 28,000 | |||||||
Percentage of annual increase in base rent | 3.00% |
Commitments and Contingencies74
Commitments and Contingencies - Schedule of Non-Cancelable Lease Agreements (Detail) $ in Thousands | Dec. 31, 2016USD ($) |
Commitments And Contingencies Disclosure [Abstract] | |
2,017 | $ 949 |
2,018 | 949 |
2,019 | 615 |
Total minimum payments required | $ 2,513 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) | 12 Months Ended | |||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Income Tax Contingency [Line Items] | ||||
Federal research and development tax credit carryforwards | $ 151,000 | |||
Net deferred tax assets | $ 80,004,000 | $ 68,969,000 | ||
Change in valuation allowance | 11,035,000 | 15,241,000 | $ 18,459,000 | |
Deferred tax asset excluded excess tax benefits from stock option exercises | 2,096,000 | 2,096,000 | ||
Deferred tax liability | 0 | 0 | ||
Income taxes | 0 | 0 | 0 | |
Unrecognized tax benefits | $ 1,083,000 | $ 982,000 | $ 853,000 | |
Minimum [Member] | ||||
Income Tax Contingency [Line Items] | ||||
Income tax examination year | 2,006 | |||
Maximum [Member] | ||||
Income Tax Contingency [Line Items] | ||||
federal net operating loss carryforwards | $ 493,000 | |||
Income tax examination year | 2,015 | |||
California [Member] | Expire in 2017 [Member] | ||||
Income Tax Contingency [Line Items] | ||||
Net operating loss carryforwards | $ 1,744,000 | |||
Net operating loss carryforwards, expiry period | 2,017 | |||
Federal Income Tax [Member] | ||||
Income Tax Contingency [Line Items] | ||||
Net operating loss carryforwards | $ 190,121,000 | |||
Net operating loss carryforwards, expiry period | 2,026 | |||
Research and development tax credit carryforwards | $ 2,087,000 | |||
Tax credit carryforwards, expiry period | 2,026 | |||
State [Member] | ||||
Income Tax Contingency [Line Items] | ||||
Research and development tax credit carryforwards | $ 2,235,000 | |||
State [Member] | California [Member] | ||||
Income Tax Contingency [Line Items] | ||||
Net operating loss carryforwards | $ 122,519,000 | |||
Net operating loss carryforwards, expiry period | 2,017 | |||
State [Member] | California [Member] | Expire from 2028 through 2036 [Member] | ||||
Income Tax Contingency [Line Items] | ||||
Net operating loss carryforwards | $ 120,775,000 | |||
State [Member] | California [Member] | Expire from 2028 through 2036 [Member] | Minimum [Member] | ||||
Income Tax Contingency [Line Items] | ||||
Net operating loss carryforwards, expiry period | 2,028 | |||
State [Member] | California [Member] | Expire from 2028 through 2036 [Member] | Maximum [Member] | ||||
Income Tax Contingency [Line Items] | ||||
Net operating loss carryforwards, expiry period | 2,036 | |||
Various Other States [Member] | ||||
Income Tax Contingency [Line Items] | ||||
Net operating loss carryforwards | $ 41,751,000 | |||
Net operating loss carryforwards, expiry period | 2,017 | |||
Various Other States [Member] | Expire from 2028 through 2036 [Member] | ||||
Income Tax Contingency [Line Items] | ||||
Net operating loss carryforwards | $ 41,751,000 | |||
Various Other States [Member] | Expire from 2028 through 2036 [Member] | Minimum [Member] | ||||
Income Tax Contingency [Line Items] | ||||
Net operating loss carryforwards, expiry period | 2,028 | |||
Various Other States [Member] | Expire from 2028 through 2036 [Member] | Maximum [Member] | ||||
Income Tax Contingency [Line Items] | ||||
Net operating loss carryforwards, expiry period | 2,036 |
Income Taxes - Schedule of Defe
Income Taxes - Schedule of Deferred Tax Assets (Detail) - USD ($) | Dec. 31, 2016 | Dec. 31, 2015 |
Components of deferred taxes: | ||
Net operating loss carryforwards | $ 71,329,000 | $ 62,255,000 |
Research and development tax credits | 2,670,000 | 2,418,000 |
Other, net | 6,005,000 | 4,296,000 |
Net deferred tax assets | 80,004,000 | 68,969,000 |
Less valuation allowance | $ (80,004,000) | $ (68,969,000) |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of Effective Income Tax Rate to US Federal Income Tax Statutory Rate (Detail) | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | ||
Federal tax benefit at statutory rate | 34.00% | 34.00% |
State tax benefit, net of federal benefit | 4.00% | 5.00% |
Interest expense | (1.00%) | (1.00%) |
Share-based compensation expense | (1.00%) | (2.00%) |
Other | (1.00%) | |
Adjustment due to change in valuation allowance | (35.00%) | (36.00%) |
Income Taxes - Reconciliation78
Income Taxes - Reconciliation of Beginning and Ending Unrecognized Tax Benefits (Detail) - USD ($) | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | ||
Beginning balance | $ 982,000 | $ 853,000 |
Increase related to current year tax positions | 101,000 | 129,000 |
Ending balance | $ 1,083,000 | $ 982,000 |
Employee Benefit Plan - Additio
Employee Benefit Plan - Additional Information (Detail) - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Defined Benefit Plan Disclosure [Line Items] | |||
Defined contribution plan, maximum employers contribution | 3.00% | ||
Defined contribution plan, additional matching contribution | 50.00% | ||
Defined contribution plan, vesting percentage | 100.00% | ||
Defined contribution plan, matching contribution amount | $ 282,000 | $ 330,000 | $ 370,000 |
Minimum [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Defined contribution plan, additional matching contribution percentage | 3.00% | ||
Maximum [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Defined contribution plan, additional matching contribution percentage | 5.00% |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Detail) - USD ($) | Aug. 20, 2016 | Jun. 30, 2014 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Apr. 10, 2013 |
Related Party Transaction [Line Items] | |||||||
Debt instrument principal amount, payable two years | $ 22,739,000 | ||||||
Debt instrument principal amount, payable three years | 10,306,000 | ||||||
Debt instrument principal amount, payable four years | 20,322,000 | ||||||
Debt due to related parties | 36,667,000 | $ 35,512,000 | |||||
Accrued interest due to related parties | 1,618,000 | 1,175,000 | |||||
Cash and cash equivalents | 9,609,000 | 19,838,000 | $ 35,324,000 | $ 24,455,000 | |||
Restricted cash and cash equivalents under covenants | 1,560,000 | 16,560,000 | |||||
Additional credit facility financing-related costs and primarily legal fees | $ 304,000 | $ 24,000 | |||||
Number of common shares to be purchased from warrants | 4,152,000 | ||||||
Warrants exercise price | $ 8.40 | ||||||
Revenue recognized on sell-through basis relating to product purchased | 492,000 | 1,154,000 | |||||
Current deferred cost of product revenues to related parties | $ 0 | 79,000 | |||||
Current deferred product revenues from related parties | 168,000 | ||||||
Recognized license revenues | 327,000 | 333,000 | 232,000 | ||||
Tremont Group, Inc. [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Revenue recognized on sell-through basis relating to product purchased | $ 0 | 492,000 | 821,000 | ||||
Current deferred cost of product revenues to related parties | 79,000 | 333,000 | |||||
Current deferred product revenues from related parties | 168,000 | 660,000 | |||||
Outstanding accounts receivable due | 0 | 0 | |||||
Entities Affiliated with Waddell & Reed Financial, Inc. [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Affiliate revenues percent | 5.00% | ||||||
Warrants exercise price | $ 1.91 | ||||||
Warrants exercisable date | Aug. 20, 2023 | ||||||
Entities Affiliated with Waddell & Reed Financial, Inc. [Member] | Maximum [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Number of common shares to be purchased from warrants | 4,000,000 | ||||||
Syngenta Ventures [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Affiliate revenues percent | 5.00% | ||||||
Common shares sold | 600,000 | ||||||
Recognized license revenues | $ 333,000 | ||||||
Syngenta Ventures [Member] | Minimum [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Affiliate revenues percent | 5.00% | ||||||
August 2015 Senior Secured Promissory Notes [Member] | Secured Debt [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Debt instrument, interest rate | 8.00% | ||||||
Debt due to related parties | $ 36,667,000 | 35,512,000 | |||||
Unamortized debt discount | $ 3,333,000 | $ 4,488,000 | |||||
August 2015 Senior Secured Promissory Notes [Member] | Entities Affiliated with Waddell & Reed Financial, Inc. [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Debt instrument to be issued, principal amount | $ 40,000,000 | ||||||
Debt instrument, interest rate | 8.00% | ||||||
Debt instrument, frequency of periodic payment of interest | semi-annually | ||||||
Debt instrument principal amount, payable two years | $ 10,000,000 | ||||||
Debt instrument principal amount, payable three years | 10,000,000 | ||||||
Debt instrument principal amount, payable four years | 20,000,000 | ||||||
Debt due to related parties | $ 36,667,000 | ||||||
Unamortized debt discount | 3,333,000 | ||||||
Debt due to related parties, fair value | 38,120,000 | ||||||
Accrued interest due to related parties | 1,618,000 | ||||||
Restricted cash and cash equivalents under covenants | 15,000,000 | ||||||
Additional credit facility financing-related costs and primarily legal fees | $ 302,000 | ||||||
Minimum percentage of acquisition of beneficial ownership considered as event of default | 40.00% | ||||||
August 2015 Senior Secured Promissory Notes [Member] | Entities Affiliated with Waddell & Reed Financial, Inc. [Member] | Secured Debt [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Fair value of Common Stock Warrants | $ 4,610,000 | ||||||
August 2015 Senior Secured Promissory Notes [Member] | Entities Affiliated with Waddell & Reed Financial, Inc. [Member] | Minimum [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Cash and cash equivalents | $ 15,000,000 | ||||||
August 2015 Senior Secured Promissory Notes [Member] | Level 3 [Member] | Entities Affiliated with Waddell & Reed Financial, Inc. [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Estimated market rate of interest | 11.25% |
Reverse Stock Split - Additiona
Reverse Stock Split - Additional Information (Detail) - shares | Aug. 01, 2013 | Dec. 31, 2016 |
Equity [Abstract] | ||
Conversion of convertible preferred stock ratio | 1 | |
Reverse stock split | 1-for-3.138458 | |
Reverse stock split, ratio | 313.8458% | |
Increased number of shares of common stock authorized for issuance | 250,000,000 | |
Increased number of shares of preferred stock authorized for issuance | 20,000,000 |
Public Offerings - Additional I
Public Offerings - Additional Information (Detail) - USD ($) | Mar. 24, 2017 | Dec. 31, 2016 | Jun. 30, 2014 | Aug. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2015 |
Subsidiary, Sale of Stock [Line Items] | ||||||
Issuance of common stock under IPO to underwriters by selling stockholders | 712,500 | |||||
Public offering price of the shares sold in the offering | $ 9.50 | $ 12 | ||||
Total gross proceeds from IPO | $ 65,550,000 | |||||
Aggregate net proceeds received | $ 56,105,000 | |||||
Convertible preferred stock and warrants to common stock | 8,514,000 | |||||
Common stock issued upon cash exercise of common stock warrants | 3,000 | |||||
Convertible notes converted into common stock | 3,741,000 | |||||
Common stock issued upon net exercise of common stock warrants | 47,000 | |||||
Common stock, shares outstanding | 24,661,000 | 19,133,000 | 24,536,000 | |||
Warrants to purchase common stock outstanding | 151,000 | |||||
Total gross proceeds from issuance of common stock | $ 43,463,000 | |||||
Proceeds from public offering, net of offering costs and underwriting commissions | $ 39,949,000 | $ 39,949,000 | ||||
Maximum [Member] | ||||||
Subsidiary, Sale of Stock [Line Items] | ||||||
Sale and issuance value of stock, debt securities and warrants authorized | $ 50,000,000 | |||||
Sell value of common stock through at-the-market program accordance with offering agreement | 15,000,000 | |||||
Maximum [Member] | H.C. Wainwright [Member] | ||||||
Subsidiary, Sale of Stock [Line Items] | ||||||
Sell value of common stock through at-the-market program accordance with offering agreement | $ 15,000,000 | |||||
IPO [Member] | ||||||
Subsidiary, Sale of Stock [Line Items] | ||||||
Public offering, shares issued | 5,462,500 | |||||
Additional Public Offering [Member] | ||||||
Subsidiary, Sale of Stock [Line Items] | ||||||
Public offering, shares issued | 4,575,000 | |||||
Over Allotment Option [Member] | ||||||
Subsidiary, Sale of Stock [Line Items] | ||||||
Public offering, shares issued | 675,000 | |||||
At-the-market Program [Member] | Subsequent Event [Member] | H.C. Wainwright [Member] | ||||||
Subsidiary, Sale of Stock [Line Items] | ||||||
Public offering, shares issued | 104,000 | |||||
Public offering price of the shares sold in the offering | $ 2.22 | |||||
Proceeds from public offering, net of offering costs and underwriting commissions | $ 200,000 | |||||
Remaining value available for sale | $ 14,800,000 | |||||
Series B Convertible Preferred Stock Warrants [Member] | ||||||
Subsidiary, Sale of Stock [Line Items] | ||||||
Common stock issued upon cash exercise of common stock warrants | 10,000 | |||||
Series A and Series C Convertible Preferred Stock Warrants [Member] | ||||||
Subsidiary, Sale of Stock [Line Items] | ||||||
Convertible preferred stock and warrants to common stock | 71,000 |
Quarterly Financial Informati83
Quarterly Financial Information - Summary of Quarterly Financial Information (Detail) - 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 | |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Total revenues | $ 2,690 | $ 3,634 | $ 5,049 | $ 2,669 | $ 1,913 | $ 2,475 | $ 3,357 | $ 2,056 | $ 14,042 | $ 9,801 | $ 9,136 |
Gross profit (loss) | 1,048 | 1,141 | 1,931 | 400 | (11) | 135 | 363 | 58 | 4,520 | 545 | (302) |
Net loss | $ (7,810) | $ (7,202) | $ (6,783) | $ (9,276) | $ (11,030) | $ (9,799) | $ (10,985) | $ (11,914) | $ (31,071) | $ (43,728) | $ (51,659) |
Basic and diluted net loss per common share | $ (0.32) | $ (0.29) | $ (0.28) | $ (0.38) | $ (0.45) | $ (0.40) | $ (0.45) | $ (0.49) | $ (1.26) | $ (1.79) | $ (2.32) |
Subsequent Event - Additional I
Subsequent Event - Additional Information (Detail) - Subsequent Event [Member] | Mar. 24, 2017USD ($) |
Subsequent Event [Line Items] | |
Invoice purchase fee percentage | 1 |
Additional monthly funds usage rate | 0.035 |
Automatic renewal receivable financing agreement duration | 1 year |
Notice period to cancel receivable financing agreement | 30 days |
Maximum [Member] | |
Subsequent Event [Line Items] | |
Aging collection fee percentage | 0 |
Minimum [Member] | |
Subsequent Event [Line Items] | |
Aging collection fee percentage | 0.35 |
LSQ Funding Group, L.C. [Member] | |
Subsequent Event [Line Items] | |
Sale of certain accounts receivable to third-party | $ 7,000,000 |
Advancement rate of receivables face value | 0.80 |