Document And Entity Information
Document And Entity Information - shares | 6 Months Ended | |
Jun. 30, 2016 | Aug. 04, 2016 | |
Document Information [Line Items] | ||
Entity Registrant Name | Xtant Medical Holdings, Inc. | |
Entity Central Index Key | 1,453,593 | |
Trading Symbol | xtnt | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Smaller Reporting Company | |
Entity Current Reporting Status | Yes | |
Entity Voluntary Filers | No | |
Entity Well-known Seasoned Issuer | No | |
Entity Common Stock, Shares Outstanding (in shares) | 12,193,970 | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Current Period Unaudited) - USD ($) | Jun. 30, 2016 | Dec. 31, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 2,217,405 | $ 6,368,016 |
Trade accounts receivable, net of allowance for doubtful accounts of $3,032,246 and $2,579,634, respectively | 14,724,671 | 15,385,218 |
Current inventories, net | 25,510,143 | 22,684,716 |
Prepaid and other current assets | 1,279,019 | 601,697 |
Total current assets | 43,731,238 | 45,039,647 |
Non-current inventories, net | 1,475,988 | 1,607,915 |
Property and equipment, net | 15,618,117 | 11,816,629 |
Goodwill | 41,534,626 | 41,534,626 |
Intangible assets, net | 38,123,223 | 40,237,289 |
Other assets | 822,594 | 791,221 |
Total assets | 141,305,786 | 141,027,327 |
Current liabilities: | ||
Accounts payable | 12,787,119 | 9,386,531 |
Accounts payable - related party (Note 15) | 1,658,286 | 1,406,763 |
Revolving line of credit | 5,480,671 | |
Accrued liabilities | 4,912,872 | 9,595,851 |
Warrant derivative liability | 554,022 | 1,050,351 |
Current portion of capital lease obligations | 203,595 | 35,139 |
Total current liabilities | 25,596,565 | 21,474,635 |
Long-term liabilities: | ||
Capital lease obligation, less current portion | 757,137 | 7,800 |
Long-term convertible debt, less issuance costs | 68,792,700 | 66,436,647 |
Long-term debt, less issuance costs | 46,655,722 | 44,231,718 |
Total liabilities | 141,802,124 | 132,150,800 |
Stockholders' (deficit) equity: | ||
Preferred stock, $0.000001 par value; 5,000,000 shares authorized; no shares issued and outstanding | ||
Common stock, $0.000001 par value; 95,000,000 shares authorized; shares issued and outstanding as of June 30, 2016 12,135,150 and shares issued and outstanding as of December 31, 2015 11,897,601 | 11 | 11 |
Additional paid-in capital | 82,603,270 | 81,917,488 |
Accumulated deficit | (83,099,619) | (73,040,972) |
Total stockholders’ (deficit) equity | (496,338) | 8,876,527 |
Total liabilities & stockholders’ (deficit) equity | $ 141,305,786 | $ 141,027,327 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Current Period Unaudited) (Parentheticals) - USD ($) | Jun. 30, 2016 | Dec. 31, 2015 |
Trade accounts receivable, allowance for doubtful accounts | $ 3,032,246 | $ 2,579,634 |
Preferred stock, par value (in dollars per share) | $ 0.000001 | $ 0.000001 |
Preferred stock, shares authorized (in shares) | 5,000,000 | 5,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.000001 | $ 0.000001 |
Common stock, shares authorized (in shares) | 95,000,000 | 95,000,000 |
Common stock, shares issued (in shares) | 12,135,150 | 11,897,601 |
Common stock, shares outstanding (in shares) | 12,135,150 | 11,897,601 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Revenue | ||||
Orthopedic product sales | $ 21,311,322 | $ 9,732,909 | $ 42,119,357 | $ 19,009,956 |
Other revenue | 150,248 | 159,706 | 319,548 | 385,773 |
Total Revenue | 21,461,570 | 9,892,615 | 42,438,905 | 19,395,729 |
Cost of sales | 6,758,071 | 3,375,288 | 13,635,338 | 6,847,766 |
Gross Profit | 14,703,499 | 6,517,327 | 28,803,567 | 12,547,963 |
Operating Expenses | ||||
General and administrative | 3,899,280 | 2,399,133 | 7,383,992 | 4,824,300 |
Sales and marketing | 10,420,028 | 5,035,577 | 20,932,994 | 9,749,249 |
Research and development | 783,897 | 291,171 | 1,683,472 | 724,732 |
Depreciation and amortization | 1,216,696 | 100,663 | 2,425,030 | 224,774 |
Acquisition and integration related expenses (Note 2) | 450,755 | 752,528 | ||
Non-cash consulting expense | 55,296 | 74,074 | 110,592 | 140,869 |
Total Operating Expenses | 16,825,952 | 7,900,618 | 33,288,608 | 15,663,924 |
Loss from Operations | (2,122,453) | (1,383,291) | (4,485,041) | (3,115,961) |
Other Income (Expense) | ||||
Interest expense | (2,984,186) | (1,383,642) | (5,811,361) | (2,819,220) |
Change in warrant derivative liability | 477,639 | (14,081) | 496,329 | (476,289) |
Non-cash consideration associated with stock purchase agreement | (558,185) | |||
Other income (expense) | 166,425 | (114,963) | (258,574) | (103,126) |
Total Other Income (Expense) | (2,340,122) | (1,512,686) | (5,573,606) | (3,956,820) |
Net Loss from Operations | $ (4,462,575) | $ (2,895,977) | $ (10,058,647) | $ (7,072,781) |
Net loss per share: | ||||
Basic (in dollars per share) | $ (0.37) | $ (0.41) | $ (0.84) | $ (1.02) |
Dilutive (in dollars per share) | $ (0.37) | $ (0.41) | $ (0.84) | $ (1.02) |
Shares used in the computation: | ||||
Basic (in shares) | 12,101,356 | 7,137,391 | 11,999,478 | 6,914,698 |
Dilutive (in shares) | 12,101,356 | 7,137,391 | 11,999,478 | 6,914,698 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 6 Months Ended | |
Jun. 30, 2016 | Jun. 30, 2015 | |
Operating activities: | ||
Net loss | $ (10,058,647) | $ (7,072,781) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 3,649,361 | 446,799 |
Non-cash interest | 2,541,890 | 1,212,148 |
Other Non-cash Expense Associated With Stock Purchase Agreement | 558,185 | |
Gain on sale of fixed assets | (17,215) | |
Share-based Compensation | 271,374 | 444,395 |
Provision for losses on accounts receivable and inventory | 432,781 | (19,394) |
Change in derivative warrant liability | (496,329) | 476,289 |
Changes in operating assets and liabilities: | ||
Accounts receivable | 207,934 | (1,076,784) |
Inventories | (2,673,670) | 209,760 |
Prepaid and other assets | (708,693) | (352,704) |
Accounts payable | 3,652,113 | 742,767 |
Accrued liabilities | (4,568,572) | 358,298 |
Net cash used in operating activities | (7,750,458) | (4,090,237) |
Investing activities: | ||
Purchases of property and equipment and intangible assets | (4,369,562) | (70,441) |
Proceeds from sale of fixed assets | 16,415 | |
Net cash used in investing activities | (4,369,562) | (54,026) |
Financing activities: | ||
Payments on long-term debt | (25,727) | |
Payment on Royalty Obligation | (325,230) | |
Payments on capital leases | (49,428) | (64,442) |
Proceeds from the issuance of Convertible Debt | 2,238,166 | |
Proceeds from the Revolving Line of Credit | 5,480,671 | |
Net proceeds from issuance of stock | 300,000 | 2,117,560 |
Net cash provided by financing activities | 7,969,409 | 1,702,161 |
Net change in cash and cash equivalents | (4,150,611) | (2,442,102) |
Cash and cash equivalents at beginning of period | 6,368,016 | 4,468,208 |
Cash and cash equivalents at end of period | $ 2,217,405 | $ 2,026,108 |
Note 1 - Business Description a
Note 1 - Business Description and Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2016 | |
Notes to Financial Statements | |
Organization, Consolidation and Presentation of Financial Statements Disclosure and Significant Accounting Policies [Text Block] | (1) Business Description and Summary of Significant Accounting Policies Business Description The accompanying condensed consolidated financial statements include the accounts of Xtant Medical Holdings, Inc. (“ Xtant”), formerly known as Bacterin International Holdings, Inc., a Delaware corporation, and its wholly owned subsidiaries, Bacterin International, Inc., (“Bacterin”) a Nevada corporation, Xtant Medical, Inc. ("Xtant Medical"), a Delaware corporation, and X-Spine Systems, Inc. (“X-spine”), an Ohio corporation, (Xtant, Xtant Medical, Bacterin and X-spine are jointly referred to herein as the “Company”). All intercompany balances and transactions have been eliminated in consolidation. Xtant develops, manufactures and markets orthopedic products for domestic and international markets. Xtant products serve the combined specialized needs of orthopedic and neurological surgeons, including orthobiologics for the promotion of bone healing, implants and instrumentation for the treatment of spinal disease, tissue grafts for the treatment of orthopedic disorders to promote healing following spine, cranial and surgeries and the development, manufacturing and sale of medical devices for use in orthopedic spinal surgeries. The Company also previously developed and licensed coatings for various medical device applications. On July 31, 2015, Xtant acquired all of the outstanding capital stock of X-spine Systems, Inc. for approximately $60 million in cash, repayment of approximately $13 million of X-spine debt, and approximately 4.24 millio n shares of Xtant common stock (See Note 2, “Business Combination” below). Following the closing of the acquisition, on July 31, 2015 Bacterin International Holdings, Inc. changed its name to Xtant Medical Holdings, Inc. On August 6, 2015 Xtant formed a new wholly owned subsidiary, Xtant Medical, to facilitate the integration of Bacterin and X-spine. The markets in which the Company competes are highly competitive and rapidly changing. Significant technological advances, chang es in customer requirements, or the emergence of competitive products with new capabilities or technologies could adversely affect the Company’s operating results. The Company’s business could be harmed by a decline in demand for, or in the prices of, its products or as a result of, among other factors, any change in pricing or distribution methods, increased price competition, changes in government regulations or a failure by the Company to keep up with technological change. Further, a decline in available donors could have an adverse impact on our business. The accompanying interim condensed consolidated financial statements of Xtant for the three and six months ended June 30, 2016 and 2015 are unaudited and are prepared in accordance with accounting principles generally accepted in the United States of America. They do not include all disclosures required by generally accepted accounting principles for annual financial statements, but in the opinion of management, include all adjustments, consisting only of normal recurring items, necessary for a fair presentation. Interim results are not necessarily indicative of results which may be achieved in the future for the full year ending December 31, 2016. These financial statements should be read in conjunction with the financial statements and notes thereto which are included in Xtant’s Annual Report on Form 10-K for the year ended December 31, 2015. The accounting policies set forth in those annual financial statements are the same as the accounting policies utilized in the preparation of these financial statements, except as modified for appropriate interim financial statement presentation. Concentrations and Credit Risk The Company ’s accounts receivable are due from a variety of health care organizations and distributors throughout the world. Approximately 95% and 98% of sales were in the United States, respectively, for the six months ended June 30, 2016 and 2015. No single customer accounted for more than 10% of revenue or accounts receivable for the comparable periods. The Company provides for uncollectible amounts when specific credit issues arise. Management’s estimates for uncollectible amounts have been adequate during prior periods, and management believes that all significant credit risks have been identified at June 30, 2016. In the six months ended June 30, 2016, Xtant purchased from Norwood Medical approximately 14% of its operating products (See Note 15, “Related Party Transactions” below). Revenue by geographical region is as follows: Six Months Ended June 30 , 2016 2015 United States $ 40,126,655 $ 18,831,197 Rest of world 2,312,250 564,532 Total revenue $ 42,438,905 $ 19,395,729 Use of Estimates The preparation of the financial statements requires management of the Company to make a number of estimates and assumptions relating to the reported amount of assets and liabilities and the disclosure of contingent assets and liabilities at th e date of the financial statements and the reported amounts of revenue and expenses during the period. Significant estimates include the carrying amount of property and equipment, goodwill, and intangible assets and liabilities; valuation allowances for trade receivables, inventory, and deferred income tax assets and liabilities; valuation of the warrant derivative liability, inventory and estimates for the fair value of stock options grants and other equity awards upon which the Company determines stock-based compensation expense. Actual results could differ from those estimates. Long-Lived Assets Long-lived assets, including intangible assets, are reviewed for impairment whenever events or changes in circumstances indicate that th e carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to future net cash flows expected to be generated by the asset. If such assets are considered to be impaired, the impairment to be recognized is measured by the amount by which the carrying amount of the assets exceeds the estimated fair value of the assets. (See Note 5, “Impairment of Assets” below.) Goodwill Goodwill represents the excess of costs over fair value of assets of businesses acquired. Goodwill and intangible assets acquired in a purchase business combination and determined to have indefinite useful lives are not amortized, instead they are tested for impairment at least annually and whenever events or circumstances indicate the carrying amount of such asset may not be recoverable. In its evaluation of goodwill, the Company performs an assessment of qualitative factors to determine if it is more-likely-than-not that goodwill might be impaired and whether it is necessary to perform the two-step goodwill impairment. The Company conducts its annual impairment test on December 31 of each year. Revenue Recognition Revenue is recognized when all of the following criteria are met: a) the Company has entered into a legally binding agreement with the customer; b) the products or services have been delivered; c) the Company’s fee for providing the products and services is fixed or determinable; and d) collection of the Company’s fee is probable. The Company ’s policy is to record revenue net of any applicable sales, use, or excise taxes. If an arrangement includes a right of acceptance or a right to cancel, revenue is recognized when acceptance is received or the right to cancel has expired. The Company ships to certain customers under consignment arrangements whereby the Company ’s product is stored by the customer. The customer is required to report the use to the Company and upon such notice, the Company invoices the customer and revenue is recognized when above criteria have been met. The Company also receives royalty revenue from third parties related to licensing agreements, which represented less than 1% of total revenue for the six months ended June 30, 2016 and 2015. Advertising Costs The Company expenses advertising costs as incurred. The Company had advertising expense of $259,068 and $3,688 for the six months ended June 30, 2016 and 2015, respectively. Research and Development Research and development costs, whic h are principally related to internal costs for the development of new devices and biologics and processes are expensed as incurred. Other Income (Expense) Other income (expense) primarily consists of non-recurring items that are outside of the normal Company’s operations such as other related legal expenses, gain or loss on the sale of fixed assets and miscellaneous minor adjustments to account balances. Net Loss Per Share Basic net income (loss) per share is computed by dividing net income (lo ss) by the weighted average number of common shares outstanding. Shares issued during the period and shares reacquired during the period are weighted for the portion of the period that they were outstanding. Diluted net income (loss) per share is computed in a manner consistent with that of basic earnings per share while giving effect to all potentially dilutive common shares outstanding during the period, which include the assumed exercise of stock options and warrants using the treasury stock method. Diluted net loss per share was the same as basic net loss per share for the three and six months ended June 30, 2016 and 2015, as shares issuable upon the exercise of stock options and warrants were anti-dilutive as a result of the net losses incurred for those periods. Dilutive earnings per share are not reported as their effects of including 1,798,192 and 2,142,257 outstanding stock options and warrants for the three and six months ended June 30, 2016 and 2015, respectively, are anti-dilutive. Fair Value of Financial Instruments The carrying values of financial instruments, including trade accounts receivable, accounts payable, other accrued expenses and long-term debt, approximate their fair values based on terms and related interest rates. The Company follows a framework for measuring fair value. The framework provides a hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy are described below: Level 1: Inputs to the valuation methodology are unadjusted quoted prices for identical assets or liabilities in act ive markets. Level 2: Inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full ter m of the financial instrument. Level 3: Inputs to the valuation methodology are unobservable and significant to the fair value measurement. A financial instrument ’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. During the three and six months ended June 30, 2016 and 2015, there was no reclassification in financial assets or liabilities between Level 1, 2 or 3 categories. The following table sets forth by level, within the fair value hierarchy, our liabilities as of June 30, 2016 and December 31, 2015, that are measured at fair value on a recurring basis: Warrant derivative liability As of June 30 , As of December 31 , Level 1 - - Level 2 - - Level 3 $ 554,022 $ 1,050,351 The valuation technique used to measure fair value of the warrant liability is based on a valuation model and significant assumptions and inputs determined by us (See Note 11, “ Warrants” below). Level 3 Changes The following is a reconciliation of the beginning and ending balances for liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3) during the six months ended June 30, 2016: Warrant derivative lia bility Balance at January 1, 2016 $ 1,050,351 Gain recognized in earnings in first quarter of 2016 (18,690 ) Balance at March 31, 2016 1,031,661 Gain recognized in earnings in second quarter of 2016 (477,639 ) Balance at June 30, 2016 $ 554,022 During the three and six months ended June 30, 2016, the Company did not change any of the valuation techniques used to measure its liabilities at fair value. |
Note 2 - Business Combination
Note 2 - Business Combination | 6 Months Ended |
Jun. 30, 2016 | |
Notes to Financial Statements | |
Business Combination Disclosure [Text Block] | (2) Business Combination On July 31, 2015 (the “ Acquisition Date”), the Company completed its acquisition of 100% of the outstanding common stock of X-spine. During the six months ended June 30, 2016, the Company recorded $752,529 of integration related expenses and $2,216,699 of amortization of the intangible assets associated with the acquisition in the condensed consolidated statements of operations. We anticipate additional integration expenses to occur during the third quarter of 2016. Unaudited Supplemental Pro Forma Financial Information The unaudited pro forma results presented below for the three and six months ending June 30, 2015 include the combined results of both entities as if the acquisition had been consummated as of January 1, 2015. Certain pro forma adjustments have been made to reflect the impact of the purchase transaction, primarily consisting of amortization of intangible assets with determinable lives and interest expense on long-term debt. In addition, certain historical expenses, such as warrant expense and interest expense associated with debt that was immediately repaid, were eliminated from these pro-forma results. The pro forma information does not necessarily reflect the actual results of operations had the acquisition been consummated at the beginning of the fiscal reporting period indicated nor is it indicative of future operating results. The pro forma information does not include any adjustment for potential revenue enhancements, cost synergies or other operating efficiencies that could result from the acquisition. Three Months Ended June 30, Six Months Ended June 30, 2016 2015 2016 2015 Revenue $ 21,461,570 $ 21,728,361 $ 42,176,805 $ 43,350,485 Net loss $ (4,462,575 ) $ (4,533,830 ) $ (10,058,647 ) $ (10,564,753 ) |
Note 3 - Equity
Note 3 - Equity | 6 Months Ended |
Jun. 30, 2016 | |
Notes to Financial Statements | |
Stockholders' Equity Note Disclosure [Text Block] | (3) Equity We entered into the Purchase Agreement on March 16, 2015, as amended and restated on April 17, 2015, with Aspire Capital, which provides that, upon the terms and subject to the conditions and limitations set forth therein, Aspire Capital is committed to p urchase up to an aggregate of $10.0 million of our shares of common stock over the approximately 24-month term of the Purchase Agreement. Pursuant to the terms of the Purchase Agreement, in the first quarter of 2015 where we issued 207,182 shares of our common stock to Aspire Capital for $750,000 in aggregate proceeds, along with 154,189 shares of our common stock which were valued at $3.62 per share and included as $558,185 on the condensed consolidated statements of operations to Aspire Capital as a commitment fee. In the first six months of 2016 we issued 150,000 shares of our common stock to Aspire Capital for $300,000 in aggregate proceeds. For the same period in 2015, we issued 417,000 shares of our common stock to Aspire Capital for $1,366,941 in aggregate proceeds, which were used for working capital and general corporate purposes. The Company did not issue any shares to Aspire Capital in the last six months of 2015. Under the Purchase Agreement, we have the right, at our sole discretion, to present Aspire Capital with purchase notices, directing Aspire Capital (as principal) to purchase up to 50,000 shares of our common stock, per trading day, provided that the aggregate price of each such purchase shall not exceed $500,000 per trading day, at a per share price equal to the lesser of: ● the lowest sale price of our common stock on the purchase date; or ● the arithmetic average of the three lowest closing sale prices for our common stock during the ten consecutive trading days ending on the trading day immediately preceding the purchase date. In addition, we also have the right to present Aspire Capital wit h volume-weighted average price purchase notices directing Aspire Capital to purchase an amount of our common stock equal to up to 30% of the aggregate shares of our common stock on the next trading day, subject to the terms, conditions and limitations in the Purchase Agreement. The Purchase Agreement may be terminated by us at any time, at our discretion, without any penalty or cost to us. The Purchase Agreement also provides for customary events of default, upon the occurrence of which Aspire Capita l may terminate the Purchase Agreement. Aspire Capital has agreed that neither it nor any of its agents, representatives or affiliates shall engage in any direct or indirect short-selling or hedging of our common stock during any time prior to the termination of the Purchase Agreement. Any proceeds we receive under the Purchase Agreement are expected to be used for working capital and general corporate purposes. On July 31, 2015, the Company acquired all of the outstanding capital stock of X-spine for app roximately $60 million in cash, repayment of approximately $13 million in debt and 4,242,655 shares of our common stock. Related to the acquisition, on October 8, 2015 the Company granted 78,510 restricted stock units to five X-spine employees at $3.19 a share, for a total cost of $250,447, to be expensed ratably over twelve months in Acquisition and integration related expenses from the Acquisition Date. On September 4, 2015, the Company sold an aggregate of 140,053 shares of our common stock to certain members of our Board of Directors in a private placement transaction for aggregate cash proceeds of $515,395. |
Note 4 - Inventories, Net
Note 4 - Inventories, Net | 6 Months Ended |
Jun. 30, 2016 | |
Notes to Financial Statements | |
Inventory Disclosure [Text Block] | (4) Inventories, Net Inventories consist of the following: June 30 , December 31, 2016 2015 Current inventories Raw materials $ 5,596,797 $ 4,860,914 Work in process 2,470,861 2,720,707 Finished goods 20,609,235 18,289,674 Gross current inventories 28,676,893 25,871,295 Reserve for obsolescence (3,166,750 ) (3,186,579 ) Current inventories, net 25,510,143 22,684,716 Non-current inventories Finished goods 1,889,151 2,021,077 Reserve for obsolescence (413,163 ) (413,162 ) Non-current inventories, net 1,475,988 1,607,915 Total inventories, net $ 26,986,131 $ 24,292,631 |
Note 5 - Impairment of Assets
Note 5 - Impairment of Assets | 6 Months Ended |
Jun. 30, 2016 | |
Notes to Financial Statements | |
Asset Impairment Charges [Text Block] | (5) Impairment of Assets During the third quarter of 2015, Intangible Assets were reviewed and found to be impaired. The impact, net of amortization, was $285,224. |
Note 6 - Property and Equipment
Note 6 - Property and Equipment, Net | 6 Months Ended |
Jun. 30, 2016 | |
Notes to Financial Statements | |
Property, Plant and Equipment Disclosure [Text Block] | (6) Property and Equipment, Net Property and equipment, net are as follows: June 30 , December 31, 2016 2015 Equipment $ 4,797,110 $ 5,368,567 Computer equipment 358,560 348,404 Computer software 537,587 503,587 Furniture and fixtures 174,216 174,215 Leasehold improvements 4,035,293 2,661,802 Vehicles 10,000 10,000 Surgical instruments 12,520,217 8,175,578 Total cost 22,432,983 17,242,153 Less: accumulated depreciation (6,814,866 ) (5,425,524 ) Property and equipment, net $ 15,618,117 $ 11,816,629 The Company provides surgical instruments to surgeons to use during surgical procedures. Instruments are classified as non-current assets and are recorded as property, plant and equipment. Instruments are carried at cost and are held at book value (cost less accumulated depreciation). Depreciation is calculated using the straight-line method using a five year useful life. The Company leases certain equipment under capital leases. For financial reporting purposes, minimum lease payments relating to the assets have been capitalized. As of June 30, 2016, the Company has recorded $1,316,383 gross assets in Equipment, and $180,974 of accumulated depreciation relating to assets under capital leases. Maintenance and repairs expense for the six months of 2016 and 2015 was $254,983 and $173,443, respectively. Depreciation expense related to property and equipment, including property under capital lease for the first six months of 2016 and 2015 was $1,406,026, and $336,913, respectively. |
Note 7 - Intangible Assets
Note 7 - Intangible Assets | 6 Months Ended |
Jun. 30, 2016 | |
Notes to Financial Statements | |
Intangible Assets Disclosure [Text Block] | (7) Intangible Assets Intangible assets consist of various patents with regard to processes for its products and intangible assets associated with the acquisition of X-spine. The following table sets forth information regarding intangible assets: June 30 , December 31, 2015 Patents $ 693,987 $ 564,717 Acquisition related intangibles: Technology 28,698,700 28,698,700 Customer relationships 9,911,000 9,911,000 Tradename 4,543,300 4,543,300 Non-compete 40,500 40,500 Accumulated amortization (5,764,264 ) (3,520,928 ) Intangible assets, net $ 38,123,223 $ 40,237,289 Aggregate amortization expense: $ 2,243,336 $ 3,438,596 The following is a summary of estimated future amortization expense for intangible assets as of June 30, 2016: Remainder of 2016 $ 2,243,203 2017 4,661,277 2018 4,676,387 2019 4,567,188 2020 4,484,896 Thereafter 17,490,272 Total $ 38,123,223 |
Note 8 - Accrued Liabilities
Note 8 - Accrued Liabilities | 6 Months Ended |
Jun. 30, 2016 | |
Notes to Financial Statements | |
Accounts Payable and Accrued Liabilities Disclosure [Text Block] | (8) Accrued Liabilities Accrued liabilities consist of the following: June 30 , December 31, 2016 2015 Accrued stock compensation $ 257,628 $ 147,037 Wages/commissions payable 2,334,751 3,994,714 Accrued integration expense 98,592 646,860 Accrued interest payable 918,462 1,716,167 Other accrued expenses 1,303,439 3,091,073 Accrued liabilities $ 4,912,872 $ 9,595,851 |
Note 9 - Debt
Note 9 - Debt | 6 Months Ended |
Jun. 30, 2016 | |
Notes to Financial Statements | |
Debt Disclosure [Text Block] | (9) Debt On July 31, 2015, concurrent with the acquisition of X-spine, we completed an offering of $65.0 million aggregate principal amount of 6.00% convertible senior unsecured notes due 2021 (the “ Notes”) in a private offering to qualified institutional buyers, as defined in Rule 144A under the Securities Act of 1933, as amended. Certain private investment funds for which OrbiMed Advisors LLC, serves as the investment manager, purchased $52.0 million aggregate principal amount of the Notes directly from the Company in the offering. On August 10, 2015, the initial purchaser exercised its option with respect to an additional $3 million aggregate principal amount of Notes. The Notes bear interest at a rate equal to 6.00% per year. Following the first interest paymen t date, which occurred on April 15, 2016, interest on the Notes will be payable semiannually in arrears on January 15 and July 15 of each year. Interest will accrue on the Notes from the last date to which interest has been paid or duly provided for or, if no interest has been paid or duly provided for, from July 31, 2015. Unless earlier converted or repurchased, the Notes will mature on July 15, 2021. At any time prior to the close of business on the second business day immediately preceding the maturity date, holders may convert their Notes into shares of Xtant common stock (together with cash in lieu of fractional shares) at an initial conversion rate of 257.5163 shares per $1,000 principal amount of Notes (which represents an initial conversion price of approximately $3.88 per share). However, a Note will not be convertible to the extent that such convertibility or conversion would result in the holder of that Note or any of its affiliates being deemed to beneficially own in excess of 9.99% of the then-outstanding shares of Xtant common stock. The conversion rate will be subject to an adjustment as described in the Indenture for certain events, including, among others: ● the issuance of certain share and cash dividends on our common stock; ● the issuance of certain rights or warrants; ● certain subdivisions and combinations of our capital stock; ● certain distributions of capital stock, indebtedness or assets; and ● certain tender or exchange offers. We will not adjust the conversion rate for other events, such as for an issuance of our common stock for cash or in connection with an acquisition that may dilute our common stock thereby adversely affecting its market price. In addition, Xtant will, in c ertain circumstances, increase the conversion rate for holders who convert their Notes in connection with a “make-whole fundamental change” (as defined in the Indenture). No sinking fund is provided for the Notes. Xtant may not redeem the Notes at its option prior to their maturity. If a “fundamental change” (as defined in the Indenture) occurs, holders will have the right, at their option, to require us to repurchase their Notes at a cash price equal to 100% of the principal amount of the Notes to be repurchased, plus accrued and unpaid interest to, but excluding, the fundamental change repurchase date, subject to the right of holders of Notes on a record date to receive accrued and unpaid interest. The Notes are Xtant ’s senior, unsecured obligations, rank equal in right of payment with its existing and future unsecured indebtedness that is not junior to the Notes, are senior in right of payment to any of its existing and future indebtedness that is expressly subordinated to the Notes, and are structurally subordinated to all existing and future indebtedness and other liabilities, including trade payables, and (to the extent Xtant is not a holder thereof) preferred equity, if any, of its subsidiaries. Amended and Restated Credit Agreement On July 31, 20 15, we refinanced approximately $24 million in existing term loans and borrowed an additional $18 million pursuant to an Amended and Restated Credit Agreement with ROS (the “New Facility”). The maturity date of the New Facility is July 31, 2020 (the “Maturity Date”). Interest under the New Facility is bifurcated into a “cash pay” portion and a “payment-in-kind” (“PIK”) portion. Until June 30, 2018 (the “First Period”), interest on loans outstanding under the New Facility will accrue at a rate equal to the sum of (a) 9% per annum, which portion of interest will be payable in cash, plus (b) additional interest (“PIK Interest”) in an amount equal to (i) the sum of 14% per annum, plus the higher of (x) LIBOR and (y) 1% per annum, minus (ii) 9% per annum, which portion of interest will be payable “in kind.” During the portion of the First Period before December 31, 2015 (the “Optional PIK Period”), we may elect at our option to have all or any portion of interest on loans outstanding under the New Facility to accrue during the Optional PIK Period at a rate equal to the sum of 14% per annum, plus the higher of (x) LIBOR and (y) 1% per annum, which portion of interest will be payable “in kind.” On or after June 30, 2018 until the New Facility is repaid in full (the “Second Period”), interest on loans outstanding under the New Facility will accrue at a rate equal to the sum of (a) 12% per annum, which portion of interest will be payable in cash, plus (b) PIK Interest in an amount equal to the difference of (i) the sum of 14% per annum, plus the higher of (x) LIBOR and (y) 1% per annum, minus (ii) 12% per annum, which portion of interest will be payable “in kind.” In both the First Period and the Second Period, the portion of accrued interest constituting PIK Interest will not be payable in cash, but will instead be added to the principal amount outstanding under the New Facility. However, at our option, we may choose to make any “payment-in-kind” interest payment in cash. Until the third anniversary of the closing date of the New Facility, we will not be allowed to voluntarily prepay the New Facility. Whenever loans outstanding under the New Facility are prepaid or paid, whether voluntarily, involuntarily or on the Maturity Date, a fee of 7.5% on the amount paid will be due and payable. The New Facility contains financial and other covenant requirements, including, but not limited to, financial covenants that require the Company to maintain revenue and liquidity at levels set forth in the New Facility and ensure that the Company’s senior consolidated leverage ratio does not exceed levels set forth in the New Facility. The New Facility also restricts us from making any payment or distribution with respect to, or purchasing, redeeming, defeasing, retiring or acquiring, the Notes other than payments of scheduled interest on the Notes, issuance of shares of our common stock upon conversion of the Notes, and payment of cash in lieu of fractional shares. The loans under the New Facility are guaranteed by Xtant and its current and future subsidiaries and are secured by substantially all of the current and future assets of Xtant and its subsidiaries. The additional amount borrowed under the New Facility was used to pay a portion of the X-spine acquisition, with the balance being available for general corporate purposes. We accounted for the Notes and for the New Facility with ROS in accordance with ASC Subtopic 470-50, Debt Modifications and Extinguishments, and ASC Subtopic 470-60, Troubled Debt Restructurings by Debtors. Based o n the facts and circumstances surrounding the changes to the loan and applying the calculation methodology per the above mentioned ASC Subtopics, the Company recognized a gain from the extinguishment of debt of $2,345,019. The gain consists of the write-off of the royalty liability offset by the debt discount and capitalized expenses associated with the original debt agreement, including amendments, with ROS. In addition, the Company calculated a fair value of the New Facility on a non-recurring basis by taking the five year cash flow and discounting it at a market interest rate. There was no significant difference between the calculated value and the stated value of the New Facility. Approximately $4.7 million of expenses were incurred in conjunction wi th the acquisition, the issuance of convertible debt and the amendment and restatement of our credit facility with ROS. Of that amount, approximately $2.2 million of debt issuance costs was capitalized and amortized over the life of the debt and we expensed approximately $2.5 million in 2015 related to the acquisition itself. In April 2015, the FASB issued ASU 2015-3 to simplify the presentation of debt issuance costs. This update required that debt issuance costs be presented in the balance sheet as a direct deduction from the carrying amount of the associated debt liability, consistent with the required presentation for debt discounts. As required, the update was adopted and effective for interim and annual periods beginning after December 15, 2015. ASU 2015-3 did not have a material impact. Prior to the issuance of the New Facility, the Company was required to pay a royalty of 1.75% on the first $45,000,000 of net sales, plus 1.0% of net sales in excess of $45,000,000. The estimate of the royalty c omponent of the facility over the life of the agreement resulted in a debt discount and a royalty liability of approximately $7.4 million at the time of the issuance of the New Facility. The debt discount was amortized to interest expense over the seven year term of the loan using the effective interest method. The royalty liability was to be accreted to $12.3 million through interest expense over the ten year term of the royalty agreement using the effective interest method. With the issuance of the New Facility, both the Debt Discount and Royalty Liability were extinguished as part of the $2.3 million gain related to the extinguishment of debt. On March 31, 2016, we entered into an amendment of the New Facility. The amendment modifies the New Facility by extending the time frame during which the Company may elect to allow interest to accrue on its loan in lieu of making interest payments, from December 31, 2015 to March 31, 2016. The amendment also lowers the minimum liquidity requirements of the Company, by allowing the Company to maintain a liquidity amount of $500,000 or greater through June 30, 2016. At all times after June 30, 2016 and until January 1, 2017, the Company is required to maintain a liquidity amount of $2,500,000 or greater. On April 14, 2016, we issued $2,238,166.45 aggregate principal amount of convertible senior unsecured notes “ Additional Notes” in a private placement to the OrbiMed purchasers. The funds proceeds were utilized to pay interest due for both the Notes and New Facility on April 15, 2016. Both the Additional Notes and the Notes bear interest at a rate equal to 6.00% per year. Following the first interest payment date for the notes, which will be April 15, 2016 for the Notes, and July 15, 2016 for the Additiona l Notes, interest on the notes will be payable semiannually in arrears on January 15 and July 15 of each year. Interest accrues on the notes from the last date to which interest has been paid or duly provided for or, if no interest has been paid or duly provided for, from July 31, 2015 for the Notes, and April 14, 2016 for the Promissory Notes. Unless earlier converted or repurchased, the Notes will mature on July 15, 2021. The Additional Notes may be converted into shares of our common stock (together wi th cash in lieu of fractional shares) at an initial conversion rate of 344.8276 shares per $1,000 principal amount of notes (which represents an initial conversion price of approximately $2.90 per share). The Additional Notes also enjoys all other terms under the convertible credit agreement which is described above. On May 25, 2016, we entered into a Loan and Security Agreement (the “ LSA”) with Silicon Valley Bank, a California corporation (the “Bank”), pursuant to which the Bank agreed to provide us with a revolving line of credit in the aggregate principal amount of $6,000,000, bearing interest at a floating per annum rate equal to one percentage point (1.00%) above the Prime Rate (as that term is defined in the LSA). The line of credit is secured by a first priority perfected security interest in certain of our assets in favor of the Bank. The maturity date of the revolving line of credit is May 25, 2019. As a condition to the extension of credit under the LSA, we agreed to enter into an Intellectual Property Security Ag reement with the Bank, dated May 25, 2016, and to take such other actions as the Bank may request in its good faith business judgment to perfect and maintain a perfected security interest in favor of the Bank in our intellectual property. On July 29, 201 6 we entered into the Fourth Amendment to Amended and Restated Credit Agreement (the “Amendment”) with OrbiMed and ROS, which amended the Facility. The Amendment modified the Facility by including an additional “Tranche A Commitment” in an amount up to $1,000,000 from ROS and OrbiMed, which was made available to us on July 29, 2016. Long-ter m debt consists of the following: June 30 , December 31, 2016 2015 Loan payable to ROS Acquisition Offshore (See details above) $ 42,000,000 $ 42,000,000 PIK Interest payable to ROS 5,072,395 2,700,476 6% convertible senior unsecured notes due 2021 (See details above) 70,238,167 68,000,000 Gross long-term debt 117,310,562 112,700,476 Less: capitalized debt issuance costs (1,862,140 ) $ (1,563,353 ) Long-term debt, less issuance costs $ 115,448,422 $ 111,137,123 The following is a summary of maturities due on the debt as of June 30, 2016: Remainder of 2016 $ - 2017 - 2018 - 2019 - 2020 47,072,395 Thereaftter 70,238,167 Total gross long-term debt $ 117,310,562 |
Note 10 - Stock-based Compensat
Note 10 - Stock-based Compensation | 6 Months Ended |
Jun. 30, 2016 | |
Notes to Financial Statements | |
Disclosure of Compensation Related Costs, Share-based Payments [Text Block] | (10) Stock-Based Compensation The Amended and Restated Xtant Medical Equity Incentive Plan (the “Plan”) provides for stock awards, including options and performance stock awards, to be granted to employees, consultants, independent contractors, officers and directors. The purpose of the Plan is to enable us to attract, retain and motivate key employees, directors and, on occasion, independent consultants, by providing them with stock options and restricted stock grants. Stock options granted under the Plan may be either incentive stock options to employees, as defined in Section 422A of the Internal Revenue Code of 1986, or non-qualified stock options. The Plan is administered by the compensation committee of our Board of Directors. Stock options granted under the Plan are generally not transferable, vest in installments over the requisite service period and are exercisable during the stated contractual term of the option only by such optionee. The exercise price of all incentive stock options granted under the Plan must be at least equal to the fair market value of the shares of common stock on the date of the grant. 1,900,000 shares are currently authorized under the Plan and at June 30, 2016, we had approximately 1 million shares available for issuance which are authorized, but unissued or reacquired shares. St ock compensation expense recognized in the condensed consolidated statements of operations for the six months ended June 30, 2016 and 2015 is based on awards ultimately expected to vest and reflects an estimate of awards that will be forfeited. ASC 718 requires forfeitures to be estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates. The estimated fair value of stock options granted is done using the Black-Scholes-Merton method ap plied to individual grants. Key assumptions used to estimate the fair value of stock awards are as follows: Six Months Ended Six Months Ended June 30 , 2016 June 30 , 2015 Risk-free interest rate 1.99 % 1.75 % Expected volatility 68 % 80 % Expected term (Years) 6.1 6.3 Expected forfeiture rate 20 % 20 % Dividend yield 0 % 0 % Stock option activity, including options granted under the Plan and the Non-Plan Grants, was as follows: 2016 2015 Weighted Weighted Weighted Average Fair Weighted Average Fair Average Exercise Value at Grant Average Exercise Value at Grant Shares Price Date Shares Price Date Outstanding at January 1 664,081 $ 10.64 $ 5.32 695,336 $ 11.09 $ 5.35 Granted - - - 45,000 4.00 2.81 Exercised - - - - - - Cancelled or expired (101,875 ) 9.60 4.54 (28,480 ) 12.86 5.67 Outstanding at June 30 562,206 $ 10.83 $ 5.46 711,857 $ 10.57 $ 5.31 Exercisable at June 30 388,603 $ 12.82 $ 6.20 340,189 $ 14.41 $ 6.80 The aggregate intrinsic value of options outstanding as of June 30, 2016 was zero because the closing price of the stock at June 30, 2016 was less than the strike price of all options outstanding. As of June 30, 2016, there were 388,603 unvested options with a weighted average fair value at the grant date of $12.82 per option. As of June 30, 2016, we had approximately $458,000 in compensation expense related to unvested awards not yet recognized. From time to time we may grant stock option s and stock grants to consultants. We account for consultant stock options in accordance with ASC 505-50. Consulting expense for the grant of stock options to consultants is determined based on the estimated fair value of the stock options at the measurement date as defined in ASC 505-50 and is recognized over the vesting period. The Company recognized expenses for the six months ended June 30, 2016 and 2015 of zero and $140,869, respectively, as Non-cash consulting expense. Total share based compensation recognized for employees, directors and consultants was $321,464 and $444,352 for the quarters ended June 30, 2016 and 2015, respectively. On July 1, 2015, the 39,312 shares of restricted stock units granted by the Company on November 10, 2014 to the independent Directors of the Company vested. These restricted shares were issued when the stock price was $4.07 per share. The total expense of $160,000 was recognized ratably over the vesting period as Non-cash consulting expense. On July 1, 2015, the Company granted 58,820 restricted stock units to the independent Directors of the Company. These restricted shares vest on July 1, 2016 and were granted when the stock price was $3.40 per share. The total expense of $200,000 is bein g recognized ratably over the period as Non-cash consulting expense. In the six months ended June 30, 2016, $100,000 was expensed. On October 8, 2015 the Company granted 78,510 restricted stock units to five X-spine employees at $3.19 a share for a total cost of $250,447 to be expensed ratably from the Acquisition Date over the vesting period as Acquisition and integration related expense. In the six months ended June 30, 2016, $50,090 was expensed. Also, on October 8, 2015, the Company granted 20,000 r estricted stock units to four Xtant area sales vice presidents at $3.19 a share for a total cost of $65,550 to be expensed ratably over the vesting period as General and administrative expense. In the six months ended June 30, 2016, $10,592 was expensed. |
Note 11 - Warrants
Note 11 - Warrants | 6 Months Ended |
Jun. 30, 2016 | |
Notes to Financial Statements | |
Other Equity Transactions [Text Block] | (11) Warrants The following table summarizes our warrant activities for the quarter ended June 30, 2016: Weighted Common Average Stock Exercise Warrants Price Outstanding as of January 1, 2015 1,655,320 $ 13.06 Issued - - Expired (376,754 ) 22.87 Outstanding at January 1, 2016 1,278,566 $ 8.45 Issued - - Expired (42,580 ) 31.73 Outstanding at June 30, 2016 1,235,986 $ 7.65 We utilize a valuation model to determine the fair market value of the warrants accounted for as liabilities. The valuation model accommodates the probability of exercise price adjustment features as outlined in the warrant agreements. We recorded an unre alized gain of $477,639 resulting from the change in the fair value of the warrant derivative liability for the first six months of 2016. Under the terms of some of our warrant agreements, at any time while the warrant is outstanding, the exercise price per share can be reduced to the price per share of future subsequent equity sales of our common stock or a common stock equivalent that is lower than the exercise price per share as stated in the warrant agreement. The estimated fair value was derived using a valuation model with the following weighted-average assumptions: Six Months Ended June 30 , 2016 2015 Value of underlying common stock (per share) $ 1.91 $ 3.50 Risk free interest rate 0.80 % 1.60 % Expected term (years) 3.50 4.50 Volatility 68 % 80 % Dividend yield 0 % 0 % The following table summarizes our activities related to warrants accounted for as a derivative liability for the six months ended June 30, 2016 and 2015: 2016 2015 Balance at January 1, 1,125,119 1,171,692 Derivative warrants issued - - Derivative warrants exercised - - Expired - - Balance at June 30, 1,125,119 1,171,692 |
Note 12 - Commitments and Conti
Note 12 - Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2016 | |
Notes to Financial Statements | |
Commitments and Contingencies Disclosure [Text Block] | (12) Commitments and Contingencies Operating Leases We lease four office facilities under non-cancelable operating lease agreements with expiration dates in 2016, 2019, 2023 and 2025. We have the option to extend the four leases for up to another ten year term and for one facility, we have the right of first refusal on any sale. We lease additional office space under a month-to-month arrangement. On October 23, 2015, the Company entered into a sale-leaseback transaction for the property located at 664 Cruiser Lane, Belgrade, Montana, 59714 which formerly secured the 6% loan pa yable to Valley Bank of Belgrade (See Note 9, “Debt” above). Our new lease agreement has a ten year term with an option to extend for two additional five year terms for a total of ten years. Future minimum payments for the next five years and thereafter as of June 30, 2016, under these leases, are as follows: Remainder of 2016 $ 328,918 2017 502,073 2018 514,383 2019 400,807 2020 396,263 Thereafter 1,413,705 Total $ 3,556,150 Rent expense was $458,814 and $182,739 for the six months ended June 30, 2016 and 2015, respectively. Rent expense is determined using the straight-line method of the minimum expected rent paid over the term of the agreement. We have no contingent rent agreements. Indemnifications Our arrangements generally include limi ted warranties and certain provisions for indemnifying customers against liabilities if our products or services infringe a third-party’s intellectual property rights. To date, we have not incurred any material costs as a result of such warranties or indemnification provisions and have not accrued any liabilities related to such obligations in the accompanying financial statements. We have also agreed to indemnify our directors and executive officers for costs associated with any fees, expenses, judgments , fines and settlement amounts incurred by any of these persons in any action or proceeding to which any of those persons is, or is threatened to be, made a party by reason of the person’s service as a director or officer, including any action by us, arising out of that person’s services as our director or officer or that person’s services provided to any other company or enterprise at our request. Litigation On March 17, 2014, a complaint was served on the Company in the following state court action in the District Court for the County of Arapahoe, State of Colorado: Robert Taggart v. Guy Cook, Bacterin International, Inc., a Nevada Corporation and Bacterin I nternational Holdings, Inc., a Delaware corporation, Civil Action No. 14CV30401. The complaint involves claims under an employment agreement between plaintiff and the Company seeking commissions on Company sales, a commission on funds obtained by the Company as a result of a reverse merger and vesting of certain stock options and was settled in the quarter ending March 31, 2016. We are also engaged in ordinary routine litigation incidental to our business, including product liability disputes. |
Note 13 - Income Taxes
Note 13 - Income Taxes | 6 Months Ended |
Jun. 30, 2016 | |
Notes to Financial Statements | |
Income Tax Disclosure [Text Block] | (13) Income Taxes In evaluating the realizability of the net deferred tax assets, we take into account a number of factors, primarily relating to the ability to generate taxable income. Where it is determined that it is likely that we will be unable to realize de ferred tax assets, a valuation allowance is established against the portion of the deferred tax asset. Because it cannot be accurately determined when or if we will become profitable, a valuation allowance was provided against the entire deferred income tax asset balance. The Company did not recognize any interest or penalties related to income taxes for the six months ended June 30, 2016 and 2015. |
Note 14 - Supplemental Disclosu
Note 14 - Supplemental Disclosure of Cash Flow Information | 6 Months Ended |
Jun. 30, 2016 | |
Notes to Financial Statements | |
Cash Flow, Supplemental Disclosures [Text Block] | (14) Supplemental Disclosure of Cash Flow Information Supplemental cash flow information is as follows: Six Months Ended June 30 , 2016 2015 Supplemental disclosure of cash flow information Cash paid during the period for: Interest $ 3,969,838 $ 1,610,291 Issuances of capital leases $ 967,221 $ - Issuances of shares associated with legal settlement $ 225,000 $ - |
Note 15 - Related Party Transac
Note 15 - Related Party Transactions | 6 Months Ended |
Jun. 30, 2016 | |
Notes to Financial Statements | |
Related Party Transactions Disclosure [Text Block] | (15) Related Party Transactions Darrel Holmes, our former Chief Operating Officer of our Bacterin subsidiary, serves on the board of American Donor Services Inc. (“ ADS”). Mr. Holmes receives $5,000 per year for his service to ADS. ADS recovers tissue from donors and we reimburse ADS for its recovery fees, which are comprised primarily of labor costs. The approximate aggregate amount of all transactions with ADS for the six months ended June 30, 2016 and 2015 was $667,000 and $827,797, respectively. Our relationship with ADS has benefited us, as ADS provides us with current donors and a pipeline for future donors, which is necessary to our success. Certain of X-spine ’s former shareholders now own over 10% of our common stock as of the Acquisition Date, and have owned a controlling interest of X-spine’s largest supplier, Norwood Tool Company d/b/a Norwood Medical. In the first six months of 2016, Xtant purchased from Norwood Medical approximately 14% of its operating products. Unless delegated to the Compensation Committee by the Board of D irectors, the Audit Committee or the disinterested members of the full Board of Directors reviews and approves all related party transactions. |
Note 16 - Segment and Geographi
Note 16 - Segment and Geographic Information | 6 Months Ended |
Jun. 30, 2016 | |
Notes to Financial Statements | |
Segment Reporting Disclosure [Text Block] | (16) Segment and Geographic Information The Company ’s management reviews financial results and manages the business on an aggregate basis. Therefore, financial results are reported in a single operating segment: the development, manufacture and marketing of orthopedic medical products and devices. The Company attributes revenues to geographic areas based on t he location of the customer. Total revenue by major geographic area is reported in Note 1, “Business Description and Summary of Significant Accounting Policies” above. |
Note 17 - Subsequent Events
Note 17 - Subsequent Events | 6 Months Ended |
Jun. 30, 2016 | |
Notes to Financial Statements | |
Subsequent Events [Text Block] | (17) Subsequent Events The Company entered into the Fourth Amendment to Amended and Restated Credit Agreement (the “ Amendment”) on July 29, 2016 with OrbiMed and ROS, which amended the Facility. The Amendment modified the Facility by including an additional “Tranche A Commitment” in an amount up to $1,000,000 from ROS and OrbiMed, which was made available to us on July 29, 2016 (See Note 9, "Debt" above). |
Significant Accounting Policies
Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2016 | |
Accounting Policies [Abstract] | |
Business Description, Policy [Policy Text Block] | Business Description The accompanying condensed consolidated financial statements include the accounts of Xtant Medical Holdings, Inc. (“ Xtant”), formerly known as Bacterin International Holdings, Inc., a Delaware corporation, and its wholly owned subsidiaries, Bacterin International, Inc., (“Bacterin”) a Nevada corporation, Xtant Medical, Inc. ("Xtant Medical"), a Delaware corporation, and X-Spine Systems, Inc. (“X-spine”), an Ohio corporation, (Xtant, Xtant Medical, Bacterin and X-spine are jointly referred to herein as the “Company”). All intercompany balances and transactions have been eliminated in consolidation. Xtant develops, manufactures and markets orthopedic products for domestic and international markets. Xtant products serve the combined specialized needs of orthopedic and neurological surgeons, including orthobiologics for the promotion of bone healing, implants and instrumentation for the treatment of spinal disease, tissue grafts for the treatment of orthopedic disorders to promote healing following spine, cranial and surgeries and the development, manufacturing and sale of medical devices for use in orthopedic spinal surgeries. The Company also previously developed and licensed coatings for various medical device applications. On July 31, 2015, Xtant acquired all of the outstanding capital stock of X-spine Systems, Inc. for approximately $60 million in cash, repayment of approximately $13 million of X-spine debt, and approximately 4.24 millio n shares of Xtant common stock (See Note 2, “Business Combination” below). Following the closing of the acquisition, on July 31, 2015 Bacterin International Holdings, Inc. changed its name to Xtant Medical Holdings, Inc. On August 6, 2015 Xtant formed a new wholly owned subsidiary, Xtant Medical, to facilitate the integration of Bacterin and X-spine. The markets in which the Company competes are highly competitive and rapidly changing. Significant technological advances, chang es in customer requirements, or the emergence of competitive products with new capabilities or technologies could adversely affect the Company’s operating results. The Company’s business could be harmed by a decline in demand for, or in the prices of, its products or as a result of, among other factors, any change in pricing or distribution methods, increased price competition, changes in government regulations or a failure by the Company to keep up with technological change. Further, a decline in available donors could have an adverse impact on our business. The accompanying interim condensed consolidated financial statements of Xtant for the three and six months ended June 30, 2016 and 2015 are unaudited and are prepared in accordance with accounting principles generally accepted in the United States of America. They do not include all disclosures required by generally accepted accounting principles for annual financial statements, but in the opinion of management, include all adjustments, consisting only of normal recurring items, necessary for a fair presentation. Interim results are not necessarily indicative of results which may be achieved in the future for the full year ending December 31, 2016. These financial statements should be read in conjunction with the financial statements and notes thereto which are included in Xtant’s Annual Report on Form 10-K for the year ended December 31, 2015. The accounting policies set forth in those annual financial statements are the same as the accounting policies utilized in the preparation of these financial statements, except as modified for appropriate interim financial statement presentation. |
Concentration Risk, Credit Risk, Policy [Policy Text Block] | Concentrations and Credit Risk The Company ’s accounts receivable are due from a variety of health care organizations and distributors throughout the world. Approximately 95% and 98% of sales were in the United States, respectively, for the six months ended June 30, 2016 and 2015. No single customer accounted for more than 10% of revenue or accounts receivable for the comparable periods. The Company provides for uncollectible amounts when specific credit issues arise. Management’s estimates for uncollectible amounts have been adequate during prior periods, and management believes that all significant credit risks have been identified at June 30, 2016. In the six months ended June 30, 2016, Xtant purchased from Norwood Medical approximately 14% of its operating products (See Note 15, “Related Party Transactions” below). Revenue by geographical region is as follows: Six Months Ended June 30 , 2016 2015 United States $ 40,126,655 $ 18,831,197 Rest of world 2,312,250 564,532 Total revenue $ 42,438,905 $ 19,395,729 |
Use of Estimates, Policy [Policy Text Block] | Use of Estimates The preparation of the financial statements requires management of the Company to make a number of estimates and assumptions relating to the reported amount of assets and liabilities and the disclosure of contingent assets and liabilities at th e date of the financial statements and the reported amounts of revenue and expenses during the period. Significant estimates include the carrying amount of property and equipment, goodwill, and intangible assets and liabilities; valuation allowances for trade receivables, inventory, and deferred income tax assets and liabilities; valuation of the warrant derivative liability, inventory and estimates for the fair value of stock options grants and other equity awards upon which the Company determines stock-based compensation expense. Actual results could differ from those estimates. |
Impairment or Disposal of Long-Lived Assets, Including Intangible Assets, Policy [Policy Text Block] | Long-Lived Assets Long-lived assets, including intangible assets, are reviewed for impairment whenever events or changes in circumstances indicate that th e carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to future net cash flows expected to be generated by the asset. If such assets are considered to be impaired, the impairment to be recognized is measured by the amount by which the carrying amount of the assets exceeds the estimated fair value of the assets. (See Note 5, “Impairment of Assets” below.) |
Goodwill and Intangible Assets, Goodwill, Policy [Policy Text Block] | Goodwill Goodwill represents the excess of costs over fair value of assets of businesses acquired. Goodwill and intangible assets acquired in a purchase business combination and determined to have indefinite useful lives are not amortized, instead they are tested for impairment at least annually and whenever events or circumstances indicate the carrying amount of such asset may not be recoverable. In its evaluation of goodwill, the Company performs an assessment of qualitative factors to determine if it is more-likely-than-not that goodwill might be impaired and whether it is necessary to perform the two-step goodwill impairment. The Company conducts its annual impairment test on December 31 of each year. |
Revenue Recognition, Policy [Policy Text Block] | Revenue Recognition Revenue is recognized when all of the following criteria are met: a) the Company has entered into a legally binding agreement with the customer; b) the products or services have been delivered; c) the Company’s fee for providing the products and services is fixed or determinable; and d) collection of the Company’s fee is probable. The Company ’s policy is to record revenue net of any applicable sales, use, or excise taxes. If an arrangement includes a right of acceptance or a right to cancel, revenue is recognized when acceptance is received or the right to cancel has expired. The Company ships to certain customers under consignment arrangements whereby the Company ’s product is stored by the customer. The customer is required to report the use to the Company and upon such notice, the Company invoices the customer and revenue is recognized when above criteria have been met. The Company also receives royalty revenue from third parties related to licensing agreements, which represented less than 1% of total revenue for the six months ended June 30, 2016 and 2015. |
Advertising Costs, Policy [Policy Text Block] | Advertising Costs The Company expenses advertising costs as incurred. The Company had advertising expense of $259,068 and $3,688 for the six months ended June 30, 2016 and 2015, respectively. |
Research and Development Expense, Policy [Policy Text Block] | Research and Development Research and development costs, whic h are principally related to internal costs for the development of new devices and biologics and processes are expensed as incurred. |
Other Income (Expenses), Policy [Policy Text Block] | Other Income (Expense) Other income (expense) primarily consists of non-recurring items that are outside of the normal Company’s operations such as other related legal expenses, gain or loss on the sale of fixed assets and miscellaneous minor adjustments to account balances. |
Earnings Per Share, Policy [Policy Text Block] | Net Loss Per Share Basic net income (loss) per share is computed by dividing net income (lo ss) by the weighted average number of common shares outstanding. Shares issued during the period and shares reacquired during the period are weighted for the portion of the period that they were outstanding. Diluted net income (loss) per share is computed in a manner consistent with that of basic earnings per share while giving effect to all potentially dilutive common shares outstanding during the period, which include the assumed exercise of stock options and warrants using the treasury stock method. Diluted net loss per share was the same as basic net loss per share for the three and six months ended June 30, 2016 and 2015, as shares issuable upon the exercise of stock options and warrants were anti-dilutive as a result of the net losses incurred for those periods. Dilutive earnings per share are not reported as their effects of including 1,798,192 and 2,142,257 outstanding stock options and warrants for the three and six months ended June 30, 2016 and 2015, respectively, are anti-dilutive. |
Fair Value of Financial Instruments, Policy [Policy Text Block] | Fair Value of Financial Instruments The carrying values of financial instruments, including trade accounts receivable, accounts payable, other accrued expenses and long-term debt, approximate their fair values based on terms and related interest rates. The Company follows a framework for measuring fair value. The framework provides a hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy are described below: Level 1: Inputs to the valuation methodology are unadjusted quoted prices for identical assets or liabilities in act ive markets. Level 2: Inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full ter m of the financial instrument. Level 3: Inputs to the valuation methodology are unobservable and significant to the fair value measurement. A financial instrument ’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. During the three and six months ended June 30, 2016 and 2015, there was no reclassification in financial assets or liabilities between Level 1, 2 or 3 categories. The following table sets forth by level, within the fair value hierarchy, our liabilities as of June 30, 2016 and December 31, 2015, that are measured at fair value on a recurring basis: Warrant derivative liability As of June 30 , As of December 31 , Level 1 - - Level 2 - - Level 3 $ 554,022 $ 1,050,351 The valuation technique used to measure fair value of the warrant liability is based on a valuation model and significant assumptions and inputs determined by us (See Note 11, “ Warrants” below). Level 3 Changes The following is a reconciliation of the beginning and ending balances for liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3) during the six months ended June 30, 2016: Warrant derivative lia bility Balance at January 1, 2016 $ 1,050,351 Gain recognized in earnings in first quarter of 2016 (18,690 ) Balance at March 31, 2016 1,031,661 Gain recognized in earnings in second quarter of 2016 (477,639 ) Balance at June 30, 2016 $ 554,022 During the three and six months ended June 30, 2016, the Company did not change any of the valuation techniques used to measure its liabilities at fair value. |
Note 1 - Business Description24
Note 1 - Business Description and Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Notes Tables | |
Revenue from External Customers by Geographic Areas [Table Text Block] | Six Months Ended June 30 , 2016 2015 United States $ 40,126,655 $ 18,831,197 Rest of world 2,312,250 564,532 Total revenue $ 42,438,905 $ 19,395,729 |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis [Table Text Block] | As of June 30 , As of December 31 , Level 1 - - Level 2 - - Level 3 $ 554,022 $ 1,050,351 |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Table Text Block] | Balance at January 1, 2016 $ 1,050,351 Gain recognized in earnings in first quarter of 2016 (18,690 ) Balance at March 31, 2016 1,031,661 Gain recognized in earnings in second quarter of 2016 (477,639 ) Balance at June 30, 2016 $ 554,022 |
Note 2 - Business Combination (
Note 2 - Business Combination (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Notes Tables | |
Business Acquisition, Pro Forma Information [Table Text Block] | Three Months Ended June 30, Six Months Ended June 30, 2016 2015 2016 2015 Revenue $ 21,461,570 $ 21,728,361 $ 42,176,805 $ 43,350,485 Net loss $ (4,462,575 ) $ (4,533,830 ) $ (10,058,647 ) $ (10,564,753 ) |
Note 4 - Inventories, Net (Tabl
Note 4 - Inventories, Net (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Notes Tables | |
Schedule of Inventory [Table Text Block] | June 30 , December 31, 2016 2015 Current inventories Raw materials $ 5,596,797 $ 4,860,914 Work in process 2,470,861 2,720,707 Finished goods 20,609,235 18,289,674 Gross current inventories 28,676,893 25,871,295 Reserve for obsolescence (3,166,750 ) (3,186,579 ) Current inventories, net 25,510,143 22,684,716 Non-current inventories Finished goods 1,889,151 2,021,077 Reserve for obsolescence (413,163 ) (413,162 ) Non-current inventories, net 1,475,988 1,607,915 Total inventories, net $ 26,986,131 $ 24,292,631 |
Note 6 - Property and Equipme27
Note 6 - Property and Equipment, Net (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Notes Tables | |
Property, Plant and Equipment [Table Text Block] | June 30 , December 31, 2016 2015 Equipment $ 4,797,110 $ 5,368,567 Computer equipment 358,560 348,404 Computer software 537,587 503,587 Furniture and fixtures 174,216 174,215 Leasehold improvements 4,035,293 2,661,802 Vehicles 10,000 10,000 Surgical instruments 12,520,217 8,175,578 Total cost 22,432,983 17,242,153 Less: accumulated depreciation (6,814,866 ) (5,425,524 ) Property and equipment, net $ 15,618,117 $ 11,816,629 |
Note 7 - Intangible Assets (Tab
Note 7 - Intangible Assets (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Notes Tables | |
Schedule of Intangible Assets and Goodwill [Table Text Block] | June 30 , December 31, 2015 Patents $ 693,987 $ 564,717 Acquisition related intangibles: Technology 28,698,700 28,698,700 Customer relationships 9,911,000 9,911,000 Tradename 4,543,300 4,543,300 Non-compete 40,500 40,500 Accumulated amortization (5,764,264 ) (3,520,928 ) Intangible assets, net $ 38,123,223 $ 40,237,289 Aggregate amortization expense: $ 2,243,336 $ 3,438,596 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense [Table Text Block] | Remainder of 2016 $ 2,243,203 2017 4,661,277 2018 4,676,387 2019 4,567,188 2020 4,484,896 Thereafter 17,490,272 Total $ 38,123,223 |
Note 8 - Accrued Liabilities (T
Note 8 - Accrued Liabilities (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Notes Tables | |
Schedule of Accrued Liabilities [Table Text Block] | June 30 , December 31, 2016 2015 Accrued stock compensation $ 257,628 $ 147,037 Wages/commissions payable 2,334,751 3,994,714 Accrued integration expense 98,592 646,860 Accrued interest payable 918,462 1,716,167 Other accrued expenses 1,303,439 3,091,073 Accrued liabilities $ 4,912,872 $ 9,595,851 |
Note 9 - Debt (Tables)
Note 9 - Debt (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Notes Tables | |
Schedule of Debt [Table Text Block] | June 30 , December 31, 2016 2015 Loan payable to ROS Acquisition Offshore (See details above) $ 42,000,000 $ 42,000,000 PIK Interest payable to ROS 5,072,395 2,700,476 6% convertible senior unsecured notes due 2021 (See details above) 70,238,167 68,000,000 Gross long-term debt 117,310,562 112,700,476 Less: capitalized debt issuance costs (1,862,140 ) $ (1,563,353 ) Long-term debt, less issuance costs $ 115,448,422 $ 111,137,123 |
Schedule of Maturities of Long-term Debt [Table Text Block] | Remainder of 2016 $ - 2017 - 2018 - 2019 - 2020 47,072,395 Thereaftter 70,238,167 Total gross long-term debt $ 117,310,562 |
Note 10 - Stock-based Compens31
Note 10 - Stock-based Compensation (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Notes Tables | |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | Six Months Ended Six Months Ended June 30 , 2016 June 30 , 2015 Risk-free interest rate 1.99 % 1.75 % Expected volatility 68 % 80 % Expected term (Years) 6.1 6.3 Expected forfeiture rate 20 % 20 % Dividend yield 0 % 0 % |
Schedule of Share-based Compensation, Stock Options, Activity [Table Text Block] | 2016 2015 Weighted Weighted Weighted Average Fair Weighted Average Fair Average Exercise Value at Grant Average Exercise Value at Grant Shares Price Date Shares Price Date Outstanding at January 1 664,081 $ 10.64 $ 5.32 695,336 $ 11.09 $ 5.35 Granted - - - 45,000 4.00 2.81 Exercised - - - - - - Cancelled or expired (101,875 ) 9.60 4.54 (28,480 ) 12.86 5.67 Outstanding at June 30 562,206 $ 10.83 $ 5.46 711,857 $ 10.57 $ 5.31 Exercisable at June 30 388,603 $ 12.82 $ 6.20 340,189 $ 14.41 $ 6.80 |
Note 11 - Warrants (Tables)
Note 11 - Warrants (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Notes Tables | |
Schedule of Warrant Activity [Table Text Block] | Weighted Common Average Stock Exercise Warrants Price Outstanding as of January 1, 2015 1,655,320 $ 13.06 Issued - - Expired (376,754 ) 22.87 Outstanding at January 1, 2016 1,278,566 $ 8.45 Issued - - Expired (42,580 ) 31.73 Outstanding at June 30, 2016 1,235,986 $ 7.65 |
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Table Text Block] | Six Months Ended June 30 , 2016 2015 Value of underlying common stock (per share) $ 1.91 $ 3.50 Risk free interest rate 0.80 % 1.60 % Expected term (years) 3.50 4.50 Volatility 68 % 80 % Dividend yield 0 % 0 % |
Schedule of Warrants Activities Used in Derivative Liability [Table Text Block] | 2016 2015 Balance at January 1, 1,125,119 1,171,692 Derivative warrants issued - - Derivative warrants exercised - - Expired - - Balance at June 30, 1,125,119 1,171,692 |
Note 12 - Commitments and Con33
Note 12 - Commitments and Contingencies (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Notes Tables | |
Schedule of Future Minimum Rental Payments for Operating Leases [Table Text Block] | Remainder of 2016 $ 328,918 2017 502,073 2018 514,383 2019 400,807 2020 396,263 Thereafter 1,413,705 Total $ 3,556,150 |
Note 14 - Supplemental Disclo34
Note 14 - Supplemental Disclosure of Cash Flow Information (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Notes Tables | |
Schedule of Cash Flow, Supplemental Disclosures [Table Text Block] | Six Months Ended June 30 , 2016 2015 Supplemental disclosure of cash flow information Cash paid during the period for: Interest $ 3,969,838 $ 1,610,291 Issuances of capital leases $ 967,221 $ - Issuances of shares associated with legal settlement $ 225,000 $ - |
Note 1 - Business Description35
Note 1 - Business Description and Summary of Significant Accounting Policies (Details Textual) - USD ($) | Jul. 31, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 |
Sales Revenue, Net [Member] | Maximum [Member] | |||||
Concentration Risk, Percentage | 1.00% | 1.00% | |||
Sales Revenue, Net [Member] | UNITED STATES | |||||
Concentration Risk, Percentage | 95.00% | 98.00% | |||
Acquisition of X-spine Systems, Inc. [Member] | |||||
Business Combination, Consideration Transferred | $ 60,000,000 | ||||
Other Payments to Acquire Businesses | $ 13,000,000 | ||||
Stock Issued During Period, Shares, Acquisitions | 4,242,655 | ||||
Norwood Medical [Member] | |||||
Percentage of Related Party's Operating Products Purchased from Related Party | 14.00% | ||||
Advertising Expense | $ 259,068 | $ 3,688 | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 1,798,192 | 2,142,257 |
Note 1 - Revenue by Geographica
Note 1 - Revenue by Geographical Region (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
UNITED STATES | ||||
Total revenue | $ 40,126,655 | $ 18,831,197 | ||
Rest of World [Member] | ||||
Total revenue | 2,312,250 | 564,532 | ||
Total revenue | $ 21,461,570 | $ 9,892,615 | $ 42,438,905 | $ 19,395,729 |
Note 1 - Fair Value of Liabilit
Note 1 - Fair Value of Liabilities Measured on a Recurring Basis (Details) - USD ($) | Jun. 30, 2016 | Dec. 31, 2015 |
Fair Value, Inputs, Level 1 [Member] | Fair Value, Measurements, Recurring [Member] | Warrant [Member] | ||
Warrant derivative liability | $ 0 | $ 0 |
Fair Value, Inputs, Level 2 [Member] | Fair Value, Measurements, Recurring [Member] | Warrant [Member] | ||
Warrant derivative liability | 0 | 0 |
Fair Value, Inputs, Level 3 [Member] | Fair Value, Measurements, Recurring [Member] | Warrant [Member] | ||
Warrant derivative liability | 554,022 | 1,050,351 |
Warrant derivative liability | $ 554,022 | $ 1,050,351 |
Note 1 - Reconciliation of Begi
Note 1 - Reconciliation of Beginning and Ending Balances for Liabilities Measured at Fair Value on a Recurring Basis (Details) - USD ($) | 3 Months Ended | |
Jun. 30, 2016 | Mar. 31, 2016 | |
Balance | $ 1,031,661 | $ 1,050,351 |
Gain recognized in earnings in first quarter of 2016 | (477,639) | (18,690) |
Balance | $ 554,022 | $ 1,031,661 |
Note 2 - Business Combination39
Note 2 - Business Combination (Details Textual) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Jul. 31, 2015 | |
Acquisition of X-spine Systems, Inc. [Member] | |||||
Business Acquisition, Percentage of Voting Interests Acquired | 100.00% | ||||
Business Combination, Integration Related Costs | $ 752,529 | ||||
Amortization of Acquisition Costs | 2,216,699 | ||||
Business Combination, Integration Related Costs | $ 450,755 | $ 752,528 |
Note 2 - Unaudited Supplemental
Note 2 - Unaudited Supplemental Pro Forma Financial Information (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Revenue | $ 21,461,570 | $ 21,728,361 | $ 42,176,805 | $ 43,350,485 |
Net loss | $ (4,462,575) | $ (4,533,830) | $ (10,058,647) | $ (10,564,753) |
Note 3 - Equity (Details Textua
Note 3 - Equity (Details Textual) - USD ($) | Oct. 08, 2015 | Sep. 04, 2015 | Jul. 31, 2015 | Mar. 16, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Mar. 31, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Jul. 01, 2015 |
Aspire Capital Fund LLC [Member] | ||||||||||
Common Stock, Shares Subscribed but Unissued | 10,000,000 | |||||||||
Stock Issued During Period, Shares, New Issues | 207,182 | 150,000 | 417,000 | |||||||
Stock Issued During Period, Value, New Issues | $ 750,000 | $ 300,000 | $ 1,366,941 | |||||||
Common Stock to Be Issued for Commitment Fee | 154,189 | |||||||||
Share Price | $ 3.62 | |||||||||
Other Non-cash Expense Associated With Stock Purchase Agreement | $ 558,185 | |||||||||
Maximum Common Stock to Be Issued Per Trading Day | 50,000 | |||||||||
Maximum Common Stock Value to Be Issued Per Trading Day | $ 500,000 | |||||||||
Maximum Percentage of Common Stock Weighted Average Price | 30.00% | |||||||||
Acquisition of X-spine Systems, Inc. [Member] | Restricted Stock Units (RSUs) [Member] | Five X-spine Employees [Member] | ||||||||||
Stock Issued During Period, Shares, Restricted Stock Award, Gross | 78,510 | |||||||||
Acquisition of X-spine Systems, Inc. [Member] | Restricted Stock [Member] | Five X-spine Employees [Member] | ||||||||||
Shares Issued, Price Per Share | $ 3.19 | |||||||||
Stock Issued During Period, Value, Restricted Stock Award, Gross | $ 250,447 | |||||||||
Acquisition of X-spine Systems, Inc. [Member] | ||||||||||
Business Combination, Consideration Transferred | $ 60,000,000 | |||||||||
Other Payments to Acquire Businesses | $ 13,000,000 | |||||||||
Stock Issued During Period, Shares, Acquisitions | 4,242,655 | |||||||||
Restricted Stock Units (RSUs) [Member] | Five X-spine Employees [Member] | ||||||||||
Stock Issued During Period, Shares, Restricted Stock Award, Gross | 78,510 | |||||||||
Shares Issued, Price Per Share | $ 3.19 | |||||||||
Stock Issued During Period, Value, Restricted Stock Award, Gross | $ 250,447 | |||||||||
Restricted Stock Units (RSUs) [Member] | ||||||||||
Shares Issued, Price Per Share | $ 3.40 | |||||||||
Board of Directors [Member] | Private Placement [Member] | Common Stock [Member] | ||||||||||
Stock Issued During Period, Shares, New Issues | 140,053 | |||||||||
Stock Issued During Period, Value, New Issues | $ 515,395 | |||||||||
Other Non-cash Expense Associated With Stock Purchase Agreement | $ 558,185 |
Note 4 - Summary of Inventories
Note 4 - Summary of Inventories, Net (Details) - USD ($) | Jun. 30, 2016 | Dec. 31, 2015 |
Current inventories | ||
Raw materials | $ 5,596,797 | $ 4,860,914 |
Work in process | 2,470,861 | 2,720,707 |
Finished goods | 20,609,235 | 18,289,674 |
Gross current inventories | 28,676,893 | 25,871,295 |
Reserve for obsolescence | (3,166,750) | (3,186,579) |
Current inventories, net | 25,510,143 | 22,684,716 |
Non-current inventories | ||
Finished goods | 1,889,151 | 2,021,077 |
Reserve for obsolescence | (413,163) | (413,162) |
Non-current inventories, net | 1,475,988 | 1,607,915 |
Total inventories, net | $ 26,986,131 | $ 24,292,631 |
Note 5 - Impairment of Assets (
Note 5 - Impairment of Assets (Details Textual) | 3 Months Ended |
Sep. 30, 2015USD ($) | |
Depreciation, Amortization and Accretion, Net | $ 285,224 |
Note 6 - Property and Equipme44
Note 6 - Property and Equipment, Net (Details Textual) - USD ($) | 3 Months Ended | 6 Months Ended | |
Mar. 31, 2016 | Jun. 30, 2016 | Jun. 30, 2015 | |
Property, Plant and Equipment, Useful Life | 5 years | ||
Capital Leased Assets, Gross | $ 1,316,383 | ||
Capital Leases, Lessee Balance Sheet, Assets by Major Class, Accumulated Depreciation | 180,974 | ||
Cost of Property Repairs and Maintenance | 254,983 | $ 173,443 | |
Depreciation | $ 1,406,026 | $ 336,913 |
Note 6 - Summary of Property an
Note 6 - Summary of Property and Equipment, Net (Details) - USD ($) | Jun. 30, 2016 | Dec. 31, 2015 |
Equipment [Member] | ||
Total cost | $ 4,797,110 | $ 5,368,567 |
Computer Equipment [Member] | ||
Total cost | 358,560 | 348,404 |
Computer Software [Member] | ||
Total cost | 537,587 | 503,587 |
Furniture and Fixtures [Member] | ||
Total cost | 174,216 | 174,215 |
Leasehold Improvements [Member] | ||
Total cost | 4,035,293 | 2,661,802 |
Vehicles [Member] | ||
Total cost | 10,000 | 10,000 |
Surgical Instruments [Member] | ||
Total cost | 12,520,217 | 8,175,578 |
Total cost | 22,432,983 | 17,242,153 |
Less: accumulated depreciation | (6,814,866) | (5,425,524) |
Property and equipment, net | $ 15,618,117 | $ 11,816,629 |
Note 7 - Information Regarding
Note 7 - Information Regarding Intangible Assets (Details) - USD ($) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2016 | Dec. 31, 2015 | |
Patents [Member] | ||
Gross carrying value | $ 693,987 | $ 564,717 |
Technology-Based Intangible Assets [Member] | ||
Gross carrying value | 28,698,700 | 28,698,700 |
Customer Relationships [Member] | ||
Gross carrying value | 9,911,000 | 9,911,000 |
Trade Names [Member] | ||
Gross carrying value | 4,543,300 | 4,543,300 |
Noncompete Agreements [Member] | ||
Gross carrying value | 40,500 | 40,500 |
Accumulated amortization | (5,764,264) | (3,520,928) |
Intangible assets, net | 38,123,223 | 40,237,289 |
Aggregate amortization expense: | $ 2,243,336 | $ 3,438,596 |
Note 7 - Summary of Estimated F
Note 7 - Summary of Estimated Future Amortization Expense (Details) - USD ($) | Jun. 30, 2016 | Dec. 31, 2015 |
Remainder of 2016 | $ 2,243,203 | |
2,017 | 4,661,277 | |
2,018 | 4,676,387 | |
2,019 | 4,567,188 | |
2,020 | 4,484,896 | |
Thereafter | 17,490,272 | |
Total | $ 38,123,223 | $ 40,237,289 |
Note 8 - Summary of Accrued Lia
Note 8 - Summary of Accrued Liabilities (Details) - USD ($) | Jun. 30, 2016 | Dec. 31, 2015 |
Accrued stock compensation | $ 257,628 | $ 147,037 |
Wages/commissions payable | 2,334,751 | 3,994,714 |
Accrued integration expense | 98,592 | 646,860 |
Accrued interest payable | 918,462 | 1,716,167 |
Other accrued expenses | 1,303,439 | 3,091,073 |
Accrued liabilities | $ 4,912,872 | $ 9,595,851 |
Note 9 - Debt (Details Textual)
Note 9 - Debt (Details Textual) - USD ($) | May 25, 2016 | Apr. 14, 2016 | Aug. 10, 2015 | Jul. 31, 2015 | Jul. 30, 2015 | Dec. 31, 2015 | Jul. 29, 2016 | Jun. 30, 2016 |
Convertible Senior Unsecured Notes [Member] | Certain Private Investment Funds for Which OrbiMed Advisors LLC Serves as Investment Manager [Member] | ||||||||
Debt Instrument, Face Amount | $ 52,000,000 | |||||||
Convertible Senior Unsecured Notes [Member] | ||||||||
Debt Instrument, Face Amount | $ 2,238,166.45 | $ 65,000,000 | ||||||
Debt Instrument, Interest Rate During Period | 6.00% | 6.00% | ||||||
Debt Instrument, Purchase of Additional Notes | $ 3,000,000 | |||||||
Debt Instrument, Convertible, Conversion to Common Stock, Number of Shares Per $1,000 Principal Amount | 257.5163 | |||||||
Debt Instrument, Convertible, Conversion Price | $ 2.90 | $ 3.88 | ||||||
Debt Instrument, Convertible, Extent Not Convertible, Beneficial Ownership Percentage | 9.99% | |||||||
Debt Instrument, Fundamental Change Situation, Holders' Option to Require Repurchase, Cash Price, Percentage of Principal Amount | 100.00% | |||||||
Conversion of Stock, Shares Converted | 344.8276 | |||||||
Conversion of Stock, Amount Converted | $ 1,000 | |||||||
Term Loan [Member] | ||||||||
Line of Credit Facility, Current Borrowing Capacity | $ 24,000,000 | |||||||
Silicon Valley Bank [Member] | Revolving Credit Facility [Member] | Prime Rate [Member] | ||||||||
Debt Instrument, Basis Spread on Variable Rate | 1.00% | |||||||
Silicon Valley Bank [Member] | Revolving Credit Facility [Member] | ||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 6,000,000 | |||||||
OrbiMed and ROS [Member] | Fourth Amendment to Amended and Restated Credit Agreement [Member] | Subsequent Event [Member] | ||||||||
Debt Instrument, Additional Tranche A Commitment | $ 1,000,000 | |||||||
New Facility [Member] | The First Period [Member] | ||||||||
Debt Instrument, Interest Rate, Portion Payable in Cash | 9.00% | |||||||
Debt Instrument, Interest Rate, Portion Payable in Kind | 14.00% | |||||||
Debt Instrument, Interest Rate, Addition to PIK Portion | 1.00% | |||||||
Debt Instrument, Interest Rate, PIK Portion, Subtraction | 9.00% | |||||||
New Facility [Member] | Optional PIK Period [Member] | ||||||||
Debt Instrument, Interest Rate, Portion Payable in Kind | 14.00% | |||||||
Debt Instrument, Interest Rate, Addition to PIK Portion | 1.00% | |||||||
New Facility [Member] | The Second Period [Member] | ||||||||
Debt Instrument, Interest Rate, Portion Payable in Cash | 12.00% | |||||||
Debt Instrument, Interest Rate, Portion Payable in Kind | 14.00% | |||||||
Debt Instrument, Interest Rate, Addition to PIK Portion | 1.00% | |||||||
Debt Instrument, Interest Rate, PIK Portion, Subtraction | 12.00% | |||||||
New Facility [Member] | ||||||||
Line of Credit Facility, Current Borrowing Capacity | $ 18,000,000 | |||||||
Line of Credit Facility, Loans Outstanding, Payment Fee | 7.50% | |||||||
Gain (Loss) on Extinguishment of Debt | $ 2,345,019 | |||||||
Amendment to the New Facility [Member] | ||||||||
Line of Credit Facility, Minimum Liquidity, Through June 30, 2016 | $ 500,000 | |||||||
Line of Credit Facility, Minimum Liquidity, After June 30, 2016 Until January 1, 2017 | $ 2,500,000 | |||||||
Acquisition of X-spine Systems, Inc. [Member] | ||||||||
Business Combination, Acquisition Related Costs | $ 2,500,000 | |||||||
Business Combination, Conjunction, Related Expenses | 4,700,000 | |||||||
Payments of Debt Issuance Costs | 2,200,000 | |||||||
Royalty Payments, Percentage of Net Sales Below Threshold | 1.75% | |||||||
Royalty Payments, Net Sales Threshold | $ 45,000,000 | |||||||
Royalty Payment, Percentage of Net Sales Above Threshold | 1.00% | |||||||
Accrued Royalties | $ 7,400,000 | |||||||
Debt Instrument, Term | 7 years | |||||||
Extinguishment of Debt, Amount | $ 12,300,000 | |||||||
Royalty Agreement, Term | 10 years |
Note 9 - Summary of Long-term D
Note 9 - Summary of Long-term Debt (Details) - USD ($) | Jun. 30, 2016 | Dec. 31, 2015 |
Loan payable to ROS Acquisition Offshore (See details above) | $ 42,000,000 | $ 42,000,000 |
PIK Interest payable to ROS | 5,072,395 | 2,700,476 |
6% convertible senior unsecured notes due 2021 (See details above) | 70,238,167 | 68,000,000 |
Gross long-term debt | 117,310,562 | 112,700,476 |
Less: capitalized debt issuance costs | (1,862,140) | (1,563,353) |
Long-term debt, less issuance costs | $ 115,448,422 | $ 111,137,123 |
Note 9 - Summary of Long-term51
Note 9 - Summary of Long-term Debt (Details) (Parentheticals) | Jun. 30, 2016 | Dec. 31, 2015 |
Convertible Senior Unsecured Notes [Member] | ||
Debt Instrument, Interest Rate, Stated Percentage | 6.00% | 6.00% |
Note 9 - Summary of Maturities
Note 9 - Summary of Maturities of Long-term Debt (Details) - USD ($) | Jun. 30, 2016 | Dec. 31, 2015 |
Remainder of 2016 | $ 0 | |
2,017 | 0 | |
2,018 | 0 | |
2,019 | 0 | |
2,020 | 47,072,395 | |
Thereaftter | 70,238,167 | |
Total gross long-term debt | $ 117,310,562 | $ 112,700,476 |
Note 10 - Stock-based Compens53
Note 10 - Stock-based Compensation (Details Textual) - USD ($) | Oct. 08, 2015 | Jul. 01, 2015 | Nov. 10, 2014 | Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 |
Employees, Directors and Consultants [Member] | |||||||
Share-based Compensation | $ 0 | $ 140,869 | |||||
Five X-spine Employees [Member] | Restricted Stock Units (RSUs) [Member] | |||||||
Shares Issued, Price Per Share | $ 3.19 | ||||||
Allocated Share-based Compensation Expense | 50,090 | ||||||
Stock Issued During Period, Shares, Restricted Stock Award, Gross | 78,510 | ||||||
Stock Issued During Period, Value, Restricted Stock Award, Gross | $ 250,447 | ||||||
Four Xtant Area Sales Vice Presidents [Member] | Restricted Stock Units (RSUs) [Member] | |||||||
Shares Issued, Price Per Share | $ 3.19 | ||||||
Allocated Share-based Compensation Expense | 10,592 | ||||||
Stock Issued During Period, Shares, Restricted Stock Award, Gross | 20,000 | ||||||
Stock Issued During Period, Value, Restricted Stock Award, Gross | $ 65,550 | ||||||
Restricted Stock Units (RSUs) [Member] | Non-cash Consulting Expense [Member] | |||||||
Allocated Share-based Compensation Expense | $ 100,000 | ||||||
Restricted Stock Units (RSUs) [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 58,820 | 39,312 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other Than Options, Issue Price on Grand Date | $ 4.07 | ||||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Not yet Recognized, Share-based Awards Other than Options | $ 200,000 | $ 160,000 | |||||
Shares Issued, Price Per Share | $ 3.40 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 1,900,000 | 1,900,000 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant | 1,000,000 | 1,000,000 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Intrinsic Value | $ 0 | $ 0 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Number of Shares | 388,603 | 388,603 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Weighted Average Grant Date Fair Value | $ 12.82 | $ 12.82 | |||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Not yet Recognized, Stock Options | $ 458,000 | $ 458,000 | |||||
Share-based Compensation | $ 321,464 | $ 444,352 | $ 271,374 | $ 444,395 |
Note 10 - Stock Option Valuatio
Note 10 - Stock Option Valuation Assumptions (Details) | 6 Months Ended | |
Jun. 30, 2016 | Jun. 30, 2015 | |
Risk-free interest rate | 1.99% | 1.75% |
Expected volatility | 68.00% | 80.00% |
Expected term (Years) | 6 years 36 days | 6 years 109 days |
Expected forfeiture rate | 20.00% | 20.00% |
Dividend yield | 0.00% | 0.00% |
Note 10 - Stock Option Activity
Note 10 - Stock Option Activity (Details) - $ / shares | 6 Months Ended | |
Jun. 30, 2016 | Jun. 30, 2015 | |
Outstanding at January 1, 2016, Shares (in shares) | 664,081 | 695,336 |
Outstanding at January 1, 2016, Weighted Average Exercise Price (in dollars per share) | $ 10.64 | $ 11.09 |
Outstanding at January 1, 2016, Weighted Average Fair Value at Grant Date (in dollars per share) | $ 5.32 | $ 5.35 |
Granted, Shares (in shares) | 0 | 45,000 |
Granted, Weighted Average Exercise Price (in dollars per share) | $ 0 | $ 4 |
Granted, Weighted Average Fair Value at Grant Date (in dollars per share) | $ 0 | $ 2.81 |
Exercised, Shares (in shares) | 0 | 0 |
Exercised, Weighted Average Exercise Price (in dollars per share) | $ 0 | $ 0 |
Exercised, Weighted Average Fair Value at Grant Date (in dollars per share) | $ 0 | $ 0 |
Cancelled or expired, Shares (in shares) | (101,875) | (28,480) |
Cancelled or expired, Weighted Average Exercise Price (in dollars per share) | $ 9.60 | $ 12.86 |
Cancelled or expired, Weighted Average Fair Value at Grant Date (in dollars per share) | $ 4.54 | $ 5.67 |
Outstanding at March 31, 2016, Shares (in shares) | 562,206 | 711,857 |
Outstanding at March 31, 2016, Weighted Average Exercise Price (in dollars per share) | $ 10.83 | $ 10.57 |
Outstanding at March 31, 2016, Weighted Average Fair Value at Grant Date (in dollars per share) | $ 5.46 | $ 5.31 |
Exercisable at March 31. 2016, Shares (in shares) | 388,603 | 340,189 |
Exercisable at March 31, 2016, Weighted Average Exercise Price (in dollars per share) | $ 12.82 | $ 14.41 |
Exercisable at March 31, 2016, Weighted Average Fair Value at Grant Date (in dollars per share) | $ 6.20 | $ 6.80 |
Note 11 - Warrants (Details Tex
Note 11 - Warrants (Details Textual) | 6 Months Ended |
Jun. 30, 2016USD ($) | |
Fair Value Adjustment of Warrants | $ 477,639 |
Note 11 - Summary of Warrant Ac
Note 11 - Summary of Warrant Activities (Details) - $ / shares | 6 Months Ended | 12 Months Ended |
Jun. 30, 2016 | Dec. 31, 2015 | |
Balance (in shares) | 1,278,566 | 1,655,320 |
Outstanding (in dollars per share) | $ 8.45 | $ 13.06 |
Derivative warrants issued (in shares) | 0 | 0 |
Issued (in dollars per share) | $ 0 | $ 0 |
Expired (in shares) | (42,580) | (376,754) |
Expired (in dollars per share) | $ 31.73 | $ 22.87 |
Balance (in shares) | 1,235,986 | 1,278,566 |
Outstanding (in dollars per share) | $ 7.65 | $ 8.45 |
Note 11 - Summary of Warrant Va
Note 11 - Summary of Warrant Valuation Assumptions (Details) - Warrant [Member] - $ / shares | 6 Months Ended | |
Jun. 30, 2016 | Jun. 30, 2015 | |
Share Price | $ 1.91 | $ 3.50 |
Risk free interest rate | 0.80% | 1.60% |
Expected term (years) | 3 years 182 days | 4 years 182 days |
Volatility | 68.00% | 80.00% |
Dividend yield | 0.00% | 0.00% |
Note 11 - Summary of Activities
Note 11 - Summary of Activities Related to Warrants Accounted for as a Derivative Liability (Details) - shares | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2016 | Jun. 30, 2015 | Dec. 31, 2015 | |
Warrants Accounted for as a Derivative Liability [Member] | |||
Balance (in shares) | 1,125,119 | 1,171,692 | 1,171,692 |
Derivative warrants issued (in shares) | 0 | 0 | |
Derivative warrants exercised (in shares) | 0 | 0 | |
Expired (in shares) | 0 | 0 | |
Balance (in shares) | 1,125,119 | 1,171,692 | 1,125,119 |
Balance (in shares) | 1,278,566 | 1,655,320 | 1,655,320 |
Derivative warrants issued (in shares) | 0 | 0 | |
Balance (in shares) | 1,235,986 | 1,278,566 |
Note 12 - Commitments and Con60
Note 12 - Commitments and Contingencies (Details Textual) | Oct. 23, 2015 | Jun. 30, 2016USD ($) | Jun. 30, 2015USD ($) |
Loans Payable [Member] | |||
Debt Instrument, Interest Rate, Stated Percentage | 6.00% | ||
Sale-leaseback Transaction for the Property Located at 664 Cruiser Lane, Belgrade, Montana [Member] | |||
Lessee Leasing Arrangements, Operating Leases, Renewal Term | 10 years | ||
Lessee Leasing Arrangements, Operating Leases, Term of Contract | 10 years | ||
Lessee Leasing Arrangements, Operating Leases, Term of Contract, Number of Options to Extend | 2 | ||
Lessee Leasing Arrangements, Operating Leases, Term of Each Option to Extend | 5 years | ||
Lessee Leasing Arrangements, Operating Leases, Number of Office Facilities Leased Under Non-cancelable Operating Lease Agreements | 4 | ||
Lessee Leasing Arrangements, Operating Leases, Renewal Term | 10 years | ||
Lessee Leasing Arrangements, Operating Leases, Number of Facilities With Right of First Refusal on Any Sale | 1 | ||
Operating Leases, Rent Expense, Net | $ 458,814 | $ 182,739 |
Note 12 - Summary of Future Min
Note 12 - Summary of Future Minimum Payments for Operating Leases (Details) | Jun. 30, 2016USD ($) |
Remainder of 2016 | $ 328,918 |
2,017 | 502,073 |
2,018 | 514,383 |
2,019 | 400,807 |
2,020 | 396,263 |
Thereafter | 1,413,705 |
Total | $ 3,556,150 |
Note 13 - Income Taxes (Details
Note 13 - Income Taxes (Details Textual) - USD ($) | 6 Months Ended | |
Jun. 30, 2016 | Jun. 30, 2015 | |
Income Tax Examination, Penalties and Interest Expense | $ 0 | $ 0 |
Note 14 - Supplemental Cash Flo
Note 14 - Supplemental Cash Flow Information (Details) - USD ($) | 6 Months Ended | |
Jun. 30, 2016 | Jun. 30, 2015 | |
Interest | $ 3,969,838 | $ 1,610,291 |
Issuances of capital leases | 967,221 | |
Issuances of shares associated with legal settlement | $ 225,000 |
Note 15 - Related Party Trans64
Note 15 - Related Party Transactions (Details Textual) - USD ($) | 6 Months Ended | |
Jun. 30, 2016 | Jun. 30, 2015 | |
Darrel Holmes [Member] | ||
Related Party Transaction, Amounts of Transaction Per year | $ 5,000 | |
American Donor Services [Member] | ||
Related Party Transaction, Amounts of Transaction | $ 667,000 | $ 827,797 |
Norwood Medical [Member] | ||
Percentage of Related Party's Operating Products Purchased from Related Party | 14.00% |
Note 17 - Subsequent Events (De
Note 17 - Subsequent Events (Details Textual) | Jul. 29, 2016USD ($) |
Fourth Amendment to Amended and Restated Credit Agreement [Member] | OrbiMed and ROS [Member] | Subsequent Event [Member] | |
Debt Instrument, Additional Tranche A Commitment | $ 1,000,000 |