Document_and_Entity_Informatio
Document and Entity Information | 9 Months Ended | |
Sep. 30, 2013 | Nov. 01, 2013 | |
Document and Entity Information [Abstract] | ' | ' |
Entity Registrant Name | 'GenMark Diagnostics, Inc. | ' |
Entity Central Index Key | '0001487371 | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Entity Filer Category | 'Accelerated Filer | ' |
Document Type | '10-Q | ' |
Document Period End Date | 30-Sep-13 | ' |
Document Fiscal Year Focus | '2013 | ' |
Document Fiscal Period Focus | 'Q3 | ' |
Amendment Flag | 'false | ' |
Entity Common Stock, Shares Outstanding | ' | 41,482,932 |
Condensed_Consolidated_Balance
Condensed Consolidated Balance Sheets (Unaudited) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
Current Assets | ' | ' |
Cash and cash equivalents | $63,274,000 | $51,250,000 |
Investments | 48,478,000 | 0 |
Restricted cash | 758,000 | 1,343,000 |
Accounts receivable - net of allowances of $2,733 and $53 | 2,355,000 | 3,190,000 |
Inventories | 1,965,000 | 1,993,000 |
Other current assets | 682,000 | 226,000 |
Total current assets | 117,512,000 | 58,002,000 |
Property and equipment, net | 7,948,000 | 7,074,000 |
Intangible assets, net | 3,048,000 | 1,832,000 |
Other long-term assets | 106,000 | 1,108,000 |
Total assets | 128,614,000 | 68,016,000 |
Current liabilities | ' | ' |
Accounts payable | 3,029,000 | 2,445,000 |
Accrued compensation | 2,453,000 | 3,076,000 |
Current portion of loan payable | 111,000 | 638,000 |
Other current liabilities | 2,790,000 | 3,015,000 |
Total current liabilities | 8,383,000 | 9,174,000 |
Long-term liabilities | ' | ' |
Loan payable, net of current portion | 49,000 | 63,000 |
Other noncurrent liabilities | 2,280,000 | 2,329,000 |
Total liabilities | 10,712,000 | 11,566,000 |
Stockholders’ equity | ' | ' |
Common stock, $0.0001 par value; 100,000 authorized; 41,492 and 32,753 shares issued and outstanding as of September 30, 2013 and December 31, 2012, respectively | 4,000 | 3,000 |
Preferred stock, $0.0001 par value; 5,000 authorized, none issued | 0 | 0 |
Additional paid-in capital | 331,899,000 | 247,449,000 |
Accumulated deficit | -213,577,000 | -190,566,000 |
Accumulated other comprehensive loss | -424,000 | -436,000 |
Total stockholders’ equity | 117,902,000 | 56,450,000 |
Total liabilities and stockholders’ equity | $128,614,000 | $68,016,000 |
Condensed_Consolidated_Balance1
Condensed Consolidated Balance Sheets (Parenthetical) (Unaudited) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, except Share data, unless otherwise specified | ||
Statement of Financial Position [Abstract] | ' | ' |
Accounts receivable - net of allowance | $2,733 | $53 |
Common stock, par value | $0.00 | $0.00 |
Common stock, authorized | 100,000,000 | 100,000,000 |
Common stock, issued | 41,492,000 | 32,753,000 |
Common stock, outstanding | 41,492,000 | 32,753,000 |
Preferred stock, par value | $0.00 | $0.00 |
Preferred stock, authorized | 5,000,000 | 5,000,000 |
Preferred stock, issued | 0 | 0 |
Condensed_Consolidated_Stateme
Condensed Consolidated Statements of Comprehensive Loss (Unaudited) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Revenue | ' | ' | ' | ' |
Product revenue | $4,521 | $5,194 | $20,627 | $10,876 |
License and other revenue | 116 | 62 | 325 | 150 |
Total revenue | 4,637 | 5,256 | 20,952 | 11,026 |
Cost of sales | 4,138 | 3,027 | 12,373 | 6,878 |
Gross profit | 499 | 2,229 | 8,579 | 4,148 |
Operating expenses | ' | ' | ' | ' |
Sales and marketing | 4,916 | 1,485 | 9,830 | 4,264 |
General and administrative | 2,476 | 2,510 | 7,572 | 7,743 |
Research and development | 5,398 | 4,467 | 15,786 | 9,437 |
Total operating expenses | 12,790 | 8,462 | 33,188 | 21,444 |
Loss from operations | -12,291 | -6,233 | -24,609 | -17,296 |
Other income (expense) | ' | ' | ' | ' |
Interest income | 203 | 5 | 413 | 17 |
Interest expense | -3 | -21 | -17 | -73 |
Other income (expense) | 1,297 | -2 | 1,232 | -15 |
Total other income (expense) | 1,497 | -18 | 1,628 | -71 |
Loss before income taxes | -10,794 | -6,251 | -22,981 | -17,367 |
Provision for income taxes | -23 | -1 | -30 | -43 |
Net loss | -10,817 | -6,252 | -23,011 | -17,410 |
Net loss per share, basic and diluted | ($0.30) | ($0.20) | ($0.69) | ($0.71) |
Weighted average number of shares outstanding, basic and diluted | 35,987 | 31,751 | 33,331 | 24,370 |
Other comprehensive loss | ' | ' | ' | ' |
Net loss | -10,817 | -6,252 | -23,011 | -17,410 |
Net unrealized gains on available-for-sale investments | 21 | 0 | 12 | 0 |
Comprehensive loss | ($10,796) | ($6,252) | ($22,999) | ($17,410) |
Condensed_Consolidated_Stateme1
Condensed Consolidated Statement of Cash Flows (Unaudited) (USD $) | 9 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 |
Operating activities | ' | ' |
Net loss | ($23,011) | ($17,410) |
Adjustments to reconcile net loss to net cash used in operating activities: | ' | ' |
Depreciation and amortization | 1,912 | 918 |
Amortization of premiums on investments | 133 | 0 |
Stock-based compensation | 2,697 | 1,509 |
Provision for bad debt | 2,720 | -45 |
Non-cash inventory adjustments | 675 | 563 |
Changes in operating assets and liabilities: | ' | ' |
Accounts receivable | -1,885 | -9 |
Inventories | -216 | -402 |
Other current assets | -263 | 92 |
Accounts payable | 570 | 907 |
Accrued compensation | 29 | 871 |
Other liabilities | -861 | 523 |
Net cash used in operating activities | -17,500 | -12,483 |
Investing activities | ' | ' |
Change in restricted cash | 585 | -3,594 |
Purchase of available-for-sale securities | -52,841 | -1,000 |
Payments for intellectual property licenses | -888 | -1,306 |
Purchases of property and equipment | -3,273 | -2,919 |
Proceeds from sales of marketable securities and preferred stock | 4,250 | 0 |
Maturities of short-term investments | 800 | 5,000 |
Net cash used in investing activities | -51,367 | -3,819 |
Financing activities | ' | ' |
Proceeds from issuance of common stock | 86,247 | 48,300 |
Costs incurred in conjunction with public offering | -5,180 | -3,226 |
Principal repayment of borrowings | -706 | -1,608 |
Proceeds from borrowings | 166 | 835 |
Proceeds from stock option exercises | 364 | 52 |
Net cash provided by financing activities | 80,891 | 44,353 |
Net increase in cash and cash equivalents | 12,024 | 28,051 |
Cash and cash equivalents at beginning of period | 51,250 | 25,320 |
Cash and cash equivalents at end of period | 63,274 | 53,371 |
Non-cash investing and financing activities | ' | ' |
Property and equipment purchased with capital lease | 0 | 109 |
Transfer of systems from property and equipment into inventory | 431 | 124 |
Property and equipment costs incurred but not paid included in accounts payable | 308 | 249 |
Intellectual property acquisition included in other noncurrent liabilities | 556 | 0 |
Offering costs incurred but not paid included in other liabilities | 330 | 0 |
Supplemental cash flow disclosures | ' | ' |
Cash paid for income taxes, net | 8 | 4 |
Cash paid for interest | $17 | $73 |
Organization_and_Basis_of_Pres
Organization and Basis of Presentation | 9 Months Ended | |
Sep. 30, 2013 | ||
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' | |
Organization and Basis of Presentation | ' | |
Organization and Basis of Presentation | ||
GenMark Diagnostics, Inc., the Company or GenMark, was formed by Osmetech plc, or Osmetech, in Delaware in February 2010, and had no operations prior to its initial public offering, or the IPO, which was completed in June 2010. Immediately prior to the closing of the IPO, GenMark acquired all of the outstanding ordinary shares of Osmetech in a reorganization under the applicable laws of the United Kingdom. As a result of the reorganization, all of the issued ordinary shares in Osmetech were cancelled in consideration of (i) the issuance of common stock of GenMark to the former shareholders of Osmetech and (ii) the issuance of new shares in Osmetech to GenMark. Following the reorganization, Osmetech became a subsidiary controlled by GenMark, and the former shareholders of Osmetech received shares of GenMark. Any historical discussion of GenMark relates to Osmetech and its consolidated subsidiaries prior to the reorganization. | ||
The reorganization was deemed to be a transaction under common control. Therefore, GenMark accounted for the reorganization in a manner similar to a pooling-of-interests, meaning: | ||
i. | assets and liabilities were carried over at their respective carrying values; | |
ii. | common stock was carried over at the nominal value of the shares issued by GenMark; | |
iii. | additional paid-in capital represented the difference between the nominal value of the shares issued by GenMark, and the total of the additional paid-in capital and nominal value of Osmetech’s shares cancelled pursuant to the reorganization; and | |
iv. | the accumulated deficit represented the aggregate of the accumulated deficit of Osmetech and GenMark. | |
Once the reorganization became effective, all stock options granted under the Osmetech plc 2003 U.S. Equity Compensation Plan, long term incentive awards and all warrants issued by Osmetech were exchanged for options and warrants exercisable for common stock of the Company. | ||
In these unaudited condensed consolidated financial statements, the Company means Osmetech when referring to periods prior to the IPO. | ||
The accompanying financial statements have been prepared on a going-concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company has incurred net losses from operations since its inception and has an accumulated deficit of $213.6 million at September 30, 2013. Cash and cash equivalents at September 30, 2013 were $63.3 million. | ||
Management expects operating losses to continue through the foreseeable future until the Company has expanded its product offerings and consequently increased its product revenues to an extent necessary to cover the fixed cost base of the business. The Company’s management has prepared cash flow forecasts which indicate, based on the current cash resources available and the availability of credit facilities, that the Company has sufficient capital to fund its operations for at least the next 12 months. | ||
The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with United States generally accepted accounting principles, or U.S. GAAP, and applicable regulations of the U.S. Securities and Exchange Commission, or the SEC. These unaudited condensed consolidated financial statements reflect all adjustments that are, in the opinion of management, necessary for a fair statement of the results for the interim periods presented. These adjustments are of a normal, recurring nature. Interim period operating results may not be indicative of the operating results for the full year or any future period. | ||
Segment Information | ||
The Company currently operates in one business segment, which encompasses the development, manufacturing, marketing, sales and support of instruments and molecular tests based on its proprietary eSensor® detection technology. Although the Company offers multiple tests for its XT-8 system and may develop new tests for this system, the Company does not operate its business in operating segments. The Company determined, in accordance with Financial Accounting Standards Board (FASB), Accounting Standards Codification (ASC) Topic 280, Segment Reporting, that it operates as one operating segment. The Company’s Chief Executive Officer, or CEO, reviews revenue at the business group level and manufacturing, operating income and expenses, and net income at the Company-wide level to allocate resources and assess the Company’s overall performance. The Company’s business shares a centralized support function, including finance, human resources, legal, and corporate marketing, all of which report directly to the Company's CEO. Accordingly, decisions regarding the Company’s overall operating performance and allocation of Company resources are assessed on a consolidated basis. | ||
Recent Accounting Pronouncements | ||
From time to time, new accounting pronouncements are issued by the FASB or other standard setting bodies that the Company adopts as of the specified effective date. The Company believes that the impact of recently issued standards that are not yet effective will not have a material impact on its financial condition or results of operations upon adoption. | ||
In February 2013, the FASB issued guidance, which requires an entity to report the effect of significant reclassifications out of accumulated other comprehensive income on the respective line items in net income if the amount being reclassified is required under U.S. GAAP to be reclassified in its entirety to net income. For other amounts that are not required under U.S. GAAP to be reclassified in their entirety to net income in the same reporting period, an entity is required to cross-reference other disclosures required under U.S. GAAP that provide additional detail about those amounts. The guidance does not change the current requirements for reporting net income or other comprehensive income in financial statements. This guidance was effective for interim and annual periods beginning after December 15, 2012, and was applied prospectively. The Company's adoption of this guidance did not have a material impact on the Company's financial condition or results of operations in the first nine months of 2013. | ||
Cash and Cash Equivalents | ||
Cash and cash equivalents consist of cash on deposit with banks, money market instruments, and certificates of deposit with original maturities of three months or less at the date of purchase. | ||
Investments | ||
Investments consist of debt securities in U.S. government-sponsored entities, corporate debt securities and commercial paper. Management classifies its investments as available-for-sale and records these investments in the Condensed Consolidated Balance Sheets at fair value. Unrealized gains or losses for available-for-sale securities are included in accumulated other comprehensive income or loss, a component of stockholders’ equity. These available-for-sale investments are primarily held in the custody of a major financial institution. The Company classifies its investments as current based on the nature of the investments and their availability for use in current operations. | ||
Other-than-Temporary Impairments on Investments | ||
When the fair value of a debt security is less than its amortized cost it is deemed impaired, and the Company will then assess whether the impairment is other than temporary. An impairment is considered other than temporary if (i) the Company has the intent to sell the security, (ii) it is more likely than not that the Company will be required to sell the security before recovery of the entire amortized cost basis, or (iii) the Company does not expect to recover the entire amortized cost basis of the security. If impairment is considered other than temporary based on condition (i) or (ii), the entire difference between the amortized cost and the fair value of the debt security is recognized in earnings. If an impairment is considered other than temporary based on condition (iii), the amount representing credit losses (defined as the difference between the present value of the cash flows expected to be collected and the amortized cost basis of the debt security) will be recognized in earnings, and the amount relating to all other factors will be recognized in other comprehensive income or loss. | ||
The Company recognizes an impairment charge on publicly traded equity securities when a decline in the fair value of a security below the respective cost basis is determined to be other than temporary. The Company considers various factors in determining whether a decline in the fair value of these investments is other than temporary, including the length of time and extent to which the fair value of the security has been less than the Company’s cost basis, the financial condition and near-term prospects of the issuer, and the Company’s intent and ability to hold the investment for a period of time sufficient to allow for any anticipated recovery in market value. | ||
Investments in privately held companies are included in other assets in the Company's condensed consolidated balance sheets and are primarily accounted for using the cost method. The Company monitors these investments for impairments and makes appropriate reductions in the carrying values if the Company determines that an impairment charge is required based primarily on the financial condition and near-term prospects of these companies. | ||
Restricted Cash | ||
Restricted cash represents amounts designated for uses other than current operations and included $758,000 at September 30, 2013, which is held as security for the Company’s letter of credit with First PacTrust Bancorp. | ||
Receivables | ||
Accounts receivable consist of amounts due to the Company for sales to customers and are recorded net of an allowance for doubtful accounts. The allowance for doubtful accounts is determined based upon specific identification of accounts at risk plus an allowance for certain items based upon the Company’s historical experience. | ||
Use of Estimates | ||
Preparation of these condensed consolidated financial statements requires management to make certain estimates and assumptions, the most important of which relate to bad debts, inventories, valuation of intangibles and other long-term assets, income taxes, and stock-based compensation. These estimates and assumptions are based on the best available information but actual results could be materially different. | ||
Product Shipment Costs | ||
Product shipment costs are included in cost of sales in the accompanying condensed consolidated statements of comprehensive loss. Shipping and handling costs were approximately $235,000 and $132,000 for the nine month periods ended September 30, 2013 and 2012, respectively. | ||
Product Warranties | ||
The Company generally offers a one-year warranty for its systems sold to customers and typically up to a sixty day warranty for reagents. Factors that affect the Company’s warranty reserves include the number of units sold, historical and anticipated rates of warranty repairs and the cost per repair. The Company periodically assesses the adequacy of the warranty reserve and adjusts the amount as necessary. | ||
Intangible Assets | ||
Intangible assets are comprised of licenses or sublicenses to technology covered by patents owned by third parties and are amortized on a straight-line basis over the expected useful lives of these assets, which is generally five to ten years. Amortization of licenses recorded in cost of sales typically begins upon the Company obtaining access to the licensed technology. | ||
Impairment of Long-Lived Assets | ||
The Company assesses the recoverability of long-lived assets, including intangible assets, by periodically evaluating the carrying value whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. If impairment is indicated, the Company writes down the carrying value of the asset to its estimated fair value. This fair value is primarily determined based on estimated discounted cash flows. | ||
Inventories | ||
Inventories are stated at the lower of cost (first-in, first-out) or market and include direct labor, materials, and manufacturing overhead. The Company periodically reviews inventory for evidence of slow-moving or obsolete parts, and writes inventory down to market. This write down is based on management’s reviews of inventories on hand, compared to estimated future usage and sales, shelf-life assumptions, and assumptions about the likelihood of obsolescence. If actual market conditions are less favorable than those projected by the Company, additional inventory write-downs may be required. Inventory impairment charges establish a new cost basis for inventory and charges are not reversed subsequently to income, even if circumstances later suggest that increased carrying amounts are recoverable. | ||
Property and Equipment, net | ||
Property, equipment and leasehold improvements are recorded at cost and depreciated using the straight-line method over the assets’ estimated useful lives, which are identified below. | ||
Machinery and laboratory equipment | 3 - 5 years | |
Instruments | 4 years | |
Office equipment | 5 years | |
Leasehold improvements | over the shorter of the remaining life of the lease or the useful economic life of the asset | |
Repair and maintenance costs are expensed as incurred. | ||
Income Taxes | ||
The Company's income tax expense, deferred tax assets, and liabilities, and liabilities for unrecognized tax benefits reflect management's best assessment of estimated future taxes to be paid. The Company is currently subject to income taxes only in the United States but has been subject to income taxes in both the United States and the United Kingdom in previous years. Significant judgments and estimates are required in determining the Company's consolidated income tax expense. | ||
Management believes that it is more likely than not that the benefit from the Company's deferred tax assets will not be realized. In recognition of this risk, the Company has provided a full valuation allowance on the net deferred tax assets relating to the Company's net operating loss carryforwards and other deferred tax assets. If these assumptions change and management determines that the Company will be able to realize its deferred tax assets, the tax benefits relating to any reversal of the valuation allowance on deferred tax assets at September 30, 2013 will be accounted for as a reduction of income tax expense. Changes in tax laws and rates could also affect recorded deferred tax assets and liabilities in the future. Management is not aware of any such changes that would have a material effect on the Company's results of operations, cash flows or financial position. | ||
The Company recognizes tax liabilities and adjusts these liabilities when its judgment changes as a result of the evaluation of new information not previously available. Due to the complexity of some of these uncertainties, the ultimate resolution may result in a payment that is materially different from the Company's current estimate of the tax liabilities. These differences will be reflected as increases or decreases to income tax expense in the period in which they are determined. | ||
Corporate Reorganization | ||
During the quarter ended June 30, 2011, the Company underwent a corporate reorganization intended to simplify its U.S. entity structure. As part of the reorganization, Osmetech Technologies, Inc. merged into Clinical Micro Sensors, Inc., or CMS, with CMS surviving. Additionally, Osmetech plc converted to a U.K. limited company for U.K. legal and tax purposes, and made an entity classification election to be treated as an entity disregarded from GenMark Diagnostics, Inc. for U.S. federal income tax purposes. The reorganization did not trigger any material U.S. federal or U.K. income tax expense. Additionally, the post-reorganization structure allowed GenMark Diagnostics, Inc. to elect to file a consolidated U.S. federal income tax return with its remaining U.S. subsidiaries, Clinical Micro Sensors, Inc. and Osmetech, Inc. In September 2012, the Company filed to liquidate Osmetech plc and expects the liquidation to be completed by the end of 2013. |
StockBased_Compensation
Stock-Based Compensation | 9 Months Ended | ||||||||||||
Sep. 30, 2013 | |||||||||||||
Compensation Related Costs [Abstract] | ' | ||||||||||||
Stock-Based Compensation | ' | ||||||||||||
Stock-Based Compensation | |||||||||||||
The Company recognizes stock-based compensation expense related to stock options, restricted stock awards, and restricted stock units granted to employees and directors in exchange for services. The compensation expense is based on the fair value of the applicable award utilizing various assumptions regarding the underlying attributes of the award. The stock-based compensation expense is recorded in cost of sales, sales and marketing, research and development, and general administration expenses based on the employee's respective function. | |||||||||||||
The estimated fair value of stock options granted, net of forfeitures expected to occur during the vesting period, is amortized as compensation expense on a straight-line basis to reflect vesting as it occurs. The expense is derived from the Black-Scholes Option Pricing Model that uses several judgment-based variables to calculate the expense. The inputs include the expected term of the stock option, the expected volatility and other factors. | |||||||||||||
• | Expected Volatility. Expected volatility represents the volatility in the Company’s estimated stock price over the expected term of the stock option and is determined by review of the Company’s and similar companies’ historical experience. | ||||||||||||
• | Expected Dividend. The Black-Scholes Option Pricing Model calls for a single expected dividend yield as an input. The Company assumed no dividends as it has never paid dividends and has no current plans to do so. | ||||||||||||
• | Risk-Free Interest Rate. The risk-free interest rate used in the Black-Scholes Option Pricing Model is based on published U.S. Treasury rates in effect at the time of grant for periods corresponding with the expected term of the option. | ||||||||||||
The compensation expense related to the grant of restricted stock awards or units is calculated as the difference between the fair market value of the stock on the grant date as further adjusted to reflect a forfeiture rate. | |||||||||||||
Employee participation in the Company's 2010 Equity Incentive Plan, or the 2010 Plan, is at the discretion of the Compensation Committee of the Board of Directors of the Company. All stock options granted under the 2010 Plan are exercisable at a per share price equal to the closing quoted market price of a share of the Company’s stock on the NASDAQ Global Market on the grant date and generally vest over a period of between one and four years. | |||||||||||||
Options are generally exercisable for a period of up to 10 years after grant and are forfeited if employment is terminated before the options vest. As of September 30, 2013, there were 258,471 shares available for future grant under the 2010 Plan. Each grant of stock options, restricted stock awards and restricted stock units reduces the number of shares available for grant under the 2010 Plan. | |||||||||||||
The following table summarizes stock option activity during the nine month period ended September 30, 2013: | |||||||||||||
Number of | Weighted | ||||||||||||
Shares | Average | ||||||||||||
Exercise Price | |||||||||||||
Outstanding at December 31, 2012 | 1,538,713 | $ | 5.42 | ||||||||||
Granted | 489,250 | $ | 11.2 | ||||||||||
Exercised | -79,361 | $ | 4.72 | ||||||||||
Cancelled | -119,521 | $ | 8.25 | ||||||||||
Outstanding at September 30, 2013 | 1,829,081 | $ | 6.81 | ||||||||||
Exercisable at September 30, 2013 | 961,451 | $ | 5.53 | ||||||||||
The weighted average fair value of stock options granted during the nine months ended September 30, 2013 was $7.28. Options that were exercisable as of September 30, 2013 had a remaining weighted average contractual term of 6.93 years, and an aggregate intrinsic value of $6,358,153. As of September 30, 2013, there were 1,829,081 stock options outstanding, which had a remaining weighted average contractual term of 7.80 years and an aggregate intrinsic value of $9,873,422. | |||||||||||||
Valuation of Stock-Based Awards — The estimate of the risk-free interest rate is based on the U.S. Treasury yield curve in effect at the time of grant. The Company has never paid cash dividends and does not currently intend to pay cash dividends, and thus has assumed a 0% dividend yield. The assumptions used as of September 30, 2013 and September 30, 2012 are summarized in the following table: | |||||||||||||
Nine Months Ended | |||||||||||||
September 30, | |||||||||||||
2013 | 2012 | ||||||||||||
Expected volatility (%) | 74 | % | 75 | % | |||||||||
Expected life (years) | 6.08 | 5.91 | |||||||||||
Risk free interest rate (%) | 1.14 | % | 0.98 | % | |||||||||
Expected dividend yield (%) | 0 | % | 0 | % | |||||||||
In March 2013, the Company transitioned to granting restricted stock units under the 2010 Plan in lieu of granting restricted stock awards. The Company’s restricted stock award and restricted stock unit activity for the nine month period ended September 30, 2013 was as follows: | |||||||||||||
Restricted Stock Awards | Restricted Stock Units | ||||||||||||
Number of | Weighted | Number of | Weighted | ||||||||||
Shares | Average | Shares | Average | ||||||||||
Grant Date | Grant Date | ||||||||||||
Fair Value | Fair Value | ||||||||||||
Non-vested at December 31, 2012 | 965,710 | $ | 4.68 | — | $ | — | |||||||
Granted | 9,775 | $ | 10.99 | 503,178 | $ | 11.46 | |||||||
Vested | -286,425 | $ | 4.49 | -3,240 | $ | 14 | |||||||
Canceled or expired | -116,877 | $ | 6.27 | -33,800 | $ | 10.89 | |||||||
Non-vested at September 30, 2013 | 572,183 | $ | 4.57 | 466,138 | $ | 11.48 | |||||||
As of September 30, 2013, there was $1,813,097 of unrecognized compensation cost related to restricted stock awards. That cost is expected to be recognized over a weighted average period of 1.08 years. The total fair value of restricted stock awards that vested during the nine month periods ended September 30, 2013 and 2012 was $1,286,561 and $470,330, respectively. As of September 30, 2013, there was $3,020,018 of unrecognized compensation cost related to restricted stock units. That cost is expected to be recognized over a weighted average period of 1.51 years. | |||||||||||||
Restricted stock awards or units may be granted at the discretion of the Compensation Committee of the Board of Directors under the 2010 Plan in connection with the hiring or retention of personnel and are subject to certain conditions. Restrictions expire at certain dates after the grant date in accordance with specific provisions in the applicable agreement. During the nine month period ended September 30, 2013, the Company granted 9,775 shares of restricted stock, which had a grant date fair value ranging from $10.31 to $11.19 per share. The Company also granted 503,178 restricted stock units during the nine month period ended September 30, 2013, which had a grant date fair value ranging from $9.96 to $14.73 per share. During the nine month periods ended September 30, 2013 and 2012, restricted stock compensation was charged to expense over the restriction period and amounted to $1,337,655 and $754,204, respectively. | |||||||||||||
Employee Stock Purchase Plan | |||||||||||||
In March 2013, the Company’s Board of Directors adopted the 2013 Employee Stock Purchase Plan, or the ESPP, which was approved by the Company's stockholders in May 2013 at the Company's Annual Meeting of Stockholders. A total of 650,000 shares of the Company’s common stock are reserved for issuance under the plan, which permits eligible employees to purchase common stock at a discount through payroll deductions. | |||||||||||||
The price at which stock is purchased under the ESPP is equal to 85% of the fair market value of the common stock on the first or the last day of the offering period, whichever is lower. Generally, each offering under the ESPP will be for a period of six months as determined by the Company's Board of Directors; provided that no offering period may exceed 27 months. Employees may invest up to 10% of their gross compensation through payroll deductions. In no event may an employee purchase more than 1,500 shares of common stock during any six-month offering period. The initial offering period commenced in July 2013. As of September 30, 2013, there were 97 participants in the plan and no shares were issued under the ESPP. |
Net_Loss_per_Share
Net Loss per Share | 9 Months Ended | |||||||
Sep. 30, 2013 | ||||||||
Earnings Per Share [Abstract] | ' | |||||||
Net Loss per Share | ' | |||||||
Net Loss per Share | ||||||||
Basic net loss per share is computed by dividing loss available to stockholders of our common stock (the numerator) by the weighted average number of shares of our common stock outstanding during the period (the denominator). Shares issued during the period and shares reacquired during the period are weighted for the portion of the period that they were outstanding. Diluted loss per share is calculated in a similar way to basic loss per share except that the denominator is increased to include the number of additional shares that would have been outstanding if the dilutive potential shares had been issued unless the effect would be anti-dilutive. Because the Company had a net loss in each of the periods presented, basic and diluted net loss per share are the same. | ||||||||
The computations of diluted net loss per share for the three and nine month periods ended September 30, 2013 and 2012 did not include the effects of the following options to acquire stock and restricted stock awards which were outstanding as of the end of each period because the inclusion of these securities would have been anti-dilutive (in thousands). | ||||||||
Three Months Ended September 30, | Nine Months Ended September 30, | |||||||
2013 | 2012 | 2013 | 2012 | |||||
Stock options | 1,830 | 1,502 | 1,830 | 1,502 | ||||
Restricted stock-unvested | 1,038 | 968 | 1,038 | 968 | ||||
2,868 | 2,470 | 2,868 | 2,470 |
Inventories
Inventories | 9 Months Ended | |||||||
Sep. 30, 2013 | ||||||||
Inventory Disclosure [Abstract] | ' | |||||||
Inventories | ' | |||||||
Inventories | ||||||||
Inventory on hand as of September 30, 2013 and December 31, 2012 was comprised of the following (in thousands): | ||||||||
September 30, 2013 | December 31, 2012 | |||||||
Raw materials | $ | 545 | $ | 516 | ||||
Work-in-process | 576 | 925 | ||||||
Finished goods | 844 | 552 | ||||||
$ | 1,965 | $ | 1,993 | |||||
Property_and_Equipment_net
Property and Equipment, net | 9 Months Ended | |||||||
Sep. 30, 2013 | ||||||||
Property, Plant and Equipment, Net [Abstract] | ' | |||||||
Property and Equipment, net | ' | |||||||
Property and Equipment, net | ||||||||
Property and equipment comprised the following as of September 30, 2013 and December 31, 2012 (in thousands): | ||||||||
September 30, 2013 | December 31, 2012 | |||||||
Property and equipment—at cost: | ||||||||
Plant and machinery | $ | 3,721 | $ | 3,059 | ||||
Instruments | 6,884 | 5,795 | ||||||
Office equipment | 1,232 | 1,047 | ||||||
Leasehold improvements | 3,451 | 2,973 | ||||||
Total property and equipment—at cost | 15,288 | 12,874 | ||||||
Less accumulated depreciation | (7,340 | ) | (5,800 | ) | ||||
Property and equipment, net | $ | 7,948 | $ | 7,074 | ||||
Depreciation expense was $791,000 and $291,000 for the three month period ended September 30, 2013 and 2012, respectively, and $1,684,000 and $774,000 for the nine month period ended September 30, 2013 and 2012, respectively. |
Intangible_Assets_net
Intangible Assets, net | 9 Months Ended | |||||||||||||||||||
Sep. 30, 2013 | ||||||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ' | |||||||||||||||||||
Intangible Assets, net | ' | |||||||||||||||||||
Intangible Assets, net | ||||||||||||||||||||
Intangible assets as of September 30, 2013 and December 31, 2012 were as follows (in thousands): | ||||||||||||||||||||
September 30, 2013 | December 31, 2012 | |||||||||||||||||||
Gross carrying amount | Accumulated amortization | Net carrying amount | Gross carrying amount | Accumulated amortization | Net carrying amount | |||||||||||||||
Licensed intellectual property | $ | 4,588 | -1,540 | $ | 3,048 | $ | 3,144 | -1,312 | $ | 1,832 | ||||||||||
Licenses have a weighted average remaining amortization period of 7.03 years as of September 30, 2013. Amortization expense for intangible assets for the three months ended September 30, 2013 and 2012 was $84,000 and $66,000, respectively, and for the nine months ended September 30, 2013 and 2012 was $228,000 and $144,000, respectively. Estimated future amortization expense for these licenses (assuming no impairment charges) is as follows (in thousands): | ||||||||||||||||||||
Years Ending December 31, | Future Amortization Expense | |||||||||||||||||||
Remaining in 2013 | $ | 108 | ||||||||||||||||||
2014 | 402 | |||||||||||||||||||
2015 | 402 | |||||||||||||||||||
2016 | 398 | |||||||||||||||||||
2017 | 394 | |||||||||||||||||||
Thereafter | 1,344 | |||||||||||||||||||
Total | $ | 3,048 | ||||||||||||||||||
Loan_Payable
Loan Payable | 9 Months Ended |
Sep. 30, 2013 | |
Debt Disclosure [Abstract] | ' |
Loan Payable | ' |
Loan Payable | |
In March 2010, the Company entered into a loan and security agreement with Square 1 Bank, pursuant to which the Company obtained a credit facility consisting of a revolving line of credit in the amount of up to $2.0 million and an equipment term loan in the amount of up to $2.0 million. In March 2011, the Company amended the loan and security agreement to increase the line of credit to $3.0 million and subsequently extended the original maturity date to July 2013. | |
In September 2012, the Company terminated the Square 1 Bank loan and security agreement and entered into a new term loan with First PacTrust Bancorp, consisting of the following loans. | |
1) The Company increased the letter of credit provided to its landlord of its Carlsbad, California facility to $758,000 from the previous letter of credit of $500,000. The increase in the letter of credit was required by the Company’s landlord in connection with the Company’s lease of additional space at this facility. This letter of credit is secured with $758,000 of restricted cash at September 30, 2013. | |
2) The Company obtained a variable rate term loan from First PacTrust Bancorp in the amount of $836,000 with an initial interest rate of 3.75% that expired in July 2013. This term loan replaced the Square 1 equipment loan of the same amount with an interest rate of 6.75%. During the quarter ended September 30, 2013, the Company repaid all outstanding amounts under this loan. | |
Pursuant to the terms of the First PacTrust Bancorp business loan agreement, the Company was required to maintain restricted cash, honor certain representations and warranties (including, but not limited to, organization, financial information and taxes), affirmative covenants (including, but not limited to, financial records, insurance and environmental compliance and reports), negative covenants (including, but not limited to, indebtedness and liens, continuity of operations and loans, acquisitions and guaranties) and other provisions; however, the Company was not required to maintain liquidity ratios, restrictive covenants or other limitations, to which it was subject under the Square 1 Bank loan and security agreement. |
Leases
Leases | 9 Months Ended | ||||
Sep. 30, 2013 | |||||
Leases [Abstract] | ' | ||||
Leases | ' | ||||
Leases | |||||
The Company has operating lease agreements for its office, manufacturing, warehousing and laboratory space and for office equipment. Rent and operating expenses charged was $292,000 and $307,000 for the three month period ended September 30, 2013 and 2012, respectively, and $757,000 and $918,000 for the nine month period ended September 30, 2013 and 2012, respectively. Pursuant to the Company’s lease agreements, a portion of the monthly rent has been deferred and will be expensed on a straight-line basis over the term of the lease. The balance deferred at September 30, 2013 was $1,752,000 and at December 31, 2012 was $1,820,000. As of September 30, 2013, the future minimum lease payments required over the next five years are as follows (in thousands): | |||||
Years Ending December 31, | Amount | ||||
Remaining in 2013 | $ | 259 | |||
2014 | 1,052 | ||||
2015 | 1,084 | ||||
2016 | 1,116 | ||||
2017 | 1,123 | ||||
Thereafter | 4,200 | ||||
Total minimum lease payments | $ | 8,834 | |||
Fair_Value_of_Financial_Instru
Fair Value of Financial Instruments | 9 Months Ended | |||||||||||||||
Sep. 30, 2013 | ||||||||||||||||
Fair Value Disclosures [Abstract] | ' | |||||||||||||||
Fair Value of Financial Instruments | ' | |||||||||||||||
Fair Value of Financial Instruments | ||||||||||||||||
The carrying amounts of financial instruments such as cash equivalents, restricted cash, accounts receivable, accounts payable, and approximate the related fair values due to the short-term maturities of these instruments. The Company may invest its excess cash into financial instruments that are readily convertible into cash, such as marketable securities, money market funds and certificates of deposit with original maturities of three months or less at the date of purchase. The Company considers all highly liquid investments with maturities of three months or less from the date of purchase to be cash equivalents. The Company has established guidelines to maintain safety and liquidity for our financial instruments, and the cost of securities sold is based on the specific identification method. | ||||||||||||||||
The authoritative guidance for fair value measurement defines fair value for accounting purposes, establishes a framework for measuring fair value, and expands disclosures about fair value measurements. The framework requires the valuation of assets and liabilities subject to fair value measurements using a three-tiered approach and that fair value measurement be classified and disclosed in one of the following three categories: | ||||||||||||||||
• | Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities; | |||||||||||||||
• | Level 2: Quoted prices for similar assets and liabilities in active markets, quoted prices in markets that are not active, or inputs that are observable, either directly or indirectly, for substantially the full term of the asset or liability; | |||||||||||||||
• | Level 3: Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (i.e. supported by little or no market activity). | |||||||||||||||
The following table presents the financial instruments measured at fair value on a recurring basis on the financial statements of the Company and the valuation approach applied to each class of financial instruments at September 30, 2013 (in thousands): | ||||||||||||||||
September 30, 2013 | ||||||||||||||||
Quoted Prices | Significant | Significant | Total | |||||||||||||
in Active | Other | Unobservable | ||||||||||||||
Markets for | Observable | Inputs | ||||||||||||||
Identical | Inputs | (Level 3) | ||||||||||||||
Assets | (Level 2) | |||||||||||||||
(Level 1) | ||||||||||||||||
Money market funds (cash equivalents) | $ | 21,337 | $ | — | $ | — | $ | 21,337 | ||||||||
Corporate notes and bonds | — | 16,947 | — | 16,947 | ||||||||||||
U.S. government and agency securities | — | 27,736 | — | 27,736 | ||||||||||||
Commercial paper | — | 3,795 | — | 3,795 | ||||||||||||
Total assets measured at fair value | $ | 21,337 | $ | 48,478 | $ | — | $ | 69,815 | ||||||||
Level 2 available-for-sale securities are priced using quoted market prices for similar instruments or nonbinding market prices that are corroborated by observable market data. The Company uses inputs such as actual trade data, benchmark yields, broker/dealer quotes, and other similar data, which are obtained from quoted market prices, independent pricing vendors, or other sources, to determine the ultimate fair value of these assets and liabilities. The Company uses such pricing data as the primary input to make its assessments and determinations as to the ultimate valuation of its investment portfolio and has not made, during the periods presented, any material adjustments to such inputs. |
Investments
Investments | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Investments, Debt and Equity Securities [Abstract] | ' | ||||||||||||||||
Investments | ' | ||||||||||||||||
Investments | |||||||||||||||||
The following table summarizes the Company’s available-for-sale investments (in thousands) at September 30, 2013: | |||||||||||||||||
September 30, 2013 | Amortized Cost | Gross Unrealized Gains | Gross Unrealized Losses | Fair Value | |||||||||||||
Corporate notes and bonds | $ | 16,941 | $ | 6 | $ | — | $ | 16,947 | |||||||||
U.S. government and agency securities | 27,730 | 6 | — | 27,736 | |||||||||||||
Commercial paper | 3,795 | — | — | 3,795 | |||||||||||||
Total | $ | 48,466 | $ | 12 | $ | — | $ | 48,478 | |||||||||
The following table summarizes the maturities of the Company’s available-for-sale securities (in thousands) at September 30, 2013: | |||||||||||||||||
Amortized Cost | Fair Value | ||||||||||||||||
Less than 1 year | $ | 24,668 | $ | 24,673 | |||||||||||||
Due in 1 to 2 years | 23,798 | 23,805 | |||||||||||||||
Total | $ | 48,466 | $ | 48,478 | |||||||||||||
Income_Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2013 | |
Income Tax Disclosure [Abstract] | ' |
Income Taxes | ' |
Income Taxes | |
The Company uses an estimated annual effective tax rate, which is based on expected annual income, statutory tax rates and tax planning opportunities available in the various jurisdictions in which the Company operates, to determine its quarterly provision for income taxes. Certain significant or unusual items are separately recognized in the quarter in which they occur and can be a source of variability in the effective tax rates from quarter to quarter. | |
As of September 30, 2013, the Company recorded a full valuation allowance against all of its net deferred tax assets due to the uncertainty surrounding the Company’s ability to utilize these assets in the future. Provision for income tax was $30,000 and $43,000 for the nine month periods ended September 30, 2013 and 2012, respectively. Due to the Company’s losses, it only records tax provision or benefit related to minimum tax payments or refunds and interest related to its uncertain tax positions. | |
The total amount of unrecognized tax benefits was $382,000 as of December 31, 2012 and September 30, 2013 which would impact the Company’s effective tax rate if recognized. The gross liability for income taxes related to unrecognized tax benefits is included in other long-term liabilities in the Company’s condensed consolidated balance sheets. | |
The total balance of accrued interest and penalties related to uncertain tax positions was $217,000 as of September 30, 2013. The Company recognizes interest and penalties related to uncertain tax positions as a component of income tax expense. The Company does not expect its unrecognized tax benefits to change significantly over the next 12 months. | |
The Company is subject to taxation in the United States and in various state jurisdictions. In previous years, the Company was also subject to income taxes in the United Kingdom based upon its legacy operations. As of September 30, 2013, the Company’s tax years after 2008 are subject to examination by the U.K. tax authorities. Except for net operating losses generated in prior years carrying forward to the current year, as of September 30, 2013, the Company is no longer subject to U.S. federal, state, or local examinations for years before 2007. |
Common_Stock_Offering
Common Stock Offering | 9 Months Ended |
Sep. 30, 2013 | |
Equity [Abstract] | ' |
Common Stock Offering | ' |
Common Stock Offering | |
On August 19, 2013, the Company completed an underwriting public offering of 8,765,000 shares of common stock at a price of $9.84 per share, including 1,143,000 shares of common stock purchased by the underwriter pursuant to an over-allotment option, which the underwriters exercised in full. The Company raised approximately $80,737,000 in net proceeds after deducting underwriting discounts and commissions of $5,175,000 and other offering expenses of $335,000. |
Subsequent_Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2013 | |
Subsequent Events [Abstract] | ' |
Subsequent Events | ' |
Subsequent Events | |
On October 2, 2013, the Company filed a lawsuit against Natural Molecular Testing Corporation, or NMTC, in the United States District Court for the Southern District of California seeking to collect approximately $2,702,000 of past due amounts for products previously purchased by NMTC and seeking damages for the unsatisfied purchase commitments under the Company’s agreement with NMTC. | |
On October 21, 2013, NMTC filed a voluntary petition in the United States Bankruptcy Court for the Western District of Washington seeking relief under Chapter 11 of Title 11 of the United States Code. The Company has included an allowance for doubtful accounts in the amount of $2,702,000 (recorded as additional sales and marketing expense), a reserve for inventory produced for NMTC in the amount of $1,182,000 and impairment of the production equipment built for NMTC in the amount of $302,000 (both recorded in additional cost of sales) in its financial statements at September 30, 2013. |
Organization_and_Basis_of_Pres1
Organization and Basis of Presentation (Policies) | 9 Months Ended | |
Sep. 30, 2013 | ||
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' | |
Segment Information | ' | |
Segment Information | ||
The Company currently operates in one business segment, which encompasses the development, manufacturing, marketing, sales and support of instruments and molecular tests based on its proprietary eSensor® detection technology. Although the Company offers multiple tests for its XT-8 system and may develop new tests for this system, the Company does not operate its business in operating segments. The Company determined, in accordance with Financial Accounting Standards Board (FASB), Accounting Standards Codification (ASC) Topic 280, Segment Reporting, that it operates as one operating segment. The Company’s Chief Executive Officer, or CEO, reviews revenue at the business group level and manufacturing, operating income and expenses, and net income at the Company-wide level to allocate resources and assess the Company’s overall performance. The Company’s business shares a centralized support function, including finance, human resources, legal, and corporate marketing, all of which report directly to the Company's CEO. Accordingly, decisions regarding the Company’s overall operating performance and allocation of Company resources are assessed on a consolidated basis. | ||
Recent Accounting Pronouncements | ' | |
Recent Accounting Pronouncements | ||
From time to time, new accounting pronouncements are issued by the FASB or other standard setting bodies that the Company adopts as of the specified effective date. The Company believes that the impact of recently issued standards that are not yet effective will not have a material impact on its financial condition or results of operations upon adoption. | ||
In February 2013, the FASB issued guidance, which requires an entity to report the effect of significant reclassifications out of accumulated other comprehensive income on the respective line items in net income if the amount being reclassified is required under U.S. GAAP to be reclassified in its entirety to net income. For other amounts that are not required under U.S. GAAP to be reclassified in their entirety to net income in the same reporting period, an entity is required to cross-reference other disclosures required under U.S. GAAP that provide additional detail about those amounts. The guidance does not change the current requirements for reporting net income or other comprehensive income in financial statements. This guidance was effective for interim and annual periods beginning after December 15, 2012, and was applied prospectively. The Company's adoption of this guidance did not have a material impact on the Company's financial condition or results of operations in the first nine months of 2013. | ||
Cash and Cash Equivalents | ' | |
Cash and Cash Equivalents | ||
Cash and cash equivalents consist of cash on deposit with banks, money market instruments, and certificates of deposit with original maturities of three months or less at the date of purchase. | ||
Investments | ' | |
Investments | ||
Investments consist of debt securities in U.S. government-sponsored entities, corporate debt securities and commercial paper. Management classifies its investments as available-for-sale and records these investments in the Condensed Consolidated Balance Sheets at fair value. Unrealized gains or losses for available-for-sale securities are included in accumulated other comprehensive income or loss, a component of stockholders’ equity. These available-for-sale investments are primarily held in the custody of a major financial institution. The Company classifies its investments as current based on the nature of the investments and their availability for use in current operations. | ||
Other-than-Temporary Impairments on Investments | ' | |
Other-than-Temporary Impairments on Investments | ||
When the fair value of a debt security is less than its amortized cost it is deemed impaired, and the Company will then assess whether the impairment is other than temporary. An impairment is considered other than temporary if (i) the Company has the intent to sell the security, (ii) it is more likely than not that the Company will be required to sell the security before recovery of the entire amortized cost basis, or (iii) the Company does not expect to recover the entire amortized cost basis of the security. If impairment is considered other than temporary based on condition (i) or (ii), the entire difference between the amortized cost and the fair value of the debt security is recognized in earnings. If an impairment is considered other than temporary based on condition (iii), the amount representing credit losses (defined as the difference between the present value of the cash flows expected to be collected and the amortized cost basis of the debt security) will be recognized in earnings, and the amount relating to all other factors will be recognized in other comprehensive income or loss. | ||
The Company recognizes an impairment charge on publicly traded equity securities when a decline in the fair value of a security below the respective cost basis is determined to be other than temporary. The Company considers various factors in determining whether a decline in the fair value of these investments is other than temporary, including the length of time and extent to which the fair value of the security has been less than the Company’s cost basis, the financial condition and near-term prospects of the issuer, and the Company’s intent and ability to hold the investment for a period of time sufficient to allow for any anticipated recovery in market value. | ||
Investments in privately held companies are included in other assets in the Company's condensed consolidated balance sheets and are primarily accounted for using the cost method. The Company monitors these investments for impairments and makes appropriate reductions in the carrying values if the Company determines that an impairment charge is required based primarily on the financial condition and near-term prospects of these companies. | ||
Restricted Cash | ' | |
Restricted Cash | ||
Restricted cash represents amounts designated for uses other than current operations and included $758,000 at September 30, 2013, which is held as security for the Company’s letter of credit with First PacTrust Bancorp. | ||
Receivables | ' | |
Receivables | ||
Accounts receivable consist of amounts due to the Company for sales to customers and are recorded net of an allowance for doubtful accounts. The allowance for doubtful accounts is determined based upon specific identification of accounts at risk plus an allowance for certain items based upon the Company’s historical experience. | ||
Use of Estimates | ' | |
Use of Estimates | ||
Preparation of these condensed consolidated financial statements requires management to make certain estimates and assumptions, the most important of which relate to bad debts, inventories, valuation of intangibles and other long-term assets, income taxes, and stock-based compensation. These estimates and assumptions are based on the best available information but actual results could be materially different. | ||
Product Shipment Costs | ' | |
Product Shipment Costs | ||
Product shipment costs are included in cost of sales in the accompanying condensed consolidated statements of comprehensive loss. Shipping and handling costs were approximately $235,000 and $132,000 for the nine month periods ended September 30, 2013 and 2012, respectively. | ||
Product Warranties | ' | |
Product Warranties | ||
The Company generally offers a one-year warranty for its systems sold to customers and typically up to a sixty day warranty for reagents. Factors that affect the Company’s warranty reserves include the number of units sold, historical and anticipated rates of warranty repairs and the cost per repair. The Company periodically assesses the adequacy of the warranty reserve and adjusts the amount as necessary. | ||
Intangible Assets | ' | |
Intangible Assets | ||
Intangible assets are comprised of licenses or sublicenses to technology covered by patents owned by third parties and are amortized on a straight-line basis over the expected useful lives of these assets, which is generally five to ten years. Amortization of licenses recorded in cost of sales typically begins upon the Company obtaining access to the licensed technology. | ||
Impairment of Long-Lived Assets | ' | |
Impairment of Long-Lived Assets | ||
The Company assesses the recoverability of long-lived assets, including intangible assets, by periodically evaluating the carrying value whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. If impairment is indicated, the Company writes down the carrying value of the asset to its estimated fair value. This fair value is primarily determined based on estimated discounted cash flows. | ||
Inventories | ' | |
Inventories | ||
Inventories are stated at the lower of cost (first-in, first-out) or market and include direct labor, materials, and manufacturing overhead. The Company periodically reviews inventory for evidence of slow-moving or obsolete parts, and writes inventory down to market. This write down is based on management’s reviews of inventories on hand, compared to estimated future usage and sales, shelf-life assumptions, and assumptions about the likelihood of obsolescence. If actual market conditions are less favorable than those projected by the Company, additional inventory write-downs may be required. Inventory impairment charges establish a new cost basis for inventory and charges are not reversed subsequently to income, even if circumstances later suggest that increased carrying amounts are recoverable. | ||
Property and Equipment-net | ' | |
Property and Equipment, net | ||
Property, equipment and leasehold improvements are recorded at cost and depreciated using the straight-line method over the assets’ estimated useful lives, which are identified below. | ||
Machinery and laboratory equipment | 3 - 5 years | |
Instruments | 4 years | |
Office equipment | 5 years | |
Leasehold improvements | over the shorter of the remaining life of the lease or the useful economic life of the asset | |
Repair and maintenance costs are expensed as incurred. | ||
Income Taxes | ' | |
Income Taxes | ||
The Company's income tax expense, deferred tax assets, and liabilities, and liabilities for unrecognized tax benefits reflect management's best assessment of estimated future taxes to be paid. The Company is currently subject to income taxes only in the United States but has been subject to income taxes in both the United States and the United Kingdom in previous years. Significant judgments and estimates are required in determining the Company's consolidated income tax expense. | ||
Management believes that it is more likely than not that the benefit from the Company's deferred tax assets will not be realized. In recognition of this risk, the Company has provided a full valuation allowance on the net deferred tax assets relating to the Company's net operating loss carryforwards and other deferred tax assets. If these assumptions change and management determines that the Company will be able to realize its deferred tax assets, the tax benefits relating to any reversal of the valuation allowance on deferred tax assets at September 30, 2013 will be accounted for as a reduction of income tax expense. Changes in tax laws and rates could also affect recorded deferred tax assets and liabilities in the future. Management is not aware of any such changes that would have a material effect on the Company's results of operations, cash flows or financial position. | ||
The Company recognizes tax liabilities and adjusts these liabilities when its judgment changes as a result of the evaluation of new information not previously available. Due to the complexity of some of these uncertainties, the ultimate resolution may result in a payment that is materially different from the Company's current estimate of the tax liabilities. These differences will be reflected as increases or decreases to income tax expense in the period in which they are determined. | ||
Corporate Reorganization | ' | |
Corporate Reorganization | ||
During the quarter ended June 30, 2011, the Company underwent a corporate reorganization intended to simplify its U.S. entity structure. As part of the reorganization, Osmetech Technologies, Inc. merged into Clinical Micro Sensors, Inc., or CMS, with CMS surviving. Additionally, Osmetech plc converted to a U.K. limited company for U.K. legal and tax purposes, and made an entity classification election to be treated as an entity disregarded from GenMark Diagnostics, Inc. for U.S. federal income tax purposes. The reorganization did not trigger any material U.S. federal or U.K. income tax expense. Additionally, the post-reorganization structure allowed GenMark Diagnostics, Inc. to elect to file a consolidated U.S. federal income tax return with its remaining U.S. subsidiaries, Clinical Micro Sensors, Inc. and Osmetech, Inc. In September 2012, the Company filed to liquidate Osmetech plc and expects the liquidation to be completed by the end of 2013. |
Organization_and_Basis_of_Pres2
Organization and Basis of Presentation (Tables) | 9 Months Ended | |
Sep. 30, 2013 | ||
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' | |
Estimated useful lives of property and equipment | ' | |
Property, equipment and leasehold improvements are recorded at cost and depreciated using the straight-line method over the assets’ estimated useful lives, which are identified below. | ||
Machinery and laboratory equipment | 3 - 5 years | |
Instruments | 4 years | |
Office equipment | 5 years | |
Leasehold improvements | over the shorter of the remaining life of the lease or the useful economic life of the asset |
StockBased_Compensation_Tables
Stock-Based Compensation (Tables) | 9 Months Ended | ||||||||||||
Sep. 30, 2013 | |||||||||||||
Compensation Related Costs [Abstract] | ' | ||||||||||||
Schedule of stock option activity | ' | ||||||||||||
The following table summarizes stock option activity during the nine month period ended September 30, 2013: | |||||||||||||
Number of | Weighted | ||||||||||||
Shares | Average | ||||||||||||
Exercise Price | |||||||||||||
Outstanding at December 31, 2012 | 1,538,713 | $ | 5.42 | ||||||||||
Granted | 489,250 | $ | 11.2 | ||||||||||
Exercised | -79,361 | $ | 4.72 | ||||||||||
Cancelled | -119,521 | $ | 8.25 | ||||||||||
Outstanding at September 30, 2013 | 1,829,081 | $ | 6.81 | ||||||||||
Exercisable at September 30, 2013 | 961,451 | $ | 5.53 | ||||||||||
Fair value of stock options granted | ' | ||||||||||||
The assumptions used as of September 30, 2013 and September 30, 2012 are summarized in the following table: | |||||||||||||
Nine Months Ended | |||||||||||||
September 30, | |||||||||||||
2013 | 2012 | ||||||||||||
Expected volatility (%) | 74 | % | 75 | % | |||||||||
Expected life (years) | 6.08 | 5.91 | |||||||||||
Risk free interest rate (%) | 1.14 | % | 0.98 | % | |||||||||
Expected dividend yield (%) | 0 | % | 0 | % | |||||||||
Summary of restricted stock award and restricted stock units activity | ' | ||||||||||||
The Company’s restricted stock award and restricted stock unit activity for the nine month period ended September 30, 2013 was as follows: | |||||||||||||
Restricted Stock Awards | Restricted Stock Units | ||||||||||||
Number of | Weighted | Number of | Weighted | ||||||||||
Shares | Average | Shares | Average | ||||||||||
Grant Date | Grant Date | ||||||||||||
Fair Value | Fair Value | ||||||||||||
Non-vested at December 31, 2012 | 965,710 | $ | 4.68 | — | $ | — | |||||||
Granted | 9,775 | $ | 10.99 | 503,178 | $ | 11.46 | |||||||
Vested | -286,425 | $ | 4.49 | -3,240 | $ | 14 | |||||||
Canceled or expired | -116,877 | $ | 6.27 | -33,800 | $ | 10.89 | |||||||
Non-vested at September 30, 2013 | 572,183 | $ | 4.57 | 466,138 | $ | 11.48 | |||||||
Net_Loss_per_Share_Tables
Net Loss per Share (Tables) | 9 Months Ended | |||||||
Sep. 30, 2013 | ||||||||
Earnings Per Share [Abstract] | ' | |||||||
Computations of diluted net loss per share | ' | |||||||
The computations of diluted net loss per share for the three and nine month periods ended September 30, 2013 and 2012 did not include the effects of the following options to acquire stock and restricted stock awards which were outstanding as of the end of each period because the inclusion of these securities would have been anti-dilutive (in thousands). | ||||||||
Three Months Ended September 30, | Nine Months Ended September 30, | |||||||
2013 | 2012 | 2013 | 2012 | |||||
Stock options | 1,830 | 1,502 | 1,830 | 1,502 | ||||
Restricted stock-unvested | 1,038 | 968 | 1,038 | 968 | ||||
2,868 | 2,470 | 2,868 | 2,470 |
Inventories_Tables
Inventories (Tables) | 9 Months Ended | |||||||
Sep. 30, 2013 | ||||||||
Inventory Disclosure [Abstract] | ' | |||||||
Summary of inventory on hand | ' | |||||||
Inventory on hand as of September 30, 2013 and December 31, 2012 was comprised of the following (in thousands): | ||||||||
September 30, 2013 | December 31, 2012 | |||||||
Raw materials | $ | 545 | $ | 516 | ||||
Work-in-process | 576 | 925 | ||||||
Finished goods | 844 | 552 | ||||||
$ | 1,965 | $ | 1,993 | |||||
Property_and_Equipment_net_Tab
Property and Equipment, net (Tables) | 9 Months Ended | |||||||
Sep. 30, 2013 | ||||||||
Property, Plant and Equipment, Net [Abstract] | ' | |||||||
Property and equipment, net | ' | |||||||
Property and equipment comprised the following as of September 30, 2013 and December 31, 2012 (in thousands): | ||||||||
September 30, 2013 | December 31, 2012 | |||||||
Property and equipment—at cost: | ||||||||
Plant and machinery | $ | 3,721 | $ | 3,059 | ||||
Instruments | 6,884 | 5,795 | ||||||
Office equipment | 1,232 | 1,047 | ||||||
Leasehold improvements | 3,451 | 2,973 | ||||||
Total property and equipment—at cost | 15,288 | 12,874 | ||||||
Less accumulated depreciation | (7,340 | ) | (5,800 | ) | ||||
Property and equipment, net | $ | 7,948 | $ | 7,074 | ||||
Intangible_Assets_net_Tables
Intangible Assets, net (Tables) | 9 Months Ended | |||||||||||||||||||
Sep. 30, 2013 | ||||||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ' | |||||||||||||||||||
Summary of intangible assets | ' | |||||||||||||||||||
Intangible assets as of September 30, 2013 and December 31, 2012 were as follows (in thousands): | ||||||||||||||||||||
September 30, 2013 | December 31, 2012 | |||||||||||||||||||
Gross carrying amount | Accumulated amortization | Net carrying amount | Gross carrying amount | Accumulated amortization | Net carrying amount | |||||||||||||||
Licensed intellectual property | $ | 4,588 | -1,540 | $ | 3,048 | $ | 3,144 | -1,312 | $ | 1,832 | ||||||||||
Summary of estimated future amortization expense | ' | |||||||||||||||||||
Estimated future amortization expense for these licenses (assuming no impairment charges) is as follows (in thousands): | ||||||||||||||||||||
Years Ending December 31, | Future Amortization Expense | |||||||||||||||||||
Remaining in 2013 | $ | 108 | ||||||||||||||||||
2014 | 402 | |||||||||||||||||||
2015 | 402 | |||||||||||||||||||
2016 | 398 | |||||||||||||||||||
2017 | 394 | |||||||||||||||||||
Thereafter | 1,344 | |||||||||||||||||||
Total | $ | 3,048 | ||||||||||||||||||
Leases_Tables
Leases (Tables) | 9 Months Ended | ||||
Sep. 30, 2013 | |||||
Leases [Abstract] | ' | ||||
Schedule of future minimum lease payments | ' | ||||
September 30, 2013, the future minimum lease payments required over the next five years are as follows (in thousands): | |||||
Years Ending December 31, | Amount | ||||
Remaining in 2013 | $ | 259 | |||
2014 | 1,052 | ||||
2015 | 1,084 | ||||
2016 | 1,116 | ||||
2017 | 1,123 | ||||
Thereafter | 4,200 | ||||
Total minimum lease payments | $ | 8,834 | |||
Fair_Value_of_Financial_Instru1
Fair Value of Financial Instruments (Tables) | 9 Months Ended | |||||||||||||||
Sep. 30, 2013 | ||||||||||||||||
Fair Value Disclosures [Abstract] | ' | |||||||||||||||
Assets measured at fair value on a recurring basis | ' | |||||||||||||||
The following table presents the financial instruments measured at fair value on a recurring basis on the financial statements of the Company and the valuation approach applied to each class of financial instruments at September 30, 2013 (in thousands): | ||||||||||||||||
September 30, 2013 | ||||||||||||||||
Quoted Prices | Significant | Significant | Total | |||||||||||||
in Active | Other | Unobservable | ||||||||||||||
Markets for | Observable | Inputs | ||||||||||||||
Identical | Inputs | (Level 3) | ||||||||||||||
Assets | (Level 2) | |||||||||||||||
(Level 1) | ||||||||||||||||
Money market funds (cash equivalents) | $ | 21,337 | $ | — | $ | — | $ | 21,337 | ||||||||
Corporate notes and bonds | — | 16,947 | — | 16,947 | ||||||||||||
U.S. government and agency securities | — | 27,736 | — | 27,736 | ||||||||||||
Commercial paper | — | 3,795 | — | 3,795 | ||||||||||||
Total assets measured at fair value | $ | 21,337 | $ | 48,478 | $ | — | $ | 69,815 | ||||||||
Investments_Tables
Investments (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Investments, Debt and Equity Securities [Abstract] | ' | ||||||||||||||||
Company's available-for-sale investments | ' | ||||||||||||||||
The following table summarizes the Company’s available-for-sale investments (in thousands) at September 30, 2013: | |||||||||||||||||
September 30, 2013 | Amortized Cost | Gross Unrealized Gains | Gross Unrealized Losses | Fair Value | |||||||||||||
Corporate notes and bonds | $ | 16,941 | $ | 6 | $ | — | $ | 16,947 | |||||||||
U.S. government and agency securities | 27,730 | 6 | — | 27,736 | |||||||||||||
Commercial paper | 3,795 | — | — | 3,795 | |||||||||||||
Total | $ | 48,466 | $ | 12 | $ | — | $ | 48,478 | |||||||||
Company's available-for-sale maturities investments | ' | ||||||||||||||||
The following table summarizes the maturities of the Company’s available-for-sale securities (in thousands) at September 30, 2013: | |||||||||||||||||
Amortized Cost | Fair Value | ||||||||||||||||
Less than 1 year | $ | 24,668 | $ | 24,673 | |||||||||||||
Due in 1 to 2 years | 23,798 | 23,805 | |||||||||||||||
Total | $ | 48,466 | $ | 48,478 | |||||||||||||
Organization_and_Basis_of_Pres3
Organization and Basis of Presentation (Details) | 9 Months Ended |
Sep. 30, 2013 | |
Machinery and laboratory equipment [Member] | Minimum [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Expected useful lives of these assets | '3 years |
Machinery and laboratory equipment [Member] | Maximum [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Expected useful lives of these assets | '5 years |
Instruments [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Expected useful lives of these assets | '4 years |
Office equipment [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Expected useful lives of these assets | '5 years |
Leasehold improvements [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Leasehold improvements | 'over the shorter of the remaining life of the lease or the useful economic life of the asset |
Organization_and_Basis_of_Pres4
Organization and Basis of Presentation (Details Textual) (USD $) | 9 Months Ended | |||
Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | Dec. 31, 2011 | |
Segment | ||||
Property, Plant and Equipment [Line Items] | ' | ' | ' | ' |
Accumulated deficit | ($213,577,000) | ' | ($190,566,000) | ' |
Cash and cash equivalents | 63,274,000 | 53,371,000 | 51,250,000 | 25,320,000 |
Sufficient capital to fund its operations | 'at least the next 12 months | ' | ' | ' |
Number of operating segment | 1 | ' | ' | ' |
Maximum maturity for cash and cash equivalents at the date of purchase | '3 months | ' | ' | ' |
Restricted cash | 758,000 | ' | 1,343,000 | ' |
Shipping and handling costs | 235,000 | 132,000 | ' | ' |
Minimum [Member] | ' | ' | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' | ' | ' |
Expected useful lives of these assets | '5 years | ' | ' | ' |
Maximum [Member] | ' | ' | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' | ' | ' |
Expected useful lives of these assets | '10 years | ' | ' | ' |
First PacTrust Bankcorp [Member] | ' | ' | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' | ' | ' |
Restricted cash | $758,000 | ' | ' | ' |
Systems [Member] | ' | ' | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' | ' | ' |
Products warranty period | '1 year | ' | ' | ' |
Reagents [Member] | ' | ' | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' | ' | ' |
Products warranty period | '60 days | ' | ' | ' |
StockBased_Compensation_Detail
Stock-Based Compensation (Details) (USD $) | 9 Months Ended |
Sep. 30, 2013 | |
Schedule of stock option activity | ' |
Number of Share options Outstanding, Beginning Balance | 1,538,713 |
Number of Share options, Granted | 489,250 |
Number of Share options, Exercised | -79,361 |
Number of Share options, Cancelled | -119,521 |
Number of Share options Outstanding, Ending Balance | 1,829,081 |
Number of Share options, Exercisable | 961,451 |
Weighted average exercise price Outstanding, Beginning Balance | $5.42 |
Weighted average exercise price, Granted | $11.20 |
Weighted average exercise price, Exercised | $4.72 |
Weighted average exercise price, Cancelled | $8.25 |
Weighted average exercise price Outstanding, Ending Balance | $6.81 |
Weighted average exercise price, Exercisable | $5.53 |
StockBased_Compensation_Detail1
Stock-Based Compensation (Details1) | 9 Months Ended | |
Sep. 30, 2013 | Sep. 30, 2012 | |
Fair value of stock options granted | ' | ' |
Expected volatility (%) | 74.00% | 75.00% |
Expected life (years) | '6 years 0 months 29 days | '5 years 10 months 28 days |
Risk free rate (%) | 1.14% | 0.98% |
Expected dividend yield (%) | 0.00% | 0.00% |
StockBased_Compensation_Detail2
Stock-Based Compensation (Details 2) (USD $) | 9 Months Ended |
Sep. 30, 2013 | |
Restricted Stock Awards [Member] | ' |
Summary of restricted stock award and restricted stock units activity | ' |
Non-vested, Number of shares, Beginning balance | 965,710 |
Number of shares, Granted | 9,775 |
Number of shares, Vested | -286,425 |
Number of shares, Cancelled or expired | -116,877 |
Non-vested, Number of shares, Ending balance | 572,183 |
Non-vested, Weighted average Grant Date Fair Value, Beginning balance | $4.68 |
Weighted Average Grant Date Fair Value, Granted | $10.99 |
Weighted average Grant Date Fair Value, Vested | $4.49 |
Weighted average Grant Date Fair Value, Cancelled or expired | $6.27 |
Non-vested, Weighted average Grant Date Fair Value, Ending balance | $4.57 |
Restricted Stock Units [Member] | ' |
Summary of restricted stock award and restricted stock units activity | ' |
Non-vested, Number of shares, Beginning balance | 0 |
Number of shares, Granted | 503,178 |
Number of shares, Vested | -3,240 |
Number of shares, Cancelled or expired | -33,800 |
Non-vested, Number of shares, Ending balance | 466,138 |
Non-vested, Weighted average Grant Date Fair Value, Beginning balance | $0 |
Weighted Average Grant Date Fair Value, Granted | $11.46 |
Weighted average Grant Date Fair Value, Vested | $14 |
Weighted average Grant Date Fair Value, Cancelled or expired | $10.89 |
Non-vested, Weighted average Grant Date Fair Value, Ending balance | $11.48 |
StockBased_Compensation_Detail3
Stock-Based Compensation (Details Textual) (USD $) | 9 Months Ended | 9 Months Ended | 1 Months Ended | |||||||||||||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Mar. 31, 2013 | Sep. 30, 2013 | |
Restricted Stock-unvested, issued and held in escrow [Member] | Restricted Stock-unvested, issued and held in escrow [Member] | Restricted Stock-unvested, issued and held in escrow [Member] | Restricted Stock-unvested, issued and held in escrow [Member] | Restricted Stock Units [Member] | Restricted Stock Units [Member] | Restricted Stock Units [Member] | 2010 Plan [Member] | 2010 Plan [Member] | 2010 Plan [Member] | 2010 Plan [Member] | Employee Stock Option [Member] | Employee Stock Option [Member] | Employee Stock Option [Member] | |||
Minimum [Member] | Maximum [Member] | Minimum [Member] | Maximum [Member] | Minimum [Member] | Maximum [Member] | Options [Member] | 2013 Employee Stock Purchase Plan [Member] | 2013 Employee Stock Purchase Plan [Member] | ||||||||
employee | ||||||||||||||||
Share-based compensation (Textual) [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Options vested | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '1 year | '4 years | '10 years | ' | ' | ' |
Future grant of awards under the Plan | ' | ' | ' | ' | ' | ' | ' | ' | ' | 258,471 | ' | ' | ' | ' | ' | ' |
Granted Stock option | 489,250 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Weighted average fair value of options granted | $7.28 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total fair value of restricted stock vested | ' | ' | $1,286,561 | $470,330 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock compensation expense | 2,697,000 | 1,509,000 | 1,337,655 | 754,204 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock compensation costs capitalized into assets | ' | ' | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Unrecognized compensation cost | ' | ' | 1,813,097 | ' | ' | ' | 3,020,018 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Weighted average-period, cost is expected to be recognized | ' | ' | '1 year 0 months 29 days | ' | ' | ' | '1 year 6 months 4 days | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of shares, Granted | ' | ' | 9,775 | ' | ' | ' | 503,178 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Weighted average fair value of options granted | ' | ' | $10.99 | ' | $10.31 | $11.19 | $11.46 | $9.96 | $14.73 | ' | ' | ' | ' | ' | ' | ' |
Vested restricted stock | ' | ' | 286,425 | ' | ' | ' | 3,240 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Employee Stock Purchase Plan [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock reserved for future issuance | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 650,000 | ' |
Purchase price as a percent of the fair market value of the common stock | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 85.00% | ' |
Maximum offering period | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'P27M | 'P6M | ' |
Maximum employee investment in ESPP as a percentage of gross compensation | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10.00% | ' |
Maximum shares of common stock that can be puchased by each employee | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,500 | ' |
Number of participants in ESPP (in employees) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 97 |
Share-based compensation (Additional Textual) [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Options that are vested or expected to be vested | 1,829,081 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Weighted average contractual term | '6 years 11 months 5 days | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Option intrinsic value | 6,358,153 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Remaining weighted average contractual term | '7 years 9 months 18 days | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Aggregate intrinsic value of options exercisable | $9,873,422 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Expected dividend yield | 0.00% | 0.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Weighted average exercise price of stock option | $11.20 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net_Loss_per_Share_Details
Net Loss per Share (Details) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Computations of diluted net loss per share | ' | ' | ' | ' |
Antidilutive securities excluded from calculation | 2,868 | 2,470 | 2,868 | 2,470 |
Options [Member] | ' | ' | ' | ' |
Computations of diluted net loss per share | ' | ' | ' | ' |
Antidilutive securities excluded from calculation | 1,830 | 1,502 | 1,830 | 1,502 |
Restricted Stock-unvested, issued and held in escrow [Member] | ' | ' | ' | ' |
Computations of diluted net loss per share | ' | ' | ' | ' |
Antidilutive securities excluded from calculation | 1,038 | 968 | 1,038 | 968 |
Inventories_Details
Inventories (Details) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Summary of inventory on hand | ' | ' |
Raw materials | $545 | $516 |
Work-in-process | 576 | 925 |
Finished goods | 844 | 552 |
Total | $1,965 | $1,993 |
Property_and_Equipment_net_Det
Property and Equipment, net (Details) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Property and equipment-at cost: | ' | ' |
Total property and equipment-at cost | $15,288 | $12,874 |
Less accumulated depreciation | -7,340 | -5,800 |
Property and equipment, net | 7,948 | 7,074 |
Plant and machinery [Member] | ' | ' |
Property and equipment-at cost: | ' | ' |
Total property and equipment-at cost | 3,721 | 3,059 |
Instruments [Member] | ' | ' |
Property and equipment-at cost: | ' | ' |
Total property and equipment-at cost | 6,884 | 5,795 |
Office equipment [Member] | ' | ' |
Property and equipment-at cost: | ' | ' |
Total property and equipment-at cost | 1,232 | 1,047 |
Leasehold improvements [Member] | ' | ' |
Property and equipment-at cost: | ' | ' |
Total property and equipment-at cost | $3,451 | $2,973 |
Property_and_Equipment_net_Det1
Property and Equipment, net (Details Textual) (USD $) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | |
Property, Plant and Equipment, Net [Abstract] | ' | ' | ' | ' |
Depreciation expense | $791,000 | $291,000 | $1,684,000 | $774,000 |
Intangible_Assets_net_Details
Intangible Assets, net (Details) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Summary of intangible assets | ' | ' |
Net carrying amount | $3,048 | ' |
Licensed intellectual property [Member] | ' | ' |
Summary of intangible assets | ' | ' |
Gross carrying amount | 4,588 | 3,144 |
Accumulated amortization | -1,540 | -1,312 |
Net carrying amount | $3,048 | $1,832 |
Intangible_Assets_net_Details_
Intangible Assets, net (Details 1) (USD $) | Sep. 30, 2013 |
In Thousands, unless otherwise specified | |
Summary of estimated future amortization expense | ' |
Remaining in 2013 | $108 |
2014 | 402 |
2015 | 402 |
2016 | 398 |
2017 | 394 |
Thereafter | 1,344 |
Net carrying amount | $3,048 |
Intangible_Assets_net_Details_1
Intangible Assets, net (Details Textual) (USD $) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | |
Indefinite-lived Intangible Assets [Line Items] | ' | ' | ' | ' |
Amortization expense for intangible assets | $84,000 | $66,000 | $228,000 | $144,000 |
Licensed intellectual property [Member] | ' | ' | ' | ' |
Indefinite-lived Intangible Assets [Line Items] | ' | ' | ' | ' |
Weighted average amortization period | ' | ' | '7 years 0 months 11 days | ' |
Loan_Payable_Details_Textual
Loan Payable (Details Textual) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Sep. 30, 2012 | Sep. 30, 2013 | Mar. 31, 2010 | Sep. 30, 2013 | Jul. 31, 2013 |
Letter of Credit [Member] | Term Loan [Member] | Square 1 [Member] | Square 1 [Member] | First PacTrust Bankcorp [Member] | First PacTrust Bankcorp [Member] | |||
Loan Payable (Textual) [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' |
Revolving line of credit in amount | ' | ' | ' | ' | ' | $2,000,000 | ' | ' |
Equipment term loan in amount | ' | ' | ' | ' | ' | 2,000,000 | ' | ' |
Increased amount of line of credit availability | ' | ' | 758,000 | ' | 3,000,000 | ' | ' | ' |
Restricted cash | 758,000 | 1,343,000 | ' | ' | ' | ' | 758,000 | ' |
Line of credit facility amount previously outstanding | ' | ' | 500,000 | ' | ' | ' | ' | ' |
Term loan | ' | ' | ' | $836,000 | ' | ' | ' | ' |
Effective interest rate | ' | ' | ' | ' | 6.75% | ' | ' | 3.75% |
Leases_Details
Leases (Details) (USD $) | Sep. 30, 2013 |
In Thousands, unless otherwise specified | |
Schedule of future minimum lease payments | ' |
Remaining in 2013 | $259 |
2014 | 1,052 |
2015 | 1,084 |
2016 | 1,116 |
2017 | 1,123 |
Thereafter | 4,200 |
Total future minimum payments | $8,834 |
Leases_Details_Textual
Leases (Details Textual) (USD $) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | |
Leases [Abstract] | ' | ' | ' | ' | ' |
Rent and operating expenses | $292,000 | $307,000 | $757,000 | $918,000 | ' |
Operating lease, deferred expense | $1,752,000 | ' | $1,752,000 | ' | $1,820,000 |
Fair_Value_of_Financial_Instru2
Fair Value of Financial Instruments (Details) (Fair Value, Measurements, Recurring [Member], USD $) | Sep. 30, 2013 |
In Thousands, unless otherwise specified | |
Assets: | ' |
Assets, fair value | $69,815 |
Quotes Prices in Active Markets for Identical Assets (Level 1) [Member] | ' |
Assets: | ' |
Assets, fair value | 21,337 |
Significant Other Observable Inputs (Level 2) [Member] | ' |
Assets: | ' |
Assets, fair value | 48,478 |
Significant Unobservable Inputs (Level 3) [Member] | ' |
Assets: | ' |
Assets, fair value | 0 |
Money market funds (cash equivalents) [Member] | ' |
Assets: | ' |
Assets, fair value | 21,337 |
Money market funds (cash equivalents) [Member] | Quotes Prices in Active Markets for Identical Assets (Level 1) [Member] | ' |
Assets: | ' |
Assets, fair value | 21,337 |
Money market funds (cash equivalents) [Member] | Significant Other Observable Inputs (Level 2) [Member] | ' |
Assets: | ' |
Assets, fair value | 0 |
Money market funds (cash equivalents) [Member] | Significant Unobservable Inputs (Level 3) [Member] | ' |
Assets: | ' |
Assets, fair value | 0 |
Corporate notes and bonds [Member] | ' |
Assets: | ' |
Assets, fair value | 16,947 |
Corporate notes and bonds [Member] | Quotes Prices in Active Markets for Identical Assets (Level 1) [Member] | ' |
Assets: | ' |
Assets, fair value | 0 |
Corporate notes and bonds [Member] | Significant Other Observable Inputs (Level 2) [Member] | ' |
Assets: | ' |
Assets, fair value | 16,947 |
Corporate notes and bonds [Member] | Significant Unobservable Inputs (Level 3) [Member] | ' |
Assets: | ' |
Assets, fair value | 0 |
U.S. government and agency securities [Member] | ' |
Assets: | ' |
Assets, fair value | 27,736 |
U.S. government and agency securities [Member] | Quotes Prices in Active Markets for Identical Assets (Level 1) [Member] | ' |
Assets: | ' |
Assets, fair value | 0 |
U.S. government and agency securities [Member] | Significant Other Observable Inputs (Level 2) [Member] | ' |
Assets: | ' |
Assets, fair value | 27,736 |
U.S. government and agency securities [Member] | Significant Unobservable Inputs (Level 3) [Member] | ' |
Assets: | ' |
Assets, fair value | 0 |
Commercial paper [Member] | ' |
Assets: | ' |
Assets, fair value | 3,795 |
Commercial paper [Member] | Quotes Prices in Active Markets for Identical Assets (Level 1) [Member] | ' |
Assets: | ' |
Assets, fair value | 0 |
Commercial paper [Member] | Significant Other Observable Inputs (Level 2) [Member] | ' |
Assets: | ' |
Assets, fair value | 3,795 |
Commercial paper [Member] | Significant Unobservable Inputs (Level 3) [Member] | ' |
Assets: | ' |
Assets, fair value | $0 |
Investments_Details
Investments (Details) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Company's available-for-sales investments | ' | ' |
Amortized Cost | $48,466 | ' |
Gross Unrealized Gains | 12 | ' |
Gross Unrealized Losses | 0 | ' |
Fair Value | 48,478 | 0 |
Corporate notes and bonds [Member] | ' | ' |
Company's available-for-sales investments | ' | ' |
Amortized Cost | 16,941 | ' |
Gross Unrealized Gains | 6 | ' |
Gross Unrealized Losses | 0 | ' |
Fair Value | 16,947 | ' |
U.S. government and agency securities [Member] | ' | ' |
Company's available-for-sales investments | ' | ' |
Amortized Cost | 27,730 | ' |
Gross Unrealized Gains | 6 | ' |
Gross Unrealized Losses | 0 | ' |
Fair Value | 27,736 | ' |
Commercial paper [Member] | ' | ' |
Company's available-for-sales investments | ' | ' |
Amortized Cost | 3,795 | ' |
Gross Unrealized Gains | 0 | ' |
Gross Unrealized Losses | 0 | ' |
Fair Value | $3,795 | ' |
Investments_Details_1
Investments (Details 1) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Company's available-for-sales investments | ' | ' |
Less than 1 year, Amortized cost | $24,668 | ' |
Due in 1 to 2 years, Amortized cost | 23,798 | ' |
Amortized Cost | 48,466 | ' |
Less than 1 year, Fair value | 24,673 | ' |
Due in 1 to 2 years, Fair value | 23,805 | ' |
Fair Value | $48,478 | $0 |
Income_Taxes_Details
Income Taxes (Details) (USD $) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | |
Income Tax Disclosure [Abstract] | ' | ' | ' | ' | ' |
Provision for income taxes | $23,000 | $1,000 | $30,000 | $43,000 | ' |
Total amount of unrecognized tax benefits | 382,000 | ' | 382,000 | ' | 382,000 |
Total balance of accrued interest and penalties related to uncertain tax positions | $217,000 | ' | $217,000 | ' | ' |
Unrecognized tax benefits to change | ' | ' | '12 months | ' | ' |
Common_Stock_Offering_Details
Common Stock Offering (Details) (USD $) | 9 Months Ended | 0 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Aug. 19, 2013 | Aug. 19, 2013 |
Common Stock [Member] | Common Stock [Member] | |||
Underwriter [Member] | ||||
Class of Stock [Line Items] | ' | ' | ' | ' |
Public offering, shares | ' | ' | 8,765,000 | 1,143,000 |
Share price | ' | ' | $9.84 | ' |
Proceeds from issuance of common stock | $86,247 | $48,300 | $80,737 | ' |
Underwriting discounts and commissions | ' | ' | 5,175 | ' |
Other offering expenses | ' | ' | $335 | ' |
Subsequent_Events_Details
Subsequent Events (Details) (Subsequent Event [Member], Collectibility of Receivables [Member], USD $) | 0 Months Ended | |||
Oct. 02, 2013 | Oct. 21, 2013 | Oct. 21, 2013 | Oct. 21, 2013 | |
Inventory [Domain] | Property, Plant and Equipment [Member] | Selling and Marketing Expense [Member] | ||
Subsequent Event [Line Items] | ' | ' | ' | ' |
Amount of uncollected receivables | $2,702,000 | ' | ' | ' |
Reserves and impairment contingency | ' | $1,182,000 | $302,000 | $2,702,000 |