Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2014 | Feb. 20, 2015 | Jun. 30, 2014 |
Document and Entity Information [Abstract] | |||
Entity Registrant Name | GenMark Diagnostics, Inc. | ||
Entity Central Index Key | 1487371 | ||
Document Type | 10-K | ||
Document Period End Date | 31-Dec-14 | ||
Amendment Flag | FALSE | ||
Document Fiscal Year Focus | 2014 | ||
Document Fiscal Period Focus | FY | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Current Fiscal Year End Date | -19 | ||
Entity Filer Category | Accelerated Filer | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Common Stock, Shares Outstanding | 41,881,986 | ||
Entity Public Float | $518,324 |
CONSOLIDATED_BALANCE_SHEETS
CONSOLIDATED BALANCE SHEETS (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Current assets | ||
Cash and cash equivalents | $36,855 | $35,723 |
Marketable securities | 33,651 | 69,866 |
Accounts receivable, net of allowances of $2,702 and $2,736, respectively | 4,889 | 2,859 |
Inventories | 2,137 | 2,102 |
Prepaid expenses and other current assets | 575 | 552 |
Total current assets | 78,107 | 111,102 |
Property and equipment, net | 11,052 | 8,591 |
Intangible assets, net | 1,870 | 1,197 |
Restricted cash | 758 | 758 |
Other long-term assets | 183 | 106 |
Total assets | 91,970 | 121,754 |
Current liabilities | ||
Accounts payable | 3,468 | 3,863 |
Accrued compensation | 5,172 | 3,375 |
Loan payable | 0 | 37 |
Other current liabilities | 3,653 | 2,962 |
Total current liabilities | 12,293 | 10,237 |
Long-term liabilities | ||
Deferred rent | 1,445 | 1,601 |
Other non-current liabilities | 208 | 748 |
Total liabilities | 13,946 | 12,586 |
Commitments and contingencies—See note 7 | ||
Stockholders’ equity | ||
Preferred stock, $0.0001 par value; 5,000 authorized, none issued | 0 | 0 |
Common stock, $0.0001 par value; 100,000 authorized; 41,859 and 41,520 shares issued and outstanding as of December 31, 2014 and December 31, 2013, respectively | 4 | 4 |
Additional paid-in capital | 340,502 | 333,363 |
Accumulated deficit | -262,472 | -224,209 |
Accumulated other comprehensive income (loss) | -10 | 10 |
Total stockholders’ equity | 78,024 | 109,168 |
Total liabilities and stockholders’ equity | $91,970 | $121,754 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, except Share data, unless otherwise specified | ||
Statement of Financial Position [Abstract] | ||
Accounts receivable - net of allowance | $2,702 | $2,736 |
Common stock, par value | $0.00 | $0.00 |
Common stock, authorized | 100,000,000 | 100,000,000 |
Common stock, issued | 41,860,000 | 41,520,000 |
Common stock, outstanding | 41,860,000 | 41,520,000 |
Preferred stock, par value | $0.00 | $0.00 |
Preferred stock, authorized | 5,000,000 | 5,000,000 |
CONSOLIDATED_STATEMENT_OF_COMP
CONSOLIDATED STATEMENT OF COMPREHENSIVE LOSS (USD $) | 12 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Revenue | |||
Product revenue | $30,328 | $27,204 | $20,211 |
License and other revenue | 266 | 200 | 258 |
Total revenue | 30,594 | 27,404 | 20,469 |
Cost of revenue | 13,127 | 15,570 | 11,640 |
Gross profit | 17,467 | 11,834 | 8,829 |
Operating expenses | |||
Sales and marketing | 12,629 | 12,818 | 6,378 |
General and administrative | 12,069 | 11,836 | 10,806 |
Research and development | 31,823 | 22,060 | 13,536 |
Total operating expenses | 56,521 | 46,714 | 30,720 |
Loss from operations | -39,054 | -34,880 | -21,891 |
Other income (expense) | |||
Interest income | 244 | 403 | 42 |
Interest expense | -20 | -19 | -90 |
Other income (expense) | -6 | 897 | -16 |
Total other income (expense) | 218 | 1,281 | -64 |
Loss before provision for income taxes | -38,836 | -33,599 | -21,955 |
Income tax expense (benefit) | -573 | 44 | 148 |
Net loss | -38,263 | -33,643 | -22,103 |
Net loss per share, basic and diluted | ($0.93) | ($0.95) | ($0.84) |
Weighted average number of shares outstanding | 41,346 | 35,253 | 26,215 |
Other comprehensive loss | |||
Net loss | -38,263 | -33,643 | -22,103 |
Net unrealized losses on marketable securities, net of tax | -20 | -4 | 0 |
Comprehensive loss | ($38,283) | ($33,647) | ($22,103) |
CONSOLIDATED_STATEMENT_OF_STOC
CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY (USD $) | Total | Common Stock | Additional paid-in capital | Accumulated other comprehensive loss | Accumulated deficit |
In Thousands, except Share data | |||||
Beginning balance at Sep. 30, 2012 | |||||
Issuance of stock in lieu of accrued bonuses | $255 | $255 | |||
Issuance of stock in lieu of accrued bonuses, Shares | 93,000 | ||||
Stock-based compensation expense | 2,352 | 2,352 | |||
Issuance of common stock, net of offering expenses | 45,089 | 1 | 45,088 | ||
Issuance of common stock, net of offering expenses, Shares | 11,500,000 | ||||
Shares issued under stock-based compensation plans, net of cancellations | 223 | 223 | |||
Shares issued under stock-based compensation plans, net of cancellations, Shares | 682,000 | ||||
Net loss | -22,103 | -22,103 | |||
Ending Balance at Dec. 31, 2012 | 56,450 | 3 | 247,449 | -436 | -190,566 |
Ending Balance, Shares at Dec. 31, 2012 | 32,753,000 | ||||
Issuance of stock in lieu of accrued bonuses | 653 | 653 | |||
Issuance of stock in lieu of accrued bonuses, Shares | 0 | ||||
Stock-based compensation expense | 3,893 | 3,893 | |||
Employee purchases | 300 | 300 | |||
Shares issued | 33,000 | ||||
Restricted stock awards issued, net of cancellations, Shares | -122,000 | ||||
Issuance of common stock, net of offering expenses | 80,673 | 1 | 80,672 | ||
Issuance of common stock, net of offering expenses, Shares | 8,765,000 | ||||
Shares issued under stock-based compensation plans, net of cancellations | 396 | 396 | |||
Shares issued under stock-based compensation plans, net of cancellations, Shares | 91,000 | ||||
Elimination of cumulative foreign currency translation adjustments upon liquidation of foreign subsidiary | -450 | -450 | |||
Net loss | -33,643 | -33,643 | |||
Net unrealized losses on marketable securities, net of tax | -4 | ||||
Ending Balance at Dec. 31, 2013 | 109,168 | 4 | 333,363 | 10 | -224,209 |
Ending Balance, Shares at Dec. 31, 2013 | 41,520,000 | ||||
Stock-based compensation expense | 5,796 | 5,796 | |||
Employee purchases | 812 | 812 | |||
Shares issued | 89,000 | ||||
Restricted stock awards issued, net of cancellations | 0 | 0 | |||
Restricted stock awards issued, net of cancellations, Shares | 149,000 | ||||
Shares issued under stock-based compensation plans, net of cancellations | 531 | 531 | |||
Shares issued under stock-based compensation plans, net of cancellations, Shares | 101,000 | ||||
Net loss | -38,263 | -38,263 | |||
Net unrealized losses on marketable securities, net of tax | -20 | -20 | |||
Ending Balance at Dec. 31, 2014 | $78,024 | $4 | $340,502 | ($10) | ($262,472) |
Ending Balance, Shares at Dec. 31, 2014 | 41,859,000 |
CONSOLIDATED_STATEMENT_OF_CASH
CONSOLIDATED STATEMENT OF CASH FLOWS (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Cash flows from operating activities | |||
Net loss | ($38,263) | ($33,643) | ($22,103) |
Adjustments to reconcile net loss to net cash used in operating activities: | |||
Depreciation and amortization | 2,656 | 2,530 | 1,198 |
Amortization of premiums on marketable securities | 702 | 314 | 0 |
Stock-based compensation | 5,796 | 3,893 | 2,352 |
Provision for bad debt | 0 | 2,721 | -24 |
Non-cash inventory adjustments | 450 | 1,779 | -482 |
Gain on sale of investment in preferred stock | 0 | -1,392 | 0 |
Elimination of cumulative foreign currency translation adjustments upon liquidation of foreign subsidiary | 0 | 450 | 0 |
Impairment of intangible asset | 0 | 1,624 | 0 |
Other non-cash adjustments | 185 | 0 | 0 |
Changes in operating assets and liabilities: | |||
Accounts receivable | -2,030 | -2,390 | -2,068 |
Inventories | -229 | -1,313 | 880 |
Prepaid expenses and other assets | -184 | -119 | 68 |
Accounts payable | 85 | 1,343 | 728 |
Accrued compensation | 1,797 | 951 | 1,811 |
Other liabilities | -537 | -544 | 1,397 |
Net cash used in operating activities | -29,572 | -23,796 | -16,243 |
Investing activities | |||
Change in restricted cash | 0 | 585 | -1,343 |
Payments for intellectual property licenses | -350 | -882 | -1,327 |
Purchases of property and equipment | -5,726 | -4,270 | -3,476 |
Purchases of available-for-sale securities | -28,054 | -76,190 | -1,000 |
Proceeds from sales of marketable securities | 7,497 | 6,643 | 0 |
Maturities of marketable securities | 56,050 | 1,550 | 5,000 |
Net cash provided by (used in) investing activities | 29,417 | -72,564 | -2,146 |
Financing activities | |||
Proceeds from issuance of common stock | 812 | 86,547 | 48,300 |
Costs incurred in conjunction with public offering | 0 | -5,510 | -3,211 |
Principal repayment of borrowings | -56 | -766 | -1,984 |
Proceeds from borrowings | 0 | 166 | 991 |
Proceeds from stock option exercises | 531 | 396 | 223 |
Net cash provided by financing activities | 1,287 | 80,833 | 44,319 |
Net increase (decrease) in cash and cash equivalents | 1,132 | -15,527 | 25,930 |
Cash and cash equivalents at beginning of year | 35,723 | 51,250 | |
Cash and cash equivalents at end of year | 36,855 | 35,723 | 51,250 |
Non-cash investing and financing activities: | |||
Property and equipment purchased with capital lease | 0 | 0 | 109 |
Transfer of systems from property and equipment into inventory | 256 | 575 | 223 |
Property and equipment costs incurred but not paid included in accounts payable | 124 | 603 | 592 |
Leasehold improvements related to lease incentives | 0 | 0 | 1,359 |
Intellectual property acquisition included in accrued expenses | 550 | 450 | 0 |
Offering costs incurred but not paid included in other liabilities | 0 | 65 | 0 |
Supplemental cash flow information: | |||
Cash paid for interest | 20 | 19 | 90 |
Cash received for interest | 244 | 403 | 42 |
Cash paid for income taxes, net | $24 | $21 | $91 |
Organization_and_Basis_of_Pres
Organization and Basis of Presentation | 12 Months Ended |
Dec. 31, 2014 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and basis of presentation | Organization and basis of presentation |
Organization | |
GenMark Diagnostics, Inc., the Company or GenMark, was formed by Osmetech plc, or Osmetech, as a Delaware corporation 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. In September 2012, GenMark placed Osmetech into liquidation to simplify its corporate structure. The liquidation of Osmetech was completed in the fourth quarter of 2013. | |
As the reorganization was deemed to be a transaction under common control, GenMark accounted for the reorganization in a manner similar to a pooling-of-interests. 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 were exchanged for options and warrants exercisable for the common stock of the Company. | |
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, CMS and Osmetech, Inc. The liquidation of Osmetech plc was competed in the fourth quarter of 2013. | |
Segment Reporting | |
The Company currently operates in one reportable business segment, which encompasses the development, manufacturing, sales and support of instruments and molecular tests based on its proprietary eSensor® detection technology. Substantially all of the Company’s operations and assets are in the United States of America. | |
Use of Estimates | |
The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the amounts reported in the financial statements and the notes thereto. The Company’s significant estimates included in the preparation of the financial statements are related to accounts receivable, inventories, property and equipment, intangible assets, employee related compensation accruals, warranty liabilities, tax valuation accounts and share-based compensation. Actual results could differ from those estimates. | |
Basis of Presentation | |
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 $262,472,000 at December 31, 2014. Management expects operating losses to continue through the foreseeable future. The Company's ability to transition to attaining profitable operations is dependent upon achieving a level of revenues adequate to support its cost structure through expanding its product offerings and consequently increasing its product revenues. Cash, cash equivalents, restricted cash, and investments at December 31, 2014 totaled $70,506,000. The Company has prepared cash flow forecasts which indicate, based on the Company’s current cash resources available, that the Company will have sufficient resources to fund its business for at least the next 12 months. | |
The accompanying consolidated financial statements have been prepared in accordance with United States generally accepted accounting principles, or U.S. GAAP, and applicable regulations of the Securities and Exchange Commission, or the SEC. | |
Principles of Consolidation | |
The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. | |
Reclassifications | |
Certain costs previously reported as cost of revenue, in 2013 totaling $324,000, have been reclassified as general and administrative expenses to better align those costs with the functional areas that benefit from those expenditures. In addition, the Company also reclassified certain amounts included in other income and expense in 2013 of $314,000 into interest income to better align the true nature of the expenses. Reclassifications of prior year financial information have been made to conform to the current year presentation. None of the changes impacts the Company’s previously reported consolidated net revenue, earnings from operations, net earnings or net earnings per share. |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Accounting Policies [Abstract] | ||||||||||||
Summary of significant accounting policies | Summary of Significant Accounting Policies and Significant Accounts | |||||||||||
Cash and Cash Equivalents and Marketable Securities | ||||||||||||
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. Marketable securities consist of certificates of deposits that mature in greater than three months. Marketable securities are accounted for as "available-for-sale" with the carrying amounts reported in the balance sheets stated at cost, which approximates their fair market value, with unrealized gains and losses, if any, reported as a separate component of stockholders' equity and included in comprehensive loss. | ||||||||||||
Restricted Cash | ||||||||||||
Restricted cash represents amounts designated for uses other than current operations and includes $758,000 at December 31, 2014 held as security for the Company’s letter of credit with Banc of California. | ||||||||||||
Fair Value of Financial Instruments | ||||||||||||
The Company uses a fair value hierarchy with three levels of inputs, of which the first two are considered observable and the last unobservable, to measure fair value: | ||||||||||||
• | Level 1 — Quoted prices in active markets for identical assets or liabilities. | |||||||||||
• | Level 2 — Inputs, other than Level 1, that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. | |||||||||||
• | Level 3 — Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. | |||||||||||
The carrying amounts of financial instruments such as accounts receivable, prepaid expenses and other current assets, accounts payable, and accrued liabilities approximate the related fair values due to the short-term maturities of these instruments. | ||||||||||||
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 on an assessment of the collectability of specific customer accounts, the aging of accounts receivable, and a reserve for unknown items based upon the Company’s historical experience. | ||||||||||||
The allowance for doubtful accounts as of December 31, 2014, is as follows (in thousands): | ||||||||||||
Allowance for doubtful accounts | ||||||||||||
Balance December 31, 2012 | $ | 30 | ||||||||||
Provision for doubtful accounts | 2,721 | |||||||||||
Write-off and recoveries, net | (15 | ) | ||||||||||
Balance December 31, 2013 | $ | 2,736 | ||||||||||
Provision for doubtful accounts | — | |||||||||||
Write-off and recoveries, net | (34 | ) | ||||||||||
Balance December 31, 2014 | $ | 2,702 | ||||||||||
The Company has included $2,702,000 in the allowance for doubtful accounts as of December 31, 2014 for past due amounts from former customer, Natural Molecular Testing Corporation, or NMTC. | ||||||||||||
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 value, as needed. This write down is based on management’s review 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 estimated useful lives of the assets, which are: | ||||||||||||
Machinery and laboratory equipment | 3 – 5 years | |||||||||||
XT-8 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 | |||||||||||
Property and equipment includes diagnostic instruments used for sales demonstrations or placed with customers under several types of arrangements, including performance evaluation programs, or PEPs, and rentals. PEPs are placed with customers for evaluation periods of up to six months. The customer is generally required to purchase a minimum quantity of reagents and, at the end of the evaluation period, must purchase or return the instrument or sign a reagent rental agreement. Maintenance and repair costs are expensed as incurred. During the year ended December 31, 2013 the Company recorded an impairment charge included in depreciation expense of $302,000 related to production equipment which had been built for NMTC. | ||||||||||||
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 10 years. Amortization of licenses typically begins upon the Company obtaining access to the licensed technology and is recorded in cost of revenues for licenses supporting commercialized products. The amortization of licenses to technology supporting products in development is recorded in research and development expenses. | ||||||||||||
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. During 2013, the Company recorded an impairment charge of $1,624,000 to general and administrative expenses related to previously capitalized payments made under a license agreement, which the Company terminated in December 2013. The Company also recorded an impairment charge of $302,000 related to production equipment built for NMTC during 2013. The Company did not recognize any impairment charges during the years ended December 31, 2014 and 2012. | ||||||||||||
Revenue Recognition | ||||||||||||
The Company recognizes revenue from product sales and contract arrangements, net of discounts and sales related taxes. The Company recognizes revenue from product sales when there is persuasive evidence that an arrangement exists, delivery has occurred, the price is fixed or determinable and collectability is reasonably assured. | ||||||||||||
The Company offers customers the choice to either purchase a system outright or to receive a system free of charge in exchange for an annual minimum purchase commitment for diagnostic test cartridges. When a system is sold, the Company generally recognizes revenue upon shipment of the unit, however, if the end user already has the instrument being purchased installed at its location, revenue is recognized when the revenue recognition terms other than delivery have been satisfied. When a system is placed free of charge under a “reagent rental” agreement, the Company retains title to the equipment and it remains capitalized on the balance sheet under property and equipment. Under reagent rental agreements, the Company’s customers pay an additional system rental fee for each test cartridge purchased which varies based on the monthly volume of test cartridges purchased. The system rental fee and diagnostic test cartridges are recognized as contingent rental payments and are included in product revenue in the Company’s consolidated financial statements. | ||||||||||||
The Company has not had significant product returns and is not contractually obligated to accept returns unless such returns are related to warranty provisions. The Company does not accept reagent product returns, mainly due to FDA regulations, and does not offer volume rebates or provide price protection. | ||||||||||||
The Company enters into performance evaluation program, or PEP, agreements pursuant to which a system is installed on the premises of a pre-qualified customer for the purpose of allowing the customer to evaluate the system’s functionality over an extended trial period. The customer generally agrees to purchase a starter kit at the time of installation and agrees to purchase a minimum volume of reagents over the life of the trial period. | ||||||||||||
Revenues related to royalties received from licenses are recognized evenly over the contractual period to which the license relates. | ||||||||||||
In those cases where the Company bills shipping and handling costs to customers, the amounts billed are included in product revenue. | ||||||||||||
Product Warranties | ||||||||||||
The Company generally offers a one-year warranty for its systems sold to customers and up to a sixty day warranty for reagents and provides for the estimated cost of the product warranty at the time the system sale is recognized. 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. | ||||||||||||
Product warranty reserve activity for the years ended December 31, 2014, 2013 and 2012 is as follows (in thousands): | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Beginning balance | $ | 226 | $ | 217 | $ | 92 | ||||||
Warranty expenses incurred | (608 | ) | (649 | ) | (305 | ) | ||||||
Provisions | 577 | 658 | 430 | |||||||||
Ending balance | $ | 195 | $ | 226 | $ | 217 | ||||||
Research and Development Costs | ||||||||||||
The Company expenses all research and development costs in the periods in which they are incurred unless there is alternative future use that supports the capitalization of an asset. | ||||||||||||
Income Taxes | ||||||||||||
Current income tax expense is the amount of income taxes expected to be payable for the current year. A deferred income tax liability or asset is established for the expected future tax consequences resulting from the differences in financial reporting and tax bases of assets and liabilities. A valuation allowance is provided if it is more likely than not that some or all of the deferred tax assets will not be realized. A full valuation allowance has been recorded against the Company’s net deferred tax assets due to the uncertainty surrounding the Company’s ability to utilize these assets in the future. The Company provides for uncertain tax positions when such tax positions do not meet the recognition thresholds or measurement standards prescribed by the authoritative guidance on income taxes. Amounts for uncertain tax positions are adjusted in periods when new information becomes available or when positions are effectively settled. The Company recognizes accrued interest related to uncertain tax positions as a component of income tax expense. | ||||||||||||
A tax position that is more likely than not to be realized is measured at the largest amount of tax benefit that is greater than 50% likely of being realized upon settlement with the taxing authority that has full knowledge of all relevant information. Measurement of a tax position that meets the more likely than not threshold considers the amounts and probabilities of the outcomes that could be realized upon settlement using the facts, circumstances and information available at the reporting date. | ||||||||||||
Stock-Based Compensation | ||||||||||||
The Company recognizes stock-based compensation expense related to stock options, shares purchased under the Company's 2013 Employee Stock Purchase Plan, or ESPP, 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 revenues, sales and marketing, research and development, and general and administrative 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 Term. Expected term represents the period that the stock-based awards are expected to be outstanding and is determined by using the simplified method. | |||||||||||
• | Expected Volatility. Expected volatility represents the volatility in the Company’s stock price expected over the expected term of the 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 fair market value of the stock on the grant date as further adjusted to reflect expected forfeitures. | ||||||||||||
Foreign Currency Translation | ||||||||||||
In 2010, the Company changed its functional currency from the British Pound to the U.S. Dollar and assets and liabilities of the Company’s entities outside of the U.S. were translated into U.S. dollars based on foreign currency exchange rates in effect at the end of each period, and revenues and expenses were translated at weighted average exchange rates during the periods. Gains or losses resulting from these foreign currency translations of the Company’s assets and liabilities were recorded in accumulated other comprehensive loss in the consolidated balance sheets. Upon the liquidation of Osmetech in the fourth quarter of 2013, $450,000 of accumulated other comprehensive loss was realized in other expense during 2013. | ||||||||||||
Transactions in foreign currencies were recognized using the rate of exchange prevailing at the date of the transaction. Foreign exchange gain (loss), which is included in the accompanying consolidated statements of operations, totaled $19,000 $19,000 and $6,000 for the years ended December 31, 2014, 2013 and 2012, respectively, and relate primarily to transactions denominated in U.S. dollars which were paid in Euros. | ||||||||||||
Net Loss per Common Share | ||||||||||||
Basic net loss per share is calculated by dividing loss available to stockholders of our common stock (the numerator) by the weighted average number of shares of the Company's 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. | ||||||||||||
The computations of diluted net loss per share for the years ended December 31, 2014, 2013 and 2012 did not include the effects of the following stock options to acquire stock which were outstanding as of the end of each year because the inclusion of these securities would have been anti-dilutive (in thousands). | ||||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Options outstanding to purchase common stock | 2,479 | 1,821 | 1,539 | |||||||||
Unvested restricted stock | 916 | 976 | 966 | |||||||||
Unvested performance stock | 32 | — | — | |||||||||
Total | 3,427 | 2,797 | 2,505 | |||||||||
Concentration of Risk | ||||||||||||
Sales to individual customers representing greater than 10% of the total revenues for the years ended December 31, 2014, 2013 and 2012 were as follows: | ||||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Natural Molecular Testing Corporation | — | % | 30 | % | 58 | % | ||||||
Companion Dx Reference Labs, LLC | — | — | % | 10 | % | |||||||
Comprehensive Loss | ||||||||||||
The Company has the option to present the total of comprehensive income, the components of net income, and the components of other comprehensive income either in a single continuous statement of comprehensive income or in two separate but consecutive statements. The Company’s comprehensive loss is comprised of net losses, unrealized gains and losses on available for sale securities and foreign currency translation. | ||||||||||||
Recent Accounting Pronouncements | ||||||||||||
From time to time, new accounting pronouncements are issued by the Financial Accounting Standard Board, or 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 position or results of operations upon adoption. | ||||||||||||
In May 2014, the FASB issued Accounting Standards Update (ASU) 2014-09, Revenue from Contracts with Customers. The new standard is based on the principle that revenue should be recognized to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. ASU 2014-09 will be effective for the Company beginning in the first quarter of fiscal 2017 and allows for a full retrospective or a modified retrospective adoption approach. The Company is currently evaluating the impact of ASU 2014-09 on its consolidated financial statements. |
Intangible_Assets_net
Intangible Assets, net | 12 Months Ended | |||||||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ||||||||||||||||||||||||
Intangible Assets, net | Intangible Assets, net | |||||||||||||||||||||||
Intangible assets as of December 31, 2014 and 2013 consisted of the following (in thousands): | ||||||||||||||||||||||||
December 31, 2014 | December 31, 2013 | |||||||||||||||||||||||
Gross | Accumulated | Net | Gross | Accumulated | Net | |||||||||||||||||||
carrying | amortization | carrying | carrying | amortization | carrying | |||||||||||||||||||
amount | amount | amount | amount | |||||||||||||||||||||
Licensed intellectual property | $ | 2,750 | $ | (880 | ) | $ | 1,870 | $ | 2,409 | $ | (1,212 | ) | $ | 1,197 | ||||||||||
In March 2012, the Company entered into a license agreement with Caliper Life Sciences Inc., or Caliper, pursuant to which the Company obtained a non-exclusive license under Caliper’s microfluidics patent portfolio. In consideration for the license, the Company agreed to pay Caliper $400,000 in up-front payments recorded as an intangible asset on the Company’s balance sheet plus certain sales-based milestone payments, as well as a royalty on the sale of certain products. As part of the agreement, the Company obtained an unconditional release from any and all claims based upon any alleged infringement of the licensed patents prior to the effective date of the agreement. The Company met sales-based milestones in March 2013 and March 2014 triggering a payment of $450,000 and $550,000, respectively, which were made after the fiscal year during which the respective milestone was achieved. | ||||||||||||||||||||||||
In July 2012, the Company entered into a development collaboration and license agreement with Advanced Liquid Logic, Inc., or ALL, which was acquired by Illumina, Inc. in July 2013. Under the terms of the agreement, the Company established a collaborative program to develop in-vitro diagnostic products incorporating ALL’s proprietary electro-wetting technology in conjunction with the Company’s electrochemical detection. The Company paid ALL an upfront license payment of $250,000 and agreed to pay up to $1,750,000 in potential additional milestone payments. Pursuant to the agreement, the parties agreed to enter into a supply agreement relating to the manufacture and supply of certain ALL components. The agreement also provides that the Company would, upon the occurrence of certain events, be obligated to pay to ALL a royalty consisting of a low- to mid-single digit percent of net sales of designated licensed products containing ALL components which the Company manufactures or are otherwise not manufactured and supplied by ALL. The Company met certain milestones in August 2013 and June 2014 resulting in payment of $200,000 and $350,000, respectively. | ||||||||||||||||||||||||
In October 2010, the Company entered into an intellectual property license agreement under which the Company previously made license fee payments totaling $2.1 million to the licensor. The Company terminated this license agreement in December 2013 and recorded an impairment charge to general and administrative expenses for the remaining net book value of $1.6 million at that time. | ||||||||||||||||||||||||
Intellectual property licenses had a weighted average remaining amortization period of 7.36 years as of December 31, 2014. Amortization expense for intangible assets amounted to $227,000, $342,000 and $200,000 for the years ended December 31, 2014, 2013 and 2012, respectively. Estimated future amortization expense for these licenses is as follows (in thousands): | ||||||||||||||||||||||||
Years Ending December 31, | Future Amortization Expense | |||||||||||||||||||||||
2015 | $ | 257 | ||||||||||||||||||||||
2016 | 254 | |||||||||||||||||||||||
2017 | 254 | |||||||||||||||||||||||
2018 | 254 | |||||||||||||||||||||||
2019 | 254 | |||||||||||||||||||||||
Thereafter | 597 | |||||||||||||||||||||||
Total | $ | 1,870 | ||||||||||||||||||||||
Stockholders_Equity_Notes
Stockholders' Equity (Notes) | 12 Months Ended |
Dec. 31, 2014 | |
Equity [Abstract] | |
Stockholders' Equity | Stockholders’ Equity |
Follow-on Stock Offering | |
In August 2013, the Company completed a public follow-on stock offering of 8,765,000 shares of its common stock which generated net cash proceeds of approximately $80,672,000. |
StockBased_Compensation
Stock-Based Compensation | 12 Months Ended | |||||||||||||
Dec. 31, 2014 | ||||||||||||||
Compensation Related Costs [Abstract] | ||||||||||||||
Stock-Based Compensation | Stock-Based Compensation | |||||||||||||
In 2010, the Company adopted the 2010 Equity Incentive Plan, or the 2010 Plan, which provides for the grant of incentive and nonstatutory stock options, restricted stock, stock appreciation rights, restricted stock units, restricted stock bonuses and other stock-based awards. Employee participation in the 2010 Plan is at the discretion of the compensation committee of the board of directors of the Company. All options granted under the 2010 Plan are exercisable at a price equal to the closing quoted market price of the Company’s shares on the NASDAQ Global Market on the date of grant and generally vest over a period of between one and four years. | ||||||||||||||
Options are generally exercisable for a period up to 10 years after grant and are forfeited if employment is terminated before the options vest. As of December 31, 2014, there were 437,127 shares available for future grant of awards under the 2010 Plan. | ||||||||||||||
The following table summarizes stock option activity during the year ended December 31, 2014: | ||||||||||||||
Number of | Weighted | |||||||||||||
shares | average | |||||||||||||
exercise price | ||||||||||||||
Outstanding December 31, 2013 | 1,821,216 | $ | 6.89 | |||||||||||
Granted | 946,916 | $ | 11.89 | |||||||||||
Exercised | (101,403 | ) | $ | 5.3 | ||||||||||
Forfeitures | (187,294 | ) | $ | 9.57 | ||||||||||
Outstanding December 31, 2014 | 2,479,435 | $ | 8.66 | |||||||||||
Vested and expected to vest at December 31, 2013 | 2,269,316 | $ | 6.25 | |||||||||||
Exercisable at December 31, 2014 | 1,282,634 | $ | 6.25 | |||||||||||
The weighted average fair value of options granted during the years ended December 31, 2014, 2013 and 2012 was $7.45, $7.30 and $3.80 per share, respectively. Options that were exercisable as of December 31, 2014 had a remaining weighted average contractual term of 5.96 years and an aggregate intrinsic value of $9,466,000. As of December 31, 2014, there was $7,417,000 of unrecognized compensation cost related to stock options. That cost is expected to be recognized over a weighted average-period of 2.9 years. The intrinsic value of options exercised during the years ended December 31, 2014, 2013 and 2012 was $584,000, $730,000 and $277,000, respectively. As of December 31, 2014, there were 2,479,435 stock options outstanding, which had a remaining weighted average contractual term of 7.37 years and an aggregate intrinsic value of $12,320,000. | ||||||||||||||
Valuation of Stock-Based Awards | ||||||||||||||
The assumptions used in the valuation of stock-based awards for the years ended December 31, 2014, 2013 and 2012, are summarized in the following table: | ||||||||||||||
Years Ended December 31, | ||||||||||||||
2014 | 2013 | 2012 | ||||||||||||
Expected volatility (%) | 69 | % | 74 | % | 75 | % | ||||||||
Expected life (years) | 6.08 | 6.08 | 5.92 | |||||||||||
Risk free rate (%) | 1.82 | % | 1.17 | % | 0.97 | % | ||||||||
Expected dividend yield (%) | — | % | — | % | — | % | ||||||||
The Company is required to estimate potential forfeitures of restricted stock grants and adjust compensation cost recorded accordingly. The estimate of forfeitures is based on historical forfeiture experience and will be adjusted over the requisite service period to the extent that actual forfeitures differ, or are expected to differ, from such estimates. Changes in estimated forfeitures will be recognized through a cumulative catch-up adjustment in the period of evaluation and will also impact the amount of stock compensation expense to be recognized in future periods. | ||||||||||||||
Share Warrants | ||||||||||||||
During 2009, the Company issued warrants to purchase 88,317 of Osmetech’s ordinary shares with an exercise price of £6.90 per share to a director for services to the Company in connection with a stock offering completed in 2009. Pursuant to the terms of the warrant, this warrant was converted in connection with the Company’s reorganization into a warrant to purchase 88,317 shares of the Company’s common stock at an exercise price of $9.98. These warrants were fully vested and exercisable upon issuance, and expired unexercised on June 30, 2012. | ||||||||||||||
Restricted Stock Awards and Units | ||||||||||||||
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 activity for the year ended December 31, 2014 was as follows: | ||||||||||||||
Restricted Stock Awards | Restricted Stock Units | |||||||||||||
Number | Weighted | Number | Weighted | |||||||||||
of | Average | of | Average | |||||||||||
shares | Grant Date | shares | Grant Date | |||||||||||
Fair Value | Fair Value | |||||||||||||
Unvested at December 31, 2013 | 508,606 | $ | 4.54 | 474,847 | $ | 11.51 | ||||||||
Granted | — | $ | — | 548,569 | $ | 11.62 | ||||||||
Vested | (295,231 | ) | $ | 4.36 | (189,193 | ) | $ | 11.94 | ||||||
Forfeitures | (39,765 | ) | $ | 5.77 | (92,231 | ) | $ | 11.7 | ||||||
Unvested as December 31, 2014 | 173,610 | $ | 4.56 | 741,992 | $ | 11.46 | ||||||||
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 award agreement. | ||||||||||||||
As of December 31, 2014, there was $695,000 of unrecognized compensation cost related to restricted stock awards. That cost is expected to be recognized over a weighted average-period of 1.22 years. The total fair value of restricted stock awards that vested during the years ended December 31, 2014, 2013 and 2012 was $3,466,000, $4,201,000 and $724,000, respectively. | ||||||||||||||
As of December 31, 2014, there was $6,404,000 of unrecognized compensation cost related to restricted stock units. That cost is expected to be recognized over a weighted average period of 2.79 years. The total fair value of restricted stock units that vested during the years ended December 31, 2014, 2013 and 2012 was $2,121,000, $72,000 and zero, respectively. | ||||||||||||||
The Company granted 43,200 performance-based restricted stock units in March 2014 with a grant date fair value of $12.30. The vesting and issuance of Company stock pursuant to these awards depends on obtaining regulatory clearance of various products within a defined time. Stock-based compensation expense for performance-based awards is recognized when it is probable that the applicable performance criteria will be satisfied. The probability of achieving the relevant performance criteria is evaluated on a quarterly basis. On December 31, 2014, 10,800 units were earned and vested with a total fair value of $147,000. As of December 31, 2014, there was $399,000 in unrecognized stock-based compensation expense related to the remaining unvested awards. | ||||||||||||||
Stock-Based Compensation Expense Recognition | ||||||||||||||
Stock-based compensation was recognized in the consolidated statements of comprehensive loss as follows (in thousands): | ||||||||||||||
Years Ended December 31, | ||||||||||||||
2014 | 2013 | 2012 | ||||||||||||
Cost of revenue | $ | 73 | $ | 162 | $ | 125 | ||||||||
Sales and marketing | 1,848 | 1,223 | 558 | |||||||||||
Research and development | 1,194 | 613 | 509 | |||||||||||
General and administrative | 2,681 | 1,895 | 1,160 | |||||||||||
Stock-based compensation expense | $ | 5,796 | $ | 3,893 | $ | 2,352 | ||||||||
No stock-based compensation was capitalized during the periods presented, and there was no unrecognized tax benefit related to stock-based compensation for the years ended December 31, 2014, 2013 and 2012, respectively. | ||||||||||||||
Employee Stock Purchase Plan | ||||||||||||||
Following the adoption of the ESPP by the Company’s board of directors in March 2013, the Company's stockholders approved the ESPP 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 ESPP, 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. As of December 31, 2014, there were 528,142 shares of common stock available for issuance under the ESPP. As the ESPP is a compensatory plan as defined by the authoritative guidance for stock compensation, stock-based compensation expense, calculated using the Black-Scholes model at the beginning of each six-month offering period, related to the ESPP has been recorded during the year ended December 31, 2014. | ||||||||||||||
A summary of ESPP activity for the year ended December 31, 2014 and 2013 is as follows (in thousands, except share, and per share data): | ||||||||||||||
Year Ended December 31, | ||||||||||||||
2014 | 2013 | |||||||||||||
Shares issued | 88,419 | 33,439 | ||||||||||||
Weighted average fair value of shares issued | $ | 11.2 | $ | 11.9 | ||||||||||
Employee purchases | $ | 812 | $ | 299 | ||||||||||
Income_Taxes
Income Taxes | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Income Tax Disclosure [Abstract] | ||||||||||||
Income Taxes | Income Taxes | |||||||||||
For the years ended December 31, 2014, 2013, and 2012, all pretax earnings and losses were generated in the United States. | ||||||||||||
The components of income tax expense (benefit) were as follows for the years ended December 31, 2014, 2013, and 2012, respectively (in thousands): | ||||||||||||
Years Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Current expense: | ||||||||||||
U.S. federal | $ | — | $ | — | $ | — | ||||||
State | (573 | ) | 44 | 103 | ||||||||
Foreign (non-U.S. entities) | — | — | 45 | |||||||||
Total current expense (benefit) | $ | (573 | ) | $ | 44 | $ | 148 | |||||
The components of net deferred income taxes consisted of the following at December 31, 2014 and 2013, respectively (in thousands): | ||||||||||||
As of December 31, | ||||||||||||
2014 | 2013 | |||||||||||
Deferred income tax assets (liabilities): | ||||||||||||
NOL and credit carryforwards | $ | 44,768 | $ | 31,893 | ||||||||
Compensation accruals | 3,078 | 1,912 | ||||||||||
Accruals and reserves | 2,551 | 2,394 | ||||||||||
State tax provision | 8 | 5 | ||||||||||
Federal benefit of state UTP | — | 172 | ||||||||||
Inventory adjustments | 513 | 538 | ||||||||||
Intangible assets | 355 | 1,316 | ||||||||||
Mark to market of marketable securities | — | 111 | ||||||||||
Other | 10 | — | ||||||||||
Subtotal: Deferred tax assets | 51,283 | 38,341 | ||||||||||
Depreciation | (635 | ) | (494 | ) | ||||||||
Valuation allowance | (50,648 | ) | (37,847 | ) | ||||||||
Net deferred income taxes | $ | — | $ | — | ||||||||
A reconciliation of income tax expense to the amount computed by applying the statutory federal income tax rate to the loss from operations is summarized for the years ended December 31, 2014, 2013, and 2012, respectively, as follows: | ||||||||||||
Years Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
U.S. Federal statutory income tax rate | 34 | % | 34 | % | 34 | % | ||||||
Permanent differences | (0.3 | )% | (0.6 | )% | (0.9 | )% | ||||||
State taxes | 2.6 | % | (1.0 | )% | 5.3 | % | ||||||
Executive compensation limitation | (0.7 | )% | (0.4 | )% | — | % | ||||||
Stock-based compensation | (1.5 | )% | (0.9 | )% | — | % | ||||||
Effect of non-U.S. operations | — | % | — | % | (0.2 | )% | ||||||
Other | 0.3 | % | (0.9 | )% | (0.2 | )% | ||||||
Valuation allowance | (32.9 | )% | (30.3 | )% | (38.9 | )% | ||||||
Total tax provision | 1.5 | % | (0.1 | )% | (0.9 | )% | ||||||
The Company had federal net operating loss (NOL) carryforwards available of approximately $128,400,000 as of December 31, 2014 after consideration of limitations under Section 382 of the Internal Revenue Code, or Section 382, as further described below. Additionally, the Company had state NOL carryforwards available of $122,400,000 as of December 31, 2014. These federal and state NOLs may be used to offset future taxable income and will begin to expire in 2025 and 2016, respectively. | ||||||||||||
Of the $128,400,000 and $122,400,000 of federal and state NOL carryforwards at December 31, 2014, $4,710,000 represents excess tax benefits related to equity compensation which will result in an increase in equity if and when such excess benefits are ultimately realized. | ||||||||||||
The future utilization of the Company’s NOL carryforwards to offset future taxable income may be subject to a substantial annual limitation as a result of changes in ownership by stockholders that hold 5% or more of the Company’s common stock. An assessment of such ownership changes under Section 382 was completed through December 31, 2014. As a result of this assessment, the Company determined that it experienced multiple ownership changes through 2014 which will limit the future utilization of NOL carryforwards. The Company has reduced its deferred tax assets related to NOL carryovers that are anticipated to expire unused as a result of ownership changes. These tax attributes have been excluded from deferred tax assets with a corresponding reduction of the valuation allowance with no net effect on income tax expense or the effective tax rate. Additionally, future ownership changes may further impact the utilization of existing NOLs. | ||||||||||||
The Company has established a full valuation allowance for its deferred tax assets due to uncertainties that preclude it from determining that it is more likely than not that the Company will be able to generate sufficient taxable income to realize such assets. Management assesses the available positive and negative evidence to estimate if sufficient future taxable income will be generated to utilize the existing deferred tax assets. A significant piece of objective negative evidence evaluated was the cumulative loss incurred over the three year period ended December 31, 2014. Such objective evidence limits the ability to consider other subjective evidence such as the Company's projections for future growth. Based on this evaluation, as of December 31, 2014, a valuation allowance of $50,648,000 has been recorded in order to measure only the portion of the deferred tax asset that more likely than not will be realized. The amount of the deferred tax asset considered realizable, however, could be adjusted if objective negative evidence in the form of cumulative losses is no longer present and additional weight may be given to subjective evidence, such as estimates of future taxable income during carryforward periods and the Company's projections for growth. | ||||||||||||
The Company applies the two-step approach to recognizing and measuring uncertain tax positions. The first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates it is more likely than not that the position will be sustained on audit, including resolution of related appeals or litigation processes, if any. The second step is to measure the tax benefit as the largest amount, which is more than 50% likely of being realized upon ultimate settlement. Income tax positions must meet a more likely than not recognition threshold at the effective date to be recognized upon the adoption of ASC 740 and in subsequent periods. This interpretation also provides guidance on measurement, derecognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. | ||||||||||||
The following table summarizes the changes to unrecognized tax benefits for the years ended December 31, 2014, 2013 and 2012, respectively (in thousands): | ||||||||||||
Years Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Beginning balance of unrecognized tax benefits | 382 | 382 | 382 | |||||||||
Lapses in the statute of limitations | (382 | ) | ||||||||||
Ending balance of unrecognized tax benefits | — | 382 | 382 | |||||||||
At December 31, 2014 and December 31, 2013, the Company has accrued interest and penalties of zero and $228,000, respectively. The Company does not anticipate that there will be a significant change in the amount of unrecognized tax benefits over the next twelve months. The Company recognizes interest and penalties related to uncertain tax positions in income tax expense. | ||||||||||||
Prior to 2013, the Company was subject to taxation in the United Kingdom, the United States and various states jurisdictions. After 2013, the Company is subject to taxation in the United States and various state jurisdictions. As of December 31, 2014, the Company’s tax years from 2010 through 2012 are subject to examination by the United Kingdom tax authorities. Except for net operating losses generated in prior years carrying forward to the current year, as of December 31, 2014, the Company is no longer subject to U.S. federal, state, local or foreign examinations by tax authorities for years before 2010. |
Commitments_and_Contingencies
Commitments and Contingencies | 12 Months Ended | |||
Dec. 31, 2014 | ||||
Commitments and Contingencies Disclosure [Abstract] | ||||
Commitments and Contingencies | Commitments and Contingencies | |||
Leases | ||||
The Company has lease agreements for its office, manufacturing, warehousing and laboratory space and for office equipment. Rent and operating expenses charged were $1,147,000, $1,049,000 and $1,323,000 for the years ended December 31, 2014, 2013, and 2012, respectively. Pursuant to the Company’s lease agreements, a portion of the monthly rental has been deferred. The balance deferred at December 31, 2014 and 2013 was $1,601,000 and $1,725,000, respectively. | ||||
Annual future minimum obligations for leases as of December 31, 2014 are as follows (in thousands): | ||||
Years Ending December 31, | Amount | |||
2015 | $ | 1,084 | ||
2016 | 1,116 | |||
2017 | 1,123 | |||
2018 | 1,155 | |||
2019 | 1,191 | |||
Thereafter | 1,853 | |||
Total minimum lease payments | $ | 7,522 | ||
Legal Proceedings | ||||
From time to time, the Company is party to litigation and other legal proceedings in the ordinary course, and incidental to the conduct of its business. While the results of any litigation or other legal proceedings are uncertain, the Company does not believe the ultimate resolution of any pending legal matters is likely to have a material effect on its financial position or results of operations. |
Inventories
Inventories | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Inventory Disclosure [Abstract] | ||||||||
Inventories | Inventories | |||||||
Inventory on hand as of December 31, 2014 and 2013 was comprised of the following (in thousands): | ||||||||
December 31, | ||||||||
2014 | 2013 | |||||||
Raw materials | $ | 593 | $ | 713 | ||||
Work-in-process | 660 | 437 | ||||||
Finished goods | 884 | 952 | ||||||
$ | 2,137 | $ | 2,102 | |||||
Property_and_Equipment_net
Property and Equipment, net | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Property, Plant and Equipment, Net [Abstract] | ||||||||
Property and Equipment, net | Property and Equipment, net | |||||||
Property and equipment comprised of the following as of December 31, 2014 and 2013 (in thousands): | ||||||||
December 31, | ||||||||
2014 | 2013 | |||||||
Property and equipment—at cost: | ||||||||
Plant and machinery | $ | 6,737 | $ | 3,260 | ||||
XT-8 Instruments | 6,611 | 7,013 | ||||||
Office equipment | 1,441 | 1,325 | ||||||
Leasehold improvements | 4,050 | 3,755 | ||||||
Total property and equipment—at cost | 18,839 | 15,353 | ||||||
Less accumulated depreciation | (7,787 | ) | (6,762 | ) | ||||
Property and equipment, net | $ | 11,052 | $ | 8,591 | ||||
Depreciation expense was $2,429,000, $2,187,000 and $998,000 for the years ended December 31, 2014, 2013 and 2012, respectively. During the year ended December 31, 2014, the Company disposed of certain assets no longer in use with a net book value of $102,000, recorded in operations. During the year ended December 31, 2013 the Company recorded an impairment charge included in depreciation expense of $302,000 related to production equipment which had been built for NMTC. |
Loan_payable
Loan payable | 12 Months Ended |
Dec. 31, 2014 | |
Debt Disclosure [Abstract] | |
Loan payable | Loan payable |
In September 2012, the Company entered into a new term loan with Banc of California, consisting of the following two 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. The letter credit was secured with $758,000 of restricted cash at December 31, 2014. | |
2) The Company obtained a variable rate term loan from Banc of California 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 Bank equipment loan of the same amount with an interest rate of 6.75%. As of December 31, 2014, the Company had repaid all outstanding amounts under this loan. | |
Pursuant to the terms of the Banc of California 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. | |
Principal repayment obligations under the Loan Agreement as of December 31, 2014 was $0. | |
In January 2015, the Company entered into a loan and security agreement with General Electric Capital Corporation. See Footnote 16, Subsequent events, for more information. |
Employee_benefit_plan
Employee benefit plan | 12 Months Ended |
Dec. 31, 2014 | |
Compensation and Retirement Disclosure [Abstract] | |
Employee benefit plan | Employee benefit plan |
The Company has a 401(k) tax-deferred savings plan, whereby eligible employees may contribute a percentage of their eligible compensation. The Company may make matching contributions under the 401(k) plan; however, the Company has not made any such contributions to date. |
Other_current_liabilities
Other current liabilities | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Other Current Assets and Liabilities and Other Noncurrent Liabilities [Abstract] | ||||||||
Other current liabilities | Other current liabilities | |||||||
Other current liabilities as of December 31, 2014 and 2013 consisted of the following (in thousands): | ||||||||
December 31, | ||||||||
2014 | 2013 | |||||||
Accrued royalties | $ | 1,210 | $ | 1,020 | ||||
Outside services and consulting | 1,029 | 907 | ||||||
Accrued warranties | 195 | 226 | ||||||
Other accrued liabilities | 1,219 | 809 | ||||||
Total | $ | 3,653 | $ | 2,962 | ||||
Fair_Value_of_Financial_Instru
Fair Value of Financial Instruments | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Fair Value Disclosures [Abstract] | ||||||||||||||||
Fair value of financial instruments | Fair value of financial instruments | |||||||||||||||
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 December 31, 2014 and 2013, respectively, (in thousands): | ||||||||||||||||
December 31, 2014 | ||||||||||||||||
Quotes Prices | Significant | Significant | Total | |||||||||||||
in Active | Other | Unobservable | ||||||||||||||
Markets for | Observable | Inputs (Level 3) | ||||||||||||||
Identical | Inputs | |||||||||||||||
Assets | (Level 2) | |||||||||||||||
(Level 1) | ||||||||||||||||
Money market funds (cash equivalents) | $ | 31,412 | $ | — | $ | — | $ | 31,412 | ||||||||
Corporate notes and bonds | — | 18,387 | — | 18,387 | ||||||||||||
U.S. government and agency securities | — | 15,264 | — | 15,264 | ||||||||||||
$ | 31,412 | $ | 33,651 | $ | — | $ | 65,063 | |||||||||
December 31, 2013 | ||||||||||||||||
Quotes Prices | Significant | Significant | Total | |||||||||||||
in Active | Other | Unobservable | ||||||||||||||
Markets for | Observable | Inputs (Level 3) | ||||||||||||||
Identical | Inputs | |||||||||||||||
Assets | (Level 2) | |||||||||||||||
(Level 1) | ||||||||||||||||
Money market funds (cash equivalents) | $ | 19,910 | $ | — | $ | — | $ | 19,910 | ||||||||
Corporate notes and bonds | 22,954 | 22,954 | ||||||||||||||
U.S. government and agency securities | 43,115 | 43,115 | ||||||||||||||
Commercial paper | — | 3,797 | — | 3,797 | ||||||||||||
$ | 19,910 | $ | 69,866 | $ | — | $ | 89,776 | |||||||||
At December 31, 2014, the carrying value of the financial instruments measured and classified within Level 1 was based on quoted prices and marked to market. Level 2 inputs for the valuations are limited to quoted prices for similar assets or liabilities in active markets and inputs other than quoted prices that are observable for the asset or liability. |
Investments_Notes
Investments (Notes) | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Investments, Debt and Equity Securities [Abstract] | ||||||||||||||||
Investments | Investments | |||||||||||||||
The following table summarizes the Company’s available-for-sale investments at December 31, 2014 (in thousands) : | ||||||||||||||||
Amortized Cost | Gross Unrealized Gains | Gross Unrealized Losses | Estimated Fair Value | |||||||||||||
Corporate notes and bonds | $ | 18,408 | $ | 1 | $ | (22 | ) | $ | 18,387 | |||||||
U.S. government and agency securities | 15,267 | 2 | (5 | ) | 15,264 | |||||||||||
Total | $ | 33,675 | $ | 3 | $ | (27 | ) | $ | 33,651 | |||||||
During 2013, the Company sold its preferred stock investment in Advanced Liquid Logic, Inc., or ALL, in connection with ALL's acquisition by Illumina, Inc., resulting in a $1,392,000 realized gain. | ||||||||||||||||
The following table summarizes the maturities of the Company’s available-for-sale securities at December 31, 2014 (in thousands): | ||||||||||||||||
Amortized Cost | Estimated Fair Value | |||||||||||||||
Due in one year or less | $ | 31,425 | $ | 31,403 | ||||||||||||
Due after one year through two years | 2,250 | 2,248 | ||||||||||||||
Total | $ | 33,675 | $ | 33,651 | ||||||||||||
Selected_Quarterly_Financial_D
Selected Quarterly Financial Data (Unaudited) | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | ||||||||||||||||
Quarterly financial data (unaudited) | uarterly financial data (unaudited) | |||||||||||||||
Year Ended December 31, 2014 | ||||||||||||||||
(In thousands, except per share data) | ||||||||||||||||
First Quarter | Second Quarter | Third Quarter | Fourth Quarter | |||||||||||||
Total revenue | $ | 7,913 | $ | 6,555 | $ | 6,300 | $ | 9,826 | ||||||||
Gross profit | $ | 4,322 | $ | 3,455 | $ | 3,691 | $ | 5,999 | ||||||||
Loss from operations | $ | (8,860 | ) | $ | (11,265 | ) | $ | (10,272 | ) | $ | (8,657 | ) | ||||
Net loss | $ | (8,783 | ) | $ | (11,210 | ) | $ | (9,658 | ) | $ | (8,612 | ) | ||||
Per share data: | ||||||||||||||||
Net loss per common share—basic and diluted | $ | (0.22 | ) | $ | (0.27 | ) | $ | (0.23 | ) | $ | (0.21 | ) | ||||
Year Ended December 31, 2013 | ||||||||||||||||
(In thousands, except per share data) | ||||||||||||||||
First Quarter | Second Quarter | Third Quarter | Fourth Quarter | |||||||||||||
Total revenue | $ | 11,101 | $ | 5,215 | $ | 4,637 | $ | 6,451 | ||||||||
Gross profit | $ | 6,186 | $ | 2,062 | $ | 555 | $ | 3,032 | ||||||||
Loss from operations | $ | (4,231 | ) | $ | (8,087 | ) | $ | (12,291 | ) | $ | (10,271 | ) | ||||
Net loss | $ | (4,175 | ) | $ | (8,019 | ) | $ | (10,817 | ) | $ | (10,632 | ) | ||||
Per share data: | ||||||||||||||||
Net loss per common share—basic and diluted | $ | (0.13 | ) | $ | (0.25 | ) | $ | (0.30 | ) | $ | (0.26 | ) |
Subsequent_Evens_Notes
Subsequent Evens (Notes) | 12 Months Ended |
Dec. 31, 2014 | |
Subsequent Events [Abstract] | |
Subsequent Events [Text Block] | Subsequent events |
The Company has completed an evaluation of all subsequent events through the issuance date of these Consolidated Financial Statements and the following represents subsequent events for disclosure. | |
On January 12, 2015, the Company entered into a Loan and Security Agreement with General Electric Capital Corporation, or GECC, pursuant to which the Company obtained (a) up to $35,000,000 in a series of term loans and (b) a revolving loan in the maximum amount of $5,000,000. | |
The term loans will accrue interest at a rate equal to a) the greater of 1.00% or the 3-year treasury rate in effect at the time of funding, plus (b) an applicable margin between 4.95% and 5.90% per annum. The Company is only required to make interest payments on amounts borrowed pursuant to the term loans from the applicable funding date until March 1, 2017 (the “Interest Only Period”). Following the Interest Only Period, monthly installments of principal and interest under the term loans will be due until the original principal amount and applicable interest is fully repaid by January 12, 2019 (the “Maturity Date”). | |
Borrowings under the agreement may be used to satisfy the Company’s future working capital needs, including funding the commercial launch of the Company’s ePlex system internationally and domestically. The Company has not yet borrowed any amounts under the agreement. | |
Borrowings under the revolving loan will accrue interest at a rate equal to (a) the greater of 1.25% per annum or GECC’s base rate as determined by a three-month LIBOR-based formula, plus (b) an applicable margin between 2.95% and 3.95% based on certain criteria as set forth in the agreement. All principal and interest outstanding under the Revolving Loan is due and payable on the Maturity Date. Following the revolving credit facility activation date, the Company would be required to pay GECC a commitment fee equal to 0.75% per annum of the amounts made available but unborrowed under the Revolving Loan. | |
As of December 31, 2014, the Company capitalized costs related to securing the debt of $90,000 which were capitalized and will be amortized over the life of the loans. The Company is required to pay GECC an annual management fee which will be expensed. |
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policies) | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Accounting Policies [Abstract] | ||||||||||||
Organization and basis of presentation | GenMark Diagnostics, Inc., the Company or GenMark, was formed by Osmetech plc, or Osmetech, as a Delaware corporation 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. In September 2012, GenMark placed Osmetech into liquidation to simplify its corporate structure. The liquidation of Osmetech was completed in the fourth quarter of 2013. | |||||||||||
As the reorganization was deemed to be a transaction under common control, GenMark accounted for the reorganization in a manner similar to a pooling-of-interests. 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 were exchanged for options and warrants exercisable for the common stock of the Company. | ||||||||||||
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, CMS and Osmetech, Inc. The liquidation of Osmetech plc was competed in the fourth quarter of 2013. | ||||||||||||
Segment Reporting | ||||||||||||
The Company currently operates in one reportable business segment, which encompasses the development, manufacturing, sales and support of instruments and molecular tests based on its proprietary eSensor® detection technology. Substantially all of the Company’s operations and assets are in the United States of America. | ||||||||||||
Use of Estimates | ||||||||||||
The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the amounts reported in the financial statements and the notes thereto. The Company’s significant estimates included in the preparation of the financial statements are related to accounts receivable, inventories, property and equipment, intangible assets, employee related compensation accruals, warranty liabilities, tax valuation accounts and share-based compensation. Actual results could differ from those estimates. | ||||||||||||
Basis of Presentation | ||||||||||||
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 $262,472,000 at December 31, 2014. Management expects operating losses to continue through the foreseeable future. The Company's ability to transition to attaining profitable operations is dependent upon achieving a level of revenues adequate to support its cost structure through expanding its product offerings and consequently increasing its product revenues. Cash, cash equivalents, restricted cash, and investments at December 31, 2014 totaled $70,506,000. The Company has prepared cash flow forecasts which indicate, based on the Company’s current cash resources available, that the Company will have sufficient resources to fund its business for at least the next 12 months. | ||||||||||||
The accompanying consolidated financial statements have been prepared in accordance with United States generally accepted accounting principles, or U.S. GAAP, and applicable regulations of the Securities and Exchange Commission, or the SEC. | ||||||||||||
Principles of Consolidation | Principles of Consolidation | |||||||||||
The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. | ||||||||||||
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, CMS and Osmetech, Inc. The liquidation of Osmetech plc was competed in the fourth quarter of 2013. | ||||||||||||
Cash and Cash Equivalents and Short-Term Investments | Cash and Cash Equivalents and Marketable Securities | |||||||||||
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. Marketable securities consist of certificates of deposits that mature in greater than three months. Marketable securities are accounted for as "available-for-sale" with the carrying amounts reported in the balance sheets stated at cost, which approximates their fair market value, with unrealized gains and losses, if any, reported as a separate component of stockholders' equity and included in comprehensive loss. | ||||||||||||
Restricted Cash | Restricted Cash | |||||||||||
Restricted cash represents amounts designated for uses other than current operations and includes $758,000 at December 31, 2014 held as security for the Company’s letter of credit with Banc of California. | ||||||||||||
Fair Value of Financial Instruments | Fair Value of Financial Instruments | |||||||||||
The Company uses a fair value hierarchy with three levels of inputs, of which the first two are considered observable and the last unobservable, to measure fair value: | ||||||||||||
• | Level 1 — Quoted prices in active markets for identical assets or liabilities. | |||||||||||
• | Level 2 — Inputs, other than Level 1, that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. | |||||||||||
• | Level 3 — Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. | |||||||||||
The carrying amounts of financial instruments such as accounts receivable, prepaid expenses and other current assets, accounts payable, and accrued liabilities approximate the related fair values due to the short-term maturities of these instruments. | ||||||||||||
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 on an assessment of the collectability of specific customer accounts, the aging of accounts receivable, and a reserve for unknown items based upon the Company’s historical experience. | ||||||||||||
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 value, as needed. This write down is based on management’s review 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 estimated useful lives of the assets, which are: | ||||||||||||
Machinery and laboratory equipment | 3 – 5 years | |||||||||||
XT-8 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 | |||||||||||
Property and equipment includes diagnostic instruments used for sales demonstrations or placed with customers under several types of arrangements, including performance evaluation programs, or PEPs, and rentals. PEPs are placed with customers for evaluation periods of up to six months. The customer is generally required to purchase a minimum quantity of reagents and, at the end of the evaluation period, must purchase or return the instrument or sign a reagent rental agreement. Maintenance and repair costs are expensed as incurred. | ||||||||||||
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 10 years. Amortization of licenses typically begins upon the Company obtaining access to the licensed technology and is recorded in cost of revenues for licenses supporting commercialized products. The amortization of licenses to technology supporting products in development is recorded in research and development expenses. | ||||||||||||
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. During 2013, the Company recorded an impairment charge of $1,624,000 to general and administrative expenses related to previously capitalized payments made under a license agreement, which the Company terminated in December 2013. The Company also recorded an impairment charge of $302,000 related to production equipment built for NMTC during 2013. The Company did not recognize any impairment charges during the years ended December 31, 2014 and 2012. | ||||||||||||
Use of Estimates | Use of Estimates | |||||||||||
The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the amounts reported in the financial statements and the notes thereto. The Company’s significant estimates included in the preparation of the financial statements are related to accounts receivable, inventories, property and equipment, intangible assets, employee related compensation accruals, warranty liabilities, tax valuation accounts and share-based compensation. Actual results could differ from those estimates. | ||||||||||||
Segment Reporting | Segment Reporting | |||||||||||
The Company currently operates in one reportable business segment, which encompasses the development, manufacturing, sales and support of instruments and molecular tests based on its proprietary eSensor® detection technology. Substantially all of the Company’s operations and assets are in the United States of America. | ||||||||||||
Revenue Recognition | Revenue Recognition | |||||||||||
The Company recognizes revenue from product sales and contract arrangements, net of discounts and sales related taxes. The Company recognizes revenue from product sales when there is persuasive evidence that an arrangement exists, delivery has occurred, the price is fixed or determinable and collectability is reasonably assured. | ||||||||||||
The Company offers customers the choice to either purchase a system outright or to receive a system free of charge in exchange for an annual minimum purchase commitment for diagnostic test cartridges. When a system is sold, the Company generally recognizes revenue upon shipment of the unit, however, if the end user already has the instrument being purchased installed at its location, revenue is recognized when the revenue recognition terms other than delivery have been satisfied. When a system is placed free of charge under a “reagent rental” agreement, the Company retains title to the equipment and it remains capitalized on the balance sheet under property and equipment. Under reagent rental agreements, the Company’s customers pay an additional system rental fee for each test cartridge purchased which varies based on the monthly volume of test cartridges purchased. The system rental fee and diagnostic test cartridges are recognized as contingent rental payments and are included in product revenue in the Company’s consolidated financial statements. | ||||||||||||
The Company has not had significant product returns and is not contractually obligated to accept returns unless such returns are related to warranty provisions. The Company does not accept reagent product returns, mainly due to FDA regulations, and does not offer volume rebates or provide price protection. | ||||||||||||
The Company enters into performance evaluation program, or PEP, agreements pursuant to which a system is installed on the premises of a pre-qualified customer for the purpose of allowing the customer to evaluate the system’s functionality over an extended trial period. The customer generally agrees to purchase a starter kit at the time of installation and agrees to purchase a minimum volume of reagents over the life of the trial period. | ||||||||||||
Revenues related to royalties received from licenses are recognized evenly over the contractual period to which the license relates. | ||||||||||||
In those cases where the Company bills shipping and handling costs to customers, the amounts billed are included in product revenue | ||||||||||||
Product Warranties | Product Warranties | |||||||||||
The Company generally offers a one-year warranty for its systems sold to customers and up to a sixty day warranty for reagents and provides for the estimated cost of the product warranty at the time the system sale is recognized. 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. | ||||||||||||
Product warranty reserve activity for the years ended December 31, 2014, 2013 and 2012 is as follows (in thousands): | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Beginning balance | $ | 226 | $ | 217 | $ | 92 | ||||||
Warranty expenses incurred | (608 | ) | (649 | ) | (305 | ) | ||||||
Provisions | 577 | 658 | 430 | |||||||||
Ending balance | $ | 195 | $ | 226 | $ | 217 | ||||||
Research and Development Costs | Research and Development Costs | |||||||||||
The Company expenses all research and development costs in the periods in which they are incurred unless there is alternative future use that supports the capitalization of an asset. | ||||||||||||
Income Taxes | Income Taxes | |||||||||||
Current income tax expense is the amount of income taxes expected to be payable for the current year. A deferred income tax liability or asset is established for the expected future tax consequences resulting from the differences in financial reporting and tax bases of assets and liabilities. A valuation allowance is provided if it is more likely than not that some or all of the deferred tax assets will not be realized. A full valuation allowance has been recorded against the Company’s net deferred tax assets due to the uncertainty surrounding the Company’s ability to utilize these assets in the future. The Company provides for uncertain tax positions when such tax positions do not meet the recognition thresholds or measurement standards prescribed by the authoritative guidance on income taxes. Amounts for uncertain tax positions are adjusted in periods when new information becomes available or when positions are effectively settled. The Company recognizes accrued interest related to uncertain tax positions as a component of income tax expense. | ||||||||||||
A tax position that is more likely than not to be realized is measured at the largest amount of tax benefit that is greater than 50% likely of being realized upon settlement with the taxing authority that has full knowledge of all relevant information. Measurement of a tax position that meets the more likely than not threshold considers the amounts and probabilities of the outcomes that could be realized upon settlement using the facts, circumstances and information available at the reporting date. | ||||||||||||
Share-Based Compensation | Stock-Based Compensation | |||||||||||
The Company recognizes stock-based compensation expense related to stock options, shares purchased under the Company's 2013 Employee Stock Purchase Plan, or ESPP, 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 revenues, sales and marketing, research and development, and general and administrative 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 Term. Expected term represents the period that the stock-based awards are expected to be outstanding and is determined by using the simplified method. | |||||||||||
• | Expected Volatility. Expected volatility represents the volatility in the Company’s stock price expected over the expected term of the 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 fair market value of the stock on the grant date as further adjusted to reflect expected forfeitures. | ||||||||||||
Foreign Currency Translation | Foreign Currency Translation | |||||||||||
In 2010, the Company changed its functional currency from the British Pound to the U.S. Dollar and assets and liabilities of the Company’s entities outside of the U.S. were translated into U.S. dollars based on foreign currency exchange rates in effect at the end of each period, and revenues and expenses were translated at weighted average exchange rates during the periods. Gains or losses resulting from these foreign currency translations of the Company’s assets and liabilities were recorded in accumulated other comprehensive loss in the consolidated balance sheets. Upon the liquidation of Osmetech in the fourth quarter of 2013, $450,000 of accumulated other comprehensive loss was realized in other expense during 2013. | ||||||||||||
Transactions in foreign currencies were recognized using the rate of exchange prevailing at the date of the transaction. Foreign exchange gain (loss), which is included in the accompanying consolidated statements of operations, totaled $19,000 $19,000 and $6,000 for the years ended December 31, 2014, 2013 and 2012, respectively, and relate primarily to transactions denominated in U.S. dollars which were paid in Euros. | ||||||||||||
Net Loss per Common Share | Net Loss per Common Share | |||||||||||
Basic net loss per share is calculated by dividing loss available to stockholders of our common stock (the numerator) by the weighted average number of shares of the Company's 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. | ||||||||||||
The computations of diluted net loss per share for the years ended December 31, 2014, 2013 and 2012 did not include the effects of the following stock options to acquire stock which were outstanding as of the end of each year because the inclusion of these securities would have been anti-dilutive (in thousands). | ||||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Options outstanding to purchase common stock | 2,479 | 1,821 | 1,539 | |||||||||
Unvested restricted stock | 916 | 976 | 966 | |||||||||
Unvested performance stock | 32 | — | — | |||||||||
Total | 3,427 | 2,797 | 2,505 | |||||||||
Concentration of Risk | Concentration of Risk | |||||||||||
Sales to individual customers representing greater than 10% of the total revenues for the years ended December 31, 2014, 2013 and 2012 were as follows: | ||||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Natural Molecular Testing Corporation | — | % | 30 | % | 58 | % | ||||||
Companion Dx Reference Labs, LLC | — | — | % | 10 | % | |||||||
Comprehensive Loss | Comprehensive Loss | |||||||||||
The Company has the option to present the total of comprehensive income, the components of net income, and the components of other comprehensive income either in a single continuous statement of comprehensive income or in two separate but consecutive statements. The Company’s comprehensive loss is comprised of net losses, unrealized gains and losses on available for sale securities and foreign currency translation. | ||||||||||||
Recent Accounting Pronouncements | From time to time, new accounting pronouncements are issued by the Financial Accounting Standard Board, or 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 position or results of operations upon adoption. | |||||||||||
In May 2014, the FASB issued Accounting Standards Update (ASU) 2014-09, Revenue from Contracts with Customers. The new standard is based on the principle that revenue should be recognized to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. ASU 2014-09 will be effective for the Company beginning in the first quarter of fiscal 2017 and allows for a full retrospective or a modified retrospective adoption approach. The Company is currently evaluating the impact of ASU 2014-09 on its consolidated financial statements. |
Summary_of_Significant_Account2
Summary of Significant Accounting Policies (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Accounting Policies [Abstract] | ||||||||||||
Accounts receivable and the allowance for doubtful accounts | he allowance for doubtful accounts as of December 31, 2014, is as follows (in thousands): | |||||||||||
Allowance for doubtful accounts | ||||||||||||
Balance December 31, 2012 | $ | 30 | ||||||||||
Provision for doubtful accounts | 2,721 | |||||||||||
Write-off and recoveries, net | (15 | ) | ||||||||||
Balance December 31, 2013 | $ | 2,736 | ||||||||||
Provision for doubtful accounts | — | |||||||||||
Write-off and recoveries, net | (34 | ) | ||||||||||
Balance December 31, 2014 | $ | 2,702 | ||||||||||
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 estimated useful lives of the assets, which are: | |||||||||||
Machinery and laboratory equipment | 3 – 5 years | |||||||||||
XT-8 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 | |||||||||||
Product warranty reserve activity | Product warranty reserve activity for the years ended December 31, 2014, 2013 and 2012 is as follows (in thousands): | |||||||||||
2014 | 2013 | 2012 | ||||||||||
Beginning balance | $ | 226 | $ | 217 | $ | 92 | ||||||
Warranty expenses incurred | (608 | ) | (649 | ) | (305 | ) | ||||||
Provisions | 577 | 658 | 430 | |||||||||
Ending balance | $ | 195 | $ | 226 | $ | 217 | ||||||
Computations of diluted net loss per share | The computations of diluted net loss per share for the years ended December 31, 2014, 2013 and 2012 did not include the effects of the following stock options to acquire stock which were outstanding as of the end of each year because the inclusion of these securities would have been anti-dilutive (in thousands). | |||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Options outstanding to purchase common stock | 2,479 | 1,821 | 1,539 | |||||||||
Unvested restricted stock | 916 | 976 | 966 | |||||||||
Unvested performance stock | 32 | — | — | |||||||||
Total | 3,427 | 2,797 | 2,505 | |||||||||
Company sales to individual customers representing greater than 10% of the total | individual customers representing greater than 10% of the total revenues for the years ended December 31, 2014, 2013 and 2012 were as follows: | |||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Natural Molecular Testing Corporation | — | % | 30 | % | 58 | % | ||||||
Companion Dx Reference Labs, LLC | — | — | % | 10 | % | |||||||
Intangible_Assets_net_Tables
Intangible Assets, net (Tables) | 12 Months Ended | |||||||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ||||||||||||||||||||||||
Summary of intangible assets | Intangible assets as of December 31, 2014 and 2013 consisted of the following (in thousands): | |||||||||||||||||||||||
December 31, 2014 | December 31, 2013 | |||||||||||||||||||||||
Gross | Accumulated | Net | Gross | Accumulated | Net | |||||||||||||||||||
carrying | amortization | carrying | carrying | amortization | carrying | |||||||||||||||||||
amount | amount | amount | amount | |||||||||||||||||||||
Licensed intellectual property | $ | 2,750 | $ | (880 | ) | $ | 1,870 | $ | 2,409 | $ | (1,212 | ) | $ | 1,197 | ||||||||||
Summary of estimated future amortization expense | Estimated future amortization expense for these licenses is as follows (in thousands): | |||||||||||||||||||||||
Years Ending December 31, | Future Amortization Expense | |||||||||||||||||||||||
2015 | $ | 257 | ||||||||||||||||||||||
2016 | 254 | |||||||||||||||||||||||
2017 | 254 | |||||||||||||||||||||||
2018 | 254 | |||||||||||||||||||||||
2019 | 254 | |||||||||||||||||||||||
Thereafter | 597 | |||||||||||||||||||||||
Total | $ | 1,870 | ||||||||||||||||||||||
StockBased_Compensation_Tables
Stock-Based Compensation (Tables) | 12 Months Ended | |||||||||||||
Dec. 31, 2014 | ||||||||||||||
Compensation Related Costs [Abstract] | ||||||||||||||
Schedule of stock option activity | The following table summarizes stock option activity during the year ended December 31, 2014: | |||||||||||||
Number of | Weighted | |||||||||||||
shares | average | |||||||||||||
exercise price | ||||||||||||||
Outstanding December 31, 2013 | 1,821,216 | $ | 6.89 | |||||||||||
Granted | 946,916 | $ | 11.89 | |||||||||||
Exercised | (101,403 | ) | $ | 5.3 | ||||||||||
Forfeitures | (187,294 | ) | $ | 9.57 | ||||||||||
Outstanding December 31, 2014 | 2,479,435 | $ | 8.66 | |||||||||||
Vested and expected to vest at December 31, 2013 | 2,269,316 | $ | 6.25 | |||||||||||
Exercisable at December 31, 2014 | 1,282,634 | $ | 6.25 | |||||||||||
Fair value of stock options granted | ||||||||||||||
Years Ended December 31, | ||||||||||||||
2014 | 2013 | 2012 | ||||||||||||
Expected volatility (%) | 69 | % | 74 | % | 75 | % | ||||||||
Expected life (years) | 6.08 | 6.08 | 5.92 | |||||||||||
Risk free rate (%) | 1.82 | % | 1.17 | % | 0.97 | % | ||||||||
Expected dividend yield (%) | — | % | — | % | — | % | ||||||||
Summary of non-vested restricted share award ("RSA") activity | The Company’s restricted stock activity for the year ended December 31, 2014 was as follows: | |||||||||||||
Restricted Stock Awards | Restricted Stock Units | |||||||||||||
Number | Weighted | Number | Weighted | |||||||||||
of | Average | of | Average | |||||||||||
shares | Grant Date | shares | Grant Date | |||||||||||
Fair Value | Fair Value | |||||||||||||
Unvested at December 31, 2013 | 508,606 | $ | 4.54 | 474,847 | $ | 11.51 | ||||||||
Granted | — | $ | — | 548,569 | $ | 11.62 | ||||||||
Vested | (295,231 | ) | $ | 4.36 | (189,193 | ) | $ | 11.94 | ||||||
Forfeitures | (39,765 | ) | $ | 5.77 | (92,231 | ) | $ | 11.7 | ||||||
Unvested as December 31, 2014 | 173,610 | $ | 4.56 | 741,992 | $ | 11.46 | ||||||||
Summary of share-based compensation expense | Stock-based compensation was recognized in the consolidated statements of comprehensive loss as follows (in thousands): | |||||||||||||
Years Ended December 31, | ||||||||||||||
2014 | 2013 | 2012 | ||||||||||||
Cost of revenue | $ | 73 | $ | 162 | $ | 125 | ||||||||
Sales and marketing | 1,848 | 1,223 | 558 | |||||||||||
Research and development | 1,194 | 613 | 509 | |||||||||||
General and administrative | 2,681 | 1,895 | 1,160 | |||||||||||
Stock-based compensation expense | $ | 5,796 | $ | 3,893 | $ | 2,352 | ||||||||
Summary of ESPP activity | A summary of ESPP activity for the year ended December 31, 2014 and 2013 is as follows (in thousands, except share, and per share data): | |||||||||||||
Year Ended December 31, | ||||||||||||||
2014 | 2013 | |||||||||||||
Shares issued | 88,419 | 33,439 | ||||||||||||
Weighted average fair value of shares issued | $ | 11.2 | $ | 11.9 | ||||||||||
Employee purchases | $ | 812 | $ | 299 | ||||||||||
Income_Taxes_Tables
Income Taxes (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Income Tax Disclosure [Abstract] | ||||||||||||
Components of income tax expense (benefit) for continuing operations | The components of income tax expense (benefit) were as follows for the years ended December 31, 2014, 2013, and 2012, respectively (in thousands): | |||||||||||
Years Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Current expense: | ||||||||||||
U.S. federal | $ | — | $ | — | $ | — | ||||||
State | (573 | ) | 44 | 103 | ||||||||
Foreign (non-U.S. entities) | — | — | 45 | |||||||||
Total current expense (benefit) | $ | (573 | ) | $ | 44 | $ | 148 | |||||
Net deferred income taxes | The components of net deferred income taxes consisted of the following at December 31, 2014 and 2013, respectively (in thousands): | |||||||||||
As of December 31, | ||||||||||||
2014 | 2013 | |||||||||||
Deferred income tax assets (liabilities): | ||||||||||||
NOL and credit carryforwards | $ | 44,768 | $ | 31,893 | ||||||||
Compensation accruals | 3,078 | 1,912 | ||||||||||
Accruals and reserves | 2,551 | 2,394 | ||||||||||
State tax provision | 8 | 5 | ||||||||||
Federal benefit of state UTP | — | 172 | ||||||||||
Inventory adjustments | 513 | 538 | ||||||||||
Intangible assets | 355 | 1,316 | ||||||||||
Mark to market of marketable securities | — | 111 | ||||||||||
Other | 10 | — | ||||||||||
Subtotal: Deferred tax assets | 51,283 | 38,341 | ||||||||||
Depreciation | (635 | ) | (494 | ) | ||||||||
Valuation allowance | (50,648 | ) | (37,847 | ) | ||||||||
Net deferred income taxes | $ | — | $ | — | ||||||||
Reconciliation of income tax (expense) | A reconciliation of income tax expense to the amount computed by applying the statutory federal income tax rate to the loss from operations is summarized for the years ended December 31, 2014, 2013, and 2012, respectively, as follows: | |||||||||||
Years Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
U.S. Federal statutory income tax rate | 34 | % | 34 | % | 34 | % | ||||||
Permanent differences | (0.3 | )% | (0.6 | )% | (0.9 | )% | ||||||
State taxes | 2.6 | % | (1.0 | )% | 5.3 | % | ||||||
Executive compensation limitation | (0.7 | )% | (0.4 | )% | — | % | ||||||
Stock-based compensation | (1.5 | )% | (0.9 | )% | — | % | ||||||
Effect of non-U.S. operations | — | % | — | % | (0.2 | )% | ||||||
Other | 0.3 | % | (0.9 | )% | (0.2 | )% | ||||||
Valuation allowance | (32.9 | )% | (30.3 | )% | (38.9 | )% | ||||||
Total tax provision | 1.5 | % | (0.1 | )% | (0.9 | )% | ||||||
Unrecognized Tax Benefits | The following table summarizes the changes to unrecognized tax benefits for the years ended December 31, 2014, 2013 and 2012, respectively (in thousands): | |||||||||||
Years Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Beginning balance of unrecognized tax benefits | 382 | 382 | 382 | |||||||||
Lapses in the statute of limitations | (382 | ) | ||||||||||
Ending balance of unrecognized tax benefits | — | 382 | 382 | |||||||||
Commitments_and_Contingencies_
Commitments and Contingencies (Tables) | 12 Months Ended | |||
Dec. 31, 2014 | ||||
Commitments and Contingencies Disclosure [Abstract] | ||||
Annual future minimum obligations for operating leases | Annual future minimum obligations for leases as of December 31, 2014 are as follows (in thousands): | |||
Years Ending December 31, | Amount | |||
2015 | $ | 1,084 | ||
2016 | 1,116 | |||
2017 | 1,123 | |||
2018 | 1,155 | |||
2019 | 1,191 | |||
Thereafter | 1,853 | |||
Total minimum lease payments | $ | 7,522 | ||
Inventories_Tables
Inventories (Tables) | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Inventory Disclosure [Abstract] | ||||||||
Summary of inventory on hand | Inventory on hand as of December 31, 2014 and 2013 was comprised of the following (in thousands): | |||||||
December 31, | ||||||||
2014 | 2013 | |||||||
Raw materials | $ | 593 | $ | 713 | ||||
Work-in-process | 660 | 437 | ||||||
Finished goods | 884 | 952 | ||||||
$ | 2,137 | $ | 2,102 | |||||
Property_and_Equipment_net_Tab
Property and Equipment, net (Tables) | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Property, Plant and Equipment, Net [Abstract] | ||||||||
Property and equipment, net | Property and equipment comprised of the following as of December 31, 2014 and 2013 (in thousands): | |||||||
December 31, | ||||||||
2014 | 2013 | |||||||
Property and equipment—at cost: | ||||||||
Plant and machinery | $ | 6,737 | $ | 3,260 | ||||
XT-8 Instruments | 6,611 | 7,013 | ||||||
Office equipment | 1,441 | 1,325 | ||||||
Leasehold improvements | 4,050 | 3,755 | ||||||
Total property and equipment—at cost | 18,839 | 15,353 | ||||||
Less accumulated depreciation | (7,787 | ) | (6,762 | ) | ||||
Property and equipment, net | $ | 11,052 | $ | 8,591 | ||||
Other_current_liabilities_Tabl
Other current liabilities (Tables) | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Other Current Assets and Liabilities and Other Noncurrent Liabilities [Abstract] | ||||||||
Other current liabilities | Other current liabilities as of December 31, 2014 and 2013 consisted of the following (in thousands): | |||||||
December 31, | ||||||||
2014 | 2013 | |||||||
Accrued royalties | $ | 1,210 | $ | 1,020 | ||||
Outside services and consulting | 1,029 | 907 | ||||||
Accrued warranties | 195 | 226 | ||||||
Other accrued liabilities | 1,219 | 809 | ||||||
Total | $ | 3,653 | $ | 2,962 | ||||
Fair_Value_of_Financial_Instru1
Fair Value of Financial Instruments (Tables) | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
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 December 31, 2014 and 2013, respectively, (in thousands): | |||||||||||||||
December 31, 2014 | ||||||||||||||||
Quotes Prices | Significant | Significant | Total | |||||||||||||
in Active | Other | Unobservable | ||||||||||||||
Markets for | Observable | Inputs (Level 3) | ||||||||||||||
Identical | Inputs | |||||||||||||||
Assets | (Level 2) | |||||||||||||||
(Level 1) | ||||||||||||||||
Money market funds (cash equivalents) | $ | 31,412 | $ | — | $ | — | $ | 31,412 | ||||||||
Corporate notes and bonds | — | 18,387 | — | 18,387 | ||||||||||||
U.S. government and agency securities | — | 15,264 | — | 15,264 | ||||||||||||
$ | 31,412 | $ | 33,651 | $ | — | $ | 65,063 | |||||||||
December 31, 2013 | ||||||||||||||||
Quotes Prices | Significant | Significant | Total | |||||||||||||
in Active | Other | Unobservable | ||||||||||||||
Markets for | Observable | Inputs (Level 3) | ||||||||||||||
Identical | Inputs | |||||||||||||||
Assets | (Level 2) | |||||||||||||||
(Level 1) | ||||||||||||||||
Money market funds (cash equivalents) | $ | 19,910 | $ | — | $ | — | $ | 19,910 | ||||||||
Corporate notes and bonds | 22,954 | 22,954 | ||||||||||||||
U.S. government and agency securities | 43,115 | 43,115 | ||||||||||||||
Commercial paper | — | 3,797 | — | 3,797 | ||||||||||||
$ | 19,910 | $ | 69,866 | $ | — | $ | 89,776 | |||||||||
Investments_Tables
Investments (Tables) | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Investments, Debt and Equity Securities [Abstract] | ||||||||||||||||
Summary of available-for-sale investments | The following table summarizes the Company’s available-for-sale investments at December 31, 2014 (in thousands) : | |||||||||||||||
Amortized Cost | Gross Unrealized Gains | Gross Unrealized Losses | Estimated Fair Value | |||||||||||||
Corporate notes and bonds | $ | 18,408 | $ | 1 | $ | (22 | ) | $ | 18,387 | |||||||
U.S. government and agency securities | 15,267 | 2 | (5 | ) | 15,264 | |||||||||||
Total | $ | 33,675 | $ | 3 | $ | (27 | ) | $ | 33,651 | |||||||
Summary of the maturities of available-for-sale securities | The following table summarizes the maturities of the Company’s available-for-sale securities at December 31, 2014 (in thousands): | |||||||||||||||
Amortized Cost | Estimated Fair Value | |||||||||||||||
Due in one year or less | $ | 31,425 | $ | 31,403 | ||||||||||||
Due after one year through two years | 2,250 | 2,248 | ||||||||||||||
Total | $ | 33,675 | $ | 33,651 | ||||||||||||
Selected_Quarterly_Financial_D1
Selected Quarterly Financial Data (Unaudited) (Tables) | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | ||||||||||||||||
Selected Quarterly Financial Data | ||||||||||||||||
Year Ended December 31, 2014 | ||||||||||||||||
(In thousands, except per share data) | ||||||||||||||||
First Quarter | Second Quarter | Third Quarter | Fourth Quarter | |||||||||||||
Total revenue | $ | 7,913 | $ | 6,555 | $ | 6,300 | $ | 9,826 | ||||||||
Gross profit | $ | 4,322 | $ | 3,455 | $ | 3,691 | $ | 5,999 | ||||||||
Loss from operations | $ | (8,860 | ) | $ | (11,265 | ) | $ | (10,272 | ) | $ | (8,657 | ) | ||||
Net loss | $ | (8,783 | ) | $ | (11,210 | ) | $ | (9,658 | ) | $ | (8,612 | ) | ||||
Per share data: | ||||||||||||||||
Net loss per common share—basic and diluted | $ | (0.22 | ) | $ | (0.27 | ) | $ | (0.23 | ) | $ | (0.21 | ) | ||||
Year Ended December 31, 2013 | ||||||||||||||||
(In thousands, except per share data) | ||||||||||||||||
First Quarter | Second Quarter | Third Quarter | Fourth Quarter | |||||||||||||
Total revenue | $ | 11,101 | $ | 5,215 | $ | 4,637 | $ | 6,451 | ||||||||
Gross profit | $ | 6,186 | $ | 2,062 | $ | 555 | $ | 3,032 | ||||||||
Loss from operations | $ | (4,231 | ) | $ | (8,087 | ) | $ | (12,291 | ) | $ | (10,271 | ) | ||||
Net loss | $ | (4,175 | ) | $ | (8,019 | ) | $ | (10,817 | ) | $ | (10,632 | ) | ||||
Per share data: | ||||||||||||||||
Net loss per common share—basic and diluted | $ | (0.13 | ) | $ | (0.25 | ) | $ | (0.30 | ) | $ | (0.26 | ) |
Organization_and_Basis_of_Pres1
Organization and Basis of Presentation (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Organization and Basis of Presentation (Textual) [Abstract] | ||
Accumulated deficit | -262,472,000 | ($224,209,000) |
Cash and cash equivalents | 71,000,000 | |
Cost of Revenue Reclassified as General and Administrative Expenses [Member] | ||
Reclassification during the year | 324000 | |
Other Income and Expense Reclassified to Interest Income [Member] | ||
Reclassification during the year | 314000 |
Summary_of_Significant_Account3
Summary of Significant Accounting Policies (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Allowance for Doubtful Accounts Receivable [Roll Forward] | |||
Beginning balance | $2,736 | $30 | |
Provision for doubtful accounts | 0 | 2,721 | -24 |
Write-off and recoveries, net | -34 | -15 | |
Ending balance | 2,702 | 2,736 | 30 |
Natural Molecular Testing Corporation [Member] | |||
Allowance for Doubtful Accounts Receivable [Roll Forward] | |||
Ending balance | $2,702 |
Summary_of_Significant_Account4
Summary of Significant Accounting Policies (Details 1) | 12 Months Ended |
Dec. 31, 2014 | |
Maximum [Member] | |
Estimated useful lives of Property, equipment and leasehold improvements | |
Expected useful lives of these assets | 10 years |
Machinery and laboratory equipment [Member] | Maximum [Member] | |
Estimated useful lives of Property, equipment and leasehold improvements | |
Expected useful lives of these assets | 5 years |
Machinery and laboratory equipment [Member] | Minimum [Member] | |
Estimated useful lives of Property, equipment and leasehold improvements | |
Expected useful lives of these assets | 3 years |
Instruments [Member] | |
Estimated useful lives of Property, equipment and leasehold improvements | |
Expected useful lives of these assets | 4 years |
Office equipment [Member] | |
Estimated useful lives of Property, equipment and leasehold improvements | |
Expected useful lives of these assets | 5 years |
Leasehold improvements [Member] | |
Estimated useful lives of Property, equipment and leasehold improvements | |
Leasehold improvements | over the shorter of the remaining life of the lease or the useful economic life of the asset |
Summary_of_Significant_Account5
Summary of Significant Accounting Policies (Details 2) (USD $) | 12 Months Ended | |||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2010 |
Product warranty reserve activity | ||||
Beginning balance | $226 | $217 | $92 | |
Warranty expenses incurred | -608 | -649 | -305 | |
Provisions | 577 | 658 | 430 | |
Ending balance | $195 | $226 | $217 | $92 |
Summary_of_Significant_Account6
Summary of Significant Accounting Policies (Details 3) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Computations of diluted net loss per share | |||
Anti-dilutive securities excluded from computation of earnings per share amount | 3,427 | 2,797 | 2,505 |
Share options [Member] | |||
Computations of diluted net loss per share | |||
Anti-dilutive securities excluded from computation of earnings per share amount | 2,479 | 1,821 | 1,539 |
Restricted stock-unvested [Member] | |||
Computations of diluted net loss per share | |||
Anti-dilutive securities excluded from computation of earnings per share amount | 916 | 976 | 966 |
Performance Shares [Member] | |||
Computations of diluted net loss per share | |||
Anti-dilutive securities excluded from computation of earnings per share amount | 32 | 0 | 0 |
Summary_of_Significant_Account7
Summary of Significant Accounting Policies (Details 4) | 3 Months Ended | 12 Months Ended | |
Dec. 31, 2012 | Dec. 31, 2014 | Dec. 31, 2013 | |
Natural Molecular Testing Corporation [Member] | |||
Company sales to individual customers representing greater than 10% of the total | |||
Sales in percentage | 58.00% | 0.00% | 30.00% |
Companion Dx [Member] | |||
Company sales to individual customers representing greater than 10% of the total | |||
Sales in percentage | 10.00% | 0.00% | 0.00% |
Summary_of_Significant_Account8
Summary of Significant Accounting Policies (Details Textual) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Summary of Significant Accounting Policies (Textual) [Abstract] | |||
Impairment charge included in depreciation expense | $102,000 | ||
Summary of Significant Accounting Policies (Additional Textual) [Abstract] | |||
Minimum maturity for cash and cash equivalents at the date of purchase | 3 months | ||
Maximum maturity for cash and cash equivalents at the date of purchase | 3 months | ||
Periods of performance evaluation period programs (PEPs) | 6 months | ||
Restricted cash | 758,000 | 758,000 | |
Impairment charges | 0 | 0 | 0 |
Impairment of long-lived assets | 1,624,000 | ||
Elimination of cumulative foreign currency translation adjustments upon liquidation of foreign subsidiary | 0 | 450,000 | 0 |
Foreign exchange gain (loss) | 19,000 | 19,000 | 6,000 |
Customers representing | greater than 10% | ||
Comprehensive loss | -38,283,000 | -33,647,000 | -22,103,000 |
Systems [Member] | |||
Summary of Significant Accounting Policies (Textual) [Abstract] | |||
Products warranty period | 1 year | ||
Reagents [Member] | |||
Summary of Significant Accounting Policies (Textual) [Abstract] | |||
Products warranty period | 60 days | ||
Natural Molecular Testing Corporation [Member] | |||
Summary of Significant Accounting Policies (Textual) [Abstract] | |||
Impairment charge included in depreciation expense | $302,000 | ||
Maximum [Member] | |||
Summary of Significant Accounting Policies (Textual) [Abstract] | |||
Expected useful lives of these assets | 10 years | ||
Minimum [Member] | |||
Summary of Significant Accounting Policies (Textual) [Abstract] | |||
Income tax benefit | 50.00% | ||
Instruments [Member] | |||
Summary of Significant Accounting Policies (Textual) [Abstract] | |||
Expected useful lives of these assets | 4 years | ||
Office equipment [Member] | |||
Summary of Significant Accounting Policies (Textual) [Abstract] | |||
Expected useful lives of these assets | 5 years |
Intangible_Assets_net_Details
Intangible Assets, net (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Summary of intangible assets | ||
Net carrying amount | $1,870 | |
Licensed intellectual property [Member] | ||
Summary of intangible assets | ||
Gross carrying amount | 2,750 | 2,409 |
Accumulated amortization | -880 | -1,212 |
Net carrying amount | $1,870 | $1,197 |
Intangible_Assets_net_Details_
Intangible Assets, net (Details 1) (USD $) | Dec. 31, 2014 |
In Thousands, unless otherwise specified | |
Summary of estimated future amortization expense | |
2015 | $257 |
2016 | 254 |
2017 | 254 |
2018 | 254 |
2019 | 254 |
Thereafter | 597 |
Net carrying amount | $1,870 |
Intangible_Assets_net_Details_1
Intangible Assets, net (Details Textual) (USD $) | 1 Months Ended | 12 Months Ended | 1 Months Ended | |||||||
Dec. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2012 | Jun. 30, 2014 | Aug. 31, 2013 | Jul. 31, 2012 | |
Indefinite-lived Intangible Assets [Line Items] | ||||||||||
Payments to date on license agreements | $2,100,000 | $2,100,000 | ||||||||
Impairment related to license agreements | 1,600,000 | |||||||||
Amortization expense for intangible assets | 227,000 | 342,000 | 200,000 | |||||||
Caliper Life Sciences Inc [Member] | ||||||||||
Indefinite-lived Intangible Assets [Line Items] | ||||||||||
License agreement payments | 550,000 | 450,000 | 400,000 | |||||||
Advanced Liquid Logic, Inc. [Member] | Collaborative Arrangement [Member] | ||||||||||
Indefinite-lived Intangible Assets [Line Items] | ||||||||||
License agreement payments | 350,000 | 200,000 | 250,000 | |||||||
Potential additional milestone payments | $1,750,000 |
Stockholders_Equity_Details
Stockholders' Equity (Details) (USD $) | 12 Months Ended | 1 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Aug. 31, 2013 |
Class of Stock [Line Items] | ||||
Proceeds from issuance of common stock | $812 | $86,547 | $48,300 | |
Common Stock [Member] | ||||
Class of Stock [Line Items] | ||||
Shares of stock issued in public follow-on stock offering | 8,765 | |||
Proceeds from issuance of common stock | $80,672 |
StockBased_Compensation_Detail
Stock-Based Compensation (Details) (USD $) | 12 Months Ended |
Dec. 31, 2014 | |
Compensation Related Costs [Abstract] | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding, Number | 2,269,316 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding, Weighted Average Exercise Price | $6.25 |
Schedule of stock option activity | |
Number of Share options Outstanding, Beginning Balance | 1,821,216 |
Number of Share options, Granted | 946,916 |
Number of Share options, Exercised | -101,403 |
Number of Share options, Cancelled | -187,294 |
Number of Share options Outstanding, Ending Balance | 2,479,435 |
Number of Share options, Exercisable | 1,282,634 |
Weighted average exercise price Outstanding, Beginning Balance | $6.89 |
Weighted average exercise price, Granted | $11.89 |
Weighted average exercise price, Exercised | $5.30 |
Weighted average exercise price, Cancelled | $9.57 |
Weighted average exercise price Outstanding, Ending Balance | $8.66 |
Weighted average exercise price, Exercisable | $6.25 |
StockBased_Compensation_Detail1
Stock-Based Compensation (Details1) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Fair value of stock options granted | |||
Expected volatility (%) | 69.00% | 74.00% | 75.00% |
Expected life (years) | 6 years 0 months 29 days | 6 years 0 months 29 days | 5 years 11 months 1 day |
Risk free rate (%) | 1.82% | 1.17% | 0.97% |
Expected dividend yield (%) | 0.00% | 0.00% | 0.00% |
StockBased_Compensation_Detail2
Stock-Based Compensation (Details 2) (USD $) | 12 Months Ended |
Dec. 31, 2014 | |
Restricted Stock Awards [Member] | |
Summary of non-vested restricted share award ("RSA") activity | |
Non-vested, Number of shares, Beginning balance | 508,606 |
Number of shares, Granted | 0 |
Number of shares, Vested | -295,231 |
Number of shares, Cancelled or expired | -39,765 |
Non-vested, Number of shares, Ending balance | 173,610 |
Non-vested, Weighted average Grant Date Fair Value, Beginning balance | $4.54 |
Weighted average Grant Date Fair Value, Granted | $0 |
Weighted average Grant Date Fair Value, Vested | $4.36 |
Weighted average Grant Date Fair Value, Cancelled or expired | $5.77 |
Non-vested, Weighted average Grant Date Fair Value, Ending balance | $4.56 |
Restricted Stock Units [Member] | |
Summary of non-vested restricted share award ("RSA") activity | |
Non-vested, Number of shares, Beginning balance | 474,847 |
Number of shares, Granted | 548,569 |
Number of shares, Vested | -189,193 |
Number of shares, Cancelled or expired | -92,231 |
Non-vested, Number of shares, Ending balance | 741,992 |
Non-vested, Weighted average Grant Date Fair Value, Beginning balance | $11.51 |
Weighted average Grant Date Fair Value, Granted | $11.62 |
Weighted average Grant Date Fair Value, Vested | $11.94 |
Weighted average Grant Date Fair Value, Cancelled or expired | $11.70 |
Non-vested, Weighted average Grant Date Fair Value, Ending balance | $11.46 |
StockBased_Compensation_Detail3
Stock-Based Compensation (Details 3) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Summary of share-based compensation expense | |||
Share-based compensation | $5,796 | $3,893 | $2,352 |
Cost of sales [Member] | |||
Summary of share-based compensation expense | |||
Share-based compensation | 73 | 162 | 125 |
Sales and marketing [Member] | |||
Summary of share-based compensation expense | |||
Share-based compensation | 1,848 | 1,223 | 558 |
Research and development [Member] | |||
Summary of share-based compensation expense | |||
Share-based compensation | 1,194 | 613 | 509 |
General and administrative [Member] | |||
Summary of share-based compensation expense | |||
Share-based compensation | $2,681 | $1,895 | $1,160 |
StockBased_Compensation_Detail4
Stock-Based Compensation (Details 4) (USD $) | 12 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Weighted average fair value of shares issued | $7.45 | $7.30 | $3.80 |
Employee purchases | $812 | $300 | |
Employee Stock [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Shares issued | 88,419 | 33,439 | |
Weighted average fair value of shares issued | $11.20 | $11.90 | |
Employee purchases | $812 | $299 |
StockBased_Compensation_Detail5
Stock-Based Compensation (Details Textual) | 12 Months Ended | 12 Months Ended | 12 Months Ended | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2010 | Dec. 31, 2010 | Dec. 31, 2010 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Mar. 31, 2013 | Dec. 31, 2014 | |
USD ($) | USD ($) | USD ($) | Common Stock [Member] | Warrant One [Member] | Warrant Two [Member] | Restricted Stock Awards [Member] | Restricted Stock Awards [Member] | Restricted Stock Awards [Member] | Restricted Stock Units [Member] | Restricted Stock Units [Member] | Restricted Stock Units [Member] | Performance Shares [Member] | Employee Stock [Member] | Employee Stock [Member] | 2010 Equity Incentive Plan [Member] | 2010 Equity Incentive Plan [Member] | 2013 ESPP [Member] | 2013 ESPP [Member] | 2013 ESPP [Member] | |
USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | Minimum [Member] | Maximum [Member] | Employee Stock [Member] | Employee Stock [Member] | Employee Stock [Member] | |||||||
Maximum [Member] | ||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||||
Share-based compensation | $5,796,000 | $3,893,000 | $2,352,000 | |||||||||||||||||
Share-based compensation (Textual) [Abstract] | ||||||||||||||||||||
Vesting period | 10 years | 1 year | 4 years | |||||||||||||||||
Future grant of awards under the Plan | 437,127 | 528,142 | ||||||||||||||||||
Weighted average fair value of shares issued | $7.45 | $7.30 | $3.80 | $11.20 | $11.90 | |||||||||||||||
Weighted average contractual term of options exercisable | 5 years 11 months 16 days | |||||||||||||||||||
Aggregate intrinsic value of options exercisable | 9,466,000 | |||||||||||||||||||
Aggregate intrinsic value of options exercised | 584,000 | 730,000 | 277,000 | |||||||||||||||||
Options exercised | 101,403 | |||||||||||||||||||
Options outstanding | 2,479,435 | 1,821,216 | ||||||||||||||||||
Options outstanding, weighted average remaining contractual term | 7 years 4 months 13 days | |||||||||||||||||||
Option intrinsic value | 12,320,000 | |||||||||||||||||||
Ordinary shares purchased | 88,317 | 88,317 | ||||||||||||||||||
Exercise price of issued warrants to purchase | 9.98 | 6.9 | ||||||||||||||||||
Unrecognized compensation cost | 7,417,000 | 695,000 | 6,404,000 | 399,000 | ||||||||||||||||
Weighted average-period, cost is expected to be recognized | 2 years 10 months 24 days | 1 year 2 months 19 days | 2 years 9 months 15 days | |||||||||||||||||
Total fair value of restricted stock vested | 3,466,000 | 4,201,000 | 724,000 | 2,121,000 | 72,000 | 0 | ||||||||||||||
Capitalized share-based compensation | 0 | 0 | 0 | |||||||||||||||||
Unrecognized tax benefit related to share-based compensation | $0 | $0 | $0 | |||||||||||||||||
Common stock reserved for future issuance | 650,000 | |||||||||||||||||||
Purchase price of common stock as a percentage of fair value | 85.00% | |||||||||||||||||||
Offering period | 6 months | 27 months | ||||||||||||||||||
Maximum employee investment as a percentage of gross compensation | 10.00% | |||||||||||||||||||
Maximum number of shares per employee | 1,500 |
Income_Taxes_Details
Income Taxes (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Current expense: | |||
U.S. provision | $0 | $0 | $0 |
State | -573 | 44 | 103 |
Foreign (non-U.S. entities) | 0 | 0 | 45 |
Total current expense | ($573) | $44 | $148 |
Income_Taxes_Details_1
Income Taxes (Details 1) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Deferred income tax assets (liabilities): | ||
NOL and credit carryforwards | $44,768 | $31,893 |
Compensation accruals | 3,078 | 1,912 |
Accruals and reserves | 2,551 | 2,394 |
State tax provision | 8 | 5 |
Federal benefit of state UTP | 0 | 172 |
Inventory adjustments | 513 | 538 |
Intangible Assets | 355 | 1,316 |
Mark to market of marketable securities | 0 | 111 |
Deferred Tax Assets, Other | 10 | 0 |
Subtotal: Deferred Tax Assets | 51,283 | 38,341 |
Depreciation | 635 | 494 |
Valuation allowance | -50,648 | -37,847 |
Net deferred income taxes | $0 | $0 |
Income_Taxes_Details_2
Income Taxes (Details 2) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Reconciliation of income tax (expense) | |||
U.S. Federal statutory income tax rate | 34.00% | 34.00% | 34.00% |
Permanent differences | -0.30% | -0.60% | -0.90% |
State taxes | 2.60% | -1.00% | 5.30% |
Executive compensation limitation | -0.70% | -0.40% | 0.00% |
Stock-based compensation | -1.50% | -0.90% | 0.00% |
Effect of non-U.S. operations | 0.00% | 0.00% | -0.20% |
Other | 0.30% | -0.90% | -0.20% |
Valuation allowance | -32.90% | -30.30% | -38.90% |
Total tax provision | 1.50% | -0.10% | -0.90% |
Income_Taxes_Details_Textual
Income Taxes (Details Textual) (USD $) | 12 Months Ended | |||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Income Taxes (Textual) [Abstract] | ||||
Net operating loss carryforwards related to excess tax benefits from share-based compensation | $4,700,000 | |||
Unrecognized Tax Benefits | 0 | 382,000 | 382,000 | 382,000 |
Income Taxes (Additional Textual) [Abstract] | ||||
Changes in ownership | stockholders that hold 5% or more of the Company’s common stock | |||
Valuation allowance | 50,648,000 | 37,847,000 | ||
Probability of realization of income tax upon settlement | 50.00% | |||
Total balance of accrued interest and penalties related to uncertain tax positions | 228,000 | |||
Domestic (U.S. Entities) | ||||
Income Taxes (Textual) [Abstract] | ||||
Net operating loss (NOL) | 128,400,000 | |||
State and Local Jurisdiction [Member] | ||||
Income Taxes (Textual) [Abstract] | ||||
Net operating loss (NOL) | 122,400,000 | |||
Foreign (non U.S. Entities) | ||||
Income Taxes (Textual) [Abstract] | ||||
Net operating loss (NOL) | $0 |
Income_Taxes_Unrecognized_Tax_
Income Taxes (Unrecognized Tax Benefit) (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2012 | Dec. 31, 2011 |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Unrecognized Tax Benefits | $382 | $382 | $382 |
Lapses in the statute of limitations | -382 | ||
Unrecognized Tax Benefits | $0 | $382 | $382 |
Commitments_and_Contingencies_1
Commitments and Contingencies (Details) (USD $) | Dec. 31, 2014 |
In Thousands, unless otherwise specified | |
Annual future minimum obligations for operating leases | |
2015 | $1,084 |
2016 | 1,116 |
2017 | 1,123 |
2018 | 1,155 |
2019 | 1,191 |
Thereafter | 1,853 |
Total minimum lease payments | $7,522 |
Commitments_and_Contingencies_2
Commitments and Contingencies (Details Textual) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Commitments and Contingencies Disclosure [Abstract] | |||
Rent and operating expenses | $1,147 | $1,049 | $1,323 |
Deferred balance | $1,601 | $1,725 |
Inventories_Details
Inventories (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Summary of inventory on hand | ||
Raw materials | $593 | $713 |
Work-in-process | 660 | 437 |
Finished goods | 884 | 952 |
Total inventory | $2,137 | $2,102 |
Property_and_Equipment_net_Det
Property and Equipment, net (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Property and equipment-at cost: | ||
Total property and equipment-at cost | $18,839 | $15,353 |
Less accumulated depreciation | -7,787 | -6,762 |
Net property and equipment | 11,052 | 8,591 |
Plant and machinery [Member] | ||
Property and equipment-at cost: | ||
Total property and equipment-at cost | 6,737 | 3,260 |
Instruments [Member] | ||
Property and equipment-at cost: | ||
Total property and equipment-at cost | 6,611 | 7,013 |
Office equipment [Member] | ||
Property and equipment-at cost: | ||
Total property and equipment-at cost | 1,441 | 1,325 |
Leasehold improvements [Member] | ||
Property and equipment-at cost: | ||
Total property and equipment-at cost | $4,050 | $3,755 |
Property_and_Equipment_net_Det1
Property and Equipment, net (Details Textual) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Property and Equipment, net (Textual) [Abstract] | |||
Depreciation expense | $2,429 | $2,187 | $998 |
Property, Plant and Equipment [Line Items] | |||
Impairment charge included in depreciation expense | 102 | ||
Natural Molecular Testing Corporation [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Impairment charge included in depreciation expense | $302 |
Loan_payable_Details
Loan payable (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Loan Payable and Line of Credit (Textual) [Abstract] | ||
Restricted cash | 758,000 | $758,000 |
Principal repayments obligations | 0 | 37,000 |
Letter of Credit [Member] | ||
Loan Payable and Line of Credit (Textual) [Abstract] | ||
Line of credit facility amount outstanding | 758,000 | |
Line of credit facility amount previously outstanding | 500,000 | |
Square 1 [Member] | ||
Loan Payable and Line of Credit (Textual) [Abstract] | ||
Variable interest rate | 6.75% | |
First PacTrust Bankrop [Member] | ||
Loan Payable and Line of Credit (Textual) [Abstract] | ||
Maturity of term loan | 1-Jul-13 | |
First PacTrust Bankrop [Member] | Term Loan [Member] | ||
Loan Payable and Line of Credit (Textual) [Abstract] | ||
Term loan | 836,000 | |
Variable interest rate | 3.75% |
Other_current_liabilities_Deta
Other current liabilities (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Other current liabilities | ||
Accrued professional fees | $1,210 | $1,020 |
Deferred rental liabilities | 1,029 | 907 |
Accrued warranties | 195 | 226 |
Accrued royalties | 1,219 | 809 |
Total | $3,653 | $2,962 |
Fair_Value_of_Financial_Instru2
Fair Value of Financial Instruments (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
U.S. Government and Agency Securities [Member] | Quotes Prices in Active Markets for Identical Assets (Level 1) [Member] | ||
Assets measured at fair value on a recurring basis | ||
Financial assets | $0 | |
Fair Value, Measurements, Recurring [Member] | ||
Assets measured at fair value on a recurring basis | ||
Financial assets | 65,063 | 89,776 |
Fair Value, Measurements, Recurring [Member] | Quotes Prices in Active Markets for Identical Assets (Level 1) [Member] | ||
Assets measured at fair value on a recurring basis | ||
Financial assets | 31,412 | 19,910 |
Fair Value, Measurements, Recurring [Member] | Significant Other Observable Inputs (Level 2) [Member] | ||
Assets measured at fair value on a recurring basis | ||
Financial assets | 33,651 | 69,866 |
Fair Value, Measurements, Recurring [Member] | Significant Unobservable Inputs (Level 3) [Member] | ||
Assets measured at fair value on a recurring basis | ||
Financial assets | 0 | 0 |
Fair Value, Measurements, Recurring [Member] | Money Market Funds [Member] | ||
Assets measured at fair value on a recurring basis | ||
Financial assets | 31,412 | 19,910 |
Fair Value, Measurements, Recurring [Member] | Money Market Funds [Member] | Quotes Prices in Active Markets for Identical Assets (Level 1) [Member] | ||
Assets measured at fair value on a recurring basis | ||
Financial assets | 31,412 | 19,910 |
Fair Value, Measurements, Recurring [Member] | Money Market Funds [Member] | Significant Other Observable Inputs (Level 2) [Member] | ||
Assets measured at fair value on a recurring basis | ||
Financial assets | 0 | 0 |
Fair Value, Measurements, Recurring [Member] | Money Market Funds [Member] | Significant Unobservable Inputs (Level 3) [Member] | ||
Assets measured at fair value on a recurring basis | ||
Financial assets | 0 | 0 |
Fair Value, Measurements, Recurring [Member] | Corporate Notes and Bonds [Member] | ||
Assets measured at fair value on a recurring basis | ||
Financial assets | 18,387 | 22,954 |
Fair Value, Measurements, Recurring [Member] | Corporate Notes and Bonds [Member] | Quotes Prices in Active Markets for Identical Assets (Level 1) [Member] | ||
Assets measured at fair value on a recurring basis | ||
Financial assets | 0 | |
Fair Value, Measurements, Recurring [Member] | Corporate Notes and Bonds [Member] | Significant Other Observable Inputs (Level 2) [Member] | ||
Assets measured at fair value on a recurring basis | ||
Financial assets | 18,387 | 22,954 |
Fair Value, Measurements, Recurring [Member] | Corporate Notes and Bonds [Member] | Significant Unobservable Inputs (Level 3) [Member] | ||
Assets measured at fair value on a recurring basis | ||
Financial assets | 0 | |
Fair Value, Measurements, Recurring [Member] | U.S. Government and Agency Securities [Member] | ||
Assets measured at fair value on a recurring basis | ||
Financial assets | 15,264 | 43,115 |
Fair Value, Measurements, Recurring [Member] | U.S. Government and Agency Securities [Member] | Significant Other Observable Inputs (Level 2) [Member] | ||
Assets measured at fair value on a recurring basis | ||
Financial assets | 15,264 | 43,115 |
Fair Value, Measurements, Recurring [Member] | U.S. Government and Agency Securities [Member] | Significant Unobservable Inputs (Level 3) [Member] | ||
Assets measured at fair value on a recurring basis | ||
Financial assets | 0 | |
Fair Value, Measurements, Recurring [Member] | Certificate of Deposit [Member] | ||
Assets measured at fair value on a recurring basis | ||
Financial assets | 3,797 | |
Fair Value, Measurements, Recurring [Member] | Certificate of Deposit [Member] | Quotes Prices in Active Markets for Identical Assets (Level 1) [Member] | ||
Assets measured at fair value on a recurring basis | ||
Financial assets | 0 | |
Fair Value, Measurements, Recurring [Member] | Certificate of Deposit [Member] | Significant Other Observable Inputs (Level 2) [Member] | ||
Assets measured at fair value on a recurring basis | ||
Financial assets | 3,797 | |
Fair Value, Measurements, Recurring [Member] | Certificate of Deposit [Member] | Significant Unobservable Inputs (Level 3) [Member] | ||
Assets measured at fair value on a recurring basis | ||
Financial assets | $0 |
Investments_Details
Investments (Details) (USD $) | Dec. 31, 2014 |
In Thousands, unless otherwise specified | |
Schedule of Available-for-sale Securities [Line Items] | |
Amortized cost | $33,675 |
Gross unrealized gains | 3 |
Gross unrealized losses | -27 |
Fair value | 33,651 |
Corporate Note Securities [Member] | |
Schedule of Available-for-sale Securities [Line Items] | |
Amortized cost | 18,408 |
Gross unrealized gains | 1 |
Gross unrealized losses | -22 |
Fair value | 18,387 |
US Government Corporations and Agencies Securities [Member] | |
Schedule of Available-for-sale Securities [Line Items] | |
Amortized cost | 15,267 |
Gross unrealized gains | 2 |
Gross unrealized losses | -5 |
Fair value | $15,264 |
Investments_Details_1
Investments (Details 1) (USD $) | Dec. 31, 2014 |
In Thousands, unless otherwise specified | |
Companies available-for-sale investments | |
Due in one year or less, Amortized cost | $31,425 |
Due after one year through two years, Amortized cost | 2,250 |
Amortized cost | 33,675 |
Due in one year or less, Fair value | 31,403 |
Due after one year through two years, Fair value | 2,248 |
Fair value | $33,651 |
Investments_Details_Textuals_D
Investments (Details Textuals) (Details) (Advanced Liquid Logic, Inc. [Member], USD $) | 12 Months Ended |
In Thousands, unless otherwise specified | Dec. 31, 2014 |
Advanced Liquid Logic, Inc. [Member] | |
Schedule of Available-for-sale Securities [Line Items] | |
Realized gain | $1,392 |
Selected_Quarterly_Financial_D2
Selected Quarterly Financial Data (Unaudited) (Details) (USD $) | 3 Months Ended | 12 Months Ended | ||||||||||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Selected Quarterly Financial Data | ||||||||||||
Total revenue | $9,826 | $6,300 | $6,555 | $7,913 | $6,451 | $4,637 | $5,215 | $11,101 | $30,594 | $27,404 | $20,469 | |
Gross profit (loss) | 5,999 | 3,691 | 3,455 | 4,322 | 3,032 | 555 | 2,062 | 6,186 | 17,467 | 11,834 | 8,829 | |
Loss from operations | -8,657 | -10,272 | -11,265 | -8,860 | -10,271 | -12,291 | -8,087 | -4,231 | -39,054 | -34,880 | -21,891 | |
Net loss | ($8,612) | ($9,658) | ($11,210) | ($8,783) | ($10,632) | ($10,817) | ($8,019) | ($4,175) | ($22,103) | ($38,263) | ($33,643) | ($22,103) |
Per share data: | ||||||||||||
Net loss per common share - basic and diluted | ($0.21) | ($0.23) | ($0.27) | ($0.22) | ($0.26) | ($0.30) | ($0.25) | ($0.13) | ($0.93) | ($0.95) | ($0.84) |
Subsequent_Evens_Details
Subsequent Evens (Details) (USD $) | 0 Months Ended | |
Jan. 12, 2015 | Dec. 31, 2014 | |
Term Loan [Member] | Subsequent Event [Member] | ||
Subsequent Event [Line Items] | ||
Variable basis rate | 1.00% | |
Applicable margin, minimum, percentage | 4.95% | |
Applicable margin, maximum, percentage | 5.90% | |
Revolving Credit Facility [Member] | Line of Credit [Member] | ||
Subsequent Event [Line Items] | ||
Capitalized costs related to securing the debt | $90,000 | |
Revolving Credit Facility [Member] | Line of Credit [Member] | Subsequent Event [Member] | ||
Subsequent Event [Line Items] | ||
Variable basis rate | 1.25% | |
Applicable margin, minimum, percentage | 2.95% | |
Applicable margin, maximum, percentage | 3.95% | |
Commitment fee for unused capacity, percentage | 0.75% | |
General Electric Capital [Member] | Term Loan [Member] | Subsequent Event [Member] | ||
Subsequent Event [Line Items] | ||
Debt instrument , face amount | 35,000,000 | |
General Electric Capital [Member] | Revolving Credit Facility [Member] | Line of Credit [Member] | Subsequent Event [Member] | ||
Subsequent Event [Line Items] | ||
Revolving line of credit in amount | 5,000,000 |
Uncategorized_Items
Uncategorized Items | |||||
[us-gaap_SharesIssued] | 20,478,000 | ||||
[us-gaap_StockholdersEquity] | -436,000 | 199,531,000 | 2,000 | -168,463,000 |