Document and Entity Information
Document and Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2019 | Mar. 01, 2020 | Jun. 28, 2019 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2019 | ||
Entity Registrant Name | Quanterix Corp | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Accelerated Filer | ||
Entity Small Business | true | ||
Entity Emerging Growth Company | true | ||
Entity Ex Transition Period | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 547 | ||
Entity Common Stock, Shares Outstanding | 28,225,653 | ||
Entity Central Index Key | 0001503274 | ||
Current Fiscal Year End Date | --12-31 | ||
Document Fiscal Year Focus | 2019 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false |
Consolidated Balance Sheet
Consolidated Balance Sheet - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Current assets: | ||
Cash and cash equivalents | $ 109,155 | $ 44,429 |
Accounts receivable (less reserve for doubtful accounts of $162 and $36 as of December 31, 2019 and December 31, 2018, respectively; including $186 and $48 from related parties as of December 31, 2019 and December 31, 2018, respectively) | 10,906 | 6,792 |
Inventory | 10,463 | 5,945 |
Prepaid expenses and other current assets | 2,137 | 2,330 |
Total current assets | 132,661 | 59,496 |
Restricted cash | 1,026 | 1,000 |
Property and equipment, net | 12,047 | 2,923 |
Intangible assets, net | 14,307 | 2,348 |
Goodwill | 9,353 | 1,308 |
Other non-current assets | 557 | 536 |
Total assets | 169,951 | 67,611 |
Current liabilities: | ||
Accounts payable (including $36 to related parties as of December 31, 2019 and December 31, 2018) | 5,777 | 5,110 |
Accrued compensation and benefits | 6,570 | 4,449 |
Other accrued expenses (including $0 and $226 to related parties as of December 31, 2019 and December 31, 2018, respectively) | 2,498 | 3,129 |
Deferred revenue (including $55 and $33 with related parties as of December 31, 2019 and December 31, 2018, respectively) | 4,697 | 5,437 |
Current portion of long term debt | 75 | |
Other current liabilities | 216 | |
Total current liabilities | 19,833 | 18,125 |
Deferred revenue, net of current portion | 466 | 520 |
Long term debt, net of current portion | 7,587 | 7,623 |
Other non-current liabilities | 13,407 | 278 |
Total liabilities | 41,293 | 26,546 |
Commitments and contingencies (Note 9) | ||
Stockholders’ equity: | ||
Common stock, $0.001 par value: Authorized - 120,000,000 shares as of December 31, 2019 and December 31, 2018; issued and outstanding - 28,112,201 and 22,369,036 shares as of December 31, 2019 and December 31, 2018, respectively | 28 | 22 |
Additional paid-in capital | 345,027 | 216,931 |
Accumulated other comprehensive loss | (153) | |
Accumulated deficit | (216,244) | (175,888) |
Total stockholders’ equity | 128,658 | 41,065 |
Total liabilities and stockholders’ equity | $ 169,951 | $ 67,611 |
Consolidated Balance Sheet (Par
Consolidated Balance Sheet (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Consolidated Balance Sheet | ||
Accounts receivable, reserve for doubtful accounts | $ 162 | $ 36 |
Accounts receivable, related parties | 186 | 48 |
Accounts payable, related parties | 36 | 36 |
Other accrued expenses, related parties | 0 | 226 |
Deferred revenue, current, related parties | $ 55 | $ 33 |
Share value | $ 0.001 | $ 0.001 |
Common stock, authorized shares | 120,000,000 | 120,000,000 |
Common stock, shares issued | 28,112,201 | 22,369,036 |
Common stock, shares outstanding | 28,112,201 | 22,369,036 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Revenue | $ 56,734,000 | $ 37,632,000 | $ 22,874,000 |
Cost of goods sold: | |||
Total costs of goods sold and services | 29,898,000 | 19,684,000 | 12,887,000 |
Gross profit | 26,836,000 | 17,948,000 | 9,987,000 |
Operating expense: | |||
Research and development (including stock compensation of $718, $513, and $180 for the years ended December 31, 2019, 2018, and 2017, respectively) | 16,190,000 | 15,805,000 | 16,304,000 |
Selling, general and administrative (including stock compensation of $5,346, $4,143, and $1,912 for the years ended December 31, 2019, 2018, and 2017, respectively) | 52,246,000 | 33,693,000 | 19,688,000 |
Total operating expenses | 68,436,000 | 49,498,000 | 35,992,000 |
Loss from operations | (41,600,000) | (31,550,000) | (26,005,000) |
Interest income (expense), net | 627,000 | 46,000 | (951,000) |
Other income (expense), net | (10,000) | (7,000) | (63,000) |
Loss before income tax | (40,983,000) | (31,511,000) | (27,019,000) |
Income tax provision | 187,000 | (25,000) | 0 |
Net loss | (40,796,000) | (31,536,000) | (27,019,000) |
Reconciliation of net loss to net loss attributable to common stockholders: | |||
Net loss | (40,796,000) | (31,536,000) | (27,019,000) |
Accretion of preferred stock to redemption value | (4,110,000) | ||
Accrued dividends on preferred stock | (59,000) | ||
Net loss attributable to common stockholders | $ (40,796,000) | $ (31,536,000) | $ (31,188,000) |
Net loss per share, basic and diluted | $ (1.63) | $ (1.43) | $ (8.30) |
Weighted-average common shares outstanding, basic and diluted | 25,090,708 | 21,994,317 | 3,756,954 |
Product revenue | |||
Revenue | $ 40,491,000 | $ 23,365,000 | $ 14,124,000 |
Cost of goods sold: | |||
Total costs of goods sold and services | 20,900,000 | 12,729,000 | 7,742,000 |
Service and other revenue | |||
Revenue | 16,059,000 | 12,117,000 | 7,676,000 |
Cost of goods sold: | |||
Total costs of goods sold and services | 8,998,000 | 6,955,000 | 5,145,000 |
Collaboration and license revenue | |||
Revenue | $ 184,000 | $ 2,150,000 | $ 1,074,000 |
Consolidated Statements of Op_2
Consolidated Statements of Operations (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Cost of product revenue, related party activity | $ 234 | $ 191 | $ 235 |
Stock compensation expense in cost of goods sold | 86 | 55 | 24 |
Stock compensation expense in research and development expenses | 718 | 513 | 180 |
Stock compensation expense in selling, general and administrative expenses | 5,346 | 4,143 | 1,912 |
Product revenue | |||
Related party revenue | 720 | 294 | 339 |
Service and other revenue | |||
Related party revenue | 118 | 149 | 165 |
Stock compensation expense in cost of goods sold | 238 | 173 | 52 |
Collaboration and license revenue | |||
Related party revenue | $ 0 | $ 2,150 | $ 1,074 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Consolidated Statements of Comprehensive Loss | |||
Net income | $ (40,796) | $ (31,536) | $ (27,019) |
Other comprehensive loss: | |||
Cumulative translation adjustment | (153) | ||
Total other comprehensive loss | (153) | ||
Comprehensive loss | $ (40,949) | $ (31,536) | $ (27,019) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Operating activities | |||
Net loss | $ (40,796) | $ (31,536) | $ (27,019) |
Adjustments to reconcile net loss to net cash used in operating activities: | |||
Depreciation and amortization expense | 3,009 | 1,352 | 482 |
Inventory valuation adjustment amortization | 611 | ||
Stock-based compensation expense | 6,388 | 4,884 | 2,168 |
Non-cash interest expense | 89 | 170 | 238 |
Loss (gain) on disposal of fixed assets | 140 | (14) | |
Change in fair value of preferred stock warrants | 90 | ||
Changes in operating assets and liabilities: | |||
Accounts receivable | (3,365) | (983) | (1,682) |
Prepaid expenses and other assets | 289 | (1,828) | (273) |
Inventory | (3,447) | (1,603) | (2,043) |
Other non-current assets | (21) | 267 | |
Accounts payable | 621 | 1,318 | 1,003 |
Accrued compensation and benefits, other accrued expenses and other current liabilities | 822 | 1,101 | 2,035 |
Contract acquisition costs | 336 | ||
Other non-current liabilities | 9,845 | ||
Deferred revenue | (708) | (1,849) | 2,895 |
Net cash used in operating activities | (26,187) | (28,721) | (22,106) |
Investing activities | |||
Purchases of property and equipment | (10,847) | (1,518) | (1,132) |
Purchase of investments | (150) | ||
Acquisition of UmanDiagnostics AB, net of cash acquired | (14,529) | (3,801) | |
Proceeds from sale of assets | 15 | ||
Net cash used in investing activities | (25,376) | (5,454) | (1,132) |
Financing activities | |||
Proceeds from sale of preferred stock, net of issuance costs | 65,575 | ||
Proceeds from sale of common stock, net of issuance costs | (20) | 8,423 | |
Proceeds from exercise of stock warrants | 29 | ||
Proceeds from stock options exercised | 2,820 | 1,871 | 202 |
Proceeds from ESPP purchase | 879 | ||
Proceeds from the issuance of notes payable and warrants, net of issuance costs | (59) | ||
Payments on notes payable | (50) | (1,929) | (921) |
Net cash provided by (used in) financing activities | 116,197 | (78) | 73,249 |
Net increase (decrease) in cash and cash equivalents | 64,634 | (34,253) | 50,011 |
Effect of foreign currency exchange rate on cash | 118 | ||
Cash, restricted cash, and cash equivalents at beginning of period | 45,429 | 79,682 | 29,671 |
Cash, restricted cash, and cash equivalents at end of period | 110,181 | 45,429 | 79,682 |
Supplemental cash flow information | |||
Accretion of preferred stock to redemption value | 4,110 | ||
Cash paid for interest | 656 | 606 | 743 |
Warrants issued to lenders | 119 | ||
Purchases of property and equipment included in accounts payable | 164 | 78 | |
191,152 shares of common stock issued in connection with the acquisition of UmanDiagnostics AB | 5,468 | ||
Purchases of property and equipment included in other non-current liabilities | 7,572 | 74 | |
Fair value of common stock warrants exercised and reclassified as shares of common stock | 196 | 2,187 | |
Reconciliation of cash, cash equivalents, and restricted cash: | |||
Total cash, cash equivalents, and restricted cash | 110,181 | $ 45,429 | $ 79,682 |
At-the-market offering | |||
Financing activities | |||
Proceeds from sale of common stock, net of issuance costs | 48,019 | ||
Underwritten public offering | |||
Financing activities | |||
Proceeds from sale of common stock, net of issuance costs | $ 64,529 |
Consolidated Statements of Ca_2
Consolidated Statements of Cash Flows (Parenthetical) | Aug. 01, 2019shares |
UmanDiagnostics AB Acquisition | |
Common stock shares consideration | 191,152 |
Consolidated Statements of Rede
Consolidated Statements of Redeemable Convertible Preferred Stock and Stockholders’ (Deficit) Equity - USD ($) $ in Thousands | Common stockInitial Public Offering | Common stockUnderwritten public offering | Common stockAt-the-market offering | Common stock | Additional paid-in capitalInitial Public Offering | Additional paid-in capitalUnderwritten public offering | Additional paid-in capitalAt-the-market offering | Additional paid-in capital | Accumulated other comprehensive loss [Member] | Accumulated deficit | Series A Preferred Stock | Series B Preferred Stock | Series C Preferred Stock | Series D Preferred Stock | Initial Public Offering | Underwritten public offering | At-the-market offering | Total |
Beginning Balance at Dec. 31, 2016 | $ 2 | $ (115,111) | $ 28,979 | $ 17,459 | $ 36,678 | $ 45,469 | $ (115,109) | |||||||||||
Beginning balance (in shares) at Dec. 31, 2016 | 2,315,496 | 15,700,001 | 6,021,363 | 8,605,944 | 12,420,262 | |||||||||||||
Increase (Decrease) in Stockholders' Equity | ||||||||||||||||||
Exercise of preferred stock warrants | $ 2,078 | $ 138 | ||||||||||||||||
Exercise of preferred stock warrants (in shares) | 700,000 | 31,283 | ||||||||||||||||
Exercise of common stock options and vesting restricted stock | $ 204 | 204 | ||||||||||||||||
Exercise of common stock options and vesting restricted stock (in shares) | 289,321 | |||||||||||||||||
Issue of common stock, net | $ 5 | $ 65,570 | $ 8,423 | $ 65,575 | ||||||||||||||
Issue of common stock, net (in shares) | 4,916,480 | 2,113,902 | ||||||||||||||||
Accretion of preferred stock to redemption value | (2,029) | (2,081) | $ 1,080 | $ 840 | $ 2,140 | $ 50 | (4,110) | |||||||||||
Conversion of preferred stock to common stock | $ 15 | 143,319 | $ (32,137) | $ (18,299) | $ (38,956) | $ (53,942) | 143,334 | |||||||||||
Conversion of preferred stock to common stock (in shares) | 14,185,744 | (16,400,001) | (6,021,363) | (8,637,227) | (14,534,164) | |||||||||||||
Warrant Liability reclassified to equity upon IPO | 823 | 823 | ||||||||||||||||
Stock-based compensation expense | 2,168 | 2,168 | ||||||||||||||||
Net loss | (27,019) | (27,019) | ||||||||||||||||
Ending Balance at Dec. 31, 2017 | $ 22 | 210,196 | (144,352) | 65,866 | ||||||||||||||
Ending Balance (in shares) at Dec. 31, 2017 | 21,707,041 | |||||||||||||||||
Increase (Decrease) in Stockholders' Equity | ||||||||||||||||||
Cumulative-effect adjustment for the adoption of ASC 606 | 141 | (141) | ||||||||||||||||
Exercise of preferred stock warrants (in shares) | 16,718 | |||||||||||||||||
Exercise of common stock options and vesting restricted stock | 1,871 | 1,871 | ||||||||||||||||
Exercise of common stock options and vesting restricted stock (in shares) | 645,277 | |||||||||||||||||
Common stock issuance offering costs | (20) | (20) | ||||||||||||||||
Stock-based compensation expense | 4,884 | 4,884 | ||||||||||||||||
Net loss | (31,536) | (31,536) | ||||||||||||||||
Ending Balance at Dec. 31, 2018 | $ 22 | 216,931 | (175,888) | 41,065 | ||||||||||||||
Ending Balance (in shares) at Dec. 31, 2018 | 22,369,036 | |||||||||||||||||
Increase (Decrease) in Stockholders' Equity | ||||||||||||||||||
Exercise of preferred stock warrants (in shares) | 45,690 | |||||||||||||||||
Exercise of common stock options and vesting restricted stock | 2,820 | 2,820 | ||||||||||||||||
Exercise of common stock options and vesting restricted stock (in shares) | 550,734 | |||||||||||||||||
Issue of common stock, net | $ 3 | $ 2 | $ 64,526 | $ 48,017 | $ 64,529 | $ 48,019 | ||||||||||||
Issue of common stock, net (in shares) | 2,732,673 | 2,186,163 | ||||||||||||||||
Issuance of shares for acquisition of Uman | $ 1 | 5,467 | 5,468 | |||||||||||||||
Issuance of shares for acquisition of Uman (in shares) | 191,152 | |||||||||||||||||
ESPP stock purchase | 878 | 878 | ||||||||||||||||
ESPP stock purchase (in shares) | 36,753 | |||||||||||||||||
Stock-based compensation expense | 6,388 | 6,388 | ||||||||||||||||
Cumulative translation adjustment | (153) | |||||||||||||||||
Net loss | (40,796) | (40,796) | ||||||||||||||||
Ending Balance at Dec. 31, 2019 | $ 28 | $ 345,027 | $ (153) | (216,244) | 128,658 | |||||||||||||
Ending Balance (in shares) at Dec. 31, 2019 | 28,112,201 | |||||||||||||||||
Increase (Decrease) in Stockholders' Equity | ||||||||||||||||||
Cumulative-effect adjustment for the adoption of ASC 606 | $ 440 | 440 | ||||||||||||||||
Accumulated other comprehensive income | $ (153) | $ (153) |
Consolidated Statements of Re_2
Consolidated Statements of Redeemable Convertible Preferred Stock and Stockholders' (Deficit) Equity (Parenthetical) $ in Thousands | 12 Months Ended |
Dec. 31, 2017USD ($) | |
Consolidated Statements of Redeemable Convertible Preferred Stock and Stockholders’ (Deficit) Equity | |
stock issuance cost | $ 8,173 |
Organization and operations
Organization and operations | 12 Months Ended |
Dec. 31, 2019 | |
Organization and operations | |
Organization and operations | 1. Organization and operations Quanterix Corporation (NASDAQ: QTRX) (the Company) is a life sciences company that has developed next generation, ultra-sensitive digital immunoassay platforms that advance precision health for life sciences research and diagnostics. The Company’s platforms are based on its proprietary digital “Simoa” detection technology. The Company’s Simoa bead-based and planar array platforms enable customers to reliably detect protein biomarkers in extremely low concentrations in blood, serum and other fluids that, in many cases, are undetectable using conventional, analog immunoassay technologies, and also allow researchers to define and validate the function of novel protein biomarkers that are only present in very low concentrations and have been discovered using technologies such as mass spectrometry. These capabilities provide the Company’s customers with insight into the role of protein biomarkers in human health that has not been possible with other existing technologies and enable researchers to unlock unique insights into the continuum between health and disease. The Company is currently focusing on protein detection, but is also developing its bead-based technology to detect nucleic acids in biological samples. The Company launched its first immunoassay platform, the Simoa HD-1, in 2014. The HD-1 is a fully automated immunoassay bead-based platform with multiplexing and custom assay capability, and related assay test kits and consumable materials. The Company launched a second bead-based immunoassay platform (SR-X) in the fourth quarter of 2017 with a more compact footprint than the Simoa HD-1 and less automation designed for lower volume requirements while still allowing multiplexing and custom assay capability. The Company initiated an early-access program for its third instrument (SP-X) on the new Simoa planar array platform in January 2019, with the full commercial launch commencing in April 2019. In July 2019, the Company launched the Simoa HD-X, an upgraded version of the Simoa HD-1 which replaces the HD-1. The HD-X has been designed to deliver significant productivity and operational efficiency improvements, as well as greater user flexibility. The Company began shipping and installing HD-X instruments at customer locations in the third quarter of 2019, ahead of its original fourth quarter expectation. The Company also performs research services on behalf of customers to apply the Simoa technology to specific customer needs. The Company's customers are primarily in the research use only market, which includes academic and governmental research institutions, the research and development laboratories of pharmaceutical manufacturers, contract research organizations, and specialty research laboratories. The Company acquired Aushon Biosystems, Inc. (Aushon) in January 2018. With the acquisition of Aushon, the Company acquired a CLIA certified laboratory, as well as Aushon’s proprietary sensitive planar array detection technology. Leveraging its proprietary sophisticated Simoa image analysis and data analysis algorithms, the Company further refined this planar array technology to develop the SP-X instrument to provide the same Simoa sensitivity found in its bead-based platform. The Company acquired UmanDiagnostics AB (Uman), a Swedish company located in Umeå , Sweden, in August 2019. The acquisition closed with respect to 95% of the outstanding shares of capital stock of Uman on July 1, 2019 and with respect to the remaining 5% of the outstanding shares of capital stock of Uman on August 1, 2019. Uman supplies neurofilament light (Nf-L) antibodies and ELISA kits, which are widely recognized by researchers and biopharmaceutical and diagnostics companies world-wide as the premier solution for the detection of Nf-L to advance the development of therapeutics and diagnostics for neurodegenerative conditions. With the acquisition of Uman, the Company has secured a long-term source of supply for a critical technology. Initial Public Offering In December 2017, the Company completed its initial public offering (IPO) in which the Company sold 4,916,480 shares of its common stock at the initial public offering price of $15.00 per share The Company’s common stock began trading on The Nasdaq Global Market on December 7, 2017. The aggregate net proceeds received from the IPO, net of underwriting discounts and commissions and offering expenses, was $65.6 million. Immediately prior to the completion of the IPO, all then outstanding shares of convertible preferred stock were converted into 14,185,744 shares of common stock. The related carrying value of shares of preferred stock and warrants in the aggregate amount of $143.3 million was reclassified as common stock and additional paid-in capital. Additionally, the Company filed an amended and restated certificate of incorporation with the Secretary of State of the State of Delaware, effective December 11, 2017 to, among other things, change the authorized number of shares of common stock to 120,000,000 and the authorized number of shares of preferred stock to 5,000,000. Reverse Stock Split On December 4, 2017, the Company effected a reverse stock split of its common stock at a ratio of 1‑for‑3.214. The shares of common stock subject to then outstanding stock options were adjusted accordingly to reflect the reverse stock split. All common stock and related per share amounts presented in these financial statements and related notes have been retroactively adjusted to reflect the 1‑for‑3.214 reverse stock split “At-the-market offering” On March 19, 2019, the Company entered into a Sales Agreement (the Sales Agreement) with Cowen and Company, LLC (Cowen) with respect to an “at-the-market” offering program under which the Company may offer and sell, from time to time at its sole discretion, shares of its common stock, par value $0.001 per share, having an aggregate offering price of up to $50.0 million through Cowen as its sales agent. On June 5, 2019, the Company issued approximately 2.2 million shares of common stock at an average stock price of $22.73 per share pursuant to the terms of the Sales Agreement. The “at-the-market” offering resulted in gross proceeds of $49.7 million. The Company incurred $1.7 million in issuance costs associated with the “at-the-market” offering, resulting in net proceeds to the Company of $48.0 million. Underwritten public offering On August 8, 2019, the Company entered into an underwriting agreement with J.P. Morgan Securities LLC and SVB Leerink LLC, as representatives of the several underwriters, relating to an underwritten public offering of approximately 2.7 million shares of the Company’s common stock, par value $0.001 per share. The underwritten public offering resulted in gross proceeds of $69.0 million. The Company incurred $4.5 million in issuance costs associated with the underwritten public offering, resulting in net proceeds to the Company of $64.5 million. Liquidity The Company has had recurring losses from operations since inception and has an accumulated deficit of $216.2 million at December 31, 2019 and the Company incurred a net loss of $40.8 million, $31.5 million, and $27.0 million for the years ended December 31, 2019, 2018, and 2017, respectively. Prior to the IPO the Company had funded its operations principally from issuances of preferred stock, debt financings, grants, product and service sales and development and license agreements. At December 31, 2019, the Company had $109.2 million of unrestricted cash and cash equivalents. The Company expects the current cash balance will be sufficient to fund operations for a period of at least one year from the date the consolidated financial statements are issued. There can be no assurances, however, that no additional funding will be required or that additional funding will be available on terms acceptable to the Company, or at all. |
Significant accounting policies
Significant accounting policies | 12 Months Ended |
Dec. 31, 2019 | |
Significant accounting policies | |
Significant accounting policies | 2. Significant accounting policies Principles of consolidation The consolidated financial statements have been prepared in accordance with U.S. GAAP and include the accounts of Quanterix Corporation, and its wholly-owned subsidiaries. All material intercompany transactions and balances have been eliminated in consolidation. Use of estimates The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. In making those estimates and assumptions, the Company bases its estimates on historical experience and on various other assumptions believed to be reasonable. The Company’s significant estimates included in the preparation of the consolidated financial statements are related to revenue recognition, fair value of equity instruments and notes receivable, fair value of assets acquired and liabilities assumed in acquisitions, valuation allowances recorded against deferred tax assets, and stock-based compensation. Actual results could differ from those estimates. Revenue recognition The Company recognizes revenue when a customer obtains control of a promised good or service. The amount of revenue recognized reflects consideration that the Company expects to be entitled to receive in exchange for these goods and services, incentives and taxes collected from customers, that are subsequently remitted to governmental authorities. The Company adopted Accounting Standards Codification (ASC) Topic 606 Revenue from Contracts with Customers (ASC 606), on January 1, 2019, using the modified retrospective method for all contracts not completed as of the date of adoption. The reported results for 2019 reflect the application of ASC 606 guidance, while the reported results for 2018 were prepared under ASC 605, Revenue Recognition . Customers The Company’s customers primarily consist of entities engaged in the life sciences research market that pursue the discovery and development of new drugs for a variety of neurologic, cardiovascular, oncologic and other protein biomarkers associated with diseases. The Company’s customer base exceeds 730 customers and includes several of the largest biopharmaceutical companies, academic research organizations and distributors who serve certain geographic markets. Product revenue The Company’s products are composed of analyzer instruments, assay kits and other consumables such as reagents. Products are sold directly to biopharmaceutical and academic research organizations or are sold through distributors in EMEA and Asia Pacific regions. The sales of instruments are generally accompanied by an initial year of implied service-type warranties and may be bundled with assays and other consumables and may also include other items such as training and installation of the instrument and/or an extended service warranty. Revenues from the sale of products are recognized at a point in time when the Company transfers control of the product to the customer, which is upon installation for instruments sold to direct customers, and based upon shipping terms for assay kits and other consumables. Revenue for instruments sold to distributors is generally recognized based upon shipping terms (either upon shipment or delivery). Service and other revenue Service revenues are composed of contract research services, initial implied one-year service-type warranties, extended services contracts and other services such as training. Contract research services are provided through the Company’s Accelerator Laboratory and generally consist of fixed fee contracts. Revenues from contract research services are recognized at a point in time when the Company completes and delivers its research report on each individually completed study, or over time if the contractual provisions allow for the collection of transaction consideration for costs incurred plus a reasonable margin through the period of performance of the services. Revenues from service-type warranties are recognized ratably over the contract service period. Revenues from other services are immaterial. Collaboration and license revenue The Company may enter into agreements to license the intellectual property and know-how associated with its instruments in exchange for license fees and future royalties (as described below). The license agreements provide the licensee with a right to use the intellectual property with the license fee revenues recognized at a point in time as the underlying license is considered functional intellectual property. The Company has recognized revenues from a sales- or usage based royalties related to the Company’s licensing technology and intellectual property. Payment terms The Company’s payment terms vary by the type and location of customer and the products or services offered. Payment from customers is generally required in a term ranging from 30 to 45 days from date of shipment or satisfaction of the performance obligation with no discounts for early payment. Occasionally the Company provides extended payment terms or financing arrangements to customers. Disaggregated Revenue When disaggregating revenue, the Company considered all of the economic factors that may affect its revenues. The following tables disaggregate the Company's revenue from contracts with customers by revenue type: Year Ended December 31, 2019 (in thousands) NA EMEA Asia Pacific Total Product revenues Instruments $ 6,250 $ 5,243 $ 3,393 $ 14,886 Consumable and other products 14,148 9,674 1,783 25,605 Totals $ 20,398 $ 14,917 $ 5,176 $ 40,491 Service and other revenues Service-type warranties $ 3,139 $ 1,323 $ 171 $ 4,633 Research services 8,845 704 456 10,005 Other services 825 565 31 1,421 Totals $ 12,809 $ 2,592 $ 658 $ 16,059 Collaboration and license revenue Collaboration and license revenue $ 167 $ 17 $ — $ 184 Totals $ 167 $ 17 $ — $ 184 The Company’s contracts with customers may include promises to transfer multiple products and services to a customer. The Company combines any performance obligations that are immaterial with one or more other performance obligations that are material to the contract. For arrangements with multiple performance obligations, the Company allocates the contract transaction price, including discounts, to each performance obligation based on its relative standalone selling price. Judgment is required to determine the standalone selling price for each distinct performance obligation. The Company determines standalone selling prices based on prices charged to customers in observable transactions, and uses a range of amounts to estimate standalone selling prices for each performance obligation. The Company may have more than one range of standalone selling price for certain products and services based on the pricing for different customer classes. Variable consideration in the Company’s contracts primarily relates to (i) sales- and usage-based royalties related to the license of intellectual property in collaboration and license contracts and (ii) certain non-fixed fee research services contracts. ASC 606 provides for an exception to estimating the variable consideration for sales- and usage-based royalties related to the license of intellectual property, such that the sales- or usage-based royalty will be recognized in the period the underlying transaction occurs. The Company has recorded sales- or usage-based royalty revenue for the year ended December 31, 2019 related to the intellectual property licensed by Uman. The Company recognizes revenues from sales- or usage based royalty revenue at the later of when the sales or usage occurs; and the satisfaction or partial satisfaction of the performance obligation to which the royalty has been allocated. The aggregate amount of transaction price that is allocated to performance obligations that have not yet been satisfied or are partially satisfied as of December 31, 2019 is $5.2 million. Of the performance obligations not yet satisfied or are partially satisfied, $4.7 million is expected to be recognized as revenue in the next 12 months, with the remainder to be recognized within the 24 months thereafter. The $5.2 million principally consists of $3.0 million billed for undelivered services related to initial and extended service-type warranties and research services, as well as $1.7 million related to undelivered licenses of intellectual property for a diagnostics company. Changes in deferred revenue from contracts with customers were as follows (in thousands): Year Ended December 31, 2019 Balance at December 31, 2018 $ 5,957 606 adoption adjustment (86) Deferral of revenue 3,925 Recognition of deferred revenue (4,633) Balance at December 31, 2019 $ 5,163 Costs to obtain a contract The Company’s sales commissions are generally based on revenues of the Company. The Company has determined that certain commissions paid under its sales incentive programs meet the requirements to be capitalized as they are incremental and would not have occurred absent a customer contract. The change in the balance of costs to obtain a contract are as follows (in thousands): Year Ended December 31, 2019 Balance at December 31, 2018 $ — 606 adoption adjustment 307 Deferral of costs to obtain a contract 848 Recognition of costs to obtain a contract (820) Balance at December 31, 2019 $ 335 The Company has classified the balance of capitalized costs to obtain a contract as a component of prepaid expenses and other current assets as of December 31, 2019 and classifies the expense as a component of cost of goods sold and selling, general and administrative expense over the estimated life of the contract. The Company considers potential impairment in these amounts each period. ASC 606 provides entities with certain practical expedients and accounting policy elections to minimize the cost and burden of adoption. The Company does not disclose the value of unsatisfied performance obligations for (i) contracts with original expected length of one year or less and (ii) contracts for which revenue is recognized at the amount to which the Company has the right to invoice for services performed. The Company will exclude from its transaction price any amounts collected from customers related to sales and other similar taxes. When determining the transaction price of a contract, an adjustment is made if payment from a customer occurs either significantly before or significantly after performance, resulting in a significant financing component. The Company does not assess whether a significant financing component exists if the period between when the Company performs its obligations under the contract and when the customer pays is one year or less. None of the Company’s contracts contained a significant financing component as of December 31, 2019. The Company has elected to account for the shipping and handling as an activity to fulfill the promise to transfer the product, and therefore will not evaluate whether shipping and handling activities are promised services to its customers. Business combinations Under the acquisition method of accounting, the Company allocates the fair value of the total consideration transferred to the tangible and identifiable intangible assets acquired and liabilities assumed based on their estimated fair values on the date of acquisition. The fair values assigned, defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between willing market participants, are based on estimates and assumptions determined by management. The excess consideration over the aggregate fair value of tangible and intangible assets, net of liabilities assumed, is recorded as goodwill. These valuations require significant estimates and assumptions, especially with respect to intangible assets. The Company typically uses the discounted cash flow method to value acquired intangible assets. This method requires significant management judgment to forecast future operating results and establish residual growth rates and discount factors. The estimates used to value and amortize intangible assets are consistent with the plans and estimates that are used to manage the business and are based on available historical information. If the subsequent actual results and updated projections of the underlying business activity change compared with the assumptions and projections used to develop these values, the Company could experience impairment charges. In addition, the Company has estimated the economic lives of certain acquired assets and these lives are used to calculate depreciation and amortization expense. If estimates of the economic lives change, depreciation or amortization expenses could be accelerated or slowed. Cost of revenue Cost of product revenue consists of raw materials, parts costs and associated freight, shipping and handling costs, contract manufacturer costs, personnel costs, yield loss, in-license payments and royalties, stock-based compensation, other direct costs and overhead. Cost of service and other revenue consists of personnel, facility costs associated with operating the Accelerator Labs on behalf of the customers, costs related to instrument maintenance and servicing equipment at customer sites, other direct and overhead. Cost of license revenue, related party consists of license fees that are the direct results of cash payments received related to license agreements. Research and development expenses Research and development expenses, including personnel costs, allocated facility costs, lab supplies, outside services, contract laboratory costs are charged to research and development expense as incurred. The Company accounts for nonrefundable advance payments for goods and services that will be used in future research and development activities as expense when the service has been performed or when the goods have been received. Selling, general, and administrative expenses Selling, general, and administrative expenses are primarily composed of compensation and benefits associated with sales and marketing, finance, human resources, and other administrative personnel, outside marketing, advertising, allocated facilities costs, legal expenses, and other general and administrative costs. Net loss per share Basic net loss per common share attributable to common stockholders is calculated by dividing the net loss attributable to common stockholders by the weighted-average number of common shares. For purposes of the diluted net loss per share calculations, preferred stock, unvested restricted common stock, and common stock options are considered to be potentially dilutive securities, but are excluded from the diluted net loss per share because their effect would be anti-dilutive and therefore basic and diluted net loss per share were the same for all periods presented. The following table sets forth the outstanding potentially dilutive securities that have been excluded in the calculation of diluted net loss per share because to do so would be anti-dilutive (in common stock equivalent shares): Year Ended December 31, 2019 2018 2017 Unvested restricted common stock and restricted stock units 409,929 361,468 177,192 Outstanding stock options 2,507,062 2,476,911 2,249,843 Outstanding common stock warrants 10,000 76,041 86,090 Total 2,926,991 2,914,420 2,513,125 As of December 31, 2019, 2018, and 2017 the Company had an obligation to issue warrants to purchase an additional 93,341 shares of common stock to a vendor if a contract is terminated prior to a minimum purchase commitment being met. No amounts are presented in the table above for this obligation to issue a warrant as the issuance of the warrant is not considered probable. Cash and cash equivalents Cash and cash equivalents consist of cash deposits and short-term, highly liquid investments that are readily convertible into cash, with original maturities of three months or less. Cash equivalents are carried at fair value based on quoted prices for identical assets. Cash and cash equivalents consist of the following (in thousands): As of December 31, 2019 2018 Cash $ 6,406 $ 1,821 Money market funds invested in U.S. Treasury obligations 102,749 42,608 Total cash and cash equivalents $ 109,155 $ 44,429 Restricted cash and deposits Restricted cash represents collateral for a letter of credit issued as security for the lease for the Company’s new headquarters. The restricted cash is long term in nature as the Company will not have access to the funds until more than one year from December 31, 2019. As of December 31, 2019 and 2018, the Company had $1.1 million and $1.4 million, respectively, in restricted cash and deposits related to amounts held for a line of credit, amounts held as a security deposit for the Company’s facility lease obligation, and a business registration application. As of December 31, 2019, $1.0 million of the $1.1 million was recorded on a separate line item as restricted cash. The remaining $0.1 million was included in noncurrent assets. As of December 31, 2018, $1.0 million of the $1.4 million was recorded on a separate line item as restricted cash. The remaining $0.4 million was included in current and noncurrent assets. Accounts receivable and allowance for doubtful accounts The Company provides credit, in the normal course of business, to customers and does not require collateral. Accounts receivable consist of amounts due to the Company for sales to customers and are recorded net of an allowance for doubtful accounts. The Company reviews accounts receivable on a regular basis to determine if any receivable will potentially be uncollectable and to estimate the amount of allowance for doubtful accounts necessary. Once a receivable is deemed uncollectible, such balance is written off and charged against the allowance for doubtful accounts. The Company has not incurred material write offs in any of the periods presented. Inventory Inventory is stated at the lower of cost or market on a first-in, first-out (FIFO) basis. The Company analyzes its inventory levels on each reporting date and writes down inventory that is expected to expire prior to being sold and inventory in excess of expected sales requirements. In the event that the Company identifies these conditions exist in its inventory, the carrying value is reduced to its estimated net realizable value. Property and equipment Property and equipment, including leasehold improvements, are stated at cost and are depreciated, or amortized in the case of leasehold improvements, over their estimated useful lives using the straight-line method. Expenditures for maintenance and repairs are charged to expense as incurred, whereas major betterments are capitalized as additions to property and equipment. The Company reviews its property and equipment whenever events or changes in circumstances indicate that the carrying value of certain assets might not be recoverable and recognizes an impairment loss when it is probable that an asset’s realizable value is less than the carrying value. To date, no such impairment losses have been recorded. Depreciation is calculated based upon the following estimated useful lives of the assets: Laboratory and manufacturing equipment Five years Computers and software Three years Office furniture and equipment Seven years Leasehold improvements Shorter of the useful life of the asset or the remaining term of the lease Software development costs The Company develops and modifies software related to the operation of the instrument. Software development costs are expensed as incurred until the point the Company establishes technological feasibility. Based on the Company’s product development process, technological feasibility is established upon the completion of a working model. The Company does not incur material costs between the completion of the working model and the point at which the product is ready for release. Therefore, software development costs are charged to the statement of operations as incurred as research and development expense. Investments During 2016, the Company purchased a minority interest in preferred stock in a privately held company for $0.3 million. During 2018, the Company was issued a convertible note by a privately held company having a principal amount of $0.2 million. The preferred stock investment is recorded on a cost basis in other non-current assets on the accompanying balance sheets as the Company does not have a controlling interest, does not have the ability to exercise significant influence over the privately held company, and the fair value of the equity investment is not readily determinable. The Company performs an impairment analysis at each reporting period to determine if there is any readily available fair value information that would indicate an impairment. The Company has determined there was no impairment during the year ended December 31, 2019 or in any prior period. The convertible note is held as an available-for-sale investment, which is carried at fair market value, with the unrealized gains and losses included in the determination of comprehensive loss. When determining the estimated fair value of the convertible notes, the Company used a commonly accepted valuation methodology. Equity investments that do not result in consolidation and are not accounted for under the equity method are measured at fair value, with any changes in fair value recognized in net income. For any such investments that do not have readily determinable fair values, the Company elects the measurement alternative to measure the investments at cost minus impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for the identical or a similar investment of the same issuer. Fair value of financial instruments ASC Topic 820, Fair Value Measurement (ASC 820), establishes a fair value hierarchy for instruments measured at fair value that distinguishes between assumptions based on market data (observable inputs) and the Company’s own assumptions (unobservable inputs). Observable inputs are inputs that market participants would use in pricing the asset or liability based on market data obtained from sources independent of the Company. Unobservable inputs are inputs that reflect the Company’s assumptions about the inputs that market participants would use in pricing the asset or liability, and are developed based on the best information available in the circumstances. ASC 820 identifies fair value as the exchange price, or exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As a basis for considering market participant assumptions in fair value measurements, ASC 820 establishes a three-tier fair value hierarchy that distinguishes between the following: Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2 inputs are inputs other than quoted prices that are observable for the asset or liability, either directly or indirectly; and Level 3 inputs are unobservable inputs that reflect the Company’s own assumptions about the assumptions market participants would use in pricing the asset or liability. To the extent that the valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised by the Company in determining fair value is greatest for instruments categorized in Level 3. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. The carrying amount reflected on the balance sheets for cash and cash equivalents, accounts receivable, prepaid expenses and other current assets, accounts payable and accrued liabilities approximated their fair values, due to the short-term nature of these instruments. The carrying value of the long-term debt approximates its fair value as the debt arrangement is based on interest rates the Company believes it could obtain for borrowings with similar terms. The Company has an investment in the preferred stock of a privately held company which is recorded within other non-current assets on a cost basis. This cost method investment’s fair value has not been estimated as there are no identified events or changes in circumstances that would indicate a significant adverse effect on the fair value of the investment and to do so would be impractical. Fair value measurements as of December 31, 2019 are as follows (in thousands): Quoted prices Significant in active Significant other unobservable markets observable inputs Description Total (Level 1) inputs (Level 2) (Level 3) Financial assets Cash equivalents $ 109,155 $ 109,155 $ — $ — Note receivable 150 — — 150 $ 109,305 $ 109,155 $ — $ 150 Fair value measurements as of December 31, 2018 are as follows (in thousands): Quoted prices Significant in active Significant other unobservable markets observable inputs Description Total (Level 1) inputs (Level 2) (Level 3) Financial assets Cash equivalents $ 42,608 $ 42,608 $ — $ — Note receivable 150 — — 150 $ 42,758 $ 42,608 — $ 150 Warranties The Company provides a one-year warranty and maintenance service related to its instruments and sells extended warranty contracts for additional periods. The Company defers revenue associated with these services and recognizes them on a pro-rata basis over the period of service. Income taxes The Company recognizes deferred tax assets and liabilities for the expected future tax consequences of events that have been recognized in the Company’s consolidated financial statements or tax returns. Under this method, deferred tax assets and liabilities are determined based on differences between the consolidated financial statement carrying amounts and the tax bases of the assets and liabilities using the enacted tax rates in effect in the years in which the differences are expected to reverse. A valuation allowance against deferred tax assets is recorded if, based on the weight of the available evidence, it is more likely than not that some or all of the deferred tax assets will not be realized. The Company accounts for uncertain tax positions in accordance with the provisions of ASC 740 Income Taxes (ASC 740). When uncertain tax positions exist, the Company recognizes the tax benefit of tax positions to the extent that the benefit will more likely than not be realized. The determination as to whether the tax benefit will more likely than not be realized is based upon the technical merits of the tax position as well as consideration of the available facts and circumstances. As of December 31, 2019 and 2018, the Company did not have any significant uncertain tax positions. Credit, product and supplier concentrations and off-balance-sheet risk The Company has no significant off-balance-sheet risk, such as foreign exchange contracts, option contracts, or other hedging arrangements. Financial instruments that potentially expose the Company to concentrations of credit risk primarily consist of cash and cash equivalents and a cost method investment. The Company places its cash and cash equivalents principally in depository accounts with a bank. The Company is also subject to supply chain risks related to the outsourcing of the manufacturing of its instruments. Although there are a limited number of manufacturers for instruments of this type, the Company believes that other suppliers could provide similar products on comparable terms. A change in suppliers, however, could cause a delay in manufacturing and a possible loss of sales, which would adversely affect operating results. In addition to outsourcing the manufacturing of its instruments, the Company also purchases antibodies through a number of different suppliers. Although a disruption in service from any one of its antibody suppliers is possible, the Company believes that it would be able to find an adequate supply from alternative suppliers. Customers outside the United States represented 50% and 40% of the Company’s gross trade accounts receivable balance as of December 31, 2019 and 2018, respectively. At December 31, 2019 and 2018, no single customer represented 10% of the Company’s aggregate accounts receivable, and no single customer represented 10% of the Company’s revenue for the year ended December 31, 2019 and 2018. At December 31, 2017, one customer represented 10% of the Company’s revenue for the year ended December 31, 2017. Stock-based compensation The Company accounts for stock-based compensation awards in accordance with ASC 718, Compensation—Stock Compensation . ASC 718 requires all stock-based payments to employees, including grants of employee stock options, to be recognized in the statement of operations based on their fair values. Stock-based compensation awards have historically consisted of stock options and restricted stock. Effective January 1, 2017, the Company ceased utilizing an estimated forfeiture rate and began recognizing forfeitures as they occur. The Company estimates the grant date fair value, and the resulting stock-based compensation expense, using the Black-Scholes option-pricing model. The grant date fair value of the stock-based awards is generally recognized on a straight-line basis over the requisite service period, which is generally the vesting period of the respective awards. The Company recognizes compensation costs related to share-based payments granted to non-employees, which consists of directors for their services on the board of directors, based on the estimated fair value of the awards on the date of grant in the same manner as options for employees. There were no material non-employee awards outstanding during the years ended December 31, 2019, 2018, and 2017. The fair value of stock options granted to employees and non-employees is estimated on the grant date using the Black-Scholes option-pricing model, based on the assumptions noted in the following table: Year Ended December 31, 2019 2018 2017 Risk-free interest rate 1.4% - 2.6% 2.6% - 3.0% 1.8% - 2.1% Expected dividend yield None None None Expected term (in years) 6.0 5.9 6.0 Expected volatility 33.5% - 39.7% 32.4% - 36.8% 46.0% - 52.0% Using the Black-Scholes option-pricing model, the weighted-average grant date fair value of options granted for the years ended December 31, 2019, 2018, and 2017 was $9.09, $7.19, and $4.52 per share, respectively. Expected volatility was calculated based a propotional weighting of reported volatility data for a representative group of guideline publicly traded companies for which historical information was available and the Company’s stock. The risk-free interest rate is based on the U.S. Treasury yield curve in effect at the time of grant, commensurate with the expected life assumption. The Company estimates the expected life of options granted to employees utilizing the simplified method which calculates the expected life of an option as the average of the time to vesting and contractual life of the options. The expected life is applied to the stock option grant group as a whole, as the Company does not expect substantially different exercise or post-vesting termination behavior among its employee population. The Company uses the simplified method due to the lack of historical exercise data and the plain nature of the stock options. The Company uses the remaining contractual term for the expected life of non-employee awards. The expected dividend yield is assumed to be zero as the Company has never paid dividends and has no current plans to pay any dividends on common stock. Recent accounting pronouncements The Company is considered to be an “emerging growth company” as defined in the Jumpstart Our Business Startups Act of 2012, as amended (JOBS Act). The JOBS Act provides that an emerging growth company can take advantage of an extended transition period for complying with new or revised accounting standards. Thus, an emerging growth company can delay the adoption of certain accounting standards until those standards would otherwise apply to private companies. The Company has elected to avail itself of this extended transition period and, as a result, the Company will not be required to adopt new or revised accounting standards on the relevant dates on which adoption of such standards is required for other public companies so long as the Company remains an emergin |
Inventory
Inventory | 12 Months Ended |
Dec. 31, 2019 | |
Inventory | |
Inventory | 3. Inventory Inventory consists of the following (in thousands): As of December 31, 2019 2018 Raw materials $ 4,717 $ 1,546 Work in process 2,573 2,331 Finished goods 3,173 2,068 Total $ 10,463 $ 5,945 Inventory comprises commercial instruments, assays, and the materials required to manufacture assays. |
Property and equipment
Property and equipment | 12 Months Ended |
Dec. 31, 2019 | |
Property and equipment | |
Property and equipment | 4. Property and equipment Property and equipment consists of the following (in thousands): As of December 31, 2019 2018 Laboratory and manufacturing equipment $ 5,391 $ 4,127 Office furniture and equipment 1,403 789 Computers and software 1,103 786 Leasehold improvements 8,489 244 16,386 5,946 Less: accumulated depreciation (4,339) (3,023) Total $ 12,047 $ 2,923 The Company incurred depreciation expense of $1.6 million and $0.7 million for the years ended December 31, 2019 and 2018, respectively. The Company has instruments included in laboratory and manufacturing equipment, which are used internally by the Company. The laboratory and manufacturing equipment balance includes $2.8 million of cost and $1.2 million of accumulated depreciation related to these instruments. |
Other accrued expenses
Other accrued expenses | 12 Months Ended |
Dec. 31, 2019 | |
Other accrued expenses | |
Other accrued expenses | 5. Other accrued expenses Other accrued expenses consist of the following (in thousands): As of December 31, 2019 2018 Accrued inventory $ 459 $ 599 Accrued royalties 476 323 Accrued professional services 655 723 Accrued development costs 151 795 Accrued other 757 689 Total accrued expenses $ 2,498 $ 3,129 Other non-current liabilities consist of the following (in thousands): As of December 31, 2019 2018 Leasehold obligation incentive $ 7,572 $ — Deferred rent 3,009 265 Deferred tax liabilities 2,825 7 Other 1 6 Total non-current liabilities $ 13,407 $ 278 |
Income taxes
Income taxes | 12 Months Ended |
Dec. 31, 2019 | |
Income taxes | |
Income taxes | 6. Income taxes The following table presents the components of loss before income taxes (in thousands): Year Ended December 31, 2019 2018 2017 United States $ (40,010) $ (31,436) $ (27,019) Foreign (973) (75) — $ (40,983) $ (31,511) $ (27,019) The following table summarizes income tax benefit (provision) (in thousands): Year Ended December 31, 2019 2018 2017 Current: United States Federal $ — $ — $ — State (20) (18) — Foreign (93) — — Total current income tax provision (113) (18) — Deferred United States Federal (3) (2) — State (1) (5) — Foreign 304 — — Total deferred income tax benefit (provision) 300 (7) — Total income tax benefit (provision) $ 187 $ (25) $ — During the years ended December 31, 2019, 2018, and 2017, the Company recorded an income tax benefit (provision) of $0.2 million, less than $(0.1) million, and $0, respectively. A reconciliation of the federal statutory income tax rate to the effective tax rate is as follows: Year Ended December 31, 2019 2018 Federal statutory income tax rate 21.0 % 21.0 % Foreign tax rate differential — % — % State taxes, net of federal benefit 3.2 % 6.0 % Tax credits 2.3 % 2.7 % Share-based compensation 2.3 % 1.1 % Permanent items (0.9) % (1.2) % Defereed tax rate changes (1.4) % — % Change in valuation allowance (24.6) % (29.9) % Other (1.4) % 0.2 % Effective income tax rate 0.5 % (0.1) % The effective tax rate of 1% differs from the U.S. Federal statutory rate of 21% primarily as a result of the valuation allowance maintained against our worldwide net deferred tax assets. During 2018, the Company acquired Aushon. The Company analyzed the transaction from an income tax perspective and adjusted the deferred tax assets and liabilities related to the Aushon acquisition. Of the total goodwill recorded, approximately $0.4 million is amortizable related to historical tax basis that Aushon had related to a prior acquisition. During 2019, the Company acquired Uman, a Swedish entity. The Company analyzed the transaction from an income tax perspective and found that there was no tax deductible goodwill or other identifiable intangible assets related to the transaction. Deferred tax assets and liabilities reflect the net tax effects of net operating loss carryovers and temporary differences between the carrying amount of assets and liabilities for financial reporting and the amounts used for income tax purposes. Significant components of the Company’s deferred tax assets and liabilities were as follows (in thousands): December 31, 2019 2018 Deferred tax assets: Net operating loss carryforwards $ 43,814 $ 35,623 Tax credits 5,518 4,678 Deferred revenue 1,247 1,614 Depreciation — 86 Amortization 928 792 Stock-based compensation 973 541 Deferred Rent 727 — Lease incentive obligation 1,828 — Other deferred tax assets 1,325 1,378 Total deferred tax assets 56,360 44,712 Less: Valuation allowances (54,137) (44,033) Net deferred tax assets 2,223 679 Deferred tax liabilities: Section 481(a) adjustment - accrued bonus — (59) Depreciation (1,769) — Amortization of acquired intangibles (3,031) (610) Inventory (212) — Goodwill (31) (17) Other deferred tax liabitlies (5) — Net deferred tax assets (liabilities) $ (2,825) $ (7) The valuation allowance increased by $10.1 million during the year ended December 31, 2019, primarily as a result of the U.S. operating losses incurred, the research and development tax credit carryforwards generated during the year. In determining the need for a valuation allowance, the Company has given consideration to the cumulative book income and loss positions of each of its entities as well as its worldwide cumulative book loss position. The Company has assessed, on a jurisdictional basis, the available means of recovering deferred tax assets, including the ability to carryback net operating losses, the existence of reversing taxable temporary differences, the availability of tax planning strategies and forecasted future taxable income. At December 31, 2019, the Company maintains a full valuation allowance against its worldwide net deferred tax assets. As of December 31, 2019, the Company had U.S. federal net operating loss carryforwards of approximately $174.8 million. U.S. federal net operating loss carryforwards generated through December 31, 2017 of approximately $108.5 million expire at various dates through 2037, and U.S. federal net operating loss carryforwards generated in the tax years beginning after December 31, 2017 of approximately $66.3 million do not expire. As of December 31, 2019 the Company had $111.9 million of state net operating loss carryforwards that expire at various dates through 2039. As of December 2019, the Company had U.S. federal tax carryforwards of approximately $4.3 million that expire at various dates through 2039. As of December 31, 2019, the Company had U.S. state tax credit carryforwards of approximately $1.6 million that expire at various dates through 2034. Under Sections 382 and 383 of the U.S. Internal Revenue Code, if a corporation undergoes an ownership change, the corporation’s ability to use its pre-change net operating loss carryforwards and other pre-change tax attributes, such as research tax credits, to offset its post-change income and taxes may be limited. In general, an ownership change generally occurs if there is a cumulative change in its ownership by 5% stockholders that exceeds 50 percentage points over a rolling three-year period. Similar rules may apply under U.S. state tax laws. The Company may have experienced an ownership change in the past and may experience ownership changes in the future as a result of future transactions in its share capital, some of which may be outside of the control of the Company. As a result, if the Company earns net taxable income, its ability to use its pre-change net operating loss carryforwards, or other pre-change tax attributes, to offset U.S. federal and state taxable income and taxes may be subject to significant limitations. The Company accounts for uncertain tax positions using a more likely than not threshold for recognizing uncertain tax positions. The evaluation of uncertain tax positions is based on factors that include, but are not limited to, changes in tax law, the measurement of tax positions taken or expected to be taken in tax returns, the effective settlement of matters subject to audit, new audit activity and changes in facts or circumstances related to a tax position. The Company evaluates uncertain tax positions on an ongoing basis and adjusts the level of the liability to reflect any subsequent changes in the relevant facts surrounding the uncertain positions. The Company accounts for interest and penalties related to uncertain tax positions as a component of its provision for income taxes. For the years ended December 31, 2019, 2018, and 2017, the Company had no tax reserves accrued for uncertain tax positions and there are no accrued interest or penalties in the consolidated statements of operations. The Company is subject to taxation in the United States as well as the Netherlands, Sweden, and China. At December 31, 2019, the Company is generally no longer subject to examination by taxing authorities in the United States for years prior to 2016. However, net operating loss carryforwards and credits in the United States may be subject to adjustments by taxing authorities in future years in which they are utilized. The Company’s foreign subsidiaries remain open to examination by taxing authorities from 2014 onward. As of December 31, 2019, the Company’s foreign subsidiaries had immaterial undistributed earnings and the tax payable on the earnings that are indefinitely reinvested would be immaterial. |
Redeemable convertible preferre
Redeemable convertible preferred stock | 12 Months Ended |
Dec. 31, 2019 | |
Redeemable convertible preferred stock | |
Redeemable convertible preferred stock | 7. Redeemable convertible preferred stock The Company had authorized 47,015,449 shares of preferred stock, $0.001 par value per share, of which 3,972,415 shares were designated Series A‑1 redeemable convertible preferred stock (Series A‑1 Preferred Stock), 10,492,027 shares were designated Series A‑2 Preferred Stock, 2,000,000 shares were designated Series A‑3 Preferred Stock, 6,186,594 shares were designated Series B Preferred Stock, 9,247,089 shares were designated as Series C Preferred Stock, 544,332 shares were designated Series C‑1 redeemable convertible preferred stock (Series C‑1 Preferred Stock), 12,459,090 shares were designated Series D Preferred Stock and 2,113,902 were designated Series D‑1 redeemable convertible preferred stock (Series D‑1 Preferred Stock) as of immediately prior to the completion of the IPO. In January 2017, the Company issued 700,000 shares of Series A‑3 Preferred Stock to a vendor (Note 8) upon the exercise of Series A‑3 Preferred Stock warrants at a purchase price of $0.001 per share. The fair value of the settled warrant was $2.1 million at the time of exercise which was reclassified from Preferred Stock Warrant Liability to Series A Preferred Stock. In June 2017, the Company issued 2,113,902 shares of Series D‑1 Preferred Stock at a purchase price of $4.021 per share. The issuance resulted in cash proceeds of $8.4 million, net of issuance costs. In November 2017, the Company issued 31,283 shares of Series C Preferred Stock upon exercise of Series C Preferred Stock warrants, which included 8,474 shares of Series C Preferred Stock at a purchase price of $3.3299 per share, and 22,809 shares of Series C Preferred Stock upon a cashless exercise of a warrant. The fair value of the settled warrants was $0.1 million at the time of exercise which was reclassified from Preferred Stock Warrant Liability to Series C Preferred Stock. The Company had a Stock Purchase Agreement (SPA) with bioMérieux, a related party, which required the Company to issue additional shares of Series C Preferred Stock if certain milestones were met in exchange for $10.0 million in gross proceeds. The milestones were related to activities under a Joint Development and License Agreement (JDLA) (Note 13). bioMérieux also purchased Series C Preferred Stock when the JDLA was entered into in 2012. When the SPA was entered into, the Company evaluated whether the requirement to issue additional shares (‘Tranche Feature") required separate accounting. The Company determined that the Tranche Feature was not legally detachable and therefore was an embedded feature in the Series C Preferred Stock that bioMérieux purchased. All preferred stock automatically converted to common stock at the time of the Company’s IPO. |
Common Stock, warrants, stock-b
Common Stock, warrants, stock-based compensation, stock options, restricted stock and restricted stock units | 12 Months Ended |
Dec. 31, 2019 | |
Common Stock, warrants, stock-based compensation, stock options, restricted stock and restricted stock units | |
Common Stock, warrants, stock-based compensation, stock options, restricted stock and restricted stock units | 8. Common Stock, warrants, stock-based compensation, stock options, restricted stock and restricted stock units Common stock reserved The Company reserved the following shares of common stock, on a common stock equivalent basis, for the conversion of shares of preferred stock, the exercise of warrants, the exercise of common stock options, and the vesting of restricted common stock. As of December 31, 2019 2018 Common stock warrants 10,000 76,041 Common stock options and unvested restricted common stock 2,916,991 2,838,402 Shares reserved for future awards under compensation plan 882,715 2,433,999 3,809,706 5,348,442 Warrants The following table summarizes the Company’s outstanding warrants as of December 31, 2019, and 2018: Weighted Issued and Average exercisable Exercise Price As of December 31, 2018 76,041 $ 10.10 Issued — Exercised (66,041) 10.90 Cancelled — As of December 31, 2019 10,000 $ 4.83 The Company has an agreement with a vendor (Note 9) where the Company could be obligated to issue warrants to purchase an additional 93,341 shares of common stock to the vendor if the contract is terminated prior to a minimum purchase commitment being met. No shares have been reserved related to these potential obligations to issue warrants in the future. On January 30, 2018, the Company issued a warrant to purchase 10,000 of common stock to a consultation company for services rendered. On July 2, 2019, 66,041 warrants were exercised by a holder on a net, non-cash, basis. Per terms of the warrant agreement, the Company issued 45,690 shares of common stock after giving effect to the holder’s net excercise. Stock-based compensation Share-based compensation expense for all stock awards consists of the following (in thousands): December 31, 2019 2018 2017 Cost of product revenue $ 86 $ 55 $ 24 Cost of service and other revenue 238 173 52 Research and development 718 513 180 Selling, general, and administrative 5,346 4,143 1,912 Total $ 6,388 $ 4,884 $ 2,168 In June 2007, the Company adopted the 2007 Stock Option and Grant Plan (the 2007 Plan), under which it could grant incentive stock options, non-qualified options, restricted stock, and stock grants. At December 31, 2016, the 2007 Plan allowed for the issuance of up to 3,229,935 shares of common stock. During the three months ended March 31, 2017, the 2007 Plan was amended to allow for the issuance of an additional 622,227 shares of common stock for a total issuance of up to 3,852,213 shares of common stock at June 30, 2017. During the three months ended September 30, 2017 the 2007 Plan was further amended to allow for the issuance of an additional 497,822 shares of common stock for total issuance of up to 4,350,035 shares of common stock at September 30, 2017. As of December 31, 2017, under the 2007 Plan, options to purchase 2,249,843 shares of the Company’s common stock were outstanding, 571,838 shares of common stock had been issued and were outstanding pursuant to the exercise of options, 1,128,975 shares of common stock had been issued and were outstanding pursuant to restricted or unrestricted stock awards, and 399,379 shares of common stock were available for future awards. In connection with the completion of the IPO, the Company terminated the 2007 Plan. As of December 31, 2019, 1,221,746 shares were outstanding and no shares were available for future grant under the 2007 Plan. In December 2017, the Company adopted the 2017 Employee, Director and Consultant Equity Incentive Plan (the 2017 Plan), under which it may grant incentive stock options, non-qualified stock options, restricted stock, and other stock-based awards. As of December 31, 2017, the 2017 Plan allowed for the issuance of up to 1,042,314 shares of common stock plus up to 2,490,290 shares of common stock represented by awards granted under the 2007 Plan that are forfeited, expire or are cancelled without delivery of shares or which result in the forfeiture of shares of common stock back to the Company on or after the date the 2017 Plan becomes effective. As of December 31, 2019 and 2018, there were shares available for grant under the 2017 Plan of 270,14 3 and 4,393, respectively. In addition, the 2017 Plan contains an "evergreen" provision, which allows for an annual increase in the number of shares of common stock available for issuance under the 2017 Plan on the first day of each fiscal year during the period beginning in fiscal year 2019 and ending in fiscal year 2027. The annual increase in the number of shares shall be equal to the lowest of: 4% of the number of shares of common stock outstanding as of such date; and an amount determined by the Company’s Board of Directors or Compensation Committee. On January 1, 2020, the number of shares of common stock available for issuance under the 2017 plan was automatically increased by 894,761 shares. In December 2017, the Company adopted the 2017 Employee Stock Purchase Plan (the 2017 ESPP). As December 31, 2018, the 2017 ESPP allowed for the issuance of up to 425,533 shares of common stock. As of December 31, 2019, 612,572 shares were available for grant under the 2017 ESPP. In addition, the 2017 ESPP contains an "evergreen" provision, which allows for an increase on the first day of each fiscal year beginning with fiscal year 2018. The increase in the number of shares shall be equal to the lowest of: 1% of the number of shares of common stock outstanding on the last day of the immediately preceding fiscal year or an amount determined by the Company’s Board of Directors or Compensation Committee. The 2017 ESPP provides for six-month option periods commencing on March 1 and ending August 31 and commencing September 1 and ending February 28 of each calendar year. The first offering under the 2017 ESPP began on September 1, 2018. Stock options Under the 2007 and 2017 Plans, stock options may not be granted with exercise prices of less than fair market value on the date of the grant. Options generally vest ratably over a four-year period with 25% vesting on the first anniversary and the remaining 75% vesting ratably on a monthly basis over the remaining three years. These options expire ten years after the grant date. Activity under the 2007 Plan and the 2017 Plan were as follows: Weighted-average Remaining contractual Aggregate intrinsic value Options exercise price life (in years) (in thousands) Outstanding at December 31, 2018 2,476,911 $ 9.65 7.73 $ 22,108 Granted 882,959 $ 24.20 Exercised (414,672) $ 6.80 Cancelled (438,136) $ 14.37 Outstanding at December 31, 2019 2,507,062 $ 14.41 7.58 $ 24,870 Vested and expected to vest at December 31, 2019 2,507,062 $ 14.41 7.58 $ 24,870 Exercisable at December 31, 2019 1,284,900 $ 8.70 6.46 $ 19,239 Using the Black-Scholes option pricing model, the weighted-average fair value of options granted to employees and directors during the years ended December 31, 2019, 2018, and 2017 was $9.09, $7.19, and $4.52 per share, respectively. The expense related to stock options granted to employees was $3.7 million, $2.7 million, and $1.5 million for the years ended December 31, 2019, 2018, and 2017, respectively. The intrinsic value of stock options exercised was $6.9 million, $5.3 million, and $1.1 million, for the years ended December 31, 2019, 2018, and 2017, respectively. Activity related to non-employee awards was not material to the years ended December 31, 2019, 2018, and 2017. At December 31, 2019, there was $8.7 million of total unrecognized compensation cost related to unvested stock options, which is expected to be recognized over the remaining weighted-average vesting period of 2.77 years. Restricted stock awards In December 2014, the Company issued 78,912 shares of restricted common stock to a director of the Company under the 2007 Plan. Under the terms of the agreement, shares of common stock issued are subject to a four year vesting schedule. Vesting occurs periodically at specified time intervals and specified percentages. In January 2015, the Company issued 781,060 shares of restricted common stock to an executive of the Company under the 2007 Plan. The majority of these shares were issued subject to a four year vesting schedule with 25% vesting on the first anniversary and the remaining vesting 75% ratably on a monthly basis over the remaining three years, while another portion was issued subject to performance based vesting. The vesting of performance based awards is dependent upon achievement of specified financial targets of the Company. The majority of the performance criteria were achieved during the years ended December 31, 2016 and 2015 and the remaining unvested awards with performance conditions are not material. No restricted stock awards were granted during the years ended December 31, 2019, 2018, or 2017. As of December 31, 2019, the Company had 39,806 shares of unvested restricted common stock with a weighted average grant date fair value of $3.12 per share. The expense related to restricted stock awards granted to employees and non-employees was $0.0 million, $0.4 million, and $0.6 million for the years ended December 31, 2019, 2018, and 2017, respectively. At December 31, 2019, there was no unrecognized compensation cost related to unvested restricted stock. The aggregate fair value of restricted stock awards that vested during the years ended December 31, 2019, 2018, and 2017, based on estimated fair values of the stock underlying the restricted stock awards on the day of vesting, was $0.0 million, $2.4 million and $1.9 million, respectively. Restricted stock units Restricted stock units (RSUs) represent the right to receive shares of common stock upon meeting specified vesting requirements. In the fiscal year ended December 31, 2019, the Company issued 246,588 RSUs to employees of the Company under the 2017 Plan. Under the terms of the agreements, 135,058 of the RSUs issued are subject to a four year vesting schedule with 25% vesting on the first anniversary and the remaining vesting 75% ratably on a monthly basis over the remaining three years, 40,846 of the RSUs are subject to a four year vesting schedule with 25% vesting on each anniversary, 15,890 of the RSUs vested on December 31, 2019, 10,194 of the RSUs vested with respect to 5/48th of the shares on the date of grant with the rest vesting ratably over the remaining 43 months; 31,732 of the RSUs vested with respect to 1,983 shares vesting on the grant date with the rest vesting ratably over the remaining 45 months; 4,540 of the RSUs vest equally over three years on the anniversary of the vesting start date; 3,000 of the RSUs vest upon the one year anniversary of the grant date; and 5,328 vested immediately upon grant. A summary of RSU activity is as follows: Weighted-average grant date fair value Shares per share Unvested RSUs as of December 31, 2018 321,662 $ 15.84 Granted 246,588 $ 24.22 Vested (136,062) $ 17.11 Cancelled (62,065) $ 18.82 Unvested RSUs as of December 31, 2019 370,123 $ 20.48 The expense related to RSU awards granted to employees and directors was $2.7 million for the fiscal year ended December 31, 2019. At December 31, 2019, there was $6.9 million of total unrecognized compensation cost related to unvested restricted stock, which is expected to be recognized over the remaining weighted-average vesting period of 2.78 years. |
Commitments and contingencies
Commitments and contingencies | 12 Months Ended |
Dec. 31, 2019 | |
Commitments and contingencies | |
Commitments and contingencies | 9. Commitments and contingencies License agreements Tufts University In June 2007, the Company entered into a license agreement (the License Agreement) for certain intellectual property with Tufts University (Tufts). Tufts is a related party to the Company due to Tuft’s equity ownership in the Company and because a board member of the Company’s Board of Directors was affiliated with Tufts. The License Agreement, which was subsequently amended, is exclusive and sub licensable, and will continue in effect on a country by country basis as long as there is a valid claim of a licensed patent in a country. The Company is committed to pay license and maintenance fees, prior to commercialization, in addition to low single digit royalties on direct sales and services and a royalty on sublicense income. During the year ended December 31, 2016, the Company executed a license agreement with a diagnostic company and also amended the bioMérieux agreement (Note 13). During the years ended December 31, 2019, 2018 and 2017, the Company recorded royalty expense of $1.0 million, $0.7 million and $0.5 million, respectively, in cost of product revenue on the consolidated statements of operations. Other licenses During the year ended December 31, 2012, the Company entered into a license agreement for certain intellectual property with a third party. The non-exclusive, non-sublicenseable third party’s license provides the Company access to certain patents specifically for protein detection, and shall be in effect until the expiration of the last licensed patent. In consideration for these rights, the Company committed to certain license fees, milestone payments, minimum annual royalties and a mid-single digit royalty. The Company is required to make mid-single digit royalty payments on net sales of products and services which utilize the licensed technology. The Company must pay the greater of calculated royalties on net sales or an annual minimum royalty of $50 thousand. During the year ended December 31, 2019, 2018 and 2017, the Company recorded royalty expense of $0.8 million, $0.4 million, and $0.2 million, respectively, in cost of product revenue on the consolidated statements of operations. Lease commitments During the year ended December 31, 2014, the Company entered into a lease agreement for the Company’s former corporate headquarters with a lease term that expires in June 2020; however, in November 2018, the Company agreed to terminate the lease with the lessor effective May 2019. The termination of the lease was connected to the Company signing a new lease in Billerica, Massachusetts. On October 2, 2018, the Company entered into a 137-month operating lease for the Company’s new headquarters in Billerica, Massachusetts. The lease is for approximately 92,000 square feet of office and laboratory space, and commenced on or about April 1, 2019. The lease contains a period of free rent and escalating monthly rent payments. As part of the lease, the Company was required to enter into a $1.0 million Letter of Credit drawable by the lessor under specifically outlined conditions. The amount of the Letter of Credit will be reduced at 41 and 65 months after the commencement date of the lease to $750,000 and then $250,000, respectively. The $1.0 million Letter of Credit is recorded as restricted cash on the consolidated balance sheet. In connection with the acquisition of Aushon in January 2018, the Company assumed the existing Aushon lease for facilities in Billerica, Massachusetts. In August 2018 the Company terminated the Aushon lease effective September 1, 2019. The Company paid a termination fee of $75,000 in February 2019 in consideration for the early termination. In connection with the acquisition of Uman in August 2019, the Company assumed the existing Uman leases for the facilities in Umeå, Sweden. Rent expense is recognized straight-line over the course of the lease term. As of December 31, 2019, $3.0 million of deferred rent expense was recorded in other non-current liabilities. The table below includes committed lease expenditures related to the new lease. As of December 31, 2019, the minimum future rent payments under the lease agreements are as follows (in thousands): 2020 $ 2,081 2021 3,322 2022 3,396 2023 3,480 2024 and Forward 25,760 $ 38,039 The Company recorded $3.3 million, $1.6 million and $1.1 million in rent expense for the years ended December 31, 2019, 2018, and 2017, respectively. Development and supply agreement Through the Company’s development agreement with STRATEC Biomedical, as amended in December 2016, the parties agreed on additional development services for an additional fee, which is payable when the additional development is completed. A total of $11.7 million is payable to STRATEC Biomedical upon completion of the development activities. This amount is being recorded to research and development expense and accrued expenses as the services are performed. The services were completed during the year ended December 31, 2018. Substantive efforts related to these additional development activities started in the first quarter of 2019 and were completed in the third quarter of 2019. The Company’s supply agreement with STRATEC Biomedical requires the Company to purchase a minimum number of commercial units over a seven‑year period ending in May 2021. If the Company were to fail to purchase a required number of commercial units, the Company would be obligated to pay termination costs plus a fee based on the shortfall of commercial units purchased compared to the required minimum amount. Based on the number of commercial instruments purchased as of December 31, 2019, assuming no additional commercial units were purchased, this fee would equal $9.6 million. The amount the Company could be obligated to pay under the minimum purchase commitment is reduced as each commercial unit is purchased. Also, if the Company terminates the supply agreement under certain circumstances and has not purchased a required number of commercial units, it would be obligated to issue warrants to purchase 93,341 shares of common stock (the Supply Warrants) at $0.003214 per share. The Company believes that it will purchase sufficient units to meet the requirements of the minimum purchase commitment and, therefore, has not accrued for any of the potential cash consideration. The Supply Warrants are accounted for at fair value; however, the fair value of the Supply Warrants as of December 31, 2019 and December 31, 2018 was insignificant as there was a low probability of the warrants being issued. Legal contingencies The Company is subject to claims in the ordinary course of business; however, the Company is not currently a party to any pending or threatened litigation, the outcome of which would be expected to have a material adverse effect on its financial condition or the results of its operations. The Company accrues for contingent liabilities to the extent that the liability is probable and estimable. |
Long term debt
Long term debt | 12 Months Ended |
Dec. 31, 2019 | |
Long Term Debt | |
Long term debt | 10. Long term debt Loan agreement On April 14, 2014, the Company executed a Loan Agreement with a lender, Amendment 5 to loan agreement In August 2018, the Company signed Amendment 5 to the Loan Agreement (Amendment 5). Amendment 5 instituted a 2018 End of Term Charge of $0.08 million. Additionally, the Term Loan Maturity Date extended until March 1, 2020. Amendment 5 additionally, changed the due date of the End of Term Charge to, the earlier of (i) the Term Loan Maturity Date, (ii) the date that Borrower prepays the outstanding Secured Obligations or (iii) the date that the Secured Obligations become due and payable. The Company incurred a cost of $0.05 million in relation to the execution of Amendment 5. In connection with the extension of the due date of the Loan, the deferral of principal payments (Amendment 3) was further deferred until the new Term Loan Maturity Date. Amendment 6 to loan agreement In October 2018, the Company signed Amendment 6 to the Loan agreement, which amended the Loan Agreement’s collateral clause to exclude the $1 million certificate of deposit associated with the lease on the Company’s new headquarters in Billerica, MA. Amendment 7 to loan agreement On April 15, 2019, the Company signed Amendment 7 to the Loan Agreement, which extended the interest only payment period through July 1, 2021 and also extended the maturity date until October 1, 2021. As part of this Amendment 7, a “2019 End of Term Fee” for $50,000 was added to the Loan Agreement due on the earliest to occur of (i) the Term Loan Maturity Date, (ii) the date that the Company prepays the outstanding Secured Obligations and (iii) the date that the Secured Obligations become due and payable. In addition, the Company is required to pay the loan principal in five equal installments starting July 1, 2021 with the final principal payment to be made on October 1, 2021. As of December 31, 2019, the remaining loan balance is classified as a long term liability since all principal payments are due greater than twelve months after the balance sheet date. No end of term charges related to the facility or principal payments were paid during the fiscal year ended December 31, 2019. Under the terms of the April 2019 amended agreement, principal payments were delayed until July 2021. The Company accounted for the April 2019 amendment as a modification as it was determined that no material change occurred as a result of the amendment. Under the amended Loan Agreement, the remaining outstanding principal will be paid equally from July 2021 through October 2021. As of December 31, 2019, the remaining loan balance is classified as a long term liability since all principal payments are due greater than twelve months after the balance sheet date. As of December 31, 2019, debt payment obligations due based on principal payments are as follows (in thousands): 2020 $ — 2021 7,688 $ 7,688 Non-cash interest expense related to debt discount amortization and accretion of end of term fees was $0.1 million, $0.2 million, and $0.2 million for the year ended December 31, 2019, 2018, and 2017, respectively. The Company assessed all terms and features of the Loan Agreement and the subsequent amendments in order to identify any potential embedded features that would require bifurcation. As part of this analysis, the Company assessed the economic characteristics and risks of the debt. The Company determined that all features of the Loan Agreement and the subsequent amendments are either clearly and closely associated with a debt host or have a de minimis fair value and, as such, do not require separate accounting as a derivative liability. The Company assessed each amendment under ASC 470‑50 Debt – Modifications and Extinguishments and concluded that all of the amendments constituted modifications. The Company also assessed whether the amendments represented a troubled debt restructuring and concluded they did not. The Company accounted for each of the amendments to the Loan Agreement as a modification of its debt and the unamortized discount and issuance costs related to the prior debt are amortized over the modified term of the new debt. The Loan Agreement and the subsequent amendments contain negative covenants restricting the Company’s activities, including limitations on dispositions, mergers or acquisitions, incurring indebtedness or liens, paying dividends or making investments and certain other business transactions. There are no financial covenants associated with the Loan Agreement and the subsequent amendments. The obligations under the Loan Agreement and subsequent amendments are subject to acceleration upon the occurrence of specified events of default, including a material adverse change in the Company’s business, operations or financial or other condition. The Company has determined that the risk of subjective acceleration under the material adverse events clause is not probable and therefore has classified the outstanding principal in current and long-term liabilities based on scheduled principal payments. |
At-the-market offering
At-the-market offering | 12 Months Ended |
Dec. 31, 2019 | |
At-the-market offering | |
At-the-market offering | 11. “At-the-market offering” On March 19, 2019, the Company entered into the Sales Agreement with Cowen with respect to an “at-the-market” offering program under which the Company may offer and sell, from time to time at its sole discretion, shares of its common stock, having an aggregate offering price of up to $50.0 million through Cowen as its sales agent. On June 5, 2019, the Company issued approximately 2.2 million shares of common stock at an average stock price of $22.73 per share pursuant to the terms of the Sales Agreement. The “at-the-market” offering resulted in gross proceeds of $49.7 million. The Company incurred $1.7 million in issuance costs associated with the “at-the-market” offering, resulting in net proceeds to the Company of $48.0 million. |
Underwritten public offering
Underwritten public offering | 12 Months Ended |
Dec. 31, 2019 | |
Underwritten public offering | |
Underwritten public offering | 12. Underwritten public Offering On August 8, 2019, the Company entered into an underwriting agreement with J.P. Morgan Securities LLC and SVB Leerink LLC, as representatives of the several underwriters, relating to an underwritten public offering of approximately 2.7 million shares of the Company’s common stock, par value $0.001 per share. The underwritten public offering resulted in gross proceeds of $69.0 million. The Company incurred $4.5 million in issuance costs associated with the underwritten public offering, resulting in net proceeds to the Company of $64.5 million. |
Collaboration and license arran
Collaboration and license arrangements | 12 Months Ended |
Dec. 31, 2019 | |
Collaboration and license arrangements | |
Collaboration and license arrangements | 13. Collaboration and license arrangements In November 2012, the Company entered into the JDLA with bioMérieux, a related party. As discussed below, the JDLA has been subsequently amended. Under the terms the JDLA, the Company granted bioMérieux an exclusive, royalty-bearing license, without right to sublicense, to manufacture and sell instruments and assays using the Company’s Simoa technology exclusively for in vitro diagnoses used in clinical lab applications, food quality control testing, and pharma quality control testing, and co-exclusively in certain related fields, as defined in the contract. As part of the JDLA, the Company was also to develop and manufacture instruments to bioMérieux’s specifications for bioMérieux’s use or for sale by bioMérieux. The Company retained rights to sell the instrument in the co-exclusive fields and any other fields not licensed exclusively to bioMérieux. bioMérieux was to develop and sell diagnostic assays to be used in conjunction with the Company’s instruments. Upon execution of the JDLA, the Company received $10.0 million in consideration and was entitled to receive two additional payments of $5.0 million each upon the achievement of certain developmental criteria. Neither of these criteria have been achieved. The Company was also entitled to receive royalty payments on the sale of assays and payments for the manufacture and delivery of instruments based on a contractual rate subject to future adjustments. At the inception of the JDLA, the Company determined that the deliverables were as follows: (1) licenses to the Company’s technology and trademarks, training, completion and delivery of a prototype instrument per contractual specifications (License and Prototype), (2) various activities to assist bioMérieux in the development of the initial assay and an instrument that is IVD compliant (Initial Assay Assistance), (3) various activities to assist bioMérieux in the development of a benchtop instrument (Benchtop Assistance), and (4) joint steering committee participation (JSC). Each of these deliverables were considered separate units of accounting, and the License and Prototype unit of accounting was determined to have standalone value as the License and Prototype unit of accounting could be utilized by bioMérieux without the related services included in the other units of accounting. The Company allocated the allocable arrangement consideration based on the relative selling price of each unit of accounting. For all units of accounting, the Company determined the selling price using the standalone selling price (SSP). Management’s best estimate of the selling price of the License and Prototype unit of accounting was based on a discounted cash flow analysis to support the estimated selling price of the license. The Company determined the SSP of the other units of accounting based on internal estimates of the costs to perform the services, adjusted to reflect a reasonable profit margin as well as based on market prices for similar instruments and services. Revenue related to the License and Prototype unit of accounting of $8.3 million was recognized in 2013 upon delivery of both the license which was delivered at inception, and the first prototype instrument, which was required for bioMérieux to make use of the license. Prior to the effect of the 2016 Amendment described below, revenue for the other units of accounting were recognized over an estimated period of performance. Amendments to the JDLA In May 2014 and January 2015, the parties executed a First and Second Amendment to the JLDA, respectively. These amendments addressed revised timelines related to completing the development activities under the JDLA and enacted additional governance protocols to monitor those activities. These amendments did not change the deliverables under the JDLA or the total arrangement consideration. The Company revised its estimates of the remaining period of performance for the remaining undelivered units of accounting and these revisions did not have a material effect on revenue recognition. On December 22, 2016, the Company entered into the 2016 Amendment which ended the ongoing joint development efforts between the parties, and modified the rights and obligations of both parties accordingly, as follows: · For a period of not more than three years from the date of the 2016 Amendment bioMérieux had the ability to evaluate independently whether it would develop a new, smaller in vitro diagnostic instrument using the Simoa technology for use in clinical lab applications, food quality control testing, and pharmaceutical quality control testing benchtop (the "Feasibility Period") and had the sole right to determine whether or not to develop such a new instrument during the Feasibility Period. If bioMérieux elected to pursue development of such a new instrument, they would have a set number of years to complete development within a specified period, which contains various development milestones which must be accomplished. · bioMérieux received a license to the source and object code of the Company’s Level 1 Data Reduction (L1DR) software. The L1DR software the Company’s proprietary image processing algorithms that convert images of microscopic beads associated with biomarker molecules in microwells. Also, the Company agreed to provide to bioMérieux access to any know how and intellectual property associated with the L1DR software, including any updates and upgrades to the L1DR software during the Feasibility Period. If bioMéreiux exercised its right to develop an instrument independently, this right would continue throughout the development period to the end of the term of the agreement related to independently developed instruments. · It was clarified that the Company can engage a collaboration partner (IVD Partner), subject to restrictions as to the particular parties with which the Company could elect to partner and the assays that can be developed, in the field of in vitro diagnostics used in Clinical Lab Applications. The Company agreed to pay bioMérieux a mid-double-digit percentage of royalties received from the IVD Partner based on assays sales by the IVD Partner. · bioMérieux’s licenses included all patents and know-how owned or controlled by the Company related to the Company’s Simoa technology and upgrades thereto that are necessary for the development, manufacture, use or sale of instruments and assays or consumables on such instruments over the Feasibility Period. If bioMérieux exercised its right to develop an instrument independently, this right would continue throughout the development period to the end of the term of the 2016 Amendment related to independently developed instruments. · bioMérieux retained an option (the Option) to obtain worldwide distribution rights to the HD‑1 floor standing instrument in the applicable fields. The Option was exercisable over a three year period and upon exercise, the Company and bioMérieux were required to negotiate, in good faith, a distribution agreement that would include a specified upfront payment. The 2016 Amendment included a cash payment of $2.0 million from bioMérieux which was paid in January 2017. On September 6, 2018, bioMérieux notified the Company that it was terminating the Amended JDLA, forfeiting any future IVD licensing rights to the Company’s Simoa technology and enabling the Company to consolidate and regain control of all Simoa IVD licensing and intellectual property rights. Accounting assessment Prior to the execution of the 2016 Amendment, the Company was recognizing revenue over the estimated period of performance of the ongoing units of accounting (Initial Assay Assistance, Benchtop Assistance, and JSC). As a result, the Company recognized $0.2 million and $0.2 million in revenue for the years ended December 31, 2016 and 2015, respectively. At the date of the execution of the 2016 Amendment, the Company had $1.2 million in deferred revenue related to the JDLA. Upon the execution of the 2016 Amendment, all undelivered elements and contingent consideration of the JDLA were cancelled. The Company determined the 2016 Amendment should be accounted for as a modification to the JDLA and the balance of deferred revenue prior to the 2016 Amendment should be included as allocable consideration under the 2016 Amendment resulting in total allocable consideration of $3.2 million. The Company recorded an increase to deferred revenue upon receipt of the $2.0 million during the three months ended March 31, 2017. The Company has determined that the deliverables included under the 2016 Amendment are rights to the L1DR software, training and rights to future technology improvements for L1DR Software, rights to all future technological improvements related to the Simoa technology, and participation on joint committees. The Company determined that the L1DR and rights to unspecified technology improvements (the "L1DR Unit of Accounting") includes the sale of software and software related elements and therefore should be accounted for under ASC 985‑605 —Software Revenue Recognition . The Company cannot demonstrate Vendor Specific Objective Evidence (VSOE) of fair value for the ongoing obligation to provide unspecified technology improvements. Therefore, the deliverables in the L1DR Unit of Accounting cannot be separated. The Company has applied the combined service approach and the consideration allocated to this unit of accounting is being recognized ratably over the estimated period of performance, which has initially been determined to be estimated to be the three year Feasibility Period. This will be reevaluated each period to determine if there are any changes to the estimated period of performance. The Company concluded that the rights to future technology improvements for the Simoa technology and the participation on joint committees represented a second unit of accounting (the "Instrument Know How Unit of Accounting"). The deliverables in the Instrument Know How Unit of Accounting are considered non-software deliverables that are subject to ASC 605‑25 and will be delivered over time on a when and if available basis. Revenue is being recognized on a straight line basis over the estimated period of performance, which has initially been determined to be the three year Feasibility Period. This period will be reevaluated each period to determine if there are any changes to the period of performance. The Option is considered substantive as the Company is at risk with regard to whether bioMérieux will exercise the Option. In addition, the Option exercise payment payable by bioMérieux upon exercise is not priced at a significant and incremental discount. Accordingly, the Option is not considered a deliverable at the inception of the arrangement and the associated Option exercise payment is not included in allocable arrangement consideration. Under the 2016 Agreement the Company is eligible to receive royalties on net sales of assays sold by bioMérieux in the mid to high single digits, and to receive low double digit royalties on sales of instruments by bioMérieux based on manufactured cost. No royalties have been recognized through December 31, 2019. Upon termination of the agreement, the Company no longer held an obligation to bioMérieux related to the initial agreement or the amendment to the agreement. As such, the Company immediately recognized all remaining deferred revenue related to the agreements as of the date of termination. Uman has entered into certain licenses with other companies for use of Uman’s technology. These licenses have royalty components from which the Company earns and recognizes royalty revenue throughout the year. The Company recognized revenue of $0.2 million and $2.1 million for the years ended December 31, 2019 and 2018, respectively, as collaboration revenue. Evaluation and option agreements and license agreement In 2015, the Company entered into three agreements, for three separate fields, with a diagnostic company for the evaluation of the Company’s Simoa technology. These agreements each allowed for the option to negotiate a license agreement. In return, the Company received non-refundable payments totaling $2.0 million. In December 2016, the diagnostic company exercised one of its options and the parties entered into a license agreement in one of the fields. This agreement has a one-time non-refundable license fee of $1.0 million and the right to receive running low single digit royalties on licensed products. The negotiation periods for the other two agreements were extended and the negotiations remain ongoing. For each of the three fields, the right to evaluate the technology, the right to negotiate a license to the technology, and the undelivered license to the technology represents a combined unit of accounting, and the licenses to each of the three fields each have standalone value. The Company has allocated the allocable arrangement consideration based on the relative selling price of each unit of accounting. The best estimated selling price of each of the three options was determined to be representative of the contractual amount paid for each option. The Company defers the amounts allocated to each of the three options until the corresponding license is delivered or, if no license agreement is executed and delivered, when the negotiations for each option terminates. Upon execution of the license in one of the fields in December 2016, the $1.0 million license fee, in addition to the $0.8 million allocated to the option for this field, resulted in a total of $1.8 million of consideration being recognized as revenue as there were no remaining undelivered performance obligations. Because the negotiations remain ongoing with respect to the other two fields, the consideration allocated to these options of $1.2 million has been deferred and is recorded as deferred revenue as of December 31, 2019. In December 2018 the Company entered into an option agreement for the rights to negotiate an exclusive agreement with the diagnostic company. In exchange for the rights to negotiate an exclusive agreement, the Company will receive $0.5 million in consideration. As the right to negotiate with the Company has not been executed, the consideration from this agreement is deferred until the sooner of the execution of the contract or the end of the option period. As the option has not been exercised as of December 31, 2019, the $0.5 million is recorded as deferred revenue. As of December 31, 2019 the Company has $1.7 million of deferred revenue related to ongoing negotiations with the diagnostics company. |
Employee benefit-plans
Employee benefit-plans | 12 Months Ended |
Dec. 31, 2019 | |
Employee benefit plans | |
Employee benefit plans | 14. Employee benefit-plans The Company sponsors a 401(k) savings plan for employees. The Company may make discretionary contributions for each 401(k) plan year. During the years ended December 31, 2019 and 2018 the Company made contributions of $0.5 million and $0.1 million, respectively. During the year ended December 31, 2017, the Company did not make any contributions. |
Business combinations
Business combinations | 12 Months Ended |
Dec. 31, 2019 | |
Business combinations | |
Business combinations | 15. Business combinations Aushon BioSystems,Inc. On January 30, 2018, the Company completed the acquisition of Aushon pursuant to an Agreement and Plan of Merger dated January 30, 2018. The Company acquired Aushon to complement its existing product line, improve its existing research and development capabilities in assay development and software engineering, and expand its customer base. The acquisition of Aushon was accounted for as a business combination and the Company has recorded the assets acquired and liabilities assumed at their respective fair values as of the acquisition date. The following table presents the allocation of the purchase consideration for the transaction as of January 30, 2018 including the allocation of the purchase consideration (in thousands): Fair value of consideration transferred: Cash $ 3,200 Obligation to issue cash 800 Total acquisition consideration $ 4,000 Fair value of assets acquired and liabilities assumed: Cash and cash equivalents $ 199 Accounts receivable 210 Inventory 828 Prepaid expenses 71 Property and equipment and other non-current assets 180 Intangible Assets 2,950 Goodwill 1,308 Total assets acquired 5,746 Contractual obligations (1,155) Accounts payable and accrued liabilities (591) Net assets acquired $ 4,000 The intangible assets identified in the purchase price allocation discussed above include developed technology, tradenames and customer relationships. Tradenames are amortized over the useful life on a straight-line basis, while developed technology and customer relationships are amortized over their respective useful lives on an accelerated basis reflecting the period of expected derived benefits of the underlying assets. Developed technology consists of products that have reached technological feasibility and trade names represent acquired company and product names. To value the developed technology and trade name assets, the Company utilized a relief from royalty method. Under the methodology, fair value is calculated as the discounted cash flow savings accruing to the owner for not having to pay the royalty. Key assumptions included expected revenue attributable to the assets, royalty rates, discount rate and estimated asset lives. Customer relationships represent the underlying relationships with certain customers to provide ongoing services and continued product sale opportunities. The Company utilized excess earnings methodology to derive the fair value of the customer relationships. Key assumptions included expected attrition of customer's rates, operating income margins and discount rate. The Company used a risk-adjusted discount rate of 14.4% in determining the fair value of the intangible assets. The goodwill recorded as a result of the acquisition of Aushon represents the strategic benefits of growing the Company's product portfolio and the expected revenue growth from increased market penetration from future products and customers. None of the goodwill recorded is tax deductible for income tax purposes. The Company incurred a total of $0.1 million in transaction costs in connection with the transaction, which were included in selling, general and administrative expense within the consolidated statement of operations for the year ended December 31, 2018. UmanDiagnostics AB On August 1, 2019, the Company completed its acquisition of Uman for an aggregate purchase price of $21.2 million, comprised of (i) $15.7 million in cash plus (ii) 191,152 shares of common stock (representing $5.5 million based on the closing prices of the Company’s common stock on the Nasdaq Global Market on July 1, 2019 and August 1, 2019, the dates of issuance). The acquisition of Uman closed with respect to 95% of the outstanding shares of capital stock of Uman on July 1, 2019 and with respect to the remaining 5% of the outstanding shares of capital stock of Uman on August 1, 2019. Uman supplies Nf-L antibodies and ELISA kits, which are widely recognized by researchers and biopharmaceutical and diagnostics companies world-wide as the premier solution for the detection of Nf-L to advance the development of therapeutics and diagnostics for neurodegenerative conditions. With the acquisition of Uman, the Company has secured a long-term source of supply for a critical technology. This acquisition was considered a business acquisition for accounting purposes. The Company has accounted for the acquisition of Uman as a purchase of a business under U.S. GAAP. Under the acquisition method of accounting, the assets and liabilities of Uman are recorded as of the acquisition date of July 1, 2019, at their respective fair values, and consolidated with those of the Company. The Company has preliminarily allocated the purchase price to the net tangible and intangible assets based on their estimated fair values as of July 1, 2019. As such, the fair value of the assets acquired and liabilities assumed, including intangible assets, presented in the table below are provisional and will be finalized in a later period once the fair value procedures are completed. Goodwill established as a result of the Uman acquisition is not tax deductible in any taxing jurisdiction. The following table summarizes the preliminary purchase price allocation, net of $1.2 million in cash and cash equivalents acquired (in thousands): Purchase price: Cash and stock paid $ 21,217 Cash and cash equivalents acquired 1,221 Purchase price, net 19,996 Assets (liabilities) acquired: Accounts receivable $ 638 Inventory 1,680 Prepaids and other current assets 114 Property and equipment 33 Intangibles 13,450 Goodwill 8,111 Accounts payable (20) Accrued expense and other current liabilities (871) Deferred tax liabilities (3,139) Total $ 19,996 Revenue and net income related to Uman’s operations were $1.1 million and less than $0.1 million, respectively, for the six months following the July 1, 2019 acquisition date, and is included in the Company’s consolidated statements of operations for the year ended December 31, 2019. The following unaudited pro forma information presents the condensed consolidated results of operations of the Company and Uman for the years ended December 31, 2019 and 2018 as if the acquisition of Uman had been completed on January 1, 2018. These pro forma condensed consolidated financial results have been prepared for comparative purposes only and include certain adjustments that reflect pro forma results of operations, such as increased amortization for the fair value of acquired intangible assets, increased cost of sales related to the inventory valuation adjustment, and adjustments relating to the tax effect of combining the Company and Uman businesses. The unaudited pro forma results do not reflect any operating efficiencies or potential cost savings which may result from the consolidation of the operations of the Company and Uman. Accordingly, these unaudited pro forma results are presented for informational purposes only and are not necessarily indicative of the results of operations that actually would have been achieved had the acquisition occurred as of January 1, 2018, nor are they intended to represent or be indicative of future results of operations (in thousands): Years ended December 31, 2019 2018 Revenue (unaudited) $ 57,597 $ 38,753 Pre-tax loss (unaudited) $ (38,636) $ (33,894) During the year ended December 31, 2019, the Company incurred $1.9 million in costs associated with the acquisition of Uman. Costs associated with the acquisition of Uman are recorded as selling, general, and administrative expenses within the consolidated statements of operations. |
Goodwill and Acquired Intangibl
Goodwill and Acquired Intangible Assets | 12 Months Ended |
Dec. 31, 2019 | |
Goodwill and Acquired Intangible Assets | |
Goodwill and Acquired Intangible Assets | 16. Goodwill and intangible assets As of December 31, 2019 the carrying amount of goodwill was $9.4 million. The following is a rollforward of the Company’s goodwill balance (in thousands): Goodwill Balance as of December 31, 2018 $ 1,308 Goodwill acquired 8,111 Cumulative translation adjustment (66) Balance as of December 31, 2019 $ 9,353 Acquired intangible assets consist of the following (dollars in thousands): December 31, 2019 Gross Cumulative Net Weighted Estimated Useful Carrying Accumulated Translation Carrying Average Life (in years) Value Amortization Adjustment Value Life R emaining Know-how 8.5 $ 13,000 $ (767) $ (99) $ 12,134 8.00 Developed technology 7 1,650 (737) — 913 5.09 Customer relationships 8.5 - 10 1,360 (421) (1) 938 8.08 Non-compete agreements 5.5 340 (34) (2) 304 5.00 Trade names 3 50 (32) — 18 1.09 Total $ 16,400 $ (1,991) $ (102) $ 14,307 December 31, 2018 Gross Cumulative Net Weighted Estimated Useful Carrying Accumulated Translation Carrying Average Life (in years) Value Amortization Adjustment Value Life R emaining Developed technology 7 $ 1,650 $ (378) $ — $ 1,272 6.08 Customer relationships 10 1,250 (209) — 1,041 9.08 Trade names 3 50 (15) — 35 2.08 Total $ 2,950 $ (602) $ — $ 2,348 The Company acquired $13.5 million of intangible assets in the Uman acquisition, of which $13.0 million was assigned to know-how, $0.4 million was assigned to non-compete agreements, and $0.1 million was assigned to customer relationships. The know-how and customer relationships intangible assets are being amortized on a straight-line basis over an 8.5 year amortization period, and the non-compete agreement intangible asset is being amortized on a straight-line basis over a 5.5 year amortization period. In total, the weighted-average amortization period for these intangible assets is 8.4 years. The Company is currently evaluating the fair value of assets acquired and liabilities assumed from the Uman acquisition, including intangible assets and their related amortization periods. As such, the $13.5 million in intangible assets presented in the table above are provisional and will be finalized in a later period once the fair value procedures are completed. Know-how consists of the processes and procedures to produce Uman’s products. Customer relationships represent the underlying relationships with certain customers to provide continued product sale opportunities. The Company utilized excess earnings methodology to derive the fair value of the customer relationships. The Company is currently evaluating the fair value of assets acquired and liabilities assumed from the Uman acquisition, including intangible assets and their related amortization periods. The Company recorded amortization expense of $1.4 million and $0.6 million for the years ended December 31, 2019 and 2018, respectively. No amortization expense was recognized in the year ended December 31, 2017 as the intangible assets are a result of the purchase of Aushon in January 2018 and Uman in July 2019. Amortization of developed technology is recorded within research and development expenses, amortization of customer relationships is recorded within selling, general, and administrative expenses, amortization of trade names is recorded within selling, general, and administrative expenses, amortization of non-compete agreements is recorded within selling, general, and administrative expenses, and amortization of know-how is recorded within cost of goods sold. Future estimated amortization expense of acquired intangible assets as of December 31, 2019 is as follows (amounts in thousands): For the Years Ended December 31, Estimated Amortization Expense 2020 $ 2,110 2021 2,013 2022 1,930 2023 1,848 2024 1,733 Thereafter 4,673 $ |
Related party transactions
Related party transactions | 12 Months Ended |
Dec. 31, 2019 | |
Related party transactions | |
Related party transactions | 17. Related party transactions bioMérieux is a customer through its Joint Development and License Agreement and also a holder of the Company’s common stock. bioMérieux formerly also had a designee on the Company’s Board of Directors. On September 6, 2018, bioMérieux notified the Company that it was terminating the Amended JDLA. The termination of the agreement resulted in the immediate recognition of the remaining deferred revenue. The Company recognized revenue from bioMérieux related to the Amended JDLA of less than $0.1 million, $2.1 million, and $1.1 million in the years ended December 31 2019, 2018, and 2017, respectively. As described in Note 9, in June 2007, the Company entered into a license agreement for certain intellectual property with Tufts. Tufts is a related party to the Company due to Tuft’s equity ownership in the Company and because a board member of the Company’s Board of Directors was affiliated with Tufts. During the years ended December 31, 2019, 2018, and 2017 the Company recorded royalty expense of $1.0 million, $0.7 million, and $0.5 million, respectively, in cost of product revenue on the consolidated statements of operations. During the year ended December 31, 2017, Harvard University became a related party because a member of the Company’s Board of Directors is affiliated with Harvard University. Revenue recorded from sales to Harvard University was $0.1 million for the year ended December 31, 2019, and less than $0.1 million for each of the years ended December 31, 2018 and December 31, 2017. On November 28, 2018, the Company entered into a sponsor agreement with Powering Precision Health (PPH), a 501(c)6 not-for-profit entity of which an executive of the Company is a board member, through December 31, 2018. The agreement committed a maximum of $120,000 in funds and services to be provided to PPH for the term of the agreement. On November 14, 2019, the Company entered into the first amendment to the PPH sponsorship agreement. The agreement amended the $120,000 annual committed maximum amount to $200,000 for the annual committed amount. The agreement is terminable by either party and does not bind the Company to beyond the term of the agreement. For the years ended December 31, 2019 and 2018, the Company had total contributions of $0.1 million and less than $0.1 million, respectively. |
Restricted Cash
Restricted Cash | 12 Months Ended |
Dec. 31, 2019 | |
Restricted Cash | |
Restricted Cash | 18. Restricted cash The Company’s restricted cash consists of cash that the Company is contractually obligated to maintain in accordance the terms of the Letter of Credit in the lease agreement. The $1.0 million Letter of Credit drawable by the lessor under specifically outlined conditions within the lease, which are primarily related to rent payments. The amount of the Letter of Credit will be reduced at 41 and 65 months after the commencement date of the lease to $750,000 and then $250,000, respectively. The Company had $1.0 million of restricted cash as of December 31, 2019 and 2018, respectively. |
Quarterly Data (Unaudited)
Quarterly Data (Unaudited) | 12 Months Ended |
Dec. 31, 2019 | |
Quarterly Data (Unaudited) | |
Quarterly Data (Unaudited) | 19. Quarterly data (Unaudited) (Amounts in thousands, except share and per share data) 2019 Q1 Q2 Q3 Q4 Total Year Product revenue $ 9,547 $ 8,776 $ 10,737 $ 11,431 $ 40,491 Service and other revenue 2,790 4,760 4,207 4,302 16,059 Collaboration and license revenue — — — 184 184 Total revenue 12,337 13,536 14,944 15,917 56,734 Costs of goods sold: Cost of product revenue 4,248 4,455 5,513 6,684 20,900 Cost of services and other revenue 2,082 2,150 2,398 2,368 8,998 Total costs of goods sold and services 6,330 6,605 7,911 9,052 29,898 Gross profit 6,007 6,931 7,033 6,865 26,836 Operating expenses: Research and development 3,852 4,016 3,924 4,398 16,190 Selling, general and administrative 11,512 13,429 13,352 13,953 52,246 Total operating expenses 15,364 17,445 17,276 18,351 68,436 Loss from operations (9,357) (10,514) (10,243) (11,486) (41,600) Interest income (expense), net 21 42 282 282 627 Other income (expense), net (47) (68) (34) 139 (10) Income tax benefit (provision) (22) (23) 125 107 187 Net loss $ (9,405) $ (10,563) $ (9,870) $ (10,958) $ (40,796) Net loss per share, basic and diluted $ (0.42) $ (0.46) $ (0.37) $ (0.39) $ (1.63) Weighted-average common shares outstanding, basic and diluted 22,422,960 23,213,653 26,627,831 28,021,957 25,090,708 2018 Q1 Q2 Q3 Q4 Total Year Product revenue $ 4,745 $ 5,200 $ 5,962 $ 7,458 $ 23,365 Service and other revenue 2,507 3,174 3,017 3,419 12,117 Collaboration and license revenue 269 269 1,612 — 2,150 Total revenue 7,521 8,643 10,591 10,877 37,632 Costs of goods sold: Cost of product revenue 2,773 2,945 3,277 3,734 12,729 Cost of services and other revenue 1,576 1,725 1,719 1,935 6,955 Total costs of goods sold and services 4,349 4,670 4,996 5,669 19,684 Gross profit 3,172 3,973 5,595 5,208 17,948 Operating expenses: Research and development 3,644 3,705 4,411 4,045 15,805 Selling, general and administrative 6,691 7,579 8,846 10,577 33,693 Total operating expenses 10,335 11,284 13,257 14,622 49,498 Loss from operations (7,163) (7,311) (7,662) (9,414) (31,550) Interest income (expense), net (24) 16 30 24 46 Other income (expense), net (15) (48) (25) 81 (7) Income tax benefit (provision) — — — (25) (25) Net loss $ (7,202) $ (7,343) $ (7,657) $ (9,334) $ (31,536) Net loss per share, basic and diluted $ (0.33) $ (0.34) $ (0.35) $ (0.42) $ (1.43) Weighted-average common shares outstanding, basic and diluted 21,788,605 21,890,978 22,670,786 22,221,305 21,994,317 |
Subsequent events
Subsequent events | 12 Months Ended |
Dec. 31, 2019 | |
Subsequent events | |
Subsequent events | 20. Subsequent events The Company had no significant subsequent events for the period December 31, 2019 through the filing date of this Annual Report on Form 10-K. |
Significant accounting polici_2
Significant accounting policies (Policies) | 12 Months Ended |
Dec. 31, 2019 | |
Significant accounting policies | |
Principles of consolidation | Principles of consolidation The consolidated financial statements have been prepared in accordance with U.S. GAAP and include the accounts of Quanterix Corporation, and its wholly-owned subsidiaries. All material intercompany transactions and balances have been eliminated in consolidation. |
Use of estimates | Use of estimates The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. In making those estimates and assumptions, the Company bases its estimates on historical experience and on various other assumptions believed to be reasonable. The Company’s significant estimates included in the preparation of the consolidated financial statements are related to revenue recognition, fair value of equity instruments and notes receivable, fair value of assets acquired and liabilities assumed in acquisitions, valuation allowances recorded against deferred tax assets, and stock-based compensation. Actual results could differ from those estimates. |
Revenue recognition | Revenue recognition The Company recognizes revenue when a customer obtains control of a promised good or service. The amount of revenue recognized reflects consideration that the Company expects to be entitled to receive in exchange for these goods and services, incentives and taxes collected from customers, that are subsequently remitted to governmental authorities. The Company adopted Accounting Standards Codification (ASC) Topic 606 Revenue from Contracts with Customers (ASC 606), on January 1, 2019, using the modified retrospective method for all contracts not completed as of the date of adoption. The reported results for 2019 reflect the application of ASC 606 guidance, while the reported results for 2018 were prepared under ASC 605, Revenue Recognition . Customers The Company’s customers primarily consist of entities engaged in the life sciences research market that pursue the discovery and development of new drugs for a variety of neurologic, cardiovascular, oncologic and other protein biomarkers associated with diseases. The Company’s customer base exceeds 730 customers and includes several of the largest biopharmaceutical companies, academic research organizations and distributors who serve certain geographic markets. Product revenue The Company’s products are composed of analyzer instruments, assay kits and other consumables such as reagents. Products are sold directly to biopharmaceutical and academic research organizations or are sold through distributors in EMEA and Asia Pacific regions. The sales of instruments are generally accompanied by an initial year of implied service-type warranties and may be bundled with assays and other consumables and may also include other items such as training and installation of the instrument and/or an extended service warranty. Revenues from the sale of products are recognized at a point in time when the Company transfers control of the product to the customer, which is upon installation for instruments sold to direct customers, and based upon shipping terms for assay kits and other consumables. Revenue for instruments sold to distributors is generally recognized based upon shipping terms (either upon shipment or delivery). Service and other revenue Service revenues are composed of contract research services, initial implied one-year service-type warranties, extended services contracts and other services such as training. Contract research services are provided through the Company’s Accelerator Laboratory and generally consist of fixed fee contracts. Revenues from contract research services are recognized at a point in time when the Company completes and delivers its research report on each individually completed study, or over time if the contractual provisions allow for the collection of transaction consideration for costs incurred plus a reasonable margin through the period of performance of the services. Revenues from service-type warranties are recognized ratably over the contract service period. Revenues from other services are immaterial. Collaboration and license revenue The Company may enter into agreements to license the intellectual property and know-how associated with its instruments in exchange for license fees and future royalties (as described below). The license agreements provide the licensee with a right to use the intellectual property with the license fee revenues recognized at a point in time as the underlying license is considered functional intellectual property. The Company has recognized revenues from a sales- or usage based royalties related to the Company’s licensing technology and intellectual property. Payment terms The Company’s payment terms vary by the type and location of customer and the products or services offered. Payment from customers is generally required in a term ranging from 30 to 45 days from date of shipment or satisfaction of the performance obligation with no discounts for early payment. Occasionally the Company provides extended payment terms or financing arrangements to customers. Disaggregated Revenue When disaggregating revenue, the Company considered all of the economic factors that may affect its revenues. The following tables disaggregate the Company's revenue from contracts with customers by revenue type: Year Ended December 31, 2019 (in thousands) NA EMEA Asia Pacific Total Product revenues Instruments $ 6,250 $ 5,243 $ 3,393 $ 14,886 Consumable and other products 14,148 9,674 1,783 25,605 Totals $ 20,398 $ 14,917 $ 5,176 $ 40,491 Service and other revenues Service-type warranties $ 3,139 $ 1,323 $ 171 $ 4,633 Research services 8,845 704 456 10,005 Other services 825 565 31 1,421 Totals $ 12,809 $ 2,592 $ 658 $ 16,059 Collaboration and license revenue Collaboration and license revenue $ 167 $ 17 $ — $ 184 Totals $ 167 $ 17 $ — $ 184 The Company’s contracts with customers may include promises to transfer multiple products and services to a customer. The Company combines any performance obligations that are immaterial with one or more other performance obligations that are material to the contract. For arrangements with multiple performance obligations, the Company allocates the contract transaction price, including discounts, to each performance obligation based on its relative standalone selling price. Judgment is required to determine the standalone selling price for each distinct performance obligation. The Company determines standalone selling prices based on prices charged to customers in observable transactions, and uses a range of amounts to estimate standalone selling prices for each performance obligation. The Company may have more than one range of standalone selling price for certain products and services based on the pricing for different customer classes. Variable consideration in the Company’s contracts primarily relates to (i) sales- and usage-based royalties related to the license of intellectual property in collaboration and license contracts and (ii) certain non-fixed fee research services contracts. ASC 606 provides for an exception to estimating the variable consideration for sales- and usage-based royalties related to the license of intellectual property, such that the sales- or usage-based royalty will be recognized in the period the underlying transaction occurs. The Company has recorded sales- or usage-based royalty revenue for the year ended December 31, 2019 related to the intellectual property licensed by Uman. The Company recognizes revenues from sales- or usage based royalty revenue at the later of when the sales or usage occurs; and the satisfaction or partial satisfaction of the performance obligation to which the royalty has been allocated. The aggregate amount of transaction price that is allocated to performance obligations that have not yet been satisfied or are partially satisfied as of December 31, 2019 is $5.2 million. Of the performance obligations not yet satisfied or are partially satisfied, $4.7 million is expected to be recognized as revenue in the next 12 months, with the remainder to be recognized within the 24 months thereafter. The $5.2 million principally consists of $3.0 million billed for undelivered services related to initial and extended service-type warranties and research services, as well as $1.7 million related to undelivered licenses of intellectual property for a diagnostics company. Changes in deferred revenue from contracts with customers were as follows (in thousands): Year Ended December 31, 2019 Balance at December 31, 2018 $ 5,957 606 adoption adjustment (86) Deferral of revenue 3,925 Recognition of deferred revenue (4,633) Balance at December 31, 2019 $ 5,163 Costs to obtain a contract The Company’s sales commissions are generally based on revenues of the Company. The Company has determined that certain commissions paid under its sales incentive programs meet the requirements to be capitalized as they are incremental and would not have occurred absent a customer contract. The change in the balance of costs to obtain a contract are as follows (in thousands): Year Ended December 31, 2019 Balance at December 31, 2018 $ — 606 adoption adjustment 307 Deferral of costs to obtain a contract 848 Recognition of costs to obtain a contract (820) Balance at December 31, 2019 $ 335 The Company has classified the balance of capitalized costs to obtain a contract as a component of prepaid expenses and other current assets as of December 31, 2019 and classifies the expense as a component of cost of goods sold and selling, general and administrative expense over the estimated life of the contract. The Company considers potential impairment in these amounts each period. ASC 606 provides entities with certain practical expedients and accounting policy elections to minimize the cost and burden of adoption. The Company does not disclose the value of unsatisfied performance obligations for (i) contracts with original expected length of one year or less and (ii) contracts for which revenue is recognized at the amount to which the Company has the right to invoice for services performed. The Company will exclude from its transaction price any amounts collected from customers related to sales and other similar taxes. When determining the transaction price of a contract, an adjustment is made if payment from a customer occurs either significantly before or significantly after performance, resulting in a significant financing component. The Company does not assess whether a significant financing component exists if the period between when the Company performs its obligations under the contract and when the customer pays is one year or less. None of the Company’s contracts contained a significant financing component as of December 31, 2019. The Company has elected to account for the shipping and handling as an activity to fulfill the promise to transfer the product, and therefore will not evaluate whether shipping and handling activities are promised services to its customers. |
Business combinations | Business combinations Under the acquisition method of accounting, the Company allocates the fair value of the total consideration transferred to the tangible and identifiable intangible assets acquired and liabilities assumed based on their estimated fair values on the date of acquisition. The fair values assigned, defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between willing market participants, are based on estimates and assumptions determined by management. The excess consideration over the aggregate fair value of tangible and intangible assets, net of liabilities assumed, is recorded as goodwill. These valuations require significant estimates and assumptions, especially with respect to intangible assets. The Company typically uses the discounted cash flow method to value acquired intangible assets. This method requires significant management judgment to forecast future operating results and establish residual growth rates and discount factors. The estimates used to value and amortize intangible assets are consistent with the plans and estimates that are used to manage the business and are based on available historical information. If the subsequent actual results and updated projections of the underlying business activity change compared with the assumptions and projections used to develop these values, the Company could experience impairment charges. In addition, the Company has estimated the economic lives of certain acquired assets and these lives are used to calculate depreciation and amortization expense. If estimates of the economic lives change, depreciation or amortization expenses could be accelerated or slowed. |
Cost of revenue | Cost of revenue Cost of product revenue consists of raw materials, parts costs and associated freight, shipping and handling costs, contract manufacturer costs, personnel costs, yield loss, in-license payments and royalties, stock-based compensation, other direct costs and overhead. Cost of service and other revenue consists of personnel, facility costs associated with operating the Accelerator Labs on behalf of the customers, costs related to instrument maintenance and servicing equipment at customer sites, other direct and overhead. Cost of license revenue, related party consists of license fees that are the direct results of cash payments received related to license agreements. |
Research and development expenses | Research and development expenses Research and development expenses, including personnel costs, allocated facility costs, lab supplies, outside services, contract laboratory costs are charged to research and development expense as incurred. The Company accounts for nonrefundable advance payments for goods and services that will be used in future research and development activities as expense when the service has been performed or when the goods have been received. |
Selling, general, and administrative expense | Selling, general, and administrative expenses Selling, general, and administrative expenses are primarily composed of compensation and benefits associated with sales and marketing, finance, human resources, and other administrative personnel, outside marketing, advertising, allocated facilities costs, legal expenses, and other general and administrative costs. |
Net loss per share | Net loss per share Basic net loss per common share attributable to common stockholders is calculated by dividing the net loss attributable to common stockholders by the weighted-average number of common shares. For purposes of the diluted net loss per share calculations, preferred stock, unvested restricted common stock, and common stock options are considered to be potentially dilutive securities, but are excluded from the diluted net loss per share because their effect would be anti-dilutive and therefore basic and diluted net loss per share were the same for all periods presented. The following table sets forth the outstanding potentially dilutive securities that have been excluded in the calculation of diluted net loss per share because to do so would be anti-dilutive (in common stock equivalent shares): Year Ended December 31, 2019 2018 2017 Unvested restricted common stock and restricted stock units 409,929 361,468 177,192 Outstanding stock options 2,507,062 2,476,911 2,249,843 Outstanding common stock warrants 10,000 76,041 86,090 Total 2,926,991 2,914,420 2,513,125 As of December 31, 2019, 2018, and 2017 the Company had an obligation to issue warrants to purchase an additional 93,341 shares of common stock to a vendor if a contract is terminated prior to a minimum purchase commitment being met. No amounts are presented in the table above for this obligation to issue a warrant as the issuance of the warrant is not considered probable. |
Cash and Cash equivalents | Cash and cash equivalents Cash and cash equivalents consist of cash deposits and short-term, highly liquid investments that are readily convertible into cash, with original maturities of three months or less. Cash equivalents are carried at fair value based on quoted prices for identical assets. Cash and cash equivalents consist of the following (in thousands): As of December 31, 2019 2018 Cash $ 6,406 $ 1,821 Money market funds invested in U.S. Treasury obligations 102,749 42,608 Total cash and cash equivalents $ 109,155 $ 44,429 |
Restricted cash and deposits | Restricted cash and deposits Restricted cash represents collateral for a letter of credit issued as security for the lease for the Company’s new headquarters. The restricted cash is long term in nature as the Company will not have access to the funds until more than one year from December 31, 2019. As of December 31, 2019 and 2018, the Company had $1.1 million and $1.4 million, respectively, in restricted cash and deposits related to amounts held for a line of credit, amounts held as a security deposit for the Company’s facility lease obligation, and a business registration application. As of December 31, 2019, $1.0 million of the $1.1 million was recorded on a separate line item as restricted cash. The remaining $0.1 million was included in noncurrent assets. As of December 31, 2018, $1.0 million of the $1.4 million was recorded on a separate line item as restricted cash. The remaining $0.4 million was included in current and noncurrent assets. |
Accounts Receivable and allowance for doubtful accounts | Accounts receivable and allowance for doubtful accounts The Company provides credit, in the normal course of business, to customers and does not require collateral. Accounts receivable consist of amounts due to the Company for sales to customers and are recorded net of an allowance for doubtful accounts. The Company reviews accounts receivable on a regular basis to determine if any receivable will potentially be uncollectable and to estimate the amount of allowance for doubtful accounts necessary. Once a receivable is deemed uncollectible, such balance is written off and charged against the allowance for doubtful accounts. The Company has not incurred material write offs in any of the periods presented. |
Inventory | Inventory Inventory is stated at the lower of cost or market on a first-in, first-out (FIFO) basis. The Company analyzes its inventory levels on each reporting date and writes down inventory that is expected to expire prior to being sold and inventory in excess of expected sales requirements. In the event that the Company identifies these conditions exist in its inventory, the carrying value is reduced to its estimated net realizable value. |
Property and equipment | Property and equipment Property and equipment, including leasehold improvements, are stated at cost and are depreciated, or amortized in the case of leasehold improvements, over their estimated useful lives using the straight-line method. Expenditures for maintenance and repairs are charged to expense as incurred, whereas major betterments are capitalized as additions to property and equipment. The Company reviews its property and equipment whenever events or changes in circumstances indicate that the carrying value of certain assets might not be recoverable and recognizes an impairment loss when it is probable that an asset’s realizable value is less than the carrying value. To date, no such impairment losses have been recorded. Depreciation is calculated based upon the following estimated useful lives of the assets: Laboratory and manufacturing equipment Five years Computers and software Three years Office furniture and equipment Seven years Leasehold improvements Shorter of the useful life of the asset or the remaining term of the lease |
Software development costs | Software development costs The Company develops and modifies software related to the operation of the instrument. Software development costs are expensed as incurred until the point the Company establishes technological feasibility. Based on the Company’s product development process, technological feasibility is established upon the completion of a working model. The Company does not incur material costs between the completion of the working model and the point at which the product is ready for release. Therefore, software development costs are charged to the statement of operations as incurred as research and development expense. |
Investments | Investments During 2016, the Company purchased a minority interest in preferred stock in a privately held company for $0.3 million. During 2018, the Company was issued a convertible note by a privately held company having a principal amount of $0.2 million. The preferred stock investment is recorded on a cost basis in other non-current assets on the accompanying balance sheets as the Company does not have a controlling interest, does not have the ability to exercise significant influence over the privately held company, and the fair value of the equity investment is not readily determinable. The Company performs an impairment analysis at each reporting period to determine if there is any readily available fair value information that would indicate an impairment. The Company has determined there was no impairment during the year ended December 31, 2019 or in any prior period. The convertible note is held as an available-for-sale investment, which is carried at fair market value, with the unrealized gains and losses included in the determination of comprehensive loss. When determining the estimated fair value of the convertible notes, the Company used a commonly accepted valuation methodology. Equity investments that do not result in consolidation and are not accounted for under the equity method are measured at fair value, with any changes in fair value recognized in net income. For any such investments that do not have readily determinable fair values, the Company elects the measurement alternative to measure the investments at cost minus impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for the identical or a similar investment of the same issuer. |
Fair value of financial instruments | Fair value of financial instruments ASC Topic 820, Fair Value Measurement (ASC 820), establishes a fair value hierarchy for instruments measured at fair value that distinguishes between assumptions based on market data (observable inputs) and the Company’s own assumptions (unobservable inputs). Observable inputs are inputs that market participants would use in pricing the asset or liability based on market data obtained from sources independent of the Company. Unobservable inputs are inputs that reflect the Company’s assumptions about the inputs that market participants would use in pricing the asset or liability, and are developed based on the best information available in the circumstances. ASC 820 identifies fair value as the exchange price, or exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As a basis for considering market participant assumptions in fair value measurements, ASC 820 establishes a three-tier fair value hierarchy that distinguishes between the following: Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2 inputs are inputs other than quoted prices that are observable for the asset or liability, either directly or indirectly; and Level 3 inputs are unobservable inputs that reflect the Company’s own assumptions about the assumptions market participants would use in pricing the asset or liability. To the extent that the valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised by the Company in determining fair value is greatest for instruments categorized in Level 3. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. The carrying amount reflected on the balance sheets for cash and cash equivalents, accounts receivable, prepaid expenses and other current assets, accounts payable and accrued liabilities approximated their fair values, due to the short-term nature of these instruments. The carrying value of the long-term debt approximates its fair value as the debt arrangement is based on interest rates the Company believes it could obtain for borrowings with similar terms. The Company has an investment in the preferred stock of a privately held company which is recorded within other non-current assets on a cost basis. This cost method investment’s fair value has not been estimated as there are no identified events or changes in circumstances that would indicate a significant adverse effect on the fair value of the investment and to do so would be impractical. Fair value measurements as of December 31, 2019 are as follows (in thousands): Quoted prices Significant in active Significant other unobservable markets observable inputs Description Total (Level 1) inputs (Level 2) (Level 3) Financial assets Cash equivalents $ 109,155 $ 109,155 $ — $ — Note receivable 150 — — 150 $ 109,305 $ 109,155 $ — $ 150 Fair value measurements as of December 31, 2018 are as follows (in thousands): Quoted prices Significant in active Significant other unobservable markets observable inputs Description Total (Level 1) inputs (Level 2) (Level 3) Financial assets Cash equivalents $ 42,608 $ 42,608 $ — $ — Note receivable 150 — — 150 $ 42,758 $ 42,608 — $ 150 |
Warranties | Warranties The Company provides a one-year warranty and maintenance service related to its instruments and sells extended warranty contracts for additional periods. The Company defers revenue associated with these services and recognizes them on a pro-rata basis over the period of service. |
Income taxes | Income taxes The Company recognizes deferred tax assets and liabilities for the expected future tax consequences of events that have been recognized in the Company’s consolidated financial statements or tax returns. Under this method, deferred tax assets and liabilities are determined based on differences between the consolidated financial statement carrying amounts and the tax bases of the assets and liabilities using the enacted tax rates in effect in the years in which the differences are expected to reverse. A valuation allowance against deferred tax assets is recorded if, based on the weight of the available evidence, it is more likely than not that some or all of the deferred tax assets will not be realized. The Company accounts for uncertain tax positions in accordance with the provisions of ASC 740 Income Taxes (ASC 740). When uncertain tax positions exist, the Company recognizes the tax benefit of tax positions to the extent that the benefit will more likely than not be realized. The determination as to whether the tax benefit will more likely than not be realized is based upon the technical merits of the tax position as well as consideration of the available facts and circumstances. As of December 31, 2019 and 2018, the Company did not have any significant uncertain tax positions. |
Credit, product and supplier concentrations and off-balance-sheet risk | Credit, product and supplier concentrations and off-balance-sheet risk The Company has no significant off-balance-sheet risk, such as foreign exchange contracts, option contracts, or other hedging arrangements. Financial instruments that potentially expose the Company to concentrations of credit risk primarily consist of cash and cash equivalents and a cost method investment. The Company places its cash and cash equivalents principally in depository accounts with a bank. The Company is also subject to supply chain risks related to the outsourcing of the manufacturing of its instruments. Although there are a limited number of manufacturers for instruments of this type, the Company believes that other suppliers could provide similar products on comparable terms. A change in suppliers, however, could cause a delay in manufacturing and a possible loss of sales, which would adversely affect operating results. In addition to outsourcing the manufacturing of its instruments, the Company also purchases antibodies through a number of different suppliers. Although a disruption in service from any one of its antibody suppliers is possible, the Company believes that it would be able to find an adequate supply from alternative suppliers. Customers outside the United States represented 50% and 40% of the Company’s gross trade accounts receivable balance as of December 31, 2019 and 2018, respectively. At December 31, 2019 and 2018, no single customer represented 10% of the Company’s aggregate accounts receivable, and no single customer represented 10% of the Company’s revenue for the year ended December 31, 2019 and 2018. At December 31, 2017, one customer represented 10% of the Company’s revenue for the year ended December 31, 2017. |
Stock-based compensation | Stock-based compensation The Company accounts for stock-based compensation awards in accordance with ASC 718, Compensation—Stock Compensation . ASC 718 requires all stock-based payments to employees, including grants of employee stock options, to be recognized in the statement of operations based on their fair values. Stock-based compensation awards have historically consisted of stock options and restricted stock. Effective January 1, 2017, the Company ceased utilizing an estimated forfeiture rate and began recognizing forfeitures as they occur. The Company estimates the grant date fair value, and the resulting stock-based compensation expense, using the Black-Scholes option-pricing model. The grant date fair value of the stock-based awards is generally recognized on a straight-line basis over the requisite service period, which is generally the vesting period of the respective awards. The Company recognizes compensation costs related to share-based payments granted to non-employees, which consists of directors for their services on the board of directors, based on the estimated fair value of the awards on the date of grant in the same manner as options for employees. There were no material non-employee awards outstanding during the years ended December 31, 2019, 2018, and 2017. The fair value of stock options granted to employees and non-employees is estimated on the grant date using the Black-Scholes option-pricing model, based on the assumptions noted in the following table: Year Ended December 31, 2019 2018 2017 Risk-free interest rate 1.4% - 2.6% 2.6% - 3.0% 1.8% - 2.1% Expected dividend yield None None None Expected term (in years) 6.0 5.9 6.0 Expected volatility 33.5% - 39.7% 32.4% - 36.8% 46.0% - 52.0% Using the Black-Scholes option-pricing model, the weighted-average grant date fair value of options granted for the years ended December 31, 2019, 2018, and 2017 was $9.09, $7.19, and $4.52 per share, respectively. Expected volatility was calculated based a propotional weighting of reported volatility data for a representative group of guideline publicly traded companies for which historical information was available and the Company’s stock. The risk-free interest rate is based on the U.S. Treasury yield curve in effect at the time of grant, commensurate with the expected life assumption. The Company estimates the expected life of options granted to employees utilizing the simplified method which calculates the expected life of an option as the average of the time to vesting and contractual life of the options. The expected life is applied to the stock option grant group as a whole, as the Company does not expect substantially different exercise or post-vesting termination behavior among its employee population. The Company uses the simplified method due to the lack of historical exercise data and the plain nature of the stock options. The Company uses the remaining contractual term for the expected life of non-employee awards. The expected dividend yield is assumed to be zero as the Company has never paid dividends and has no current plans to pay any dividends on common stock. |
Recent accounting pronouncements | Recent accounting pronouncements The Company is considered to be an “emerging growth company” as defined in the Jumpstart Our Business Startups Act of 2012, as amended (JOBS Act). The JOBS Act provides that an emerging growth company can take advantage of an extended transition period for complying with new or revised accounting standards. Thus, an emerging growth company can delay the adoption of certain accounting standards until those standards would otherwise apply to private companies. The Company has elected to avail itself of this extended transition period and, as a result, the Company will not be required to adopt new or revised accounting standards on the relevant dates on which adoption of such standards is required for other public companies so long as the Company remains an emerging growth company. On January 1, 2019, the Company adopted ASC 606 using the modified retrospective method. Under ASC 606, revenue is recognized upon the transfer of control of goods or services to customers and reflects the amount of consideration to which an entity expects to be entitled in exchange for those goods or services. The adoption of ASC 606 has been applied to customer contracts that were not completed as of January 1, 2019, and did not materially change the pattern of revenue recognition for its current customer contracts. The Company's consolidated financial statements for the prior-year period have not been revised and are reflective of the revenue recognition requirements which were in effect for that period. The Company recorded an adjustment to the accumulated deficit of $0.4 million as of January 1, 2019 for the cumulative effect primarily related to the deferral of sales commissions. In accordance with the reporting requirements of ASC 606, the disclosure of the impact on the Company's consolidated balance sheet and statement of operations, as a result of adopting the provisions of ASC 606, was as follows (in thousands): Prior to adoption of As Adjusted under As reported ASC 606 reported ASC 606 December 31, December 31, December 31, 2018 Adjustments January 1, 2019 2019 Adjustments 2019 Assets: Accounts receivable $ 6,792 $ 47 $ 6,839 $ 10,906 $ — $ 10,906 Prepaid expenses and other current assets 2,330 288 2,618 2,137 335 1,802 Other non-current assets 536 19 555 557 — 557 Liabilities: Deferred revenue 5,437 43 5,394 4,697 (209) 4,488 Deferred revenue, net of current portion 520 43 477 466 14 480 Stockholders’ equity: Accumulated deficit $ (175,888) $ (440) $ (175,448) $ (216,244) $ (140) $ (216,104) For the Year Ended December 31, 2019 Under ASC Under ASC 606 Adjustment 605 Product revenue $ 40,491 $ 55 $ 40,546 Service revenue 16,059 273 16,332 Costs of goods sold and services 29,898 1 29,899 Gross profit 26,836 327 27,163 Selling general and administrative expenses 52,246 27 52,273 Net loss $ (40,796) $ 300 $ (40,496) In January of 2019, the Company adopted accounting standards update (ASU) 2016-01, which requires equity investments (except those accounted for under the equity method of accounting or those that result in consolidation of the investee) to be measured at fair value with changes in fair value recognized in net income. For equity investments without readily determinable fair values that do not qualify for the practical expedient to estimate fair value using the net asset value per share or its equivalent, the Company has elected to measure these investments at cost minus impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for the identical or similar investment of the same issuer. This election is made for each investment separately and is reassessed at each reporting period as to whether the investment continues to qualify for this election. Additionally, at each reporting period, the Company makes a qualitative assessment considering impairment indicators to evaluate whether the investment is impaired. The adoption of this standard did not have a material effect on the Company’s consolidated financial statements. In February 2016, the FASB established Topic 842, Leases, by issuing ASU No. 2016-02, which requires lessees to recognize leases on-balance sheet and disclose key information about leasing arrangements. Topic 842 was subsequently amended by ASU No. 2018-01, Land Easement Practical Expedient for Transition to Topic 842; ASU No. 2018-10, Codification Improvements to Topic 842, Leases; and ASU No. 2018-11, Targeted Improvements. The new standard establishes a right-of-use model (ROU) that requires a lessee to recognize a ROU asset and lease liability on the balance sheet for all leases with a term longer than 12 months. Leases will be classified as finance or operating, with classification affecting the pattern and classification of expense recognition in the income statement. A modified retrospective transition approach is required, applying the new standard to all leases existing at the date of initial application. The new standard is effective for the Company on January 1, 2020, with early adoption permitted. The Company expects to adopt the new standard on January 1, 2020 and use the effective date as the date of initial application. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments — Credit Losses: Measurement of Credit Losses on Financial Instruments (ASU 2016-13), which amends the impairment model by requiring entities to use a forward-looking approach based on expected losses to estimate credit losses on certain types of financial instruments, including trade receivables and available-for-sale debt securities. In April 2019 the FASB issued ASU 2019-04, Codification Improvements to Topic 326, Financial Instruments - Credit Losses, in May 2019, the FASB issued ASU 2019-05, Financial Instruments - Credit Losses (ASC 326) Targeted Relief, and in November 2019, the FASB issued ASU 2019-11, Codification Improvements to Topic 326, Financial Instruments - Credit Losses. These recently issued ASUs do not change the core principle of the guidance in ASU 2016-13 but rather are intended to clarify and improve operability of certain topics included within ASU 2016-13. ASU 2018-19, ASU 2019-04, ASU 2019-05 and ASU 2019-11 have the same effective date and transition requirements as ASU 2016-13. The new guidance will become effective for the Company beginning in fiscal year 2021, with early adoption permitted. The new guidance is required to be applied on a modified-retrospective basis. The Company is currently evaluating the impact of this standard on its consolidated financial statements and disclosures. In January 2017, the FASB issued ASU No. 2017‑04 Intangibles—Goodwill and Other (Topic 350)—Simplifying the Test for Goodwill Impairment. This ASU eliminates Step 2 from the goodwill impairment test. In addition, income tax effects from any tax deductible goodwill on the carrying amount of the reporting unit should be considered when measuring the goodwill impairment loss, if applicable. The amendments also eliminate the requirements for any reporting unit with a zero or negative carrying amount to perform a qualitative assessment and, if it fails that qualitative test, to perform Step 2 of the goodwill impairment test. An entity still has the option to perform the qualitative assessment for a reporting unit to determine if the quantitative impairment test is necessary. This ASU is effective for annual periods beginning after December 15, 2019 and interim periods within those annual periods. Early adoption is permitted, for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017. The Company does not expect adoption of this ASU to be material to its financial statements on known trends, demands, uncertainties and events in its business. The Company plans to adopt ASU 2017-04 as of January 1, 2020 and does not expect that the adoption of this guidance will have a material effect on its consolidated financial statements. In August 2018, the FASB issued ASU No. 2018‑13, “Fair Value Measurement (Topic 820), Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement” . This ASU removed the following disclosure requirements: (1) the amount of and reasons for transfers between Level 1 and Level 2 of the fair value hierarchy; (2) the policy for timing of transfers between levels; and (3) the valuation processes for Level 3 fair value measurements. Additionally, this update added the following disclosure requirements: (1) the changes in unrealized gains and losses for the period included in other comprehensive income for recurring Level 3 fair value measurements held at the end of the reporting period; (2) the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements. For certain unobservable inputs, an entity may disclose other quantitative information (such as the median or arithmetic average) in lieu of the weighted average if the entity determines that other quantitative information would be a more reasonable and rational method to reflect the distribution of unobservable inputs used to develop Level 3 fair value measurements. ASU 2018‑13 will be effective for fiscal years beginning after December 15, 2019 with early adoption permitted. As of December 31, 2019, the Company has not elected to early adopt this guidance but does not expect that the adoption of this guidance will have a material effect on its consolidated financial statements. In November 2019, the FASB issued ASU 2019-08, Compensation ‒ Stock Compensation (Topic 718) and Revenue from Contracts with Customers (Topic 606), which requires entities to measure and classify share based payments to a customer, in accordance with the guidance in ASC 718, Compensation ‒ Stock Compensation. The amendments in that ASU expanded the scope of Topic 718 to include share-based payment transactions for acquiring goods and services from nonemployees and, in doing so, superseded guidance in Subtopic 505-50, Equity ‒ Equity-Based Payments to Non-Employees. The amount that would be recorded as a reduction in revenue would be measured based on the grant date fair value of the share based payment, in accordance with Topic 718. The grant date is the date at which a supplier and customer reach a mutual understanding of the award’s key terms and conditions. The award’s classification and subsequent measurement would be subject to ASC 718 unless the award is modified or the grantee is no longer a customer. For entities that have not yet adopted the amendments in ASU 2018-07, the amendments in this ASU are effective for (1) public business entities in fiscal years beginning after December 15, 2019, and interim periods within those fiscal years, and (2) other than public business entities in fiscal years beginning after December 15, 2019, and interim periods within fiscal years beginning after December 15, 2020. For entities that have adopted the amendments in ASU 2018-07, the amendments in this ASU are effective in fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. An entity may early adopt the amendments in this ASU, but not before it adopts the amendments in ASU 2018-07. The Company is currently evaluating the impact the adoption of the standard will have on the Company’s financial position or results of operations. In December 2019, the FASB issued |
Significant accounting polici_3
Significant accounting policies (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Revenue recognition | |
Schedule of disaggregated revenue | Year Ended December 31, 2019 (in thousands) NA EMEA Asia Pacific Total Product revenues Instruments $ 6,250 $ 5,243 $ 3,393 $ 14,886 Consumable and other products 14,148 9,674 1,783 25,605 Totals $ 20,398 $ 14,917 $ 5,176 $ 40,491 Service and other revenues Service-type warranties $ 3,139 $ 1,323 $ 171 $ 4,633 Research services 8,845 704 456 10,005 Other services 825 565 31 1,421 Totals $ 12,809 $ 2,592 $ 658 $ 16,059 Collaboration and license revenue Collaboration and license revenue $ 167 $ 17 $ — $ 184 Totals $ 167 $ 17 $ — $ 184 |
Schedule of changes in deferred revenue from contracts with customers | Changes in deferred revenue from contracts with customers were as follows (in thousands): Year Ended December 31, 2019 Balance at December 31, 2018 $ 5,957 606 adoption adjustment (86) Deferral of revenue 3,925 Recognition of deferred revenue (4,633) Balance at December 31, 2019 $ 5,163 |
Schedule of costs to obtain a contract | The change in the balance of costs to obtain a contract are as follows (in thousands): Year Ended December 31, 2019 Balance at December 31, 2018 $ — 606 adoption adjustment 307 Deferral of costs to obtain a contract 848 Recognition of costs to obtain a contract (820) Balance at December 31, 2019 $ 335 |
Schedule of outstanding potentially dilutive securities that have been excluded in the calculation of diluted net loss per share | Year Ended December 31, 2019 2018 2017 Unvested restricted common stock and restricted stock units 409,929 361,468 177,192 Outstanding stock options 2,507,062 2,476,911 2,249,843 Outstanding common stock warrants 10,000 76,041 86,090 Total 2,926,991 2,914,420 2,513,125 |
Schedule of cash and cash equivalents | Cash and cash equivalents consist of the following (in thousands): As of December 31, 2019 2018 Cash $ 6,406 $ 1,821 Money market funds invested in U.S. Treasury obligations 102,749 42,608 Total cash and cash equivalents $ 109,155 $ 44,429 |
Schedule of estimated useful lives | Laboratory and manufacturing equipment Five years Computers and software Three years Office furniture and equipment Seven years Leasehold improvements Shorter of the useful life of the asset or the remaining term of the lease |
Schedule of fair value measurements | Fair value measurements as of December 31, 2019 are as follows (in thousands): Quoted prices Significant in active Significant other unobservable markets observable inputs Description Total (Level 1) inputs (Level 2) (Level 3) Financial assets Cash equivalents $ 109,155 $ 109,155 $ — $ — Note receivable 150 — — 150 $ 109,305 $ 109,155 $ — $ 150 Fair value measurements as of December 31, 2018 are as follows (in thousands): Quoted prices Significant in active Significant other unobservable markets observable inputs Description Total (Level 1) inputs (Level 2) (Level 3) Financial assets Cash equivalents $ 42,608 $ 42,608 $ — $ — Note receivable 150 — — 150 $ 42,758 $ 42,608 — $ 150 |
Summary of fair value assumptions of stock options granted to employees and directors for their services on the Company’s Board of Directors | Year Ended December 31, 2019 2018 2017 Risk-free interest rate 1.4% - 2.6% 2.6% - 3.0% 1.8% - 2.1% Expected dividend yield None None None Expected term (in years) 6.0 5.9 6.0 Expected volatility 33.5% - 39.7% 32.4% - 36.8% 46.0% - 52.0% |
ASU 2014-09 | |
Revenue recognition | |
Schedule of impact on consolidated balance sheet and statement of operations due to adoption of ASU 606 | In accordance with the reporting requirements of ASC 606, the disclosure of the impact on the Company's consolidated balance sheet and statement of operations, as a result of adopting the provisions of ASC 606, was as follows (in thousands): Prior to adoption of As Adjusted under As reported ASC 606 reported ASC 606 December 31, December 31, December 31, 2018 Adjustments January 1, 2019 2019 Adjustments 2019 Assets: Accounts receivable $ 6,792 $ 47 $ 6,839 $ 10,906 $ — $ 10,906 Prepaid expenses and other current assets 2,330 288 2,618 2,137 335 1,802 Other non-current assets 536 19 555 557 — 557 Liabilities: Deferred revenue 5,437 43 5,394 4,697 (209) 4,488 Deferred revenue, net of current portion 520 43 477 466 14 480 Stockholders’ equity: Accumulated deficit $ (175,888) $ (440) $ (175,448) $ (216,244) $ (140) $ (216,104) For the Year Ended December 31, 2019 Under ASC Under ASC 606 Adjustment 605 Product revenue $ 40,491 $ 55 $ 40,546 Service revenue 16,059 273 16,332 Costs of goods sold and services 29,898 1 29,899 Gross profit 26,836 327 27,163 Selling general and administrative expenses 52,246 27 52,273 Net loss $ (40,796) $ 300 $ (40,496) |
Inventory (Tables)
Inventory (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Inventory | |
Summary of inventory | Inventory consists of the following (in thousands): As of December 31, 2019 2018 Raw materials $ 4,717 $ 1,546 Work in process 2,573 2,331 Finished goods 3,173 2,068 Total $ 10,463 $ 5,945 |
Property and equipment (Tables)
Property and equipment (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Property and equipment | |
Schedule of Property and equipment | Property and equipment consists of the following (in thousands): As of December 31, 2019 2018 Laboratory and manufacturing equipment $ 5,391 $ 4,127 Office furniture and equipment 1,403 789 Computers and software 1,103 786 Leasehold improvements 8,489 244 16,386 5,946 Less: accumulated depreciation (4,339) (3,023) Total $ 12,047 $ 2,923 |
Other accrued expenses (Tables)
Other accrued expenses (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Other accrued expenses | |
Summary of other accrued expenses | Other accrued expenses consist of the following (in thousands): As of December 31, 2019 2018 Accrued inventory $ 459 $ 599 Accrued royalties 476 323 Accrued professional services 655 723 Accrued development costs 151 795 Accrued other 757 689 Total accrued expenses $ 2,498 $ 3,129 |
Summary of other non-current liabilities | Other non-current liabilities consist of the following (in thousands): As of December 31, 2019 2018 Leasehold obligation incentive $ 7,572 $ — Deferred rent 3,009 265 Deferred tax liabilities 2,825 7 Other 1 6 Total non-current liabilities $ 13,407 $ 278 |
Income taxes (Tables)
Income taxes (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Income taxes | |
Schedule of components of income (loss) before income taxes | Year Ended December 31, 2019 2018 2017 United States $ (40,010) $ (31,436) $ (27,019) Foreign (973) (75) — $ (40,983) $ (31,511) $ (27,019) |
Schedule of provision for (benefit from) income taxes | Year Ended December 31, 2019 2018 2017 Current: United States Federal $ — $ — $ — State (20) (18) — Foreign (93) — — Total current income tax provision (113) (18) — Deferred United States Federal (3) (2) — State (1) (5) — Foreign 304 — — Total deferred income tax benefit (provision) 300 (7) — Total income tax benefit (provision) $ 187 $ (25) $ — |
Schedule of reconciliation of the federal statutory income tax rate to the effective tax rate | Year Ended December 31, 2019 2018 Federal statutory income tax rate 21.0 % 21.0 % Foreign tax rate differential — % — % State taxes, net of federal benefit 3.2 % 6.0 % Tax credits 2.3 % 2.7 % Share-based compensation 2.3 % 1.1 % Permanent items (0.9) % (1.2) % Defereed tax rate changes (1.4) % — % Change in valuation allowance (24.6) % (29.9) % Other (1.4) % 0.2 % Effective income tax rate 0.5 % (0.1) % |
Schedule of deferred tax assets and liabilities | December 31, 2019 2018 Deferred tax assets: Net operating loss carryforwards $ 43,814 $ 35,623 Tax credits 5,518 4,678 Deferred revenue 1,247 1,614 Depreciation — 86 Amortization 928 792 Stock-based compensation 973 541 Deferred Rent 727 — Lease incentive obligation 1,828 — Other deferred tax assets 1,325 1,378 Total deferred tax assets 56,360 44,712 Less: Valuation allowances (54,137) (44,033) Net deferred tax assets 2,223 679 Deferred tax liabilities: Section 481(a) adjustment - accrued bonus — (59) Depreciation (1,769) — Amortization of acquired intangibles (3,031) (610) Inventory (212) — Goodwill (31) (17) Other deferred tax liabitlies (5) — Net deferred tax assets (liabilities) $ (2,825) $ (7) |
Common Stock, warrants, stock_2
Common Stock, warrants, stock-based compensation, stock options, restricted stock and restricted stock units (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Common Stock, warrants, stock-based compensation, stock options, restricted stock and restricted stock units | |
Schedule of common stock reserved | As of December 31, 2019 2018 Common stock warrants 10,000 76,041 Common stock options and unvested restricted common stock 2,916,991 2,838,402 Shares reserved for future awards under compensation plan 882,715 2,433,999 3,809,706 5,348,442 |
Summary of warrant activity | Weighted Issued and Average exercisable Exercise Price As of December 31, 2018 76,041 $ 10.10 Issued — Exercised (66,041) 10.90 Cancelled — As of December 31, 2019 10,000 $ 4.83 |
Summary of share-based compensation expense for all stock awards | December 31, 2019 2018 2017 Cost of product revenue $ 86 $ 55 $ 24 Cost of service and other revenue 238 173 52 Research and development 718 513 180 Selling, general, and administrative 5,346 4,143 1,912 Total $ 6,388 $ 4,884 $ 2,168 |
Summary of stock option activity | Weighted-average Remaining contractual Aggregate intrinsic value Options exercise price life (in years) (in thousands) Outstanding at December 31, 2018 2,476,911 $ 9.65 7.73 $ 22,108 Granted 882,959 $ 24.20 Exercised (414,672) $ 6.80 Cancelled (438,136) $ 14.37 Outstanding at December 31, 2019 2,507,062 $ 14.41 7.58 $ 24,870 Vested and expected to vest at December 31, 2019 2,507,062 $ 14.41 7.58 $ 24,870 Exercisable at December 31, 2019 1,284,900 $ 8.70 6.46 $ 19,239 |
Summary of restricted stock units activity | Weighted-average grant date fair value Shares per share Unvested RSUs as of December 31, 2018 321,662 $ 15.84 Granted 246,588 $ 24.22 Vested (136,062) $ 17.11 Cancelled (62,065) $ 18.82 Unvested RSUs as of December 31, 2019 370,123 $ 20.48 |
Commitments and contingencies (
Commitments and contingencies (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Commitments and contingencies | |
Schedule of minimum future rent payments under the lease agreement | As of December 31, 2019, the minimum future rent payments under the lease agreements are as follows (in thousands): 2020 $ 2,081 2021 3,322 2022 3,396 2023 3,480 2024 and Forward 25,760 $ 38,039 |
Long term debt (Tables)
Long term debt (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Long Term Debt | |
Schedule of debt payment obligations due based on principal payments | As of December 31, 2019, debt payment obligations due based on principal payments are as follows (in thousands): 2020 $ — 2021 7,688 $ 7,688 |
Business combinations (Tables)
Business combinations (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Aushon acquisition | |
Schedule of fair value of consideration transferred | The following table presents the allocation of the purchase consideration for the transaction as of January 30, 2018 including the allocation of the purchase consideration (in thousands): Fair value of consideration transferred: Cash $ 3,200 Obligation to issue cash 800 Total acquisition consideration $ 4,000 Fair value of assets acquired and liabilities assumed: Cash and cash equivalents $ 199 Accounts receivable 210 Inventory 828 Prepaid expenses 71 Property and equipment and other non-current assets 180 Intangible Assets 2,950 Goodwill 1,308 Total assets acquired 5,746 Contractual obligations (1,155) Accounts payable and accrued liabilities (591) Net assets acquired $ 4,000 |
UmanDiagnostics AB Acquisition | |
Schedule of fair value of consideration transferred | The following table summarizes the preliminary purchase price allocation, net of $1.2 million in cash and cash equivalents acquired (in thousands): Purchase price: Cash and stock paid $ 21,217 Cash and cash equivalents acquired 1,221 Purchase price, net 19,996 Assets (liabilities) acquired: Accounts receivable $ 638 Inventory 1,680 Prepaids and other current assets 114 Property and equipment 33 Intangibles 13,450 Goodwill 8,111 Accounts payable (20) Accrued expense and other current liabilities (871) Deferred tax liabilities (3,139) Total $ 19,996 |
Schedule of fair value of assets acquired and liabilities assumed | Years ended December 31, 2019 2018 Revenue (unaudited) $ 57,597 $ 38,753 Pre-tax loss (unaudited) $ (38,636) $ (33,894) |
Goodwill and Acquired Intangi_2
Goodwill and Acquired Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Goodwill and Acquired Intangible Assets | |
Rollforward of goodwill balance | The following is a rollforward of the Company’s goodwill balance (in thousands): Goodwill Balance as of December 31, 2018 $ 1,308 Goodwill acquired 8,111 Cumulative translation adjustment (66) Balance as of December 31, 2019 $ 9,353 |
Summary of intangible assets | Acquired intangible assets consist of the following (dollars in thousands): December 31, 2019 Gross Cumulative Net Weighted Estimated Useful Carrying Accumulated Translation Carrying Average Life (in years) Value Amortization Adjustment Value Life R emaining Know-how 8.5 $ 13,000 $ (767) $ (99) $ 12,134 8.00 Developed technology 7 1,650 (737) — 913 5.09 Customer relationships 8.5 - 10 1,360 (421) (1) 938 8.08 Non-compete agreements 5.5 340 (34) (2) 304 5.00 Trade names 3 50 (32) — 18 1.09 Total $ 16,400 $ (1,991) $ (102) $ 14,307 December 31, 2018 Gross Cumulative Net Weighted Estimated Useful Carrying Accumulated Translation Carrying Average Life (in years) Value Amortization Adjustment Value Life R emaining Developed technology 7 $ 1,650 $ (378) $ — $ 1,272 6.08 Customer relationships 10 1,250 (209) — 1,041 9.08 Trade names 3 50 (15) — 35 2.08 Total $ 2,950 $ (602) $ — $ 2,348 |
Schedule of future estimated amortization expense of acquired intangible assets | Future estimated amortization expense of acquired intangible assets as of December 31, 2019 is as follows (amounts in thousands): For the Years Ended December 31, Estimated Amortization Expense 2020 $ 2,110 2021 2,013 2022 1,930 2023 1,848 2024 1,733 Thereafter 4,673 $ |
Quarterly Data (Unaudited) (Tab
Quarterly Data (Unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Quarterly Data (Unaudited) | |
Quarterly Data (Unaudited) | (Amounts in thousands, except share and per share data) 2019 Q1 Q2 Q3 Q4 Total Year Product revenue $ 9,547 $ 8,776 $ 10,737 $ 11,431 $ 40,491 Service and other revenue 2,790 4,760 4,207 4,302 16,059 Collaboration and license revenue — — — 184 184 Total revenue 12,337 13,536 14,944 15,917 56,734 Costs of goods sold: Cost of product revenue 4,248 4,455 5,513 6,684 20,900 Cost of services and other revenue 2,082 2,150 2,398 2,368 8,998 Total costs of goods sold and services 6,330 6,605 7,911 9,052 29,898 Gross profit 6,007 6,931 7,033 6,865 26,836 Operating expenses: Research and development 3,852 4,016 3,924 4,398 16,190 Selling, general and administrative 11,512 13,429 13,352 13,953 52,246 Total operating expenses 15,364 17,445 17,276 18,351 68,436 Loss from operations (9,357) (10,514) (10,243) (11,486) (41,600) Interest income (expense), net 21 42 282 282 627 Other income (expense), net (47) (68) (34) 139 (10) Income tax benefit (provision) (22) (23) 125 107 187 Net loss $ (9,405) $ (10,563) $ (9,870) $ (10,958) $ (40,796) Net loss per share, basic and diluted $ (0.42) $ (0.46) $ (0.37) $ (0.39) $ (1.63) Weighted-average common shares outstanding, basic and diluted 22,422,960 23,213,653 26,627,831 28,021,957 25,090,708 2018 Q1 Q2 Q3 Q4 Total Year Product revenue $ 4,745 $ 5,200 $ 5,962 $ 7,458 $ 23,365 Service and other revenue 2,507 3,174 3,017 3,419 12,117 Collaboration and license revenue 269 269 1,612 — 2,150 Total revenue 7,521 8,643 10,591 10,877 37,632 Costs of goods sold: Cost of product revenue 2,773 2,945 3,277 3,734 12,729 Cost of services and other revenue 1,576 1,725 1,719 1,935 6,955 Total costs of goods sold and services 4,349 4,670 4,996 5,669 19,684 Gross profit 3,172 3,973 5,595 5,208 17,948 Operating expenses: Research and development 3,644 3,705 4,411 4,045 15,805 Selling, general and administrative 6,691 7,579 8,846 10,577 33,693 Total operating expenses 10,335 11,284 13,257 14,622 49,498 Loss from operations (7,163) (7,311) (7,662) (9,414) (31,550) Interest income (expense), net (24) 16 30 24 46 Other income (expense), net (15) (48) (25) 81 (7) Income tax benefit (provision) — — — (25) (25) Net loss $ (7,202) $ (7,343) $ (7,657) $ (9,334) $ (31,536) Net loss per share, basic and diluted $ (0.33) $ (0.34) $ (0.35) $ (0.42) $ (1.43) Weighted-average common shares outstanding, basic and diluted 21,788,605 21,890,978 22,670,786 22,221,305 21,994,317 |
Organization and operations (De
Organization and operations (Details) $ / shares in Units, $ in Thousands | Aug. 08, 2019USD ($)$ / sharesshares | Jun. 05, 2019USD ($)$ / sharesshares | Dec. 04, 2017 | Dec. 31, 2017USD ($)$ / sharesshares | Dec. 31, 2019USD ($)$ / sharesshares | Sep. 30, 2019USD ($) | Jun. 30, 2019USD ($) | Mar. 31, 2019USD ($) | Dec. 31, 2018USD ($)$ / sharesshares | Sep. 30, 2018USD ($) | Jun. 30, 2018USD ($) | Mar. 31, 2018USD ($) | Dec. 31, 2019USD ($)$ / sharesshares | Dec. 31, 2018USD ($)$ / sharesshares | Dec. 31, 2017USD ($)$ / sharesshares | Aug. 01, 2019 | Jul. 01, 2019 | Mar. 19, 2019USD ($)$ / shares | Jan. 01, 2019USD ($) |
Initial Public Offering | |||||||||||||||||||
Shares issued | shares | 2,700,000 | ||||||||||||||||||
Common stock, authorized shares | shares | 120,000,000 | 120,000,000 | 120,000,000 | 120,000,000 | |||||||||||||||
Preferred stock authorized (in shares) | shares | 47,015,449 | 47,015,449 | |||||||||||||||||
Share value | $ / shares | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | |||||||||||||||
Common stock, aggregate offering price | $ 28 | $ 22 | $ 28 | $ 22 | |||||||||||||||
stock issuance cost | $ 8,173 | ||||||||||||||||||
Net proceeds from issuance of common shares | (20) | 8,423 | |||||||||||||||||
Accumulated deficit | (216,244) | (175,888) | (216,244) | (175,888) | $ (175,448) | ||||||||||||||
Net loss | (10,958) | $ (9,870) | $ (10,563) | $ (9,405) | (9,334) | $ (7,657) | $ (7,343) | $ (7,202) | (40,796) | (31,536) | (27,019) | ||||||||
Unrestricted cash and cash equivalents | $ 79,682 | $ 109,155 | $ 44,429 | 109,155 | $ 44,429 | $ 79,682 | |||||||||||||
Common stock | |||||||||||||||||||
Initial Public Offering | |||||||||||||||||||
Conversion of preferred stock to common stock (in shares) | shares | 14,185,744 | ||||||||||||||||||
Reverse stock split ratio | 0.311 | ||||||||||||||||||
Initial Public Offering | |||||||||||||||||||
Initial Public Offering | |||||||||||||||||||
Shares issued | shares | 4,916,480 | ||||||||||||||||||
Shares issued price (in dollars per share) | $ / shares | $ 15 | $ 15 | |||||||||||||||||
Aggregate net proceeds from IPO | $ 65,600 | ||||||||||||||||||
Conversion of preferred stock to common stock (in shares) | shares | 14,185,744 | ||||||||||||||||||
Carrying value of preferred stock, notes and warrants reclassified as common stock and additional paid-in capital | $ 143,300 | $ 143,300 | |||||||||||||||||
Common stock, authorized shares | shares | 120,000,000 | 120,000,000 | |||||||||||||||||
Preferred stock authorized (in shares) | shares | 5,000,000 | 5,000,000 | |||||||||||||||||
Initial Public Offering | Common stock | |||||||||||||||||||
Initial Public Offering | |||||||||||||||||||
Shares issued | shares | 4,916,480 | ||||||||||||||||||
Underwritten public offering | |||||||||||||||||||
Initial Public Offering | |||||||||||||||||||
Shares issued | shares | 2,700,000 | ||||||||||||||||||
Share value | $ / shares | $ 0.001 | ||||||||||||||||||
Gross Proceeds From Issuance Of Common Stock | $ 69,000 | ||||||||||||||||||
stock issuance cost | 4,500 | ||||||||||||||||||
Net proceeds from issuance of common shares | $ 64,500 | $ 64,529 | |||||||||||||||||
Underwritten public offering | Common stock | |||||||||||||||||||
Initial Public Offering | |||||||||||||||||||
Shares issued | shares | 2,732,673 | ||||||||||||||||||
At-the-market offering | |||||||||||||||||||
Initial Public Offering | |||||||||||||||||||
Shares issued | shares | 2,200,000 | ||||||||||||||||||
Shares issued price (in dollars per share) | $ / shares | $ 22.73 | ||||||||||||||||||
Share value | $ / shares | $ 0.001 | ||||||||||||||||||
Gross Proceeds From Issuance Of Common Stock | $ 49,700 | ||||||||||||||||||
stock issuance cost | 1,700 | ||||||||||||||||||
Net proceeds from issuance of common shares | $ 48,000 | $ 48,019 | |||||||||||||||||
At-the-market offering | Maximum | |||||||||||||||||||
Initial Public Offering | |||||||||||||||||||
Common stock, aggregate offering price | $ 50,000 | ||||||||||||||||||
At-the-market offering | Common stock | |||||||||||||||||||
Initial Public Offering | |||||||||||||||||||
Shares issued | shares | 2,186,163 | ||||||||||||||||||
UmanDiagnostics AB Acquisition | |||||||||||||||||||
Initial Public Offering | |||||||||||||||||||
Capital stock shares outstanding, percent | 95.00% | 5.00% | |||||||||||||||||
Net loss | $ 100 |
Significant accounting polici_4
Significant accounting policies - Revenue recognition - Customers (Details) | 12 Months Ended |
Dec. 31, 2019customer | |
Revenue recognition | |
Minimum number of customers | 730 |
Minimum | |
Revenue recognition | |
Period of payment | 30 days |
Maximum | |
Revenue recognition | |
Period of payment | 45 days |
Significant accounting polici_5
Significant accounting policies - Revenue recognition - Disaggregated revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Revenue recognition | |||||||||||
Revenue | $ 15,917 | $ 14,944 | $ 13,536 | $ 12,337 | $ 10,877 | $ 10,591 | $ 8,643 | $ 7,521 | $ 56,734 | $ 37,632 | $ 22,874 |
Product revenue | |||||||||||
Revenue recognition | |||||||||||
Revenue | 11,431 | 10,737 | 8,776 | 9,547 | 7,458 | 5,962 | 5,200 | 4,745 | 40,491 | 23,365 | 14,124 |
Product revenue | NA | |||||||||||
Revenue recognition | |||||||||||
Revenue | 20,398 | ||||||||||
Product revenue | EMEA | |||||||||||
Revenue recognition | |||||||||||
Revenue | 14,917 | ||||||||||
Product revenue | Asia Pacific | |||||||||||
Revenue recognition | |||||||||||
Revenue | 5,176 | ||||||||||
Instruments | |||||||||||
Revenue recognition | |||||||||||
Revenue | 14,886 | ||||||||||
Instruments | NA | |||||||||||
Revenue recognition | |||||||||||
Revenue | 6,250 | ||||||||||
Instruments | EMEA | |||||||||||
Revenue recognition | |||||||||||
Revenue | 5,243 | ||||||||||
Instruments | Asia Pacific | |||||||||||
Revenue recognition | |||||||||||
Revenue | 3,393 | ||||||||||
Consumable and other products | |||||||||||
Revenue recognition | |||||||||||
Revenue | 25,605 | ||||||||||
Consumable and other products | NA | |||||||||||
Revenue recognition | |||||||||||
Revenue | 14,148 | ||||||||||
Consumable and other products | EMEA | |||||||||||
Revenue recognition | |||||||||||
Revenue | 9,674 | ||||||||||
Consumable and other products | Asia Pacific | |||||||||||
Revenue recognition | |||||||||||
Revenue | 1,783 | ||||||||||
Service and other revenue | |||||||||||
Revenue recognition | |||||||||||
Revenue | 4,302 | $ 4,207 | $ 4,760 | $ 2,790 | $ 3,419 | 3,017 | 3,174 | 2,507 | 16,059 | 12,117 | 7,676 |
Service and other revenue | NA | |||||||||||
Revenue recognition | |||||||||||
Revenue | 12,809 | ||||||||||
Service and other revenue | EMEA | |||||||||||
Revenue recognition | |||||||||||
Revenue | 2,592 | ||||||||||
Service and other revenue | Asia Pacific | |||||||||||
Revenue recognition | |||||||||||
Revenue | 658 | ||||||||||
Service-type warranties | |||||||||||
Revenue recognition | |||||||||||
Revenue | 4,633 | ||||||||||
Service-type warranties | NA | |||||||||||
Revenue recognition | |||||||||||
Revenue | 3,139 | ||||||||||
Service-type warranties | EMEA | |||||||||||
Revenue recognition | |||||||||||
Revenue | 1,323 | ||||||||||
Service-type warranties | Asia Pacific | |||||||||||
Revenue recognition | |||||||||||
Revenue | 171 | ||||||||||
Research services | |||||||||||
Revenue recognition | |||||||||||
Revenue | 10,005 | ||||||||||
Research services | NA | |||||||||||
Revenue recognition | |||||||||||
Revenue | 8,845 | ||||||||||
Research services | EMEA | |||||||||||
Revenue recognition | |||||||||||
Revenue | 704 | ||||||||||
Research services | Asia Pacific | |||||||||||
Revenue recognition | |||||||||||
Revenue | 456 | ||||||||||
Other services | |||||||||||
Revenue recognition | |||||||||||
Revenue | 1,421 | ||||||||||
Other services | NA | |||||||||||
Revenue recognition | |||||||||||
Revenue | 825 | ||||||||||
Other services | EMEA | |||||||||||
Revenue recognition | |||||||||||
Revenue | 565 | ||||||||||
Other services | Asia Pacific | |||||||||||
Revenue recognition | |||||||||||
Revenue | 31 | ||||||||||
Collaboration and license revenue | |||||||||||
Revenue recognition | |||||||||||
Revenue | $ 184 | $ 1,612 | $ 269 | $ 269 | 184 | $ 2,150 | $ 1,074 | ||||
Collaboration and license revenue | NA | |||||||||||
Revenue recognition | |||||||||||
Revenue | 167 | ||||||||||
Collaboration and license revenue | EMEA | |||||||||||
Revenue recognition | |||||||||||
Revenue | $ 17 |
Significant accounting polici_6
Significant accounting policies - Revenue recognition - Future performance obligations (Details) $ in Millions | Dec. 31, 2019USD ($) |
Transaction Price Allocated to Future Performance Obligations | |
Amount of transaction price allocated to performance obligations | $ 5.2 |
Service-type warranties and research services | |
Transaction Price Allocated to Future Performance Obligations | |
Amount of transaction price allocated to performance obligations | 3 |
Undelivered licenses of intellectual property | |
Transaction Price Allocated to Future Performance Obligations | |
Amount of transaction price allocated to performance obligations | 1.7 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-01-01 | |
Transaction Price Allocated to Future Performance Obligations | |
Amount of transaction price allocated to performance obligations | $ 4.7 |
Revenue recognition period for remaining performance obligation | 12 years |
Significant accounting polici_7
Significant accounting policies - Revenue recognition - Changes in deferred revenue from contracts with customers (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Changes in deferred revenue from contracts with customers | |
Balance at beginning of period | $ 5,957 |
606 adoption adjustment | (86) |
Deferral of revenue | 3,925 |
Recognition of deferred revenue | (4,633) |
Balance at end of period | $ 5,163 |
Significant accounting polici_8
Significant accounting policies - Revenue recognition - Costs to obtain a contract (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Change in the balance of costs to obtain a contract | |
606 adoption adjustment | $ 307 |
Deferral of costs to obtain a contract | 848 |
Recognition of costs to obtain a contract | (820) |
Balance at end of period | $ 335 |
Significant accounting polici_9
Significant accounting policies - Revenue recognition - Practical expedients (Details) | 12 Months Ended |
Dec. 31, 2019 | |
Revenue recognition | |
Revenue, Practical Expedient, Financing Component [true false] | true |
Revenue, Remaining Performance Obligation, Optional Exemption, Performance Obligation [true false] | true |
Significant accounting polic_10
Significant accounting policies - Net loss per share (Details) - shares | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Outstanding potentially dilutive securities that have been excluded in the calculation of diluted net loss per share | |||
Number of dilutive securities excluded in the calculation of diluted net loss per share | 2,926,991 | 2,914,420 | 2,513,125 |
Unvested restricted common stock and restricted stock units | |||
Outstanding potentially dilutive securities that have been excluded in the calculation of diluted net loss per share | |||
Number of dilutive securities excluded in the calculation of diluted net loss per share | 409,929 | 361,468 | 177,192 |
Outstanding stock options | |||
Outstanding potentially dilutive securities that have been excluded in the calculation of diluted net loss per share | |||
Number of dilutive securities excluded in the calculation of diluted net loss per share | 2,507,062 | 2,476,911 | 2,249,843 |
Common stock | |||
Outstanding potentially dilutive securities that have been excluded in the calculation of diluted net loss per share | |||
Number of dilutive securities excluded in the calculation of diluted net loss per share | 10,000 | 76,041 | 86,090 |
Obligation to issue warrants, in shares | 93,341 | 93,341 | 93,341 |
Significant accounting polic_11
Significant accounting policies - Cash and Cash equivalents and Restricted cash and deposits (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Cash and Cash equivalents | |||
Cash | $ 6,406 | $ 1,821 | |
Money Market funds invested in U.S. Treasury obligations | 102,749 | 42,608 | |
Cash and cash equivalents | 109,155 | 44,429 | $ 79,682 |
Restricted cash and deposits | |||
Restricted cash and deposits | 1,100 | 1,400 | |
Restricted cash | 1,026 | 1,000 | |
Other current and noncurrent assets | |||
Restricted cash and deposits | |||
Restricted cash and deposits | $ 400 | ||
Other noncurrent assets | |||
Restricted cash and deposits | |||
Restricted cash and deposits | $ 100 |
Significant accounting polic_12
Significant accounting policies - Property and equipment (Details) | 12 Months Ended |
Dec. 31, 2019 | |
Laboratory and manufacturing equipment | |
Property and equipment | |
Estimated useful life (in years) | 5 years |
Computers and software | |
Property and equipment | |
Estimated useful life (in years) | 3 years |
Office furniture and equipment | |
Property and equipment | |
Estimated useful life (in years) | 7 years |
Significant accounting polic_13
Significant accounting policies - Investments (Details) - USD ($) $ in Millions | 12 Months Ended | |||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Investments | ||||
Impairment on investments | $ 0 | $ 0 | $ 0 | |
Minority interest in preferred stock in privately held company | ||||
Investments | ||||
Purchase price of investment | $ 0.3 | |||
Investment in a convertible notes of a privately held company | ||||
Investments | ||||
Investment principle amount | $ 0.2 |
Significant accounting polic_14
Significant accounting policies - Fair value of financial instruments (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Fair value of financial instruments | ||
Cash equivalents | $ 109,155 | $ 42,608 |
Note receivable | 150 | 150 |
Total | 109,305 | 42,758 |
Level 1 | ||
Fair value of financial instruments | ||
Cash equivalents | 109,155 | 42,608 |
Total | 109,155 | 42,608 |
Level 3 | ||
Fair value of financial instruments | ||
Note receivable | 150 | 150 |
Total | $ 150 | $ 150 |
Significant accounting polic_15
Significant accounting policies - Warranties (Details) | 12 Months Ended |
Dec. 31, 2019 | |
Significant accounting policies | |
Warranty period (in years) | 1 year |
Significant accounting polic_16
Significant accounting policies - Credit, product and supplier concentrations and off-balance-sheet risk (Details) | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Accounts Receivable Concentration | |||
Concentration Risk | |||
Concentration risk (in percent) | 50.00% | 40.00% | |
Revenue Concentration | |||
Concentration Risk | |||
Percentage of aggregate accounts receivable accounted by one customer | 10.00% | ||
Customer Concentration Risk | One customer | |||
Concentration Risk | |||
Concentration risk (in percent) | 10.00% | 10.00% |
Significant accounting polic_17
Significant accounting policies - Stock-based compensation (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Jan. 01, 2019 | |
New Accounting Pronouncement, Early Adoption | ||||
Expected dividend yield | 0.00% | 0.00% | 0.00% | |
Expected term (in years) | 6 years | 5 years 10 months 24 days | 6 years | |
Weighted-average fair value of options granted | $ 9.09 | $ 7.19 | $ 4.52 | |
Accumulated deficit | $ (216,244) | $ (175,888) | $ (175,448) | |
Minimum | ||||
New Accounting Pronouncement, Early Adoption | ||||
Risk-free interest rate | 1.40% | 2.60% | 1.80% | |
Expected volatility | 33.50% | 32.40% | 46.00% | |
Maximum | ||||
New Accounting Pronouncement, Early Adoption | ||||
Risk-free interest rate | 2.60% | 3.00% | 2.10% | |
Expected volatility | 39.70% | 36.80% | 52.00% |
Significant accounting polic_18
Significant accounting policies - Recent accounting pronouncements (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Jan. 01, 2019 | Dec. 31, 2016 | |
Assets: | |||||||||||||
Accounts receivable | $ 10,906 | $ 6,792 | $ 10,906 | $ 6,792 | $ 6,839 | ||||||||
Prepaid expenses and other current assets | 2,137 | 2,330 | 2,137 | 2,330 | 2,618 | ||||||||
Other non-current assets | 557 | 536 | 557 | 536 | 555 | ||||||||
Liabilities: | |||||||||||||
Deferred revenue | 4,697 | 5,437 | 4,697 | 5,437 | 5,394 | ||||||||
Deferred revenue, net of current portion | 466 | 520 | 466 | 520 | 477 | ||||||||
Stockholders’ equity: | |||||||||||||
Accumulated deficit | (216,244) | (175,888) | (216,244) | (175,888) | (175,448) | ||||||||
Revenue | 15,917 | $ 14,944 | $ 13,536 | $ 12,337 | 10,877 | $ 10,591 | $ 8,643 | $ 7,521 | 56,734 | 37,632 | $ 22,874 | ||
Total costs of goods sold and services | 9,052 | 7,911 | 6,605 | 6,330 | 5,669 | 4,996 | 4,670 | 4,349 | 29,898 | 19,684 | 12,887 | ||
Gross profit | 6,865 | 7,033 | 6,931 | 6,007 | 5,208 | 5,595 | 3,973 | 3,172 | 26,836 | 17,948 | 9,987 | ||
Selling, general and administrative | 13,953 | 13,352 | 13,429 | 11,512 | 10,577 | 8,846 | 7,579 | 6,691 | 52,246 | 33,693 | 19,688 | ||
Net income | (10,958) | (9,870) | (10,563) | (9,405) | (9,334) | (7,657) | (7,343) | (7,202) | (40,796) | (31,536) | (27,019) | ||
Restricted cash | 1,026 | 1,000 | 1,026 | 1,000 | |||||||||
Minority interest in preferred stock in privately held company | |||||||||||||
Stockholders’ equity: | |||||||||||||
Purchase price of investment | $ 300 | ||||||||||||
Investment in a convertible notes of a privately held company | |||||||||||||
Stockholders’ equity: | |||||||||||||
Investment principle amount | 200 | 200 | |||||||||||
Product revenue | |||||||||||||
Stockholders’ equity: | |||||||||||||
Revenue | 11,431 | 10,737 | 8,776 | 9,547 | 7,458 | 5,962 | 5,200 | 4,745 | 40,491 | 23,365 | 14,124 | ||
Total costs of goods sold and services | 6,684 | 5,513 | 4,455 | 4,248 | 3,734 | 3,277 | 2,945 | 2,773 | 20,900 | 12,729 | 7,742 | ||
Service and other revenue | |||||||||||||
Stockholders’ equity: | |||||||||||||
Revenue | 4,302 | 4,207 | 4,760 | 2,790 | 3,419 | 3,017 | 3,174 | 2,507 | 16,059 | 12,117 | 7,676 | ||
Total costs of goods sold and services | 2,368 | $ 2,398 | $ 2,150 | $ 2,082 | 1,935 | $ 1,719 | $ 1,725 | $ 1,576 | 8,998 | 6,955 | $ 5,145 | ||
Adjustments | |||||||||||||
Assets: | |||||||||||||
Accounts receivable | 47 | 47 | |||||||||||
Prepaid expenses and other current assets | 335 | 288 | 335 | 288 | |||||||||
Other non-current assets | 19 | 19 | |||||||||||
Liabilities: | |||||||||||||
Deferred revenue | (209) | 43 | (209) | 43 | |||||||||
Deferred revenue, net of current portion | 14 | 43 | 14 | 43 | |||||||||
Stockholders’ equity: | |||||||||||||
Accumulated deficit | (140) | $ (440) | (140) | $ (440) | $ 400 | ||||||||
Total costs of goods sold and services | 1 | ||||||||||||
Gross profit | 327 | ||||||||||||
Selling, general and administrative | 27 | ||||||||||||
Net income | 300 | ||||||||||||
Adjustments | Product revenue | |||||||||||||
Stockholders’ equity: | |||||||||||||
Revenue | 55 | ||||||||||||
Adjustments | Service and other revenue | |||||||||||||
Stockholders’ equity: | |||||||||||||
Revenue | 273 | ||||||||||||
Balances without adoption of ASU 606 | |||||||||||||
Assets: | |||||||||||||
Accounts receivable | 10,906 | 10,906 | |||||||||||
Prepaid expenses and other current assets | 1,802 | 1,802 | |||||||||||
Other non-current assets | 557 | 557 | |||||||||||
Liabilities: | |||||||||||||
Deferred revenue | 4,488 | 4,488 | |||||||||||
Deferred revenue, net of current portion | 480 | 480 | |||||||||||
Stockholders’ equity: | |||||||||||||
Accumulated deficit | $ (216,104) | (216,104) | |||||||||||
Total costs of goods sold and services | 29,899 | ||||||||||||
Gross profit | 27,163 | ||||||||||||
Selling, general and administrative | 52,273 | ||||||||||||
Net income | (40,496) | ||||||||||||
Balances without adoption of ASU 606 | Product revenue | |||||||||||||
Stockholders’ equity: | |||||||||||||
Revenue | 40,546 | ||||||||||||
Balances without adoption of ASU 606 | Service and other revenue | |||||||||||||
Stockholders’ equity: | |||||||||||||
Revenue | $ 16,332 |
Inventory (Details)
Inventory (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Inventory | ||
Raw Materials | $ 4,717 | $ 1,546 |
Work in process | 2,573 | 2,331 |
Finished goods | 3,173 | 2,068 |
Total | $ 10,463 | $ 5,945 |
Property and equipment (Details
Property and equipment (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Property and equipment | ||
Property and equipment, gross | $ 16,386 | $ 5,946 |
Less: accumulated depreciation | (4,339) | (3,023) |
Total | 12,047 | 2,923 |
Depreciation expense | 1,600 | 700 |
Laboratory and manufacturing equipment | ||
Property and equipment | ||
Property and equipment, gross | 5,391 | 4,127 |
Laboratory and manufacturing instruments used internally | ||
Property and equipment | ||
Property and equipment, gross | 2,800 | |
Less: accumulated depreciation | (1,200) | |
Office furniture and equipment | ||
Property and equipment | ||
Property and equipment, gross | 1,403 | 789 |
Computers and software | ||
Property and equipment | ||
Property and equipment, gross | 1,103 | 786 |
Leasehold improvements | ||
Property and equipment | ||
Property and equipment, gross | $ 8,489 | $ 244 |
Other accrued expenses - Other
Other accrued expenses - Other accrued expenses (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Other accrued expenses | ||
Accrued inventory | $ 459 | $ 599 |
Accrued royalties | 476 | 323 |
Accrued professional services | 655 | 723 |
Accrued development costs | 151 | 795 |
Accrued other | 757 | 689 |
Total accrued expenses | $ 2,498 | $ 3,129 |
Other accrued expenses - Othe_2
Other accrued expenses - Other non-current liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Other non-current liabilities | ||
Leasehold obligation incentive | $ 7,572 | |
Deferred Rent | 3,009 | $ 265 |
Deferred tax liabilities | 2,825 | 7 |
Other | 1 | 6 |
Total non-current liabilities | $ 13,407 | $ 278 |
Income taxes - Components of in
Income taxes - Components of income (loss) before income taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Components of income (loss) before income taxes | |||
United States | $ (40,010) | $ (31,436) | $ (27,019) |
Foreign | (973) | (75) | |
Loss before income tax | $ (40,983) | $ (31,511) | $ (27,019) |
Income taxes - Provision for (b
Income taxes - Provision for (benefit from) income taxes (Details) - USD ($) | 3 Months Ended | 12 Months Ended | ||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Current: | ||||||||
State | $ (20,000) | $ (18,000) | ||||||
Foreign | (93,000) | |||||||
Total current income tax provision | (113,000) | (18,000) | ||||||
Deferred | ||||||||
Federal | (3,000) | (2,000) | ||||||
State | (1,000) | (5,000) | ||||||
Foreign | 304,000 | |||||||
Total deferred income tax provision (benefit) | 300,000 | (7,000) | ||||||
Total income tax provision (benefit) | $ 107,000 | $ 125,000 | $ (23,000) | $ (22,000) | $ (25,000) | $ 187,000 | $ (25,000) | $ 0 |
Income taxes - Reconciliation o
Income taxes - Reconciliation of the federal statutory income tax rate to the effective tax rate (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Reconciliation of the federal statutory income tax rate to the effective tax rate | ||
Federal statutory income tax rate (in percent) | 21.00% | 21.00% |
State taxes, net of federal benefit (in percent) | 3.20% | 6.00% |
Tax credits (in percent) | 2.30% | 2.70% |
Share-based compensation (in percent) | 2.30% | 1.10% |
Permanent items (in percent) | (0.90%) | (1.20%) |
Defereed tax rate changes | (1.40%) | |
Change in valuation allowance (in percent) | (24.60%) | (29.90%) |
Other (in percent) | (1.40%) | 0.20% |
Effective income tax rate (in percent) | 0.50% | (0.10%) |
Aushon acquisition | ||
Income Taxes | ||
Amortizable goodwill | $ 0.4 |
Income taxes - Deferred tax ass
Income taxes - Deferred tax assets and liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Deferred tax assets: | ||
Net operating loss carryforwards | $ 43,814 | $ 35,623 |
Tax Credits | 5,518 | 4,678 |
Depreciation | 86 | |
Amortization | 928 | 792 |
Stock-based compensation | 973 | 541 |
Deferred rent | 727 | |
Lease incentive obligation | 1,828 | |
Deferred revenue | 1,247 | 1,614 |
Other deferred tax assets | 1,325 | 1,378 |
Total deferred tax assets | 56,360 | 44,712 |
Valuation allowance | (54,137) | (44,033) |
Net Deferred tax assets | 2,223 | 679 |
Section 481(a) Adjustment - Accrued Bonus | (59) | |
Depreciation | (1,769) | |
Amortization of acquired intangibles | (3,031) | (610) |
Inventory | (212) | |
Goodwill | (31) | (17) |
Other deferred tax liabilities | (5) | |
Net deferred tax assets (liability) | $ 2,825 | $ 7 |
Income taxes - Other (Details)
Income taxes - Other (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Income Taxes | |||
Valuation allowance | $ 54,137,000 | $ 44,033,000 | |
Increase (decrease) in Valuation allowance | 10,100,000 | ||
Net operating loss (NOL) carryforwards | $ 174,800,000 | ||
Tax credit carryforwards | $ 4,300,000 | ||
Cumulative change in ownership related to percentage points | 5.00% | ||
Percentage Points Related To Ownership Change | 50.00% | ||
Rolling Period Duration Of Ownership Change | 3 years | ||
Tax reserves accrued for uncertain tax positions | $ 0 | 0 | 0 |
Accrued interest or penalties | 0 | 0 | 0 |
Federal | |||
Income Taxes | |||
Operating Loss Carryforwards, Subject To Expiry | 108,500,000 | ||
Operating Loss Carryforwards, Not Subject To Expiry | $ 66,300,000 | ||
Federal | Through Tax Year 2039 [Member] | |||
Income Taxes | |||
Tax credit carryforwards | 4,300,000 | ||
State | |||
Income Taxes | |||
Tax credit carryforwards | $ 1,600,000 | ||
State | Through Tax Year 2039 [Member] | |||
Income Taxes | |||
Net operating loss (NOL) carryforwards | $ 111,900,000 |
Redeemable convertible prefer_2
Redeemable convertible preferred stock (Details) $ / shares in Units, $ in Millions | Dec. 04, 2017 | Nov. 30, 2017USD ($)$ / sharesshares | Jun. 30, 2017USD ($)$ / sharesshares | Jan. 31, 2017USD ($)$ / sharesshares | Dec. 31, 2019USD ($)$ / sharesshares | Dec. 31, 2017shares |
Redeemable convertible preferred stock prior to IPO | ||||||
Preferred stock, authorized shares | 47,015,449 | |||||
Preferred stock, par value (in dollars per share) | $ / shares | $ 0.001 | |||||
Common stock | ||||||
Redeemable convertible preferred stock prior to IPO | ||||||
Preferred stock conversion ratio | 0.311 | |||||
Initial Public Offering | ||||||
Redeemable convertible preferred stock prior to IPO | ||||||
Preferred stock, authorized shares | 5,000,000 | |||||
Series A-1 Preferred Stock | ||||||
Redeemable convertible preferred stock prior to IPO | ||||||
Preferred stock, authorized shares | 3,972,415 | |||||
Series A-2 Preferred Stock | ||||||
Redeemable convertible preferred stock prior to IPO | ||||||
Preferred stock, authorized shares | 10,492,027 | |||||
Series A-3 Preferred Stock | ||||||
Redeemable convertible preferred stock prior to IPO | ||||||
Preferred stock, authorized shares | 2,000,000 | |||||
Preferred stock, shares issued | 700,000 | |||||
Purchase price | $ / shares | $ 0.001 | |||||
Fair value of preferred warrants | $ | $ 2.1 | |||||
Series B Preferred Stock | ||||||
Redeemable convertible preferred stock prior to IPO | ||||||
Preferred stock, authorized shares | 6,186,594 | |||||
Series C Preferred Stock | ||||||
Redeemable convertible preferred stock prior to IPO | ||||||
Preferred stock, authorized shares | 9,247,089 | |||||
Preferred stock, shares issued | 31,283 | |||||
Fair value of preferred warrants | $ | $ 0.1 | |||||
Warrants to purchase shares in cashless | 22,809 | |||||
Milestone Amount | $ | $ 10 | |||||
Series C Preferred Stock ,purchase price $3.3299 per share | ||||||
Redeemable convertible preferred stock prior to IPO | ||||||
Preferred stock, shares issued | 8,474 | |||||
Purchase price | $ / shares | $ 3.3299 | |||||
Series C-1 Preferred Stock | ||||||
Redeemable convertible preferred stock prior to IPO | ||||||
Preferred stock, authorized shares | 544,332 | |||||
Series D Preferred Stock | ||||||
Redeemable convertible preferred stock prior to IPO | ||||||
Preferred stock, authorized shares | 12,459,090 | |||||
Series D-1 Preferred Stock | ||||||
Redeemable convertible preferred stock prior to IPO | ||||||
Preferred stock, authorized shares | 2,113,902 | |||||
Preferred stock, shares issued | 2,113,902 | |||||
Purchase price | $ / shares | $ 4.0210 | |||||
Cash proceeds | $ | $ 8.4 |
Common Stock, warrants, stock_3
Common Stock, warrants, stock-based compensation, stock options, restricted stock and restricted stock units- Common stock reserved (Details) - shares | Dec. 31, 2019 | Dec. 31, 2018 |
Warrants, stock-based compensation, stock options, restricted stock and restricted stock units | ||
Shares reserved for future awards under compensation plan | 882,715 | 2,433,999 |
Common stock reserved | 3,809,706 | 5,348,442 |
Outstanding warrants | ||
Warrants, stock-based compensation, stock options, restricted stock and restricted stock units | ||
Common stock reserved | 10,000 | 76,041 |
Common stock options and unvested restricted common stock | ||
Warrants, stock-based compensation, stock options, restricted stock and restricted stock units | ||
Common stock reserved | 2,916,991 | 2,838,402 |
Common Stock, warrants, stock_4
Common Stock, warrants, stock-based compensation, stock options, restricted stock and restricted stock units - Warrants (Details) - $ / shares | Jul. 02, 2019 | Jan. 30, 2018 | Dec. 31, 2019 |
Number outstanding | |||
Issued (in shares) | 10,000 | ||
Weighted Average Exercise Price | |||
Warrants And Rights, Exercised | 66,041 | ||
Exercise of common stock warrants (in shares) | 45,690 | ||
Outstanding warrants | |||
Number outstanding | |||
Outstanding at the beginning of the period (in shares) | 76,041 | ||
Exercised (in shares) | (66,041) | ||
Outstanding at the end of the period (in shares) | 10,000 | ||
Weighted Average Exercise Price | |||
Outstanding at the beginning of the period (in dollars per share) | $ 10.10 | ||
Exercised (in dollars per share) | 10.90 | ||
Outstanding at the end of the period (in dollars per share) | $ 4.83 | ||
Obligation To Issue Warrants, In Shares | 93,341 |
Common Stock, warrants, stock_5
Common Stock, warrants, stock-based compensation, stock options, restricted stock and restricted stock units - Share-based compensation expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Warrants, stock-based compensation, stock options, restricted stock and restricted stock units | |||
Share-based compensation expense | $ 6,388 | $ 4,884 | $ 2,168 |
Cost of product revenue | |||
Warrants, stock-based compensation, stock options, restricted stock and restricted stock units | |||
Share-based compensation expense | 86 | 55 | 24 |
Cost of service and other revenue | |||
Warrants, stock-based compensation, stock options, restricted stock and restricted stock units | |||
Share-based compensation expense | 238 | 173 | 52 |
Research and development | |||
Warrants, stock-based compensation, stock options, restricted stock and restricted stock units | |||
Share-based compensation expense | 718 | 513 | 180 |
General and administrative | |||
Warrants, stock-based compensation, stock options, restricted stock and restricted stock units | |||
Share-based compensation expense | $ 5,346 | $ 4,143 | $ 1,912 |
Common Stock, warrants, stock_6
Common Stock, warrants, stock-based compensation, stock options, restricted stock and restricted stock units - Stock-based award plans (Details) - shares | Jan. 01, 2020 | Sep. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Jun. 30, 2017 | Dec. 31, 2016 |
Warrants, stock-based compensation, stock options, restricted stock and restricted stock units | ||||||||
Common stock available for future awards (in shares) | 3,809,706 | 5,348,442 | ||||||
2007 Plan | ||||||||
Warrants, stock-based compensation, stock options, restricted stock and restricted stock units | ||||||||
Shares authorized under the plan (in shares) | 4,350,035 | 3,852,213 | 3,229,935 | |||||
Additional shares authorized | 497,822 | 622,227 | ||||||
Shares available for grant under the plan (in shares) | 0 | |||||||
Annual increase in the shares available for grant under the plan (as a percent of shares of common stock outstanding) | 4.00% | |||||||
2017 Plan | ||||||||
Warrants, stock-based compensation, stock options, restricted stock and restricted stock units | ||||||||
Shares authorized under the plan (in shares) | 1,042,314 | |||||||
Additional shares authorized | 894,761 | |||||||
Shares available for grant under the plan (in shares) | 270,143 | 4,393 | ||||||
2017 ESPP | ||||||||
Warrants, stock-based compensation, stock options, restricted stock and restricted stock units | ||||||||
Shares authorized under the plan (in shares) | 425,533 | |||||||
Shares available for grant under the plan (in shares) | 612,572 | |||||||
Annual increase in the shares available for grant under the plan (as a percent of shares of common stock outstanding) | 1.00% | |||||||
Outstanding stock options | ||||||||
Warrants, stock-based compensation, stock options, restricted stock and restricted stock units | ||||||||
Options outstanding (in shares) | 2,507,062 | 2,476,911 | ||||||
Outstanding stock options | 2007 Plan | ||||||||
Warrants, stock-based compensation, stock options, restricted stock and restricted stock units | ||||||||
Options outstanding (in shares) | 1,221,746 | 2,249,843 | ||||||
Common stock issued and outstanding pursuant to the exercise of options (in shares) | 571,838 | |||||||
Common stock available for future awards (in shares) | 399,379 | |||||||
Shares authorized under the plan (in shares) | 2,490,290 | |||||||
Restricted and unrestricted stock awards | 2007 Plan | ||||||||
Warrants, stock-based compensation, stock options, restricted stock and restricted stock units | ||||||||
Common stock issued and outstanding pursuant to restricted or unrestricted stock awards (in shares) | 1,128,975 |
Common Stock, warrants, stock_7
Common Stock, warrants, stock-based compensation, stock options, restricted stock and restricted stock units - Stock options (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Aggregate intrinsic value | |||
Weighted-average fair value of options granted | $ 9.09 | $ 7.19 | $ 4.52 |
Share-based compensation expense | $ 6,388 | $ 4,884 | $ 2,168 |
Outstanding stock options | |||
Warrants, stock-based compensation, stock options, restricted stock and restricted stock units | |||
Options expiration period (in years) | 10 years | ||
Number outstanding | |||
Outstanding at the beginning of the period (in shares) | 2,476,911 | ||
Granted (in shares) | 882,959 | ||
Exercised (in shares) | (414,672) | ||
Cancelled or forfeited (in shares) | (438,136) | ||
Outstanding at the end of the period (in shares) | 2,507,062 | 2,476,911 | |
Vested and expected to vest at the end of the period (in shares) | 2,507,062 | ||
Exercisable at the end of the period (in shares) | 1,284,900 | ||
Weighted-average exercise price | |||
Outstanding at the beginning of the period (in dollars per share) | $ 9.65 | ||
Granted (in dollars per share) | 24.20 | ||
Exercised (in dollars per share) | 6.80 | ||
Cancelled or forfeited (in dollars per share) | 14.37 | ||
Outstanding at the end of the period (in dollars per share) | 14.41 | $ 9.65 | |
Vested and expected to vest at the end of the period (in dollars per share) | 14.41 | ||
Exercisable at the end of the period (in dollars per share) | $ 8.70 | ||
Remaining contractual life | |||
Outstanding (in years) | 7 years 6 months 29 days | 7 years 8 months 23 days | |
Vested and expected to vest at the end of the period (in years) | 7 years 6 months 29 days | ||
Exercisable at the end of the period (in years) | 6 years 5 months 16 days | ||
Aggregate intrinsic value | |||
Outstanding at the beginning of the period | $ 22,108 | ||
Exercised | 6,900 | $ 5,300 | 1,100 |
Outstanding at the end of the period | 24,870 | $ 22,108 | |
Vested and expected to vest at the end of the period | 24,870 | ||
Exercisable at the end of the period | $ 19,239 | ||
Weighted-average fair value of options granted | $ 9.09 | $ 7.19 | |
Share-based compensation expense | $ 3,700 | $ 2,700 | 1,500 |
Intrinsic value of stock options exercised | 6,900 | $ 5,300 | $ 1,100 |
Total unrecognized compensation cost related to unvested stock options | $ 8,700 | ||
Period of recognition of unrecognized compensation cost | 2 years 9 months 7 days | ||
Outstanding stock options | Subject to a four year vesting schedule with 25% vesting on the first anniversary and the remaining vesting ratably on a monthly basis over the remaining three years | |||
Warrants, stock-based compensation, stock options, restricted stock and restricted stock units | |||
Vesting period (in years) | 4 years | ||
Vesting percentage 1 (as a percent) | 25.00% | ||
Outstanding stock options | Subject to vesting with 50% vesting on December 31, 2018 and December 31, 2019 | |||
Warrants, stock-based compensation, stock options, restricted stock and restricted stock units | |||
Vesting period (in years) | 3 years | ||
Vesting percentage 1 (as a percent) | 75.00% |
Common Stock, warrants, stock_8
Common Stock, warrants, stock-based compensation, stock options, restricted stock and restricted stock units - Restricted stock (Details) - Restricted stock - shares | 1 Months Ended | 12 Months Ended | |||
Jan. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Granted (in shares) | 0 | 0 | 0 | ||
2007 Plan | Director | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Granted (in shares) | 78,912 | ||||
Vesting period (in years) | 4 years | ||||
2007 Plan | Executive | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Granted (in shares) | 781,060 | ||||
Vesting period (in years) | 4 years | ||||
2007 Plan | Executive | Subject to a four year vesting schedule with 25% vesting on the first anniversary and the remaining vesting ratably on a monthly basis over the remaining three years | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting percentage 1 (as a percent) | 25.00% | ||||
2007 Plan | Executive | Subject to vesting with 50% vesting on December 31, 2018 and December 31, 2019 | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting period (in years) | 3 years | ||||
Vesting percentage 1 (as a percent) | 75.00% |
Common Stock, warrants, stock_9
Common Stock, warrants, stock-based compensation, stock options, restricted stock and restricted stock units - Restricted stock units (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Weighted-average grant date fair value per share | |||
Share-based compensation expense | $ 6,388 | $ 4,884 | $ 2,168 |
Restricted stock units | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Restricted common stock issued (in shares) | 246,588 | ||
Number of restricted stock units | |||
Unvested restricted common stock at the beginning of the period (in shares) | 321,662 | ||
Granted (in shares) | 246,588 | ||
Vested (in shares) | (136,062) | ||
Cancelled (in shares) | (62,065) | ||
Unvested restricted common stock at the end of the period (in shares) | 370,123 | 321,662 | |
Weighted-average grant date fair value per share | |||
Unvested restricted common stock at the beginning of the period (in dollars per share) | $ 15.84 | ||
Granted (in dollars per share) | 24.22 | ||
Vested (in dollars per share) | 17.11 | ||
Cancelled (in dollars per share) | 18.82 | ||
Unvested restricted common stock at the end of the period (in dollars per share) | $ 20.48 | $ 15.84 | |
Share-based compensation expense | $ 2,700 | ||
Total unrecognized compensation cost related to unvested stock awards | $ 6,900 | ||
Period of recognition of unrecognized compensation cost | 2 years 9 months 11 days | ||
Restricted stock | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Restricted common stock issued (in shares) | 0 | 0 | 0 |
Number of restricted stock units | |||
Granted (in shares) | 0 | 0 | 0 |
Unvested restricted common stock at the end of the period (in shares) | 39,806 | ||
Weighted-average grant date fair value per share | |||
Unvested restricted common stock at the end of the period (in dollars per share) | $ 3.12 | ||
Share-based compensation expense | $ 0 | $ 400 | $ 600 |
Aggregate fair value of restricted stock awards | $ 0 | $ 2,400 | $ 1,900 |
2017 Plan | Restricted stock units | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Restricted common stock issued (in shares) | 246,588 | ||
Number of restricted stock units | |||
Granted (in shares) | 246,588 | ||
2017 Plan | Restricted stock units | Subject to a four year vesting schedule with 25% vesting on the first anniversary and the remaining vesting ratably on a monthly basis over the remaining three years | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Restricted common stock issued (in shares) | 135,058 | ||
Vesting period 1 | 4 years | ||
Vesting period 2 | 3 years | ||
Vesting percentage 1 (as a percent) | 25.00% | ||
Vesting percentage 2 (as a percent) | 75.00% | ||
Number of restricted stock units | |||
Granted (in shares) | 135,058 | ||
2017 Plan | Restricted stock units | Subject to a four year vesting schedule with 25% vesting on each anniversary | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Restricted common stock issued (in shares) | 40,846 | ||
Vesting period 1 | 4 years | ||
Vesting percentage 1 (as a percent) | 25.00% | ||
Number of restricted stock units | |||
Granted (in shares) | 40,846 | ||
2017 Plan | Restricted stock units | Vesting on December 31, 2019 | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Restricted common stock issued (in shares) | 15,890 | ||
Number of restricted stock units | |||
Granted (in shares) | 15,890 | ||
2017 Plan | Restricted stock units | Vested in equal amounts annually over four years | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting period 2 | 43 months | ||
2017 Plan | Restricted stock units | Vested in equal amounts annually over three years | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Restricted common stock issued (in shares) | 4,540 | ||
Vesting period 1 | 3 years | ||
Number of restricted stock units | |||
Granted (in shares) | 4,540 | ||
2017 Plan | Restricted stock units | Vesting equally over four years | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Restricted common stock issued (in shares) | 10,194 | ||
Percentage of shares (as a percent) | 10.42% | ||
Number of restricted stock units | |||
Granted (in shares) | 10,194 | ||
2017 Plan | Restricted stock units | Vested immediately upon grant | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Restricted common stock issued (in shares) | 5,328 | ||
Number of restricted stock units | |||
Granted (in shares) | 5,328 | ||
2017 Plan | Restricted stock units | Vesting ratably over the remaining 45 months | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Restricted common stock issued (in shares) | 1,983 | ||
Vesting period 3 | 45 months | ||
Number of restricted stock units | |||
Granted (in shares) | 1,983 | ||
2017 Plan | Restricted stock units | Vesting ratably over the remaining 43 months | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Restricted common stock issued (in shares) | 31,732 | ||
Number of restricted stock units | |||
Granted (in shares) | 31,732 | ||
2017 Plan | Restricted stock units | Vest upon the one year | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Restricted common stock issued (in shares) | 3,000 | ||
Vesting period 1 | 1 year | ||
Number of restricted stock units | |||
Granted (in shares) | 3,000 |
Commitments and contingencies -
Commitments and contingencies - License agreements and Lease commitments (Details) | 12 Months Ended | ||||
Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Jul. 01, 2019USD ($) | Oct. 02, 2018USD ($)ft² | |
License agreements | |||||
Drawing capacity | $ 1,000,000 | ||||
Letter of credit will be reduced at 41 months after the commencement date | $ 750,000 | 750,000 | |||
Letter of credit will be reduced at 65 months after the commencement date | 250,000 | $ 250,000 | |||
Minimum future rent payments under the lease agreement | |||||
2020 | 2,081,000 | ||||
2021 | 3,322,000 | ||||
2022 | 3,396,000 | ||||
2023 | 3,480,000 | ||||
2024 and Forward | 25,760,000 | ||||
Total | 38,039,000 | ||||
Rent expense | 3,300,000 | $ 1,600,000 | $ 1,100,000 | ||
Other licenses | |||||
License agreements | |||||
Royalty expense | 800,000 | 400,000 | 200,000 | ||
Annual minimum royalty to be paid under the license agreement | 50,000 | ||||
Tufts | License agreements | |||||
License agreements | |||||
Royalty expense | 1,000,000 | $ 700,000 | $ 500,000 | ||
Lease for facilities in Billerica, Massachusetts | Aushon | |||||
Lease commitments | |||||
Consideration for the early termination | $ 75,000 | ||||
Company headquarters | |||||
License agreements | |||||
Term of operating lease | 137 months | ||||
Square footage of office and laboratory space | ft² | 92,000 | ||||
Other non-current liabilities [Member] | |||||
Lease commitments | |||||
Deferred rent expense | $ 3,000,000 |
Commitments and contingencies_2
Commitments and contingencies - Development and supply agreement and Legal contingencies (Details) $ / shares in Units, $ in Millions | 12 Months Ended |
Dec. 31, 2019USD ($)$ / sharesshares | |
Commitments and contingencies | |
Amount payable to counterparty | $ 11.7 |
Period to purchase minimum number of commercial units | 7 years |
Fee payable on shortfall of commercial units purchase | $ 9.6 |
Issuance of supply warrants on termination of agreement, number (in shares) | shares | 93,341 |
Issuance of supply warrants on termination of agreement, value per share (in dollars per share) | $ / shares | $ 0.003214 |
Long term debt (Details)
Long term debt (Details) | Apr. 15, 2019installment | Apr. 14, 2014 | Aug. 31, 2018USD ($) | Dec. 31, 2019USD ($) | Oct. 31, 2018USD ($) | Oct. 02, 2018USD ($) |
Debt Instrument [Line Items] | ||||||
Amount borrowed under the loan facility | $ 7,688,000 | |||||
Drawing capacity | $ 1,000,000 | |||||
End Of Term Fee | 50,000 | |||||
Loan principal payment installment | installment | 5 | |||||
Loan agreement | ||||||
Debt Instrument [Line Items] | ||||||
Additional amounts available to borrow | $ 0 | |||||
Amendment 5 to loan agreement | ||||||
Debt Instrument [Line Items] | ||||||
Term fee | $ 80,000 | |||||
Cost incurred upon execution | $ 50,000 | |||||
Amendment 6 to loan agreement | ||||||
Debt Instrument [Line Items] | ||||||
Certificate of deposit associated with the lease | $ 1,000,000 | |||||
Prime rate | Loan agreement | ||||||
Debt Instrument [Line Items] | ||||||
Margin on variable interest rate (as a percent) | 5.25% | |||||
Minimum | Loan agreement | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate (as a percent) | 8.00% |
Long term debt - Debt payment o
Long term debt - Debt payment obligations (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Debt payment obligations due based on principal payments | |||
2021 | $ 7,688 | ||
Debt payment obligations | 7,688 | ||
Non-cash interest expense | $ 100 | $ 200 | $ 200 |
At-the-market offering (Details
At-the-market offering (Details) - USD ($) $ / shares in Units, $ in Thousands, shares in Millions | Aug. 08, 2019 | Jun. 05, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Mar. 19, 2019 |
Common stock, aggregate offering price | $ 28 | $ 22 | ||||
Shares issued | 2.7 | |||||
stock issuance cost | $ 8,173 | |||||
Net proceeds from issuance of common shares | $ (20) | $ 8,423 | ||||
At-the-market offering | ||||||
Shares issued | 2.2 | |||||
Shares issued price (in dollars per share) | $ 22.73 | |||||
Gross proceeds | $ 49,700 | |||||
stock issuance cost | 1,700 | |||||
Net proceeds from issuance of common shares | $ 48,000 | $ 48,019 | ||||
At-the-market offering | Maximum | ||||||
Common stock, aggregate offering price | $ 50,000 |
Underwritten public Offering (D
Underwritten public Offering (Details) - USD ($) $ / shares in Units, $ in Thousands, shares in Millions | Aug. 08, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Subsidiary or Equity Method Investee [Line Items] | ||||
Shares issued | 2.7 | |||
Share value | $ 0.001 | $ 0.001 | ||
stock issuance cost | $ 8,173 | |||
Net proceeds from issuance of common shares | $ (20) | $ 8,423 | ||
Underwritten public offering | ||||
Subsidiary or Equity Method Investee [Line Items] | ||||
Shares issued | 2.7 | |||
Share value | $ 0.001 | |||
Gross proceeds | $ 69,000 | |||
stock issuance cost | 4,500 | |||
Net proceeds from issuance of common shares | $ 64,500 | $ 64,529 |
Collaboration and license arr_2
Collaboration and license arrangements (Details) $ in Thousands | Dec. 22, 2016USD ($) | Dec. 31, 2018USD ($) | Jan. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Nov. 30, 2012USD ($) | Dec. 31, 2019USD ($) | Sep. 30, 2019USD ($) | Jun. 30, 2019USD ($) | Mar. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Sep. 30, 2018USD ($) | Jun. 30, 2018USD ($) | Mar. 31, 2018USD ($) | Mar. 31, 2017USD ($) | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2013USD ($) |
Collaboration and license arrangements | |||||||||||||||||||
Revenue related to the License and prototype unit | $ 8,300 | ||||||||||||||||||
Revenue | $ 15,917 | $ 14,944 | $ 13,536 | $ 12,337 | $ 10,877 | $ 10,591 | $ 8,643 | $ 7,521 | $ 56,734 | $ 37,632 | $ 22,874 | ||||||||
Deferred revenue | 1,700 | 1,700 | |||||||||||||||||
Increase to deferred revenue | (708) | (1,849) | 2,895 | ||||||||||||||||
Joint development and license agreement | |||||||||||||||||||
Collaboration and license arrangements | |||||||||||||||||||
Consideration on collaboration activities | $ 10,000 | ||||||||||||||||||
Number of additional payments | 2 | ||||||||||||||||||
Amount of additional payment | $ 5,000 | ||||||||||||||||||
Revenue | 200 | $ 2,100 | 200 | $ 200 | |||||||||||||||
Deferred revenue | $ 1,200 | ||||||||||||||||||
Evaluation and option agreements and license agreement | |||||||||||||||||||
Collaboration and license arrangements | |||||||||||||||||||
Revenue | $ 1,800 | ||||||||||||||||||
Number of agreements | 3 | ||||||||||||||||||
Number of fields for which the agreements were entered | 3 | ||||||||||||||||||
Non-refundable license fee | 1,000 | $ 1,000 | $ 2,000 | ||||||||||||||||
Amount allocated to the option of the related field | $ 800 | ||||||||||||||||||
Amount allocated to the option of the specific field | 1,200 | ||||||||||||||||||
Exclusive agreement | |||||||||||||||||||
Collaboration and license arrangements | |||||||||||||||||||
Consideration on collaboration activities | $ 500 | ||||||||||||||||||
Deferred revenue | 500 | 500 | |||||||||||||||||
2016 Amendment | |||||||||||||||||||
Collaboration and license arrangements | |||||||||||||||||||
Total allocable consideration | $ 3,200 | ||||||||||||||||||
Increase to deferred revenue | $ 2,000 | ||||||||||||||||||
Royalties | $ 0 | $ 0 | |||||||||||||||||
2016 Amendment | Maximum | |||||||||||||||||||
Collaboration and license arrangements | |||||||||||||||||||
Feasibility Period | 3 years | ||||||||||||||||||
2016 Amendment | bioMerieux | |||||||||||||||||||
Collaboration and license arrangements | |||||||||||||||||||
Cash received | $ 2,000 |
Employee benefit-plans (Details
Employee benefit-plans (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Employee benefit plans | ||
Contribution made to the 401 (k) Plan | $ 0.5 | $ 0.1 |
Business combinations (Details)
Business combinations (Details) - USD ($) $ in Thousands | Aug. 01, 2019 | Jan. 30, 2018 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Jul. 01, 2019 |
Fair value of consideration transferred: | ||||||||||||||
Purchase price, net | $ 14,529 | $ 3,801 | ||||||||||||
Assets (liabilities) acquired: | ||||||||||||||
Goodwill | $ 9,353 | $ 1,308 | 9,353 | 1,308 | ||||||||||
Revenue | 15,917 | $ 14,944 | $ 13,536 | $ 12,337 | 10,877 | $ 10,591 | $ 8,643 | $ 7,521 | 56,734 | 37,632 | $ 22,874 | |||
Net income | $ (10,958) | $ (9,870) | $ (10,563) | $ (9,405) | $ (9,334) | $ (7,657) | $ (7,343) | $ (7,202) | (40,796) | (31,536) | $ (27,019) | |||
Revenue (unaudited) | 57,597 | 38,753 | ||||||||||||
Pre-tax loss (unaudited) | (38,636) | (33,894) | ||||||||||||
Aushon acquisition | ||||||||||||||
Fair value of consideration transferred: | ||||||||||||||
Cash | $ 3,200 | |||||||||||||
Obligation to issue cash | 800 | |||||||||||||
Cash and cash equivalents acquired | 199 | |||||||||||||
Purchase price, net | 4,000 | |||||||||||||
Assets (liabilities) acquired: | ||||||||||||||
Accounts receivable | 210 | |||||||||||||
Inventory | 828 | |||||||||||||
Prepaids and other current assets | 71 | |||||||||||||
Property and equipment and other non-current assets | 180 | |||||||||||||
Intangibles | 2,950 | |||||||||||||
Goodwill | 1,308 | |||||||||||||
Total assets acquired | 5,746 | |||||||||||||
Contractual obligations | (1,155) | |||||||||||||
Accounts payable and accrued liabilities | (591) | |||||||||||||
Total | $ 4,000 | |||||||||||||
Risk-adjusted discount rate used to determine fair value of intangible assets | 14.40% | |||||||||||||
Transaction costs | $ 100 | |||||||||||||
UmanDiagnostics AB Acquisition | ||||||||||||||
Fair value of consideration transferred: | ||||||||||||||
Cash | $ 15,700 | |||||||||||||
Common stock shares consideration | 191,152 | |||||||||||||
Common stock | $ 5,500 | |||||||||||||
Capital stock shares outstanding, percent | 95.00% | 5.00% | ||||||||||||
Cash and stock paid | $ 21,217 | |||||||||||||
Cash and cash equivalents acquired | 1,221 | |||||||||||||
Purchase price, net | 19,996 | |||||||||||||
Assets (liabilities) acquired: | ||||||||||||||
Accounts receivable | 638 | |||||||||||||
Inventory | 1,680 | |||||||||||||
Prepaids and other current assets | 114 | |||||||||||||
Property and equipment | 33 | |||||||||||||
Intangibles | 13,450 | |||||||||||||
Goodwill | 8,111 | |||||||||||||
Accounts payable | (20) | |||||||||||||
Accrued expense and other current liabilities | (871) | |||||||||||||
Deferred tax liabilities | (3,139) | |||||||||||||
Total | $ 19,996 | |||||||||||||
Revenue | 1,100 | |||||||||||||
Net income | 100 | |||||||||||||
Transaction costs | $ 1,900 |
Goodwill and Acquired Intangi_3
Goodwill and Acquired Intangible Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Rollforward of goodwill balance | |||
Balance as of beginning of period | $ 1,308 | ||
Goodwill acquired | 8,111 | ||
Cumulative translation adjustment | (66) | ||
Balance as of end of period | 9,353 | $ 1,308 | |
Purchased intangible assets | |||
Gross Carrying Value | 16,400 | 2,950 | |
Accumulated Amortization | (1,991) | (602) | |
Cumulative Translation Adjustment | (102) | ||
Net Carrying Value | 14,307 | 2,348 | |
Amortization expense | 1,400 | $ 600 | $ 0 |
Estimated amortization expense | |||
2020 | 2,110 | ||
2021 | 2,013 | ||
2022 | 1,930 | ||
2023 | 1,848 | ||
2024 | 1,733 | ||
Thereafter | 4,673 | ||
Estimated Amortization Expenses | 14,307 | ||
UmanDiagnostics AB Acquisition | |||
Rollforward of goodwill balance | |||
Goodwill acquired | $ 13,500 | ||
Purchased intangible assets | |||
Estimated Useful Life | 8 years 4 months 24 days | ||
Developed technology | |||
Purchased intangible assets | |||
Estimated Useful Life | 7 years | 7 years | |
Gross Carrying Value | $ 1,650 | $ 1,650 | |
Accumulated Amortization | (737) | (378) | |
Net Carrying Value | $ 913 | $ 1,272 | |
Weighted average life remaining | 5 years 1 month 2 days | 6 years 29 days | |
Customer relationships | |||
Purchased intangible assets | |||
Estimated Useful Life | 8 years 6 months | 10 years | |
Gross Carrying Value | $ 1,360 | $ 1,250 | |
Accumulated Amortization | (421) | (209) | |
Cumulative Translation Adjustment | (1) | ||
Net Carrying Value | $ 938 | $ 1,041 | |
Weighted average life remaining | 8 years 29 days | 9 years 29 days | |
Customer relationships | UmanDiagnostics AB Acquisition | |||
Rollforward of goodwill balance | |||
Goodwill acquired | $ 100 | ||
Trade names | |||
Purchased intangible assets | |||
Estimated Useful Life | 3 years | 3 years | |
Gross Carrying Value | $ 50 | $ 50 | |
Accumulated Amortization | (32) | (15) | |
Net Carrying Value | $ 18 | $ 35 | |
Weighted average life remaining | 1 year 1 month 2 days | 2 years 29 days | |
Know How | |||
Purchased intangible assets | |||
Estimated Useful Life | 8 years 6 months | ||
Gross Carrying Value | $ 13,000 | ||
Accumulated Amortization | (767) | ||
Cumulative Translation Adjustment | (99) | ||
Net Carrying Value | $ 12,134 | ||
Weighted average life remaining | 8 years | ||
Know How | UmanDiagnostics AB Acquisition | |||
Rollforward of goodwill balance | |||
Goodwill acquired | $ 13,000 | ||
Noncompete Agreements | |||
Purchased intangible assets | |||
Estimated Useful Life | 5 years 6 months | ||
Gross Carrying Value | $ 340 | ||
Accumulated Amortization | (34) | ||
Cumulative Translation Adjustment | (2) | ||
Net Carrying Value | $ 304 | ||
Weighted average life remaining | 5 years | ||
Noncompete Agreements | UmanDiagnostics AB Acquisition | |||
Rollforward of goodwill balance | |||
Goodwill acquired | $ 400 | ||
Maximum | Customer relationships | |||
Purchased intangible assets | |||
Estimated Useful Life | 10 years | ||
Minimum | Customer relationships | |||
Purchased intangible assets | |||
Estimated Useful Life | 8 years 6 months |
Related party transactions (Det
Related party transactions (Details) - USD ($) | 12 Months Ended | |||||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Nov. 14, 2019 | Nov. 13, 2019 | Nov. 28, 2018 | |
Related party transactions | ||||||
Commitment to sponsor agreement | ||||||
bioMerieux | Joint development and license agreement | ||||||
Related party transactions | ||||||
Related party revenue | 100,000 | 2,100,000 | $ 1,100,000 | |||
Tufts | License Agreement | ||||||
Related party transactions | ||||||
Royalty Expense | 1,000,000 | 700,000 | 500,000 | |||
Harvard University | ||||||
Related party transactions | ||||||
Related party revenue | 100,000 | |||||
Harvard University | Maximum | ||||||
Related party transactions | ||||||
Related party revenue | 100,000 | $ 100,000 | ||||
PPH | Maximum | ||||||
Related party transactions | ||||||
Commitment to sponsor agreement | $ 200,000 | $ 120,000 | $ 120,000 | |||
Total contributions to sponsor agreement | $ 100,000 | $ 100,000 |
Restricted Cash (Details)
Restricted Cash (Details) - USD ($) | Dec. 31, 2019 | Dec. 31, 2018 | Oct. 02, 2018 |
Restricted Cash | |||
Restricted cash | $ 1,026,000 | $ 1,000,000 | |
Letter of credit will be reduced at 41 months after the commencement date | 750,000 | $ 750,000 | |
Letter of credit will be reduced at 65 months after the commencement date | $ 250,000 | $ 250,000 |
Quarterly Data (Unaudited) (Det
Quarterly Data (Unaudited) (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Revenue | $ 15,917,000 | $ 14,944,000 | $ 13,536,000 | $ 12,337,000 | $ 10,877,000 | $ 10,591,000 | $ 8,643,000 | $ 7,521,000 | $ 56,734,000 | $ 37,632,000 | $ 22,874,000 |
Cost of goods sold: | |||||||||||
Total costs of goods sold and services | 9,052,000 | 7,911,000 | 6,605,000 | 6,330,000 | 5,669,000 | 4,996,000 | 4,670,000 | 4,349,000 | 29,898,000 | 19,684,000 | 12,887,000 |
Gross profit | 6,865,000 | 7,033,000 | 6,931,000 | 6,007,000 | 5,208,000 | 5,595,000 | 3,973,000 | 3,172,000 | 26,836,000 | 17,948,000 | 9,987,000 |
Operating expense: | |||||||||||
Research and development | 4,398,000 | 3,924,000 | 4,016,000 | 3,852,000 | 4,045,000 | 4,411,000 | 3,705,000 | 3,644,000 | 16,190,000 | 15,805,000 | 16,304,000 |
Selling, general and administrative | 13,953,000 | 13,352,000 | 13,429,000 | 11,512,000 | 10,577,000 | 8,846,000 | 7,579,000 | 6,691,000 | 52,246,000 | 33,693,000 | 19,688,000 |
Total operating expenses | 18,351,000 | 17,276,000 | 17,445,000 | 15,364,000 | 14,622,000 | 13,257,000 | 11,284,000 | 10,335,000 | 68,436,000 | 49,498,000 | |
Loss from operations | (11,486,000) | (10,243,000) | (10,514,000) | (9,357,000) | (9,414,000) | (7,662,000) | (7,311,000) | (7,163,000) | (41,600,000) | (31,550,000) | (26,005,000) |
Interest income (expense), net | 282,000 | 282,000 | 42,000 | 21,000 | 24,000 | 30,000 | 16,000 | (24,000) | 627,000 | 46,000 | (951,000) |
Other income (expense), net | 139,000 | (34,000) | (68,000) | (47,000) | 81,000 | (25,000) | (48,000) | (15,000) | (10,000) | (7,000) | (63,000) |
Income tax benefit (provision) | 107,000 | 125,000 | (23,000) | (22,000) | (25,000) | 187,000 | (25,000) | 0 | |||
Net loss | $ (10,958,000) | $ (9,870,000) | $ (10,563,000) | $ (9,405,000) | $ (9,334,000) | $ (7,657,000) | $ (7,343,000) | $ (7,202,000) | $ (40,796,000) | $ (31,536,000) | $ (27,019,000) |
Net loss per share, basic and diluted | $ (0.39) | $ (0.37) | $ (0.46) | $ (0.42) | $ (0.42) | $ (0.35) | $ (0.34) | $ (0.33) | $ (1.63) | $ (1.43) | $ (8.30) |
Weighted-average common shares outstanding, basic and diluted | 28,021,957 | 26,627,831 | 23,213,653 | 22,422,960 | 22,221,305 | 22,670,786 | 21,890,978 | 21,788,605 | 25,090,708 | 21,994,317 | 3,756,954 |
Product revenue | |||||||||||
Revenue | $ 11,431,000 | $ 10,737,000 | $ 8,776,000 | $ 9,547,000 | $ 7,458,000 | $ 5,962,000 | $ 5,200,000 | $ 4,745,000 | $ 40,491,000 | $ 23,365,000 | $ 14,124,000 |
Cost of goods sold: | |||||||||||
Total costs of goods sold and services | 6,684,000 | 5,513,000 | 4,455,000 | 4,248,000 | 3,734,000 | 3,277,000 | 2,945,000 | 2,773,000 | 20,900,000 | 12,729,000 | 7,742,000 |
Service and other revenue | |||||||||||
Revenue | 4,302,000 | 4,207,000 | 4,760,000 | 2,790,000 | 3,419,000 | 3,017,000 | 3,174,000 | 2,507,000 | 16,059,000 | 12,117,000 | 7,676,000 |
Cost of goods sold: | |||||||||||
Total costs of goods sold and services | 2,368,000 | $ 2,398,000 | $ 2,150,000 | $ 2,082,000 | $ 1,935,000 | 1,719,000 | 1,725,000 | 1,576,000 | 8,998,000 | 6,955,000 | 5,145,000 |
Collaboration and license revenue | |||||||||||
Revenue | $ 184,000 | $ 1,612,000 | $ 269,000 | $ 269,000 | $ 184,000 | $ 2,150,000 | $ 1,074,000 |