Document_and_Entity_Informatio
Document and Entity Information | 9 Months Ended | |
Sep. 30, 2014 | Nov. 14, 2014 | |
Document And Entity Information [Abstract] | ' | ' |
Document Type | '10-Q | ' |
Amendment Flag | 'false | ' |
Document Period End Date | 30-Sep-14 | ' |
Document Fiscal Year Focus | '2014 | ' |
Document Fiscal Period Focus | 'Q3 | ' |
Trading Symbol | 'GBSN | ' |
Entity Registrant Name | 'Great Basin Scientific, Inc. | ' |
Entity Central Index Key | '0001512138 | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Entity Filer Category | 'Smaller Reporting Company | ' |
Entity Common Stock, Shares Outstanding | ' | 5,078,462 |
CONDENSED_BALANCE_SHEETS
CONDENSED BALANCE SHEETS (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
Current assets: | ' | ' |
Cash | $676,471 | $1,211,423 |
Accounts receivable, net of allowances of $5,482 and $5,482, respectively | 233,426 | 184,415 |
Inventory | 381,952 | 320,239 |
Prepaid and other current assets | 895,160 | 94,421 |
Total current assets | 2,187,009 | 1,810,498 |
Intangible assets, net | 245,896 | 334,025 |
Property and equipment, net | 3,529,265 | 3,703,582 |
Total assets | 5,962,170 | 5,848,105 |
Current liabilities: | ' | ' |
Accounts payable | 1,695,497 | 874,119 |
Accrued expenses | 858,412 | 815,814 |
Current portion of notes payable | 48,586 | 44,601 |
Notes payable - related party, net of discount of $83,333 | 416,667 | ' |
Current portion of capital lease obligations | 959,403 | 506,506 |
Total current liabilities | 3,978,565 | 2,241,040 |
Notes payable, net of current portion | 18,732 | 55,730 |
Capital lease obligations, net of current portion | 2,435,625 | 2,042,359 |
Derivative liability | 13,900,400 | 0 |
Total liabilities | 20,333,322 | 4,339,129 |
Commitments and contingencies (see NOTE 10 LEGAL PROCEEDINGS) | ' | ' |
Stockholders' deficit: | ' | ' |
Common stock, $.001 par value: 1,750,000,000 and 375,000,000 shares authorized; 161,760 and 115,510 shares issued and outstanding, respectively | 162 | 116 |
Additional paid-in capital | 11,481,055 | 9,733,342 |
Accumulated deficit | -65,507,780 | -42,276,878 |
Total stockholders' deficit | -54,026,563 | -32,543,420 |
Total liabilities, convertible preferred stock and stockholders' deficit | 5,962,170 | 5,848,105 |
Series A Convertible Preferred Stock | ' | ' |
Convertible preferred stock: | ' | ' |
Convertible preferred stock | 17,366,539 | 18,846,539 |
Series B Convertible Preferred Stock | ' | ' |
Convertible preferred stock: | ' | ' |
Convertible preferred stock | 9,464,454 | 9,464,454 |
Series C Convertible Preferred Stock | ' | ' |
Convertible preferred stock: | ' | ' |
Convertible preferred stock | 4,040,585 | 3,674,335 |
Series C-1 Convertible Preferred Stock | ' | ' |
Convertible preferred stock: | ' | ' |
Convertible preferred stock | 2,067,068 | 2,067,068 |
Series D Convertible Preferred Stock | ' | ' |
Convertible preferred stock: | ' | ' |
Convertible preferred stock | $6,716,765 | ' |
CONDENSED_BALANCE_SHEETS_Paren
CONDENSED BALANCE SHEETS (Parenthetical) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
Allowance for doubtful accounts receivable, current | $5,482 | $5,482 |
Notes payable - related party, discount | $83,333 | ' |
Common stock, par value | $0.00 | $0.00 |
Common stock, shares authorized | 1,800,000,000 | 375,000,000 |
Common stock, shares issued | 161,760 | 115,510 |
Common stock, shares outstanding | 161,760 | 115,510 |
Series A Convertible Preferred Stock | Convertible Preferred Stock | ' | ' |
Preferred stock, par value | $0.00 | $0.00 |
Preferred stock, shares authorized | 119,987,898 | 125,000,000 |
Preferred stock, shares issued | 107,881,171 | 117,131,171 |
Preferred stock, shares outstanding | 107,881,171 | 117,131,171 |
Series B Convertible Preferred Stock | Convertible Preferred Stock | ' | ' |
Preferred stock, par value | $0.00 | $0.00 |
Preferred stock, shares authorized | 59,465,350 | 100,000,000 |
Preferred stock, shares issued | 59,465,350 | 59,465,350 |
Preferred stock, shares outstanding | 59,465,350 | 59,465,350 |
Series C Convertible Preferred Stock | Convertible Preferred Stock | ' | ' |
Preferred stock, par value | $0.00 | $0.00 |
Preferred stock, shares authorized | 165,877,435 | 210,000,000 |
Preferred stock, shares issued | 165,877,435 | 150,989,224 |
Preferred stock, shares outstanding | 165,877,435 | 150,989,224 |
Series C-1 Convertible Preferred Stock [Member] | Convertible Preferred Stock | ' | ' |
Preferred stock, par value | $0.00 | $0.00 |
Preferred stock, shares authorized | 84,027,175 | 100,000,000 |
Preferred stock, shares issued | 84,027,175 | 84,027,175 |
Preferred stock, shares outstanding | 84,027,175 | 84,027,175 |
Series D Convertible Preferred Stock | Convertible Preferred Stock | ' | ' |
Preferred stock, par value | $0.00 | $0.00 |
Preferred stock, shares authorized | 325,000,000 | 0 |
Preferred stock, shares issued | 306,091,710 | 0 |
Preferred stock, shares outstanding | 306,091,710 | 0 |
CONDENSED_STATEMENTS_OF_OPERAT
CONDENSED STATEMENTS OF OPERATIONS (USD $) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | |
Income Statement [Abstract] | ' | ' | ' | ' |
Revenues | $409,390 | $223,470 | $1,160,971 | $464,861 |
Cost of sales | 942,334 | 660,695 | 2,761,153 | 1,078,610 |
Gross loss | -532,944 | -437,225 | -1,600,182 | -613,749 |
Operating expenses: | ' | ' | ' | ' |
Research and development | 1,424,877 | 792,690 | 3,265,149 | 2,678,912 |
Selling and marketing | 479,499 | 725,984 | 1,646,782 | 2,066,479 |
General and administrative | 597,795 | 384,664 | 2,004,080 | 1,257,109 |
(Gain) loss on sale of assets | ' | 6,504 | -8,166 | 22,767 |
Total operating expenses | 2,502,171 | 1,909,842 | 6,907,845 | 6,025,267 |
Loss from operations | -3,035,115 | -2,347,067 | -8,508,027 | -6,639,016 |
Other income (expense): | ' | ' | ' | ' |
Interest expense | -314,450 | -82,239 | -819,235 | -114,065 |
Interest income | 619 | 889 | 2,057 | 2,945 |
Change in fair value of derivative liability | -13,900,400 | ' | -13,900,400 | ' |
Total other income (expense) | -14,214,231 | -81,350 | -14,717,578 | -111,120 |
Loss before provision for income taxes | -17,249,346 | -2,428,417 | -23,225,605 | -6,750,136 |
Provision for income taxes | 822 | ' | -5,297 | ' |
Net loss | ($17,248,524) | ($2,428,417) | ($23,230,902) | ($6,750,136) |
Net loss per common share - basic and diluted | ($117.59) | ($21.02) | ($184.35) | ($58.44) |
Weighted average common shares - basic and diluted | 146,678 | 115,510 | 126,014 | 115,510 |
CONDENSED_STATEMENTS_OF_CASH_F
CONDENSED STATEMENTS OF CASH FLOWS (USD $) | 9 Months Ended | |
Sep. 30, 2014 | Sep. 30, 2013 | |
Cash flows from operating activities: | ' | ' |
Net loss | ($23,230,902) | ($6,750,136) |
Adjustments to reconcile net loss to net cash used in operating activities: | ' | ' |
Depreciation and amortization | 855,484 | 549,629 |
Change in fair value measurement | 13,900,400 | ' |
(Gain) loss on sale of assets | -8,166 | 22,767 |
Interest converted to preferred stock | 13,129 | ' |
Employee stock compensation | 242,696 | 83,317 |
Warrant issuance and modifications | 25,063 | ' |
Debt discount amortization | 16,667 | ' |
Asset disposal | 11,124 | ' |
Changes in operating assets and liabilities: | ' | ' |
Increase in accounts receivable, net | -49,011 | -46,400 |
Increase in inventory | -61,713 | -95,040 |
Increase in prepaid and other assets | -269,459 | -29,765 |
Increase in accounts payable | 360,882 | 135,029 |
Increase in accrued liabilities | 42,598 | 415,182 |
Net cash used in operating activities | -8,151,208 | -5,715,417 |
Cash flows from investing activities: | ' | ' |
Acquisition of property and equipment | -222,584 | -774,540 |
Acquisition of intangible asset | ' | -200,000 |
Construction of equipment | -479,196 | -1,774,341 |
Proceeds from sale of assets | 35,000 | 63,000 |
Proceeds from sale leaseback | 1,500,000 | ' |
Net cash provided by (used in) investing activities | 833,220 | -2,685,881 |
Cash flows from financing activities: | ' | ' |
Proceeds from issuance of convertible notes payable | 100,000 | 4,577,688 |
Proceeds from issuance of convertible notes payable - related party | 300,000 | ' |
Proceeds from issuance of preferred stock | 6,569,886 | ' |
Proceeds from issuance of notes payable - related party | 890,000 | ' |
Proceeds from subscriptions receivable | ' | 3,288,333 |
Principal payments of capital leases | -653,837 | -23,677 |
Principal payments of notes payable | -390,000 | -24,995 |
Principal payments of notes payable -related party | -33,013 | ' |
Net cash provided by financing activities | 6,783,036 | 7,817,349 |
Net increase (decrease) in cash | -534,952 | -583,949 |
Cash, beginning of the period | 1,211,423 | 1,143,009 |
Cash, end of the period | 676,471 | 559,060 |
Supplemental disclosures of cash flow information: | ' | ' |
Interest paid | 775,666 | 10,021 |
Income taxes paid | 6,447 | ' |
Supplemental schedule of non-cash investing and financing activities: | ' | ' |
Conversion of preferred stock to common stock | 1,480,000 | ' |
Issuance of preferred stock as debt discount | 100,000 | ' |
Conversion of note payable to preferred stock | 400,000 | ' |
Assets acquired through capital leases | 807,272 | ' |
Initial public offering costs incurred but unpaid | 531,280 | ' |
Property and equipment included in accounts payable | $70,784 | ' |
Description_of_Business
Description of Business | 9 Months Ended |
Sep. 30, 2014 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | ' |
Description of Business | ' |
NOTE 1 DESCRIPTION OF BUSINESS | |
Great Basin Scientific, Inc. (the “Company”) (d.b.a., Great Basin Corporation) is a Delaware corporation headquartered in Salt Lake City, Utah. The Company was originally incorporated as Diagnostic Micro Arrays, Inc., a Nevada corporation, on June 27, 2003. The Company changed its name to Great Basin Scientific, Inc. on April 19, 2006. On August 12, 2008, the Company took steps to change its corporate domicile from Nevada to Delaware by forming Great Basin Scientific, Inc., a Delaware corporation, and on August 29, 2008, Great Basin Scientific, Inc., a Nevada corporation, was merged with and into Great Basin Scientific, Inc., a Delaware corporation, wherein the Delaware corporation was the sole surviving entity. | |
The Company is a molecular diagnostics company that develops and manufactures test kits and analyzers for a patented, proprietary low-cost, easy-to-use molecular diagnostic system for single pathogen tests. The Company sells its test kits to customers throughout the world for use in the Company’s analyzers. Our system utilizes a sample-in result-out format, enabling simple, rapid and cost-effective analysis of multiple pathogens from a single clinical sample. The Company’s technology processes up to 64 distinct targets in a single assay for more answers with results in 90 minutes or less. It is a fully automated process with few hands-on steps that allows on-demand testing instead of the traditional batching of tests that delay results. The Company’s simple-to-use system allows smaller hospitals that traditionally could not afford more expensive, advanced molecular diagnostics systems to modernize their laboratory testing and provide better patient care at an affordable cost. | |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2014 | |
Accounting Policies [Abstract] | ' |
Summary of Significant Accounting Policies | ' |
NOTE 2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Basis of Presentation | |
These condensed unaudited financial statements have been prepared to reflect the financial position, results of operations and cash flows of the Company as of September 30, 2014 and have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information. The accompanying condensed financial statements and notes are unaudited. In management’s opinion, the unaudited interim financial statements have been prepared on the same basis as the audited financial statements and include all adjustments, which include only normal recurring adjustments, necessary for the fair presentation of the Company’s financial position as of September 30, 2014 and its results of operations and cash flows for the nine months ended September 30, 2014 and 2013. The results for the nine months ended September 30, 2014 are not necessarily indicative of the results expected for the full fiscal year or any other interim period. | |
Loss per Common Share | |
Basic loss per share (“EPS”) is computed by dividing net loss (the numerator) by the weighted average number of common shares outstanding for the period (the denominator). Diluted EPS is computed by dividing net loss by the weighted average number of common shares and potential common shares outstanding (if dilutive) during each period. Potential common shares include convertible preferred stock, stock options and warrants. The number of potential common shares outstanding is computed using the treasury stock method. | |
As the Company has incurred losses for the nine months ended September 30, 2014 and 2013, the potentially dilutive shares are anti-dilutive and are thus not added into the loss per share calculations. As of September 30, 2014 and 2013, there were 8,141,418 and 2,082,111 potentially dilutive shares, respectively. | |
Reverse Stock Split | |
On September 5, 2014, the Company effected a reverse stock split of the Company’s common stock whereby each two hundred shares of common stock was replaced with one share of common stock (with no fractional shares issued). The par value and authorized shares of the common stock were not adjusted as a result of the reverse stock split. All common share, options, warrants and per share amounts for all periods presented in these financial statements have been adjusted retroactively to reflect the reverse stock split. The convertible preferred stock was not included in the reverse stock split and the outstanding amounts have not been adjusted. However, the conversion ratio was adjusted as a result of the reverse stock split such that upon conversion, each two hundred shares of preferred stock will be converted into one share of common stock. | |
New Accounting Pronouncements | |
From time to time, new accounting pronouncements are issued by the FASB that are adopted by the Company as of the specified effective date. If not discussed, management believes that the impact of recently issued standards, which are not yet effective, will not have a material impact on the Company’s financial statements upon adoption. | |
In May 2014, the Financial Accounting Standards Board issued accounting guidance on revenue recognition. The amended guidance will enhance the comparability of revenue recognition practices and will be applied to all contracts with customers. Improved disclosures related to the nature, amount, timing, and uncertainty of revenue that is recognized are requirements under the amended guidance. This guidance will be effective for fiscal 2017 and will be required to be applied retrospectively. We are currently assessing the impact that this guidance will have on our financial statements at this time. |
Going_Concern
Going Concern | 9 Months Ended |
Sep. 30, 2014 | |
Going Concern [Abstract] | ' |
Going Concern | ' |
NOTE 3 GOING CONCERN | |
The Company’s condensed unaudited financial statements have been prepared on a going concern basis which contemplates the realization of assets and the liquidation of liabilities in the ordinary course of business. The Company has incurred substantial losses from operations causing negative working capital and negative operating cash flows, which raise substantial doubt about the Company’s ability to continue as a going concern. The Company sustained a net loss for the nine months ended September 30, 2014 of $23,230,902 and a net loss for the year ended December 31, 2013 of $9,561,280, and has an accumulated deficit of $65,507,780 as of September 30, 2014. | |
The Company intends to develop its products and expand its customer base, but does not have sufficient realized revenues or operating cash flows in order to finance these activities internally. As a result, the Company intends to seek financing in order to fund its working capital and development needs. | |
The Company has been able to meet its short-term needs through private placements of convertible preferred securities, convertible notes and the sale and leaseback of analyzers used to report test results. The Company will continue to seek funding through the issuance of additional equity securities, debt financing, the sale and leaseback of analyzers, or a combination of these items. Any proceeds received from these items could provide the needed funds for continued operations and development programs. The Company can provide no assurance that it will be able to obtain sufficient additional financing that it needs to alleviate doubt about its ability to continue as a going concern. If the Company is able to obtain sufficient additional financing proceeds, the Company cannot be certain that this additional financing will be available on acceptable terms, if at all. To the extent the Company raises additional funds by issuing equity securities, the Company’s stockholders may experience significant dilution. Any debt financing, if available, may involve restrictive covenants that impact the Company’s ability to conduct business. The financial statements do not include any adjustments that might result from the outcome of this uncertainty. If the Company is unable to obtain additional financings, the impact on the Company’s operations will be material and adverse. | |
Notes_Payable
Notes Payable | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Debt Disclosure [Abstract] | ' | ||||||||
Notes Payable | ' | ||||||||
NOTE 4 NOTES PAYABLE | |||||||||
The Company purchased certain machinery and equipment under two note payable agreements which consist of the following as of September 30, 2014 and December 31, 2013: | |||||||||
September 30, | December 31, | ||||||||
2014 | 2013 | ||||||||
Note payable, 15.2% interest, monthly payments of | $ | 20,194 | $ | 29,259 | |||||
$1,328, due February 6, 2016, secured by | |||||||||
equipment. | |||||||||
Note payable, 10.0% interest, monthly payments of | 47,124 | 71,072 | |||||||
$3,161, due January 1, 2016, secured by | |||||||||
equipment. | |||||||||
Total notes payable | 67,318 | 100,331 | |||||||
Less: current portion of notes payable | (48,586 | ) | (44,601 | ) | |||||
Long term portion of notes payable | $ | 18,732 | $ | 55,730 | |||||
Notes_PayableRelated_Party
Notes Payable-Related Party | 9 Months Ended |
Sep. 30, 2014 | |
Related Party Transactions [Abstract] | ' |
Notes Payable - Related Party | ' |
NOTE 5 NOTES PAYABLE – RELATED PARTY | |
In July 2014, the Company entered into a note agreement for $500,000 with Spring Forth Investments, LLC a company owned by Mr. David Spafford, a director. The maturity date for the note is July 18, 2015. The note pays interest at an annual rate of 20% and shall be paid monthly. The Company may extend the due date of the note to July 18, 2016 by giving notice no later than April 18, 2015 and paying an extension fee of $10,000. The Company prepaid the last three months of interest for a total of $25,000 at the time of issuance of the note. As additional consideration for the note, the Company issued 4,000,000 Series D preferred stock units (which are separable into 4,000,000 shares of Series D preferred stock, 20,000 Class A warrants to purchase a share of common stock at $4.92 and 20,000 Class B warrants to purchase a share of common stock at $0.20) at a value of $100,000 or $0.025 per unit. The Series D preferred stock units were accounted as a debt discount to be amortized over the life of the note. As of September 30, 2014 the unamortized debt discount was $83,333. |
Preferred_Stock
Preferred Stock | 9 Months Ended |
Sep. 30, 2014 | |
Equity [Abstract] | ' |
Preferred Stock | ' |
NOTE 6 PREFERRED STOCK | |
During the nine months ended September 30, 2014 the Company issued 14,888,211 shares of Series C preferred stock for cash in the amount of $366,250 or $0.0246 per share. The shares of Series C preferred stock are convertible into shares of common stock at a ratio of 200:1, at the option of the holder at any time after issuance. The series C preferred stock will be automatically converted upon a qualified initial public offering, or upon the election of a majority of the outstanding shares. | |
During the nine months ended September 30, 2014 the Company sold 285,566,560 shares of Series D preferred stock units for gross proceeds in the amount of $7,139,164 or $0.025 per unit and after deducting offering costs and expenses, the Company received $6,203,636 in net proceeds. The preferred stock units are separable into 285,566,560 shares of Series D preferred stock, 1,427,832 Class A warrants to purchase a share of common stock at $4.92 and 1,427,832 Class B warrants to purchase a share of common stock at $0.20. The shares of Series D preferred stock are convertible into shares of common stock at a ratio of 200:1, at the option of the holder at any time after issuance. The Series D preferred stock will be automatically converted upon a qualified initial public offering, or upon the election of a majority of the outstanding shares. In conjunction with the offering an additional 7,200,000, 466,436 and 251,216 of Series D preferred stock warrants, Class A warrants and Class B warrants, respectively, were granted as part of the offering costs. | |
In July 2014, the Company converted notes payable in the amount of $400,000 plus $13,129 in accrued interest into 16,525,121 Series D preferred stock units at a conversion price of $0.025 per share. These units consist of 16,525,121 shares of Series D preferred stock, 82,625 Class A warrants to purchase a share of common stock at $4.92 and 82,625 Class B warrants to purchase a share of common stock at $0.20. The shares of Series D preferred stock are convertible into shares of common stock at a ratio of 200:1, at the option of the holder at any time after issuance. The conversion of the notes was pursuant to the terms of the notes that upon a qualified equity financing of at least $5 million the notes would be converted into shares of the equity securities at the price per share at which the equity securities were issued in the qualified equity financing. The sale of the Series D preferred stock units through July 2014 met this threshold and triggered the conversion. | |
In July 2014, as additional consideration for the issuance of a the Spring Forth Note (See NOTE 5 NOTES PAYABLE – RELATED PARTY) the Company issued 4,000,000 Series D preferred stock units (which are separable into 4,000,000 shares of Series D preferred stock, 20,000 Class A warrants to purchase a share of common stock at $4.92 and 20,000 Class B warrants to purchase a share of common stock at $0.20) at a value of $100,000 or $0.025 per unit. | |
In July 2014, Spring Forth Investments exercised its conversion option and converted 9,250,000 shares of Series A preferred stock valued at $1,480,000 or $0.16 per share into 46,250 shares of common stock. | |
The Series C and Series D preferred stock have a conversion price adjustment provision that in the event the Company sells shares of any additional stock, subject to certain exceptions, at a price per share less than the original issue price of the respective series preferred stock, the conversion price shall be adjusted to a price equal to the price paid per share for such additional stock. These conversion price adjustment provisions, and other relevant features of the preferred stock, were analyzed in accordance with the provisions of FASB ASC 815, “Derivatives and Hedging”. The Company evaluated the conversion price adjustment provision embedded in the preferred stock and other relevant features and determined, in accordance with the provisions of the referenced accounting guidance, that such conversion option or other relevant features do not meet the criteria requiring bifurcation as a derivative liability of these instruments. The characteristics of the common stock that is issuable upon a holder’s exercise of the conversion option embedded in the convertible preferred stock are deemed to be clearly and closely related to the characteristics of the preferred shares. Further, the Company determined the other relevant features of the preferred stock are clearly and closely related to the equity host and do not qualify for derivative accounting. | |
In July 2014, the Company filed a sixth amended and restated Certificate of Incorporation authorizing a modification to the number of authorized shares of common stock and Series D preferred stock. The number of common shares authorized was amended to 1,800,000,000 shares and the number of Series D preferred shares authorized was amended to 325,000,000 shares. In addition Hitachi Chemical Co., Ltd. was given the right to elect one director upon certain requirements and any amendment that would affect this right would require Hitachi’s consent. | |
Warrants
Warrants | 9 Months Ended | ||||||||||||
Sep. 30, 2014 | |||||||||||||
Temporary Equity Disclosure [Abstract] | ' | ||||||||||||
Warrants | ' | ||||||||||||
NOTE 7 WARRANTS | |||||||||||||
As of September 30, 2014, there were 4,178,782, 2,231,727 and 7,200,000 fully vested warrants outstanding to purchase shares of common stock, shares of Series A preferred stock and shares of Series D preferred stock, respectively. During the nine months ended September 30, 2014, a total of 3,904,362 warrants to purchase shares of common stock and 7,200,000 warrants to purchase shares of Series D preferred stock were granted. | |||||||||||||
Of the total warrants to purchase common stock granted during the nine months ended September 30, 2014; 2,855,664 Class A and Class B warrants to purchase common stock were issued as part of the sale for cash of the Series D preferred stock units (see NOTE 6 PREFERRED STOCK) that have an exercise price between $0.20 and $4.92 and expire between April 2021 and July 2021. | |||||||||||||
The remaining 1,048,698 common warrants, Class A warrants and Class B warrants to purchase common stock granted during the nine months ended September 30, 2014 were granted in conjunction with the issuance of certain convertible notes payable, consulting services and as financing fees. The warrants have an exercise price between $0.20 and $4.92 and expire between February 2021 and July 2021. The Company recorded an expense associated with the fair value of stock-based payments and uses the Black-Scholes option valuation model to calculate the fair value of stock-based payments at the date of grant. Warrant pricing models require the input of highly subjective assumptions, including the expected price volatility. For warrants granted, the Company used a variety of comparable and peer companies to determine the expected volatility. The Company believes that the use of peer company data fairly represents the expected volatility it would experience if the Company were actively publicly traded in the life sciences industry over the contractual term of the warrants. Changes in these assumptions can materially affect the fair value estimate. The Company determined that the value of the 1,048,698 common stock warrants granted was nominal due to the fair value of the Company’s common stock as of the grant date being nominal as a result of the priority provisions of the preferred stock. | |||||||||||||
Our Class A and Class B warrants to purchase common stock have a conversion price adjustment provision that falls within the scope of ASC 815. They are accounted for as liabilities and are recorded at fair value at each reporting date. The warrants had nominal value on the date of issuance and the subsequent reporting period and no liability was recorded. The liability was revalued at September 30, 2014 and the change in the fair value of the warrant liability was included as a component of Other income (expense). The change in fair value of the warrant liability has no effect on the Company’s cash flows. | |||||||||||||
The following summarizes the change in the value of the warrant liability: | |||||||||||||
Balance at December 31, 2013 | $ | - | |||||||||||
Issuance of warrants | - | ||||||||||||
Change in fair value of warrant liability | 13,900,400 | ||||||||||||
Balance at September 30, 2014 | $ | 13,900,400 | |||||||||||
The Company estimates the fair value of the warrants using the Black-Scholes option valuation model utilizing the fair value of underlying common stock. Black-Scholes has inherent limitations for use in the case of a warrant with a price protection provision, since the model is designed to be used when the inputs to the model are static throughout the life of a security. Management concluded, under the Company’s facts and circumstances, that the estimated fair values of the warrants using the Black-Scholes option-pricing model approximates, in all material respects, the values determined using a Monte Carlo valuation model. The estimates in the Black-Scholes option-pricing model and the Monte Carlo valuation model are based, in part, on assumptions, including but not limited to stock price volatility, the expected life of the warrants, the risk free rate and the fair value of the equity stock underlying the warrants. | |||||||||||||
The following is the weighted average of the assumptions used in calculating the fair value of the Class A and Class B warrants as of September 30, 2014 using the Black-Scholes method: | |||||||||||||
Fair Market Value | $ | 4.94 | |||||||||||
Exercise Price | $0.20 - $4.92 | ||||||||||||
Risk Free Rate | 2.2 | % | |||||||||||
Dividend Yield | 0 | % | |||||||||||
Expected Volatility | 50.27 | % | |||||||||||
Contractual Term | 6.75 years | ||||||||||||
In September 2014, certain warrants previously issued were amended to eliminate a clause that would cancel the warrant upon the completion of an IPO. The Company recorded an expense for the incremental fair value based on the difference between the fair value of the modified award and the fair value of the original award immediately before it was modified. The Company uses the Black-Scholes option valuation model to calculate the fair value of stock-based payments at the date of grant. Warrant pricing models require the input of highly subjective assumptions, including the expected price volatility. For warrants granted, the Company used a variety of comparable and peer companies to determine the expected volatility. The Company believes that the use of peer company data fairly represents the expected volatility it would experience if the Company were actively publicly traded in the life sciences industry over the contractual term of the warrants. Changes in these assumptions can materially affect the fair value estimate. The Company determined the incremental fair value of the warrants to be $25,061 which was expensed in the period as the warrants were fully vested. | |||||||||||||
The following is the weighted average of the assumptions used in calculating the fair value of the warrants modified in September 2014 using the Black-Scholes method: | |||||||||||||
Fair Market Value | $ | 4.94 | |||||||||||
Exercise Price | $ | 10 | |||||||||||
Risk Free Rate | 0.61 | % | |||||||||||
Dividend Yield | 0 | % | |||||||||||
Expected Volatility | 37.23 | % | |||||||||||
Contractual Term | 1.97 years | ||||||||||||
The following table summarizes the common stock warrant activity during the nine months ended September 30, 2014: | |||||||||||||
Weighted | |||||||||||||
Average | |||||||||||||
Weighted | Remainder | ||||||||||||
Common | Average | Contractual | |||||||||||
Stock | Exercise | Term in | |||||||||||
Warrants | Price | Years | |||||||||||
As of September 30, 2014: | |||||||||||||
Warrants Outstanding as of January 1, 2014 | 274,420 | $ | 7.08 | 4.2 | |||||||||
Granted | 3,904,362 | $ | 2.69 | 6.7 | |||||||||
Exercised | — | — | — | ||||||||||
Expired | — | — | — | ||||||||||
Warrants outstanding as of September 30, 2014 | 4,178,782 | $ | 2.98 | 6.2 | |||||||||
The following table summarizes the preferred A stock warrant activity during the nine months ended September 30, 2014: | |||||||||||||
Weighted | |||||||||||||
Average | |||||||||||||
Weighted | Remainder | ||||||||||||
Preferred | Average | Contractual | |||||||||||
Stock A | Exercise | Term in | |||||||||||
Warrants | Price | Years | |||||||||||
As of September 30, 2014: | |||||||||||||
Warrants Outstanding as of January 1, 2014 | 2,231,727 | $ | 0.16 | 3.1 | |||||||||
Granted | — | — | — | ||||||||||
Exercised | — | — | — | ||||||||||
Expired | — | — | — | ||||||||||
Warrants outstanding as of September 30, 2014 | 2,231,727 | $ | 0.16 | 3.1 | |||||||||
The following table summarizes the preferred D stock warrant activity during the nine months ended September 30, 2014: | |||||||||||||
Weighted | |||||||||||||
Average | |||||||||||||
Weighted | Remainder | ||||||||||||
Preferred | Average | Contractual | |||||||||||
Stock D | Exercise | Term in | |||||||||||
Warrants | Price | Years | |||||||||||
As of September 30, 2014: | |||||||||||||
Warrants Outstanding as of January 1, 2014 | — | — | — | ||||||||||
Granted | 7,200,000 | $ | 0.025 | 6.8 | |||||||||
Exercised | — | — | — | ||||||||||
Expired | — | — | — | ||||||||||
Warrants outstanding as of September 30, 2014 | 7,200,000 | $ | 0.025 | 6.8 | |||||||||
Employee_Stock_Options
Employee Stock Options | 9 Months Ended | ||||||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||||||
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ' | ||||||||||||||||||||
Employee Stock Options | ' | ||||||||||||||||||||
NOTE 8 EMPLOYEE STOCK OPTIONS | |||||||||||||||||||||
The Company has two stock based employee compensation plans pursuant to which stock option grants may be made. Under both the 2014 and the 2006 Stock Option Plan certain employees and non-employee directors have been granted options to purchase common stock. The Company has 578,750 employee stock options outstanding as of September 30, 2014. All options vest in installments over a four year period and expire ten years from the date of grant. | |||||||||||||||||||||
In September 2014, the Company completed a tender offer to eligible employees to exchange 103,250 employee stock options held by such employees under the 2006 Stock Option Plan for new options under the 2014 Stock Option Plan. The new options have an exercise price of $3.50 with all other terms the same as the original terms under the 2006 Option Plan. These transactions are accounted for under the provisions of FASB ASC 718 as a modification of a stock based compensation award and require the Company to record an expense for the incremental fair value based on the difference between the fair value of the modified award and the fair value of the original award immediately before it was modified. The Company uses the Black-Scholes option valuation model to calculate the fair value of stock-based payments at the date of grant. Option pricing models require the input of highly subjective assumptions, including the expected price volatility. For options modified, the Company used a variety of comparable and peer companies to determine the expected volatility. The Company believes that the use of peer company data fairly represents the expected volatility it would experience if the Company were actively publicly traded in the life sciences industry over the expected term of the options. The Company has no historical data regarding the expected life of the options and therefore used the simplified method of calculating the expected life. Changes in these assumptions can materially affect the fair value estimate. The Company determined the incremental fair value of the options to be $223,031 which was expensed in the period as the options are fully vested. | |||||||||||||||||||||
The following is the weighted average of the assumptions used in calculating the fair value of the options modified in September 2014 using the Black-Scholes method: | |||||||||||||||||||||
Fair Market Value | $ | 4.94 | |||||||||||||||||||
Exercise Price | $ | 3.5 | |||||||||||||||||||
Risk Free Rate | 1.06 | % | |||||||||||||||||||
Dividend Yield | 0 | % | |||||||||||||||||||
Expected Volatility | 46.31 | % | |||||||||||||||||||
Contractual Term | 2.74 years | ||||||||||||||||||||
The following table summarizes the Company’s total option activity for the nine months ended September 30, 2014: | |||||||||||||||||||||
Weighted | |||||||||||||||||||||
Average | |||||||||||||||||||||
Weighted | Remaining | ||||||||||||||||||||
Average | Contractual | ||||||||||||||||||||
Exercise | Term in | ||||||||||||||||||||
Options | Price | Years | |||||||||||||||||||
As of September 30, 2014: | |||||||||||||||||||||
Options outstanding as of January 1, 2014 | 115,750 | $ | 30.7 | 6.3 | |||||||||||||||||
Granted | 586,250 | $ | 2.2 | 10 | |||||||||||||||||
Exercised | — | — | — | ||||||||||||||||||
Cancelled | 123,250 | $ | 27.13 | 6.1 | |||||||||||||||||
Options outstanding as of September 30, 2014 | 578,750 | $ | 2.65 | 8.7 | |||||||||||||||||
Outstanding and exercisable stock options as of September 30, 2014 are as follows: | |||||||||||||||||||||
Options Outstanding | Options Exercisable | ||||||||||||||||||||
Number of | Remaining | Number of | |||||||||||||||||||
Options | Life | Exercise | Options | Exercise | |||||||||||||||||
Outstanding | (Years) | Price | Exercisable | Price | |||||||||||||||||
30-Sep-14 | 578,750 | 8.7 | $ | 2.65 | 110,667 | $ | 5.43 | ||||||||||||||
The estimated fair value of the Company stock options, less expected forfeitures, is amortized over the options vesting period on the straight-line basis. The Company recognized the following equity-based compensation expenses during the nine months ended September 30, 2014 and 2013: | |||||||||||||||||||||
Nine Months Ended September 30, | |||||||||||||||||||||
2014 | 2013 | ||||||||||||||||||||
Stock based compensation expense | $ | 242,696 | $ | 83,318 | |||||||||||||||||
As of September 30, 2014 and 2013, there were $154 and $47,591 of total unrecognized compensation cost with a remaining vesting period of 0.04 and 0.43 years, respectively. As of September 30, 2014, there was $148,560 in intrinsic value of outstanding and vested stock options. |
Fair_Value
Fair Value | 9 Months Ended | |
Sep. 30, 2014 | ||
Fair Value Disclosures [Abstract] | ' | |
Fair Value | ' | |
NOTE 9 FAIR VALUE | ||
FASB ASC 820 defines fair value, establishes a framework for measuring fair value under U.S. generally accepted accounting principles and enhances disclosures about fair value measurements. Fair value is defined under FASB ASC 820 as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value under FASB ASC 820 must maximize the use of observable inputs and minimize the use of unobservable inputs. The standard describes a fair value hierarchy based on three levels of inputs, with the first two inputs considered observable and the last input considered unobservable, that may be used to measure fair value as follows: | ||
· | Level one — Quoted market prices in active markets for identical assets or liabilities; | |
· | Level two — Inputs other than level one inputs that are either directly or indirectly observable; and | |
· | Level three — Unobservable inputs developed using estimates and assumptions, which are developed by the reporting entity and reflect those assumptions that a market participant would use. | |
Determining which category an asset or liability falls within the hierarchy requires significant judgment. The Company evaluates its hierarchy disclosures each quarter. The Company issued Class A and Class B warrants to purchase common stock as well as warrants to purchase Series D preferred stock. These warrants have a conversion price adjustment provision that in the event the Company sells shares of any additional stock, subject to certain exceptions, at a price per share less than the original issue price of the respective warrant, the conversion price shall be adjusted to a price equal to the price paid per share for such additional stock. The Company has determined that these warrants fall within the scope of ASC 815. The Company will account for them as liabilities and record them at fair value measured at the transaction date and again at each reporting period. The fair value of the warrants were determined using estimates and assumptions that are not readily available in public markets and the Company has designated this liability as Level 3. The assumptions used for the fair value calculation as well as the changes in the value of the warrant liability are shown in NOTE 7 WARRANTS. | ||
Legal_Proceedings
Legal Proceedings | 9 Months Ended |
Sep. 30, 2014 | |
Legal Proceedings [Abstract] | ' |
Legal Proceedings | ' |
NOTE 10 LEGAL PROCEEDINGS | |
We are not currently a party to any pending or threatened legal proceeding or regulatory or government investigations. We may become involved in litigation from time to time relating to claims arising in the ordinary course of our business. We do not believe that the ultimate resolution of such claims would have a material effect on our business, results of operations, financial condition or cash flows. However, the results of these matters cannot be predicted with certainty, and an unfavorable resolution of one or more of these matters could have a material effect on our business, results of operations, financial condition and cash flows. | |
Commitments
Commitments | 9 Months Ended |
Sep. 30, 2014 | |
Commitments And Contingencies Disclosure [Abstract] | ' |
Commitments | ' |
NOTE 11 COMMITMENTS | |
The Company entered into a second agreement in April 2014 for the sale-leaseback of molecular diagnostic analyzers. The agreement provided for the sale of 75 molecular diagnostic analyzers for a purchase price of $1,500,000, which are being leased back for thirty-six monthly payments of $64,665. At the end of the lease term, the lease shall automatically renew for twelve additional months at the current monthly rate unless the Company gives written notice 150 days prior to the end of the lease. If timely notice is given the Company shall have the opportunity to: 1) repurchase the analyzers for a negotiated purchase price, not to exceed forty percent of their original cost; or 2) terminate the lease, return the property and enter into a new lease with new property that replaces the property of the old lease. Both the Company and the lessor shall have the right to reject any terms of option 1 or 2 and if rejected, the 12 month extension shall apply. The agreement has a rewrite clause wherein the leasing company agrees to use its commercially best efforts to rewrite the lease agreement at more favorable terms when the Company raises sufficient capital to cover current and future expenses for a minimum of 12 months. The Company’s obligations under the lease agreement are secured by a $500,000 letter of credit. The Letter of Credit was issued by a bank at the behest of a non-profit foundation and Spring Forth Investments LLC both of which are related parties through Mr. David Spafford, a director of the Company. The Company is obligated to reimburse the non-profit foundation and Spring Forth Investments LLC for any draws made under the Letter of Credit. The lease agreement is also secured by personal guarantees from Mr. Ryan Ashton, the Chief Executive Officer of the Company, and Mr. Spafford. The lease is accounted for as a capital lease sale-leaseback transaction in accordance with ASC 840, “Leases”. | |
The Company entered into a second Financial Advisory Agency Agreement with Rona Capital LLC effective in June 2014, wherein Rona Capital will provide the Company with financial advisory services related to the Company’s ongoing financing activities. The Company will pay Rona Capital LLC $15,000 per month and an additional cash amount of $100,000 that will be paid upon the closing of the initial public offering. The Company has also agreed to issue warrants to Rona Capital to purchase shares of the Company’s common stock such that Rona Capital shall own 1% of the Company’s outstanding equity that vest upon continued service to the Company as a consultant or employee. These terms were fulfilled subsequent to the IPO. |
Subsequent_Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2014 | |
Subsequent Events [Abstract] | ' |
Subsequent Events | ' |
GREAT BASIN SCIENTIFIC, INC. | |
Notes to Condensed Financial Statements (Unaudited) | |
NOTE 12 SUBSEQUENT EVENTS | |
On October 8, 2014, the Company completed its IPO, whereby the Company sold 1,150,000 shares of its common stock and 1,150,000 Series A Warrants, which were sold in combinations of one share of common stock and one Series A Warrant at a public offering price of $7.00 per share. Each Series A Warrant is exercisable for one share of common stock and one Series B Warrant. In addition, the underwriter exercised its option to purchase 172,500 Series A Warrants. The shares began trading on the NASDAQ Capital Market on October 9, 2014. The aggregate net proceeds received by the Company from the offering were approximately $6.4 million, after deducting underwriting discounts and commissions and other estimated offering expenses payable by the Company. Upon the closing of the IPO, all outstanding shares of convertible preferred stock converted into 3,616,702 shares of common stock and warrants exercisable for preferred stock converted into 47,158 warrants for common stock. | |
In October 2014, the Company, in connection with the IPO, issued to the underwriters warrants exercisable for up to 57,500 shares of the Company’s common stock with an exercise price of $8.75. The warrants are not exercisable prior to October 2015 and will expire in October 2019. | |
In October 2014, Class B Warrants were exercised for 150,000 shares of common stock for proceeds in the amount of $30,000 or $0.20 per share. | |
In October 2014, the Company issued 17,500 non-qualified stock options under the Company’s 2014 Omnibus Incentive Plan to each Non-Employee Director. A total of 52,500 options were issued with an exercise price of $7.00 per share that vest quarterly over three years and expire in October 2024. | |
In October 2014, the Company named Jeffrey A. Rona as Chief Financial Officer of the Company. As part of his hiring, Mr. Rona was granted 50,784 stock options under the Company’s 2014 Omnibus Incentive Plan with an exercise price of $7.00 per share that vest 25% immediately and the remaining 75% over a three year period and expire in October 2024. | |
In October 2014, the Company filed a seventh amended and restated Certificate of Incorporation which among other things made a modification to the number of authorized shares of common stock and preferred stock. The number of common shares authorized was amended to 50,000,000 shares and the number of preferred shares authorized was amended to 5,000,000 shares. The amendment also eliminates all classes of preferred stock. | |
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2014 | |
Accounting Policies [Abstract] | ' |
Basis of Presentation | ' |
Basis of Presentation | |
These condensed unaudited financial statements have been prepared to reflect the financial position, results of operations and cash flows of the Company as of September 30, 2014 and have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information. The accompanying condensed financial statements and notes are unaudited. In management’s opinion, the unaudited interim financial statements have been prepared on the same basis as the audited financial statements and include all adjustments, which include only normal recurring adjustments, necessary for the fair presentation of the Company’s financial position as of September 30, 2014 and its results of operations and cash flows for the nine months ended September 30, 2014 and 2013. The results for the nine months ended September 30, 2014 are not necessarily indicative of the results expected for the full fiscal year or any other interim period. | |
Loss Per Common Share | ' |
Loss per Common Share | |
Basic loss per share (“EPS”) is computed by dividing net loss (the numerator) by the weighted average number of common shares outstanding for the period (the denominator). Diluted EPS is computed by dividing net loss by the weighted average number of common shares and potential common shares outstanding (if dilutive) during each period. Potential common shares include convertible preferred stock, stock options and warrants. The number of potential common shares outstanding is computed using the treasury stock method. | |
As the Company has incurred losses for the nine months ended September 30, 2014 and 2013, the potentially dilutive shares are anti-dilutive and are thus not added into the loss per share calculations. As of September 30, 2014 and 2013, there were 8,141,418 and 2,082,111 potentially dilutive shares, respectively. | |
Reverse Stock Split | ' |
Reverse Stock Split | |
On September 5, 2014, the Company effected a reverse stock split of the Company’s common stock whereby each two hundred shares of common stock was replaced with one share of common stock (with no fractional shares issued). The par value and authorized shares of the common stock were not adjusted as a result of the reverse stock split. All common share, options, warrants and per share amounts for all periods presented in these financial statements have been adjusted retroactively to reflect the reverse stock split. The convertible preferred stock was not included in the reverse stock split and the outstanding amounts have not been adjusted. However, the conversion ratio was adjusted as a result of the reverse stock split such that upon conversion, each two hundred shares of preferred stock will be converted into one share of common stock. | |
New Accounting Pronouncements | ' |
New Accounting Pronouncements | |
From time to time, new accounting pronouncements are issued by the FASB that are adopted by the Company as of the specified effective date. If not discussed, management believes that the impact of recently issued standards, which are not yet effective, will not have a material impact on the Company’s financial statements upon adoption. | |
In May 2014, the Financial Accounting Standards Board issued accounting guidance on revenue recognition. The amended guidance will enhance the comparability of revenue recognition practices and will be applied to all contracts with customers. Improved disclosures related to the nature, amount, timing, and uncertainty of revenue that is recognized are requirements under the amended guidance. This guidance will be effective for fiscal 2017 and will be required to be applied retrospectively. We are currently assessing the impact that this guidance will have on our financial statements at this time. |
Notes_Payable_Tables
Notes Payable (Tables) | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Debt Disclosure [Abstract] | ' | ||||||||
Summary of Purchased Certain Machinery and Equipment under Two Note Payable Agreements | ' | ||||||||
The Company purchased certain machinery and equipment under two note payable agreements which consist of the following as of September 30, 2014 and December 31, 2013: | |||||||||
September 30, | December 31, | ||||||||
2014 | 2013 | ||||||||
Note payable, 15.2% interest, monthly payments of | $ | 20,194 | $ | 29,259 | |||||
$1,328, due February 6, 2016, secured by | |||||||||
equipment. | |||||||||
Note payable, 10.0% interest, monthly payments of | 47,124 | 71,072 | |||||||
$3,161, due January 1, 2016, secured by | |||||||||
equipment. | |||||||||
Total notes payable | 67,318 | 100,331 | |||||||
Less: current portion of notes payable | (48,586 | ) | (44,601 | ) | |||||
Long term portion of notes payable | $ | 18,732 | $ | 55,730 | |||||
Warrants_Tables
Warrants (Tables) | 9 Months Ended | ||||||||||||
Sep. 30, 2014 | |||||||||||||
Class Of Warrant Or Right [Line Items] | ' | ||||||||||||
Summary of Change in the Value of the Warrant Liability | ' | ||||||||||||
The following summarizes the change in the value of the warrant liability: | |||||||||||||
Balance at December 31, 2013 | $ | - | |||||||||||
Issuance of warrants | - | ||||||||||||
Change in fair value of warrant liability | 13,900,400 | ||||||||||||
Balance at September 30, 2014 | $ | 13,900,400 | |||||||||||
Summary of Stock Warrant Activity | ' | ||||||||||||
The following table summarizes the Company’s total option activity for the nine months ended September 30, 2014: | |||||||||||||
Weighted | |||||||||||||
Average | |||||||||||||
Weighted | Remaining | ||||||||||||
Average | Contractual | ||||||||||||
Exercise | Term in | ||||||||||||
Options | Price | Years | |||||||||||
As of September 30, 2014: | |||||||||||||
Options outstanding as of January 1, 2014 | 115,750 | $ | 30.7 | 6.3 | |||||||||
Granted | 586,250 | $ | 2.2 | 10 | |||||||||
Exercised | — | — | — | ||||||||||
Cancelled | 123,250 | $ | 27.13 | 6.1 | |||||||||
Options outstanding as of September 30, 2014 | 578,750 | $ | 2.65 | 8.7 | |||||||||
Common Class A And B | ' | ||||||||||||
Class Of Warrant Or Right [Line Items] | ' | ||||||||||||
Assumptions used in Calculating Fair Value of Warrants Granted | ' | ||||||||||||
The following is the weighted average of the assumptions used in calculating the fair value of the Class A and Class B warrants as of September 30, 2014 using the Black-Scholes method: | |||||||||||||
Fair Market Value | $ | 4.94 | |||||||||||
Exercise Price | $0.20 - $4.92 | ||||||||||||
Risk Free Rate | 2.2 | % | |||||||||||
Dividend Yield | 0 | % | |||||||||||
Expected Volatility | 50.27 | % | |||||||||||
Contractual Term | 6.75 years | ||||||||||||
Warrant | ' | ||||||||||||
Class Of Warrant Or Right [Line Items] | ' | ||||||||||||
Assumptions used in Calculating Fair Value of Warrants Granted | ' | ||||||||||||
The following is the weighted average of the assumptions used in calculating the fair value of the warrants modified in September 2014 using the Black-Scholes method: | |||||||||||||
Fair Market Value | $ | 4.94 | |||||||||||
Exercise Price | $ | 10 | |||||||||||
Risk Free Rate | 0.61 | % | |||||||||||
Dividend Yield | 0 | % | |||||||||||
Expected Volatility | 37.23 | % | |||||||||||
Contractual Term | 1.97 years | ||||||||||||
Common Stock Warrants | ' | ||||||||||||
Class Of Warrant Or Right [Line Items] | ' | ||||||||||||
Summary of Stock Warrant Activity | ' | ||||||||||||
The following table summarizes the common stock warrant activity during the nine months ended September 30, 2014: | |||||||||||||
Weighted | |||||||||||||
Average | |||||||||||||
Weighted | Remainder | ||||||||||||
Common | Average | Contractual | |||||||||||
Stock | Exercise | Term in | |||||||||||
Warrants | Price | Years | |||||||||||
As of September 30, 2014: | |||||||||||||
Warrants Outstanding as of January 1, 2014 | 274,420 | $ | 7.08 | 4.2 | |||||||||
Granted | 3,904,362 | $ | 2.69 | 6.7 | |||||||||
Exercised | — | — | — | ||||||||||
Expired | — | — | — | ||||||||||
Warrants outstanding as of September 30, 2014 | 4,178,782 | $ | 2.98 | 6.2 | |||||||||
Preferred A Stock Warrants | ' | ||||||||||||
Class Of Warrant Or Right [Line Items] | ' | ||||||||||||
Summary of Stock Warrant Activity | ' | ||||||||||||
The following table summarizes the preferred A stock warrant activity during the nine months ended September 30, 2014: | |||||||||||||
Weighted | |||||||||||||
Average | |||||||||||||
Weighted | Remainder | ||||||||||||
Preferred | Average | Contractual | |||||||||||
Stock A | Exercise | Term in | |||||||||||
Warrants | Price | Years | |||||||||||
As of September 30, 2014: | |||||||||||||
Warrants Outstanding as of January 1, 2014 | 2,231,727 | $ | 0.16 | 3.1 | |||||||||
Granted | — | — | — | ||||||||||
Exercised | — | — | — | ||||||||||
Expired | — | — | — | ||||||||||
Warrants outstanding as of September 30, 2014 | 2,231,727 | $ | 0.16 | 3.1 | |||||||||
Preferred D Stock Warrants | ' | ||||||||||||
Class Of Warrant Or Right [Line Items] | ' | ||||||||||||
Summary of Stock Warrant Activity | ' | ||||||||||||
The following table summarizes the preferred D stock warrant activity during the nine months ended September 30, 2014: | |||||||||||||
Weighted | |||||||||||||
Average | |||||||||||||
Weighted | Remainder | ||||||||||||
Preferred | Average | Contractual | |||||||||||
Stock D | Exercise | Term in | |||||||||||
Warrants | Price | Years | |||||||||||
As of September 30, 2014: | |||||||||||||
Warrants Outstanding as of January 1, 2014 | — | — | — | ||||||||||
Granted | 7,200,000 | $ | 0.025 | 6.8 | |||||||||
Exercised | — | — | — | ||||||||||
Expired | — | — | — | ||||||||||
Warrants outstanding as of September 30, 2014 | 7,200,000 | $ | 0.025 | 6.8 | |||||||||
Employee_Stock_Options_Tables
Employee Stock Options (Tables) | 9 Months Ended | ||||||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||||||
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ' | ||||||||||||||||||||
Schedule of Assumptions Used in Calculation of Fair Value of the Options Exchanged | ' | ||||||||||||||||||||
The following is the weighted average of the assumptions used in calculating the fair value of the options modified in September 2014 using the Black-Scholes method: | |||||||||||||||||||||
Fair Market Value | $ | 4.94 | |||||||||||||||||||
Exercise Price | $ | 3.5 | |||||||||||||||||||
Risk Free Rate | 1.06 | % | |||||||||||||||||||
Dividend Yield | 0 | % | |||||||||||||||||||
Expected Volatility | 46.31 | % | |||||||||||||||||||
Contractual Term | 2.74 years | ||||||||||||||||||||
Summary of Stock Warrant Activity | ' | ||||||||||||||||||||
The following table summarizes the Company’s total option activity for the nine months ended September 30, 2014: | |||||||||||||||||||||
Weighted | |||||||||||||||||||||
Average | |||||||||||||||||||||
Weighted | Remaining | ||||||||||||||||||||
Average | Contractual | ||||||||||||||||||||
Exercise | Term in | ||||||||||||||||||||
Options | Price | Years | |||||||||||||||||||
As of September 30, 2014: | |||||||||||||||||||||
Options outstanding as of January 1, 2014 | 115,750 | $ | 30.7 | 6.3 | |||||||||||||||||
Granted | 586,250 | $ | 2.2 | 10 | |||||||||||||||||
Exercised | — | — | — | ||||||||||||||||||
Cancelled | 123,250 | $ | 27.13 | 6.1 | |||||||||||||||||
Options outstanding as of September 30, 2014 | 578,750 | $ | 2.65 | 8.7 | |||||||||||||||||
Summary of Stock Options Outstanding and Exercisable | ' | ||||||||||||||||||||
Outstanding and exercisable stock options as of September 30, 2014 are as follows: | |||||||||||||||||||||
Options Outstanding | Options Exercisable | ||||||||||||||||||||
Number of | Remaining | Number of | |||||||||||||||||||
Options | Life | Exercise | Options | Exercise | |||||||||||||||||
Outstanding | (Years) | Price | Exercisable | Price | |||||||||||||||||
30-Sep-14 | 578,750 | 8.7 | $ | 2.65 | 110,667 | $ | 5.43 | ||||||||||||||
Schedule of Equity-Based Compensation Expenses | ' | ||||||||||||||||||||
The estimated fair value of the Company stock options, less expected forfeitures, is amortized over the options vesting period on the straight-line basis. The Company recognized the following equity-based compensation expenses during the nine months ended September 30, 2014 and 2013: | |||||||||||||||||||||
Nine Months Ended September 30, | |||||||||||||||||||||
2014 | 2013 | ||||||||||||||||||||
Stock based compensation expense | $ | 242,696 | $ | 83,318 | |||||||||||||||||
Description_of_Business_Additi
Description of Business - Additional Information (Details) | 9 Months Ended |
Sep. 30, 2014 | |
Description Of Business [Line Items] | ' |
Date of incorporation | 27-Jun-03 |
Nevada Corporation | ' |
Description Of Business [Line Items] | ' |
Date of merger | 29-Aug-08 |
Summary_of_Significant_Account2
Summary of Significant Accounting Policies - Additional Information (Details) | 9 Months Ended | |
Sep. 30, 2014 | Sep. 30, 2013 | |
Accounting Policies [Abstract] | ' | ' |
Dilutive shares excluded from computation of earnings per share | 8,141,418 | 2,082,111 |
Reverse stock split ratio | 0.005 | ' |
Going_Concern_Additional_Infor
Going Concern - Additional Information (Details) (USD $) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2013 | |
Liquidity Disclosure Going Concern [Abstract] | ' | ' | ' | ' | ' |
Net loss | ($17,248,524) | ($2,428,417) | ($23,230,902) | ($6,750,136) | ($9,561,280) |
Accumulated deficit | ($65,507,780) | ' | ($65,507,780) | ' | ($42,276,878) |
Notes_Payable_Summary_of_Purch
Notes Payable - Summary of Purchased Certain Machinery and Equipment under Two Note Payable Agreements (Details) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
Debt Instrument [Line Items] | ' | ' |
Total notes payable | $67,318 | $100,331 |
Less: current portion of notes payable | -48,586 | -44,601 |
Notes payable, net of current portion | 18,732 | 55,730 |
Note Payable, 15.2% Interest | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Total notes payable | 20,194 | 29,259 |
Note Payable, 10.0% Interest | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Total notes payable | $47,124 | $71,072 |
Notes_Payable_Summary_of_Purch1
Notes Payable - Summary of Purchased Certain Machinery and Equipment under Two Note Payable Agreements (Parentheticals) (Details) (USD $) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2014 | Dec. 31, 2013 | |
Note Payable, 15.2% Interest | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Notes payable, interest rate | 15.20% | 15.20% |
Notes payable, monthly payments | $1,328 | $1,328 |
Notes payable, due date | 6-Feb-16 | 6-Feb-16 |
Note Payable, 10.0% Interest | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Notes payable, interest rate | 10.00% | 10.00% |
Notes payable, monthly payments | $3,161 | $3,161 |
Notes payable, due date | 1-Jan-16 | 1-Jan-16 |
Notes_Payable_Related_Party_Ad
Notes Payable - Related Party - Additional Information (Details) (USD $) | 1 Months Ended | |
Jul. 31, 2014 | Sep. 30, 2014 | |
Related Party Transaction [Line Items] | ' | ' |
Preferred units issued as consideration, price per share | $0.03 | ' |
Notes payable - related party, discount | ' | $83,333 |
Notes Payable To Related Party | ' | ' |
Related Party Transaction [Line Items] | ' | ' |
Note agreement amount | 500,000 | ' |
Notes payable, interest rate | 20.00% | ' |
Note maturity date description | 'The Company may extend the due date of the note to July 18, 2016 by giving notice no later than April 18, 2015 | ' |
Note extension fee amount | 10,000 | ' |
Notes, maturity date | 18-Jul-15 | ' |
Prepaid interest | 25,000 | ' |
Number of preferred units issued as consideration | 4,000,000 | ' |
Value of preferred units issued as consideration | 100,000 | ' |
Preferred units issued as consideration, series D preferred shares | 4,000,000 | ' |
Preferred units issued as consideration, price per share | $0.03 | ' |
Notes payable - related party, discount | ' | $83,333 |
Notes Payable To Related Party | Class A Warrant | ' | ' |
Related Party Transaction [Line Items] | ' | ' |
Preferred units issued as consideration, warrants | 20,000 | ' |
Preferred units issued as consideration, warrants price per share | $4.92 | ' |
Notes Payable To Related Party | Class B Warrant | ' | ' |
Related Party Transaction [Line Items] | ' | ' |
Preferred units issued as consideration, warrants | 20,000 | ' |
Preferred units issued as consideration, warrants price per share | $0.20 | ' |
Preferred_Stock_Additional_Inf
Preferred Stock - Additional Information (Details) (USD $) | 1 Months Ended | 9 Months Ended | |
Jul. 31, 2014 | Sep. 30, 2014 | Dec. 31, 2013 | |
Class Of Stock [Line Items] | ' | ' | ' |
Preferred units issued as consideration, price per share | $0.03 | ' | ' |
Conversion of preferred stock to common stock | ' | $1,480,000 | ' |
Common stock, shares authorized | ' | 1,800,000,000 | 375,000,000 |
Class A Warrant | ' | ' | ' |
Class Of Stock [Line Items] | ' | ' | ' |
Warrants granted as part of offering costs | ' | 466,436 | ' |
Class B Warrant | ' | ' | ' |
Class Of Stock [Line Items] | ' | ' | ' |
Warrants granted as part of offering costs | ' | 251,216 | ' |
Series D Preferred Stock Warrant | ' | ' | ' |
Class Of Stock [Line Items] | ' | ' | ' |
Warrants granted as part of offering costs | ' | 7,200,000 | ' |
Series A Warrant | ' | ' | ' |
Class Of Stock [Line Items] | ' | ' | ' |
Preferred units issued as consideration, warrants price per share | ' | $4.92 | ' |
Series B Warrant | ' | ' | ' |
Class Of Stock [Line Items] | ' | ' | ' |
Preferred units issued as consideration, warrants price per share | ' | $0.20 | ' |
Convertible Notes Payable | ' | ' | ' |
Class Of Stock [Line Items] | ' | ' | ' |
Conversion of notes payable to preferred stock | 400,000 | ' | ' |
Conversion of notes payable to preferred stock, accrued interest | 13,129 | ' | ' |
Notes qualified for equity financing | ' | 5,000,000 | ' |
Number of preferred units issued as consideration | 4,000,000 | ' | ' |
Preferred units issued as consideration, series D preferred shares | 4,000,000 | ' | ' |
Value of preferred units issued as consideration | 100,000 | ' | ' |
Convertible Notes Payable | Class A Warrant | ' | ' | ' |
Class Of Stock [Line Items] | ' | ' | ' |
Warrants issued to purchase comment stock | 82,625 | ' | ' |
Preferred units issued as consideration, warrants price per share | $4.92 | ' | ' |
Preferred units issued as consideration, warrants | 20,000 | ' | ' |
Convertible Notes Payable | Class B Warrant | ' | ' | ' |
Class Of Stock [Line Items] | ' | ' | ' |
Warrants issued to purchase comment stock | 82,625 | ' | ' |
Preferred units issued as consideration, warrants price per share | $0.20 | ' | ' |
Preferred units issued as consideration, warrants | 20,000 | ' | ' |
Series C Convertible Preferred Stock | ' | ' | ' |
Class Of Stock [Line Items] | ' | ' | ' |
Preferred stock, shares issued | ' | 14,888,211 | ' |
Proceeds from issuance of convertible preferred stock value | ' | 366,250 | ' |
Preferred shares issued, price per share | ' | $0.02 | ' |
Conversion of preferred stock to common stock, conversion ratio | ' | 200 | ' |
Series C Convertible Preferred Stock | Convertible Preferred Stock | ' | ' | ' |
Class Of Stock [Line Items] | ' | ' | ' |
Preferred stock, shares authorized | ' | 165,877,435 | 210,000,000 |
Series D Convertible Preferred Stock | ' | ' | ' |
Class Of Stock [Line Items] | ' | ' | ' |
Preferred stock, shares issued | ' | 285,566,560 | ' |
Proceeds from issuance of convertible preferred stock value | ' | 6,203,636 | ' |
Conversion of preferred stock to common stock, conversion ratio | 200 | 200 | ' |
Gross proceeds from issuance of convertible preferred stock value | ' | 7,139,164 | ' |
Preferred units issued, conversion price | $0.03 | ' | ' |
Series D Convertible Preferred Stock | Convertible Preferred Stock | ' | ' | ' |
Class Of Stock [Line Items] | ' | ' | ' |
Preferred stock, shares authorized | ' | 325,000,000 | 0 |
Series D Convertible Preferred Stock | Class A Warrant | ' | ' | ' |
Class Of Stock [Line Items] | ' | ' | ' |
Warrants issued to purchase comment stock | ' | 1,427,832 | ' |
Series D Convertible Preferred Stock | Class B Warrant | ' | ' | ' |
Class Of Stock [Line Items] | ' | ' | ' |
Warrants issued to purchase comment stock | ' | 1,427,832 | ' |
Series D Convertible Preferred Stock | Convertible Notes Payable | ' | ' | ' |
Class Of Stock [Line Items] | ' | ' | ' |
Preferred units issued up on conversion of notes payable | 16,525,121 | ' | ' |
Series A Convertible Preferred Stock | ' | ' | ' |
Class Of Stock [Line Items] | ' | ' | ' |
Conversion of preferred stock to common stock | ' | $1,480,000 | ' |
Conversion of stock, shares converted | ' | 9,250,000 | ' |
Conversion of preferred stock to common stock | ' | 46,250 | ' |
Preferred stock, stated value per share | ' | $0.16 | ' |
Series A Convertible Preferred Stock | Convertible Preferred Stock | ' | ' | ' |
Class Of Stock [Line Items] | ' | ' | ' |
Preferred stock, shares authorized | ' | 119,987,898 | 125,000,000 |
Warrants_Additional_Informatio
Warrants - Additional Information (Details) (USD $) | 1 Months Ended | 3 Months Ended | 9 Months Ended | 9 Months Ended | 9 Months Ended | 9 Months Ended | ||||||||||
Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | |
Common Stock Warrants | Common Stock Warrants | Preferred A Stock Warrants | Preferred A Stock Warrants | Preferred D Stock Warrants | Preferred D Stock Warrants | Class A and Class B warrants | Class A and Class B warrants | Class A and Class B warrants | Warrants Issued Convertible Notes Payable | Warrants Issued Convertible Notes Payable | Warrants Issued Convertible Notes Payable | Warrant | ||||
Minimum | Maximum | Minimum | Maximum | |||||||||||||
Class Of Warrant Or Right [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Warrants outstanding | ' | ' | ' | 4,178,782 | 274,420 | 2,231,727 | 2,231,727 | 7,200,000 | 0 | ' | ' | ' | ' | ' | ' | ' |
Warrants granted | ' | ' | ' | 3,904,362 | ' | 0 | ' | 7,200,000 | ' | 2,855,664 | ' | ' | ' | ' | ' | ' |
Preferred units issued as consideration, warrants price per share | ' | ' | ' | $2.98 | $7.08 | $0.16 | $0.16 | $0.03 | $0 | ' | $0.20 | $4.92 | ' | $0.20 | $4.92 | ' |
Warrants expire period | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '2021-04 | '2021-06 | ' | '2021-02 | '2021-07 | ' |
Common stock warrants granted with nominal value | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,048,698 | ' | ' | ' |
Fair value of liability | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $0 |
Fair value of warrant expensed | $25,061 | $13,900,400 | $13,900,400 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Warrants_Summary_of_Change_in_
Warrants - Summary of Change in the Value of the Warrant Liability (Details) (USD $) | 1 Months Ended | 3 Months Ended | 9 Months Ended |
Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | |
Warrants And Rights Note Disclosure [Abstract] | ' | ' | ' |
Balance at December 31, 2013 | ' | ' | $0 |
Issuance of warrants | ' | ' | 0 |
Change in fair value measurement | 25,061 | 13,900,400 | 13,900,400 |
Balance at September 30, 2014 | $13,900,400 | $13,900,400 | $13,900,400 |
Warrants_BlackScholesMerton_Op
Warrants - Black-Scholes-Merton Option Pricing Model (Details) (USD $) | 9 Months Ended |
Sep. 30, 2014 | |
Class A and Class B warrants | ' |
Class Of Warrant Or Right [Line Items] | ' |
Fair Market Value | $4.94 |
Risk Free Rate | 2.20% |
Dividend Yield | 0.00% |
Expected Volatility | 50.27% |
Contractual Term | '6 years 9 months |
Class A and Class B warrants | Minimum | ' |
Class Of Warrant Or Right [Line Items] | ' |
Exercise Price | $0.20 |
Class A and Class B warrants | Maximum | ' |
Class Of Warrant Or Right [Line Items] | ' |
Exercise Price | $4.92 |
Warrant | ' |
Class Of Warrant Or Right [Line Items] | ' |
Fair Market Value | $4.94 |
Exercise Price | $10 |
Risk Free Rate | 0.61% |
Dividend Yield | 0.00% |
Expected Volatility | 37.23% |
Contractual Term | '1 year 11 months 19 days |
Warrants_Common_Stock_Warrants
Warrants - Common Stock Warrants Activity (Details) (Common Stock Warrants, USD $) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2014 | Dec. 31, 2013 | |
Common Stock Warrants | ' | ' |
Class Of Warrant Or Right [Line Items] | ' | ' |
Warrants, Beginning Balance | 274,420 | ' |
Warrants Granted | 3,904,362 | ' |
Warrants Exercised | 0 | ' |
Warrants Expired | 0 | ' |
Warrants, Ending Balance | 4,178,782 | 274,420 |
Weighted Average Exercise Price, Warrants Outstanding Beginning Balance | $7.08 | ' |
Weighted Average Exercise Price,Granted | $2.69 | ' |
Weighted Average Exercise Price, Exercised | $0 | ' |
Weighted Average Exercise Price, Expired | $0 | ' |
Weighted Average Exercise Price, Warrants Outstanding Ending Balance | $2.98 | $7.08 |
Weighted Average Remainder Contractual Term in Years, Warrants Outstanding | '6 years 4 months 24 days | '4 years 2 months 12 days |
Warrants Weighted Average Remainder Contractual Terms Granted | '6 years 10 months 24 days | ' |
Weighted Average Remainder Contractual Term in Years, Exercised | '0 years | ' |
Weighted Average Remainder Contractual Term in Years, Expired | '0 years | ' |
Warrants_Preferred_A_Stock_War
Warrants - Preferred A Stock Warrants Activity (Details) (Preferred A Stock Warrants, USD $) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2014 | Dec. 31, 2013 | |
Preferred A Stock Warrants | ' | ' |
Class Of Warrant Or Right [Line Items] | ' | ' |
Warrants, Beginning Balance | 2,231,727 | ' |
Warrants Granted | 0 | ' |
Warrants Exercised | 0 | ' |
Warrants Expired | 0 | ' |
Warrants, Ending Balance | 2,231,727 | 2,231,727 |
Weighted Average Exercise Price, Warrants Outstanding Beginning Balance | $0.16 | ' |
Weighted Average Exercise Price,Granted | $0 | ' |
Weighted Average Exercise Price, Exercised | $0 | ' |
Weighted Average Exercise Price, Expired | $0 | ' |
Weighted Average Exercise Price, Warrants Outstanding Ending Balance | $0.16 | $0.16 |
Weighted Average Remainder Contractual Term in Years, Warrants Outstanding | '2 years 7 months 6 days | '3 years 1 month 6 days |
Warrants Weighted Average Remainder Contractual Terms Granted | '0 years | ' |
Weighted Average Remainder Contractual Term in Years, Exercised | '0 years | ' |
Weighted Average Remainder Contractual Term in Years, Expired | '0 years | ' |
Warrants_Preferred_D_Stock_War
Warrants - Preferred D Stock Warrants Activity (Details) (Preferred D Stock Warrants, USD $) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2014 | Dec. 31, 2013 | |
Preferred D Stock Warrants | ' | ' |
Class Of Warrant Or Right [Line Items] | ' | ' |
Warrants, Beginning Balance | 0 | ' |
Warrants Granted | 7,200,000 | ' |
Warrants Exercised | 0 | ' |
Warrants Expired | 0 | ' |
Warrants, Ending Balance | 7,200,000 | 0 |
Weighted Average Exercise Price, Warrants Outstanding Beginning Balance | $0 | ' |
Weighted Average Exercise Price,Granted | $0.03 | ' |
Weighted Average Exercise Price, Exercised | $0 | ' |
Weighted Average Exercise Price, Expired | $0 | ' |
Weighted Average Exercise Price, Warrants Outstanding Ending Balance | $0.03 | $0 |
Weighted Average Remainder Contractual Term in Years, Warrants Outstanding | '6 years 9 months 18 days | '0 years |
Warrants Weighted Average Remainder Contractual Terms Granted | '6 years 9 months 18 days | ' |
Weighted Average Remainder Contractual Term in Years, Exercised | '0 years | ' |
Weighted Average Remainder Contractual Term in Years, Expired | '0 years | ' |
Employee_Stock_Options_Additio
Employee Stock Options - Additional Information (Details) (USD $) | 9 Months Ended | 1 Months Ended | 9 Months Ended | ||
Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2013 | Sep. 30, 2014 | Sep. 30, 2014 | |
Employee Stock Option | Employee Stock Option | ||||
CompensationPlans | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ' | ' | ' | ' | ' |
Number of stock options, outstanding | 578,750 | ' | 115,750 | 578,750 | 578,750 |
Stock options, vesting period | ' | ' | ' | ' | '4 years |
Stock options, maturity period | ' | ' | ' | ' | '10 years |
Number of stock based compensation plans | ' | ' | ' | ' | 2 |
Number of stock options, outstanding | ' | ' | ' | 103,250 | ' |
Exercise price | $0 | ' | ' | $3.50 | ' |
Incremental fair value | ' | ' | ' | $223,031 | ' |
Unrecognized compensation cost related to stock option | 154 | 47,591 | ' | ' | ' |
Remaining vesting period of stock option | '15 days | '5 months 5 days | ' | ' | ' |
Aggregate intrinsic value of outstanding options | $148,560 | $148,560 | ' | ' | ' |
Employee_Stock_Options_Schedul
Employee Stock Options - Schedule of Assumptions Used in Calculation of Fair Value of the Options Exchanged (Details) (2014 Stock Option Plan, USD $) | 9 Months Ended |
Sep. 30, 2014 | |
2014 Stock Option Plan | ' |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ' |
Fair Market Value | $4.94 |
Exercise Price | $3.50 |
Risk Free Rate | 1.06% |
Dividend Yield | 0.00% |
Expected Volatility | 46.31% |
Contractual Term | '2 years 8 months 27 days |
Employee_Stock_Options_Summary
Employee Stock Options - Summary of Stock Option Activity (Details) (USD $) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2014 | Dec. 31, 2013 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ' | ' |
Options outstanding, Beginning balance | 115,750 | ' |
Options, Granted | 586,250 | ' |
Options, Exercised | 0 | ' |
Options, Cancelled | 123,250 | ' |
Options outstanding, Ending Balance | 578,750 | 115,750 |
Weighted Average Exercise Price Outstanding, Beginning Balance | $30.70 | ' |
Weighted Average Exercise Price, Granted | $2.20 | ' |
Weighted Average Exercise Price, Exercised | $0 | ' |
Weighted Average Exercise Price, Cancelled | $27.13 | ' |
Weighted Average Exercise Price, Outstanding Ending Balance | $2.65 | $30.70 |
Weighted Average Remainder Contractual Terms Outstanding Beginning | '8 years 8 months 12 days | '6 years 3 months 18 days |
Weighted Average Remaining Contractual Term in Years, Granted | '10 years | ' |
Weighted Average Remaining Contractual Term in Years, Exercised | '0 years | ' |
Weighted Average Remaining Contractual Term in Years, Cancelled | '6 years 1 month 6 days | ' |
Employee_Stock_Options_Summary1
Employee Stock Options - Summary of Stock Options Outstanding and Exercisable (Details) (USD $) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2014 | Dec. 31, 2013 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ' | ' |
Number of Options Outstanding | 578,750 | 115,750 |
Weighted Average Remainder Contractual Terms Outstanding Beginning | '8 years 8 months 12 days | '6 years 3 months 18 days |
Options Outstanding, Exercise Price | $2.65 | ' |
Number of Options Exercisable | 110,667 | ' |
Options Exercisable, Exercise Price | $5.43 | ' |
Employee_Stock_Options_Schedul1
Employee Stock Options - Schedule of Equity-Based Compensation Expenses (Details) (USD $) | 9 Months Ended | |
Sep. 30, 2014 | Sep. 30, 2013 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ' | ' |
Stock based compensation expense | $242,696 | $83,318 |
Commitments_Additional_Informa
Commitments - Additional Information (Details) (USD $) | 0 Months Ended | 9 Months Ended | 0 Months Ended | |
Apr. 30, 2014 | Sep. 30, 2014 | Dec. 31, 2013 | Jun. 30, 2014 | |
MolecularAgreements | Second Financial Advisory Agency Agreement | |||
Operating Leased Assets [Line Items] | ' | ' | ' | ' |
Sale-leaseback transaction agreement period | ' | '2014-04-30 | ' | ' |
Number of molecular diagnostic analyzers | 75 | ' | ' | ' |
Proceeds from sale leaseback | $1,500,000 | $1,500,000 | ' | ' |
Sale-leaseback transaction renewal period | '36 months | ' | ' | ' |
Sale-leaseback transaction monthly payments | 64,665 | ' | ' | ' |
Sale-leaseback transaction additional renewal period | '12 months | ' | ' | ' |
Sale-leaseback transaction lease term | 'At the end of the lease term, the lease shall automatically renew for twelve additional months at the current monthly rate unless the Company gives written notice 150 days prior to the end of the lease. | ' | ' | ' |
Sale-leaseback transaction renewal term | 'Company shall have the opportunity to: 1) repurchase the analyzers for a negotiated purchase price, not to exceed forty percent of their original cost; or 2) terminate the lease, return the property and enter into a new lease with new property that replaces the property of the old lease. Both the Company and the lessor shall have the right to reject any terms of option 1 or 2 and if rejected, the 12 month extension shall apply. | ' | ' | ' |
Period of future expense | '12 months | ' | ' | ' |
Current portion of capital lease obligations | 500,000 | 959,403 | 506,506 | ' |
Financial advisory fees | ' | ' | ' | 15,000 |
Fee payment upon closure of initial public offering | ' | ' | ' | $100,000 |
Percentage of total shares agreed to be allocated to the financial advisory company by conversion of warrants issued. | ' | ' | ' | 1.00% |
Subsequent_Events_Additional_I
Subsequent Events - Additional Information (Details) (USD $) | 9 Months Ended | 1 Months Ended | |||||||||
Sep. 30, 2014 | Dec. 31, 2013 | Oct. 31, 2014 | Oct. 31, 2014 | Oct. 31, 2014 | Oct. 31, 2014 | Oct. 31, 2014 | Oct. 31, 2014 | Oct. 31, 2014 | Oct. 31, 2014 | Oct. 31, 2014 | |
Subsequent Event | Subsequent Event | Subsequent Event | Subsequent Event | Subsequent Event | Subsequent Event | Subsequent Event | Subsequent Event | Subsequent Event | |||
2014 OmniBus | Omnibus Incentive Plan | Omnibus Incentive Plan | Omnibus Incentive Plan | Class B Warrant | IPO | IPO | Underwriters Warrants | ||||
Chief Financial Officer | Chief Financial Officer | Chief Financial Officer | Class A Warrant | ||||||||
Vest immediately | Vest over a three year period | ||||||||||
Subsequent Event [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of preferred stock units sold | ' | ' | ' | ' | ' | ' | ' | ' | 1,150,000 | ' | ' |
Warrants issued during period | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,150,000 | ' |
Preferred units issued as consideration, warrants price per share | ' | ' | ' | ' | ' | ' | ' | ' | ' | $7 | $8.75 |
Warrants exercised by underwirrter | ' | ' | 172,500 | ' | ' | ' | ' | ' | ' | ' | ' |
Initial public offering trade date | ' | ' | 9-Sep-14 | ' | ' | ' | ' | ' | ' | ' | ' |
Proceeds from Issuance Initial Public Offering | ' | ' | $6,400,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Converted preferred stock units | ' | ' | 3,616,702 | ' | ' | ' | ' | ' | ' | ' | ' |
Preferred stock warrants converted to common stock warrants | ' | ' | 47,158 | ' | ' | ' | ' | ' | ' | ' | ' |
Exerciseable warrants of common stock | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 57,500 |
Investment Warrants Expiration Date | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 31-Oct-19 |
Warrants Exercised | ' | ' | ' | ' | ' | ' | ' | 150,000 | ' | ' | ' |
Proceeds from exercise of warrants | ' | ' | ' | ' | ' | ' | ' | $30,000 | ' | ' | ' |
Purchase price of common stock | ' | ' | ' | ' | ' | ' | ' | $0.20 | ' | ' | ' |
Options granted for each director | ' | ' | ' | 17,500 | ' | ' | ' | ' | ' | ' | ' |
Options granted | ' | ' | ' | 52,500 | 50,784 | ' | ' | ' | ' | ' | ' |
Exercise price of options granted | $2.20 | ' | ' | $7 | $7 | ' | ' | ' | ' | ' | ' |
Options granted, vesting period | ' | ' | ' | '3 years | ' | ' | ' | ' | ' | ' | ' |
Options granted, expiration date | ' | ' | ' | '2024 | '2024 | ' | ' | ' | ' | ' | ' |
Options granted, vesting percentage | ' | ' | ' | ' | ' | 25.00% | 75.00% | ' | ' | ' | ' |
Common stock, shares authorized | 1,800,000,000 | 375,000,000 | 50,000,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Preferred stock, shares authorized | ' | ' | 5,000,000 | ' | ' | ' | ' | ' | ' | ' | ' |