Significant Accounting Policies | 2. Significant Accounting Policies Principles of Consolidation The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries, Corindus, Inc. and Corindus Security Corporation. All intercompany transactions and balances have been eliminated in consolidation. The functional currency of both wholly-owned subsidiaries is the U.S. dollar and, therefore, the Company has not recorded any currency translation adjustments. In the fourth quarter of 2014, the Company participated in the formation of a not-for-profit, which was established to generate awareness of the health risks linked to the use of fluoroscopy in hospital catheterization. As of December 31, 2018, the Company’s Chief Executive Officer and one of its senior executives represented two of the three voting members of the board of directors of the entity. As a result, under the voting model used for the consolidation of related parties which are controlled by a company, the Company has consolidated the financial statements of the entity and recognized expenses of $24 and $36 for the years ended December 31, 2018 and 2017, respectively and other income of $40 and $0 for the years ended December 31, 2018 and 2017, respectively. The entity had assets and liabilities of $33 and $1, respectively, on its balance sheet at December 31, 2018 and had assets and liabilities of $15 and $7, respectively, on its balance sheet at December 31, 2017. Segment Information The Company operates in one business segment, which is the design, manufacture and sale of precision vascular robotic-assisted systems for use in interventional vascular procedures. Operating segments are identified as components of an enterprise about which separate discrete financial information is available for evaluation by the chief operating decision-maker in making decisions regarding resource allocation and assessing performance. To date, the chief operating decision-maker has made such decisions and assessed performance at the Company level, as one segment. The Company’s chief operating decision-maker is the Chief Executive Officer. Use of Estimates The process of preparing financial statements in conformity with the United States Generally Accepted Accounting Principles (the “U.S. GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of assets and liabilities at the date of the financial statements. Such management estimates include those relating to revenue recognition, inventory valuation, assumptions used in the valuation of the Company’s preferred stock and warrants, valuation of stock-based awards, and valuation allowances against deferred income tax assets. Actual results could differ from those estimates. Cash and Cash Equivalents The Company considers money market funds and other highly liquid short-term investments with original maturity dates of three months or less at the purchase date, to be cash equivalents. From time to time, the Company’s cash balances may exceed federal deposit insurance limits. Fair Value Measurements In accordance with ASC 820, Fair Value Measurements and Disclosures ● Level 1 – ● Level 2 – ● Level 3 – During 2018, the Company had two items, cash equivalents and warrant liability, measured at fair value on a recurring basis. The warrant liability was reclassed to equity as of December 31, 2018 as described in Note 6. The Company had cash equivalents (measured at fair value on a recurring basis) totaling $23,849 and $0 at December 31, 2018 and 2017, respectively, which were valued based on Level l inputs. The warrant liability relates to warrants to purchase shares of the Company’s common stock that were issued to the Company’s lenders in connection with a debt financing arrangement executed on March 16, 2018. See Note 8 for additional details. The fair value of these warrants was determined based on significant inputs not observable in the market, which represents a Level 3 measurement within the fair value hierarchy. In order to determine the fair value of these warrants, the Company utilized a Monte-Carlo simulation in combination with a Black-Scholes-Merton option pricing model (“Black-Scholes Model”). Estimates and assumptions impacting the fair value measurement include the fair value of the underlying shares of common stock, the remaining contractual term of the warrant, risk-free interest rate, expected dividend yield, expected volatility of the price of the underlying preferred stock and management’s assessment of the probability of additional borrowing on the credit facility. Due to the available public market information for the Company’s common stock for only a limited period of time, the Company estimates its expected stock volatility based on a blended approach utilizing the Company’s historical volatility of its common stock and the historical volatility of publicly traded guideline companies for a term equal to the estimated remaining contractual term of the warrants. The risk-free interest rate is determined by reference to the U.S. Treasury yield curve for time periods approximately equal to the remaining contractual term of the warrants. The Company estimated no expected dividend yield based on the fact that the Company has never paid or declared dividends on its common stock and does not intend to do so in the foreseeable future. The Company also estimated the number of shares issuable under the warrant based upon its assessment of the timing and amounts of future advances drawn under the financing arrangement. The assumptions that the Company used to determine the fair value of these warrants are as follows: March 16, 2018 December 31, Volatility 75.0% to 83.0% 81.0 % Risk-free interest rate 2.8 % 2.7 % Estimated term (in years) 8.5 to 10.0 9.2 The following table sets forth a summary of changes in fair value of the Company’s common stock warrant based on Level 3 inputs: Balance at December 31, 2017 $ — Issuance of warrants in connection with debt financing arrangements 210 Revaluation of warrants (120 ) Reclass to equity (90 ) Balance at December 31, 2018 $ — The Company’s financial instruments of deposits and other assets are carried at cost and approximate their fair values given the liquid nature of such items. The fair value of the Company’s long-term debt and capital lease obligation approximates their carrying values due to their recent negotiation and variable market rate for the long-term debt. Concentrations of Credit Risk and Significant Customers The Company had the following customers that accounted for greater than 10.0% of its revenues for the years ended December 31, 2018 and 2017, respectively: For the Year ended December 31, Customer 2018 2017 A 20 % 20 % B 14 % 8 % Customer A accounted for 15% of the Company’s account receivable balance at December 31, 2018. Additionally, the Company had four other customers that together accounted for 60% of its accounts receivable balance at December 31, 2018, but none of these customers exceeded 10% of its revenues in 2018. Given the current revenue levels, in a period in which the Company sells a system, the customer is likely to represent a significant customer. The Company had five other customers that together accounted for 84% of the Company’s accounts receivable balance at December 31, 2017, but none of these customers exceeded 10% of its revenues in 2017. Revenues from domestic customers were $7,050 and $6,694 for the years ending December 31, 2018 and 2017, respectively. Revenues from international customers were $3,731 and $2,956 for the years ending December 31, 2018 and 2017, respectively. Off-Balance Sheet Arrangements The Company has no significant off-balance sheet risk such as foreign exchange contracts, option contracts, or other hedging arrangements. Allowance for Doubtful Accounts The Company evaluates the collectability of accounts receivable on a regular basis. The allowance for doubtful accounts, if any, is based upon various factors including the financial condition and payment history of customers, an overall review of collections experience on other accounts and economic factors or events expected to affect future collections experience. The Company’s accounts receivable consist primarily of amounts due from large, well-capitalized customers and while the Company reviews their creditworthiness, collectability is generally not an issue. The Company records an allowance for doubtful accounts, when necessary, based on the potential for collectability issues within the customer base. The Company’s allowance for doubtful accounts was $0 at December 31, 2018 and 2017. Product Warranty Customers are permitted to return defective products under the Company’s standard product warranty program. For CorPath Systems, the Company’s standard one-year warranty provides for the repair of any product that malfunctions. Return and replacement can only occur if a material breach of the warranty remains uncured for 30 days. The warranty liability is included within accrued expenses on the consolidated balance sheets. A roll-forward of the Company’s warranty liability is as follows: Balance at December 31, 2016 $ 57 Provision for warranty obligations 352 Settlements (113 ) Balance at December 31, 2017 296 Provision for warranty obligations 122 Settlements (181 ) Balance at December 31, 2018 $ 237 Inventories Inventories are valued at the lower of cost or net realizable value using the first-in, first-out (FIFO) method. The Company routinely monitors the recoverability of its inventory and records the lower of cost or net realizable value reserves based on current selling prices and reserves for excess and obsolete inventory based on historical and forecasted usage, as required. Scrap and excess manufacturing costs are charged to cost of revenue as incurred and not capitalized as part of inventories. The Company only capitalizes pre-launch inventories when purchased for commercial use and it deems regulatory approval to be probable. Customer Deposits Customer deposits represent cash received from customers for whom related products have not been delivered or services have not yet been performed. Property and Equipment Property and equipment is carried at cost. Major items and betterments are capitalized; maintenance and repairs are charged to expense as incurred. The Company capitalizes certain costs incurred in connection with developing or obtaining internal-use software. Software costs that do not meet capitalization criteria are expensed as incurred. Demonstration equipment represents internally manufactured capital equipment that is used on-site at trade shows and at customer locations to demonstrate the CorPath System. Field equipment represents internally manufactured capital equipment placed at customer locations under programs that involve the customer’s agreement to provide their facility as a training/show site for other potential customers while purchasing cassettes for their cases performed. As of December 31, 2018, the Company had placed two CorPath GRX field equipment units and one CorPath GRX for customer’s evaluation purposes. Depreciation on the demonstration equipment is charged to selling, general and administrative and the depreciation on the field equipment is charged to cost of revenue. Depreciation is computed under the straight-line method over the estimated useful lives of the respective assets. Depreciation is provided over the following estimated asset lives: Machinery and equipment 5 years Computer equipment 3 years Office furniture and equipment 5 years Leasehold improvements Shorter of life of lease or useful life Vendor tooling 1.5 - 3.0 years, based on planned usage Software 4 years Demonstration equipment 3 years Field equipment 3 years Impairment of Long-Lived Assets An impairment loss is recognized when expected cash flows are less than an asset’s carrying value. The Company’s policy is to record an impairment loss when it is determined that the carrying amount of the asset may not be recoverable. The Company’s long-lived assets principally consist of property and equipment. The Company continually monitors events and changes in circumstances that could indicate carrying amounts of long-lived assets may not be recoverable. Accordingly, when indicators of impairment are present, the Company evaluates the carrying value of such assets in relation to the operating performance and estimated future undiscounted cash flows of the underlying assets. There were no impairment charges or indicators of impairment for the years ended December 31, 2018 and 2017. Revenue from Contracts with Customers Adoption of ASC 606, Revenue from Contracts with Customers The Company adopted ASC 606 on January 1, 2018, using the modified retrospective method for all contracts not completed as of the date of adoption. The reported results for 2018 reflect the application of ASC 606 guidance while the reported results for 2017 were prepared under the guidance of ASC 605, Revenue Recognition Financial Statement Impact of Adopting ASC 606 The cumulative effect of applying the new guidance to all contracts with customers that were not completed as of December 31, 2017, was recorded as an adjustment to accumulated deficit as of the adoption date. As a result of applying the modified retrospective method to adopt the new revenue guidance, the following adjustments were made to accounts on the consolidated balance sheet as of January 1, 2018: As Reported at Adjustments Balance at Assets: Prepaid expenses and other current assets $ 539 $ 38 $ 577 Deposits and other assets $ 151 $ 321 $ 472 Liabilities: Deferred revenue $ 339 $ (68 ) $ 271 Deferred revenue, net of current portion $ 342 $ (13 ) $ 329 Stockholders’ (deficit) equity: Accumulated deficit $ (180,841 ) $ 440 $ (180,401 ) The following tables compare the reported consolidated balance sheets and statements of operations, as of and for the year ended December 31, 2018, to the pro-forma amounts as if the previous guidance had been in effect: As of December 31, 2018 Balance Sheet As Reported Pro-forma as if Assets: Prepaid expenses and other current assets $ 447 $ 319 Deposits and other assets $ 343 $ 191 Liabilities: Deferred revenue $ 662 $ 756 Deferred revenue, net of current portion $ 285 $ 284 Stockholders’ (deficit) equity: Accumulated deficit $ (215,390 ) $ (215,764 ) Year Ended December 31, 2018 Statement of Operations As Reported Pro-forma as if Revenue $ 10,781 $ 10,824 Selling, general and administrative 27,300 27,277 Net loss $ (34,989 ) $ (34,923 ) Net loss attributable to common stockholders $ (42,643 ) $ (42,577 ) Net loss per share attributable to common $ (0.22 ) $ (0.22 ) The most significant impact was the recognition pattern for promised goods and services related to the Company’s service plans. The new standard requires revenues to be estimated and recognized upon transfer of the promised goods and services, which resulted in a cumulative adjustment of approximately $353. Under the new standard, the Company is able to recognize revenues upon delivery of certain promised goods, prior to the customers being invoiced based on the contractual arrangement with the Company. Specifically, the Company sells certain extended service plans which may include a specified upgrade or an unspecified upgrade right. Under legacy GAAP, the Company recognized revenue for service plans ratably over the term of the services to be provided. Under the new standard, the Company concluded that the service plans and upgrade rights were distinct performance obligations, and therefore would be recognized as the individual components of the service were delivered. The Company determined that the service component of the plans would continue to be recognized ratably over the term of the agreement, whereas the unspecified upgrade component would be recognized ratably over the term of the unspecified upgrade right, and the specified upgrade component would be recognized at a point in time upon delivery. The change in the timing of revenue recognition is primarily related to the impact associated with the accelerated recognition of specified upgrades. Another impact relates to the requirement to capitalize incremental costs to acquire new contracts, which consist of sales commissions. During previous periods, these costs were expensed as incurred. Adoption of the new standard resulted in the capitalization of $87 of such incremental costs as of January 1, 2018. Revenue Recognition The Company generates revenues primarily from the sale of the CorPath System, CorPath Cassettes, accessories and service contracts. Revenue is recognized when a customer obtains control of promised goods or services in an amount that reflects the consideration which the entity expects to receive in exchange for those goods or services. To determine revenue recognition for arrangements that an entity determines are within the scope of the new revenue recognition accounting standard, the Company performs the following five steps: (i) identifies the contract with a customer; (ii) identifies the performance obligations in the contract; (iii) determines the transaction price; (iv) allocates the transaction price to the performance obligations in the contract; and (v) recognizes revenue when (or as) the entity satisfies a performance obligation. The Company only applies the five-step model to contracts when it is probable that it will collect the consideration it is entitled to in exchange for the goods or services it transfers to the customer. At contract inception, the Company assesses the goods or services promised within each contract, and determines those that are performance obligations and assesses whether each promised good or service is distinct. The Company then recognizes as revenue the amount of the transaction price that is allocated to the respective performance obligation when (or as) the performance obligation is satisfied. Revenue is measured as the amount of consideration the Company expects to receive in exchange for transferring products or services to a customer. To the extent the transaction price includes variable consideration, the Company estimates the amount of variable consideration that should be included in the transaction price utilizing the expected value method to which it expects to be entitled. Variable consideration is included in the transaction price if, in the Company’s judgment, it is probable that a significant future reversal of cumulative revenue under the contract will not occur. Estimates of variable consideration and determination of whether to include estimated amounts in the transaction price are based largely on an assessment of the Company’s anticipated performance and all information (historical, current and forecasted) that is reasonably available. Sales, value add, and other taxes collected on behalf of third parties are excluded from revenue. 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 it performs its obligations under the contract and when the customer pays is one year or less. For contracts where the period between performance and payment is greater than one year, the Company assesses whether a significant financing component exists, by applying a discount rate to the expected cash collections. If this difference is significant, the Company will conclude that a significant financing component exists. The Company identified a small number of contracts where the period between performance and payment was greater than one year; however, none of the Company’s contracts contained a significant financing component as of December 31, 2018. Contracts that are modified to account for changes in contract specifications and requirements are assessed to determine if the modification either creates new or changes the existing enforceable rights and obligations. Generally, contract modifications are for products or services that are not distinct from the existing contract due to the inability to use, consume or sell the products or services on their own to generate economic benefits and are accounted for as if they were part of that existing contract. The effect of a contract modification on the transaction price and measure of progress for the performance obligation to which it relates, is recognized as an adjustment to revenue (either as an increase in or a reduction of revenue) on a cumulative catch-up basis. Revenue is generally recognized when the customer obtains control of the Company’s product, which occurs at a point in time, and may be upon shipment or upon delivery based on the contractual shipping terms of a contract, or upon installation when the combined performance obligation is not distinct within the context of the contract. Service revenue is generally recognized over time as the services are delivered to the customer based on the extent of progress towards completion of the performance obligation. The selection of the method to measure progress towards completion requires judgment and is based on the nature of the products or services to be provided. Services are expected to be delivered to the customer throughout the term of the contract and the Company believes recognizing revenue ratably over the term of the contract best depicts the transfer of value to the customer. If the contract contains a single performance obligation, the entire transaction price is allocated to the single performance obligation. The Company enters into certain contracts that have multiple performance obligations, one or more of which may be delivered subsequent to the delivery of other performance obligations. These performance obligations may include installation, training, maintenance and support services, cassettes, and accessories. The Company allocates the transaction price based on the estimated relative standalone selling prices of the promised products or services underlying each performance obligation. The Company determines standalone selling prices based on the price at which the performance obligation is sold separately. If the standalone selling price is not observable through past transactions, the Company estimates the standalone selling price considering available information such as market conditions and internally approved pricing guidelines related to the performance obligations. Revenue is then allocated to the performance obligations using the relative selling prices of each of the performance obligations in the contract. For all performance obligations, the Company determines the revenue for each deliverable based on its relative selling price in the contract and recognizes revenue upon delivery of the product or service, assuming all other revenue recognition criteria have been met. Revenue for equipment is recognized when the equipment has been delivered, and installation and training have been completed. Revenue for cassettes and optional equipment is recognized when the goods have been delivered. Revenue for maintenance and support services is recognized ratably over the term of the service contract. Contract Assets Contract assets include unbilled amounts primarily for maintenance and support service and future cassette purchases where revenue recognized exceeds the amount billed to the customer, and the Company’s right to bill is not until the maintenance and support service period commence or the cassettes are delivered. Amounts may not exceed their net realizable value. Short-term contract assets are included in prepaid expenses and other current assets on the Company’s consolidated balance sheet as of December 31, 2018. Long-term contract assets are included in deposits and other assets on the Company’s consolidated balance sheets as of December 31, 2018. Deferred Contract Costs The Company’s incremental direct costs of obtaining a contract, which generally consist of sales commissions, are deferred and amortized over the period of contract performance. Applying the practical expedient, the Company recognizes sales commission expense when incurred if the amortization period of the assets that it otherwise would have recognized is one year or less. At December 31, 2018 and January 1, 2018, the Company had $64 and $87 of deferred sales commissions, respectively, which are included in deposits and other assets on the Company’s consolidated balance sheet. At times, the Company has other incremental costs associated with obtaining a contract which are deferred until the revenues from the related contract are recognized. Other deferred contract costs would be included in prepaid expenses and other current assets and/or deposits and other assets on the Company’s consolidated balance sheets. The Company had $34 and $119, respectively, of amortization of deferred commissions and other deferred contract costs during the year ended December 31, 2018. These costs are included in selling, general and administrative expenses on the Company’s consolidated statement of operations. Contract Liabilities The Company’s contract liabilities consist of advance payments and billings in excess of revenue recognized (deferred revenues and customer deposits). The Company’s contract assets and liabilities are reported in a net position on a contract-by-contract basis at the end of each reporting period. The Company classifies deferred revenue as current or noncurrent based on the timing of when it expects to recognize revenue. In order to determine revenue recognized in the period from contract liabilities, the Company first allocates revenue to the individual contract liability balance outstanding at the beginning of the period until the revenue exceeds that balance. If additional advances are received on those contracts in subsequent periods, the Company assumes all revenue recognized in the reporting period first applies to the beginning contract liability as opposed to a portion applying to the new advances for the period. Disaggregation of Revenue The following table summarizes revenue by revenue source for the year ended December 31, 2018: Major Products/Service Lines Product revenue $ 10,250 Service revenue 531 Total $ 10,781 Timing of Revenue Recognition Products transferred at a point in time $ 10,250 Services transferred over time 500 Services transferred at a point in time 31 Total $ 10,781 Product Revenue The Company generates revenue through the commercial, non-commercial and pre-commercial production and sale of precision vascular robotic-assisted systems, and the single use accessories used in conjunction with such systems. Revenue from the sale of products is recognized at a point in time when the customer obtains control of the product. The Company recognizes system revenue when the CorPath Systems are delivered and installed and accepted by the end user customer. The Company recognizes cassette revenue when the related cassettes have been shipped or delivered to the end customer based on the terms of the arrangement or contract. All costs related to product sales are recognized at time of delivery. The Company does not provide for rights of return to customers on product sales and, therefore, does not record a provision for returns. Service Revenue Revenue generated from maintenance and support service contracts is typically recognized ratably over the term of the service contract. Deferred Revenues The Company records deferred revenues when cash payments are received or due in advance of performance. Amounts received prior to satisfying the related performance obligations are recorded as deferred revenues in the accompanying balance sheets. Transaction Price Allocated to Future Performance Obligations ASC 606 requires that the Company disclose the aggregate amount of transaction price that is allocated to performance obligations that have not yet been satisfied as of December 31, 2018. The following table includes estimated revenues expected to be recognized in the future related to performance obligations that are unsatisfied (or partially satisfied) as of December 31, 2018. Less than 1 year Greater than 1 year Total Product revenue $ 376 $ 551 $ $927 Service revenue 604 459 1,063 Total $ 980 $ 1,010 $ $1,990 Contract Balances from Contracts with Customers Contract assets consist of unbilled amounts at the reporting date and are transferred to accounts receivable when the rights become unconditional. Contract liabilities consist of deferred revenues. The following table presents changes in contract assets and contract liabilities during the year ended December 31, 2018: Balance at Beginning of Period Additions Subtractions Balance at Contract assets $ 272 $ 106 $ (173 ) $ 205 Contract acquisitions and fulfillment costs: Deferred contract costs $ 87 $ 130 $ (153 ) $ 64 Contract liabilities: Deferred revenue $ 693 $ 864 $ (610 ) $ 947 During the year ended December 31, 2018, the Company recognized the following revenues as a result of changes in the contract asset and the contract liability balances in the respective periods: Revenue recognized in the period from: Amounts included in the contract liability at the beginning of the period $ 321 Performance obligations satisfied in previous periods $ 45 The timing of revenue recognition, billings and cash collections results in billed receivables, contract assets and contract liabilities on the consolidated balance sheet. When consideration is received, or such consideration is unconditionally due, from a customer prior to transferring goods or services to the customer under the terms of a contract, a contract liability is recorded. Contract liabilities are recognized as revenue after control of the goods or services is transferred to the customer and all revenue recognition criteria have been met. Costs to Obtain or Fulfill a Customer Contract Prior to the adoption of ASC 606, the Company expensed incremental commissions paid to sales representatives for obtaining product sales as well as service contracts. Under ASC 606, the Company currently capitalizes these incremental costs of obtaining customer contracts unless the capitalization and amortization of such costs are not expected to have a material impact on the financial statements. Capitalized commissions are amortized based on the transfer of the products or services to which the assets relate. Applying the practical expedient in paragraph ASC 340-40-25-4, the Company recognizes the incremental costs of obtaining contracts as an expense when incurred if the amortization period of the assets that the Company otherwise would have recognized is one year or less. These costs are included in selling, general, and administrative expenses. The Company accounts for shipping and handling activities related to contracts with customers as costs to fulfill the promise to transfer the associated products. Warrants to Purchase Common Stock The Company reviews the terms of warrants issued in connection with the applicable accounting guidance and classifies warrants as a long-term liability on the consolidated balance sheets if the warrants do not meet the equity criteria when the number of shares issuable are variable. Warrants to purchase shares of common stock issued in connection with the Company’s long-term debt agreement initially met these criteria because the number of shares would vary with additional draws on the debt and therefore required liability classification. Liability-classified warrants are subject to re-measurement at each balance sheet date, and any change in fair value is recognized as a component of other income (expense), net in the consolidated statements of operations. The Company estimated the fair value of these warrants at issuance and each balance sheet date thereafter using a Monte-Carlo simulation in combination with the Black-Scholes Model based on the estimated market value of the underlying common stock at the valuation measurement date, the remaining contractual term of the warrant, risk-free interest rates, expected dividends and expected volatility of the price of the underlying common stock. The warrant liability was reclassed to equity as of December 31, 2018 for reasons described in Note 6. The Company classifies warrants within stockholders’ (deficit) equity on the consolidated balance sheets if the warrants are considered to be indexed to the Company’s own capital stock, and otherwise would be recorded in |