Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Mar. 07, 2016 | Jun. 30, 2015 | |
Document and Entity Information | |||
Entity Registrant Name | Sientra, Inc. | ||
Entity Central Index Key | 1,551,693 | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2015 | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Accelerated Filer | ||
Entity Public Float | $ 112,745,351 | ||
Entity Common Stock, Shares Outstanding | 18,066,345 | ||
Document Fiscal Year Focus | 2,015 | ||
Document Fiscal Period Focus | FY |
Balance Sheets
Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Current assets: | ||
Cash and cash equivalents | $ 112,801 | $ 96,729 |
Accounts receivable, net of allowances of $1,116 and $10,330 at December 31, 2015 and 2014, respectively | 4,249 | 5,198 |
Inventories, net | 20,602 | 20,174 |
Prepaid expenses and other current assets | 1,473 | 1,782 |
Total current assets | 139,125 | 123,883 |
Property and equipment, net | 1,404 | 555 |
Goodwill | 14,278 | |
Other intangible assets, net | 53 | 114 |
Other assets | 223 | 248 |
Total assets | 140,805 | 139,078 |
Current liabilities: | ||
Current portion of long-term debt | 3,757 | |
Accounts payable | 4,069 | 2,589 |
Accrued and other current liabilities | 6,959 | 5,772 |
Customer deposits | 9,488 | 8,614 |
Total current liabilities | 20,516 | 20,732 |
Long-term debt, net of current portion | 21,671 | |
Warranty reserve and other long-term liabilities | 1,418 | 1,036 |
Total liabilities | $ 21,934 | $ 43,439 |
Commitments and contingencies (Note 8) | ||
Stockholders' equity: | ||
Preferred Stock, $0.01 par value - Authorized 10,000,000 shares; none issued or outstanding | ||
Common stock, $0.01 par value — Authorized 200,000,000 shares; issued 18,066,143 and 14,985,704 and outstanding 17,993,416 and 14,912,977 shares at December 31, 2015 and 2014, respectively | $ 180 | $ 150 |
Additional paid-in capital | 294,227 | 229,795 |
Treasury stock, at cost (72,727 shares at December 31, 2015 and 2014) | (260) | (260) |
Accumulated deficit | (175,276) | (134,046) |
Total stockholders' equity | 118,871 | 95,639 |
Total liabilities and stockholders' equity | $ 140,805 | $ 139,078 |
Balance Sheets (Parenthetical)
Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Balance Sheets | ||
Accounts receivable, allowances (in dollars) | $ 1,116 | $ 10,330 |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 200,000,000 | 200,000,000 |
Common stock, shares issued | 18,066,143 | 14,985,704 |
Common stock, shares outstanding | 17,993,416 | 14,912,977 |
Treasury stock, shares | 72,727 | 72,727 |
Statements of Operations
Statements of Operations - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Statements of Operations | |||
Net sales | $ 38,106 | $ 44,733 | $ 35,171 |
Cost of goods sold | 10,654 | 11,500 | 8,592 |
Gross profit | 27,452 | 33,233 | 26,579 |
Operating expenses: | |||
Sales and marketing | 25,762 | 23,599 | 22,229 |
Research and development | 7,199 | 4,707 | 4,479 |
General and administrative | 18,738 | 10,712 | 18,078 |
Goodwill impairment | 14,278 | ||
Total operating expenses | 65,977 | 39,018 | 44,786 |
Loss from operations | (38,525) | (5,785) | (18,207) |
Other (expense) income, net: | |||
Interest income | 32 | ||
Interest expense | (3,097) | (2,172) | (872) |
Other income (expense), net | 360 | 2,146 | (46) |
Total other (expense) income, net | (2,705) | (26) | (918) |
Loss before income taxes | (41,230) | (5,811) | (19,125) |
Net loss | $ (41,230) | $ (5,811) | $ (19,125) |
Basic and diluted net loss per share attributable to common stockholders (in dollars per share) | $ (2.61) | $ (2.28) | $ (82.25) |
Weighted average outstanding common shares used for net loss per share attributable to common stockholders: | |||
Basic and diluted (in shares) | 15,770,972 | 2,545,371 | 232,512 |
Statements of Convertible Prefe
Statements of Convertible Preferred Stock and Stockholders' Equity (Deficit) - USD ($) $ in Thousands | Convertible preferred stock | Common stock | Treasury stock | Additional paid-in capital | Accumulated deficit | Total |
Balance, beginning of year at Dec. 31, 2012 | $ 150,456 | |||||
Balance, beginning of year (in shares) at Dec. 31, 2012 | 24,593,087 | |||||
Balance, end of year at Dec. 31, 2013 | $ 150,456 | |||||
Balance, end of year (in shares) at Dec. 31, 2013 | 24,593,087 | |||||
Balance, beginning of year at Dec. 31, 2012 | $ 3 | $ 1,467 | $ (109,110) | $ (107,640) | ||
Balance, beginning of year (in shares) at Dec. 31, 2012 | 276,854 | |||||
Changes in Stockholders' Equity | ||||||
Repurchased common shares | $ (260) | (260) | ||||
Repurchased common shares (in shares) | 72,727 | |||||
Employee stock-based compensation expense | 342 | 342 | ||||
Stock option exercises | 10 | 10 | ||||
Stock option exercises (in shares) | 3,025 | |||||
Net loss | (19,125) | (19,125) | ||||
Balance, end of year at Dec. 31, 2013 | $ 3 | $ (260) | 1,819 | (128,235) | (126,673) | |
Balance, end of year (in shares) at Dec. 31, 2013 | 279,879 | 72,727 | ||||
Changes in Temporary Equity | ||||||
Conversion of convertible preferred stock to common stock | $ (150,456) | |||||
Conversion of convertible preferred stock to common stock (in shares) | (24,593,087) | |||||
Changes in Stockholders' Equity | ||||||
Conversion of convertible preferred stock to common stock | $ 89 | 150,367 | 150,456 | |||
Conversion of convertible preferred stock to common stock (in shares) | 8,942,925 | |||||
Proceeds from IPO, net of costs | $ 58 | 76,977 | 77,035 | |||
Proceeds from IPO, net of costs (in shares) | 5,750,000 | |||||
Employee stock-based compensation expense | 594 | 594 | ||||
Stock option exercises | 38 | 38 | ||||
Stock option exercises (in shares) | 12,900 | |||||
Net loss | (5,811) | (5,811) | ||||
Balance, end of year at Dec. 31, 2014 | $ 150 | $ (260) | 229,795 | (134,046) | 95,639 | |
Balance, end of year (in shares) at Dec. 31, 2014 | 14,985,704 | 72,727 | ||||
Changes in Stockholders' Equity | ||||||
Proceeds from follow-on offering, net of costs | $ 30 | 61,367 | 61,397 | |||
Proceeds from follow-on offering, net of costs (in shares) | 3,000,000 | |||||
Employee stock-based compensation expense | 2,382 | 2,382 | ||||
Stock option exercises | 119 | 119 | ||||
Stock option exercises (in shares) | 36,189 | |||||
Employee stock purchase program (ESPP) | 564 | 564 | ||||
Employee stock purchase program (ESPP) (in shares) | 44,250 | |||||
Net loss | (41,230) | (41,230) | ||||
Balance, end of year at Dec. 31, 2015 | $ 180 | $ (260) | $ 294,227 | $ (175,276) | $ 118,871 | |
Balance, end of year (in shares) at Dec. 31, 2015 | 18,066,143 | 72,727 |
Statements of Cash Flows
Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Cash flows from operating activities: | |||
Net loss | $ (41,230) | $ (5,811) | $ (19,125) |
Adjustments to reconcile net loss to net cash (used in) provided by operating activities: | |||
Goodwill impairment | 14,278 | ||
Depreciation and amortization | 318 | 275 | 280 |
Provision for doubtful accounts | 233 | 39 | 107 |
Provision for warranties | 385 | 447 | 392 |
Provision for inventory | 469 | ||
Change in fair value of warrants | (360) | 220 | 46 |
Non-cash interest expense | 1,386 | 490 | 179 |
Stock-based compensation expense | 2,382 | 594 | 342 |
Changes in assets and liabilities: | |||
Accounts receivable | 715 | 875 | (2,868) |
Prepaid expenses, other current assets and other assets | 147 | (864) | 195 |
Inventories | (898) | 1,359 | (10,852) |
Accounts payable | 1,546 | (2,266) | 1,904 |
Accrued and other liabilities | 1,571 | 1,385 | (70) |
Customer deposits | 874 | 3,707 | 3,593 |
Net cash (used in) provided by operating activities | (18,184) | 450 | (25,877) |
Cash flows from investing activities: | |||
Purchase of property and equipment | (1,128) | (439) | (71) |
Contingent payment related to Silimed acquisition | (18,000) | ||
Net cash used in investing activities | (1,128) | (439) | (18,071) |
Cash flows from financing activities: | |||
Proceeds from exercise of stock options | 119 | 38 | 10 |
Repurchase of common stock | (260) | ||
Proceeds from issuance of common stock, net of underwriters discount | 62,040 | 80,213 | |
Proceeds from issuance of common stock under employee stock purchase plan | 564 | ||
Deferred equity issuance costs, IPO | (71) | (3,107) | |
Deferred equity issuance costs, follow-on offering | (643) | ||
Proceeds from issuance of long-term debt | 10,000 | 15,000 | |
Repayment of long-term debt | (26,625) | ||
Deferred financing costs | (148) | (288) | |
Net cash provided by financing activities | 35,384 | 86,996 | 14,462 |
Net increase (decrease) in cash and cash equivalents | 16,072 | 87,007 | (29,486) |
Cash and cash equivalents at: | |||
Beginning of period | 96,729 | 9,722 | 39,208 |
End of period | 112,801 | 96,729 | 9,722 |
Supplemental disclosure of cash flow information: | |||
Interest paid | 1,884 | 1,577 | $ 641 |
Supplemental disclosure of non-cash investing and financing activities: | |||
Accrued equity issuance costs | 71 | ||
Property and equipment in accounts payable | $ 22 | $ 44 |
Formation and Business of the C
Formation and Business of the Company | 12 Months Ended |
Dec. 31, 2015 | |
Formation and Business of the Company | |
Formation and Business of the Company | 1) Formation and Business of the Company (a) Formation Sientra, Inc., or the Company, was incorporated in the State of Delaware on August 29, 2003 under the name Juliet Medical, Inc. and subsequently changed its name to Sientra, Inc. in April 2007. The Company acquired substantially all the assets of Silimed, Inc., or Silimed, on April 4, 2007. The purpose of the acquisition was to acquire the rights to the silicone breast implant clinical trials. Following this acquisition, the Company focused on completing the clinical trials to gain Food and Drug Administration, or FDA, approval to offer its silicone gel breast implants in the United States. In March 2012, Sientra announced it had received approval from the FDA for its portfolio of silicone gel breast implants, and in the second quarter of 2012 the Company began commercialization efforts to sell its products in the United States. The Company, based in Santa Barbara, California, is a medical aesthetics company that focuses on serving board-certified plastic surgeons and offers a portfolio of silicone shaped and round breast implants, tissue expanders, and body contouring products. (b) Reverse Stock Split On October 10, 2014, the board of directors and stockholders approved an amendment to the Company’s fourth amended and restated certificate of incorporation, which was filed on October 17, 2014, which effected a 2.75 -to-1 reverse stock split of the Company’s issued and outstanding shares of common stock. The par value of the common stock was not adjusted as a result of the reverse stock split. All issued and outstanding shares of common stock, stock options and warrants and the related per share amounts contained in the Company’s financial statements have been retroactively adjusted to reflect this reverse stock split for all periods presented. Also, as a result of the reverse stock split of the common stock, the conversion ratios for all of the Company’s convertible preferred stock have been adjusted such that the preferred stock are now convertible into shares of common stock at a conversion rate of 2.75 -to-1 instead of 1 -to-1. The number of issued and outstanding shares of preferred stock and their related per share amounts have not been affected by the reverse stock split and therefore have not been adjusted in the Company’s financial statements. However, to the extent that the convertible preferred stock are presented on an as converted to common stock basis, such share and per share amounts contained in the Company’s financial statements have been retroactively adjusted to reflect this reverse stock split for all periods presented. (c) Initial Public Offering On November 3, 2014, the Company completed an initial public offering, or IPO, whereby it sold a total of 5,750,000 shares of common stock at $15.00 per share inclusive of 750,000 shares sold to underwriters for the exercise of their option to purchase additional shares. The Company received net proceeds from the IPO of approximately $77,035 , after deducting underwriting discounts and commissions and offering expenses of approximately $9,215 . These expenses were recorded against the proceeds received from the IPO. The interest-only period for the tranche D term loan (see Note 4) was extended from August 1, 2015 to August 1, 2016 as a result of having raised at least $50,000 in gross proceeds in the IPO and the completion of the IPO before June 30, 2015. The outstanding shares of convertible preferred stock were converted on a 2.75 -to-1 basis into shares of common stock concurrent with the closing of the IPO. All of the outstanding shares of Series A, Series B and Series C preferred stock converted into 8,942,925 shares of common stock. Following the closing of the IPO, there were no shares of preferred stock outstanding. (d) Follow-on Offering On September 23, 2015, the Company closed a follow-on public offering, whereby it sold 3,000,000 shares of its common stock, at a price to the public of $22.00 per share. The Company received net proceeds from the follow-on offering of approximately $61,397 , after deducting underwriting discounts and commissions of $3,960 and offering expenses of approximately $643 . (e) Regulatory Inquiries Regarding Products M anufactured by Silimed There have been recent regulatory inquiries related to medical devices manufactured by Silimed Industria de Implantes Ltda. (formerly, Silimed-Silicone e Instrumental Medico-Cirugio e Hospitalar Ltda.), or Silimed, the Company’s contract manufacturer. On September 23, 2015, the Medicines and Healthcare Products Regulatory Agency, or MHRA, an executive agency of the United Kingdom, or U.K., issued a press release announcing the suspension of sales and implanting in the U.K. of all medical devices manufactured by Silimed following the suspension of the CE certificate of these products issued by TUV SUD, Silimed’s notified body under European Union, or EU, regulation. The suspension of Silimed’s CE certificate by TUV SUD followed TUV SUD’s inspection at Silimed’s manufacturing facilities in Brazil, relating to particles on Silimed breast products . Breast implants have stringent standards for manufacturing and robust quality systems, but there is no specific or defined standard for particles on breast implants. MHRA noted that no risks to patient health have been identified in connection with implanting Silimed products, and, accordingly, there is no need to adopt any procedure or action for those patients who have received them. On October 2, 2015, the Brazilian regulatory agency ANVISA and the Department of the Secretary of State of the State of Rio de Janeiro announced that while they continue to review the technical compliance related to GMP of Silimed’s manufacturing facility, and as a precautionary measure , they temporarily suspended the manufacturing and shipment of all medical devices made by Silimed, including products manufactured for Sientra. ANVISA reiterated that no risks to patient health have been identified in connection with implanting Silimed products, and, accordingly, there is no need to adopt any procedure or action for those patients who have received them. Furthermore, ANVISA also indicated that, based on their contact to date with foreign regulatory authorities, there have been no reports of adverse events related to the use of Silimed products. On October 9, 2015, the Company voluntarily placed a hold on the sale of all Sientra devices manufactured by Silimed and recommended that plastic surgeons discontinue implanting the devices until further notice. The Company had ongoing discussions with the FDA regarding European and Brazilian regulatory inquiries into Silimed products, and conduct ed its own review of the matter with the assistance of independent experts in quality management systems, GMP and data-based risk assessment. The FDA also reiterated that no reports of adverse events and no risks to patient health had been identified in connection with this issue . On January 27, 2016, after completing an analysis and risk assessment, ANVISA announced their authoriz ation of Silimed to resume the commercialization and use of its previously manufactured products. ANVISA concluded there was no evidence to prove that the presence of surface particles on the silicone implants represented risks which are additional to the ones inherent in the product. However, Silimed continues to be suspended from manufacturing and commercializing new batches of implants until an inspection is performed to reassess the fulfillment of its GMP compliance . On March 1, 2016, after the completion of extensive independent, third-party testing and analyses of its devices manufactured by Silimed, the Company lifted the temporary hold on the sale of such devices. The Company also sent a letter to Plastic Surgeons informing them of the Company’s market re-entry plans. The conclusive results of the Company’s testing indicate no anticipated significant safety concerns with the use of its products, including its breast implants, consistent with their approval status since 2012. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2015 | |
Summary of Significant Accounting Policies | |
Summary of Significant Accounting Policies | (2) Summary of Significant Accounting Policies (a) Basis of Presentation and Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America, or GAAP, requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the dates of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Assets and liabilities which are subject to significant judgment and use of estimates include the allowance for doubtful accounts, sales return reserves, provision for warranties, valuation of inventories, recoverability of long-lived assets, valuation allowances with respect to deferred tax assets, useful lives associated with property and equipment and finite lived intangible assets, and the valuation and assumptions underlying stock-based compensation and other equity instruments. On an ongoing basis, the Company evaluates its estimates compared to historical experience and trends, which form the basis for making judgments about the carrying value of assets and liabilities. In addition, the Company engages the assistance of valuation specialists in concluding on fair value measurements in connection with stock-based compensation and other equity instruments. (b) Liquidity Since inception, the Company has incurred net losses. During the years ended December 31, 2015 , 2014 , and 2013 the Company incurred net losses of $41,230 , $5,811 , and $19,125 , respectively. The Company used $18,184 of cash in operations for the year ended December 31, 2015 , provided $450 cash from operations during the year ended December 31, 2014 and used $25,877 of cash in operations during the year ended December 31, 2013 . At December 31, 2015 and 2014 the Company had an accumulated deficit of $175,276 and $134,046 , respectively. At December 31, 2015 , the Company had cash and cash equivalents of $112,801 . The accompanying financial statements have been prepared on a going concern basis, which implies the Company will continue to realize its assets and discharge its liabilities in the normal course of business. Silimed is the Company’s sole source manufacturer of silicone gel breast implants, tissue expanders and other products. The continuation of the Company as a going concern is dependent upon many factors including the satisfactory resolution of the regulatory inquiries of Silimed’s medical devices, Silimed’s ability to resume the manufacturing of the Company’s medical devices, the availability of alternative manufacturing sources, and the resumption of the sale of the Company’s products. The Company’s ability to continue to meet its obligations and to achieve its business objectives is dependent upon, amongst other things, generating sufficient revenues. The Company believes that it has the ability to continue as a going concern for at least 12 months. These financial statements do not include any adjustments to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern. (c) Cash and Cash Equivalents The Company considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. Cash equivalents consist primarily of checking accounts. (d) Concentration of Credit and Supplier Risks Financial instruments that potentially subject the Company to significant concentrations of credit risk consist primarily of cash and cash equivalents. The Company’s cash and cash equivalents are deposited in demand accounts at a financial institution that management believes is creditworthy. The Company is exposed to credit risk in the event of default by this financial institution for cash and cash equivalents in excess of amounts insured by the Federal Deposit Insurance Corporation, or FDIC. Management believes that the Company’s investments in cash and cash equivalents are financially sound and have minimal credit risk and the Company has not experienced any losses on its deposits of cash and cash equivalents. The Company currently purchases all of its Breast Products from one supplier under an exclusivity contract. The supplier and its production facility are located in Brazil. The Company is exposed to risks of foreign regulations in Brazil that could hinder the Company’s ability to import goods, as well as halts or limitations in productions due to events outside of the Company’s control occurring at the production facility. This could result in the Company not being able to acquire the inventory needed to meet customer demand, which would result in possible loss of sales and affect operating results adversely. Several recent events have occurred which have affected the Company’s ability to rely on Silimed as their source for silicone gel breast implants, tissue expanders and other products in the short and long term, including the suspension of Silimed’s CE certificate by TUV SUD, Silimed’s notified body under EU regulation, relating to particles on Silimed breast products, followed by Brazilian regulatory inquiries and a temporary suspension by the Brazilian regulatory agency ANVISA and the Department of the Secretary of State of Rio de Janeiro of the manufacturing and shipment of all medical devices made by Silimed, including products manufactured for Sientra. As a result of this suspension, between October 9, 2015 and March 1, 2016, the Company voluntarily placed a temporary hold on the sale of all Sientra devices manufactured by Silimed and recommended that plastic surgeons discontinue implanting the devices. As of March 1, 2016, after ongoing discussions with the FDA and the Company’s own review of the matter with the assistance of independent experts in quality management systems, GMP and data-based risk assessment, the Company lifted the temporary hold on sales and also sent a letter to plastic surgeons informing them of the Company’s market re-entry plans. In addition, on October 22, 2015, there was a fire in the manufacturing building where Silimed primarily manufactures Sientra’s breast implants. The Company is working with Silimed to seek clarity as to the near and long-term capabilities of Silimed’s manufacturing operations, including the status of equipment that is used to manufacture breast implants and the potential feasibility, production capacity and timing related to Silimed’s ability to manufacture the Company’s breast implants. (e) Fair Value of Financial Instruments The carrying amounts of cash and cash equivalents, accounts receivable, accounts payable, accrued liabilities, and customer deposits are reasonable estimates of their fair value because of the short maturity of these items. The fair value of the common stock warrant liability is discussed in Note 2(f). As of December 31, 2015, the Company had no outstanding long-term debt. (f) Fair Value Measurements Certain assets and liabilities are carried at fair value under GAAP. Fair value is defined 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 must maximize the use of observable inputs and minimize the use of unobservable inputs. Financial assets and liabilities carried at fair value are to be classified and disclosed in one of the following three levels of the fair value hierarchy, of which the first two are considered observable and the last is considered unobservable: · Level 1 — Quoted prices in active markets for identical assets or liabilities. · Level 2 — Observable inputs (other than Level 1 quoted prices) such as quoted prices in active markets for similar assets or liabilities, quoted prices in markets that are not active for identical or similar assets or liabilities, or other inputs that are observable or can be corroborated by observable market data. · Level 3 — Unobservable inputs that are supported by little or no market activity and that are significant to determining the fair value of the assets or liabilities, including pricing models, discounted cash flow methodologies and similar techniques. The Company’s common stock warrant liabilities are carried at fair value determined according to the fair value hierarchy described above. The Company has utilized an option pricing valuation model to determine the fair value of its outstanding common stock warrant liabilities. The inputs to the model include fair value of the common stock related to the warrant, exercise price of the warrant, expected term, expected volatility, risk-free interest rate and dividend yield. Prior to the IPO, the Company determined the fair value per share of the underlying common stock by taking into consideration its most recent sale of its convertible preferred stock as well as additional factors that the Company deems relevant. Subsequent to the IPO, the warrants are valued using the fair value of common stock as of the measurement date. The Company historically has been a private company and lacks company-specific historical and implied volatility information of its stock. Therefore, it estimates its expected stock volatility based on the historical volatility of publicly traded peer companies for a term equal to the 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 has estimated a 0% dividend yield based on the expected dividend yield and the fact that the Company has never paid or declared dividends. As several significant inputs are not observable, the overall fair value measurement of the warrants is classified as Level 3. The following tables present information about the Company’s liabilities that are measured at fair value on a recurring basis as of December 31, 2015 and 2014 and indicate the level of the fair value hierarchy utilized to determine such fair value: Fair Value Measurements as of December 31, 2015 Using: Level 1 Level 2 Level 3 Total Liabilities: Liability for common stock warrants $ — — Fair Value Measurements as of December 31, 2014 Using: Level 1 Level 2 Level 3 Total Liabilities: Liability for common stock warrants $ — — The following table provides a rollforward of the aggregate fair values of the Company’s common stock warrants for which fair value is determined by Level 3 inputs: Balance, January 1, 2014 $ Fair value of warrants upon issuance during 2014 Increase in fair value through December 31, 2014 Balance, December 31, 2014 Decrease in fair value through December 31, 2015 Balance, December 31, 2015 $ The company recognized changes in the fair value of these warrants in other (expense) income, net in the statement of operations. (g) Property and Equipment Property and equipment are stated at cost, net of accumulated depreciation. Depreciation is computed using the straight ‑line method over the estimated useful life of the asset; generally three years. Leasehold improvements are depreciated over the shorter of the lease term or the estimated useful life of the related asset. Upon retirement or sale of an asset, the cost and related accumulated depreciation or amortization are removed from the balance sheet and any resulting gain or loss is reflected in operations in the period realized. Maintenance and repairs are charged to operations as incurred. (h) Goodwill and Other Intangible Assets Goodwill represents the excess of the purchase price over the fair value of net assets of purchased businesses. Goodwill is not amortized, but instead subject to impairment tests on at least an annual basis and whenever circumstances suggest that goodwill may be impaired. The Company’s annual test for impairment is performed as of October 1 of each fiscal year. The Company makes a qualitative assessment of whether it is more likely than not that a reporting unit’s fair value is less than its carrying amount before applying the two ‑step goodwill impairment test. If the Company concludes that it is not more likely than not that the fair value of a reporting unit is less than its carrying amount, it is not required to perform the two ‑step impairment test for that reporting unit. Under the first step of the test, the Company is required to compare the fair value of a reporting unit with its carrying amount, including goodwill. If the fair value of a reporting unit exceeds its carrying amount, goodwill of the reporting unit is not considered impaired and the second step of the test is not performed. If the results of the first step of the impairment test indicate that the fair value of a reporting unit does not exceed its carrying amount, then the second step of the test is required. The second step of the test compares the implied fair value of the reporting unit goodwill with the carrying amount of that goodwill. The impairment loss is measured by the excess of the carrying amount of the reporting unit goodwill over the implied fair value of that goodwill. Management evaluates the Company as a single reporting unit for business and operating purposes as all of the Company’s revenue streams are generated by the same underlying products via sales in the United States of America. In addition, the majority of the Company’s costs are, by their nature, shared costs that are not specifically identifiable to a geography or product line, but relate to all products. As a result, there is a high degree of interdependency among the Company’s net sales and cash flows for the entity and identifiable cash flows for a reporting unit separate from the entity are not meaningful. Judgments about the recoverability of purchased finite ‑lived intangible assets are made whenever events or changes in circumstance indicate that impairment may exist. Each fiscal year the Company evaluates the estimated remaining useful lives of purchased intangible assets and whether events or changes in circumstance warrant a revision to the remaining periods of amortization. Recoverability of finite ‑lived intangible assets is measured by comparison of the carrying amount of the asset to the future undiscounted cash flows the asset is expected to generate. The intangible asset is amortized to the statement of operations based on estimated cash flows generated from the intangible over its estimated life. (i) Impairment of Long ‑Lived Assets The Company’s management routinely considers whether indicators of impairment of long ‑lived assets are present. If such indicators are present, management determines whether the sum of the estimated undiscounted cash flows attributable to the assets in question is less than their carrying value. If less, the Company will recognize an impairment loss based on the excess of the carrying amount of the assets over their respective fair values. Fair value is determined by discounted future cash flows, appraisals or other methods. If the assets determined to be impaired are to be held and used, the Company will recognize an impairment charge to the extent the present value of anticipated net cash flows attributable to the asset are less than the asset’s carrying value. The fair value of the asset will then become the asset’s new carrying value. There have been no impairments of long ‑lived assets recorded during the years ended December 31, 2015 , 2014 and 2013 . The Company may record impairment losses in future periods if factors influencing its estimates change. (j) Revenue Recognition The Company sells its product directly to customers in markets where it has regulatory approval. The Company offers a six -month return policy and recognizes revenue net of sales discounts and returns in accordance with the Financial Accounting Standards Board, or FASB, Accounting Standards Codification 605, Revenue Recognition, or ASC 605. ASC 605 requires that six basic criteria must be met before revenue can be recognized when a right of return exists: · the seller’s price to the buyer is substantially fixed or determinable at the date of sale; · the buyer has paid the seller, or the buyer is obligated to pay the seller and the obligation is not contingent on resale of the product; · the buyer’s obligation to the seller would not be changed in the event of theft or physical destruction or damage of the product; · the buyer acquiring the product for resale has economic substance apart from that provided by the seller; · the seller does not have significant obligations for future performance to directly bring about resale of the product by the buyer; and · the amount of future returns can be reasonably estimated. Appropriate reserves are established for anticipated sales returns based on historical experience, recent gross sales and any notification of pending returns. The Company recognizes revenue when title to the product and risk of loss transfer to customers, provided there are no remaining performance obligations required of the Company or any written matters requiring customer acceptance. The Company allows for the return of product from customers within six months after the original sale and records estimated sales returns as a reduction of sales in the same period revenue is recognized. Sales return provisions are calculated based upon historical experience with actual returns. Actual sales returns in any future period are inherently uncertain and thus may differ from the estimates. If actual sales returns differ significantly from the estimates, an adjustment to revenue in the current or subsequent period would be recorded. The Company has established an allowance for sales returns of $660 and $10,018 as of December 31, 2015 and 2014 , respectively, recorded net against accounts receivable in the balance sheet. A portion of the Company’s revenue is generated from the sale of consigned inventory of breast implants maintained at doctor, hospital, and clinic locations. The customer is contractually obligated to maintain a specific level of inventory and to notify the Company upon use. For these products, revenue is recognized at the time the Company is notified by the customer that the product has been implanted. Notification is usually through the replenishing of the inventory and the Company periodically reviews consignment inventories to confirm accuracy of customer reporting. FDA regulations require tracking the sales of all implanted breast implant products. Shipping and handling charges are largely provided to customers free of charge. The associated costs are viewed as part of the Company’s marketing programs and are recorded as a component of sales and marketing expense in the statement of operations. For the years ended 2015 , 2014 and 2013 these costs amounted to $1,115 , $1,305 and $1,021 , respectively. In other cases, shipping and handling charges may be invoiced to customers based on the amount of products sold. In such cases, shipping and handling fees collected are recorded as revenue and the related expense as a component of cost of goods sold. (k) Accounts Receivable and Allowance for Doubtful Accounts Accounts receivable are recorded at the invoiced amount and do not bear interest. The Company maintains allowances for doubtful accounts for estimated losses resulting from the inability to collect from some of its customers. The allowances for doubtful accounts are based on the analysis of historical bad debts, customer credit ‑worthiness, past transaction history with the customer, and current economic trends. If the financial condition of the Company’s customers were to deteriorate, adversely affecting their ability to make payments, additional allowances may be required. The Company has established an allowance for doubtful accounts of $456 and $312 as of December 31, 2015 and 2014 , respectively. (l) Inventories and Cost of Goods Sold Inventories represent finished goods that are recorded at the lower of cost or market on a first ‑in, first ‑out basis, or FIFO. The Company periodically assesses the recoverability of all inventories to determine whether adjustments for impairment or obsolescence are required. The Company evaluates the remaining shelf life and other general obsolescence and impairment criteria in assessing the recoverability of the Company’s inventory. The Company recognizes the cost of inventory transferred to the customer in cost of goods sold when revenue is recognized. At December 31, 2015 and 2014 , approximately $2,274 and $1,989 , respectively, of the Company’s inventory was held on consignment at doctors’ offices, clinics, and hospitals. The value and quantity at any one location is not significant. (m) Income Taxes The Company accounts for income taxes under the asset and liability method. Under this method, deferred tax assets and liabilities are determined based on the difference between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to affect taxable income. Valuation allowances are established when necessary to reduce deferred tax assets to the amounts expected to be realized. The Company accounts for uncertain tax position in accordance with ASC 740 ‑10, Accounting for Uncertainty in Income Taxes . The Company assesses all material positions taken in any income tax return, including all significant uncertain positions, in all tax years that are still subject to assessment or challenge by relevant taxing authorities. Assessing an uncertain tax position begins with the initial determination of the position’s sustainability and is measured at the largest amount of benefit that is greater than fifty percent likely of being realized upon ultimate settlement. As of each balance sheet date, unresolved uncertain tax positions must be reassessed, and the Company will determine whether (i) the factors underlying the sustainability assertion have changed and (ii) the amount of the recognized tax benefit is still appropriate. The recognition and measurement of tax benefits requires significant judgment. Judgments concerning the recognition and measurement of tax benefit might change as new information becomes available. (n) Research and Development Expenditures Research and development costs are charged to operating expenses as incurred. Research and development, or R&D, primarily consist of clinical expenses, regulatory expenses, product development, consulting services, outside research activities, quality control, and other costs associated with the development of the Company’s products and compliance with Good Clinical Practices, or GCP, requirements. R&D expenses also include related personnel and consultant compensation and stock-based compensation expense. (o) Advertising Expenses related to advertising are charged to sales and marketing expense as incurred. Advertising costs were $1,029 , $1,548 and $801 for fiscal years 2015 , 2014 and 2013 , respectively. (p) Stock ‑Based Compensation The Company applies the fair value provisions of ASC 718, Compensation — Stock Compensation , or ASC 718. ASC 718 requires the recognition of compensation expense, using a fair ‑value based method, for costs related to all employee share ‑based payments, including stock options, restricted stock units, and the employee stock purchase plan. ASC 718 requires companies to estimate the fair value of share ‑based payment awards on the date of grant using an option ‑pricing model. All option grants valued are being expensed on a straight ‑line basis over their vesting period. The Black ‑Scholes model requires the input of subjective assumptions, including the risk ‑free interest rate, expected dividend yield, expected volatility and expected term, among other inputs. These estimates involve inherent uncertainties and the application of management’s judgment. If factors change and different assumptions are used, our stock ‑based compensation expense could be materially different in the future. These assumptions are estimated as follows: · Risk ‑free interest rate —The risk ‑free interest rate is based on the yields of U.S. Treasury securities with maturities similar to the expected term of the options for each option group. · Dividend yield —We have never declared or paid any cash dividends and do not presently plan to pay cash dividends in the foreseeable future. Consequently, we used an expected dividend yield of zero. · Expected volatility —As we do not have a significant trading history for our common stock, the expected stock price volatility for our common stock was estimated by taking the average of (i) the median historic price volatility and (ii) the median of the implied volatility averages, with a three ‑month lookback from the valuation date, for any trading options of industry peers based on daily price observations over a period equivalent to the expected term of the time to a liquidity event. We intend to continue to consistently apply this process using the same or similar public companies until a sufficient amount of historical information regarding the volatility of our own common stock share price becomes available. · Expected term —The expected term represents the period that our stock ‑based awards are expected to be outstanding. The following table presents the weighted ‑average assumptions used to estimate the fair value of options granted during the periods presented: Year Ended December 31, Stock Options 2015 2014 2013 Expected term (in years) to to 6.08 Expected volatility % to % % to % 56% Risk-free interest rate % to % % to % % to % Dividend yield — — — In addition to the assumptions used in the Black ‑Scholes option pricing model, the amount of stock ‑based compensation expense we recognize in our financial statements includes an estimate of stock option forfeitures. We estimate our forfeiture rate based on an analysis of our actual forfeitures and will continue to evaluate the appropriateness of the forfeiture rate based on actual forfeiture experience, analysis of employee turnover and other factors. Changes in the estimated forfeiture rate can have a significant impact on our stock ‑based compensation expense as the cumulative effect of adjusting the rate is recognized in the period the forfeiture estimate is changed. If a revised forfeiture rate is higher than the previously estimated forfeiture rate, an adjustment is made that will result in a decrease to the stock ‑based compensation expense recognized in the financial statements. If a revised forfeiture rate is lower than the previously estimated forfeiture rate, an adjustment is made that will result in an increase to the stock ‑based compensation expense recognized in our financial statements. The following table presents the weighted-average assumptions used to estimate the fair value of the stock purchase rights granted under the employee stock purchase plan: Year Ended December 31, ESPP 2015 2014 Expected term (in years) to to Expected volatility % to % % to % Risk-free interest rate % to % % to % Dividend yield — — (q) Product Warranties The Company offers a limited warranty and a lifetime product replacement program for the Company’s silicone gel breast implants. Under the limited warranty program, the Company will reimburse patients for certain out-of-pocket costs related to revision surgeries performed within ten years from the date of implantation in a covered event. Under the lifetime product replacement program, the Company provides no-charge replacement breast implants under a covered event. The programs are available to all patients implanted with the Company’s silicone breast implants after April 1, 2012 and are subject to the terms, conditions, claim procedures, limitations and exclusions. Timely completion of a device tracking and warranty enrollment form by the patient’s Plastic Surgeon is required to activate the programs and for the patient to be able to receive benefits under either program. The following table provides a rollforward of the accrued warranties: December 31, 2015 2014 Beginning balance $ $ Payments made during the period Changes in accrual related to warranties issued during the period Changes in accrual related to pre-existing warranties Ending balance $ $ (r) Deferred Equity Issuance Costs Deferred equity issuance costs, primarily consisting of legal, accounting and other direct fees and costs relating to the IPO and follow-on offering, were capitalized, as incurred, in other current assets prior to the completion of the IPO and follow-on offering. Upon completion of the IPO, $3,178 of issuance costs were capitalized, all of which were reclassified to additional-paid-in capital to offset the IPO proceeds for the year ending December 31, 2014. Upon completion of the follow-on offering, $643 of issuance costs were capitalized, all of which were reclassified to additional-paid-in capital to offset the follow-on offering proceeds for the year ended December 31, 2015. (s) Segment Information Management has determined that it has one business activity and operates in one segment as it only reports financial information on an aggregate basis to its Chief Executive Officer, who is the Company’s chief operating decision maker. All tangible assets are held in the United States. (t) Net Loss Per Share Basic loss per share attributable to common stockholders is computed by dividing net loss by the weighted average number of common shares outstanding during each period. Diluted loss per common share is computed by dividing net loss available to common stockholders by the weighted average number of common shares and dilutive potential common share equivalents then outstanding, to the extent they are dilutive. Potential common shares consist of shares issuable upon the exercise of stock options and warrants (using the treasury stock method), and the weighted average conversion of the convertible preferred stock into shares of common stock (using the if-converted method). Dilutive loss per share is the same as basic loss per share for all periods presented because the effects of potentially dilutive items were anti-dilutive. December 31, 2015 2014 2013 Net loss $ $ $ Weighted average common shares outstanding, basic and diluted Net loss per share attributable to common stockholders $ $ $ The Company excluded the following potentially dilutive securities, outstanding as of December 31, 2015 , 2014 and 2013 from the computation of diluted net loss per share attributable to common stockholders for the years ended December 31, 2015 , 2014 and 2013 because they had an anti-dilutive impact due to the net loss attributable to common stockholders incurred for the periods. December 31, 2015 2014 2013 Stock options to purchase common stock Warrants for the purchase of common stock Convertible preferred stock (as converted to common stock) — — (u) Recent Accounting Pronouncements In May 2014, the FASB, issued accounting standard update, or ASU, 2014-09, Revenue from Contracts with Customers, or Topic 606 . The standard was issued to provide a single framework that replaces existing industry and transaction specific U.S. GAAP with a five step analysis of transactions to determine when and how revenue is recognized. The accounting standard update will replace most existing revenue recognition guidance in U.S. GAAP when it becomes effective. In August 2015, the FASB issued ASU 2015-14, Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date, to defer the effective date of ASU 2014-09 by one year. Therefore, ASU 2014-09 will become effective for the Company beginning in fiscal year 2018. Early adoption would be permitted for the Company beginning in fiscal year 2017. The standard permits the use of either the retrospective or cumulative transition method. The Company is currently evaluating the accounting, transition and disclosure requirements of the standard and cannot currently estimate the financial statement impact of adoption. In April 2015, the FASB issued accounting standard update 2015-03 , Interest — Imputation of Interest . The standard was issued to simplify the presentation of debt issuance costs and require that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liabili |
Balance Sheet Components
Balance Sheet Components | 12 Months Ended |
Dec. 31, 2015 | |
Balance Sheet Components | |
Balance Sheet Components | (3) Balance Sheet Components Property and equipment, net consist of the following: December 31, 2015 2014 Leasehold improvements $ $ Laboratory equipment and toolings — Computer equipment Software Office equipment Furniture and fixtures Less accumulated depreciation $ $ Depreciation expense for the years ended December 31, 2015 , 2014 and 2013 was $256 , $182 and $148 respectively. Accrued and other current liabilities consist of the following: December 31, 2015 2014 Accrued clinical trial and research and development expenses $ $ Audit, consulting and legal fees Payroll and related expenses Accrued commission Warrant liability Other $ $ |
Long-term Debt
Long-term Debt | 12 Months Ended |
Dec. 31, 2015 | |
Long-term Debt | |
Long-term Debt | (4) Long-term Debt On January 17, 2013, the Company entered into a Loan and Security Agreement, or the Original Term Loan Agreement, with Oxford providing for a $15,000 term loan facility consisting of original term loans of (i) a $7,500 tranche A term loan, (ii) a $2,500 tranche B term loan and (iii) a $5,000 tranche C term loan, maturing on February 1, 2017. The term loan facility is collateralized by a first-priority security interest in substantially all of the Company’s assets. Borrowings under the term loan facility bear interest at a rate equal to 8.4% per annum and the Original Term Loan Agreement provides for interest-only payments through June 30, 2015. The term loans include an additional lump sum payment of $975 due on February 1, 2017. On June 30, 2014, the Company entered into the Amended and Restated Loan and Security Agreement, or the Amended Term Loan Agreement, with Oxford, under which the interest-only period for the original term loans was extended to August 1, 2015 and raised an additional $10,000 in a fourth tranche (tranche D) maturing on January 1, 2019. The term loans are collateralized by a first-priority security interest in substantially all of the Company’s assets. The term loans bear interest at a rate equal to 8.4% per annum. The interest-only period for the tranche A, B and C term loans ends on August 1, 2015 and the interest-only period for the tranche D term loan ends on the same date, but was extended another year to August 1, 2016 as the Company raised at least $50,000 in gross proceeds as part of the IPO (see Note 1). The tranche D term loan includes an additional lump sum payment of $650 due on January 1, 2019. The Amended Term Loan Agreement contains various negative and affirmative covenants, including certain restrictive covenants that limit the Company’s ability to transfer or dispose of certain assets, engage in new lines of business, change the composition of Company management, merge with or acquire other companies, incur additional debt, create new liens and encumbrances, pay dividends or subordinated debt and enter into material transactions with affiliates, among others. The Amended Term Loan Agreement also contains financial reporting requirements. In connection with the Original Term Loan Agreement and the Amended Term Loan Agreement, the Company issued to Oxford (i) seven -year warrants in January 2013 to purchase shares of the Company’s common stock with a value equal to 3.0% of the tranche A, B and C term loans amounts and (ii) seven -year warrants in June 2014 to purchase shares of the Company’s common stock with a value equal to 2.5% of the tranche D term loan amount. The warrants have an exercise price per share of $14.671 . On October 27, 2015, Oxford issued a notice to Sientra indicating that, in connection with the recent events involving Silimed and the Company, certain events of default have occurred and continue to exist under the Amended Term Loan Agreement. On October 28, 2015, Sientra repaid all principal, interest, other amounts and obligations owed to Oxford under the term loans for a total of $24,539 , following which the Company has no outstanding debt obligations. |
Goodwill
Goodwill | 12 Months Ended |
Dec. 31, 2015 | |
Goodwill. | |
Goodwill and Other Intangible Assets | (5) Goodwill The Company evaluates goodwill for impairment at least annually on October 1 st and whenever circumstances suggest that goodwill may be impaired. On September 24, 2015, the Company experienced a significant decline in its common stock price, which was sustained through September 30, 2015. The significant decline in the Company’s common stock price for a sustained period, along with the impact from regulatory inquiries related to medical devices manufactured by Silimed, the Company’s contract manufacturer, were identified as potential indicators of impairment of goodwill and other intangibles. As a result, the Company was required to assess whether or not an impairment of its goodwill had occurred as of Septembe r 30, 2015. The Company assessed the impact of the recent downward volatility in the Company's common stock price and concluded that the sustained decline constituted a triggering event requiring an interim goodwill impairment test. The Company conducted the first step of the goodwill impairment test described above for its single reporting unit as of September 30, 2015. The fair value of the reporting unit exceeded its carrying value as of September 30, 2015 by 24.7% , and therefore goodwill was determined to not be impaired as of September 30, 2015. As a result of the actions taken by the Brazilian regulatory agency ANVISA on October 2, 2015, and the Company voluntarily placing a hold on the sale of all Sientra devices manufactured by Silimed on October 9, 2015, the Company experienced a significant decline in its common stock price, which was sustained through December 31, 2015. The significant decline in the Company’s common stock price for a sustained period, along with the impact from recent regulatory inquiries related to medical devices manufactured by Silimed, the Company’s contract manufacturer, were identified as potential indicators of impairment of goodw ill and the Company concluded that the se events constituted a triggering event requiring a goodwill impairment test. The Company conducted a step one analysis which consists of a comparison of the fair value of the Company as a single reporting unit using a market approach against its carrying amount, including goodwill. As a result of the step one analysis, it was determined that the carrying value exceeded its fair value; therefore the Company proceeded to step two of the goodwill impairment analysis. For step two, the Company compared the implied fair value of goodwill with the carrying amount of goodwill and based on the analysis, there was no implied goodwill; therefore the Company recorded a goodwill impairment charge of $14,278 for the quarter ended December 31, 2015 . |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2015 | |
Income Taxes | |
Income Taxes | (6 ) Income Taxes Actual income tax expense differs from that obtained by applying the statutory federal income tax rate of 34% to income before income taxes as follows: Year Ended December 31, 2015 2014 2013 Tax at federal statutory rate $ $ $ State, net of federal benefit Permanent items Research and development credits — Benefit state rate change — Other Change in valuation allowance $ — $ — $ — The tax effects of temporary differences and carryforwards that give rise to significant portions of the deferred tax assets are as follows: December 31, 2015 2014 Net operating loss carryforwards $ $ Research and development credits Depreciation Accruals and reserves Intangibles Less valuation allowance Total deferred tax assets $ — $ — The Company has established a full valuation allowance against its net deferred tax assets due to the uncertainty surrounding realization of such assets. As of December 31, 2015 , the Company had net operating loss carryforwards of approximately $137,832 and $120,056 available to reduce future taxable income, if any, for federal and state income tax purposes, respectively. The federal net operating loss carryforward begins expiring in 2027, and the state net operating loss carryforwards begin expiring in 2017. It is possible that the Company will not generate taxable income in time to use these NOLs before their expiration. In addition, under Section 382 of the Internal Revenue Code of 1986, as amended, or the Code, if a corporation undergoes an “ownership change”, t he corporation's ability to use its pre-change NOL carryforwards and other pre-change tax attributes to offset its post-change income may be limited. In general, an “ownership change” occurs if there is a cumulative change in a loss corporation’s ownership by 5% shareholders that exceeds 50 percentage points over a rolling three -year period. The Company has not performed a detailed analysis to determine whether an ownership change under Section 382 of the Code has previously occurred. As a result, if the Company earn s net taxable income, its ability to use their pre-change net operating loss carryforwards to offset U.S. federal taxable income may become subject to limitations, which could potentially result in increased future tax liability to the Company . Until such analysis is completed, the Company cannot be sure that the full amount of the existing fede ral NOLs will be available to them, even if taxable income is generated before their expiration. As of December 31, 2015 , the Company had research and development credit carryforwards of approximately $1,804 and $1,762 available to reduce future taxable income, if any, for federal and California state income tax purposes, respectively. The federal credit carryforwards begin expiring in 2027 and the state credits carryforward indefinitely. At December 31, 2015 , the Company had unrecognized tax benefits of approximately $732 associated with the research and development credits. The Company does not anticipate that total unrecognized net tax benefits will significantly change over the next twelve months. A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows: Ending balance at December 31, 2013 $ Additions based on tax positions taken in the current year Ending balance at December 31, 2014 Additions based on tax positions taken in the current year — Ending balance at December 31, 2015 $ It is the Company’s policy to include penalties and interest expense related to income taxes as a component of other expense and interest expense, respectively, as necessary. There was no interest expense or penalties related to unrecognized tax benefits recorded through December 31, 2015 . The Company files U.S. federal and state income tax returns in jurisdictions with varying statute of limitations. The years that may be subject to examination will vary by jurisdiction. The Company’s tax years 2011 to 2015 will remain open for examination by the federal and state tax authorities. |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Dec. 31, 2015 | |
Stockholders' Equity | |
Stockholders' Equity | ( 7 ) Stockholders’ Equity (a) Authorized Stock The Company’s Amended and Restated Certificate of Incorporation, effective upon the completion of the IPO, authorizes the Company to issue 210,000,000 shares of common and preferred stock, consisting of 200,000,000 shares of common stock with $0.01 par value and 10,000,000 shares of preferred stock with $0.01 par value. As of December 31, 2015 , the Company has no preferred stock issued or outstanding . (b) Stock Options In April 2007, the Company adopted the 2007 Equity Incentive Plan, or 2007 Plan. The 2007 Plan provides for the granting of stock options to employees, directors and consultants of the Company. Options granted under the 2007 Plan may either be incentive stock options or nonstatutory stock options. Incentive stock options, or ISO s, may be granted only to Company employees. Nonstatutory stock options, or NSO s, may be granted to all eligible recipients. A total of 1,690,448 shares of the Company’s common stock were reserved for issuance for the 2007 Plan. As of December 31, 2015, pursuant to the 2007 Plan, there were 1,605,537 shares of common stock reserved and no shares of common stock available for future grants. The Company’s board of directors adopted the 2014 Equity Incentive Plan, or 2014 Plan, in July 2014, and the stockholders approved the 2014 Plan in October 2014. The 2014 Plan became effective upon completion of the IPO, at which time the Company ceased making awards under the 2007 Plan. Under the 2014 Plan, the Company may issue ISO, NSOs, stock appreciation rights, restricted stock awards, restricted stock unit awards and other forms of stock awards, or collectively, stock awards, all of which may be granted to employees, including officers, non-employee directors and consultants of the Company and their affiliates. ISOs may be granted only to employees. A total of 1,027,500 shares of common stock were initially reserved for issuance under the 2014 Plan, subject to certain annual increases. Options under the 2007 Plan and the 2014 Plan may be granted for periods of up to ten years as determined by the Company’s board of directors, provided, however, that (i) the exercise price of an ISO shall not be less than 100% of the estimated fair value of the shares on the date of grant, and (ii) the exercise price of an ISO granted to a more than 10% shareholder shall not be less than 110% of the estimated fair value of the shares on the date of grant. An NSO has no such exercise price limitations. The options generally vest with 25% of the grant vesting on the first anniversary and the balance vesting monthly on a straight-lined basis over the requisite service period of three additional years for the award. Additionally, options have been granted to certain key executives which vest upon achievement of performance conditions based on performance targets as defined by the board of directors, which have included net sales targets and defined corporate objectives over the performance period with possible payouts ranging from 0% to 100% of the target award . Compensation expense is recognized on a straight-lined basis over the vesting term of one year based upon the probable performance target that will be met. The vesting provisions of individual options may vary but provide for vesting of at least 25% per year. As of December 31, 2015 , pursuant to the 2014 Plan, there were 1,325,759 shares of common stock reserved and 71,388 shares common stock available for future grants . The following summarizes all option activity under the 2007 and 2014 Plan: Weighted average Weighted remaining average contractual Option Shares exercise price term (year) Balances at December 31, 2013 $ Granted Exercised Forfeited Balances at December 31, 2014 $ Granted Exercised Forfeited Balances at December 31, 2015 $ Vested and expected to vest at December 31, 2015 $ Vested and exercisable at December 31, 2015 $ The weighted average grant date fair value of stock options granted to employees and directors during the years ended December 31, 2015 and 2014 , and 2013 was $4.60 , $6.82 , and $1.90 per share, respectively. Stock-based compensation expense for stock options for the years ended December 31, 2015 , 2014 and 2013 was $2,005 , $560 and $342 , respectively. Tax benefits arising from the disposition of certain shares issued upon exercise of stock options within two years of the date of grant or within one year of the date of exercise by the option holder, or Disqualifying Dispositions, provide the Company with a tax deduction equal to the difference between the exercise price and the fair market value of the stock on the date of exercise. When realized, those excess windfall tax benefits are credited to additional paid-in capital. As of December 31, 2015 there was $4,733 of total unrecognized compensation cost related to stock options granted under the plans. The costs are expected to be recognized over a weighted average period of 2.95 years. The expense is recorded within the operating expense components in the statement of operations based on the employees receiving the awards. The aggregate intrinsic value of stock options is calculated as the difference between the exercise price of the stock options and the fair value of the Company’s common stock for those stock options that had exercise prices lower than the fair value of the Company’s common stock. The aggregate intrinsic value of stock options exercised was $597 , $176 , and $1 during the years ended December 31, 2015 , 2014 and 2013 , respectively . The expected term of employee stock options, risk ‑free interest rate and volatility represents the weighted average, based on grant date period, which the stock options are expected to remain outstanding. The Company utilized the simplified method to estimate the expected term of the options pursuant to ASC Subtopic 718 ‑10 for all option grants to employees. The expected volatility is based upon historical volatilities of an index of a peer group because it is not practicable to make a reasonable estimate of the Company’s volatility. The risk ‑free interest rate is based on the U.S. Treasury yield curve in effect at the time of the grant for periods corresponding with the expected term of the option. The dividend yield assumption is based on the Company’s history and expectation of dividend payouts. The Company has never declared or paid any cash dividends on its common stock, and the Company does not anticipate paying any cash dividends in the foreseeable future. As stock ‑based compensation expense recognized in the Company’s statement of operations is based on awards ultimately expected to vest, the amount has been reduced for estimated forfeitures. Forfeitures were estimated based on the Company’s historical experience and future expectations. For purposes of financial accounting for stock ‑based compensation, the Company has determined the fair values of its options based in part on the work of a third ‑party valuation specialist. The determination of stock ‑based compensation is inherently uncertain and subjective and involves the application of valuation models and assumptions requiring the use of judgment. If the Company had made different assumptions, its stock ‑based compensation expense, and its net loss could have been significantly different. (c) Restricted Stock Units The Company issued restricted stock units, or RSUs, under the 2014 Plan, during the year ending December 31, 2015. The restricted stock units issued vest monthly, on a straight-line basis, over a 4 year requisite service period. Activity related to RSUs, is set forth below: Weighted average grant date Number of shares fair value Balance at December 31, 2014 — $ — Granted Vested — — Balance at December 31, 2015 $ The weighted average grant date fair value of RSUs granted to employees and directors during the year ended December 31, 2015 was $3.88 per share . Stock-based compensation expense for RSUs for the year ended December 31, 2015 was $2 . As of December 31, 2015, there was $67 of total unrecognized compensation cost related to non-vested RSU awards. The cost is expected to be recognized over a weighted average period of 3.87 years. (d) Employee Stock Purchase Plan The Company’s board of directors adopted the 2014 Employee Stock Purchase Plan, or ESPP, in July 2014, and the stockholders approved the ESPP in October 2014. The ESPP allows eligible employees to purchase shares of the Company’s common stock at a discount through payroll deductions of up to 15% of their eligible compensation, subject to any plan limitations. The ESPP provides offering periods not to exceed 27 months , and each offering period will include purchase periods, which will be the approximately six -month period commencing with one exercise date and ending with the next exercise date, except that the first offering period commenced on the first trading day following the effective date of the Company's registration statement. Employees are able to purchase shares at 85% of the lower of the fair market value of the Company’s common stock on the first trading day of the offering period or on the exercise date. The number of shares available for sale under the 2014 Employee Stock Purchase Plan will be increased annually on the first day of each fiscal year, equal to the lesser of i) 1% of the total outstanding shares of the Company’s common stock as of the last day of the immediately preceding fiscal year; ii) 3,000,000 shares of common stock, or iii) such lesser amount as determined by the board of directors. As of December 31, 2015, the number of shares of common stock reserved for issuance under the ESPP was 404,629 . During the year ended December 31, 2015 , employees purchased 44,250 shares under the 2014 ESPP at a weighted average exercise price of $12.75 per share. As of December 31, 2015, the number of shares of common stock available for future issuance under the ESPP was 360,379 . Stock -based compensation related to the ESPP for the years ended December 31, 2015 and 2014 was $375 and $34 , respectively. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2015 | |
Commitments and Contingencies | |
Commitments and Contingencies | ( 8 ) Commitments and Contingencies (a) Operating Lease Commitment In August 2013, the Company entered into a four month warehouse lease in Santa Barbara, California, commencing on September 1, 2013. This operating lease is used for additional general office, warehouse, and research and development. This lease has been renewed until January 2019. In March 2014, the Company entered into a 68 month lease agreement in Santa Barbara, California. The operating lease is for general office use only and commenced on July 1, 2014. The terms of the facility lease provide for rental payments on a graduated scale. The Company recognizes rent expense on a straight-line basis over the lease term. Rent expense for the years ended December 31, 2015 , 2014 and 2013 was $519 , $424 and $359 respectively. As of December 31, 2015 , future minimum lease payments under all non ‑cancelable operating leases are as follows: Year Ended December 31: 2016 $ 2017 2018 2019 2020 and thereafter $ (b) Separation and Consulting Agreements On November 12, 2015, the Company entered into the following Separation and Consulting Agreements: Mr. Hani Zeini stepped down from his role as President and Chief Executive Officer and he and the Company entered into a Separation Agreement . Pursuant to the Separation Agreement, Mr. Zeini received: (i) a lump sum payment of $871 , which is equivalent to the sum of twelve (12) months of his base salary as in effect on the separation date plus the annual bonus earned by Mr. Zeini in connection with the completion of the fiscal year prior to the separation date, and (ii) up to twelve (12) months of company-paid health insurance premiums to continue his coverage. As a result of this Separation Agreement, the Company incurred $871 in termination benefits which was recorded during the year ended December 31, 2015. Further, o n February 16, 2 016, Mr. Zeini resigned from the Company’s board of directors . The Company entered into a Consulting Agreement with Mr. Zeini. The term of the Consulting Agreement is effective as of November 12, 2015 through December 31, 2016. Pursuant to the Consulting Agreement, Mr. Zeini shall provide consulting services to the Company in the area of his experience and expertise for up to thirty (30) hours per month and Mr. Zeini will be compensated in the amount of $43 per month. As a result of the terms and conditions of this Consulting Agreement, the Company accrued for all consulting services to be rendered of $586 which was recorded during the year ended December 31, 2015. Mr. Joel Smith stepped down from his role as General Counsel, Secretary and Chief Compliance Officer of the Company. On December 7, 2015, he and the Company entered into a Separation Agreement and pursuant to the Separation Agreement, Mr. Smith received: (i) aggregate payments equivalent to nine (9) months of his base salary as in effect on the separation date plus the pro-rated annual bonus earned by Mr. Smith in connection with the completion of the fiscal year prior to the separation date of $113 , and (ii) up to nine (9) months of company-paid health insurance premiums to continue his coverage. As a result of this Separation Agreement, the Company incurred $338 in termination benefits which was recorded during the year ended December 31, 2015. (c) Contingencies The Company is subject to claims and assessments from time to time in the ordinary course of business. The Company accrues a liability for such matters when it is probable that future expenditures will be made and such expenditures can be reasonably estimated. There were no contingent liabilities requiring accrual as of December 31, 2015 . In 2012, the Company filed a claim with the Hartford Insurance Company, or Hartford for reimbursement of legal costs incurred in connection with litigation with a competitor that was resolved in 2013. The Company held a D&O insurance policy with Hartford, and the Company and Hartford settled the matter in May 2014. The Company received settlement payments from Hartford and recovery of costs associated with the litigation of $0 , $2,358 , and $351 for the years ended December 31, 2015, 2014 and 2013, respectively. On September 25, 2015, a lawsuit styled as a class action of the Company’s stockholders was filed in the United States District Court for the Central District of California. The lawsuit names the Company and certain of its officers as defendants and alleges violations of Sections 10(b) and 20(a) of the Securities Exchange Act of 1934, as amended, or the Exchange Act, in connection with allegedly false and misleading statements concerning the Company’s business, operations, and prospects. The plaintiff seeks damages and an award of reasonable costs and expenses, including attorneys’ fees. On November 24, 2015, three stockholders (or groups of stockholders) filed motions to appoint lead plainti ff(s) and to approve their selection on lead counsel. On December 10, 2015, the court entered an order appointing lead plaintiffs and approving their se lection of lead counsel. On February 19, 2016, lead plaintiffs filed their consolidated amended complaint. On October 28 , November 5, and November 19, 2015, three lawsuits styled as class actions of the Company’s stockholders were filed in the Superior Court of California for the County of San Mateo. The lawsuits name the Company , certain of its officers and directors, and the underwriters associated with the Company’s follow-on public offering that closed on September 23, 2015 as defendants. The lawsuits allege violations of Sections 11, 12(a)(2), and 15 of the Securities Act in connection with allegedly false and misleading statements in the Company’s offering documents associated with the follow-on offering concerning its business, operations, and prospects. The plaintiffs seek damages and an award of reasonable costs and expenses, including attorneys’ fees. On December 4, 2015, defendants removed all three lawsuits to the United States District Court for the Northern District of California. On December 15 and December 16, 2015, plaintiffs filed motions to remand the lawsuits back to San Mateo Superior Court , or the Motions to Remand. On January 19, 2016, defendants filed their opposition to the Motions to Remand, and plaintiffs filed their reply in support of the Motions to Remand on January 26, 2016. It is possible that additional suits will be filed, or allegations made by stockholders, with respect to these same or other matters and also naming the Company and/or its officers and directors as defendants. The Company believes it has meritorious defenses and intends to defend these lawsuits vigorously. Due to the early stage of these proceedings, the Company is not able to predict or reasonably estimate the ultimate outcome or possible losses relating to these claims. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2015 | |
Subsequent Events. | |
Subsequent Events | (9) Subsequent Events (a) Resumption of Sales On March 1, 2016, after the completion of extensive independent, third-party testing and analyses of our Breast Products in the U.S., we lifted the temporary hold on the sale of our devices manufactured by Silimed. We also sent a letter to our Plastic Surgeons informing them of the Company’s market re-entry plans. The conclusive results of our testing indicate no anticipated significant safety concerns with the use of our products, including our breast implants, consistent with their approval status since 2012. (b) Acquisition of bioCorneum On March 9, 2016, pursuant to the Asset Purchase Agreement, or the Purchase Agreement, by and among the Company, Enaltus, LLC, and HealthEdge Investment Fund, L.P, we acquired certain assets of bioCorneum, an advanced silicone gel scar management therapy product for the purchase price of $7,000 in cash. The assets acquired consist of inventory, intellectual property, specified contracts and the associated assumed liabilities. We expect to account for the transaction as a business combination and are in the process of determining the allocation of the purchase price to acquired assets and assumed liabilities. A determination of the acquisition-date fair values of the assets acquired and the liabilities assumed is pending the completion of an independent appraisal and other evaluations and therefore further disclosures have not been made . |
Summary of Quarterly Financial
Summary of Quarterly Financial Information (Unaudited) | 12 Months Ended |
Dec. 31, 2015 | |
Summary of Quarterly Financial Information (Unaudited) | |
Summary of Quarterly Financial Information (Unaudited) | (1 0 ) Summary of Quarterly Financial Information (Unaudited) The following tables set forth our unaudited quarterly statements of operations data in dollars and as a percentage of revenue and our key metrics for each of the eight quarters ended December 31, 2015 . We have prepared the quarterly data on a consistent basis with the audited financial statements included in this report. In the opinion of management, the financial information reflects all necessary adjustments, consisting only of normal recurring adjustments, necessary for a fair presentation of this data. This information should be read in conjunction with the audited financial statements and related notes included elsewhere in this report. The results of historical periods are not necessarily indicative of the results of operations for a full year or any future period. Quarter Ended 2015 March 31 June 30 September 30 December 31 Net sales $ $ $ $ Gross profit Net loss Net loss per share: Basic and diluted $ $ $ $ Quarter Ended 2014 March 31 June 30 September 30 December 31 Net sales $ $ $ $ Gross profit Net loss Net loss per share: Basic and diluted $ $ $ $ |
Schedule II - Valuation And Qua
Schedule II - Valuation And Qualifying Accounts | 12 Months Ended |
Dec. 31, 2015 | |
Schedule II - Valuation And Qualifying Accounts | |
Schedule II - Valuation And Qualifying Accounts | Sientra, Inc. Schedule II — Valuation and Qualifying Accounts December 31, 2015, 2014 and 2013 (In thousands) Additions Balance at charged to Balance at beginning of costs and end of period expenses Deductions (1) period Year Ended December 31, 2013 Allowance for sales returns $ $ $ $ Year Ended December 31, 2014 Allowance for sales returns $ $ $ $ Year Ended December 31, 2015 Allowance for sales returns $ $ $ $ (1) Amounts represent actual sales returns. |
Summary of Significant Accoun18
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2015 | |
Summary of Significant Accounting Policies | |
Basis of Presentation and Use of Estimates | (a) Basis of Presentation and Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America, or GAAP, requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the dates of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Assets and liabilities which are subject to significant judgment and use of estimates include the allowance for doubtful accounts, sales return reserves, provision for warranties, valuation of inventories, recoverability of long-lived assets, valuation allowances with respect to deferred tax assets, useful lives associated with property and equipment and finite lived intangible assets, and the valuation and assumptions underlying stock-based compensation and other equity instruments. On an ongoing basis, the Company evaluates its estimates compared to historical experience and trends, which form the basis for making judgments about the carrying value of assets and liabilities. In addition, the Company engages the assistance of valuation specialists in concluding on fair value measurements in connection with stock-based compensation and other equity instruments. |
Liquidity | (b) Liquidity Since inception, the Company has incurred net losses. During the years ended December 31, 2015 , 2014 , and 2013 the Company incurred net losses of $41,230 , $5,811 , and $19,125 , respectively. The Company used $18,184 of cash in operations for the year ended December 31, 2015 , provided $450 cash from operations during the year ended December 31, 2014 and used $25,877 of cash in operations during the year ended December 31, 2013 . At December 31, 2015 and 2014 the Company had an accumulated deficit of $175,276 and $134,046 , respectively. At December 31, 2015 , the Company had cash and cash equivalents of $112,801 . The accompanying financial statements have been prepared on a going concern basis, which implies the Company will continue to realize its assets and discharge its liabilities in the normal course of business. Silimed is the Company’s sole source manufacturer of silicone gel breast implants, tissue expanders and other products. The continuation of the Company as a going concern is dependent upon many factors including the satisfactory resolution of the regulatory inquiries of Silimed’s medical devices, Silimed’s ability to resume the manufacturing of the Company’s medical devices, the availability of alternative manufacturing sources, and the resumption of the sale of the Company’s products. The Company’s ability to continue to meet its obligations and to achieve its business objectives is dependent upon, amongst other things, generating sufficient revenues. The Company believes that it has the ability to continue as a going concern for at least 12 months. These financial statements do not include any adjustments to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern. |
Cash and Cash Equivalents | (c) Cash and Cash Equivalents The Company considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. Cash equivalents consist primarily of checking accounts. |
Concentration of Credit and Supplier Risks | (d) Concentration of Credit and Supplier Risks Financial instruments that potentially subject the Company to significant concentrations of credit risk consist primarily of cash and cash equivalents. The Company’s cash and cash equivalents are deposited in demand accounts at a financial institution that management believes is creditworthy. The Company is exposed to credit risk in the event of default by this financial institution for cash and cash equivalents in excess of amounts insured by the Federal Deposit Insurance Corporation, or FDIC. Management believes that the Company’s investments in cash and cash equivalents are financially sound and have minimal credit risk and the Company has not experienced any losses on its deposits of cash and cash equivalents. The Company currently purchases all of its Breast Products from one supplier under an exclusivity contract. The supplier and its production facility are located in Brazil. The Company is exposed to risks of foreign regulations in Brazil that could hinder the Company’s ability to import goods, as well as halts or limitations in productions due to events outside of the Company’s control occurring at the production facility. This could result in the Company not being able to acquire the inventory needed to meet customer demand, which would result in possible loss of sales and affect operating results adversely. Several recent events have occurred which have affected the Company’s ability to rely on Silimed as their source for silicone gel breast implants, tissue expanders and other products in the short and long term, including the suspension of Silimed’s CE certificate by TUV SUD, Silimed’s notified body under EU regulation, relating to particles on Silimed breast products, followed by Brazilian regulatory inquiries and a temporary suspension by the Brazilian regulatory agency ANVISA and the Department of the Secretary of State of Rio de Janeiro of the manufacturing and shipment of all medical devices made by Silimed, including products manufactured for Sientra. As a result of this suspension, between October 9, 2015 and March 1, 2016, the Company voluntarily placed a temporary hold on the sale of all Sientra devices manufactured by Silimed and recommended that plastic surgeons discontinue implanting the devices. As of March 1, 2016, after ongoing discussions with the FDA and the Company’s own review of the matter with the assistance of independent experts in quality management systems, GMP and data-based risk assessment, the Company lifted the temporary hold on sales and also sent a letter to plastic surgeons informing them of the Company’s market re-entry plans. In addition, on October 22, 2015, there was a fire in the manufacturing building where Silimed primarily manufactures Sientra’s breast implants. The Company is working with Silimed to seek clarity as to the near and long-term capabilities of Silimed’s manufacturing operations, including the status of equipment that is used to manufacture breast implants and the potential feasibility, production capacity and timing related to Silimed’s ability to manufacture the Company’s breast implants. |
Fair Value of Financial Instruments | (e) Fair Value of Financial Instruments The carrying amounts of cash and cash equivalents, accounts receivable, accounts payable, accrued liabilities, and customer deposits are reasonable estimates of their fair value because of the short maturity of these items. The fair value of the common stock warrant liability is discussed in Note 2(f). As of December 31, 2015, the Company had no outstanding long-term debt. |
Fair Value Measurements | (f) Fair Value Measurements Certain assets and liabilities are carried at fair value under GAAP. Fair value is defined 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 must maximize the use of observable inputs and minimize the use of unobservable inputs. Financial assets and liabilities carried at fair value are to be classified and disclosed in one of the following three levels of the fair value hierarchy, of which the first two are considered observable and the last is considered unobservable: · Level 1 — Quoted prices in active markets for identical assets or liabilities. · Level 2 — Observable inputs (other than Level 1 quoted prices) such as quoted prices in active markets for similar assets or liabilities, quoted prices in markets that are not active for identical or similar assets or liabilities, or other inputs that are observable or can be corroborated by observable market data. · Level 3 — Unobservable inputs that are supported by little or no market activity and that are significant to determining the fair value of the assets or liabilities, including pricing models, discounted cash flow methodologies and similar techniques. The Company’s common stock warrant liabilities are carried at fair value determined according to the fair value hierarchy described above. The Company has utilized an option pricing valuation model to determine the fair value of its outstanding common stock warrant liabilities. The inputs to the model include fair value of the common stock related to the warrant, exercise price of the warrant, expected term, expected volatility, risk-free interest rate and dividend yield. Prior to the IPO, the Company determined the fair value per share of the underlying common stock by taking into consideration its most recent sale of its convertible preferred stock as well as additional factors that the Company deems relevant. Subsequent to the IPO, the warrants are valued using the fair value of common stock as of the measurement date. The Company historically has been a private company and lacks company-specific historical and implied volatility information of its stock. Therefore, it estimates its expected stock volatility based on the historical volatility of publicly traded peer companies for a term equal to the 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 has estimated a 0% dividend yield based on the expected dividend yield and the fact that the Company has never paid or declared dividends. As several significant inputs are not observable, the overall fair value measurement of the warrants is classified as Level 3. The following tables present information about the Company’s liabilities that are measured at fair value on a recurring basis as of December 31, 2015 and 2014 and indicate the level of the fair value hierarchy utilized to determine such fair value: Fair Value Measurements as of December 31, 2015 Using: Level 1 Level 2 Level 3 Total Liabilities: Liability for common stock warrants $ — — Fair Value Measurements as of December 31, 2014 Using: Level 1 Level 2 Level 3 Total Liabilities: Liability for common stock warrants $ — — The following table provides a rollforward of the aggregate fair values of the Company’s common stock warrants for which fair value is determined by Level 3 inputs: Balance, January 1, 2014 $ Fair value of warrants upon issuance during 2014 Increase in fair value through December 31, 2014 Balance, December 31, 2014 Decrease in fair value through December 31, 2015 Balance, December 31, 2015 $ The company recognized changes in the fair value of these warrants in other (expense) income, net in the statement of operations. |
Property and Equipment | (g) Property and Equipment Property and equipment are stated at cost, net of accumulated depreciation. Depreciation is computed using the straight ‑line method over the estimated useful life of the asset; generally three years. Leasehold improvements are depreciated over the shorter of the lease term or the estimated useful life of the related asset. Upon retirement or sale of an asset, the cost and related accumulated depreciation or amortization are removed from the balance sheet and any resulting gain or loss is reflected in operations in the period realized. Maintenance and repairs are charged to operations as incurred. |
Goodwill and Other Intangible Assets | (h) Goodwill and Other Intangible Assets Goodwill represents the excess of the purchase price over the fair value of net assets of purchased businesses. Goodwill is not amortized, but instead subject to impairment tests on at least an annual basis and whenever circumstances suggest that goodwill may be impaired. The Company’s annual test for impairment is performed as of October 1 of each fiscal year. The Company makes a qualitative assessment of whether it is more likely than not that a reporting unit’s fair value is less than its carrying amount before applying the two ‑step goodwill impairment test. If the Company concludes that it is not more likely than not that the fair value of a reporting unit is less than its carrying amount, it is not required to perform the two ‑step impairment test for that reporting unit. Under the first step of the test, the Company is required to compare the fair value of a reporting unit with its carrying amount, including goodwill. If the fair value of a reporting unit exceeds its carrying amount, goodwill of the reporting unit is not considered impaired and the second step of the test is not performed. If the results of the first step of the impairment test indicate that the fair value of a reporting unit does not exceed its carrying amount, then the second step of the test is required. The second step of the test compares the implied fair value of the reporting unit goodwill with the carrying amount of that goodwill. The impairment loss is measured by the excess of the carrying amount of the reporting unit goodwill over the implied fair value of that goodwill. Management evaluates the Company as a single reporting unit for business and operating purposes as all of the Company’s revenue streams are generated by the same underlying products via sales in the United States of America. In addition, the majority of the Company’s costs are, by their nature, shared costs that are not specifically identifiable to a geography or product line, but relate to all products. As a result, there is a high degree of interdependency among the Company’s net sales and cash flows for the entity and identifiable cash flows for a reporting unit separate from the entity are not meaningful. Judgments about the recoverability of purchased finite ‑lived intangible assets are made whenever events or changes in circumstance indicate that impairment may exist. Each fiscal year the Company evaluates the estimated remaining useful lives of purchased intangible assets and whether events or changes in circumstance warrant a revision to the remaining periods of amortization. Recoverability of finite ‑lived intangible assets is measured by comparison of the carrying amount of the asset to the future undiscounted cash flows the asset is expected to generate. The intangible asset is amortized to the statement of operations based on estimated cash flows generated from the intangible over its estimated life. |
Impairment of Long-Lived Assets | (i) Impairment of Long ‑Lived Assets The Company’s management routinely considers whether indicators of impairment of long ‑lived assets are present. If such indicators are present, management determines whether the sum of the estimated undiscounted cash flows attributable to the assets in question is less than their carrying value. If less, the Company will recognize an impairment loss based on the excess of the carrying amount of the assets over their respective fair values. Fair value is determined by discounted future cash flows, appraisals or other methods. If the assets determined to be impaired are to be held and used, the Company will recognize an impairment charge to the extent the present value of anticipated net cash flows attributable to the asset are less than the asset’s carrying value. The fair value of the asset will then become the asset’s new carrying value. There have been no impairments of long ‑lived assets recorded during the years ended December 31, 2015 , 2014 and 2013 . The Company may record impairment losses in future periods if factors influencing its estimates change. |
Revenue Recognition | (j) Revenue Recognition The Company sells its product directly to customers in markets where it has regulatory approval. The Company offers a six -month return policy and recognizes revenue net of sales discounts and returns in accordance with the Financial Accounting Standards Board, or FASB, Accounting Standards Codification 605, Revenue Recognition, or ASC 605. ASC 605 requires that six basic criteria must be met before revenue can be recognized when a right of return exists: · the seller’s price to the buyer is substantially fixed or determinable at the date of sale; · the buyer has paid the seller, or the buyer is obligated to pay the seller and the obligation is not contingent on resale of the product; · the buyer’s obligation to the seller would not be changed in the event of theft or physical destruction or damage of the product; · the buyer acquiring the product for resale has economic substance apart from that provided by the seller; · the seller does not have significant obligations for future performance to directly bring about resale of the product by the buyer; and · the amount of future returns can be reasonably estimated. Appropriate reserves are established for anticipated sales returns based on historical experience, recent gross sales and any notification of pending returns. The Company recognizes revenue when title to the product and risk of loss transfer to customers, provided there are no remaining performance obligations required of the Company or any written matters requiring customer acceptance. The Company allows for the return of product from customers within six months after the original sale and records estimated sales returns as a reduction of sales in the same period revenue is recognized. Sales return provisions are calculated based upon historical experience with actual returns. Actual sales returns in any future period are inherently uncertain and thus may differ from the estimates. If actual sales returns differ significantly from the estimates, an adjustment to revenue in the current or subsequent period would be recorded. The Company has established an allowance for sales returns of $660 and $10,018 as of December 31, 2015 and 2014 , respectively, recorded net against accounts receivable in the balance sheet. A portion of the Company’s revenue is generated from the sale of consigned inventory of breast implants maintained at doctor, hospital, and clinic locations. The customer is contractually obligated to maintain a specific level of inventory and to notify the Company upon use. For these products, revenue is recognized at the time the Company is notified by the customer that the product has been implanted. Notification is usually through the replenishing of the inventory and the Company periodically reviews consignment inventories to confirm accuracy of customer reporting. FDA regulations require tracking the sales of all implanted breast implant products. Shipping and handling charges are largely provided to customers free of charge. The associated costs are viewed as part of the Company’s marketing programs and are recorded as a component of sales and marketing expense in the statement of operations. For the years ended 2015 , 2014 and 2013 these costs amounted to $1,115 , $1,305 and $1,021 , respectively. In other cases, shipping and handling charges may be invoiced to customers based on the amount of products sold. In such cases, shipping and handling fees collected are recorded as revenue and the related expense as a component of cost of goods sold. |
Accounts Receivable and Allowance for Doubtful Accounts | (k) Accounts Receivable and Allowance for Doubtful Accounts Accounts receivable are recorded at the invoiced amount and do not bear interest. The Company maintains allowances for doubtful accounts for estimated losses resulting from the inability to collect from some of its customers. The allowances for doubtful accounts are based on the analysis of historical bad debts, customer credit ‑worthiness, past transaction history with the customer, and current economic trends. If the financial condition of the Company’s customers were to deteriorate, adversely affecting their ability to make payments, additional allowances may be required. The Company has established an allowance for doubtful accounts of $456 and $312 as of December 31, 2015 and 2014 , respectively. |
Inventories and Cost of Goods Sold | (l) Inventories and Cost of Goods Sold Inventories represent finished goods that are recorded at the lower of cost or market on a first ‑in, first ‑out basis, or FIFO. The Company periodically assesses the recoverability of all inventories to determine whether adjustments for impairment or obsolescence are required. The Company evaluates the remaining shelf life and other general obsolescence and impairment criteria in assessing the recoverability of the Company’s inventory. The Company recognizes the cost of inventory transferred to the customer in cost of goods sold when revenue is recognized. At December 31, 2015 and 2014 , approximately $2,274 and $1,989 , respectively, of the Company’s inventory was held on consignment at doctors’ offices, clinics, and hospitals. The value and quantity at any one location is not significant. |
Income Taxes | (m) Income Taxes The Company accounts for income taxes under the asset and liability method. Under this method, deferred tax assets and liabilities are determined based on the difference between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to affect taxable income. Valuation allowances are established when necessary to reduce deferred tax assets to the amounts expected to be realized. The Company accounts for uncertain tax position in accordance with ASC 740 ‑10, Accounting for Uncertainty in Income Taxes . The Company assesses all material positions taken in any income tax return, including all significant uncertain positions, in all tax years that are still subject to assessment or challenge by relevant taxing authorities. Assessing an uncertain tax position begins with the initial determination of the position’s sustainability and is measured at the largest amount of benefit that is greater than fifty percent likely of being realized upon ultimate settlement. As of each balance sheet date, unresolved uncertain tax positions must be reassessed, and the Company will determine whether (i) the factors underlying the sustainability assertion have changed and (ii) the amount of the recognized tax benefit is still appropriate. The recognition and measurement of tax benefits requires significant judgment. Judgments concerning the recognition and measurement of tax benefit might change as new information becomes available. |
Research and Development Expenditures | (n) Research and Development Expenditures Research and development costs are charged to operating expenses as incurred. Research and development, or R&D, primarily consist of clinical expenses, regulatory expenses, product development, consulting services, outside research activities, quality control, and other costs associated with the development of the Company’s products and compliance with Good Clinical Practices, or GCP, requirements. R&D expenses also include related personnel and consultant compensation and stock-based compensation expense. |
Advertising | (o) Advertising Expenses related to advertising are charged to sales and marketing expense as incurred. Advertising costs were $1,029 , $1,548 and $801 for fiscal years 2015 , 2014 and 2013 , respectively. |
Stock-Based Compensation | (p) Stock ‑Based Compensation The Company applies the fair value provisions of ASC 718, Compensation — Stock Compensation , or ASC 718. ASC 718 requires the recognition of compensation expense, using a fair ‑value based method, for costs related to all employee share ‑based payments, including stock options, restricted stock units, and the employee stock purchase plan. ASC 718 requires companies to estimate the fair value of share ‑based payment awards on the date of grant using an option ‑pricing model. All option grants valued are being expensed on a straight ‑line basis over their vesting period. The Black ‑Scholes model requires the input of subjective assumptions, including the risk ‑free interest rate, expected dividend yield, expected volatility and expected term, among other inputs. These estimates involve inherent uncertainties and the application of management’s judgment. If factors change and different assumptions are used, our stock ‑based compensation expense could be materially different in the future. These assumptions are estimated as follows: · Risk ‑free interest rate —The risk ‑free interest rate is based on the yields of U.S. Treasury securities with maturities similar to the expected term of the options for each option group. · Dividend yield —We have never declared or paid any cash dividends and do not presently plan to pay cash dividends in the foreseeable future. Consequently, we used an expected dividend yield of zero. · Expected volatility —As we do not have a significant trading history for our common stock, the expected stock price volatility for our common stock was estimated by taking the average of (i) the median historic price volatility and (ii) the median of the implied volatility averages, with a three ‑month lookback from the valuation date, for any trading options of industry peers based on daily price observations over a period equivalent to the expected term of the time to a liquidity event. We intend to continue to consistently apply this process using the same or similar public companies until a sufficient amount of historical information regarding the volatility of our own common stock share price becomes available. · Expected term —The expected term represents the period that our stock ‑based awards are expected to be outstanding. The following table presents the weighted ‑average assumptions used to estimate the fair value of options granted during the periods presented: Year Ended December 31, Stock Options 2015 2014 2013 Expected term (in years) to to 6.08 Expected volatility % to % % to % 56% Risk-free interest rate % to % % to % % to % Dividend yield — — — In addition to the assumptions used in the Black ‑Scholes option pricing model, the amount of stock ‑based compensation expense we recognize in our financial statements includes an estimate of stock option forfeitures. We estimate our forfeiture rate based on an analysis of our actual forfeitures and will continue to evaluate the appropriateness of the forfeiture rate based on actual forfeiture experience, analysis of employee turnover and other factors. Changes in the estimated forfeiture rate can have a significant impact on our stock ‑based compensation expense as the cumulative effect of adjusting the rate is recognized in the period the forfeiture estimate is changed. If a revised forfeiture rate is higher than the previously estimated forfeiture rate, an adjustment is made that will result in a decrease to the stock ‑based compensation expense recognized in the financial statements. If a revised forfeiture rate is lower than the previously estimated forfeiture rate, an adjustment is made that will result in an increase to the stock ‑based compensation expense recognized in our financial statements. The following table presents the weighted-average assumptions used to estimate the fair value of the stock purchase rights granted under the employee stock purchase plan: Year Ended December 31, ESPP 2015 2014 Expected term (in years) to to Expected volatility % to % % to % Risk-free interest rate % to % % to % Dividend yield — — |
Product Warranties | (q) Product Warranties The Company offers a limited warranty and a lifetime product replacement program for the Company’s silicone gel breast implants. Under the limited warranty program, the Company will reimburse patients for certain out-of-pocket costs related to revision surgeries performed within ten years from the date of implantation in a covered event. Under the lifetime product replacement program, the Company provides no-charge replacement breast implants under a covered event. The programs are available to all patients implanted with the Company’s silicone breast implants after April 1, 2012 and are subject to the terms, conditions, claim procedures, limitations and exclusions. Timely completion of a device tracking and warranty enrollment form by the patient’s Plastic Surgeon is required to activate the programs and for the patient to be able to receive benefits under either program. The following table provides a rollforward of the accrued warranties: December 31, 2015 2014 Beginning balance $ $ Payments made during the period Changes in accrual related to warranties issued during the period Changes in accrual related to pre-existing warranties Ending balance $ $ |
Deferred Equity Issuance Costs | (r) Deferred Equity Issuance Costs Deferred equity issuance costs, primarily consisting of legal, accounting and other direct fees and costs relating to the IPO and follow-on offering, were capitalized, as incurred, in other current assets prior to the completion of the IPO and follow-on offering. Upon completion of the IPO, $3,178 of issuance costs were capitalized, all of which were reclassified to additional-paid-in capital to offset the IPO proceeds for the year ending December 31, 2014. Upon completion of the follow-on offering, $643 of issuance costs were capitalized, all of which were reclassified to additional-paid-in capital to offset the follow-on offering proceeds for the year ended December 31, 2015. |
Segment Information | (s) Segment Information Management has determined that it has one business activity and operates in one segment as it only reports financial information on an aggregate basis to its Chief Executive Officer, who is the Company’s chief operating decision maker. All tangible assets are held in the United States. |
Net Loss Per Share | (t) Net Loss Per Share Basic loss per share attributable to common stockholders is computed by dividing net loss by the weighted average number of common shares outstanding during each period. Diluted loss per common share is computed by dividing net loss available to common stockholders by the weighted average number of common shares and dilutive potential common share equivalents then outstanding, to the extent they are dilutive. Potential common shares consist of shares issuable upon the exercise of stock options and warrants (using the treasury stock method), and the weighted average conversion of the convertible preferred stock into shares of common stock (using the if-converted method). Dilutive loss per share is the same as basic loss per share for all periods presented because the effects of potentially dilutive items were anti-dilutive. December 31, 2015 2014 2013 Net loss $ $ $ Weighted average common shares outstanding, basic and diluted Net loss per share attributable to common stockholders $ $ $ The Company excluded the following potentially dilutive securities, outstanding as of December 31, 2015 , 2014 and 2013 from the computation of diluted net loss per share attributable to common stockholders for the years ended December 31, 2015 , 2014 and 2013 because they had an anti-dilutive impact due to the net loss attributable to common stockholders incurred for the periods. December 31, 2015 2014 2013 Stock options to purchase common stock Warrants for the purchase of common stock Convertible preferred stock (as converted to common stock) — — |
Recent Accounting Pronouncements | (u) Recent Accounting Pronouncements In May 2014, the FASB, issued accounting standard update, or ASU, 2014-09, Revenue from Contracts with Customers, or Topic 606 . The standard was issued to provide a single framework that replaces existing industry and transaction specific U.S. GAAP with a five step analysis of transactions to determine when and how revenue is recognized. The accounting standard update will replace most existing revenue recognition guidance in U.S. GAAP when it becomes effective. In August 2015, the FASB issued ASU 2015-14, Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date, to defer the effective date of ASU 2014-09 by one year. Therefore, ASU 2014-09 will become effective for the Company beginning in fiscal year 2018. Early adoption would be permitted for the Company beginning in fiscal year 2017. The standard permits the use of either the retrospective or cumulative transition method. The Company is currently evaluating the accounting, transition and disclosure requirements of the standard and cannot currently estimate the financial statement impact of adoption. In April 2015, the FASB issued accounting standard update 2015-03 , Interest — Imputation of Interest . The standard was issued to simplify the presentation of debt issuance costs and require that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. This accounting standard update will be effective for the Company beginning in fiscal year 2016. The Company anticipates there will be no material impact on its financial statement upon adoption of this guidance. In April 2015, the FASB issued accounting standard update 2015-05 , Intangibles — Goodwill and Other — Internal-Use Software . The standard was issued to provide guidance to customers about whether a cloud computing arrangement includes a software license. If a cloud computing arrangement includes a software license, then the customer should account for the software license element of the arrangement consistent with the acquisition of other software licenses. If a cloud computing arrangement does not include a software license, the customer should account for the arrangement as a service contract. This accounting standard update will be effective for the Company beginning in fiscal year 2016. The Company anticipates there will be no material impact on its financial statement upon adoption of this guidance. In July 2015, the FASB issued accounting standard update 2015-11 , Inventory — Simplifying the Measurement of Inventory . The standard simplifies the subsequent measurement of inventory by requiring inventory to be measured at the lower of cost and net realizable value, thereby simplifying the current guidance under which an entity must measure inventory at the lower of cost or market. The accounting standards update will not apply to inventories that are measured by using either the last-in, first-out method or the retail inventory method. This accounting standard update will be effective for the Company beginning in fiscal year 2017. The Company anticipates there will be no material impact on its financial statement upon adoption of this guidance. In November 2015, the FASB issued accounting standard update 2015-17, Income Taxes – Balance Sheet Classification of Deferred Taxes. The standard simplifies the presentation of deferred income taxes by requiring deferred tax assets and liabilities be classified as noncurrent in a classified statement of financial position. Current GAAP requires an entity to separate deferred income tax liabilities and assets into current and noncurrent amounts. This accounting standard update will be effective for the Company beginning in fiscal year 2017. The Company anticipates there will be no material impact to its financial statement upon adoption of this guidance. In February 2016, the FASB issued accounting standard update 2016-02, Leases (Topic 842) which supersedes FASB Accounting Standard Codification Leases (Topic 840). The standard is intended to increase the transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. This accounting standard update will be effective for the Company beginning in fiscal year 2019. The Company is currently evaluating the impact that adoption of the standard will have on the financial statements and related disclosures. (v ) Reclassifications Certain reclassifications have been made to prior year amounts to conform to the current year presentation. |
Reclassifications | (v ) Reclassifications Certain reclassifications have been made to prior year amounts to conform to the current year presentation. |
Summary of Significant Accoun19
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Schedule of Company's liabilities that are measured at fair value on a recurring basis | Fair Value Measurements as of December 31, 2015 Using: Level 1 Level 2 Level 3 Total Liabilities: Liability for common stock warrants $ — — Fair Value Measurements as of December 31, 2014 Using: Level 1 Level 2 Level 3 Total Liabilities: Liability for common stock warrants $ — — |
Schedule of aggregate fair values of the Company's common stock warrants for which fair value is determined by Level 3 inputs | Balance, January 1, 2014 $ Fair value of warrants upon issuance during 2014 Increase in fair value through December 31, 2014 Balance, December 31, 2014 Decrease in fair value through December 31, 2015 Balance, December 31, 2015 $ |
Schedule of rollforward of the accrued warranties | December 31, 2015 2014 Beginning balance $ $ Payments made during the period Changes in accrual related to warranties issued during the period Changes in accrual related to pre-existing warranties Ending balance $ $ |
Schedule of net loss per share, basic and diluted | December 31, 2015 2014 2013 Net loss $ $ $ Weighted average common shares outstanding, basic and diluted Net loss per share attributable to common stockholders $ $ $ |
Schedule of potentially dilutive securities excluded from the computation of diluted net loss per share attributable to common stockholders | December 31, 2015 2014 2013 Stock options to purchase common stock Warrants for the purchase of common stock Convertible preferred stock (as converted to common stock) — — |
Stock Option | |
Schedule of fair value of employee stock options estimated using Black-Scholes option valuation model | Year Ended December 31, Stock Options 2015 2014 2013 Expected term (in years) to to 6.08 Expected volatility % to % % to % 56% Risk-free interest rate % to % % to % % to % Dividend yield — — — |
Employee Stock Purchase Plan | |
Schedule of fair value of employee stock options estimated using Black-Scholes option valuation model | Year Ended December 31, ESPP 2015 2014 Expected term (in years) to to Expected volatility % to % % to % Risk-free interest rate % to % % to % Dividend yield — — |
Balance Sheet Components (Table
Balance Sheet Components (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Balance Sheet Components | |
Schedule of property and equipment, net | December 31, 2015 2014 Leasehold improvements $ $ Laboratory equipment and toolings — Computer equipment Software Office equipment Furniture and fixtures Less accumulated depreciation $ $ |
Schedule of accrued and other current liabilities | December 31, 2015 2014 Accrued clinical trial and research and development expenses $ $ Audit, consulting and legal fees Payroll and related expenses Accrued commission Warrant liability Other $ $ |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Income Taxes | |
Schedule of reconciliation of actual income tax expense obtained by applying the statutory federal income tax rate | Year Ended December 31, 2015 2014 2013 Tax at federal statutory rate $ $ $ State, net of federal benefit Permanent items Research and development credits — Benefit state rate change — Other Change in valuation allowance $ — $ — $ — |
Schedule of tax effects of temporary differences and carryforwards that give rise to significant portions of the deferred tax assets | December 31, 2015 2014 Net operating loss carryforwards $ $ Research and development credits Depreciation Accruals and reserves Intangibles Less valuation allowance Total deferred tax assets $ — $ — |
Schedule of reconciliation of the beginning and ending amount of unrecognized tax benefits | Ending balance at December 31, 2013 $ Additions based on tax positions taken in the current year Ending balance at December 31, 2014 Additions based on tax positions taken in the current year — Ending balance at December 31, 2015 $ |
Stockholders' Equity (Deficit)
Stockholders' Equity (Deficit) (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Stockholders' Equity | |
Summary of option activity | Weighted average Weighted remaining average contractual Option Shares exercise price term (year) Balances at December 31, 2013 $ Granted Exercised Forfeited Balances at December 31, 2014 $ Granted Exercised Forfeited Balances at December 31, 2015 $ Vested and expected to vest at December 31, 2015 $ Vested and exercisable at December 31, 2015 $ |
Summary of RSUs activity | Weighted average grant date Number of shares fair value Balance at December 31, 2014 — $ — Granted Vested — — Balance at December 31, 2015 $ |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Commitments and Contingencies | |
Schedule of future minimum lease payments under non-cancelable operating leases | Year Ended December 31: 2016 $ 2017 2018 2019 2020 and thereafter $ |
Summary of Quarterly Financia24
Summary of Quarterly Financial Information (Unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Summary of Quarterly Financial Information (Unaudited) | |
Summary of Quarterly Financial Information (Unaudited) | Quarter Ended 2015 March 31 June 30 September 30 December 31 Net sales $ $ $ $ Gross profit Net loss Net loss per share: Basic and diluted $ $ $ $ Quarter Ended 2014 March 31 June 30 September 30 December 31 Net sales $ $ $ $ Gross profit Net loss Net loss per share: Basic and diluted $ $ $ $ |
Formation and Business of the25
Formation and Business of the Company (Details) $ / shares in Units, $ in Thousands | Sep. 23, 2015USD ($)$ / sharesshares | Nov. 03, 2014USD ($)$ / sharesshares | Oct. 10, 2014 | Oct. 09, 2014 | Jun. 30, 2014USD ($) | Dec. 31, 2013shares | Dec. 31, 2012shares |
Formation and Business of the Company | |||||||
Convertible preferred stock, shares outstanding | shares | 0 | ||||||
Convertible preferred stock | |||||||
Formation and Business of the Company | |||||||
Conversion rate | 2.75 | ||||||
Convertible preferred stock, shares outstanding | shares | 24,593,087 | 24,593,087 | |||||
Tranche D term loan | |||||||
Formation and Business of the Company | |||||||
Threshold amount of gross proceeds in IPO to determine extended interest period of debt instruments | $ 50,000 | ||||||
IPO | Tranche D term loan | |||||||
Formation and Business of the Company | |||||||
Threshold amount of gross proceeds in IPO to determine extended interest period of debt instruments | $ 50,000 | ||||||
Common stock | |||||||
Formation and Business of the Company | |||||||
Conversion rate | 0.364 | ||||||
Shares issued on conversion of Series A, Series B and Series C preferred stock | shares | 8,942,925 | ||||||
Common stock | IPO | |||||||
Formation and Business of the Company | |||||||
Shares issued | shares | 5,750,000 | ||||||
Public offering price (in dollars per share) | $ / shares | $ 15 | ||||||
Net proceeds after deducting underwriting discounts and commissions and offering expenses | $ 77,035 | ||||||
Payment of underwriting discounts and commissions and offering expenses | $ 9,215 | ||||||
Common stock | Follow-On Offering | |||||||
Formation and Business of the Company | |||||||
Shares issued | shares | 3,000,000 | ||||||
Public offering price (in dollars per share) | $ / shares | $ 22 | ||||||
Payment of underwriting discounts and commissions and offering expenses | $ 3,960 | ||||||
Proceeds from the issuance of common stock, net of underwriting discounts, commissions and offering expenses | 61,397 | ||||||
Offering expenses | $ 643 | ||||||
Common stock | Over allotment option exercised by underwriters | |||||||
Formation and Business of the Company | |||||||
Shares issued | shares | 750,000 | ||||||
Preferred Stock | |||||||
Formation and Business of the Company | |||||||
Conversion rate | 2.75 | 1 |
Summary of Significant Accoun26
Summary of Significant Accounting Policies (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Summary of Significant Accounting Policies | ||||||||||||
Net loss | $ 28,250 | $ 6,604 | $ 2,992 | $ 3,384 | $ 3,197 | $ 1,452 | $ 209 | $ 953 | $ 41,230 | $ 5,811 | $ 19,125 | |
Net cash provided by (used in) operations | (18,184) | 450 | (25,877) | |||||||||
Accumulated deficit | 175,276 | 134,046 | 175,276 | 134,046 | ||||||||
Cash and cash equivalents | $ 112,801 | $ 96,729 | $ 112,801 | $ 96,729 | $ 9,722 | $ 39,208 |
Summary of Significant Accoun27
Summary of Significant Accounting Policies (Fair Value) (Details) - Warrants - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Fair Value Measurements | ||
Estimated dividend yield | 0.00% | |
Fair values of the Company's common stock warrants determined by Level 3 inputs | ||
Balance at beginning of the period | $ 420 | $ 90 |
Fair value of warrants upon issuance | 110 | |
Increase (Decrease) in fair value | (360) | 220 |
Balance at the end of the period | 60 | 420 |
Recurring | ||
Fair Value Measurements | ||
Liability for common stock warrants | 60 | 420 |
Level 3 | Recurring | ||
Fair Value Measurements | ||
Liability for common stock warrants | $ 60 | $ 420 |
Summary of Significant Accoun28
Summary of Significant Accounting Policies (PPE and Revenue) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Property, Plant and Equipment | |||
Estimated useful life of asset | 3 years | ||
Impairment of long-lived assets | $ 0 | $ 0 | $ 0 |
Revenue Recognition | |||
Period for sales return | 6 months | ||
Allowance for sales returns | $ 660 | 10,018 | |
Shipping and handling charges | 1,115 | 1,305 | 1,021 |
Accounts Receivable and Allowance for Doubtful Accounts | |||
Allowance for doubtful accounts | 456 | 312 | |
Inventories and Cost of Goods Sold | |||
Inventory held on consignment at doctors' offices, clinics, and hospitals | 2,274 | 1,989 | |
Advertising | |||
Advertising costs | $ 1,029 | $ 1,548 | $ 801 |
Summary of Significant Accoun29
Summary of Significant Accounting Policies ((Weighted-average assumptions) (Details) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Stock Option | |||
Assumptions used to estimate the fair value of stock options | |||
Expected term (in years) | 6 years 29 days | ||
Expected volatility, minimum (as a percent) | 45.00% | 52.00% | |
Expected volatility, maximum (as a percent) | 52.00% | 57.00% | |
Expected volatility (as a percent) | 56.00% | ||
Risk-free interest rate, minimum (as a percent) | 1.48% | 1.71% | 1.00% |
Risk-free interest rate, maximum (as a percent) | 1.92% | 2.00% | 1.76% |
Stock Option | Minimum | |||
Assumptions used to estimate the fair value of stock options | |||
Expected term (in years) | 5 years 3 months 7 days | 5 years 9 months 7 days | |
Stock Option | Maximum | |||
Assumptions used to estimate the fair value of stock options | |||
Expected term (in years) | 6 years 29 days | 6 years 29 days | |
Employee Stock Purchase Plan | |||
Assumptions used to estimate the fair value of stock options | |||
Expected volatility, minimum (as a percent) | 42.00% | 43.00% | |
Expected volatility, maximum (as a percent) | 44.00% | 44.00% | |
Risk-free interest rate, minimum (as a percent) | 0.08% | 0.08% | |
Risk-free interest rate, maximum (as a percent) | 0.71% | 0.49% | |
Employee Stock Purchase Plan | Minimum | |||
Assumptions used to estimate the fair value of stock options | |||
Expected term (in years) | 6 months | 7 months 17 days | |
Employee Stock Purchase Plan | Maximum | |||
Assumptions used to estimate the fair value of stock options | |||
Expected term (in years) | 2 years 1 month 6 days | 2 years 1 month 21 days |
Summary of Significant Accoun30
Summary of Significant Accounting Policies (Warrants) (Details) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015USD ($)item | Dec. 31, 2014USD ($) | |
Product Warranties | ||
Period to claim reimbursement under limited warranty program | 10 years | |
Beginning balance | $ 961 | $ 515 |
Payments made during the period | (14) | (1) |
Changes in accrual related to warranties issued during the period | 420 | 509 |
Changes in accrual related to pre-existing warranties | (35) | (62) |
Ending balance | $ 1,332 | $ 961 |
Segment Information | ||
Number of business activities | item | 1 | |
Number of segments | item | 1 | |
IPO | ||
Deferred Equity Issuance Costs | ||
Deferred equity issuance costs | $ 3,178 | |
Follow-On Offering | ||
Deferred Equity Issuance Costs | ||
Deferred equity issuance costs | $ 643 |
Summary of Significant Accoun31
Summary of Significant Accounting Policies (EPS) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Net loss per share | |||||||||||
Net loss | $ (41,230) | $ (5,811) | $ (19,125) | ||||||||
Weighted average common shares outstanding, basic and diluted | 15,770,972 | 2,545,371 | 232,512 | ||||||||
Net loss per share attributable to common stockholders | $ (1.57) | $ (0.43) | $ (0.20) | $ (0.23) | $ (0.34) | $ (6.94) | $ (1) | $ (4.59) | $ (2.61) | $ (2.28) | $ (82.25) |
Potentially dilutive securities | |||||||||||
Potentially dilutive securities | 2,015,616 | 1,661,254 | 10,395,910 | ||||||||
Stock options to purchase common stock | |||||||||||
Potentially dilutive securities | |||||||||||
Potentially dilutive securities | 1,967,906 | 1,613,544 | 1,422,315 | ||||||||
Warrants | |||||||||||
Potentially dilutive securities | |||||||||||
Potentially dilutive securities | 47,710 | 47,710 | 30,670 | ||||||||
Convertible preferred stock | |||||||||||
Potentially dilutive securities | |||||||||||
Potentially dilutive securities | 8,942,925 |
Balance Sheet Components (PPE)
Balance Sheet Components (PPE) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Property and equipment, net | |||
Property and equipment, gross | $ 2,245 | $ 1,176 | |
Less accumulated depreciation | (841) | (621) | |
Property and equipment, net | 1,404 | 555 | |
Depreciation expense | 256 | 182 | $ 148 |
Leasehold improvements | |||
Property and equipment, net | |||
Property and equipment, gross | 86 | 69 | |
Laboratory equipment and toolings | |||
Property and equipment, net | |||
Property and equipment, gross | 366 | ||
Computer equipment | |||
Property and equipment, net | |||
Property and equipment, gross | 277 | 138 | |
Software | |||
Property and equipment, net | |||
Property and equipment, gross | 655 | 166 | |
Office equipment | |||
Property and equipment, net | |||
Property and equipment, gross | 137 | 167 | |
Furniture and fixtures | |||
Property and equipment, net | |||
Property and equipment, gross | $ 724 | $ 636 |
Balance Sheet Components (Accru
Balance Sheet Components (Accrued liabilities) (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Accrued and other current liabilities | ||
Accrued clinical trial and research and development expenses | $ 215 | $ 109 |
Audit, consulting and legal fees | 1,208 | 72 |
Payroll and related expenses | 2,494 | 2,497 |
Accrued commission | 1,960 | 1,969 |
Warrant liability | 60 | 420 |
Other | 1,022 | 705 |
Total | $ 6,959 | $ 5,772 |
Long-term Debt (Details)
Long-term Debt (Details) - USD ($) $ / shares in Units, $ in Thousands | Oct. 28, 2015 | Jun. 30, 2014 | Jan. 31, 2013 | Jan. 31, 2014 | Jan. 17, 2013 |
Warrants | |||||
Warrants | |||||
Share price (in dollars per share) | $ 14.671 | ||||
Term loan agreement | |||||
Long-term Debt | |||||
Face amount | $ 15,000 | ||||
Interest rate (as a percent) | 8.40% | ||||
Final payment | $ 975 | ||||
Warrants | |||||
Settlement of term loan | $ 24,539 | ||||
Outstanding debt obligations | $ 0 | ||||
Term loan agreement | Warrants | |||||
Warrants | |||||
Term of warrants | 7 years | ||||
Tranche A term loan | |||||
Long-term Debt | |||||
Face amount | 7,500 | ||||
Tranche A term loan | Warrants | |||||
Warrants | |||||
Value of common stock that can be purchased as a percentage of term loan | 3.00% | ||||
Tranche B term loan | |||||
Long-term Debt | |||||
Face amount | 2,500 | ||||
Tranche B term loan | Warrants | |||||
Warrants | |||||
Value of common stock that can be purchased as a percentage of term loan | 3.00% | ||||
Tranche C term loan | |||||
Long-term Debt | |||||
Face amount | $ 5,000 | ||||
Tranche C term loan | Warrants | |||||
Warrants | |||||
Value of common stock that can be purchased as a percentage of term loan | 3.00% | ||||
Tranche D term loan | |||||
Long-term Debt | |||||
Face amount | $ 10,000 | ||||
Interest rate (as a percent) | 8.40% | ||||
Final payment | $ 650 | ||||
Threshold amount of gross proceeds in IPO to determine extended interest period of debt instruments | $ 50,000 | ||||
Tranche D term loan | Warrants | |||||
Warrants | |||||
Term of warrants | 7 years | ||||
Value of common stock that can be purchased as a percentage of term loan | 2.50% |
Goodwill (Details)
Goodwill (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Sep. 30, 2015 | |
Goodwill | ||
Fair value of reporting unit exceeded carrying value (as a percent) | 24.70% | |
Goodwill impairment | $ 14,278 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Statutory federal income tax rate | |||
Statutory federal income tax rate (as a percent) | 34.00% | ||
Reconciliation of actual income tax expense obtained by applying the statutory federal income tax rate | |||
Tax at federal statutory rate | $ (14,018) | $ (1,976) | $ (6,502) |
State, net of federal benefit | (1,624) | (260) | (576) |
Permanent items | 898 | 580 | 339 |
Research and development credits | (216) | (232) | |
Benefit state rate change | 180 | (941) | |
Other | 1 | 495 | 15 |
Change in valuation allowance | 14,563 | 2,318 | 6,956 |
Deferred tax assets: | |||
Net operating loss carryforwards | 53,244 | 39,372 | |
Research and development credits | 2,233 | 2,230 | |
Depreciation | 26 | 36 | |
Accruals and reserves | 1,900 | 5,035 | |
Intangibles | 9,565 | 5,732 | |
Gross deferred tax assets | 66,968 | 52,405 | |
Less valuation allowance | $ (66,968) | $ (52,405) | |
Federal | |||
Operating loss carryforwards | |||
Net operating loss carryforwards | 137,832 | ||
California | |||
Operating loss carryforwards | |||
Net operating loss carryforwards | $ 120,056 |
Income Taxes (Credit Carryforwa
Income Taxes (Credit Carryforward and Unrecognized tax) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Reconciliation of the beginning and ending amount of unrecognized tax benefits | ||
Balance at beginning of the period | $ 732 | $ 671 |
Additions based on tax positions taken in the current year | 61 | |
Balance at end of the period | 732 | $ 732 |
Unrecognized Tax Benefits Penalties and Interest | ||
Interest expense or penalties related to unrecognized tax benefits | 0 | |
Research and development | ||
Reconciliation of the beginning and ending amount of unrecognized tax benefits | ||
Balance at end of the period | 732 | |
Research and development | Federal | ||
Tax Credit Carryforwards | ||
Tax credit carryforwards | 1,804 | |
Research and development | California | ||
Tax Credit Carryforwards | ||
Tax credit carryforwards | $ 1,762 |
Stockholders' Equity (Deficit38
Stockholders' Equity (Deficit) (Details) - $ / shares | Dec. 31, 2015 | Dec. 31, 2014 | Nov. 03, 2014 |
Stock other disclosures | |||
Shares authorized | 210,000,000 | ||
Common stock, shares authorized | 200,000,000 | 200,000,000 | 200,000,000 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 | 10,000,000 |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 | $ 0.01 |
Preferred stock, shares issued | 0 | 0 | |
Preferred stock, shares outstanding | 0 | 0 |
Stockholders' Equity (Deficit39
Stockholders' Equity (Deficit) (Options) (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Nov. 03, 2014 | Apr. 30, 2007 | |
2007 Plan | |||||
Stockholders' Equity | |||||
Common stock reserved for issuance (in shares) | 1,605,537 | 1,690,448 | |||
Number of shares available for future grants | 0 | ||||
2014 Plan | |||||
Stockholders' Equity | |||||
Common stock reserved for issuance (in shares) | 1,325,759 | 1,027,500 | |||
Number of shares available for future grants | 71,388 | ||||
Maximum | 2007 Plan | |||||
Stockholders' Equity | |||||
Grant period of stock awards | 10 years | ||||
Maximum | 2014 Plan | |||||
Stockholders' Equity | |||||
Grant period of stock awards | 10 years | ||||
Stock options | |||||
Stockholders' Equity | |||||
Number of additional years of requisite service period | 3 years | ||||
Number of options | |||||
Balance at the beginning of period (in shares) | 1,654,906 | 1,422,315 | |||
Options granted (in shares) | 1,253,216 | 266,069 | |||
Options exercised (in shares) | (36,189) | (12,900) | |||
Options forfeited (in shares) | (86,261) | (20,578) | |||
Balance at the end of the period (in shares) | 2,785,672 | 1,654,906 | 1,422,315 | ||
Number of options vested and expected to vest (in shares) | 2,785,672 | ||||
Number of options vested and exercisable (in shares) | 1,486,809 | ||||
Weighted average exercise price | |||||
Balance at the beginning of period (in dollars per share) | $ 4.25 | $ 2.67 | |||
Options granted (in dollars per share) | 10.22 | 12.72 | |||
Options exercised (in dollars per share) | 3.54 | 2.99 | |||
Options forfeited (in dollars per share) | 13.38 | 5.55 | |||
Balance at the end of period (in dollars per share) | 6.66 | $ 4.25 | $ 2.67 | ||
Weighted average exercise price, vested and expected to vest (in dollars per share) | 6.66 | ||||
Weighted average exercise price, vested and exercisable (in dollars per share) | $ 3.82 | ||||
Additional information | |||||
Weighted average remaining contractual term | 6 years 7 months 6 days | 5 years 5 months 23 days | 5 years 9 months 4 days | ||
Weighted average remaining contractual term, vested and expected to vest | 6 years 7 months 6 days | ||||
Weighted average remaining contractual term, vested and exercisable | 4 years 2 months 9 days | ||||
Weighted average grant date fair value (in dollars per share) | $ 4.60 | $ 6.82 | $ 1.90 | ||
Stock-based compensation expense | $ 2,005 | $ 560 | $ 342 | ||
Number of years from the date of grant for tax benefits | 2 years | ||||
Number of years from the date of exercise for tax benefits | 1 year | ||||
Unrecognized compensation costs (in dollars) | $ 4,733 | ||||
Weighted average period over which unrecognized compensation costs are expected to be recognized | 2 years 11 months 12 days | ||||
Aggregate intrinsic value (in dollars) | $ 597 | $ 176 | $ 1 | ||
Stock options | Executive Officer [Member] | |||||
Stockholders' Equity | |||||
Vesting period | 1 year | ||||
Stock options | Minimum | |||||
Stockholders' Equity | |||||
Vesting percentage | 25.00% | ||||
Stock options | Minimum | Executive Officer [Member] | |||||
Stockholders' Equity | |||||
Percentage of possible payouts of the target award | 0.00% | ||||
Stock options | Maximum | Executive Officer [Member] | |||||
Stockholders' Equity | |||||
Percentage of possible payouts of the target award | 100.00% | ||||
Stock options | First anniversary | |||||
Stockholders' Equity | |||||
Vesting percentage | 25.00% | ||||
Incentive stock options | Shareholder owning more than 10% voting power | |||||
Stockholders' Equity | |||||
Purchase price of awards expressed as a percentage of fair value of shares on the date of grant | 110.00% | ||||
Percentage of voting power owned by shareholder | 10.00% | ||||
Incentive stock options | Minimum | |||||
Stockholders' Equity | |||||
Purchase price of awards expressed as a percentage of fair value of shares on the date of grant | 100.00% |
Stockholders' Equity (Deficit40
Stockholders' Equity (Deficit) (Restricted Stock) (Details) - Restricted stock units - 2014 Plan $ / shares in Units, $ in Thousands | 12 Months Ended |
Dec. 31, 2015USD ($)$ / sharesshares | |
Stockholders' Equity, other disclosures | |
Requisite service period | 4 years |
Stock-based compensation expense | $ | $ 2 |
Unrecognized compensation costs (in dollars) | $ | $ 67 |
Weighted average period over which unrecognized compensation costs are expected to be recognized | 3 years 10 months 13 days |
Number of shares | |
Granted | shares | 17,993 |
Balance at end of the year | shares | 17,993 |
Weighted average grant date fair value | |
Granted | $ / shares | $ 3.88 |
Balance at end of the year | $ / shares | $ 3.88 |
Stockholders' Equity (Deficit41
Stockholders' Equity (Deficit) (Stock Purchase) (Details) - 2014 Employee Stock Purchase Plan - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 12 Months Ended | |
Oct. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | |
Stockholders' Equity | |||
Discount rate on the value of shares through payroll deductions (as a percent) | 15.00% | ||
Vesting period | 27 months | ||
Expiration period of each offering | 6 months | ||
Rate of purchase price of stock on fair value (as a percent) | 85.00% | ||
Number of shares reserved for future issuance | 404,629 | ||
Purchases under the award | 44,250 | ||
Weighted Average purchase price | $ 12.75 | ||
Number of shares available for future grants | 360,379 | ||
Stock-based compensation expense | $ 375 | $ 34 | |
Maximum | |||
Stockholders' Equity | |||
Rate of increase in the number of shares available for grant every year on outstanding common stock (as a percent) | 1.00% | ||
Number of shares available for future grants | 3,000,000 |
Commitments and Contingencies42
Commitments and Contingencies (Details) $ in Thousands | Dec. 07, 2015USD ($) | Dec. 04, 2015lawsuit | Nov. 24, 2015shareholder | Nov. 12, 2015USD ($)h / item | Nov. 19, 2015lawsuit | Mar. 31, 2014 | Aug. 31, 2013 | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) |
Operating Leases | ||||||||||
Lease contract term | 68 months | 4 months | ||||||||
Rent expense | $ 519 | $ 424 | $ 359 | |||||||
Future minimum lease payments | ||||||||||
2,016 | 503 | |||||||||
2,017 | 510 | |||||||||
2,018 | 518 | |||||||||
2,019 | 436 | |||||||||
2020 and thereafter | 72 | |||||||||
Total | 2,039 | |||||||||
Contingencies | ||||||||||
Contingent liabilities | 0 | |||||||||
Separation Agreement | Hani Zeini | ||||||||||
Separation and Consulting Agreements | ||||||||||
Lump sum payment made | $ 871 | |||||||||
Number of months of base salary paid | 12 months | |||||||||
Number of months of company-paid health insurance premiums | 12 months | |||||||||
Termination benefits | 871 | |||||||||
Separation Agreement | Joel Smith | ||||||||||
Separation and Consulting Agreements | ||||||||||
Lump sum payment made | $ 113 | |||||||||
Number of months of base salary paid | 9 months | |||||||||
Number of months of company-paid health insurance premiums | 9 months | |||||||||
Termination benefits | 338 | |||||||||
Consulting Agreement | Hani Zeini | ||||||||||
Separation and Consulting Agreements | ||||||||||
Threshold hours of consulting services per month | h / item | 30 | |||||||||
Compensation for consulting services per month | $ 43 | |||||||||
Accrued consulting services expenses | 586 | |||||||||
Hartford Insurance Company | ||||||||||
Contingencies | ||||||||||
Settlement payments received | $ 0 | $ 2,358 | $ 351 | |||||||
Class Action Lawsuits | ||||||||||
Contingencies | ||||||||||
Number of stockholders filed motions to appoint lead plaintiff | shareholder | 3 | |||||||||
Number of lawsuits filed | lawsuit | 3 | |||||||||
Number of lawsuits dismissed | lawsuit | 3 |
Subsequent Events (Details)
Subsequent Events (Details) $ in Thousands | Mar. 09, 2016USD ($) |
Asset Purchase Agreement | Subsequent events | |
Subsequent events | |
Purchase price | $ 7,000 |
Summary of Quarterly Financia44
Summary of Quarterly Financial Information (Unaudited) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Summary of Quarterly Financial Information (Unaudited) | |||||||||||
Net sales | $ 1,537 | $ 9,929 | $ 14,206 | $ 12,434 | $ 12,116 | $ 10,670 | $ 11,719 | $ 10,228 | $ 38,106 | $ 44,733 | $ 35,171 |
Gross profit | 990 | 6,996 | 10,269 | 9,197 | 8,903 | 7,838 | 8,838 | 7,654 | 27,452 | 33,233 | 26,579 |
Net loss | $ (28,250) | $ (6,604) | $ (2,992) | $ (3,384) | $ (3,197) | $ (1,452) | $ (209) | $ (953) | $ (41,230) | $ (5,811) | $ (19,125) |
Net loss per share: | |||||||||||
Basic and diluted | $ (1.57) | $ (0.43) | $ (0.20) | $ (0.23) | $ (0.34) | $ (6.94) | $ (1) | $ (4.59) | $ (2.61) | $ (2.28) | $ (82.25) |
Schedule II - Valuation And Q45
Schedule II - Valuation And Qualifying Accounts (Details) - Allowance for sales returns. - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Valuation and Qualifying Accounts | |||
Balance at beginning of period | $ 10,018 | $ 8,270 | $ 4,334 |
Additions charged to costs and expenses | 85,429 | 110,033 | 93,768 |
Deductions | (94,787) | (108,285) | (89,832) |
Balance at end of period | $ 660 | $ 10,018 | $ 8,270 |