Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2016 | Nov. 14, 2016 | |
Document And Entity Information [Abstract] | ||
Entity Registrant Name | ViewRay, Inc. | |
Entity Central Index Key | 1,597,313 | |
Document Type | 10-Q | |
Trading Symbol | VRAY | |
Document Period End Date | Sep. 30, 2016 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Smaller Reporting Company | |
Entity Common Stock, Shares Outstanding | 43,472,758 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2,016 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 14,607 | $ 20,667 |
Accounts receivable | 300 | 830 |
Inventory | 10,398 | 8,073 |
Deposits on purchased inventory | 4,913 | 3,936 |
Deferred cost of revenue | 10,220 | 8,782 |
Prepaid expenses and other current assets | 2,209 | 1,329 |
Total current assets | 42,647 | 43,617 |
Property and equipment, net | 11,908 | 7,306 |
Restricted cash | 1,143 | 943 |
Intangible assets, net | 102 | 200 |
Other assets | 31 | 91 |
TOTAL ASSETS | 55,831 | 52,157 |
Current liabilities: | ||
Accounts payable | 1,679 | 4,358 |
Accrued liabilities | 5,618 | 5,413 |
Customer deposits | 14,300 | 12,763 |
Deferred revenue, current portion | 12,006 | 5,616 |
Total current liabilities | 33,603 | 28,150 |
Long-term debt, net | 44,213 | 29,016 |
Deferred revenue | 3,656 | 345 |
Warrant liability | 4,372 | |
Other long-term liabilities | 3,496 | 1,603 |
TOTAL LIABILITIES | 89,340 | 59,114 |
Commitments and contingencies (Note 6) | ||
Stockholders’ deficit: | ||
Common stock, par value of $0.01 per share; 300,000,000 shares authorized at September 30, 2016 and December 31, 2015; 43,354,677 and 38,204,960 shares issued and outstanding at September 30, 2016 and December 31, 2015 | 424 | 372 |
Preferred stock, par value of $0.01 per share; 10,000,000 shares authorized at September 30, 2016 and December 31, 2015; no shares issued and outstanding at September 30, 2016 and December 31, 2015 | ||
Additional paid-in capital | 202,737 | 189,712 |
Accumulated deficit | (236,670) | (197,041) |
TOTAL STOCKHOLDERS’ DEFICIT | (33,509) | (6,957) |
TOTAL LIABILITIES AND STOCKHOLDERS’ DEFICIT | $ 55,831 | $ 52,157 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Sep. 30, 2016 | Dec. 31, 2015 |
Statement Of Financial Position [Abstract] | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 300,000,000 | 300,000,000 |
Common stock, shares issued | 43,354,677 | 38,204,960 |
Common stock, shares outstanding | 43,354,677 | 38,204,960 |
Preferred stock, par value | $ 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 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Revenue: | ||||
Product | $ 5,020 | $ 5,240 | $ 5,119 | |
Service | $ 298 | 56 | 813 | 419 |
Distribution rights | 59 | 59 | ||
Grant | 240 | 240 | ||
Total revenue | 357 | 5,316 | 6,112 | 5,778 |
Cost of revenue: | ||||
Product | 803 | 5,766 | 6,869 | 6,311 |
Service | 380 | 325 | 1,705 | 1,390 |
Total cost of revenue | 1,183 | 6,091 | 8,574 | 7,701 |
Gross margin | (826) | (775) | (2,462) | (1,923) |
Operating expenses: | ||||
Research and development | 2,654 | 2,902 | 9,017 | 7,408 |
Selling and marketing | 1,570 | 1,124 | 4,251 | 3,315 |
General and administrative | 5,829 | 4,282 | 17,937 | 15,779 |
Total operating expenses | 10,053 | 8,308 | 31,205 | 26,502 |
Loss from operations | (10,879) | (9,083) | (33,667) | (28,425) |
Interest income | 1 | 2 | 1 | |
Interest expense | (1,707) | (1,053) | (4,166) | (2,376) |
Other income (expense), net | (1,561) | (124) | (1,798) | (89) |
Loss before provision for income taxes | (14,146) | (10,260) | (39,629) | (30,889) |
Provision for income taxes | 0 | 0 | 0 | 0 |
Net loss | $ (14,146) | $ (10,260) | $ (39,629) | $ (30,889) |
Net loss per share, basic and diluted | $ (0.35) | $ (0.35) | $ (1.02) | $ (2.96) |
Weighted-average common shares used to compute net loss per share attributable to common stockholders, basic and diluted | 40,156,851 | 29,157,069 | 38,915,156 | 10,433,051 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2015 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | $ (39,629) | $ (30,889) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 1,325 | 913 |
Stock-based compensation | 2,199 | 531 |
Accretion on asset retirement obligation | 26 | |
Change in fair value of warrant liability | 1,646 | (45) |
Loss on disposal of property and equipment | 5 | |
Inventory lower of cost or market adjustment | 928 | 995 |
Write-off of deferred offering cost | 2,920 | |
Amortization of debt discount and interest accrual | 1,806 | 573 |
Changes in operating assets and liabilities: | ||
Accounts receivable | 530 | 903 |
Inventory | (3,370) | (2,406) |
Deposits on purchased inventory | (977) | (2,223) |
Deferred cost of revenue | (1,438) | 409 |
Prepaid expenses and other assets | (820) | (664) |
Accounts payable | (2,645) | (6,048) |
Notes payable | (240) | |
Accrued expenses and other long-term liabilities | 1,106 | 392 |
Customer deposits and deferred revenue | 11,238 | 3,574 |
Net cash used in operating activities | (28,070) | (31,305) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Purchase of property and equipment | (6,672) | (2,906) |
Purchase of intangibles and other assets | (12) | |
Change in restricted cash balance | (200) | 500 |
Net cash used in investing activities | (6,884) | (2,406) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from issuance of convertible preferred stock, net of issuance cost | 15,729 | |
Proceeds from draw down of long-term debt, net of debt discount | 14,982 | 27,381 |
Payments of long-term debt | (15,000) | |
Payment of offering costs related to initial public offering | (628) | |
Proceeds from the exercise of stock options | 384 | 19 |
Net cash provided by financing activities | 28,894 | 54,646 |
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | (6,060) | 20,935 |
CASH AND CASH EQUIVALENTS — BEGINNING OF PERIOD | 20,667 | 11,129 |
CASH AND CASH EQUIVALENTS — END OF PERIOD | 14,607 | 32,064 |
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: | ||
Cash paid for interest | 2,349 | 1,711 |
SUPPLEMENTAL NON-CASH INVESTING AND FINANCING ACTIVITIES: | ||
Purchase of property and equipment in accounts payable and accrued expenses | 169 | 309 |
Transfer of property and equipment from inventory | 117 | |
Offering cost in accounts payable and accrued expenses | 308 | 605 |
Fair value of common stock warrants issued to placement agents for service in 2015 private placement | 316 | |
Conversion of convertible preferred stock to common stock in connection with the Merger | 160,839 | |
Conversion of convertible preferred stock warrants into common stock warrants | 93 | |
2016 Private Placement | ||
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from private placement, gross | 13,750 | |
Payment of offering costs related to private placement | $ (222) | |
2015 Private Placement | ||
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from private placement, gross | 29,447 | |
Payment of offering costs related to private placement | $ (2,302) |
Background and Organization
Background and Organization | 9 Months Ended |
Sep. 30, 2016 | |
Accounting Policies [Abstract] | |
Background and Organization | 1. Background and Organization On July 8, 2015, ViewRay, Inc. (f/k/a Mirax Corp.), or ViewRay, we, us, our, or the Company, completed a 1.185763-for-1 forward stock split of its common stock in the form of a dividend with the result that 4,343,339 shares of common stock, par value $0.001 per share, outstanding immediately prior to the stock split became 5,150,176 shares of common stock, par value $0.001 per share, outstanding immediately thereafter. On July 15, 2015, the Company changed its name to ViewRay, Inc. by filing the Certificate of Amendment to its Articles of Incorporation. Additionally, on July 21, 2015, the Company changed its domicile from the State of Nevada to the State of Delaware by reincorporation, or the Conversion, and as a result of the Conversion, increased its authorized capital stock from 75,000,000 shares of common stock, par value $0.001 per share, to 300,000,000 shares of common stock, par value $0.01 per share and 10,000,000 shares of “blank check” preferred stock, par value $0.01 per share. On July 23, 2015, the Company and ViewRay Technologies, Inc. (f/k/a ViewRay Incorporated) consummated an Agreement and Plan of Merger and Reorganization, or Merger Agreement. Pursuant to the Merger Agreement, the stockholders of ViewRay Technologies, Inc. contributed all of their equity interests to the Company for shares of the Company’s common stock and merged with the Company’s subsidiary, which resulted in ViewRay Technologies, Inc. becoming a wholly-owned subsidiary of the Company, or the Merger. On August 17, 2015, the Company completed the third and final closing of a private placement offering, or the 2015 Private Placement, through which it sold an aggregate of 5,884,504 shares of its common stock at a purchase price of $5.00 per share and raised a total of $26.3 million, net of offering costs. The Merger was accounted for as a reverse-merger and recapitalization. ViewRay Technologies, Inc. is the acquirer for the financial reporting purposes and ViewRay, Inc. is the acquired company under the acquisition method of accounting. Consequently, the assets, liabilities and operations that were reflected in the historical consolidated financial statements prior to the Merger became those of ViewRay Technologies, Inc. and were recorded at the historical cost basis, and the condensed consolidated financial statements after completion of the Merger included the assets, liabilities and results of operations of ViewRay Technologies, Inc. up to the day prior to the closing of the Merger and the assets, liabilities and results of operations of the combined company from and after the closing date of the Merger. On March 31, 2016, the Company’s shares of common stock commenced trading on the Nasdaq Global Market under the symbol “VRAY.” Prior to this time, the Company’s common stock was quoted on the OTC Markets, OTCQB tier of OTC Markets Group, Inc. under the same symbol. On September 9, 2016, the Company completed the final closing of a private placement offering, or the 2016 Private Placement, through which it sold an aggregate of 4,602,506 shares of its common stock at a purchase price of $2.95 per share and warrants that provide the option holder the right to purchase 1,380,745 shares of common stock, or the 2016 Placement Warrants, at a price of $0.125 per share, and raised a total of $13.2 million, net of offering costs. ViewRay, Inc. and its wholly-owned subsidiary ViewRay Technologies, Inc., designs, manufactures and markets MRIdian, the first and only MRI-guided radiation therapy system to image and treat cancer patients simultaneously. Since inception, ViewRay Technologies, Inc. has devoted substantially all of its efforts towards research and development, initial selling and marketing activities, raising capital and preparing for the manufacturing and shipment of MRIdian systems. In May 2012, ViewRay Technologies, Inc. was granted clearance from the U.S. Food and Drug Administration, or FDA, to sell MRIdian. In November 2013, ViewRay Technologies, Inc. received its first clinical acceptance of a MRIdian at a customer site, and the first patient was treated with that system in January 2014. ViewRay Technologies, Inc. has had the right to affix the CE mark to MRIdian in the European Union, or EU, since November 2014. In August 2016, the Company submitted an application for the MRIdian Linac 510(k) marketing clearance to the FDA and in September 2016, it received CE mark approval in the EU. The Company’s condensed consolidated financial statements have been prepared on the basis of the Company continuing as a going concern for a reasonable period of time. The Company’s principal sources of liquidity are cash flows from investment capital and available borrowings under its Term Loan agreement. These have historically been sufficient to meet working capital needs, capital expenditures, and debt service obligations. During the nine months ended September 30, 2016, the Company incurred a net loss from operations of $39.6 million and used cash from operations of $28.1 million. The Company plans that it will have sufficient cash to continue as a going concern; however, these plans rely on certain underlying assumptions and estimates that may differ from actual results. Such assumptions include the Company receiving FDA approval for and commercializing MRIdian Linac, which may broaden the Company’s addressable market, accelerate the Company’s sales cycle, accelerate backlog conversion time and improve gross margins. The Company expects that its existing cash and cash equivalents, together with cash receipts from sales of MRIdian systems, the additional draw down from the CRG Term Loan and the plan to raise additional financing from various sources from time to time will enable the Company to conduct its planned operations for at least the next 12 months. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2016 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies Basis of Presentation The condensed consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, or GAAP, and pursuant to the rules and regulation of the Securities and Exchanges Commission, or SEC. The condensed consolidated financial statements include the accounts of ViewRay, Inc. and its wholly-owned subsidiary, ViewRay Technologies, Inc. All inter-company accounts and transactions have been eliminated in consolidation. In the opinion of management, all adjustments, including normal recurring adjustments, considered necessary for a fair presentation of the Company’s unaudited condensed consolidated financial statements have been included. The results of operations for the three and nine months ended September 30, 2016 are not necessarily indicative of the results that may be expected for the year ending December 31, 2016 or any future period. These unaudited condensed consolidated financial statements and notes thereto should be read in conjunction with the audited consolidated financial statements and notes thereto for the year ended December 31, 2015. The significant accounting policies used in preparation of these condensed consolidated financial statements are disclosed in the notes to consolidated financial statements included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2015 filed with the SEC on March 28, 2016, and have not changed significantly since such filing. Recent Accounting Pronouncements In May 2014, the Financial Accounting Standards Board, or FASB, issued Accounting Standards Update (ASU) No. 2014-09, Revenue from Contracts with Customers (Topic 606) In August 2014, the FASB issued ASU No. 2014-15, Presentation of Financial Statements—Going In July 2015, the FASB issued ASU No. 2015-11, Simplifying the Measurement of Inventory In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) In March 2016, the FASB issued ASU No. 2016-09, Compensation – Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting, In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments, Recently Adopted Accounting Pronouncements In November 2015, the FASB issued ASU No. 2015-17, Balance Sheet Classification of Deferred Taxes, which eliminates the current requirement for an entity to separate deferred income tax liabilities and assets into current and non-current amounts in the consolidated balance sheets. To simplify the presentation of deferred income taxes, the amendments in this ASU require that deferred tax liabilities and assets be classified as non-current in the consolidated balance sheets. ASU No. 2015-17 is effective for annual periods beginning after December 15, 2016 and interim periods therein. Early application is permitted. The Company has elected to early adopt this guidance starting April 1, 2016 on a prospective basis. As a result of adopting this standard, deferred tax liabilities and assets, if any, are presented within the financial statements as noncurrent. |
Balance Sheet Components
Balance Sheet Components | 9 Months Ended |
Sep. 30, 2016 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Balance Sheet Components | 3 . Balance Sheet Components Property and Equipment Property and equipment consisted of the following (in thousands): September 30, 2016 December 31, 2015 (Unaudited) Prototype $ 6,405 $ 6,492 Machinery and equipment 6,148 7,128 Leasehold improvements 4,621 1,532 Furniture and fixtures 363 350 Software 960 832 Construction in progress 5,331 1,851 Property and equipment, gross 23,828 18,185 Less: accumulated depreciation and amortization (11,920 ) (10,879 ) Property and equipment, net $ 11,908 $ 7,306 Depreciation and amortization expense related to property and equipment were $451 thousand, $280 thousand during the three months ended September 30, 2016 and 2015, and $1.2 million and $788 thousand during the nine months ended September 30, 2016 and 2015, respectively. Intangible Assets Intangible assets consisted of the following (in thousands): September 30, 2016 December 31, 2015 (Unaudited) License cost $ 512 $ 500 Patents 104 104 Intangible assets, gross $ 616 $ 604 Accumulated amortization (514 ) (404 ) Intangible assets, net $ 102 $ 200 Intangible amortization expense were $18 thousand, $42 At September 30, 2016, the estimated future amortization expense of purchased intangible assets was as follows (in thousands): Year Ending December 31, Estimated Amortization Expense (Unaudited) The remainder of 2016 $ 5 2017 19 2018 19 2019 19 2020 19 2021 11 Thereafter 10 Total amortization expense $ 102 Accrued Liabilities Accrued liabilities consisted of the following (in thousands): September 30, 2016 December 31, 2015 (Unaudited) Accrued payroll and related benefits $ 3,123 $ 1,938 Accrued accounts payable 1,199 1,880 Sales tax and medical device excise tax payable 96 219 Accrued legal, accounting and governance fees 783 857 Other 417 519 Total accrued liabilities $ 5,618 $ 5,413 Deferred Revenue Deferred revenue consisted of the following (in thousands): September 30, 2016 December 31, 2015 (Unaudited) Deferred revenue: Product $ 10,900 $ 5,050 Services 821 911 Distribution rights (see Note 7) 3,941 — Total deferred revenue 15,662 5,961 Less: current portion of deferred revenue (12,006 ) (5,616 ) Noncurrent portion of deferred revenue $ 3,656 $ 345 |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 9 Months Ended |
Sep. 30, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | 4 . Fair Value of Financial Instruments The Company’s financial instruments that are carried at fair value mainly consist of Level 1 assets and Level 3 liabilities. Level 1 assets include highly liquid bank deposits and money market funds, which were not material at September 30, 2016 and December 31, 2015. Level 3 liabilities that are measured on a recurring basis consist of the convertible preferred stock warrant liability and the 2016 Placement Warrants liability. The convertible preferred stock warrant liability and 2016 Placement Warrants liabilities were valued using the Black-Scholes option-pricing model. Generally, increases (decreases) in the fair value of the underlying stock and estimated term would result in a directionally similar impact to the fair value of the warrants (see Note 9). The gains and losses from re-measurement of Level 3 financial liabilities are recorded as part of other income (expense), net in the condensed consolidated statements of operations. The Company recorded a loss of $6 thousand and a gain of $45 thousand related to the change in fair value of convertible preferred stock warrants for the three and nine months ended September 30, 2015. The convertible preferred stock warrants were converted into warrants to purchase the Company’s common stock upon the consummation of the Merger in July 2015 The following table sets forth the fair value of the Company’s financial liabilities by level within the fair value hierarchy (in thousands): At September 30, 2016 Level 1 Level 2 Level 3 Total (Unaudited) 2016 Placement Warrants $ — $ — $ 4,372 $ 4,372 The following table sets forth a summary of the changes in fair value of the Company’s Level 3 financial liabilities (in thousands): Nine Months Ended September 30, 2016 (Unaudited) Fair value, beginning of period $ — Issuance of 2016 Placement Warrants 2,726 Change in fair value of Level 3 financial liabilities 1,646 Fair value, end of period $ 4,372 |
Debt
Debt | 9 Months Ended |
Sep. 30, 2016 | |
Debt Instruments [Abstract] | |
Debt | 5 . Debt Hercules Term Loan In December 2013, ViewRay Technologies, Inc. entered into a Loan and Security Agreement, or the Hercules Term Loan, with Hercules Technology Growth Capital, Inc. and Hercules Technology III, L.P., or together, Hercules, for $15.0 million that was outstanding at December 31, 2014. Borrowings under the Hercules Term Loan bear cash interest at the greater of the annual prime rate plus 7.0% or 10.25%, which was 10.25% at December 31, 2014. In addition, borrowings under the Hercules Term Loan bear deferred payment in-kind interest at 1.5% per annum. Interest only payments began in January 2014, with monthly principal and interest payments beginning on January 1, 2015 and the entire balance of the Hercules Term Loan are to be paid in full by the June 1, 2017 maturity date. The Hercules Term Loan is subject to a prepayment penalty of 5% on the outstanding balance during the first 12 months following the funding of the loan and 1% on the outstanding balance thereafter until maturity. The Hercules Term Loan was issued at a discount of $466 thousand, which was amortized to interest expense during the life of the loan using the effective interest method. The discount included the fair value of a convertible preferred stock warrant that was issued with the Hercules Term Loan, as discussed in the following paragraph, and the related transaction costs. The Hercules Term Loan is collateralized by essentially all the assets of ViewRay Technologies, Inc. and limits its ability with respect to additional indebtedness, investments or dividends, among other things, subject to customary exceptions. In connection with the issuance of the Hercules Term Loan, ViewRay Technologies, Inc. entered into a Warrant Agreement with Hercules to issue a fully-vested and exercisable warrant to purchase 128,231 shares of Series C convertible preferred stock with an exercise price of $5.84 per share. The warrant is exercisable any time before the later of 10 years from issuance or five years after an IPO. The warrant provides for anti-dilution rights on the Series C convertible preferred stock, which includes one-time down-round protection. The fair value of the warrant upon issuance of $158 thousand was recorded as convertible preferred stock warrant liability and a discount to the carrying value of the Hercules Term Loan. The fair value of the warrant at the time of issuance was estimated using the Black-Scholes option-pricing model with the following assumptions: expected term of two years, expected volatility of 30%, risk-free interest rate of 0.4% and expected dividend yield of 0%. The convertible preferred stock warrants were converted into warrants to purchase the Company’s common stock upon the consummation of the Merger in July 2015 as disclosed in Notes 1 and 4. The aggregate fair value of these warrants upon the closing of the Merger was $93 thousand which was reclassified from liabilities to additional paid-in-capital, and the Company no longer recorded change in fair value adjustments thereafter. In June 2015, ViewRay Technologies, Inc. paid off in full the outstanding balances on Hercules Term Loan, including the related interest and other penalty fee, using part of the proceeds received from the CRG Term Loan discussed below. CRG Term Loan In June 2015, ViewRay Technologies, Inc. entered into a Term Loan Agreement, or the CRG Term Loan, with Capital Royalty Partners II L.P., Capital Royalty Partners II – Parallel Fund “A” L.P., Capital Royalty Partners II (Cayman) L.P. and Parallel Investment Opportunities Partners II L.P. or together with their successors by assignment, CRG, for up to $50.0 million of which $30.0 million was made available to the Company upon closing with the remaining $20.0 million to be available on or before June 26, 2016 at its option upon the occurrence of either (i) an initial public offering of its common stock on a nationally recognized securities exchange that raises a minimum of $40.0 million in net cash proceeds with a minimum of $120.0 million post-money valuation, or Qualifying IPO, or (ii) achievement of a minimum of $25.0 million gross revenue from the sales of the MRIdian system during any consecutive 12 months before March 31, 2016. The Company drew down the first $30.0 million on closing date. The CRG Term Loan has a maturity date of June 26, 2020 and bears cash interest at a rate of 12.5% per annum to be paid quarterly during the interest-payment-only period of 3 years. The interest-payment-only period can be extended for another year until June 26, 2019 if the Company completes an underwritten public offering on or before June 26, 2018. During the interest-payment-only period, the Company has the option to elect to pay only 8% of the 12.5% per annum interest in cash, and the remaining 4.5% of the 12.5% per annum interest as compounded interest, or deferred payment in-kind interest, added to the aggregate principal amount of the CRG Term Loan. Principal payment and any deferred payment in-kind interest will be paid quarterly in equal installments following the end of the interest-payment-only period through maturity date. In March 2016, the Company and CRG executed an amendment to the original terms of the CRG Term Loan such that, with regard to the conditions for borrowing the remaining $20.0 million available under the CRG Term Loan, the Company may, at its election, draw down (i) an amount of either $10.0 million or $15.0 million in up to two advances upon achievement of a minimum of $15.0 million of aggregate product and service revenue during any consecutive 12 month period ending on or before March 31, 2016 and (ii) an additional $5.0 million (or $10.0 million, if the previous draw made was only in an amount of $10.0 million) upon achievement of a minimum of $25.0 million of aggregate product and service revenue during any consecutive 12 month period ending on or before December 31, 2016 and upon execution of the first sales contract of the Company’s second generation product. The Company achieved the minimum of $15.0 million gross revenue requirement in March 2016 which made the first $15.0 million of the remaining $20.0 million credit facility immediately available for draw down. In May 2016, the Company drew down the additional $15.0 million available amount. At September 30, 2016, the Company had $45.0 million in outstanding debt to CRG. The CRG Term Loan is subject to a prepayment penalty of 3% on the outstanding balance during the first 12 months following the funding of the Term Loan, 2% on the outstanding balance after year 1 but on or before year 2, 1% on the outstanding balance after year 2 but on or before year 3, and 0% on the outstanding loan if prepaid after year 3 thereafter until maturity. The Term Loan is also subject to a facility fee of 7% based on the sum of the amount drawn and any outstanding payment in-kind interest payable on maturity date or the date such loan becomes due. All direct financing costs were accounted for as a discount on the CRG Term Loan and will be amortized to interest expense during the life of the loan using the effective interest method. The CRG Term Loan is subject to financial covenants and is collateralized by essentially all assets of the Company and limits its ability with respect to additional indebtedness, investments or dividends, among other things, subject to customary exceptions. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2016 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 6 . Commitments and Contingencies Operating Leases The Company leases office space in Oakwood Village, Ohio and Mountain View, California under non-cancellable operating leases. At September 30, 2016, the future minimum payments for the operating leases are as follows (in thousands): Year Ending December 31, Future Payments The remainder of 2016 $ 283 2017 1,106 2018 963 2019 823 Total future minimum payments $ 3,175 Contingencies The Company is subject to claims and assessments from time to time in the ordinary course of business. The Company records a provision for a liability when it believes that it is both probable that a liability has been incurred and the amount can be reasonably estimated. Significant judgment is required to determine both probability and the estimated amount. In the normal course of business, the Company may become involved in legal proceedings. The Company will accrue a liability for such matters when it is probable that a liability has been incurred and the amount can be reasonably estimated. When only a range of possible loss can be established, the most probable amount in the range is accrued. If no amount within this range is a better estimate than any other amount within the range, the minimum amount in the range is accrued. The accrual for a litigation loss contingency might include, for example, estimates of potential damages, outside legal fees and other directly related costs expected to be incurred. At September 30, 2016 and December 31, 2015, the Company was not involved in any material legal proceedings. Purchase Commitments At September 30, 2016 and December 31, 2015, the Company had no outstanding firm purchase commitments. |
Distribution Agreement
Distribution Agreement | 9 Months Ended |
Sep. 30, 2016 | |
Other Industries [Abstract] | |
Distribution Agreement | 7. Distribution Agreement In December 2014, the Company entered into a distribution agreement with ltochu Corporation, or ltochu, a Japanese entity, pursuant to which the Company appointed ltochu as its exclusive distributor for the sale and delivery of the Company’s MRIdian products within Japan. In consideration of the exclusive distribution rights granted, ltochu agreed to pay a distribution fee of $4.0 million in three installments: (i) the first installment of $1.0 million was due upon execution of the distribution agreement; (ii) the second installment of $1.0 million was due within 10 business days following submission of the application for regulatory approval of the Company’s product to the Japan regulatory authority; and (iii) the final installment of $2.0 million was due within 10 business days following receipt of approval for the Company’s product from the Japanese Ministry of Health, Labor and Welfare. The distribution fee paid by ltochu was refundable if the Company failed to obtain the approval from the Japan regulatory authority before December 31, 2017. The first and second installments of $2.0 million in aggregate were received in December 2014 and December 2015, respectively, and were recorded as customer deposits in the accompanying condensed consolidated balance sheets at December 31, 2015. In August 2016, the Company received the third and final $2.0 million installment upon the receipt of regulatory approval to market MRIdian in Japan The exclusive distribution agreement has an initial term of 10 years from December 2014 and contains features customary in such distribution agreements. Under this distribution agreement, the Company will supply its products and services to ltochu based upon the Company’s then-current pricing. In conjunction with the distribution agreement, Itochu also purchased $5.2 million of Series C convertible preferred stock in December 2014 at a price of $5.84 per share and became a stockholder of the Company. The Series C convertible preferred stock owned by Itochu was converted into common stock upon the consummation of the Merger in July 2015 as disclosed in Note 1. |
Convertible Preferred Stock
Convertible Preferred Stock | 9 Months Ended |
Sep. 30, 2016 | |
Equity [Abstract] | |
Convertible Preferred Stock | 8 . Convertible Preferred Stock In January 2015, ViewRay Technologies, Inc. issued an aggregate of 162,407 shares of Series C convertible preferred stock to a new investor at a price of $5.84 per share for a total gross consideration of $950 thousand. In February 2015, ViewRay Technologies, Inc. issued 2,564,652 shares of Series C convertible preferred stock to another investor at a price of $5.84 per share for total gross consideration of $15.0 million. In July 2015, upon the closing of the Merger, all of ViewRay Technologies, Inc.’s 30,381,987 shares of outstanding convertible preferred stock were converted into the Company’s common stock at a 1:1 conversion rate. As a result, the Company had no convertible preferred stock issued and outstanding at September 30, 2016 and December 31, 2015. |
Warrants
Warrants | 9 Months Ended |
Sep. 30, 2016 | |
Equity [Abstract] | |
Warrants | 9 . Warrants In connection with the Hercules Term Loan (see Note 5, Debt), the Company issued a warrant to purchase 128,231 shares of Series C convertible preferred stock. The convertible preferred stock warrant was recorded as a liability and is adjusted to fair value at each balance sheet date, with the change in fair value being recorded as a component of other income (expense), net in the condensed consolidated statements of operations. At issuance, the fair value of the warrant was estimated to be $158 thousand. During the three and nine months ended September 30, 2015, the Company recorded a loss of $6 thousand and a gain of $45 thousand related to the change in fair value of preferred stock warrant liability. The warrant to purchase Series C convertible preferred stock was converted into a warrant to purchase 128,231 shares of the Company’s common stock upon the consummation of the Merger in July 2015 The Company used the Black-Scholes option-pricing model to estimate the fair value of the convertible preferred stock with the following weighted-average assumptions: Upon the closing of the Merger on July 23, 2015 Series C Warrant: Expected term (in years) 5.0 Expected volatility 31.8% Risk-free interest rate 1.7% Expected dividend yield 0% In connection with the Merger and the 2015 Private Placement, in July and August 2015, the Company issued the 2015 Private Placement warrants that provide the option holder the right to purchase 198,760 shares of common stock at an exercise price of $5.00 per share to private placement agents as payment for services provided. These 2015 Private Placement warrants are exercisable at any time at the option of the holder until the five year anniversary of its date of issuance. The Company estimated the aggregate fair value of the 2015 Private Placement warrants on the issuance date to be $316 thousand which was recorded in additional paid-in-capital as an offering cost against the total proceeds from the 2015 Private Placement. The 2015 Private Placement warrants were accounted for as equity awards. At September 30, 2016 and December 31, 2015, no 2015 Private Placement warrants had been exercised and all remain outstanding. The fair value of the 2015 Private Placement warrants was estimated at their grant dates =using the Black-Scholes pricing model and the following weighted-average assumptions: Upon Issuance Common Stock Warrant: Expected term (in years) 5.0 Expected volatility 31.8% Risk-free interest rate 1.6% Expected dividend yield 0% In connection with the 2016 Private Placement, in August and September 2016, the Company issued the 2016 Placement Warrants that provide the option holder the right to purchase 1,380,745 shares of common stock at an exercise price of $2.95 per share. These 2016 Placement Warrants are exercisable at any time at the option of the holder until the seven year anniversary of its date of issuance. The 2016 Placement Warrants also contain protection whereby warrants will expire immediately prior to the consummation of a Change of Control and holders have the right to receive cash in the amount equal to the Black-Scholes value of warrants. A Change of Control is defined as (i) a merger or consolidation of the Company with another corporation, (ii) the sale, transfer or other disposal of substantially all of the assets or a majority of the Company’s outstanding shares of capital stock, (iii) a purchase or exchange offer accepted by the holders of a majority of the outstanding voting shares of the Company’s capital stock, or (iv) a “person” or “group,” as defined by Section 13(d) and 14(d) of the Securities Exchange Act of 1934, as amended, is or will become the beneficial owner, directly or indirectly, of at least a majority of the voting power of the Company’s capital stock. The 2016 Placement Warrants were accounted for as a liability at the date of issuance and are adjusted to fair value at each balance sheet date, with the change in fair value recorded as a component of other income (expense), net in the condensed consolidated statements of operations. As separate classes of securities were issued in a bundled transaction, the gross proceeds from the 2016 Private Placement of $13.8 million was allocated first to the 2016 Placement Warrants based on its fair value upon issuance, and the residual was allocated to the common stock. The fair value upon issuance of $2.7 million for the 2016 Placement Warrants was estimated using the Black-Scholes option-pricing model with the following weighted-average assumptions: expected term of seven years, expected volatility of 61.6%, risk-free interest rate of 1.4% and expected dividend yield of 0%. During the three and nine months ended September 30, 2016, the Company recorded a loss of $1.6 million related to the change in fair value of the 2016 Placement Warrants. The fair value of the 2016 Placement Warrants of $4.4 million was estimated using the Black-Scholes option pricing model and the following weighted-average assumptions: September 30, 2016 2016 Placement Warrant: Expected term (in years) 6.9 Expected volatility 64.3% Risk-free interest rate 1.4% Expected dividend yield 0% At September 30, 2016, the 2016 Placement Warrants had not been exercised and were still outstanding. |
Stock-Based Compensation
Stock-Based Compensation | 9 Months Ended |
Sep. 30, 2016 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stock-Based Compensation | 10 . Stock-Based Compensation A summary of the Company’s stock option activity and related information is as follows: Options Outstanding Shares Available for Grant Number of Stock Options Outstanding Weighted- Average Exercise Price Weighted- Average Remaining Contractual (Years) Aggregate Intrinsic Value (In thousands) Balance at December 31, 2015 3,166,968 6,053,672 $ 2.13 7.6 $ 20,605 Granted (unaudited) (1,127,703 ) 1,127,703 4.25 Exercised (unaudited) — (547,211 ) 0.70 Cancelled (unaudited) 293,284 (293,284 ) 4.39 RSUs granted (unaudited) (112,578 ) — — Balance at September 30, 2016 (unaudited) 2,219,971 6,340,880 $ 2.53 7.4 $ 13,726 Vested and exercisable at September 30, 2016 (unaudited) 3,574,359 $ 1.52 6.4 $ 11,091 Vested and expected to vest at September 30, 2016 (unaudited) 6,090,787 $ 2.48 7.4 $ 13,461 The weighted-average grant date fair value of options granted to employees was $2.42 and $3.13 per share during the nine months ended September 30, 2016 and 2015, respectively. The grant date fair value of options vested was $1.9 million and $390 thousand during nine months ended September 30, 2016 and 2015, respectively. Aggregate intrinsic value represents the difference between the estimated fair value of the underlying common stock and the exercise price of outstanding, in-the-money options. At September 30, 2016, total unrecognized compensation cost related to stock-based awards granted to employees, net of estimated forfeitures, was $5.5 million which is expected to be recognized over a weighted-average period of 3.0 years. Determination of Fair Value The determination of the fair value of stock options on the date of grant using an option-pricing model is affected by the estimated fair value of the Company’s common stock, as well as assumptions regarding a number of complex and subjective variables. The variables used to calculate the fair value of stock options using the Black-Scholes option-pricing model include actual and projected employee stock option exercise behaviors, expected price volatility of the Company’s common stock, the risk-free interest rate and expected dividends. Each of these inputs is subjective and generally requires significant judgment to determine. Fair Value of Common Stock Prior to the Merger, the fair value of the common stock underlying the stock-based awards was determined by ViewRay Technologies, Inc.’s board of directors, with input from management and third-party valuations. Post-Merger and up through March 30, 2016, our common stock shares were listed on the OTC Bulletin Board. Beginning March 31, 2016, our common stock shares were listed on The NASDAQ Global Market, or NASDAQ. Fair value of the common stock is the adjusted closing price of the Company’s common stock on the trading date on these stock exchanges. Expected Term The expected term represents the period that the Company’s option awards are expected to be outstanding. The Company considers several factors in estimating the expected term of options granted, including the expected lives used by a peer group of companies within the Company’s industry that the Company considers to be comparable to its business and the historical option exercise behavior of its employees, which the Company believes is representative of future behavior. Expected Volatility As the Company does not have a sufficient trading history for its common stock, the expected stock price volatility for the Company’s common stock was estimated by taking the average historic price volatility for industry peers based on daily price observations over a period equivalent to the expected term of the stock option grants. Industry peers consist of several public companies in the Company’s industry which were the same as the comparable companies used in the common stock valuation analysis. The Company intends 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 its own share price becomes available, or unless circumstances change such that the identified companies are no longer similar to the Company, in which case, more suitable companies whose share prices are publicly available would be used in the calculation. Risk-Free Interest Rate The risk-free interest rate is based on the zero coupon U.S. Treasury notes, with maturities similar to the expected term of the options. Expected Dividend Yield The Company does not anticipate paying any dividends in the foreseeable future and, therefore, uses an expected dividend yield of zero in the Black-Scholes option-valuation model. In addition to the Black-Scholes assumptions discussed immediately above, the estimated forfeiture rate also has a significant impact on the related stock-based compensation. The forfeiture rate of stock options is estimated at the time of grant and revised in subsequent periods if actual forfeitures differ from those estimates. The Company uses historical data to estimate pre-vesting option forfeitures and records stock-based compensation expense only for those awards that are expected to vest. The fair value of employee stock option was estimated at the date of grant using a Black-Scholes option-pricing model with the following weighted-average assumptions: Nine Months Ended September 30, 2016 2015 (Unaudited) Expected term (in years) 6.0 6.0 Expected volatility% 59.9% 68.7% Risk-free interest rate% 1.3% 1.8% Expected dividend yield% 0.0% 0.0% Restricted Stock Units In September 2016, the Company granted 112,578 shares of Restricted Stock Units, or RSUs, to its board of directors for their past services. These RSUs were fully vested upon issuance and had a grant date fair value of Stock-Based Compensation Expense Total stock-based compensation expense recognized in the Company’s condensed consolidated statements of operations is classified as follows (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 (Unaudited) Research and development $ 111 $ 95 $ 467 $ 143 Selling and marketing 40 16 78 26 General and administrative 803 272 1,654 362 Total stock-based compensation expense $ 954 $ 383 $ 2,199 $ 531 During the three months and nine months ended September 30, 2016 and 2015, there were no stock-based compensation expenses capitalized as a component of inventory or recognized in cost of revenue. Stock-based compensation relating to stock-based awards granted to consultants were insignificant during the three months and nine months ended September 30, 2016 and 2015. |
Income Tax
Income Tax | 9 Months Ended |
Sep. 30, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Tax | 1 1 . Income Tax Due to the current operating losses, the Company recorded zero income tax expense during the three and nine months ended September 30, 2016 and 2015, respectively. There was no change in the income tax provision during the three and nine months ended September 30, 2016, as compared to the same periods during 2015. The effective tax rate during the three and nine months ended September 30, 2016, as compared to the same periods during 2015, remained the same at approximately 37%. During these periods, the Company’s activities were limited to U.S. federal and state tax jurisdictions, as it does not have any foreign operations. Due to the Company’s history of cumulative losses, management concluded that, after considering all the available objective evidence, it is not more likely than not that all of the Company’s net deferred tax assets will be realized. Accordingly, the Company’s deferred tax assets, which includes net operating loss, or NOL, carryforwards and tax credits related primarily to research and development continue to be subject to a valuation allowance as of September 30, 2016. The Company will continue to maintain a full valuation allowance until there is sufficient evidence to support recoverability of its deferred tax assets. The Company had unrecognized tax benefit of $889 thousand and $742 thousand at September 30, 2016 and December 31, 2015, respectively. The reversal of the uncertain tax benefits would not affect the effective tax rate to the extent that the Company continues to maintain a full valuation allowance against its deferred tax assets. Unrecognized tax benefits may change during the next 12 months for items that arise in the ordinary course of business. As of September 30, 2016, changes to the Company's uncertain tax positions in the next 12 months that are reasonably possible are not expected to have a significant impact on the Company's financial position or results of operations. Interest and/or penalties related to income tax matters are recognized as a component of income tax expense. During the nine months ended September 30, 2016 and 2015, there were no accrued interest and penalties related to uncertain tax positions. |
Net Loss per Share
Net Loss per Share | 9 Months Ended |
Sep. 30, 2016 | |
Earnings Per Share [Abstract] | |
Net Loss per Share | 1 2 . Net Loss per Share The following weighted-average common stock equivalents were excluded from the calculation of diluted net loss per share for the periods presented because including them would have had an anti-dilutive effect: Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 (Unaudited) Convertible preferred stock (if converted) — 7,265,258 — 22,138,427 Options to purchase common stock 6,346,608 5,535,394 6,174,134 4,701,033 Preferred stock warrants (if exercised) — 30,664 — 95,351 Common stock warrants (if exercised) 855,275 238,415 503,086 80,345 |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Sep. 30, 2016 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 1 3 . Related Party Transactions In December 2004, the Company entered into a licensing agreement with the University of Florida Research Foundation, or UFRF, whereby UFRF granted the Company a worldwide exclusive license to certain of UFRF’s patents in exchange for 33,652 shares of common stock and a 1% royalty from sales of products developed and sold by the Company utilizing the licensed patents. |
Segment and Geographic Informat
Segment and Geographic Information | 9 Months Ended |
Sep. 30, 2016 | |
Segment Reporting [Abstract] | |
Segment and Geographic Information | 1 4 . Segment and Geographic Information The Company has one business activity, which is radiation therapy technology combined with magnetic resonance imaging, and operates in one reportable segment. The Company’s chief operating decision-maker, its chief executive officer, reviews its operating results on an aggregate basis for purposes of allocating resources and evaluating financial performance. Also, the Company does not have segment managers as the Company manages its operations as a single operating segment. |
Summary of Significant Accoun20
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2016 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The condensed consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, or GAAP, and pursuant to the rules and regulation of the Securities and Exchanges Commission, or SEC. The condensed consolidated financial statements include the accounts of ViewRay, Inc. and its wholly-owned subsidiary, ViewRay Technologies, Inc. All inter-company accounts and transactions have been eliminated in consolidation. In the opinion of management, all adjustments, including normal recurring adjustments, considered necessary for a fair presentation of the Company’s unaudited condensed consolidated financial statements have been included. The results of operations for the three and nine months ended September 30, 2016 are not necessarily indicative of the results that may be expected for the year ending December 31, 2016 or any future period. These unaudited condensed consolidated financial statements and notes thereto should be read in conjunction with the audited consolidated financial statements and notes thereto for the year ended December 31, 2015. The significant accounting policies used in preparation of these condensed consolidated financial statements are disclosed in the notes to consolidated financial statements included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2015 filed with the SEC on March 28, 2016, and have not changed significantly since such filing. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In May 2014, the Financial Accounting Standards Board, or FASB, issued Accounting Standards Update (ASU) No. 2014-09, Revenue from Contracts with Customers (Topic 606) In August 2014, the FASB issued ASU No. 2014-15, Presentation of Financial Statements—Going In July 2015, the FASB issued ASU No. 2015-11, Simplifying the Measurement of Inventory In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) In March 2016, the FASB issued ASU No. 2016-09, Compensation – Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting, In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments, Recently Adopted Accounting Pronouncements In November 2015, the FASB issued ASU No. 2015-17, Balance Sheet Classification of Deferred Taxes, which eliminates the current requirement for an entity to separate deferred income tax liabilities and assets into current and non-current amounts in the consolidated balance sheets. To simplify the presentation of deferred income taxes, the amendments in this ASU require that deferred tax liabilities and assets be classified as non-current in the consolidated balance sheets. ASU No. 2015-17 is effective for annual periods beginning after December 15, 2016 and interim periods therein. Early application is permitted. The Company has elected to early adopt this guidance starting April 1, 2016 on a prospective basis. As a result of adopting this standard, deferred tax liabilities and assets, if any, are presented within the financial statements as noncurrent. |
Balance Sheet Components (Table
Balance Sheet Components (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Schedule of Property and Equipment | Property and equipment consisted of the following (in thousands): September 30, 2016 December 31, 2015 (Unaudited) Prototype $ 6,405 $ 6,492 Machinery and equipment 6,148 7,128 Leasehold improvements 4,621 1,532 Furniture and fixtures 363 350 Software 960 832 Construction in progress 5,331 1,851 Property and equipment, gross 23,828 18,185 Less: accumulated depreciation and amortization (11,920 ) (10,879 ) Property and equipment, net $ 11,908 $ 7,306 |
Summary of Intangible Assets | Intangible assets consisted of the following (in thousands): September 30, 2016 December 31, 2015 (Unaudited) License cost $ 512 $ 500 Patents 104 104 Intangible assets, gross $ 616 $ 604 Accumulated amortization (514 ) (404 ) Intangible assets, net $ 102 $ 200 |
Summary of Estimated Future Amortization Expense | At September 30, 2016, the estimated future amortization expense of purchased intangible assets was as follows (in thousands): Year Ending December 31, Estimated Amortization Expense (Unaudited) The remainder of 2016 $ 5 2017 19 2018 19 2019 19 2020 19 2021 11 Thereafter 10 Total amortization expense $ 102 |
Schedule of Accrued Liabilities | Accrued liabilities consisted of the following (in thousands): September 30, 2016 December 31, 2015 (Unaudited) Accrued payroll and related benefits $ 3,123 $ 1,938 Accrued accounts payable 1,199 1,880 Sales tax and medical device excise tax payable 96 219 Accrued legal, accounting and governance fees 783 857 Other 417 519 Total accrued liabilities $ 5,618 $ 5,413 |
Schedule of Deferred Revenue | Deferred revenue consisted of the following (in thousands): September 30, 2016 December 31, 2015 (Unaudited) Deferred revenue: Product $ 10,900 $ 5,050 Services 821 911 Distribution rights (see Note 7) 3,941 — Total deferred revenue 15,662 5,961 Less: current portion of deferred revenue (12,006 ) (5,616 ) Noncurrent portion of deferred revenue $ 3,656 $ 345 |
Fair Value of Financial Instr22
Fair Value of Financial Instruments (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value of Financial Liabilities | The following table sets forth the fair value of the Company’s financial liabilities by level within the fair value hierarchy (in thousands): At September 30, 2016 Level 1 Level 2 Level 3 Total (Unaudited) 2016 Placement Warrants $ — $ — $ 4,372 $ 4,372 |
Summary of Changes in Fair Value of Level 3 Financial Liabilities | The following table sets forth a summary of the changes in fair value of the Company’s Level 3 financial liabilities (in thousands): Nine Months Ended September 30, 2016 (Unaudited) Fair value, beginning of period $ — Issuance of 2016 Placement Warrants 2,726 Change in fair value of Level 3 financial liabilities 1,646 Fair value, end of period $ 4,372 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Commitments And Contingencies Disclosure [Abstract] | |
Schedule of Future Minimum Lease Payments Under Non-cancellable Operating Lease Agreements | At September 30, 2016, the future minimum payments for the operating leases are as follows (in thousands): Year Ending December 31, Future Payments The remainder of 2016 $ 283 2017 1,106 2018 963 2019 823 Total future minimum payments $ 3,175 |
Warrants (Tables)
Warrants (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Equity [Abstract] | |
Summary of Assumptions to Use Option-Pricing Model | The Company used the Black-Scholes option-pricing model to estimate the fair value of the convertible preferred stock with the following weighted-average assumptions: Upon the closing of the Merger on July 23, 2015 Series C Warrant: Expected term (in years) 5.0 Expected volatility 31.8% Risk-free interest rate 1.7% Expected dividend yield 0% The fair value of the 2015 Private Placement warrants was estimated at their grant dates =using the Black-Scholes pricing model and the following weighted-average assumptions: Upon Issuance Common Stock Warrant: Expected term (in years) 5.0 Expected volatility 31.8% Risk-free interest rate 1.6% Expected dividend yield 0% The fair value of the 2016 Placement Warrants of $4.4 million was estimated using the Black-Scholes option pricing model and the following weighted-average assumptions: September 30, 2016 2016 Placement Warrant: Expected term (in years) 6.9 Expected volatility 64.3% Risk-free interest rate 1.4% Expected dividend yield 0% |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Summary of Company's Stock Option Activity and Related Information | A summary of the Company’s stock option activity and related information is as follows: Options Outstanding Shares Available for Grant Number of Stock Options Outstanding Weighted- Average Exercise Price Weighted- Average Remaining Contractual (Years) Aggregate Intrinsic Value (In thousands) Balance at December 31, 2015 3,166,968 6,053,672 $ 2.13 7.6 $ 20,605 Granted (unaudited) (1,127,703 ) 1,127,703 4.25 Exercised (unaudited) — (547,211 ) 0.70 Cancelled (unaudited) 293,284 (293,284 ) 4.39 RSUs granted (unaudited) (112,578 ) — — Balance at September 30, 2016 (unaudited) 2,219,971 6,340,880 $ 2.53 7.4 $ 13,726 Vested and exercisable at September 30, 2016 (unaudited) 3,574,359 $ 1.52 6.4 $ 11,091 Vested and expected to vest at September 30, 2016 (unaudited) 6,090,787 $ 2.48 7.4 $ 13,461 |
Schedule of Weighted-Average Assumptions Used in Black-Scholes Option-Pricing Model to Estimate Fair Value of Employee Stock Option at Grant Date | The fair value of employee stock option was estimated at the date of grant using a Black-Scholes option-pricing model with the following weighted-average assumptions: Nine Months Ended September 30, 2016 2015 (Unaudited) Expected term (in years) 6.0 6.0 Expected volatility% 59.9% 68.7% Risk-free interest rate% 1.3% 1.8% Expected dividend yield% 0.0% 0.0% |
Summary of Stock-Based Compensation Expense | Total stock-based compensation expense recognized in the Company’s condensed consolidated statements of operations is classified as follows (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 (Unaudited) Research and development $ 111 $ 95 $ 467 $ 143 Selling and marketing 40 16 78 26 General and administrative 803 272 1,654 362 Total stock-based compensation expense $ 954 $ 383 $ 2,199 $ 531 |
Net Loss per Share (Tables)
Net Loss per Share (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Earnings Per Share [Abstract] | |
Anti-Dilutive Securities Excluded from Calculation of Diluted Net Loss Per Share | The following weighted-average common stock equivalents were excluded from the calculation of diluted net loss per share for the periods presented because including them would have had an anti-dilutive effect: Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 (Unaudited) Convertible preferred stock (if converted) — 7,265,258 — 22,138,427 Options to purchase common stock 6,346,608 5,535,394 6,174,134 4,701,033 Preferred stock warrants (if exercised) — 30,664 — 95,351 Common stock warrants (if exercised) 855,275 238,415 503,086 80,345 |
Background and Organization - A
Background and Organization - Additional Information (Detail) $ / shares in Units, $ in Thousands | Sep. 09, 2016$ / sharesshares | Aug. 17, 2015USD ($)$ / sharesshares | Jul. 08, 2015$ / sharesshares | Sep. 30, 2016USD ($)$ / sharesshares | Sep. 30, 2015USD ($) | Sep. 30, 2016USD ($)$ / sharesshares | Sep. 30, 2015USD ($) | Aug. 22, 2016shares | Dec. 31, 2015$ / sharesshares | Jul. 21, 2015$ / sharesshares | Jul. 20, 2015$ / sharesshares | Jul. 07, 2015$ / sharesshares |
Background And Organization [Line Items] | ||||||||||||
Description of the stock split arrangement | On July 8, 2015, ViewRay, Inc. (f/k/a Mirax Corp.), or ViewRay, we, us, our, or the Company, completed a 1.185763-for-1 forward stock split of its common stock in the form of a dividend with the result that 4,343,339 shares of common stock, par value $0.001 per share, outstanding immediately prior to the stock split became 5,150,176 shares of common stock, par value $0.001 per share, outstanding immediately thereafter. | |||||||||||
Stock split conversion ratio | 1.185763 | |||||||||||
Common stock, shares outstanding | 5,150,176 | 43,354,677 | 43,354,677 | 38,204,960 | 4,343,339 | |||||||
Common stock, par value | $ / shares | $ 0.001 | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.001 | $ 0.001 | |||||
Common stock, shares authorized | 300,000,000 | 300,000,000 | 300,000,000 | 300,000,000 | 75,000,000 | |||||||
Net loss from operations | $ | $ (14,146) | $ (10,260) | $ (39,629) | $ (30,889) | ||||||||
Net cash used from operations | $ | $ (28,070) | $ (31,305) | ||||||||||
2015 Private Placement | ||||||||||||
Background And Organization [Line Items] | ||||||||||||
Private placement, common shares | 5,884,504 | |||||||||||
Purchase price of share common stock, per share | $ / shares | $ 5 | |||||||||||
Private placement, value | $ | $ 26,300 | |||||||||||
2016 Placement Warrants | ||||||||||||
Background And Organization [Line Items] | ||||||||||||
Sale of common stock shares | 4,602,506 | |||||||||||
Common stock, shares issued, price per share | $ / shares | $ 2.95 | |||||||||||
Warrants issued | 1,380,745 | 1,380,745 | 1,380,745 | 1,380,745 | ||||||||
Warrants issued price per share | $ / shares | $ 0.125 | |||||||||||
Proceeds from sale of private placement, net of offering cost | $ | $ 13,200 | |||||||||||
Blank Check Preferred Stock | ||||||||||||
Background And Organization [Line Items] | ||||||||||||
Preferred stock, shares authorized | 10,000,000 | |||||||||||
Preferred stock, par value | $ / shares | $ 0.01 |
Balance Sheet Components - Sche
Balance Sheet Components - Schedule of Property and Equipment (Detail) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | $ 23,828 | $ 18,185 |
Less: accumulated depreciation and amortization | (11,920) | (10,879) |
Property and equipment, net | 11,908 | 7,306 |
Prototype | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 6,405 | 6,492 |
Machinery and Equipment | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 6,148 | 7,128 |
Leasehold Improvements | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 4,621 | 1,532 |
Furniture and Fixtures | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 363 | 350 |
Software | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 960 | 832 |
Construction In Progress | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | $ 5,331 | $ 1,851 |
Balance Sheet Components - Addi
Balance Sheet Components - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Balance Sheet Related Disclosures [Abstract] | ||||
Depreciation and amortization | $ 451 | $ 280 | $ 1,200 | $ 788 |
Amortization of intangible assets | $ 18 | $ 42 | $ 110 | $ 125 |
Balance Sheet Components - Summ
Balance Sheet Components - Summary of Intangible Assets (Detail) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Finite Lived Intangible Assets [Line Items] | ||
Intangible assets, gross | $ 616 | $ 604 |
Accumulated amortization | (514) | (404) |
Intangible assets, net | 102 | 200 |
License Cost | ||
Finite Lived Intangible Assets [Line Items] | ||
Intangible assets, gross | 512 | 500 |
Patents | ||
Finite Lived Intangible Assets [Line Items] | ||
Intangible assets, gross | $ 104 | $ 104 |
Balance Sheet Components - Su31
Balance Sheet Components - Summary of Estimated Future Amortization Expense (Detail) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Balance Sheet Related Disclosures [Abstract] | ||
The remainder of 2016 | $ 5 | |
2,017 | 19 | |
2,018 | 19 | |
2,019 | 19 | |
2,020 | 19 | |
2,021 | 11 | |
Thereafter | 10 | |
Intangible assets, net | $ 102 | $ 200 |
Balance Sheet Components - Sc32
Balance Sheet Components - Schedule of Accrued Liabilities (Detail) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Payables And Accruals [Abstract] | ||
Accrued payroll and related benefits | $ 3,123 | $ 1,938 |
Accrued accounts payable | 1,199 | 1,880 |
Sales tax and medical device excise tax payable | 96 | 219 |
Accrued legal, accounting and governance fees | 783 | 857 |
Other | 417 | 519 |
Total accrued liabilities | $ 5,618 | $ 5,413 |
Balance Sheet Components - Sc33
Balance Sheet Components - Schedule of Deferred Revenue (Detail) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Deferred Revenue [Line Items] | ||
Total deferred revenue | $ 15,662 | $ 5,961 |
Less: current portion of deferred revenue | (12,006) | (5,616) |
Noncurrent portion of deferred revenue | 3,656 | 345 |
Product | ||
Deferred Revenue [Line Items] | ||
Total deferred revenue | 10,900 | 5,050 |
Services | ||
Deferred Revenue [Line Items] | ||
Total deferred revenue | 821 | $ 911 |
Distribution Rights | ||
Deferred Revenue [Line Items] | ||
Total deferred revenue | $ 3,941 |
Fair Value of Financial Instr34
Fair Value of Financial Instruments - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | ||||
Convertible preferred stock warrant liability | $ 93 | $ 93 | ||
Change in fair value of financial liabilities | (1,646) | |||
Convertible Preferred Stock Warrant Liability | ||||
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | ||||
Change in fair value of financial liabilities | $ 6 | $ 45 | ||
2016 Placement Warrants | ||||
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | ||||
Change in fair value of financial liabilities | $ 1,600 | $ 1,600 |
Fair Value of Financial Instr35
Fair Value of Financial Instruments - Schedule of Fair Value of Financial Liabilities (Detail) $ in Thousands | Sep. 30, 2016USD ($) |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |
2016 Placement Warrants | $ 4,372 |
2016 Placement Warrants | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |
2016 Placement Warrants | 4,372 |
2016 Placement Warrants | Level 3 | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |
2016 Placement Warrants | $ 4,372 |
Fair Value of Financial Instr36
Fair Value of Financial Instruments - Summary of Changes in Fair Value of Level 3 Financial Liabilities (Detail) $ in Thousands | 9 Months Ended |
Sep. 30, 2016USD ($) | |
Fair Value Disclosures [Abstract] | |
Issuance of 2016 Placement Warrants | $ 2,726 |
Change in fair value of Level 3 financial liabilities | 1,646 |
Fair value, end of period | $ 4,372 |
Debt - Additional Information (
Debt - Additional Information (Detail) - USD ($) | Jun. 26, 2015 | May 31, 2016 | Sep. 30, 2016 | Mar. 31, 2016 | Jul. 31, 2015 | Dec. 31, 2014 |
Debt Instrument [Line Items] | ||||||
Warrant liability | $ 4,372,000 | |||||
Convertible preferred stock warrant liability | $ 93,000 | |||||
Hercules Term Loan | ||||||
Debt Instrument [Line Items] | ||||||
Amount outstanding under the agreement | $ 15,000,000 | |||||
Maturity Date Range, End | Jun. 1, 2017 | |||||
Beginning period for interest payments | Jan. 1, 2015 | |||||
Frequency of Periodic Payment | Monthly principal and interest payments | |||||
Beginning period for interest payments | Jan. 31, 2014 | |||||
Unamortized debt discount | $ 466,000 | |||||
Exercisable from Issuance | 10 years | |||||
Exercisable after an IPO | 5 years | |||||
Warrant liability | $ 158,000 | |||||
Fair value of warrant assumption, expected term | 2 years | |||||
Fair value of warrant assumption, expected volatility | 30.00% | |||||
Fair value of warrant assumption, risk-free interest rate | 0.40% | |||||
Fair value of warrant assumption, expected dividend yield | 0.00% | |||||
Convertible preferred stock warrant liability | $ 93,000 | |||||
Hercules Term Loan | Series C Convertible Preferred Stock | ||||||
Debt Instrument [Line Items] | ||||||
Vested and exercisable warrant to purchase | 128,231 | 128,231 | ||||
Exercise price | $ 5.84 | |||||
Hercules Term Loan | Maximum | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, interest rate percentage | 10.25% | |||||
Hercules Term Loan | First 12 months | ||||||
Debt Instrument [Line Items] | ||||||
Prepayment penalty | 5.00% | |||||
Hercules Term Loan | Thereafter Until Maturity | ||||||
Debt Instrument [Line Items] | ||||||
Prepayment penalty | 1.00% | |||||
Hercules Term Loan | Prime Rate | ||||||
Debt Instrument [Line Items] | ||||||
Spread on interest rate | 7.00% | |||||
CRG Term Loan | ||||||
Debt Instrument [Line Items] | ||||||
Amount outstanding under the agreement | $ 45,000,000 | |||||
Frequency of Periodic Payment | Quarterly | |||||
Maximum borrowing capacity | $ 50,000,000 | |||||
Current borrowing capacity | 30,000,000 | |||||
Remaining borrowing capacity | 20,000,000 | |||||
Proceeds from term loan | 40,000,000 | |||||
Post Money Valuation Minimum Amount | 120,000,000 | |||||
Debt drawn | $ 30,000,000 | |||||
Debt maturity date | Jun. 26, 2020 | |||||
Line of credit facility, covenant terms | In March 2016, the Company and CRG executed an amendment to the original terms of the CRG Term Loan such that, with regard to the conditions for borrowing the remaining $20.0 million available under the CRG Term Loan, the Company may, at its election, draw down (i) an amount of either $10.0 million or $15.0 million in up to two advances upon achievement of a minimum of $15.0 million of aggregate product and service revenue during any consecutive 12 month period ending on or before March 31, 2016 and (ii) an additional $5.0 million (or $10.0 million, if the previous draw made was only in an amount of $10.0 million) upon achievement of a minimum of $25.0 million of aggregate product and service revenue during any consecutive 12 month period ending on or before December 31, 2016 and upon execution of the first sales contract of the Company’s second generation product. | |||||
Proceeds from draw down of debt | $ 15,000,000 | |||||
Facility fee | 7.00% | |||||
CRG Term Loan | Milestone One | ||||||
Debt Instrument [Line Items] | ||||||
Remaining borrowing capacity | $ 10,000,000 | |||||
Required minimum gross revenue | 15,000,000 | |||||
Debt drawn | 10,000,000 | |||||
CRG Term Loan | Milestone Two | ||||||
Debt Instrument [Line Items] | ||||||
Remaining borrowing capacity | 5,000,000 | |||||
Required minimum gross revenue | 25,000,000 | |||||
Debt drawn | $ 15,000,000 | |||||
CRG Term Loan | MRIdian System | ||||||
Debt Instrument [Line Items] | ||||||
Required minimum gross revenue | $ 25,000,000 | |||||
CRG Term Loan | First 12 months | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, interest rate percentage | 12.50% | |||||
Prepayment penalty | 3.00% | |||||
Debt instrument cash interest rate percentage | 8.00% | |||||
Deferred payment in-kind interest rate | 4.50% | |||||
CRG Term Loan | After Year 1 but on or Before Year 2 | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, interest rate percentage | 12.50% | |||||
Prepayment penalty | 2.00% | |||||
Debt instrument cash interest rate percentage | 8.00% | |||||
Deferred payment in-kind interest rate | 4.50% | |||||
CRG Term Loan | After Year 2 but on or Before Year 3 | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, interest rate percentage | 12.50% | |||||
Prepayment penalty | 1.00% | |||||
CRG Term Loan | After Year 3 Thereafter Until Maturity | ||||||
Debt Instrument [Line Items] | ||||||
Prepayment penalty | 0.00% | |||||
Deferred Payment In-Kind Interest | Hercules Term Loan | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, interest rate percentage | 1.50% |
Commitments and Contingencies -
Commitments and Contingencies - Schedule of Future Minimum Lease Payments Under Non-cancellable Operating Lease Agreements (Detail) $ in Thousands | Sep. 30, 2016USD ($) |
Operating Leases Future Minimum Payments Due [Abstract] | |
The remainder of 2016 | $ 283 |
2,017 | 1,106 |
2,018 | 963 |
2,019 | 823 |
Total future minimum payments | $ 3,175 |
Commitments and Contingencies39
Commitments and Contingencies - Additional Information (Detail) - USD ($) | Sep. 30, 2016 | Dec. 31, 2015 |
Commitments And Contingencies Disclosure [Abstract] | ||
Purchase commitments | $ 0 | $ 0 |
Distribution Agreement - Additi
Distribution Agreement - Additional Information (Detail) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended | 9 Months Ended | |||
Feb. 28, 2015USD ($)$ / shares | Jan. 31, 2015USD ($)$ / shares | Dec. 31, 2014USD ($)Installment$ / shares | Sep. 30, 2016USD ($) | Sep. 30, 2016USD ($) | Dec. 31, 2015USD ($) | |
Marketing Agreement [Line Items] | ||||||
Customer deposits | $ 14,300 | $ 14,300 | $ 12,763 | |||
Distribution fee reclassified to deferred revenue | 15,662 | 15,662 | 5,961 | |||
Distribution rights revenue | 59 | 59 | ||||
Series C Convertible Preferred Stock | ||||||
Marketing Agreement [Line Items] | ||||||
Stock issued value | $ 15,000 | $ 950 | ||||
Stock price | $ / shares | $ 5.84 | $ 5.84 | ||||
Distribution Rights | ||||||
Marketing Agreement [Line Items] | ||||||
Distribution fee reclassified to deferred revenue | 3,941 | $ 3,941 | ||||
Itochu Corporation Agreement | ||||||
Marketing Agreement [Line Items] | ||||||
Distribution fees | $ 4,000 | |||||
Number of installments | Installment | 3 | |||||
Remaining term of distribution agreement | 8 years 6 months | |||||
Distribution rights revenue | 59 | $ 59 | ||||
Distribution agreement term | 10 years | |||||
Itochu Corporation Agreement | Series C Convertible Preferred Stock | ||||||
Marketing Agreement [Line Items] | ||||||
Stock issued value | $ 5,200 | |||||
Stock price | $ / shares | $ 5.84 | |||||
Itochu Corporation Agreement | Distribution Rights | ||||||
Marketing Agreement [Line Items] | ||||||
Distribution fee reclassified to deferred revenue | $ 4,000 | $ 4,000 | ||||
Itochu Corporation Agreement | First Installment | ||||||
Marketing Agreement [Line Items] | ||||||
Distribution fees | $ 1,000 | |||||
Customer deposits | 1,000 | |||||
Itochu Corporation Agreement | Second Installment | ||||||
Marketing Agreement [Line Items] | ||||||
Distribution fees | 1,000 | |||||
Customer deposits | $ 1,000 | |||||
Itochu Corporation Agreement | Third Installment | ||||||
Marketing Agreement [Line Items] | ||||||
Distribution fees | $ 2,000 |
Convertible Preferred Stock - A
Convertible Preferred Stock - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | ||||
Feb. 28, 2015 | Jan. 31, 2015 | Sep. 30, 2016 | Dec. 31, 2015 | Jul. 31, 2015 | |
Convertible Preferred Stock [Line Items] | |||||
Number of convertible preferred stock converted to common stock | 30,381,987 | ||||
Preferred stock conversion rate | 100.00% | ||||
Series C Convertible Preferred Stock | |||||
Convertible Preferred Stock [Line Items] | |||||
Convertible preferred stock, shares issued | 2,564,652 | 162,407 | |||
Stock price | $ 5.84 | $ 5.84 | |||
Issuance of convertible preferred stock | $ 15,000 | $ 950 | |||
Convertible Preferred Stock | |||||
Convertible Preferred Stock [Line Items] | |||||
Preferred stock, shares issued | 0 | 0 | |||
Preferred stock, shares outstanding | 0 | 0 |
Warrants - Additional Informati
Warrants - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | Sep. 30, 2016 | Aug. 22, 2016 | Sep. 30, 2016 | Aug. 31, 2015 | Jul. 31, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | Sep. 09, 2016 |
Convertible Preferred Stock Warrants [Line Items] | |||||||||||
Convertible preferred stock warrant liability | $ 158 | $ 93 | |||||||||
Change in the fair value of the warrant | $ (6) | (1,646) | $ 45 | ||||||||
Loss related to change in fair value | 1,646 | ||||||||||
Fair value of warrants | 4,372 | $ 4,372 | $ 4,372 | 4,372 | |||||||
2015 Private Placement Common Stock Warrants | |||||||||||
Convertible Preferred Stock Warrants [Line Items] | |||||||||||
Estimated fair value of the warrants issued to placement agents | $ 316 | $ 316 | $ 316 | $ 316 | |||||||
Warrant exercised | 0 | 0 | |||||||||
Expected term (in years) | 5 years | ||||||||||
Expected volatility | 31.80% | ||||||||||
Risk-free interest rate | 1.60% | ||||||||||
Expected dividend yield | 0.00% | ||||||||||
2015 Private Placement Common Stock Warrants | Insiders | |||||||||||
Convertible Preferred Stock Warrants [Line Items] | |||||||||||
Warrants issued | 198,760 | 198,760 | |||||||||
Warrants exercise per share | $ 5 | $ 5 | |||||||||
Common stock warrants, expiry term | 5 years | 5 years | |||||||||
2016 Placement Warrants | |||||||||||
Convertible Preferred Stock Warrants [Line Items] | |||||||||||
Warrants issued | 1,380,745 | 1,380,745 | 1,380,745 | 1,380,745 | 1,380,745 | 1,380,745 | |||||
Warrants exercise per share | $ 2.95 | $ 2.95 | $ 2.95 | $ 2.95 | $ 2.95 | ||||||
Common stock warrants, expiry term | 7 years | 7 years | |||||||||
Gross proceeds from Issuance of Private Placement | $ 13,750 | ||||||||||
Fair value of warrants upon issuance under Private Placement | $ 2,700 | ||||||||||
Expected term (in years) | 7 years | 6 years 10 months 24 days | |||||||||
Expected volatility | 61.60% | 64.30% | |||||||||
Risk-free interest rate | 1.40% | ||||||||||
Expected dividend yield | 0.00% | ||||||||||
Loss related to change in fair value | $ (1,600) | $ (1,600) | |||||||||
Fair value of warrants | $ 4,400 | $ 4,400 | 4,400 | $ 4,400 | |||||||
Hercules Term Loan | |||||||||||
Convertible Preferred Stock Warrants [Line Items] | |||||||||||
Expected term (in years) | 2 years | ||||||||||
Expected volatility | 30.00% | ||||||||||
Risk-free interest rate | 0.40% | ||||||||||
Expected dividend yield | 0.00% | ||||||||||
Fair value of warrants | $ 158 | $ 158 | $ 158 | $ 158 | |||||||
Hercules Term Loan | Series C Convertible Preferred Stock | |||||||||||
Convertible Preferred Stock Warrants [Line Items] | |||||||||||
Warrants issued | 128,231 | 128,231 | 128,231 | 128,231 | 128,231 |
Warrants - Summary of Assumptio
Warrants - Summary of Assumptions to Use Option-Pricing Model (Detail) | Aug. 22, 2016 | Jul. 23, 2015 | Sep. 30, 2016 |
2015 Private Placement Common Stock Warrants | |||
Fair Value Inputs Liabilities Quantitative Information [Line Items] | |||
Expected term (in years) | 5 years | ||
Expected volatility | 31.80% | ||
Risk-free interest rate | 1.60% | ||
Expected dividend yield | 0.00% | ||
2016 Placement Warrants | |||
Fair Value Inputs Liabilities Quantitative Information [Line Items] | |||
Expected term (in years) | 7 years | 6 years 10 months 24 days | |
Expected volatility | 61.60% | 64.30% | |
Risk-free interest rate | 1.40% | ||
Expected dividend yield | 0.00% | ||
Series Convertible Preferred Stock Warrant | |||
Fair Value Inputs Liabilities Quantitative Information [Line Items] | |||
Expected term (in years) | 5 years | ||
Expected volatility | 31.80% | ||
Risk-free interest rate | 1.70% | ||
Expected dividend yield | 0.00% |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Company's Stock Option Activity and Related Information (Detail) $ / shares in Units, $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2016USD ($)$ / sharesshares | Dec. 31, 2015USD ($)$ / sharesshares | |
Shares Available for Grant | ||
Shares Available for Grant, Beginning balance | 3,166,968 | |
Shares Available for Grant, Granted (unaudited) | (1,127,703) | |
Shares Available for Grant, Cancelled (unaudited) | 293,284 | |
Shares Available for Grant, RSUs Granted (unaudited) | (112,578) | |
Shares Available for Grant, Ending balance (unaudited) | 2,219,971 | 3,166,968 |
Number of Stock Options Outstanding | ||
Number of Stock Options Outstanding, Beginning balance | 6,053,672 | |
Number of Stock Options Outstanding, Granted (unaudited) | 1,127,703 | |
Number of Stock Options Outstanding, Exercised (unaudited) | (547,211) | |
Number of Stock Options Outstanding, Cancelled (unaudited) | (293,284) | |
Number of Stock Options Outstanding, Ending balance (unaudited) | 6,340,880 | 6,053,672 |
Number of Stock Options Outstanding, Vested and exercisable | 3,574,359 | |
Number of Stock Options Outstanding, Vested and expected to vest | 6,090,787 | |
Weighted- Average Exercise Price | ||
Weighted- Average Exercise Price, Beginning balance | $ / shares | $ 2.13 | |
Weighted- Average Exercise Price, Granted (unaudited) | $ / shares | 4.25 | |
Weighted- Average Exercise Price, Exercised (unaudited) | $ / shares | 0.70 | |
Weighted- Average Exercise Price, Cancelled (unaudited) | $ / shares | 4.39 | |
Weighted- Average Exercise Price, Ending balance (unaudited) | $ / shares | 2.53 | $ 2.13 |
Weighted- Average Exercise Price, Vested and exercisable (unaudited) | $ / shares | 1.52 | |
Weighted- Average Exercise Price, Vested and expected to vest (unaudited) | $ / shares | $ 2.48 | |
Weighted- Average Remaining Contractual Life (Years) | ||
Options Outstanding, Weighted- Average Remaining Contractual Life (Years) | 7 years 4 months 24 days | 7 years 7 months 6 days |
Weighted- Average Remaining Contractual Life (Years), Vested and exercisable (unaudited) | 6 years 4 months 24 days | |
Weighted- Average Remaining Contractual Life (Years), Vested and expected to vest (unaudited) | 7 years 4 months 24 days | |
Aggregate Intrinsic Value | ||
Aggregate Intrinsic Value | $ | $ 13,726 | $ 20,605 |
Aggregate Intrinsic Value, Vested and exercisable (unaudited) | $ | 11,091 | |
Aggregate Intrinsic Value, Vested and expected to vest (unaudited) | $ | $ 13,461 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Detail) - USD ($) | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Grant date fair value of options vested, per share | $ 2.42 | $ 3.13 | |||
Grant date fair value of options vested | $ 1,900,000 | $ 390,000 | |||
Unrecognized compensation cost | $ 5,500,000 | $ 5,500,000 | $ 5,500,000 | ||
Weighted average period for recognition of compensation costs | 3 years | ||||
RSUs Granted | 112,578 | ||||
Stock based compensation expenses | 954,000 | $ 383,000 | $ 2,199,000 | 531,000 | |
Stock-based compensation expense capitalized | 0 | 0 | 0 | 0 | |
General and Administrative Expenses | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Stock based compensation expenses | 803,000 | $ 272,000 | 1,654,000 | $ 362,000 | |
Restricted Stock Units (RSUs) | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Grant date fair value of RSUs vested, per share | $ 3.58 | ||||
Restricted Stock Units (RSUs) | Board of Directors | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
RSUs Granted | 112,578 | ||||
Restricted Stock Units (RSUs) | General and Administrative Expenses | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Stock based compensation expenses | $ 403,000 | $ 403,000 |
Stock-Based Compensation - Sche
Stock-Based Compensation - Schedule of Weighted-Average Assumptions Used in Black-Scholes Option-Pricing Model to Estimate Fair Value of Employee Stock Option at Grant Date (Detail) | 9 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2015 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ||
Expected term (in years) | 6 years | 6 years |
Expected volatility% | 59.90% | 68.70% |
Risk-free interest rate% | 1.30% | 1.80% |
Expected dividend yield% | 0.00% | 0.00% |
Stock-Based Compensation - Su47
Stock-Based Compensation - Summary of Stock-Based Compensation Expense (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | $ 954 | $ 383 | $ 2,199 | $ 531 |
Research and Development | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | 111 | 95 | 467 | 143 |
Selling and Marketing | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | 40 | 16 | 78 | 26 |
General and Administrative | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | $ 803 | $ 272 | $ 1,654 | $ 362 |
Income Tax - Additional Informa
Income Tax - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | Mar. 31, 2015 | |
Income Tax Disclosure [Abstract] | ||||||
Income tax expense | $ 0 | $ 0 | $ 0 | $ 0 | ||
Effective tax rate | 37.00% | 37.00% | 37.00% | 37.00% | ||
Unrecognized tax benefits | $ 889 | $ 889 | $ 742 | |||
Accrued interest and penalties related to uncertain tax positions | $ 0 | $ 0 | $ 0 |
Net Loss Per Share - Anti-Dilut
Net Loss Per Share - Anti-Dilutive Securities Excluded from Calculation of Diluted Net Loss Per Share (Detail) - shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Convertible Preferred Stock | ||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Anti-dilutive securities excluded from calculation of diluted net loss per share | 7,265,258 | 22,138,427 | ||
Options To Purchase Common Stock | ||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Anti-dilutive securities excluded from calculation of diluted net loss per share | 6,346,608 | 5,535,394 | 6,174,134 | 4,701,033 |
Preferred Stock Warrant | ||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Anti-dilutive securities excluded from calculation of diluted net loss per share | 30,664 | 95,351 | ||
Common Stock Warrant | ||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Anti-dilutive securities excluded from calculation of diluted net loss per share | 855,275 | 238,415 | 503,086 | 80,345 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Detail) - University Of Florida Research Foundation - Licensing Agreements - shares | 1 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2004 | |
Related Party Transaction [Line Items] | ||
Common Stock granted in exchange for licensing | 33,652 | |
Percentage of royalty payment based on sale | 1.00% |
Segment and Geographic Inform51
Segment and Geographic Information - Additional Information (Detail) | 9 Months Ended |
Sep. 30, 2016Segment | |
Segment Reporting [Abstract] | |
Number of reportable segments | 1 |