Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Feb. 28, 2017 | Jun. 30, 2016 | |
Document and Entity Information | |||
Entity Registrant Name | Tabula Rasa HealthCare, Inc. | ||
Entity Central Index Key | 1,651,561 | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2016 | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Public Float | $ 0 | ||
Entity Common Stock, Shares Outstanding | 17,073,067 | ||
Document Fiscal Year Focus | 2,016 | ||
Document Fiscal Period Focus | FY |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Current assets: | ||
Cash | $ 4,345 | $ 2,026 |
Restricted cash | 200 | |
Accounts receivable, net | 6,646 | 6,013 |
Inventories | 2,911 | 2,304 |
Rebates receivable | 312 | 1,064 |
Prepaid expenses | 869 | 428 |
Other current assets | 581 | 94 |
Total current assets | 15,664 | 12,129 |
Property and equipment, net | 6,409 | 1,962 |
Software development costs, net | 3,350 | 2,505 |
Goodwill | 21,686 | 21,606 |
Intangible assets, net | 25,297 | 17,687 |
Other assets | 333 | 2,713 |
Total assets | 72,739 | 58,602 |
Current liabilities: | ||
Line of credit | 10,000 | |
Current portion of long term debt | 674 | 13,526 |
Notes payable to related parties | 250 | |
Notes payable related to acquisition | 15,620 | |
Acquisition-related consideration payable | 568 | 235 |
Acquisition-related contingent consideration | 1,493 | 1,886 |
Accounts payable | 6,115 | 6,808 |
Accrued expenses and other liabilities | 2,159 | 3,244 |
Total current liabilities | 11,009 | 51,569 |
Long term debt | 1,072 | 430 |
Long-term acquisition-related contingent consideration | 1,515 | 3,355 |
Warrant liability | 5,569 | |
Deferred income taxes | 832 | 334 |
Other long-term liabilities | 2,205 | |
Total liabilities | 16,633 | 61,257 |
Commitments and contingencies | ||
Redeemable convertible preferred stock: | ||
Redeemable convertible preferred stock | 28,973 | |
Stockholders' equity (deficit): | ||
Preferred Stock, $0.0001 par value; 10,000,000 shares authorized; no shares issued and outstanding at December 31, 2016 and December 31, 2015 | ||
Common stock, $0.0001 par value; 100,000,000 and 27,836,869 shares authorized, 16,628,476 and 4,575,897 shares issued and outstanding at December 31, 2016 and December 31, 2015, respectively | 2 | |
Additional paid-in capital | 91,027 | |
Accumulated deficit | (34,923) | (31,628) |
Total stockholders' equity (deficit) | 56,106 | (31,628) |
Total liabilities, redeemable convertible preferred stock and stockholders' equity (deficit) | $ 72,739 | 58,602 |
Series A and Series A-1 redeemable convertible preferred stock | ||
Redeemable convertible preferred stock: | ||
Redeemable convertible preferred stock | 6,553 | |
Series B redeemable convertible preferred stock | ||
Redeemable convertible preferred stock: | ||
Redeemable convertible preferred stock | $ 22,420 |
CONSOLIDATED BALANCE SHEETS (pa
CONSOLIDATED BALANCE SHEETS (parenthetical) - $ / shares | Dec. 31, 2016 | Dec. 31, 2015 |
Redeemable convertible preferred stock, shares authorized | 10,772,880 | |
Preferred stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
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 | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 100,000,000 | 27,836,869 |
Common stock, shares issued | 16,628,476 | 4,575,897 |
Common stock, shares outstanding | 16,628,476 | 4,575,897 |
Series A and Series A-1 redeemable convertible preferred stock | ||
Redeemable convertible preferred stock, par value | $ 0.0001 | |
Redeemable convertible preferred stock, shares authorized | 0 | 7,224,266 |
Redeemable convertible preferred stock, shares issued | 0 | 6,911,766 |
Redeemable convertible preferred stock, shares outstanding | 0 | |
Series B redeemable convertible preferred stock | ||
Redeemable convertible preferred stock, par value | $ 0.0001 | |
Redeemable convertible preferred stock, shares authorized | 0 | 3,548,614 |
Redeemable convertible preferred stock, shares issued | 0 | 2,961,745 |
Redeemable convertible preferred stock, shares outstanding | 0 | 2,961,745 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Revenue: | |||
Product revenue | $ 79,446 | $ 60,060 | $ 46,878 |
Service revenue | 14,616 | 9,979 | 1,550 |
Total revenue | 94,062 | 70,039 | 48,428 |
Cost of revenue, exclusive of depreciation and amortization shown below: | |||
Product cost | 59,901 | 45,829 | 37,073 |
Service cost | 5,276 | 3,299 | 739 |
Total cost of revenue | 65,177 | 49,128 | 37,812 |
Gross profit | 28,885 | 20,911 | 10,616 |
Operating (income) expenses: | |||
Research and development | 3,811 | 2,877 | 1,660 |
Sales and marketing | 3,860 | 2,880 | 2,272 |
General and administrative | 11,831 | 7,115 | 3,970 |
Change in fair value of acquisition-related contingent consideration (income) expense (income) | (338) | (2,059) | 790 |
Change in fair value of acquisition-related consideration expense | 55 | ||
Depreciation and amortization | 5,115 | 3,933 | 1,817 |
Total operating expenses | 24,334 | 14,746 | 10,509 |
Income from operations | 4,551 | 6,165 | 107 |
Other (income) expense: | |||
Change in fair value of warrant liability | (639) | 2,786 | 269 |
Interest expense | 4,488 | 5,915 | 1,354 |
Loss on extinguishment of debt | 6,411 | ||
Total other expense | 10,260 | 8,701 | 1,623 |
Loss before income taxes | (5,709) | (2,536) | (1,516) |
Income tax expense (benefit) | 541 | 328 | (409) |
Net loss | (6,250) | (2,864) | (1,107) |
Decretion (accretion) of redeemable convertible preferred stock | 2,439 | (9,966) | (3,884) |
Net loss attributable to common stockholders: | |||
Basic | (3,811) | (12,830) | (4,991) |
Diluted | $ (6,889) | $ (12,830) | $ (4,991) |
Net loss per share attributable to common stockholders: | |||
Basic (in dollars per share) | $ (0.51) | $ (2.97) | $ (1.23) |
Diluted (in dollars per share) | $ (0.59) | $ (2.97) | $ (1.23) |
Weighted average common shares outstanding | |||
Basic (in shares) | 7,486,131 | 4,318,779 | 4,052,590 |
Diluted (in shares) | 11,591,210 | 4,318,779 | 4,052,590 |
CONSOLIDATED STATEMENTS OF REDE
CONSOLIDATED STATEMENTS OF REDEEMABLE CONVERTIBLE PREFERRED STOCK - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Increase (Decrease) in Temporary Equity | |||
Balance at beginning of period | $ 28,973 | $ 19,007 | $ 15,123 |
Accretion (decretion) of redeemable convertible preferred stock | (2,439) | 9,966 | 3,884 |
Conversion of redeemable convertible preferred stock upon initial public offering | (26,534) | ||
Balance at end of period | 28,973 | 19,007 | |
Series A redeemable convertible preferred stock | |||
Increase (Decrease) in Temporary Equity | |||
Balance at beginning of period | $ 4,019 | $ 3,781 | $ 3,556 |
Balance at beginning of period (in shares) | 4,411,766 | 4,411,766 | 4,411,766 |
Accretion (decretion) of redeemable convertible preferred stock | $ 188 | $ 238 | $ 225 |
Conversion of redeemable convertible preferred stock upon initial public offering | $ (4,207) | ||
Conversion of redeemable convertible preferred stock upon initial public offering (in shares) | (4,411,766) | ||
Balance at end of period | $ 4,019 | $ 3,781 | |
Balance at end of period (in shares) | 4,411,766 | 4,411,766 | |
Series A-1 redeemable convertible preferred stock | |||
Increase (Decrease) in Temporary Equity | |||
Balance at beginning of period | $ 2,534 | $ 2,384 | $ 2,242 |
Balance at beginning of period (in shares) | 2,500,000 | 2,500,000 | 2,500,000 |
Accretion (decretion) of redeemable convertible preferred stock | $ 118 | $ 150 | $ 142 |
Conversion of redeemable convertible preferred stock upon initial public offering | $ (2,652) | ||
Conversion of redeemable convertible preferred stock upon initial public offering (in shares) | (2,500,000) | ||
Balance at end of period | $ 2,534 | $ 2,384 | |
Balance at end of period (in shares) | 2,500,000 | 2,500,000 | |
Series B redeemable convertible preferred stock | |||
Increase (Decrease) in Temporary Equity | |||
Balance at beginning of period | $ 22,420 | $ 12,842 | $ 9,325 |
Balance at beginning of period (in shares) | 2,961,745 | 2,961,745 | 2,961,745 |
Accretion (decretion) of redeemable convertible preferred stock | $ (2,745) | $ 9,578 | $ 3,517 |
Conversion of redeemable convertible preferred stock upon initial public offering | $ (19,675) | ||
Conversion of redeemable convertible preferred stock upon initial public offering (in shares) | (2,961,745) | ||
Balance at end of period | $ 22,420 | $ 12,842 | |
Balance at end of period (in shares) | 0 | 2,961,745 | 2,961,745 |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' DEFICIT - USD ($) $ in Thousands | Common StockSt. Mary Prescription PharmacyClass A | Common StockCapstoneClass A | Common StockQuebec Inc. | Common StockClass A | Common StockClass B | Common Stock | Additional Paid-in CapitalSt. Mary Prescription Pharmacy | Additional Paid-in CapitalCapstone | Additional Paid-in CapitalQuebec Inc. | Additional Paid-in Capital | Accumulated Deficit | St. Mary Prescription Pharmacy | Capstone | Quebec Inc. | Total |
Balance at beginning of period at Dec. 31, 2013 | $ (16,020) | $ (16,020) | |||||||||||||
Balance at beginning of period (in shares) at Dec. 31, 2013 | 1,799,264 | 2,108,117 | |||||||||||||
Increase (Decrease) in Stockholders' Equity | |||||||||||||||
Issuance of common stock relating to acquisition | $ 291 | $ 374 | $ 291 | $ 374 | |||||||||||
Issuance of common stock relating to acquisition (in shares) | 81,186 | 104,822 | |||||||||||||
Accretion (decretion) of redeemable convertible preferred stock | $ (1,009) | (2,875) | (3,884) | ||||||||||||
Transfer of common stock(in shares) | 32,646 | (32,646) | |||||||||||||
Exercise of stock options | 59 | 59 | |||||||||||||
Exercise of stock options (in shares) | 41,151 | ||||||||||||||
Issuance of common stock warrants | 31 | 31 | |||||||||||||
Stock based compensation expense | 254 | 254 | |||||||||||||
Net income (loss) | (1,107) | (1,107) | |||||||||||||
Balance at end of period at Dec. 31, 2014 | (20,002) | (20,002) | |||||||||||||
Balance at end of period (in shares) at Dec. 31, 2014 | 2,059,069 | 2,075,471 | |||||||||||||
Increase (Decrease) in Stockholders' Equity | |||||||||||||||
Issuance of common stock relating to acquisition | 94 | $ 107 | 94 | $ 107 | |||||||||||
Issuance of common stock relating to acquisition (in shares) | 16,237 | 18,418 | |||||||||||||
Accretion (decretion) of redeemable convertible preferred stock | (1,204) | (8,762) | (9,966) | ||||||||||||
Transfer of common stock(in shares) | 4,124 | (4,124) | |||||||||||||
Exercise of stock options | 422 | 422 | |||||||||||||
Exercise of stock options (in shares) | 3,132 | 403,570 | |||||||||||||
Issuance of common stock warrants | 16 | 16 | |||||||||||||
Stock based compensation expense | 565 | 565 | |||||||||||||
Net income (loss) | (2,864) | (2,864) | |||||||||||||
Balance at end of period at Dec. 31, 2015 | (31,628) | (31,628) | |||||||||||||
Balance at end of period (in shares) at Dec. 31, 2015 | 2,100,980 | 2,474,917 | |||||||||||||
Increase (Decrease) in Stockholders' Equity | |||||||||||||||
Issuance of common stock relating to acquisition | $ 35 | $ 4,500 | $ 35 | $ 4,500 | |||||||||||
Issuance of common stock relating to acquisition (in shares) | 10,824 | 395,407 | |||||||||||||
Accretion (decretion) of redeemable convertible preferred stock | (516) | 2,955 | 2,439 | ||||||||||||
Transfer of common stock(in shares) | 2,577 | (2,577) | |||||||||||||
Issuance of common stock (in shares) | 1 | ||||||||||||||
Issuance of restricted stock (in shares) | 722,646 | ||||||||||||||
Issuance of common stock upon initial public offering, net of issuance costs | 51,226 | 51,226 | |||||||||||||
Issuance of common stock upon public offering, net of issuance costs (in shares) | 4,945,000 | ||||||||||||||
Conversion of redeemable convertible preferred stock upon initial public offering | $ 1 | 26,533 | 26,534 | ||||||||||||
Conversion of redeemable convertible preferred stock upon initial public offering (in shares) | 5,089,436 | ||||||||||||||
Redesignation of Class A and Class B common stock upon initial public offering | $ 1 | 1 | |||||||||||||
Redesignation of Class A and Class B common stock upon initial public offering (in shares) | (2,837,028) | (2,746,377) | 5,583,405 | ||||||||||||
Conversion of warrants upon initial public offering | 4,930 | 4,930 | |||||||||||||
Surrender of common stock in connection with Leadership Exit Bonus Plan (in shares) | (20,372) | ||||||||||||||
Issuance of common stock in connection with Leadership Exit Bonus Plan (in shares) | 20,372 | ||||||||||||||
Shares withheld for tax in connection with Leadership Exit Bonus Plan | (84) | (84) | |||||||||||||
Shares withheld for tax in connection with Leadership Exit Bonus Plan (in shares) | (7,010) | ||||||||||||||
Net exercise of stock warrants (in shares) | 210,817 | 490,385 | |||||||||||||
Net exercise of stock options (in shares) | 63,220 | 7,052 | |||||||||||||
Exercise of stock options | 153 | 153 | |||||||||||||
Exercise of stock options (in shares) | 124,801 | ||||||||||||||
Stock based compensation expense | 4,250 | 4,250 | |||||||||||||
Net income (loss) | (6,250) | (6,250) | |||||||||||||
Balance at end of period at Dec. 31, 2016 | $ 2 | $ 91,027 | $ (34,923) | $ 56,106 | |||||||||||
Balance at end of period (in shares) at Dec. 31, 2016 | 16,628,476 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Cash flows from operating activities: | |||
Net loss | $ (6,250) | $ (2,864) | $ (1,107) |
Adjustments to reconcile net loss to net cash provided by operating activities: | |||
Depreciation and amortization | 5,115 | 3,933 | 1,817 |
Amortization of deferred financing costs and debt discount | 1,279 | 2,148 | 259 |
Payment of imputed interest on debt | (3,893) | (105) | (13) |
Deferred taxes | 498 | 290 | (422) |
Issuance of common stock warrants | 16 | 31 | |
Stock-based compensation | 4,250 | 565 | 254 |
Change in fair value of warrant liability | (639) | 2,786 | 269 |
Change in fair value of acquisition-related contingent consideration | (338) | (2,059) | 790 |
Change in fair value of acquisition-related consideration | 55 | ||
Loss on extinguishment of debt | 6,411 | ||
Write-off in-process software development costs | 63 | ||
Other noncash items | (10) | ||
Changes in operating assets and liabilities, net of effect from acquisitions: | |||
Accounts receivable, net | (633) | (1,711) | (1,388) |
Inventories | (607) | (264) | (792) |
Rebates receivable | 752 | (96) | (715) |
Prepaid expenses and other current assets | (929) | (259) | (77) |
Other assets | 1 | (4) | (30) |
Acquisition-related contingent consideration | (610) | (60) | |
Accounts payable | 665 | 440 | 1,383 |
Accrued expenses and other liabilities | (1,168) | 1,060 | 604 |
Other long-term liabilities | 2,205 | 4 | |
Net cash provided by operating activities | 6,774 | 3,256 | 870 |
Cash flows from investing activities: | |||
Purchases of property and equipment | (3,813) | (234) | (230) |
Software development costs | (1,854) | (940) | (738) |
Purchase of intangible assets | (29) | ||
Change in restricted cash | 200 | 300 | (500) |
Purchase of businesses, net of cash acquired | (5,400) | (2,403) | (13,448) |
Net cash used in investing activities | (10,896) | (3,277) | (14,916) |
Cash flows from financing activities: | |||
Proceeds from exercise of stock options | 153 | 12 | 59 |
Payments for debt financing costs | (1,521) | (69) | (212) |
Proceeds from notes payable to related parties | 100 | ||
Repayments of notes payable to related parties | (250) | (354) | (175) |
Borrowings on line of credit | 6,000 | 10,000 | |
Repayments of line of credit | (16,000) | (6,860) | |
Payments of acquisition-related consideration | (180) | (1,895) | (487) |
Repayment of note payable related to acquisition | (14,337) | ||
Payments of initial public offering costs | (3,346) | (481) | |
Payments of contingent consideration | (1,895) | (267) | (440) |
Proceeds from long-term debt | 30,000 | 15,000 | |
Repayments of long-term debt | (47,369) | (2,161) | (1,704) |
Proceeds from issuance of common stock under initial public offering, net of underwriting costs | 55,186 | ||
Net cash provided by (used in) financing activities | 6,441 | (2,075) | 12,141 |
Net increase (decrease) in cash | 2,319 | (2,096) | (1,905) |
Cash, beginning of period | 2,026 | 4,122 | 6,027 |
Cash, end of period | 4,345 | 2,026 | 4,122 |
Supplemental disclosure of cash flow information | |||
Acquisition of equipment under capital leases | 1,605 | 373 | 326 |
Additions to property, equipment, and software development purchases included in accounts payable | 373 | 46 | 53 |
Deferred offering costs included in accounts payable | 132 | 1,817 | |
Cash paid for interest | 8,457 | 2,409 | 1,080 |
(Decretion) accretion of redeemable convertible preferred stock to redemption value | $ (2,439) | $ 9,966 | 3,884 |
Fair value of promissory notes entered into connection with Medliance acquisition | 14,347 | ||
Fair value of preferred stock warrants issued to lender | $ 1,835 |
Nature of Business
Nature of Business | 12 Months Ended |
Dec. 31, 2016 | |
Nature of Business | |
Nature of Business | 1. Nature of Busines Tabula Rasa HealthCare, Inc. (the “Company”) provides patient-specific, data-driven technology and solutions that enable healthcare organizations to optimize medication regimens to improve patient outcomes, reduce hospitalizations, lower healthcare costs and manage risk. The Company delivers its solutions through a comprehensive suite of technology-enabled products and services for medication risk management and risk adjustment. The Company serves healthcare organizations that focus on populations with complex healthcare needs and extensive medication requirements. The Company's suite of cloud-based software solutions provides prescribers, pharmacists and healthcare organizations with sophisticated and innovative tools to better manage the medication-related needs of patients. On October 4, 2016, the Company closed its initial public offering (the “IPO”) in which the Company issued and sold 4,300,000 shares of common stock, plus the exercise of the underwriters’ option to purchase an additional 645,000 shares of common stock, at an issuance price of $12.00 per share. The Company received net proceeds of $55,186 after deducting underwriting discounts and commissions of $4,154 but before deducting other offering expenses. In addition, upon the closing of the IPO, all of the Company’s then outstanding Class A Non-Voting common stock and Class B Voting common stock, totaling 5,583,405 shares, were automatically redesignated into shares of common stock, and all of the Company’s then outstanding convertible preferred stock converted into an aggregate of 5,089,436 shares of common stock. In addition, 202,061 shares of common stock were issued upon the automatic net exercise of outstanding warrants to purchase common stock that would have otherwise terminated immediately prior to the closing of the IPO. Additionally, in connection with the closing of the IPO, outstanding warrants to purchase shares of preferred stock converted into warrants to purchase an aggregate of 463,589 shares of common stock. Upon completion of the IPO on October 4, 2016, the Company filed an amended and restated certificate of incorporation to, among other things, state that the aggregate number of shares of stock that the Company is authorized to issue is 100,000,000 shares of common stock, par value $.0001 per share, and 10,000,000 shares of undesignated preferred stock, par value $.0001 per share. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2016 | |
Summary of Significant Accounting Policies | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies (a) Basis of Presentation The accompanying consolidated financial statements of the Company have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (the “SEC”) regarding annual financial reporting. Any reference in these notes to applicable guidance is meant to refer to the authoritative United States GAAP as found in the Accounting Standards Codification ("ASC") and Accounting Standards Update ("ASU") of the Financial Accounting Standards Board ("FASB"). The accompanying consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. (b) Reverse Stock Split The Company effected a 1-for-1.94 reverse split of its common stock on September 16, 2016. The reverse split combined each 1.94 shares of the Company's issued and outstanding common stock into one share of common stock and correspondingly adjusted the conversion prices of its convertible preferred stock. No fractional shares were issued in connection with the reverse split. Any fractional shares resulting from the reverse split were rounded down to the nearest whole share, and in lieu of any fractional shares the Company will pay a cash amount to the holder of such fractional share equal to the fair market value of such fractional share as determined by the Company’s Board of Directors (the “Board”). All share, per share and related information presented in the consolidated financial statements and accompanying notes have been retroactively adjusted, where applicable, to reflect the reverse stock split. (c) Liquidity The Company's audited consolidated financial statements have been prepared on the basis of continuity of operations, realization of assets and the satisfaction of liabilities in the ordinary course of business. Management believes that the Company's cash on hand of $4,345 as of December 31, 2016, cash flows from operations and borrowing availability under the Amended 2015 Revolving Line (Note 10) are sufficient to fund the Company's planned operations through at least March 31, 2018. (d) Use of Estimates The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates or assumptions. On an ongoing basis, management evaluates its estimates and assumptions, including, but not limited to, those related to: (i) the fair value of assets acquired and liabilities assumed for business combinations, (ii) the valuation of the Company's common and preferred stock prior to the IPO, (iii) the recognition and disclosure of contingent liabilities, (iv) the useful lives of long-lived assets (including definite-lived intangible assets), (v) the evaluation of revenue recognition criteria, (vi) assumptions used in the Black-Scholes option-pricing model to determine the fair value of equity and liability classified warrants and stock-based compensation instruments and (vii) the realizability of long-lived assets, including goodwill and intangible assets. These estimates are based on historical data and experience, as well as various other factors that management believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. The Company has engaged and may, in the future, engage third-party valuation specialists to assist with estimates related to the valuation of its preferred and common stock, in addition to the valuation of assets and liabilities acquired. Such estimates often require the selection of appropriate valuation methodologies and models, and significant judgment in evaluating ranges of assumptions and financial inputs. Actual results may differ from those estimates under different assumptions or circumstances. (e) Revenue Recognition The Company recognizes revenue from product sales or services rendered when (i) persuasive evidence of an arrangement exists, (ii) services have been rendered, (iii) the price to its client is fixed or determinable and (iv) collectability is reasonably assured. When the Company enters into arrangements with multiple deliverables, it applies the accounting guidance for revenue arrangements with multiple deliverables and evaluates each deliverable to determine whether it represents a separate unit of accounting based on the following criteria: (i) whether the delivered item has value to the customer on a standalone basis, and (ii) if the contract includes a general right of return relative to the delivered item, delivery or performance of the undelivered item(s) is considered probable and substantially in the control of the Company. Revenue is allocated to each element in an arrangement based on a selling price hierarchy. The selling price for a deliverable is based on estimated selling prices ("ESP") as vendor specific objective evidence or third party evidence is not available. The Company establishes ESP for the elements of its arrangements based upon its pricing practices and class of customers. The stated prices for the various deliverables of the Company's contracts are consistent across classes of customers. Product Revenue The Company enters into multiple-element arrangements with healthcare organizations to provide software enabled medication risk management solutions. Under these contracts, revenue is generated through the components listed below. Prescription medication revenue The Company sells prescription medications directly to healthcare organizations through its prescription fulfillment pharmacies. Prescription medication fees are based upon the prices stated in customer contracts for the prescription and include a dispensing fee. Prescription medication revenue, including dispensing fees, is recognized when the product is shipped to the customer. Prescription medications are considered a separate unit of accounting. Per member per month fees — medication risk management services The Company receives a fixed monthly administrative fee for each member in the program contracted for medication risk management services. This fee, which is included in Product Revenue in the consolidated statement of operations, is recognized on a monthly basis as medication risk management services are provided. The services associated with the per member per month fees are considered a separate unit of accounting. Service Revenue The Company enters into contracts with healthcare organizations to provide (i) risk adjustment and (ii) pharmacy cost management services, which include training client staff and providers about documentation and diagnosis coding, analyzing clients' data collection and submission processes, and delivering meaningful analytics for understanding reimbursement complexities. In 2016, the Company also began providing medication risk management services utilizing the Medication Risk Mitigation Matrix (“MRM Matrix”) technology alone, without the related fulfillment services, which are referred to as MRM Service Contracts. These MRM Service Contracts were structured under a fixed fee arrangement, which provided for all performance obligations to be completed by December 31, 2016. Under the risk adjustment contracts and MRM Service Contracts, there are generally three revenue generating components: Set up fees: The Company's contracts with its risk adjustment and MRM Service Contract customers often require customers to pay non-refundable set up fees, which are deferred and recognized over the estimated term of the contract. These fees are charged at the beginning of the customer relationship as compensation for the Company's efforts to prepare the customer and configure its system for the data collection process. The set up activities do not represent a separate unit of accounting as they do not have value apart from the broader risk adjustment and MRM Service Contracts. Incremental direct costs associated with such set up activities are also deferred and amortized over the shorter of the estimated customer life or stated contract period Per member per month fees The Company receives a fixed monthly fee for each member in the respective programs. These services represent a separate unit of accounting and are offered independently from any other services. Revenue for these services is recognized each month as the services are performed. Hourly consulting fees The Company sometimes contracts with customers to perform various other services. Such services are billed on a time and materials basis, at agreed hourly rates. Consulting services represent a separate unit of accounting and are offered independently from any other services. Revenue for these services is recognized as time is incurred on the project. The Company's pharmacy cost management services include subscription revenue from customers and revenues from drug manufacturers for the sale of drug utilization data. Subscription revenue is recognized monthly as either a flat fee or as a percentage of monthly transactions incurred. Data and statistics fees from drug manufacturers are recognized as revenue when received due to the unpredictable nature of the payments and because fees are not fixed and determinable until received. (f) Cost of Product Revenue Cost of product revenue includes all costs directly related to the medication risk management offering, including costs relating to the Company's pharmacists' collaboration on a patient's medication management, clinical analysis of the results and, when necessary, offering guidance to the prescriber based upon the review of the medication risk mitigation matrix and the individual patient's medical history, as well as the fulfillment and distribution of prescription drugs. Costs consist primarily of the purchase price of the prescription drugs the Company dispenses, expenses to package, dispense and distribute prescription drugs, expenses associated with the Company's medication care plan support centers and prescription fulfillment centers, including employment costs and stock-based compensation, and expenses related to the hosting of the Company's technology platform. Such costs also include direct overhead expenses, as well as allocated miscellaneous overhead costs. The Company allocates miscellaneous overhead costs among functions based on employee headcount. (g) Cost of Service Revenue Cost of service revenue includes all labor costs, including stock-based compensation expense, directly related to the risk adjustment and pharmacy cost management services and expenses for claims processing, technology services and overhead costs. (h) Research and Development Research and development expenses consist primarily of salaries and related costs, including stock-based compensation expense, for personnel in the Company's research and development functions, costs relating to the design and development of new software and technology and new service offerings as well as enhancement of existing software and technology and new service offerings, including fees paid to third-party consultants, costs relating to quality assurance and testing, and other allocated facility-related overhead and expenses. Costs incurred in research and development are charged to expense as incurred. (i) Stock-Based Compensation The Company accounts for stock-based awards granted to employees and directors in accordance with ASC Topic 718, Compensation — Stock Compensation , which requires that compensation cost be recognized for awards based on the grant-date fair value of the award. That cost is recognized on a straight-line basis over the period during which an employee or director is required to provide service in exchange for the award — the requisite service period ("vesting period"). The grant-date fair value of employee and director stock-based awards is determined using the Black-Scholes option-pricing model. Compensation expense for options granted to non-employees is determined based on the fair value of the consideration received or the fair value of the equity instruments issued, whichever is more reliably measured. Compensation expense is recognized over the period during which services are rendered by such non-employees until completed on a straight-line basis over the vesting period on each separate vesting tranche of the award, or the accelerated attribution method. At the end of each financial reporting period prior to completion of the service, the fair value of these awards is remeasured using the then-current fair value of the Company's common stock and updated assumption inputs in the Black-Scholes option-pricing model. The Company classifies stock-based compensation expense in its statement of operations in the same manner in which the award recipient's payroll costs or recipients' service payments are classified. The fair value of each stock option is estimated on the date of grant using the Black-Scholes option-pricing model. The Company had been a private company until its common stock commenced public trading on September 29, 2016, and therefore lacks company-specific historical and implied volatility information. Therefore, the Company estimated its expected stock volatility based on the historical volatility of a publicly traded set of peer companies and expects to continue to do so until such time as it has adequate historical data regarding the volatility of its own traded stock price. The expected term of the Company's stock options has been determined utilizing the "simplified" method. The expected term of the stock options granted to non-employees is equal to the contractual term of the option award. The risk-free interest rate is determined by reference to the U.S. Treasury yield curve in effect at the time of grant of the award for time periods approximately equal to the expected term of the award. Expected dividend yield is based on the fact that the Company has never paid cash dividends and does not expect to pay any cash dividends in the foreseeable future. (j) Income Taxes Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the period that includes the enactment date. Valuation allowances are provided when necessary to reduce deferred tax assets to the amount expected to be realized. (k) Accretion (Decretion) of Redeemable Convertible Preferred Stock Accretion of redeemable convertible preferred stock included the accretion of accruing dividends on and issuance costs of the Company's Series A, Series A-1 and Series B redeemable convertible preferred stock. The carrying values of Series A and Series A-1 redeemable convertible preferred stock were being accreted to their respective redemption values at each reporting period using the effective interest method, from the date of issuance to the earliest date the holders could demand redemption. The carrying value of Series B redeemable convertible preferred stock was being accreted (decreted) to redemption value at each reporting period at the greater of (i) the original issuance price plus unpaid accrued dividends or (ii) the fair value of the redeemable convertible preferred stock. Upon the completion of the IPO on October 4, 2016, the preferred stock automatically converted into shares of common stock. (l) Net Income (Loss) per Share Attributable to Common Stockholders The Company uses the two-class method to compute net income (loss) attributable to common stockholders because the Company had issued securities, other than common stock, that contractually entitle the holders to participate in dividends and earnings of the Company. The two-class method requires net income (loss) applicable to common stockholders for the period, after an allocation of earnings to participating securities, to be allocated between common and participating securities based upon their respective rights to receive distributed and undistributed earnings. The Company's preferred stockholders were entitled to receive annual cumulative dividends payable prior and in preference to dividends paid to holders of common stock when, as and if declared by the Company's Board. In the event a dividend was paid on common stock, holders of preferred stock were entitled to a proportionate share of any such dividend as if they were holders of common shares (on an as-if converted basis). Immediately prior to the closing of the IPO on October 4, 2016, all accumulated dividends were forfeited upon conversion of preferred stock into shares of common stock. (m) Cash Cash at December 31, 2016 and 2015 consists of cash on deposit with banks. The Company considers all highly liquid investments with a maturity of three months or less when purchased to be cash equivalents. The Company did not have any cash equivalents as of December 31, 2016 or 2015. (n) Restricted cash Restricted cash at December 31, 2015 consisted of cash required to be held for deferred payments associated with the St. Mary Prescription Pharmacy (“SMPP”) acquisition. There was no restricted cash at December 31, 2016. (o) Accounts Receivable, net Accounts receivable are recorded at the invoiced amount and do not bear interest. The Company maintains an allowance for doubtful accounts for estimated losses inherent in its accounts receivable portfolio. In establishing the required allowance, management considers historical losses adjusted to take into account current market conditions and its clients' financial condition, the amount of receivables in dispute and the current receivables aging and current payment patterns. The Company reviews its allowance for doubtful accounts monthly. The allowance for doubtful accounts was $39 and $49 as of December 31, 2016 and 2015, respectively. (p) Inventories Inventories consist of prescription medications and are stated at the lower of cost or market. Cost is determined using the first-in, first-out method. (q) Property and Equipment, net Property and equipment are stated at cost less accumulated depreciation. Additions or improvements that increase the useful life of existing assets are capitalized, while expenditures for repairs and maintenance that do not improve or extend the lives of the respective assets are charged to expense as incurred. Depreciation is recognized using the straight-line method over the estimated useful lives of the assets. The Company depreciates computer hardware and purchased software over a life of three years and office furniture and equipment over a life of five years. Leasehold improvements are amortized over the shorter of the estimated useful life of the asset or the lease term. Property and equipment under capital leases are amortized over the shorter of the lease term or the estimated useful life of the asset. Upon retirement or sale, the cost and related accumulated depreciation of assets disposed of are removed from the accounts and any resulting gain or loss is included in the consolidated statements of operations. (r) Software Development Costs, net Certain development costs of the Company's internal-use software are capitalized in accordance with ASC Topic 350, Intangibles — Goodwill and Other ("ASC 350"), which outlines the stages of computer software development and specifies when capitalization of costs is required. The Company capitalizes certain costs incurred in connection with obtaining or developing internal-use software, including external direct costs of material and services and payroll costs for employees directly involved with the software development. Projects that are determined to be in the development stage are capitalized. Subsequent additions, modifications, or upgrades to internal-use software are capitalized to the extent that they allow the software to perform tasks it previously did not perform. Capitalized software costs are amortized beginning when the software project is substantially complete and the asset is ready for its intended use. Capitalized internal-use software costs are amortized using the straight-line method over the remaining estimated useful life of the assets, which is generally three years. Costs incurred in the preliminary project stage and post-implementation stage, as well as maintenance and training costs, are expensed as incurred as part of research and development expense. (s) Deferred Offering Costs The Company capitalized certain legal, accounting and other third-party fees that were directly associated with the IPO as deferred offering costs (non-current). After the IPO on October 4, 2016 (Note 1), deferred offering costs of $3,960 were recorded in stockholders' equity as a reduction of additional paid-in capital generated as a result of the IPO. Deferred offering costs recorded in other assets on the consolidated balance sheets were $2,298 as of December 31, 2015. (t) Goodwill Goodwill consists of the excess purchase price over fair value of net tangible and intangible assets acquired. Goodwill is not amortized, but instead tested for impairment annually. Goodwill is assessed for impairment on October 1 st of each year or more frequently if events or changes in circumstances indicate that the asset might be impaired. ASU 2011-08, Testing Goodwill for Impairment , provides an entity the option to perform a qualitative assessment to determine whether it is more-likely-than-not that the fair value of a reporting unit is less than its carrying amount prior to performing the two-step goodwill impairment test. If this is the case, the two-step goodwill impairment test is required. If it is more-likely-than-not that the fair value of a reporting unit is greater than its carrying amount, the two-step goodwill impairment test is not required. If the two-step goodwill impairment test is required, first, the fair value of the reporting unit is compared with its carrying amount (including goodwill). If the fair value of the reporting unit is less than its carrying amount, an indication of goodwill impairment exists for the reporting unit and the entity must perform step two of the impairment test (measurement). Under step two, an impairment loss is recognized for any excess of the carrying amount of the reporting units' goodwill over the implied fair value of that goodwill. The implied fair value of goodwill is determined by allocating the fair value of the reporting unit in a manner similar to a purchase price allocation and the residual fair value after this allocation is the implied fair value of the reporting unit goodwill. Fair value of the reporting unit is determined using a discounted cash flow analysis. If the fair value of the reporting unit exceeds its carrying amount, step two does not need to be performed. For the years ended December 31, 2016 and 2015, the Company performed a qualitative assessment of goodwill and determined that it is not more-likely-than-not that the fair values of its reporting unit is less than the carrying amount. Accordingly, no impairment loss was recorded for the years ended December 31, 2016 or 2015. (u) Impairment of Long-Lived Assets Including Other Intangible Assets Long-lived assets consist of property and equipment, software development costs and definite-lived intangible assets. Long-lived assets to be held and used are tested for recoverability whenever events or changes in business circumstances indicate that the carrying amount of the assets may not be fully recoverable. Factors that the Company considers in deciding when to perform an impairment review include significant underperformance of the business in relation to expectations, significant negative industry or economic trends and significant changes or planned changes in the use of the assets. If an impairment review is performed to evaluate a long-lived asset for recoverability, the Company compares forecasts of undiscounted cash flows expected to result from the use and eventual disposition of the long-lived asset to its carrying value. An impairment loss would be recognized when estimated undiscounted future cash flows expected to result from the use of an asset are less than its carrying amount. The impairment loss would be based on the excess of the carrying value of the impaired asset over its fair value, determined based on discounted cash flows. To date, the Company has not recorded any impairment losses on long-lived assets. (v) Deferred Debt Financing Costs Costs related to obtaining debt financing are capitalized and amortized to interest expense over the term of the related debt using the effective-interest method. If debt is prepaid or retired early, the related unamortized deferred financing costs are written off in the period the debt is retired. Deferred financing costs of $59 and $175, net of accumulated amortization, are included in other assets on the accompanying consolidated balance sheets as of December 31, 2016 and 2015, respectively. Effective January 1, 2016, the Company adopted ASU 2015-03, Simplifying the Presentation of Debt Issuance Costs , which requires that debt issuance costs be reported in the balance sheet as a direct deduction from the face amount of the associated debt. Previously, the Company reported these costs in "Other assets" in the Company's consolidated balance sheets. The Company continues to defer the issuance costs related to its line of credit arrangement in "Other assets". The new guidance has been applied on a retrospective basis whereby prior-period financial statements have been adjusted to reflect the application of the new guidance, as required by the FASB and resulted in the reclassification of $105 as of December 31, 2015 from other assets to current portion of long-term debt. (w) Deferred Rent Rent expense is recorded on a straight-line basis over the term of the lease. Lease incentives, including tenant improvement allowances, are recorded to deferred rent and amortized on a straight-line basis over the lease term. Approximately $13 and $94 of deferred rent are included in accrued expenses and other liabilities in the accompanying consolidated balance sheets as of December 31, 2016 and 2015, respectively. Approximately $2,205 of deferred rent is included in long-term liabilities in the accompanying balance sheets as of December 31, 2016. (x) Warrant Liability Warrants to purchase shares of the Company’s preferred stock were classified as warrant liability and recorded at fair value. This warrant liability was subject to remeasurement at each balance sheet date and the Company recognized any change in fair value in its statements of operations as a change in fair value of the warrant liability. Upon the closing of the IPO on October 4, 2016, the warrants converted into shares to purchase common stock and the warrant liability was reclassified to additional paid-in capital, a component of stockholders' equity. (y) Contingencies Liabilities for loss contingencies arising from claims, assessments, litigation, fines, penalties and other sources are recorded when it is probable that a liability has been incurred and the amount can be reasonably estimated. Legal fees and other expenses related to litigation are expensed as incurred and included in general and administrative expenses in the consolidated statements of operations. (z) Shipping and Handling Costs Shipping and handling costs are charged to cost of product revenue when incurred. Shipping and handling costs totaled $2,673, $1,876, and $1,394 for the years ended December 31, 2016, 2015, and 2014, respectively. (aa) Advertising Costs Advertising costs are charged to operations when the advertising first takes place. The Company incurred advertising expense of $117, $43, and $39 for the years ended December 31, 2016, 2015, and 2014, respectively. (bb) Business Combinations The costs of business combinations are allocated to the assets acquired and liabilities assumed, in each case based on estimates of their respective fair values at the acquisition dates, using the purchase method of accounting. Fair values of intangible assets are estimated by valuation models prepared by management and third-party specialists. The assets purchased and liabilities assumed have been reflected in the Company's consolidated balance sheets, and the results are included in the consolidated statements of operations and consolidated statements of cash flows from the date of acquisition. Acquisition-related contingent consideration is classified as a liability and measured at fair value at the acquisition date with changes in fair value after the acquisition date affecting earnings in the period of the estimated fair value change. Acquisition-related transaction costs, including legal and accounting fees and other external costs directly related to the acquisition, are recognized separately from the acquisition and expensed as incurred in general and administrative expenses in the consolidated statements of operations. Unanticipated events and circumstances may occur that may affect the accuracy or validity of such assumptions, estimates, or actual results. (cc) Segment Data The Company manages its operations as a single segment for the purposes of assessing performance and making operating decisions. The Company's chief operating decision maker allocates resources and assesses performance based upon financial information at the consolidated level. The Company's chief operating decision maker is the Chief Executive Officer. Since the Company operates in one operating segment, all required financial segment information can be found in the consolidated financial statements. All revenues are generated and all tangible assets are held in the United States. (dd) Concentration of Credit Risk The Company's medication risk management and risk adjustment clients consist primarily of healthcare organizations, which are sponsors of the federal Medicare Part D plan (prescription drug coverage plan) and dual funded by Medicaid and Medicare and, therefore, subject to the reporting requirements established by the Centers for Medicaid and Medicare Services ("CMS"). Under CMS guidelines, Medicare Part D sponsors are required to remit payment for claims within 14 calendar days of the date on which an electronic claim is received and within 30 calendar days of the date on which non-electronically submitted claims are received. The Company extends credit to clients based upon such terms, as well as management's evaluation of creditworthiness, and generally collateral is not required. The Company’s pharmacy cost management clients consist primarily of post-acute care facilities. Credit associated with these accounts is extended based upon management’s evaluation of creditworthiness and is monitored on an on-going basis. As of December 31, 2016, two clients represented 12% and 10% of net accounts receivable, respectively. As of December 31, 2015, one client represented 12% of net accounts receivable. For the year ended December 31, 2016, no single client accounted for more than 10% of total revenue. For the year ended December 31, 2015, one client accounted for 10% of total revenue. For the year ended December 31, 2014, two clients accounted for 11% and 10% of total revenue, respectively. (ee) Fair Value of Financial Instruments 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 liabilitie |
Net Loss per Share
Net Loss per Share | 12 Months Ended |
Dec. 31, 2016 | |
Net Loss per Share | |
Net Loss per Share | 3. Net Loss per Share Basic net loss per share is computed by dividing net loss attributable to common stockholders by the weighted average number of shares of common stock of the Company outstanding during the period. The Company computed net loss per share of common stock in conformity with the two-class method required for participating securities for the years ended December 31, 2016, 2015, and 2014. The Company considered its redeemable convertible preferred stock to be participating securities as the holders of the preferred stock were entitled to receive a dividend in the event that a dividend was paid on common stock. Diluted net loss per share is computed by dividing net loss attributable to common stockholders by the weighted average number of shares of common stock during the period plus the impact of dilutive securities, to the extent that they are not anti-dilutive. The following table presents the calculation of basic and diluted net loss per share for the Company’s common stock: Year Ended December 31, 2016 2015 2014 Numerator: Net loss $ $ $ Decretion (accretion) of redeemable convertible preferred stock Net loss attributable to common stockholders, basic $ $ $ Decretion of redeemable convertible preferred stock — — Revaluation of warrant liability — — Net loss attributable to common stockholders, diluted $ $ $ Denominator (basic): Weighted average shares of common stock outstanding, basic Denominator (diluted): Weighted average shares of common stock outstanding Effect of potential dilutive securities: Dilutive effect from preferred stock and preferred stock warrants assuming conversion — — Weighted average shares of common stock outstanding, diluted Net loss per share attributable to common stockholders, basic $ $ $ Net loss per share attributable to common stockholders, diluted $ $ $ The following potential common shares, presented based on amounts outstanding at each period end, were excluded from the calculation of diluted net loss per share attributable to common stockholders for the periods indicated because including them would have had an anti-dilutive effect: Year Ended December 31, 2016 2015 2014 Stock options to purchase common stock Restricted stock — — Common stock warrants Preferred stock warrants (as converted to common stock) — Redeemable convertible preferred stock (as converted to common stock) — On October 4, 2016, the Company closed its IPO in which the Company issued and sold 4,300,000 shares of common stock, plus the exercise of the underwriters’ option to purchase an additional 645,000 shares, at an issuance price of $12.00 per share. See Notes 1 and 13 for additional information. |
Acquisitions
Acquisitions | 12 Months Ended |
Dec. 31, 2016 | |
Acquisitions | |
Acquisitions | 4. Acquisitions St. Mary Prescription Pharmacy On January 7, 2014, the Company acquired all of the authorized, issued and outstanding shares of capital stock of J.A. Robertson, Inc., doing business as St. Mary Prescription Pharmacy (“SMPP”). SMPP is a pharmacy based in San Francisco, California that has been servicing the needs of Program of All-inclusive Care for the Elderly participants for over 30 years. The acquisition consideration was comprised of cash consideration of up to $2,000 and stock consideration of up to 108,247 shares of Class A Non-Voting common stock. The Company paid $1,000 cash and issued 54,124 shares of common stock upon closing of the acquisition, with the remaining cash and stock consideration payments to be made on the six-month, 12-month, and 24-month anniversary date of the closing date. The first two cash payments made subsequent to the closing date were contingent upon the achievement of specified revenue targets. The final payment on the 24-month anniversary of the closing date would be paid if the Company did not make any claims for indemnification pursuant to the purchase agreement. The Company paid $500 in cash and issued 27,062 shares of the Company's common stock, with a fair value of $96, in the third quarter of 2014, and $300 in cash and 16,237 shares of the Company's common stock, with a fair value of $94, in the first quarter of 2015 in satisfaction of the SMPP acquisition-related contingent consideration. During the first quarter of 2016, the Company made a final cash payment of $185, which included a $15 reduction for an indemnification claim made by the Company pursuant to the purchase agreement, and issued 10,824 shares of common stock, with a fair value of $35, in satisfaction of the remaining obligations under the purchase agreement. Capstone On April 22, 2014, the Company used the funds provided by the April 2014 Eastward Loan (see Note 10) to acquire substantially all of the assets, and assumed certain liabilities, of Capstone Performance Systems, LLC (“Capstone”), a consulting business providing expert Medicare risk adjustment services for healthcare organizations. The acquisition consideration was comprised of cash consideration consisting of $3,000 paid upon closing, $500 paid during the fourth quarter of 2014, and $2,000 paid during the second quarter of 2015. The acquisition-related cash consideration of $500 paid during the fourth quarter of 2014 was recorded at its acquisition date fair value of $487 and a $13 discount was amortized to interest expense using the effective interest method through its payment date in the fourth quarter of 2014. The acquisition-related consideration of $2,000 paid during the second quarter of 2015 was recorded at its acquisition date fair value of $1,895 and a $105 discount was amortized to interest expense using the effective interest method through its consideration payment date. The Company amortized $33 and $72 of the discount to interest expense for the years ended December 31, 2015 and 2014, respectively. The Company also paid $577 in cash and issued 18,418 shares of the Company's common stock, with a fair value of $107, in the second quarter of 2015 in full satisfaction of the acquisition-related contingent consideration. Medliance LLC On December 31, 2014, the Company acquired all of the authorized, issued and outstanding equity interests of Medliance LLC ("Medliance"), which provides pharmacy cost management services through data analytics. The acquisition consideration was comprised of $16,385 in non-cash consideration in the form of promissory notes to the sellers with a fair value of $14,347 (Note 9) and cash consideration consisting of $12,000 payable upon closing and contingent purchase price consideration with an estimated fair value of $7,300 ("Medliance Earnout") due upon achieving specified revenue targets as of the 12, 24 and 36 month anniversaries of the acquisition. The Company paid $9,597 in cash upon closing in the fourth quarter of 2014, with the remaining $2,403 paid in the first quarter of 2015. The aggregate Medliance acquisition-related contingent consideration is equal to the difference of (i) the product of yearly revenue for the 2015 calendar year multiplied by 4.5 minus (ii) $26,000 (the "Aggregate Earn-Out Amount"). The Aggregate Earn-Out Amount is payable in cash, subject to achieving specified revenue targets, at three intervals: one-third following the 12-month anniversary of the closing date (the "Twelve Month Contingent Payment Date"), one-third following the 24-month anniversary of the closing date (the "Twenty-four Month Contingent Payment Date") and the Aggregate Earn-Out Amount less any portion actually paid at the Twelve Month Contingent Payment Date and Twenty-four Month Contingent Payment Date, following the 36-month anniversary of the closing date. The Aggregate Earn-Out Amount is payable based on the yearly revenue of the acquired business during the twelve month period preceding each Contingent Payment Date ("Measurement Period"). If the yearly revenue is equal to or exceeds the 2015 Medliance calendar year revenue target ("Yearly Revenue Target") during a Measurement Period, the portion of the Aggregate Earn-Out Amount due, as defined above, is payable in full. If the yearly revenue is less than the Yearly Revenue Target for a Measurement Period, then an amount shall be payable equal to the portion of the Aggregate Earn-Out Amount due multiplied by a fraction, the numerator of which is the yearly revenue for the Measurement Period and the denominator of which is the Yearly Revenue Target. The Company, with the assistance of a third-party appraiser, utilized a Monte Carlo simulation to estimate the acquisition-date fair value of the acquisition-related contingent consideration. The fair value measurement was based on significant inputs not observable in the market and thus represents a Level 3 measurement within the fair value hierarchy (see Note 15). 9179-1916 Quebec Inc. On September 15, 2016, the Company acquired certain assets, consisting primarily of intellectual property and software assets of 9176-1916 Quebec Inc. (an entity indirectly controlled by the Company’s Chief Scientific Officer, Jacques Turgeon). The intellectual property and software assets were previously licensed by the Company and are integrated into the Company’s Medication Risk Mitigation Matrix. The purchase price consisted of cash consideration of up to $6,000, consisting of $1,000 which was paid upon closing, $2,200 paid on November 2, 2016, $2,200 paid on December 9, 2016, and $600 following the 12-month anniversary of the closing date of the acquisition, which is contingent upon no claims for indemnification being made pursuant to the purchase agreement. In addition to the cash consideration, the purchase price included $5,000 worth of common stock, consisting of $2,500, or 201,353 shares, of common stock issued on November 15, 2016 and $2,500, or 194,054 shares, of common stock issued on December 29, 2016. The stock consideration issued on November 15, 2016 and on December 29, 2016 was calculated based on the arithmetic average of the daily volume-weighted average price of the Company’s common stock for the 30 business days ending on, and including, the 30th and 60th business day, respectively, following the completion of the IPO. The deferred acquisition cash consideration of $5,000 was recorded at its acquisition-date fair value of $4,955, using an assumed cost of debt of 7.8%. The $45 discount is being amortized to interest expense using the effective interest method through the consideration payment date. The Company amortized $13 of the discount to interest expense for the year ended December 31, 2016. Additionally, the deferred stock consideration of $5,000 was recorded at its acquisition-date fair value of $4,445 and was accreted up to its payment-date fair value of $4,500. The stock consideration paid in connection with the acquisition is subject to a lock-up agreement and, as a result, a discount for lack of marketability of 10% was applied to determine the fair value of the stock consideration as of the acquisition date. These amounts are included in acquisition-related consideration payable in the consolidated balance sheets. As of December 31, 2016, the acquisition-related consideration balance was $568. The assets acquired, and revenue generated from the acquired assets, are included in the Company’s consolidated financial statements from the date of acquisition. The following table summarizes the final allocation of the purchase price based on the estimated fair values of the assets acquired at the date of acquisition: Developed technology $ Trade name Goodwill Total assets acquired $ The purchase price was allocated to identifiable intangible assets acquired based on their acquisition-date estimated fair values. The identifiable intangible assets principally included developed technology valued at $10,100 and trade name valued at $220, each of which are subject to amortization on a straight-line basis over 7 and 5 years, respectively. The weighted average amortization period for acquired intangible assets as of the date of acquisition is 6.96 years. The Company, with the assistance of a third-party appraiser, assessed the fair value of the assets. The fair value of the developed technology was estimated using a discounted present value income approach. To calculate fair value, the Company used cash flows discounted at a rate considered appropriate given the inherent risks associated with the intangible asset. The Company believes that the level and timing of cash flows appropriately reflect market participant assumptions. The fair value of the trade name was estimated using the relief from royalty method. The Company derived the hypothetical royalty income from the incremental projected revenues related to utilizing the acquired technology. The amortization of intangible assets is deductible for income tax purposes. The unaudited pro forma results presented below include the results of the SMPP, Capstone, Medliance, and 9176-1916 Quebec Inc. acquisitions as if they had been consummated as of January 1, 2014. The unaudited pro forma results include the amortization associated with acquired intangible assets and interest expense on debt to fund these acquisitions. Material nonrecurring charges directly attributable to the transactions are excluded. In addition, the unaudited pro forma results do not include any expected benefits of the acquisitions. Accordingly, the unaudited pro forma results are not necessarily indicative of either future results of operations or results that might have been achieved had the acquisitions been consummated as of January 1, 2014. Year Ended December 31, 2016 2015 2014 Revenue $ $ $ Net loss Net loss per share attributable to common stockholders, basic Net loss per share attributable to common stockholders, diluted |
Property and Equipment
Property and Equipment | 12 Months Ended |
Dec. 31, 2016 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | 5. Property and Equipment As of December 31, 2016 and 2015, property and equipment consisted of the following: Estimated December 31, useful life 2016 2015 Computer hardware and purchased software 3 years $ $ Office furniture and equipment 5 years Leasehold improvements 5-11 years Less: accumulated depreciation Property and equipment, net $ $ Depreciation and amortization expense on property and equipment for the years ended December 31, 2016, 2015, and 2014 were $1,267, $969, and $883, respectively. |
Software Development Costs
Software Development Costs | 12 Months Ended |
Dec. 31, 2016 | |
Software Development Costs | |
Software Development Costs | 6. Software Development Costs As of December 31, 2016 and 2015, gross capitalized software costs were $6,501 and $4,550 and accumulated amortization was $3,151 and $2,045, respectively. Amortization expense for the years ended December 31, 2016, 2015, and 2014 was $1,106, $655, and $518, respectively. As of December 31, 2016 and 2015, there was $911 and $888, respectively, of capitalized software costs that were not yet subject to amortization. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 12 Months Ended |
Dec. 31, 2016 | |
Goodwill and Intangible Assets | |
Goodwill and Intangible Assets | 7. Goodwill and Intangible Assets The Company’s goodwill and related changes during the years ended December 31, 2016 and 2015 are as follows: Balance at January 1, 2015 and 2016 $ Goodwill from 2016 acquisition Balance at December 31, 2016 $ There were no indicators of impairment during the years ended December 31, 2016 and 2015 and there are no accumulated impairment charges as of December 31, 2016 and 2015. Intangible assets consisted of the following as of December 31, 2016 and 2015: Weighted Average Amortization Period Accumulated Intangible (in years) Gross Value Amortization Assets, net December 31, 2016 Trade names 5.00 $ $ $ Client relationships 10.02 Non-competition agreements 4.64 Developed technology 7.76 Domain name 10.00 Total intangible assets $ $ $ Weighted Average Amortization Period Accumulated Intangible (in years) Gross Value Amortization Assets, net December 31, 2015 Trade names 5.00 $ $ $ Client relationships 10.02 Non-competition agreements 4.64 Developed technology 10.00 Total intangible assets $ $ $ Amortization expense for intangible assets for the years ended December 31, 2016, 2015, and 2014 was $2,739, $2,306, and $463 respectively. The estimated amortization expense for each of the next five years and thereafter is as follows: Years Ending December 31, 2017 $ 2018 2019 2020 2021 Thereafter $ |
Accrued Expenses and Other Liab
Accrued Expenses and Other Liabilities | 12 Months Ended |
Dec. 31, 2016 | |
Accrued Liabilities and Other Liabilities | |
Accrued Expenses and Other Liabilities | 8. Accrued Expenses and Other Liabilities At December 31, 2016 and 2015, accrued expenses and other liabilities consisted of the following: December 31, 2016 2015 Employee related expenses $ $ Deferred revenue Interest Deferred rent Other expenses Total accrued expenses and other liabilities $ $ |
Notes Payable Related to Acquis
Notes Payable Related to Acquisition | 12 Months Ended |
Dec. 31, 2016 | |
Notes Payable Related to Acquisition | |
Notes Payable Related to Acquisition | 9. Notes Payable Related to Acquisition In December 2014, as part of the acquisition-related consideration of the Medliance acquisition (see Note 4), the Company issued multiple subordinated convertible promissory notes (the "Medliance Notes") to the owners of Medliance for aggregate borrowings of $16,385. Interest was 8% and compounded annually. All unpaid principal and unpaid accrued interest was due and payable on June 30, 2016. On July 1, 2016, the Company repaid the Medliance Notes with the proceeds from a long-term credit facility (see Note 10). Interest expense was $709, $1,310, and $4 for the years ended December 31, 2016, 2015, and 2014, respectively. The Company recorded the Medliance Notes at their aggregate acquisition date fair values of $14,347 and the notes were accreted up to their face values of $16,385 over the 18 month term using the effective-interest method. For the years ended December 31, 2016, 2015, and 2014, the Company amortized $755, $1,280, and $3 of the discount to interest expense, respectively. |
Lines of Credit and Long-Term D
Lines of Credit and Long-Term Debt | 12 Months Ended |
Dec. 31, 2016 | |
Lines of Credit and Long-Term Debt | |
Lines of Credit and Long-Term Debt | 10. Lines of Credit and Long-Term Debt (a) Lines of Credit On December 30, 2013, the Company entered into a Loan and Security Agreement (the "2013 Revolving Line") with Silicon Valley Bank ("SVB"), which provided for borrowings in an aggregate amount up to $7,000 to be used for general corporate purposes, to fund a portion of the Company's acquisition of SMPP and for repayment of a previous line of credit and a convertible loan agreement with the New Jersey Economic Development Authority. In April 2015, the Company repaid the outstanding balance in full with a new revolving line with Bridge Bank, National Association ("Bridge Bank") pursuant to a loan and security agreement (see below). Interest expense was $127 and $383 for the years ended December 31, 2015 and 2014, respectively. For the years ended December 31, 2015 and 2014, the Company also amortized $46 of deferred financing costs associated with the 2013 Revolving Line to interest expense. On April 29, 2015, the Company entered into a new revolving line of credit (the “2015 Revolving Line”) with Bridge Bank pursuant to a loan and security agreement, which provided for borrowings in an aggregate amount up to $15,000 to be used for general corporate purposes, including repayment of the 2013 Revolving Line. On July 1, 2016, the Company entered into a Loan and Security Modification Agreement (the "Amended 2015 Revolving Line") with Western Alliance Bank, successor in interest to Bridge Bank, whereby the 2015 Revolving Line was amended to increase the Company's borrowing availability to up to $25,000 and extend the maturity date to July 1, 2018. The Company's ability to borrow under the Amended 2015 Revolving Line is based upon a specified borrowing base equal to the Company's trailing four months of monthly recurring revenue, as defined, from eligible recurring revenue contracts, as defined, through March 31, 2017 and based upon the Company's trailing three months of monthly recurring revenue, as defined, from eligible recurring revenue contracts, as defined, thereafter. Interest on the Amended 2015 Revolving Line was also amended to be calculated at a variable rate based upon Western Alliance Bank's prime rate plus 0.5% with Western Alliance Bank's prime rate having a floor of 3.5%. Financial covenants under the Amended 2015 Revolving Line require that the Company (i) maintain an unrestricted cash and unused availability balance under the Amended 2015 Revolving Line of at least $3,000 at all times (the liquidity covenant), (ii) maintain a minimum EBITDA, as defined, of $2,000 for the quarter ending June 30, 2016, $2,250 for the quarter ending September 30, 2016, and $2,500 for the quarter ending December 31, 2016 and thereafter, and (iii) maintain a minimum monthly recurring revenue retention rate of at least 90%, measured quarterly. As of December 31, 2016, the Company was in compliance with all of the financial covenants related to the Amended 2015 Revolving Line, and management expects that the Company will be able to maintain compliance with the financial covenants. In September 2015, the Company arranged for Bridge Bank to issue a $500 letter of credit on its behalf in connection with the Company’s lease agreement for the office space in Moorestown, NJ (see Note 16). The letter of credit renews annually and expires in September 2027 and reduces amounts available on the line of credit. As of December 31, 2016, there were no aggregate borrowings outstanding under the Amended 2015 Revolving Line. Amounts available for borrowings under the Amended 2015 Revolving Line were $24,500. As of December 31, 2016, the interest rate on the Amended 2015 Revolving Line was 4.06% and interest expense was $570 and $290 for the years ended December 31, 2016 and 2015, respectively. In connection with the 2015 Revolving Line and the Amended 2015 Revolving Line, the Company recorded deferred financing costs of $141. The Company is amortizing the deferred financing costs associated with the 2015 Revolving Line to interest expense using the effective-interest method over the term of the Amended 2015 Revolving Line and amortized $46 and $35 to interest expense for the years ended December 31, 2016 and 2015, respectively. (b) Term Loan Facility On July 1, 2016, the Company entered into a term loan facility (the “ABC Credit Facility”) with ABC Funding, LLC, an affiliate of Summit Partners, L.P. (“Summit”). The proceeds of the initial term loan advance of $30,000 under the ABC Credit Facility were used to repay all outstanding principal and interest under the Medliance Notes, as well as loans entered into with Eastward Capital Partners V, L.P. and its affiliates in April 2014 and December 2014 with an original principal balance of $15,000 (collectively, the “Eastward Loans”) . For the year ended December 31, 2016, the Company recognized a $1,396 loss on extinguishment of debt as a result of a prepayment premium and the recognition of the remaining unamortized discounts and finance costs on the Eastward Loans. Amounts outstanding under the ABC Credit Facility bore interest at a per annum rate equal to 12.0% payable monthly in arrears. Interest expense under the ABC Credit Facility was $960 for the year ended December 31, 2016. The ABC Credit Facility had a maturity date of December 30, 2021, and was secured by a subordinated security interest in all personal property, whether presently existing or created or acquired in the future, as well as the Company's intellectual property. The Company recorded $1,487 in deferred financing costs associated with the ABC Credit Facility and was amortizing the deferred financing costs to interest expense using the effective-interest method over the term of the ABC Credit Facility. The Company amortized $69 to interest expense for the year ended December 31, 2016. On October 4, 2016, the Company repaid all the then outstanding principal and interest on the ABC Credit Facility, as well as a prepayment penalty of $3,597, with proceeds received from the IPO and, in connection with such repayment, the ABC Credit Facility was terminated. The Company recorded a loss on debt extinguishment of $5,015 in the fourth quarter of 2016 related to the settlement of the ABC Credit Facility for the prepayment premium plus the amortization of the remaining deferred financing costs. (c) Other Term Loans and Capital Lease Obligations The following table represents the total term loans and capital lease obligations of the Company at December 31, 2016 and 2015: December 31, 2016 2015 Tranche A Term Loan $ — $ Tranche B Term Loan — April 2014 Eastward Loan — Unamortized finance costs on April 2014 Eastward Loan — Unamortized discount on April 2014 Eastward Loan — April 2014 Eastward Loan, net — December 2014 Eastward Loan — Unamortized finance costs on December 2014 Eastward Loan — Unamortized discount on December 2014 Eastward Loan — December 2014 Eastward Loan, net — Capital leases Total long-term debt, net $ $ Less current portion, net Total long-term debt, less current portion, net $ $ Term Loans In January 2011, the Company entered into a loan agreement (the "Tranche A Term Loan") with Liberty Bell Bank ("Liberty Bank") that provided for aggregate borrowings of $1,265. The Tranche A Term Loan was collateralized by a first position lien upon a term life insurance policy on the life of the Company's Chairman and CEO and certain equipment, and was secured by a personal guarantee provided by the Company's Chairman and Chief Executive Officer. Interest on the Tranche A Term Loan was calculated at a fixed rate of 6.5% per year. Principal and interest were due in monthly installments of $25 through the maturity date of January 28, 2016. Interest expense on the Tranche A Term Loan was $12 and $30 for the years ended December 31, 2015 and 2014. The loan was fully repaid in January 2016. In July 2011, the Company entered into another loan (the "Tranche B Term Loan") with Liberty Bank that provided for aggregate borrowings of $208. The Tranche B Term Loan was collateralized by a first position lien upon certain equipment and was secured by a personal guarantee provided by the Company's Chairman and Chief Executive Officer. Interest on the Tranche B Term Loan was calculated at a fixed rate of 6.5% per year. Principal and interest were due in monthly installments of $4 through the loan maturity date of July 14, 2016. Interest expense on the Tranche B Term Loan was $1, $3, and $6 for the years ended December 31, 2016, 2015, and 2014, respectively. The loan was fully repaid in July 2016. In April 2014, the Company entered into a loan agreement with Eastward Capital Partners V, L.P. (the “April 2014 Eastward Loan”) that provided for aggregate borrowings of $3,000. The April 2014 Eastward Loan was collateralized by all of the Company's tangible and intangible assets (including its intellectual property), and was subordinated to all other credit facilities entered into and outstanding prior to the execution of the April 2014 Eastward Loan. Interest on the April 2014 Eastward Loan was calculated at an annual rate of 11.5%. Interest-only payments of $29 were due for the first twelve months commencing May 2014, subject to term adjustment, as defined, followed by monthly principal and interest installments of $114 through the April 2014 Eastward Loan maturity date of October 31, 2017. Interest expense on the April 2014 Eastward Loan was $112, $312, and $239 for the years ended December 31, 2016, 2015, and 2014, respectively. In connection with the April 2014 Eastward Loan, the Company issued a warrant to purchase 105,005 shares of Series B Redeemable Convertible preferred stock ("Series B") at $2.86 per share for an aggregate exercise price of $300. The warrant was valued using the Black-Scholes option-pricing model and because the warrant was exercisable for a redeemable security it was liability classified. The estimated fair value of the preferred stock warrants on the date of issuance of $254 was recorded as a discount on the April 2014 Eastward Loan, with the corresponding credit to preferred stock liability. The preferred stock warrant was revalued at each reporting period to reflect any changes in fair value, with any gain or loss from the revaluation recorded in the statements of operations. Upon completion of the Company’s IPO, the warrants converted into warrants to purchase common stock. The debt discount was amortized to interest expense using the effective interest method over the term of the April 2014 Eastward Loan. For the years ended December 31, 2016, 2015, and 2014, the Company amortized $40, $95, and $57, respectively, of the discount to interest expense. In connection with the April 2014 Eastward Loan, the Company recorded $61 in deferred financing costs, of which $9, $24, and $18 was amortized to interest expense using the effective-interest method in the year ended December 31, 2016, 2015 and 2014, respectively. In December 2014, the Company entered into a loan agreement with Eastward Capital Partners V, L.P. (the "December 2014 Eastward Loan") in connection with the Medliance acquisition that provided for aggregate borrowings of $12,000. The December 2014 Eastward Loan was collateralized by all of the Company's tangible and intangible assets (including its intellectual property), and was subordinated to all other credit facilities entered into and outstanding prior to the execution of the December 2014 Eastward Loan. Interest on the December 2014 Eastward Loan was calculated at an annual rate of 12%. Interest-only payments of $120 were due for the first twelve months commencing January 2015, subject to term adjustment, as defined, followed by monthly principal and interest installments of $460 through the December 2014 Eastward Loan maturity date of June 30, 2018. Interest expense on the December 2014 Eastward Loan was $643, $1,440, and $4 for the years ended December 31, 2016, 2015, and 2014, respectively. In connection with the December 2014 Eastward Loan, the Company issued a warrant to purchase 481,863 shares of Series B at $2.99 per share for an aggregate exercise price of $1,440. The warrant was valued using the Black-Scholes option-pricing model and because the warrant was exercisable for a redeemable security it was liability classified. The estimated fair value of the preferred stock warrant on the date of issuance of $1,581 was recorded as a discount on the December 2014 Eastward Loan, with the corresponding credit to preferred stock liability. The preferred stock warrant was revalued at each reporting period to reflect any changes in fair value, with any gain or loss from the revaluation recorded in the statements of operations. Upon completion of the Company’s IPO, the warrants converted into warrants to purchase common stock. The debt discount was amortized to interest expense using the effective interest method over the term of the December 2014 Eastward Loan. For the years ended December 31, 2016, 2015, and 2014, the Company amortized $316, $550, and $2 of the discount to interest expense, respectively. In connection with the December 2014 Eastward Loan, the Company recorded $150 in deferred financing costs, of which $30, $64, and a de minimis amount was amortized to interest expense using the effective-interest method in the years ended December 31, 2016, 2015, and 2014, respectively. On July 1, 2016, the Company repaid the April 2014 Eastward Loan and the December 2014 Eastward Loan with the proceeds from the ABC Credit Facility described above. As a result, all outstanding principal and interest related to the April 2014 Eastward Loan and the December 2014 Eastward Loan have been satisfied in full and the obligations under the 2014 Eastward Loan and the December 2014 Eastward Loan have been terminated. Capital Lease Obligations The Company has entered into leases for certain equipment and software, which are recorded as capital lease obligations. These leases have interest rates ranging from 7% to 26%. Interest expense related to the capital leases was $200, $181, and $228 and for the years ended December 31, 2016, 2015, and 2014, respectively. Amortization of assets held under capital leases is included in depreciation and amortization expense. The net book value of equipment and software acquired under capital lease was $2,364 and $1,377 as of December 31, 2016 and 2015, respectively, and are reflected in property and equipment on the consolidated balance sheets. (d) Long-Term Debt Maturities As of December 31, 2016, the Company's long-term debt consisted of capital lease obligations and is payable as follows: Total long-term debt 2017 2018 2019 2020 2021 Less amount representing interest Present value of payments Less current portion Total long-term debt, net of current portion $ (e) Other Financing In May 2016, the Company signed a prime vendor agreement with AmerisourceBergen Drug Corporation, which was effective March 2016 and requires a monthly minimum purchase obligation of approximately $1,750. The Company fully expects to meet this requirement. This agreement was subsequently amended and restated effective May 1, 2016 with a three-year term expiring April 2019. As of December 31, 2016 and 2015, the Company had $3,327 and $3,691, respectively, due to AmerisourceBergen Drug Corporation as a result of prescription drug purchases. Pursuant to the terms of a security agreement entered into in connection with the prime vendor agreement, AmerisourceBergen also holds a subordinated security interest in all of the Company’s assets. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2016 | |
Income Taxes | |
Income Taxes | 11. Income Taxes The Company accounts for income taxes under ASC Topic 740 — Income Taxes ("ASC 740"). Deferred income tax assets and liabilities are determined based upon differences between financial reporting and tax bases of assets and liabilities, which are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. The Company's loss before income taxes was $5,709, $2,536, and $1,516 for the years ended December 31, 2016, 2015 and 2014, respectively, and the Company has no foreign sources of income or loss. The expense (benefit) for income taxes consists of the following: Years Ended December 31, 2016 2015 2014 Current: US federal $ $ $ State and local Total current income tax expense Deferred: US federal State and local Total deferred income tax expense Total income tax expense (benefit) $ $ $ For the years ended December 31, 2016, and 2015 the Company had an effective tax rate of (9.5)% and (12.9%), respectively, primarily related to deferred tax expense associated with indefinite-lived deferred tax liabilities for goodwill amortization. For the year ended December 31, 2014, the Company had an effective tax rate of 27.0% primarily related to the reversal of a portion of the valuation allowance as a result of deferred tax liabilities that were recorded in connection with the acquisition of SMPP (see Note 4), which created a source of recoverability of a portion of previously reserved deferred tax assets. As of December 31, 2016, the Company had federal net operating loss ("NOL") carryforwards of $13,964 and state NOL carry forwards of $11,066, each of which are available to reduce future taxable income. The NOL carryforwards, if not utilized, will begin to expire in 2029 for federal purposes and in 2021 for state purposes. The NOL carryforwards are subject to review and possible adjustment by the Internal Revenue Service and state tax authorities. The NOLs may become subject to an annual limitation in the event of certain cumulative changes in the ownership interest of significant shareholders over a three-year period in excess of 50%, as defined under Sections 382 and 383 of the Internal Revenue Code of 1986, as amended, as well as similar state tax provisions. This could limit the amount of NOLs that the Company can utilize annually to offset future taxable income or tax liabilities. The amount of the annual limitation, if any, will generally be determined based on the value of the Company immediately prior to the ownership change. Subsequent ownership changes may further affect the limitation in future years. The tax benefits of uncertain tax positions are recognized only when the Company believes it is more likely than not that the tax position will be upheld on examination by the taxing authorities based on the merits of the position. The Company recognizes interest and penalties, if any, related to unrecognized income tax benefits in income tax expense. Through December 31, 2016, the Company had no unrecognized tax benefits or related interest and penalties accrued. The principal components of the Company's deferred tax assets (liabilities) are as follows: December 31, 2016 2015 Deferred tax assets: Net federal operating loss carry forward $ $ Net state operating loss carry forward Accruals Intangibles Stock options — Deferred rent — Other Deferred tax assets Less: valuation allowances Deferred tax assets after valuation allowance Deferred tax liabilities: Fixed assets Debt discount — Indefinite-lived intangibles Deferred tax liabilities Net deferred tax liabilities $ $ ASC 740 requires a valuation allowance to reduce the deferred tax assets reported if, based on the weight of available evidence, it is more-likely-than-not that some portion or all of the deferred tax assets will not be realized. After consideration of all the evidence, both positive and negative, the Company has recorded a full valuation allowance against its deferred tax assets at December 31, 2016 and 2015, respectively, because the Company's management has determined that is it more-likely-than-not that these assets will not be fully realized. The Company experienced a net increase (decrease) in valuation allowance of $2,900 and $(137) for the years ended December 31, 2016 and 2015, respectively. The changes in valuation allowance were as follows: Year-Ended December 31, 2016 2015 Balance at beginning of the period $ $ Increase (decrease) due to NOLs and temporary differences Balance at end of the period $ $ A reconciliation of income tax (expense) benefit at the statutory federal income tax rate and income taxes as reflected in the financial statements is as follows: December 31, 2016 2015 2014 Federal statutory rate % % % State income taxes, net of federal income tax Change in fair value of warrant liabilities Change in valuation allowance Non-deductible stock compensation Change in fair value of contingent consideration — — Non-deductible expenses and other Effective income tax rate % % % In the normal course of business, the Company is subject to examination by taxing authorities from the federal and state governments within the United States. As of December 31, 2016, the Company's tax years beginning in 2013 remain open for examination by taxing authorities. |
Other Long-term Liabilities
Other Long-term Liabilities | 12 Months Ended |
Dec. 31, 2016 | |
Other Long-term Liabilities | |
Other Long-term Liabilities | 12. Other Long-term Liabilities Other long term liabilities as of December 31, 2016 consisted of $2,205, which represents the long-term portion of deferred rent related to the Company's new operating leases for office space in Moorestown, NJ. |
Stockholders' Deficit and Redee
Stockholders' Deficit and Redeemable Convertible Preferred Stock | 12 Months Ended |
Dec. 31, 2016 | |
Stockholders' Deficit and Redeemable Convertible Preferred Stock | |
Stockholders' Deficit and Redeemable Convertible Preferred Stock | 13. Stockholders' Deficit and Redeemable Convertible Preferred Stock (a) Capitalization and Initial Public Offering As of December 31, 2015, the Company's amended and restated articles of incorporation stated that the aggregate number of shares of stock that the Company was authorized to issue was 38,609,749 shares with a par value of $0.0001 per share, including common stock authorized to be issued of 27,836,869 shares, consisting of 9,600,000 shares of Class A Non-Voting common stock and 18,236,869 shares of Class B Voting common stock, and convertible preferred stock authorized to be issued of 10,772,880, consisting of 4,411,766 shares of Series A Redeemable Convertible preferred stock ("Series A"), 2,812,500 shares of Series A-1 and 3,548,614 shares of Series B On October 4, 2016, the Company closed its IPO in which the Company issued and sold 4,300,000 shares of common stock, plus the exercise of the underwriters’ option to purchase an additional 645,000 shares of common stock, at an issuance price of $12.00 per share. The Company received net proceeds of $55,186 after deducting underwriting discounts and commissions of $4,154 but before deducting other offering expenses. In addition, upon the closing of the IPO, all of the Company’s then outstanding Class A Non-Voting common stock and Class B Voting common stock, totaling 5,583,405 shares, were automatically redesignated into shares of common stock, and all of the Company’s then outstanding convertible preferred stock converted into an aggregate of 5,089,436 shares of common stock. Upon completion of the IPO on October 4, 2016, the Company filed an amended and restated certificate of incorporation to, among other things, state that the aggregate number of shares of stock that the Company is authorized to issue is 100,000,000 shares of common stock, par value $.0001 per share, and 10,000,000 shares of undesignated preferred stock, par value $.0001 per share. (b) Common Stock The holders of Class A Non-Voting common stock had the same rights, preferences, privileges, and restrictions as the holders of Class B Voting common stock with the exception of voting rights. The holders of Class B Voting common stock were entitled to one vote per share. The holders of Class A Non-Voting and Class B Voting common stock were entitled to receive dividends when, as and if declared by the Board, subject to payment of accrued dividends for redeemable convertible preferred stock. Class A Non-Voting and Class B Voting common stock were also subordinate to the redeemable convertible preferred stock with respect to liquidation, winding up and dissolution of the Company. The Class A Non-Voting and Class B Voting common stock were redesignated into shares of common stock upon the closing of the IPO. No dividends have been declared through December 31, 2016. (c) Redeemable Convertible Preferred Stock The Company had issued Series A, Series A-1, and Series B redeemable convertible preferred stock. The redeemable convertible preferred stock was classified outside of stockholders' deficit because the shares contained redemption features that were not solely within the control of the Company. Issuance costs incurred in connection with the sale of preferred stock were being accreted on a straight-line basis through the earliest redemption period, which was June 28, 2018 for all series of preferred stock. For the years ended December 31, 2016, 2015, and 2014 the Company accreted $11, $50 and $50, respectively, related to these costs. Upon the completion of the IPO on October 4, 2016, the preferred stock automatically converted into shares of common stock. The rights, preferences, privileges, and restrictions granted or imposed upon the holders of Series A, Series A-1 and Series B up until the closing of the IPO were as follows: Dividends The holders of Series A, Series A-1 and Series B were entitled to annual dividends at a rate of 6% of the stated value of $0.68 per share of Series A, $0.80 per share of Series A-1, and $1.52 per share of Series B. The dividends accrued from the original date of issuance of each share of Series A, Series A-1 and Series B, whether or not earned or declared, were cumulative and compounded annually. The dividends were payable when, as and if declared by the Board. In the event that dividends were paid on any share of common stock (other than dividends paid in additional shares of common stock for which an adjustment to the conversion price is made), an additional dividend would be paid with respect to each outstanding share of Series A, Series A-1 and Series B in an amount (on an as-if converted basis) equal to the amount paid or set aside for each share of common stock. In the event of a liquidation event or upon redemption of any shares of outstanding Series A, Series A-1 or Series B, the Company would pay such accumulated dividends as a condition to consummating such event. The aggregate amount of cumulative but unpaid dividends on the Series A and Series A-1 were $1,223 and $661, respectively, during 2016 prior to the closing of the IPO. The aggregate amount of cumulative but unpaid dividends on the Series A and Series A-1 were $1,042 and $547, respectively, at December 31, 2015. Cumulative but unpaid dividends on the Series B were $944 during 2016 prior to the closing of the IPO. Cumulative but unpaid dividends on the Series B were $712 at December 31, 2015. The redemption value of Series B redeemable convertible preferred stock was based on its estimated fair value at October 4, 2016 and December 31, 2015 because it was estimated to be greater than its original issue price plus accrued dividends. All accumulated dividends were forfeited upon conversion of the preferred stock into shares of common stock immediately prior to the closing of the IPO on October 4, 2016. Conversion The Series A, Series A-1 and Series B shares were convertible, at the option of the holder at any time and from time to time, into shares of voting common stock of the Company as determined by dividing the original issue price of the Series A, the Series A-1 and the Series B by the conversion price, which initially would be the original issue price. The Series A, Series A-1 and Series B also had certain anti-dilution provisions in which the conversion price would be adjusted should the Company issue additional shares of common stock, options, or other equity instruments at a price per share lower than the conversion price in effect prior to such issuance. On September 16, 2016, the Company amended the conversion feature of the Series A, Series A-1, and Series B redeemable convertible preferred stock to provide that such shares of preferred stock would automatically convert in connection with the IPO. Upon the closing of the IPO, such shares of redeemable convertible preferred stock converted into 5,089,436 shares of the Company’s common stock. Redemption The Series A, Series A-1 and Series B were redeemable upon written request of the requisite holders at any time after June 28, 2018. The Series A redemption amount was equal to the Series A original issue price of $0.68 per share plus all accrued and unpaid dividends. The Series A-1 redemption amount was equal to the Series A-1 original issue price of $0.80 per share plus all accrued and unpaid dividends. The Series B redemption amount was equal to the greater of (i) the Series B original issue price of $1.52 per share plus any accrued and unpaid dividends and any other dividends declared but unpaid thereon of such shares or (ii) the fair market value, as defined in the amended and restated articles of incorporation, as of the date of the Series B redemption request. Series A and Series A-1 redemption amounts were payable in three equal annual installments commencing 180 days after receipt by the Company of a written notice requesting redemption provided by the requisite Series A and Series A-1 holders. The Series B redemption amount was payable within 180 days following receipt by the Company of a written notice requesting redemption provided by the requisite Series B holders. The carrying values of the Series A, Series A-1 and Series B redeemable convertible preferred stock were being accreted to their redemption values through June 28, 2018. The redemption value of Series B was based on its estimated fair value at December 31, 2015 because it was estimated to be greater than its original issue price plus accrued dividends. Upon the completion of the IPO on October 4, 2016, the preferred stock automatically converted into shares of common stock. Liquidation In the event of any liquidation, dissolution or winding up of the Company, either voluntary or involuntary (a "Liquidation Event"), the holders of Series B were entitled to receive prior and in preference to any distribution of any of the assets of the Company to the holder of any other classes of preferred stock or common stock, an amount per share equal to the original issuance price plus any accrued and unpaid dividends on such share (the "Preferred B Liquidation Amount"). In the event of any Liquidation Event, after the payment of the Preferred B Liquidation Amount, the holders of Series A and Series A-1 were entitled to receive prior and in preference to any distribution of any of the assets of the Company to the holder of any common stock, an amount per share equal to the original issuance price plus any accrued and unpaid dividends on such share (the "Preferred A Liquidation Amount"). In the event that the assets and funds of the Company that were available for distribution to its stockholders were insufficient to pay the holders of shares of Series B or Series A and Series A-1 the full preferential liquidation amounts that they were entitled to, then the holders of the Series B, Series A and Series A-1 would share ratably in any distribution of the assets and funds legally available for distribution based on the preferential amounts each such holder was entitled to receive and in the priority set forth above. Participation Rights After the payment in full of the Preferred B Liquidation Amount and the Preferred A Liquidation Amount (together, the "Preferred Liquidation Amount"), the assets and funds of the Company remaining available for distribution, if any, would be distributed ratably among the holders of the Company's common stock and Series B, Series A, and Series A-1 (on an as-converted basis) (the "Participation Distribution"). The Participation Distribution would continue with respect to the Series A and Series A-1 only until the holders of Series A and Series A-1 had received for each share of Series A and Series A-1 held, an aggregate amount per share that equaled three times the original issue price. Voting Each holder of the outstanding shares of Series A, Series A-1 and Series B was entitled to one vote per share of voting common stock into which the Series A, Series A-1 and Series B was convertible as of the record date for determining stockholders entitled to vote on such matters. (d) Common Stock Warrants As of December 31, 2015, the following warrants to purchase common stock were outstanding: Warrants Number Exercise to Purchase of Warrants Price Term Expiration Common-A $ 10 year May - October 2019 Common-B $ 10 year May - October 2019 Common-A $ 10 year May 2019 Common-B $ 10 year May - December 2019 Common-A $ 10 year December 2019 Common-A $ 10 year March 2020 Common-B $ 10 year June 2021 Common-B $ 10 year June 2021 Common-B $ 10 year January 2023 Common-B $ 10 year January - December 2023 Common-B $ 10 year May - December 2023 Common-B $ 10 year January - December 2024 Common-B $ 10 year January - December 2024 Common-B $ 10 year January - June 2025 During the years ended December 31, 2015 and 2014, the Company issued warrants to purchase 4,485 and 16,312 shares of common stock, respectively, at exercise prices of $6.40 and from $5.82 to $6.40 per share, respectively, in connection with related party debt (see Note 18). The Company recognized total interest expense of $16 and $31 associated with the equity-classified warrants issued during the years ended December 31, 2015 and 2014, respectively. No warrants were issued during the year ended December 31, 2016. During 2016 prior to the IPO, the Company issued 210,817 shares of common stock upon the cashless exercise of warrants to purchase 232,787 shares of common stock. Upon completion of the IPO on October 4, 2016, 202,061 shares of common stock were issued upon the automatic net exercise of then outstanding warrants that would otherwise have expired upon the completion of the IPO, immediately prior to the closing of the IPO. The warrants issued during the years ended December 31, 2015 and 2014 were valued using the Black-Scholes option-pricing model at the date of grant, and included the following weighted average assumptions: Year Ended December 31, 2015 2014 Valuation assumptions: Expected volatility % % Expected life (years) Risk-free interest rate % % Dividend yield — — (e) Preferred Stock Warrants As of December 31, 2015, the following warrants to purchase redeemable convertible preferred stock were outstanding: Warrants Number Exercise to Purchase of Warrants Price Term Expiration Series A-1 250,000 $ 10 year March 2022 Series A-1 62,500 $ 10 year October 2022 Series B 105,005 $ 10 year April 2024 Series B 481,863 $ 10 year December 2024 In April 2014 and December 2014, the Company issued warrants to purchase 105,005 and 481,863 shares, respectively, of Series B at an exercise price of $2.86 and $2.99 per share, respectively, in connection with the April 2014 Eastward Loan and December 2014 Eastward Loan (see Note 10). No preferred stock warrants were issued during the years ended December 31, 2016 and 2015. Upon completion of the IPO on October 4, 2016, the then outstanding warrants to purchase preferred stock converted into warrants to purchase an aggregate of 463,589 shares of common stock. On October 12, 2016, 288,324 shares of common stock were issued upon the net exercise of 431,373 of these warrants. As of December 31, 2016, warrants to purchase 32,216 shares of common stock remain outstanding. These warrants have an exercise price of $1.56 and expire in October 2022. |
Stock-Based Compensation
Stock-Based Compensation | 12 Months Ended |
Dec. 31, 2016 | |
Stock-Based Compensation | |
Stock-Based Compensation | 14. Stock-Based Compensation The Company's Amended and Restated 2014 Equity Compensation Plan (the "2014 Plan") authorizes the Company to grant up to 3,935,865 shares of common stock to the Company's employees and non-employees in the form of incentive stock options, nonqualified stock options, stock awards, stock units, stock appreciation rights, and other equity-based awards. In September 2016, the Board approved an increase in the shares of common stock authorized under the 2014 Plan to 4,037,981. This pool consisted of 2,702,443 shares of Class A common stock and 1,335,538 shares of Class B common stock. On September 28, 2016, the Company adopted the 2016 Equity Compensation Plan (the “2016 Plan”) and merged the 2014 Plan into the 2016 Plan. No additional grants were made thereafter under the 2014 Plan. Outstanding grants under the 2014 Plan will continue in effect according to their terms as in effect before the merger with the 2016 Plan, and the shares with respect to outstanding grants under the 2014 Equity Plan were issued or transferred under the 2016 Plan. The 2016 Plan authorizes the issuance or transfer of up to the sum of the following: (1) 800,000 new shares, plus (2) the number of shares of our common stock subject to outstanding grants under the 2014 Equity Plan as of the effective date of the 2016 Plan; provided, however, that the aggregate number of shares of the Company’s common stock that may be issued or transferred under the 2016 Plan pursuant to incentive stock options may not exceed 800,000. During the term of the 2016 Plan, the share reserve will automatically increase on the first trading day in January of each calendar year, beginning in calendar year 2017, by an amount equal to the lesser of 5% of the total number of outstanding shares of common stock on the last trading day in December of the prior calendar year or such other number set by our Board. As of December 31, 2016, 296,028 shares were available for future grants under the 2016 Plan. The option price per share cannot be less than the fair market value of a share on the date the option was granted, and in the case of incentive stock options granted to an employee owning more than 10% of the total combined voting power of all classes of stock of the Company, the option price shall not be less than 110% of the fair market value of Company stock on the date of grant. Stock option grants under the Plan generally expire 10 years from the date of grant, other than incentive stock option grants to 10% shareholders, which have a 5 year term, 90 days after termination, or one year after the date of death or termination due to disability. Stock options generally vest over a period of four years, with 25% of the options becoming exercisable on the one-year anniversary of the commencement date and the remaining shares vesting monthly thereafter for 36 months in equal installments of 2.08% per month. On September 28, 2016, the Board granted 700,386 shares of restricted common stock to certain Company employees, including executive officers, under the 2014 Plan, prior to merging it with the 2016 Plan, pursuant to a special equity award pool previously approved by the Board which was made immediately prior to the effectiveness of the Company's registration statement filed in connection with the Company's IPO. All shares of restricted common stock will vest in full on May 31, 2017. The value of the grants is based on the IPO price of $12.00 per share and the related non-cash compensation expense is being recognized ratably over the vesting period from the date of grant through May 31, 2017, when the shares underlying the grant fully vest. For the year ended December 31, 2016, $3,246 of expense was recognized related to this grant. As of December 31, 2016, there was unrecognized compensation expense of $5,159 related to this grant. On September 28, 2016, the Company granted 22,260 shares of restricted common stock under the 2016 Plan to our non-employee directors, which represents both the initial and annual grants to such directors. The initial grant will vest in three substantially equal annual installments over three years following the grant date and the annual grant will vest in full on the earlier of the next annual shareholder meeting or the one year anniversary of the grant date. The value of the grants is based on the IPO price of $12.00. For the year ended December 31, 2016, $39 of expense was recognized related to these grants. As of December 31, 2016, there was unrecognized compensation expense of $228 related to these grants. On October 4, 2016, 20,372 shares of the Company’s common stock were surrendered to the Company by Radius Venture Partners III QP, L.P. and its affiliates (“Radius”) Radius, at the completion of the IPO pursuant to the Letter Agreement, as amended, the Company entered into with Radius. The Board approved the issuance of these shares, 13,362 shares of common stock, net of 7,010 shares of common stock withheld for tax withholding purposes, to certain executive officers pursuant to the Leadership Exit Bonus Plan and under the 2016 Plan. On October 4, 2016, these shares were issued. The value of this issuance is $244 based upon the IPO price of $12.00 per share and the non-cash compensation charge was recognized in the fourth quarter of 2016 as all shares issued fully vested upon issuance. The Company recorded $721, $565 and $254 of stock-based compensation expense related to the vesting of employee and non-employee stock options for the years ended December 31, 2016, 2015, and 2014, respectively. The estimated fair value of options granted was calculated using a Black- Scholes option-pricing model. The computation of expected life for employees was determined based on the simplified method. The risk-free rate is based on the U.S. Treasury security with terms equal to the expected time of exercise as of the grant date. The Company's common stock had not been publicly traded until the IPO commenced on September 29, 2016; therefore, expected volatility is based on the historical volatilities of selected public companies whose services are comparable to that of the Company. The table below sets forth the weighted average assumptions for employee grants during the years ended December 31, 2016, 2015, and 2014. Year Ended December 31, Valuation assumptions: 2016 2015 2014 Expected volatility % % % Expected life (years) Risk-free interest rate % % % Dividend yield — — — The weighted average grant date fair value of employee options granted during the years ended December 31, 2016, 2015 and 2014 was $7.74, $3.34, and $1.57, respectively. The following table summarizes stock option activity for the years ended December 2016, 2015, and 2014: Weighted Weighted average average remaining Aggregate Number exercise contractual intrinsic of shares price term value Outstanding at January 1, 2014 $ Granted Exercised Forfeited Outstanding at December 31, 2014 $ Granted Exercised Forfeited Outstanding at December 31, 2015 $ Granted Exercised Forfeited Outstanding at December 31, 2016 $ $ Options vested and expected to vest at December 31, 2016 $ $ Exercisable at December 31, 2016 $ $ Included within the above table are 217,392 non-employee options outstanding as of December 31, 2016, of which 1,777 are unvested as of December 31, 2016 and therefore subject to remeasurement. The aggregate intrinsic value of stock options is calculated as the difference between the exercise price of the stock options and the Company’s closing stock price or estimated fair value on the last trading day of the fiscal year for those stock options that had exercise prices lower than the fair value of the Company's common stock. This amount changes based on the fair market value of the Company’s stock. The total intrinsic values of options exercised during the years ended December 31, 2016, 2015, and 2014 were $2,785, $2,304, and $65, respectively. As of December 31, 2016, there was $4,221 of unrecognized compensation cost related to nonvested stock options granted under the 2016 Plan, which is expected to be recognized over a weighted average period of 2.2 years. Cash received from option exercises for the years ended December 31, 2016, 2015, and 2014 was $153, $12, and $59, respectively. There was no actual tax benefit realized for the tax deduction from option exercises of share-based payment arrangements for the years ended December 31, 2016, 2015, and 2014. The Company recorded total stock-based compensation expense for the years ended December 31, 2016, 2015 and 2014 in the following expense categories of its consolidated statement of operations: Year Ended December 31, 2016 2015 2014 Cost of revenue - product $ $ $ Cost of revenue - service Research and development Sales and marketing General and administrative $ $ $ |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 31, 2016 | |
Fair Value Measurements | |
Fair Value Measurements | 15. Fair Value Measurements The Company’s financial instruments consist of accounts receivable, accounts payable, accrued expenses, acquisition-related contingent consideration, acquisition-related consideration payable, notes payable related to acquisition, notes payable to related parties, warrant liability and long-term debt. The carrying values of accounts receivable, accounts payable and accrued expenses are representative of their fair value due to the relatively short-term nature of those instruments. The carrying value of the Company’s long-term debt approximates fair value based on the terms of the debt. The notes payable related to acquisition were recorded on December 31, 2014 at their acquisition date fair values of $14,347. This valuation was determined using Level 3 inputs. The note was fully repaid on July 1, 2016 (see Note 9). The Company has classified liabilities measured at fair value on a recurring basis at December 31, 2016 and 2015 as follows: Fair Value Measurement at Reporting Date Using Balance as of Level 1 Level 2 Level 3 December 31, 2016 Liabilities Acquisition-related contingent consideration - short-term $ — $ — $ $ Acquisition-related contingent consideration - long-term — — $ — $ — $ $ Fair Value Measurement at Reporting Date Using Balance as of Level 1 Level 2 Level 3 December 31, 2015 Liabilities Warrant liability $ — $ — $ $ Note payable related to acquisition — — Acquisition-related contingent consideration - short-term — — Acquisition-related contingent consideration - long-term — — $ — $ — $ $ The fair value of the preferred stock warrants at December 31, 2015 was estimated using an option pricing model with the following weighted average assumptions: estimated life of 7.99 years, no dividend yield, risk-free interest rate of 2.10%, fair value of underlying instrument of $8.14 per share and volatility of 57.81%. The Company also applied a discount for lack of marketability of 10% to the resulting value from the option pricing model. The Company developed its own assumptions that do not have observable inputs or available market data to support the fair value. This method of valuation involves using inputs such as the fair value of the Company’s various classes of preferred stock, stock price volatility, the contractual term of the warrants, risk-free interest rates, and dividend yields. Due to the nature of these inputs, the valuation of the warrants is considered a Level 3 measurement. The Company accounted for its redeemable convertible preferred stock warrants as liabilities in accordance with the guidance for accounting for certain financial instruments with characteristics of both liabilities and equity, as warrants entitled the holder to purchase preferred stock that is considered contingently redeemable. The warrant liability was recorded on its own line item on the Company’s consolidated balance sheets. The warrant liability was marked-to-market each reporting period with the change in fair value recorded on its own line in the consolidated statements of operations until the warrants were exercised, expired or other facts and circumstances led the warrant liability to be reclassified as an equity instrument. Upon the closing of the IPO, the warrants converted into shares to purchase common stock and the warrant liability was reclassified to additional paid-in capital, a component of stockholders' equity. The reconciliation of the warrant liability measured at fair value on a recurring basis using significant unobservable inputs (Level 3) is as follows: Balance at January 1, 2015 $ Change in fair value Balance at December 31, 2015 Change in fair value Conversion upon initial public offering Balance at December 31, 2016 $ — Acquisition-related contingent consideration is measured at fair value on a recurring basis using unobservable inputs, hence these instruments represent Level 3 measurements within the fair value hierarchy. The acquisition-related contingent consideration liability represents the estimated fair value of the additional cash consideration payable that is contingent upon the achievement of certain financial and performance milestones. During 2015, the Company paid the outstanding balance of the SMPP acquisition-related contingent consideration, which included a cash payment of $300 and 16,237 shares of the Company's common stock. The stock consideration was valued at a total of $94, or $5.82 per share, with the assistance of a third-party valuation specialist. There was no SMPP acquisition-related contingent consideration outstanding at December 31, 2016 and 2015. During 2015, the Company paid the outstanding balance of the Capstone acquisition-related contingent consideration, which included a cash payment of $577 and 18,418 shares of the Company's common stock. The stock consideration was valued at a total of $107, or $5.82 per share, with the assistance of a third-party valuation specialist. There was no Capstone acquisition-related contingent consideration outstanding at December 31, 2016 and 2015. During 2015, a $2,059 reduction to the Aggregate Earn-Out Amount of the Medliance acquisition-related contingent consideration was recorded based on estimated lost future revenues from several lost customers which occurred in 2015, using an average of claims per month for those customers and current data and statistics revenue rates. During 2016, the Company made a $1,895 cash payment toward the Medliance acquisition-related contingent consideration. The Company also recorded a $338 reduction to the Aggregate Earn-Out Amount during 2016 based on a decrease in estimated future revenues. The fair value of the Medliance contingent consideration was calculated to be $3,008 and $5,241 at December 31, 2016 and 2015, respectively. The changes in fair value of the Company’s acquisition-related contingent consideration for the years ended December 31, 2016 and 2015 was as follows: Balance at January 1, 2015 $ Fair value of cash consideration paid Fair value of equity consideration paid Adjustments to fair value measurement Balance at December 31, 2015 Fair value of cash consideration paid Adjustments to fair value measurement Balance at December 31, 2016 $ |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2016 | |
Commitments and Contingencies | |
Commitments and Contingencies | 16. Commitments and Contingencies (a) Leases The Company has entered into various operating leases for office space expiring on various dates through 2027, which also contain renewal options and escalation clauses. On August 21, 2015, the Company entered into three operating lease agreements to expand its dispensary operations and corporate office space in Moorestown, NJ. Two of the three leases commenced on March 31, 2016 and the third lease commenced on October 1, 2016. All three leases expire on November 30, 2027. The Company will have the option to extend the leases for one additional period of ten years. In addition to the base rent payments, the Company will be obligated to pay a pro rata share of operating expenses and taxes. Future minimum lease payments under operating leases as of December 31, 2016 are as follows: December 31, 2016 2017 $ 2018 2019 2020 2021 Thereafter Total minimum lease payments $ Rent expense under these operating leases was $1,342, $627, and $526 for the years ended December 31, 2016, 2015, and 2014 respectively. (b) Employment Agreements The Company has employment agreements with certain non-executive officers and key employees that provide for, among other things, salary and performance bonuses. (c) Legal Proceedings The Company is not currently involved in any significant claims or legal actions that, in the opinion of management, will have a material adverse impact on the Company. (d) Letter of Credit As of December 31, 2016 and 2015, the Company was contingently liable for $500 under an outstanding letter of credit related to the Company’s lease agreement for the office space in Moorestown, NJ (see Note 10). |
Retirement Plan
Retirement Plan | 12 Months Ended |
Dec. 31, 2016 | |
Retirement Plan | |
Retirement Plan | 17. Retirement Plan The Company has established a 401(k) plan that qualifies as a defined contribution plan under Section 401 of the Internal Revenue Code. The Company’s contributions to this plan are based on a percentage of eligible employees’ plan year earnings, as defined. The Company made matching contributions to participants’ accounts totaling $347, $475 and $146 during the years ended December 31, 2016, 2015 and 2014, respectively. |
Related-Party Transactions
Related-Party Transactions | 12 Months Ended |
Dec. 31, 2016 | |
Related-Party Transactions | |
Related-Party Transactions | 18. Related-Party Transactions In December 2012, the Company entered into a $1,100 demand promissory note with certain executive officers. The note was repaid in full as of December 31, 2015. Interest on the note was 6% annually. The promissory note also provided for the issuance of warrants calculated based upon the principal outstanding on the last day of the prior month. The Company recognized $16 and $24 of interest expense in 2015 and 2014, respectively, for the value of the common stock warrants issued based on the principal outstanding at the end of each month (see Note 13). Interest expense recognized on the note was $26 and $47 for the years ended December 31, 2015 and 2014, respectively. In January 2014, the Company entered into a second promissory note for $100 with certain executive officers. The note was repaid in full as of December 31, 2015. Interest on the note was 6% annually. Interest expense recognized on the note was $6 and $6 for the years ended December 31, 2015 and 2014, respectively. During 2016, 2015, and 2014, the Company engaged Knowlton Advisors LLC, a management consulting services company, to provide professional accounting services. Knowlton Advisors LLC is owned and operated by an immediate relative of the Company's Chairman and Chief Executive Officer and the Company's President. Costs incurred by the Company for professional accounting services provided by the related party were $4, $13 and $19 during the years ended December 31, 2016, 2015 and 2014, respectively. During 2015 and 2014, the Company engaged Space Age Robotics LLC, an IT consulting services company, to provide professional IT client services. Space Age Robotics LLC is owned and operated by an immediate relative of the President and Chief Executive Officer of Capstone. Costs incurred by the Company for professional IT client services provided by the related party were $24 and $18 in 2015 and 2014, respectively. In August 2015, the Company made a loan to certain executive officers, pursuant to a promissory note, for an aggregate principal amount of $410. The note bore interest at 6% per annum. In December 2015, the executive officers repaid the loan in full by offsetting amounts due to them pursuant to demand promissory notes the Company previously issued. As of December 31, 2015, there was a demand promissory note with a stockholder with a balance outstanding of $250, which bore interest at 6% annually. The promissory note also provided for the issuance of common stock warrants. The Company recognized $8 of interest expense for the year ended December 31, 2014 for the value of the common stock warrants issued based on the principal outstanding (see Note 13). The demand promissory note was repaid in full in October 2016 with the proceeds from the IPO. Total interest expense recognized on the note was $11, $15, and $15 for the years ended December 31, 2016, 2015, and 2014, respectively. During 2016, the Company engaged Tunstall Consulting, a corporate financial planning company, to provide professional services related to obtaining the ABC Credit Facility. Tunstall Consulting is owned and operated by a member of the Board. Costs incurred by the Company for professional services provided by the related party were $104 and were recorded as deferred financing costs during 2016 (see Note 10 for additional information on the ABC Credit Facility). On September 15, 2016, the Company acquired certain assets from an entity indirectly controlled by the Company’s Chief Scientific Officer (see Note 4 for additional information). |
Selected Quarterly Financial Da
Selected Quarterly Financial Data | 12 Months Ended |
Dec. 31, 2016 | |
Selected Quarterly Financial Data (unaudited) | |
Selected Quarterly Financial Data (unaudited) | 19. Selected Quarterly Financial Data (unaudited) The following tables set forth selected unaudited quarterly statements of operations data for each of the eight quarters in the years ended December 31, 2016 and 2015. Three Months Three Months Three Months Three Months Twelve Months Ended Ended Ended Ended Ended March 31, 2016 June 30, 2016 September 30, 2016 December 31, 2016 December 31, 2016 Total revenue $ $ $ $ $ Gross profit $ $ $ $ $ Income (loss) from operations $ $ $ $ $ Net income (loss) attributable to common stockholders (1) : Basic $ $ $ $ $ Diluted $ $ $ $ $ Net income (loss) per share attributable to common stockholders (2) : Basic $ $ $ $ $ Diluted $ $ $ $ $ Three Months Three Months Three Months Three Months Twelve Months Ended Ended Ended Ended Ended March 31, 2015 June 30, 2015 September 30, 2015 December 31, 2015 December 31, 2015 Total revenue $ $ $ $ $ Gross profit $ $ $ $ $ Income from operations $ $ $ $ $ Net income (loss) attributable to common stockholders (1) : Basic $ $ $ $ $ Diluted $ $ $ $ $ Net income (loss) per share attributable to common stockholders (2) : Basic $ $ $ $ $ Diluted $ $ $ $ $ (1) Quarterly and year-to-date computations of net income (loss) attributable to common stockholders during the years ended December 31, 2016 and 2015 are made independently using the two-class method. Therefore, the sum of the net income (loss) attributable to common stockholders for the quarters may not agree with the net income (loss) attributable to common stockholders for the year. See Notes 2 and 3 for the Company’s accounting policy on calculating net income (loss) attributable to common stockholders and net income (loss) per share. (2) Quarterly and year-to-date computations of per share amounts are made independently during the years ended December 31, 2016 and 2015 using the two-class method. Therefore, the sum of the per-share amounts for the quarters may not agree with per share amounts for the year. See Notes 2 and 3 for the Company’s accounting policy on calculating net income (loss) attributable to common stockholders and net income (loss) per share. The quarterly unaudited consolidated financial statements have been prepared on the same basis as the audited consolidated financial statements included in this report and include all adjustments, consisting only of normal recurring adjustments, that we consider necessary for a fair presentation of such information when read in conjunction with our annual audited consolidated financial statements and notes appearing in this report. The operating results for any quarter do not necessarily indicate the results for any subsequent period or for the entire fiscal year. |
Schedule II-Valuation and Quali
Schedule II-Valuation and Qualifying Accounts | 12 Months Ended |
Dec. 31, 2016 | |
Valuation and Qualifying Accounts [Abstract] | |
Schedule of Valuation and Qualifying Accounts Disclosure [Text Block] | Schedule I Additions Balance at Charged to Beginning of Costs and Balance at End Description Period Expenses Deductions of Period Allowance for doubtful accounts: Year Ended December 31, 2016 $ $ $ — $ Year Ended December 31, 2015 $ $ $ $ Year Ended December 31, 2014 $ $ $ $ Allowance Release of Balance at Recorded on Allowance on Beginning of Current Year Losses Expired Balance at End Description Period Losses or Revalued of Period Deferred tax asset valuation allowance: Year Ended December 31, 2016 $ $ $ — $ Year Ended December 31, 2015 $ $ $ — $ Year Ended December 31, 2014 $ $ $ $ |
Summary of Significant Accoun28
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2016 | |
Summary of Significant Accounting Policies | |
Basis of Presentation | (a) Basis of Presentation The accompanying consolidated financial statements of the Company have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (the “SEC”) regarding annual financial reporting. Any reference in these notes to applicable guidance is meant to refer to the authoritative United States GAAP as found in the Accounting Standards Codification ("ASC") and Accounting Standards Update ("ASU") of the Financial Accounting Standards Board ("FASB"). The accompanying consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. |
Reverse Stock Split | (b) Reverse Stock Split The Company effected a 1-for-1.94 reverse split of its common stock on September 16, 2016. The reverse split combined each 1.94 shares of the Company's issued and outstanding common stock into one share of common stock and correspondingly adjusted the conversion prices of its convertible preferred stock. No fractional shares were issued in connection with the reverse split. Any fractional shares resulting from the reverse split were rounded down to the nearest whole share, and in lieu of any fractional shares the Company will pay a cash amount to the holder of such fractional share equal to the fair market value of such fractional share as determined by the Company’s Board of Directors (the “Board”). All share, per share and related information presented in the consolidated financial statements and accompanying notes have been retroactively adjusted, where applicable, to reflect the reverse stock split. |
Liquidity | (c) Liquidity The Company's audited consolidated financial statements have been prepared on the basis of continuity of operations, realization of assets and the satisfaction of liabilities in the ordinary course of business. Management believes that the Company's cash on hand of $4,345 as of December 31, 2016, cash flows from operations and borrowing availability under the Amended 2015 Revolving Line (Note 10) are sufficient to fund the Company's planned operations through at least March 31, 2018. |
Use of Estimates | (d) Use of Estimates The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates or assumptions. On an ongoing basis, management evaluates its estimates and assumptions, including, but not limited to, those related to: (i) the fair value of assets acquired and liabilities assumed for business combinations, (ii) the valuation of the Company's common and preferred stock prior to the IPO, (iii) the recognition and disclosure of contingent liabilities, (iv) the useful lives of long-lived assets (including definite-lived intangible assets), (v) the evaluation of revenue recognition criteria, (vi) assumptions used in the Black-Scholes option-pricing model to determine the fair value of equity and liability classified warrants and stock-based compensation instruments and (vii) the realizability of long-lived assets, including goodwill and intangible assets. These estimates are based on historical data and experience, as well as various other factors that management believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. The Company has engaged and may, in the future, engage third-party valuation specialists to assist with estimates related to the valuation of its preferred and common stock, in addition to the valuation of assets and liabilities acquired. Such estimates often require the selection of appropriate valuation methodologies and models, and significant judgment in evaluating ranges of assumptions and financial inputs. Actual results may differ from those estimates under different assumptions or circumstances. |
Revenue Recognition | (e) Revenue Recognition The Company recognizes revenue from product sales or services rendered when (i) persuasive evidence of an arrangement exists, (ii) services have been rendered, (iii) the price to its client is fixed or determinable and (iv) collectability is reasonably assured. When the Company enters into arrangements with multiple deliverables, it applies the accounting guidance for revenue arrangements with multiple deliverables and evaluates each deliverable to determine whether it represents a separate unit of accounting based on the following criteria: (i) whether the delivered item has value to the customer on a standalone basis, and (ii) if the contract includes a general right of return relative to the delivered item, delivery or performance of the undelivered item(s) is considered probable and substantially in the control of the Company. Revenue is allocated to each element in an arrangement based on a selling price hierarchy. The selling price for a deliverable is based on estimated selling prices ("ESP") as vendor specific objective evidence or third party evidence is not available. The Company establishes ESP for the elements of its arrangements based upon its pricing practices and class of customers. The stated prices for the various deliverables of the Company's contracts are consistent across classes of customers. Product Revenue The Company enters into multiple-element arrangements with healthcare organizations to provide software enabled medication risk management solutions. Under these contracts, revenue is generated through the components listed below. Prescription medication revenue The Company sells prescription medications directly to healthcare organizations through its prescription fulfillment pharmacies. Prescription medication fees are based upon the prices stated in customer contracts for the prescription and include a dispensing fee. Prescription medication revenue, including dispensing fees, is recognized when the product is shipped to the customer. Prescription medications are considered a separate unit of accounting. Per member per month fees — medication risk management services The Company receives a fixed monthly administrative fee for each member in the program contracted for medication risk management services. This fee, which is included in Product Revenue in the consolidated statement of operations, is recognized on a monthly basis as medication risk management services are provided. The services associated with the per member per month fees are considered a separate unit of accounting. Service Revenue The Company enters into contracts with healthcare organizations to provide (i) risk adjustment and (ii) pharmacy cost management services, which include training client staff and providers about documentation and diagnosis coding, analyzing clients' data collection and submission processes, and delivering meaningful analytics for understanding reimbursement complexities. In 2016, the Company also began providing medication risk management services utilizing the Medication Risk Mitigation Matrix (“MRM Matrix”) technology alone, without the related fulfillment services, which are referred to as MRM Service Contracts. These MRM Service Contracts were structured under a fixed fee arrangement, which provided for all performance obligations to be completed by December 31, 2016. Under the risk adjustment contracts and MRM Service Contracts, there are generally three revenue generating components: Set up fees: The Company's contracts with its risk adjustment and MRM Service Contract customers often require customers to pay non-refundable set up fees, which are deferred and recognized over the estimated term of the contract. These fees are charged at the beginning of the customer relationship as compensation for the Company's efforts to prepare the customer and configure its system for the data collection process. The set up activities do not represent a separate unit of accounting as they do not have value apart from the broader risk adjustment and MRM Service Contracts. Incremental direct costs associated with such set up activities are also deferred and amortized over the shorter of the estimated customer life or stated contract period Per member per month fees The Company receives a fixed monthly fee for each member in the respective programs. These services represent a separate unit of accounting and are offered independently from any other services. Revenue for these services is recognized each month as the services are performed. Hourly consulting fees The Company sometimes contracts with customers to perform various other services. Such services are billed on a time and materials basis, at agreed hourly rates. Consulting services represent a separate unit of accounting and are offered independently from any other services. Revenue for these services is recognized as time is incurred on the project. The Company's pharmacy cost management services include subscription revenue from customers and revenues from drug manufacturers for the sale of drug utilization data. Subscription revenue is recognized monthly as either a flat fee or as a percentage of monthly transactions incurred. Data and statistics fees from drug manufacturers are recognized as revenue when received due to the unpredictable nature of the payments and because fees are not fixed and determinable until received. |
Cost of Product Revenue | (f) Cost of Product Revenue Cost of product revenue includes all costs directly related to the medication risk management offering, including costs relating to the Company's pharmacists' collaboration on a patient's medication management, clinical analysis of the results and, when necessary, offering guidance to the prescriber based upon the review of the medication risk mitigation matrix and the individual patient's medical history, as well as the fulfillment and distribution of prescription drugs. Costs consist primarily of the purchase price of the prescription drugs the Company dispenses, expenses to package, dispense and distribute prescription drugs, expenses associated with the Company's medication care plan support centers and prescription fulfillment centers, including employment costs and stock-based compensation, and expenses related to the hosting of the Company's technology platform. Such costs also include direct overhead expenses, as well as allocated miscellaneous overhead costs. The Company allocates miscellaneous overhead costs among functions based on employee headcount. |
Cost of Service Revenue | (g) Cost of Service Revenue Cost of service revenue includes all labor costs, including stock-based compensation expense, directly related to the risk adjustment and pharmacy cost management services and expenses for claims processing, technology services and overhead costs. |
Research and Development | (h) Research and Development Research and development expenses consist primarily of salaries and related costs, including stock-based compensation expense, for personnel in the Company's research and development functions, costs relating to the design and development of new software and technology and new service offerings as well as enhancement of existing software and technology and new service offerings, including fees paid to third-party consultants, costs relating to quality assurance and testing, and other allocated facility-related overhead and expenses. Costs incurred in research and development are charged to expense as incurred. |
Stock-Based Compensation | (i) Stock-Based Compensation The Company accounts for stock-based awards granted to employees and directors in accordance with ASC Topic 718, Compensation — Stock Compensation , which requires that compensation cost be recognized for awards based on the grant-date fair value of the award. That cost is recognized on a straight-line basis over the period during which an employee or director is required to provide service in exchange for the award — the requisite service period ("vesting period"). The grant-date fair value of employee and director stock-based awards is determined using the Black-Scholes option-pricing model. Compensation expense for options granted to non-employees is determined based on the fair value of the consideration received or the fair value of the equity instruments issued, whichever is more reliably measured. Compensation expense is recognized over the period during which services are rendered by such non-employees until completed on a straight-line basis over the vesting period on each separate vesting tranche of the award, or the accelerated attribution method. At the end of each financial reporting period prior to completion of the service, the fair value of these awards is remeasured using the then-current fair value of the Company's common stock and updated assumption inputs in the Black-Scholes option-pricing model. The Company classifies stock-based compensation expense in its statement of operations in the same manner in which the award recipient's payroll costs or recipients' service payments are classified. The fair value of each stock option is estimated on the date of grant using the Black-Scholes option-pricing model. The Company had been a private company until its common stock commenced public trading on September 29, 2016, and therefore lacks company-specific historical and implied volatility information. Therefore, the Company estimated its expected stock volatility based on the historical volatility of a publicly traded set of peer companies and expects to continue to do so until such time as it has adequate historical data regarding the volatility of its own traded stock price. The expected term of the Company's stock options has been determined utilizing the "simplified" method. The expected term of the stock options granted to non-employees is equal to the contractual term of the option award. The risk-free interest rate is determined by reference to the U.S. Treasury yield curve in effect at the time of grant of the award for time periods approximately equal to the expected term of the award. Expected dividend yield is based on the fact that the Company has never paid cash dividends and does not expect to pay any cash dividends in the foreseeable future. |
Income Taxes | (j) Income Taxes Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the period that includes the enactment date. Valuation allowances are provided when necessary to reduce deferred tax assets to the amount expected to be realized. |
Accretion (Decretion) of Redeemable Convertible Preferred Stock | (k) Accretion (Decretion) of Redeemable Convertible Preferred Stock Accretion of redeemable convertible preferred stock included the accretion of accruing dividends on and issuance costs of the Company's Series A, Series A-1 and Series B redeemable convertible preferred stock. The carrying values of Series A and Series A-1 redeemable convertible preferred stock were being accreted to their respective redemption values at each reporting period using the effective interest method, from the date of issuance to the earliest date the holders could demand redemption. The carrying value of Series B redeemable convertible preferred stock was being accreted (decreted) to redemption value at each reporting period at the greater of (i) the original issuance price plus unpaid accrued dividends or (ii) the fair value of the redeemable convertible preferred stock. Upon the completion of the IPO on October 4, 2016, the preferred stock automatically converted into shares of common stock. |
Net Income (Loss) per Share Attributable to Common Stockholders | (l) Net Income (Loss) per Share Attributable to Common Stockholders The Company uses the two-class method to compute net income (loss) attributable to common stockholders because the Company had issued securities, other than common stock, that contractually entitle the holders to participate in dividends and earnings of the Company. The two-class method requires net income (loss) applicable to common stockholders for the period, after an allocation of earnings to participating securities, to be allocated between common and participating securities based upon their respective rights to receive distributed and undistributed earnings. The Company's preferred stockholders were entitled to receive annual cumulative dividends payable prior and in preference to dividends paid to holders of common stock when, as and if declared by the Company's Board. In the event a dividend was paid on common stock, holders of preferred stock were entitled to a proportionate share of any such dividend as if they were holders of common shares (on an as-if converted basis). Immediately prior to the closing of the IPO on October 4, 2016, all accumulated dividends were forfeited upon conversion of preferred stock into shares of common stock. |
Cash | (m) Cash Cash at December 31, 2016 and 2015 consists of cash on deposit with banks. The Company considers all highly liquid investments with a maturity of three months or less when purchased to be cash equivalents. The Company did not have any cash equivalents as of December 31, 2016 or 2015. |
Restricted cash | (n) Restricted cash Restricted cash at December 31, 2015 consisted of cash required to be held for deferred payments associated with the St. Mary Prescription Pharmacy (“SMPP”) acquisition. There was no restricted cash at December 31, 2016. |
Accounts Receivable, net | (o) Accounts Receivable, net Accounts receivable are recorded at the invoiced amount and do not bear interest. The Company maintains an allowance for doubtful accounts for estimated losses inherent in its accounts receivable portfolio. In establishing the required allowance, management considers historical losses adjusted to take into account current market conditions and its clients' financial condition, the amount of receivables in dispute and the current receivables aging and current payment patterns. The Company reviews its allowance for doubtful accounts monthly. The allowance for doubtful accounts was $39 and $49 as of December 31, 2016 and 2015, respectively. |
Inventories | (p) Inventories Inventories consist of prescription medications and are stated at the lower of cost or market. Cost is determined using the first-in, first-out method. |
Property and Equipment, net | (q) Property and Equipment, net Property and equipment are stated at cost less accumulated depreciation. Additions or improvements that increase the useful life of existing assets are capitalized, while expenditures for repairs and maintenance that do not improve or extend the lives of the respective assets are charged to expense as incurred. Depreciation is recognized using the straight-line method over the estimated useful lives of the assets. The Company depreciates computer hardware and purchased software over a life of three years and office furniture and equipment over a life of five years. Leasehold improvements are amortized over the shorter of the estimated useful life of the asset or the lease term. Property and equipment under capital leases are amortized over the shorter of the lease term or the estimated useful life of the asset. Upon retirement or sale, the cost and related accumulated depreciation of assets disposed of are removed from the accounts and any resulting gain or loss is included in the consolidated statements of operations. |
Software Development Costs, net | (r) Software Development Costs, net Certain development costs of the Company's internal-use software are capitalized in accordance with ASC Topic 350, Intangibles — Goodwill and Other ("ASC 350"), which outlines the stages of computer software development and specifies when capitalization of costs is required. The Company capitalizes certain costs incurred in connection with obtaining or developing internal-use software, including external direct costs of material and services and payroll costs for employees directly involved with the software development. Projects that are determined to be in the development stage are capitalized. Subsequent additions, modifications, or upgrades to internal-use software are capitalized to the extent that they allow the software to perform tasks it previously did not perform. Capitalized software costs are amortized beginning when the software project is substantially complete and the asset is ready for its intended use. Capitalized internal-use software costs are amortized using the straight-line method over the remaining estimated useful life of the assets, which is generally three years. Costs incurred in the preliminary project stage and post-implementation stage, as well as maintenance and training costs, are expensed as incurred as part of research and development expense. |
Deferred debt financing costs | (s) Deferred Offering Costs The Company capitalized certain legal, accounting and other third-party fees that were directly associated with the IPO as deferred offering costs (non-current). After the IPO on October 4, 2016 (Note 1), deferred offering costs of $3,960 were recorded in stockholders' equity as a reduction of additional paid-in capital generated as a result of the IPO. Deferred offering costs recorded in other assets on the consolidated balance sheets were $2,298 as of December 31, 2015. |
Goodwill | (t) Goodwill Goodwill consists of the excess purchase price over fair value of net tangible and intangible assets acquired. Goodwill is not amortized, but instead tested for impairment annually. Goodwill is assessed for impairment on October 1 st of each year or more frequently if events or changes in circumstances indicate that the asset might be impaired. ASU 2011-08, Testing Goodwill for Impairment , provides an entity the option to perform a qualitative assessment to determine whether it is more-likely-than-not that the fair value of a reporting unit is less than its carrying amount prior to performing the two-step goodwill impairment test. If this is the case, the two-step goodwill impairment test is required. If it is more-likely-than-not that the fair value of a reporting unit is greater than its carrying amount, the two-step goodwill impairment test is not required. If the two-step goodwill impairment test is required, first, the fair value of the reporting unit is compared with its carrying amount (including goodwill). If the fair value of the reporting unit is less than its carrying amount, an indication of goodwill impairment exists for the reporting unit and the entity must perform step two of the impairment test (measurement). Under step two, an impairment loss is recognized for any excess of the carrying amount of the reporting units' goodwill over the implied fair value of that goodwill. The implied fair value of goodwill is determined by allocating the fair value of the reporting unit in a manner similar to a purchase price allocation and the residual fair value after this allocation is the implied fair value of the reporting unit goodwill. Fair value of the reporting unit is determined using a discounted cash flow analysis. If the fair value of the reporting unit exceeds its carrying amount, step two does not need to be performed. For the years ended December 31, 2016 and 2015, the Company performed a qualitative assessment of goodwill and determined that it is not more-likely-than-not that the fair values of its reporting unit is less than the carrying amount. Accordingly, no impairment loss was recorded for the years ended December 31, 2016 or 2015. |
Impairment of Long-Lived Assets Including Other Intangible Assets | (u) Impairment of Long-Lived Assets Including Other Intangible Assets Long-lived assets consist of property and equipment, software development costs and definite-lived intangible assets. Long-lived assets to be held and used are tested for recoverability whenever events or changes in business circumstances indicate that the carrying amount of the assets may not be fully recoverable. Factors that the Company considers in deciding when to perform an impairment review include significant underperformance of the business in relation to expectations, significant negative industry or economic trends and significant changes or planned changes in the use of the assets. If an impairment review is performed to evaluate a long-lived asset for recoverability, the Company compares forecasts of undiscounted cash flows expected to result from the use and eventual disposition of the long-lived asset to its carrying value. An impairment loss would be recognized when estimated undiscounted future cash flows expected to result from the use of an asset are less than its carrying amount. The impairment loss would be based on the excess of the carrying value of the impaired asset over its fair value, determined based on discounted cash flows. To date, the Company has not recorded any impairment losses on long-lived assets. |
Deferred Debt Issuance Costs | (v) Deferred Debt Financing Costs Costs related to obtaining debt financing are capitalized and amortized to interest expense over the term of the related debt using the effective-interest method. If debt is prepaid or retired early, the related unamortized deferred financing costs are written off in the period the debt is retired. Deferred financing costs of $59 and $175, net of accumulated amortization, are included in other assets on the accompanying consolidated balance sheets as of December 31, 2016 and 2015, respectively. Effective January 1, 2016, the Company adopted ASU 2015-03, Simplifying the Presentation of Debt Issuance Costs , which requires that debt issuance costs be reported in the balance sheet as a direct deduction from the face amount of the associated debt. Previously, the Company reported these costs in "Other assets" in the Company's consolidated balance sheets. The Company continues to defer the issuance costs related to its line of credit arrangement in "Other assets". The new guidance has been applied on a retrospective basis whereby prior-period financial statements have been adjusted to reflect the application of the new guidance, as required by the FASB and resulted in the reclassification of $105 as of December 31, 2015 from other assets to current portion of long-term debt. |
Deferred Rent | (w) Deferred Rent Rent expense is recorded on a straight-line basis over the term of the lease. Lease incentives, including tenant improvement allowances, are recorded to deferred rent and amortized on a straight-line basis over the lease term. Approximately $13 and $94 of deferred rent are included in accrued expenses and other liabilities in the accompanying consolidated balance sheets as of December 31, 2016 and 2015, respectively. Approximately $2,205 of deferred rent is included in long-term liabilities in the accompanying balance sheets as of December 31, 2016. |
Warrant Liability | (x) Warrant Liability Warrants to purchase shares of the Company’s preferred stock were classified as warrant liability and recorded at fair value. This warrant liability was subject to remeasurement at each balance sheet date and the Company recognized any change in fair value in its statements of operations as a change in fair value of the warrant liability. Upon the closing of the IPO on October 4, 2016, the warrants converted into shares to purchase common stock and the warrant liability was reclassified to additional paid-in capital, a component of stockholders' equity. |
Contingencies | (y) Contingencies Liabilities for loss contingencies arising from claims, assessments, litigation, fines, penalties and other sources are recorded when it is probable that a liability has been incurred and the amount can be reasonably estimated. Legal fees and other expenses related to litigation are expensed as incurred and included in general and administrative expenses in the consolidated statements of operations. |
Shipping and Handling Costs | (z) Shipping and Handling Costs Shipping and handling costs are charged to cost of product revenue when incurred. Shipping and handling costs totaled $2,673, $1,876, and $1,394 for the years ended December 31, 2016, 2015, and 2014, respectively. |
Advertising Costs | (aa) Advertising Costs Advertising costs are charged to operations when the advertising first takes place. The Company incurred advertising expense of $117, $43, and $39 for the years ended December 31, 2016, 2015, and 2014, respectively. |
Business Combinations | (bb) Business Combinations The costs of business combinations are allocated to the assets acquired and liabilities assumed, in each case based on estimates of their respective fair values at the acquisition dates, using the purchase method of accounting. Fair values of intangible assets are estimated by valuation models prepared by management and third-party specialists. The assets purchased and liabilities assumed have been reflected in the Company's consolidated balance sheets, and the results are included in the consolidated statements of operations and consolidated statements of cash flows from the date of acquisition. Acquisition-related contingent consideration is classified as a liability and measured at fair value at the acquisition date with changes in fair value after the acquisition date affecting earnings in the period of the estimated fair value change. Acquisition-related transaction costs, including legal and accounting fees and other external costs directly related to the acquisition, are recognized separately from the acquisition and expensed as incurred in general and administrative expenses in the consolidated statements of operations. Unanticipated events and circumstances may occur that may affect the accuracy or validity of such assumptions, estimates, or actual results. |
Segment Data | (cc) Segment Data The Company manages its operations as a single segment for the purposes of assessing performance and making operating decisions. The Company's chief operating decision maker allocates resources and assesses performance based upon financial information at the consolidated level. The Company's chief operating decision maker is the Chief Executive Officer. Since the Company operates in one operating segment, all required financial segment information can be found in the consolidated financial statements. All revenues are generated and all tangible assets are held in the United States. |
Concentration of Credit Risk | (dd) Concentration of Credit Risk The Company's medication risk management and risk adjustment clients consist primarily of healthcare organizations, which are sponsors of the federal Medicare Part D plan (prescription drug coverage plan) and dual funded by Medicaid and Medicare and, therefore, subject to the reporting requirements established by the Centers for Medicaid and Medicare Services ("CMS"). Under CMS guidelines, Medicare Part D sponsors are required to remit payment for claims within 14 calendar days of the date on which an electronic claim is received and within 30 calendar days of the date on which non-electronically submitted claims are received. The Company extends credit to clients based upon such terms, as well as management's evaluation of creditworthiness, and generally collateral is not required. The Company’s pharmacy cost management clients consist primarily of post-acute care facilities. Credit associated with these accounts is extended based upon management’s evaluation of creditworthiness and is monitored on an on-going basis. As of December 31, 2016, two clients represented 12% and 10% of net accounts receivable, respectively. As of December 31, 2015, one client represented 12% of net accounts receivable. For the year ended December 31, 2016, no single client accounted for more than 10% of total revenue. For the year ended December 31, 2015, one client accounted for 10% of total revenue. For the year ended December 31, 2014, two clients accounted for 11% and 10% of total revenue, respectively. |
Fair Value of Financial Instruments | (ee) Fair Value of Financial Instruments 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. Level 3 — Unobservable inputs which 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 fair value hierarchy also requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. |
Recent Accounting Pronouncements | (ff) R ecent Accounting Pronouncements In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers ("ASU 2014-09") and has subsequently issued a number of amendments to ASU 2014-09. ASU 2014-09, as amended, represents a comprehensive new revenue recognition model that requires a company to recognize revenue to depict the transfer of promised goods or services to clients in an amount that reflects the consideration to which the Company expects to be entitled to receive in exchange for those goods or services. ASU 2014-09 sets forth a new five-step revenue recognition model which replaces the prior revenue recognition guidance in its entirety and is intended to eliminate numerous industry-specific pieces of revenue recognition guidance that have historically existed. For public companies, ASU 2014-09 is effective for annual reporting periods beginning after December 15, 2017 and interim reporting periods within that reporting period. Early adoption is permitted for annual reporting periods beginning after December 15, 2016; however, the Company does not intend to early adopt the new standard. Companies may use either a full retrospective or a modified retrospective approach to adopt ASU 2014-09. The Company intends to adopt the new standard effective January 1, 2018 but has not yet determined which transition method will be used. The Company is currently analyzing significant contracts with customers to determine the impact of the adoption of ASU 2014-09 on the Company’s consolidated financial statements and disclosures. The Company will continue to assess all potential impacts of the standard on existing and new customer contracts during 2017, with a final evaluation of the impact of the adoption of the new standard expected to be completed by the end of 2017 . In August 2014, the FASB issued ASU No. 2014-15, Disclosure of Uncertainties about an Entity's Ability to Continue as a Going Concern ("ASU 2014-15"). ASU 2014-15 explicitly requires management to assess a company's ability to continue as a going concern, and to provide related footnote disclosures in certain circumstances. The new standard was effective in the first annual period ending after December 15, 2016. The adoption of this standard did not have a material effect on the Company’s consolidated financial statements. In July 2015, the FASB issued ASU 2015-11, Inventory (Topic 330): Simplifying the Measurement of Inventory ("ASU 2015-11"), which simplifies the subsequent measurement of inventories by replacing the current lower of cost or market test with a lower of cost and net realizable value test. ASU 2015-11 is effective for public business entities for fiscal years beginning after December 15, 2016, and interim periods within those fiscal years. Early adoption is permitted. The Company is currently evaluating the impact of ASU 2015-11 on the Company's consolidated financial statements and does not believe adoption of this standard will have a material effect on its consolidated financial statements. In September 2015, the FASB issued ASU No. 2015-16, Business Combinations (Topic 805): Simplifying the Accounting for Measurement-Period Adjustments ("ASU 2015-16"). The standard requires that adjustments made to provisional amounts recognized in a business combination be recorded in the period such adjustments are determined, rather than retrospectively adjusting previously reported amounts. ASU 2015-16 is effective for fiscal years, and interim periods within those years, beginning after December 15, 2015, and early adoption is permitted. The Company has adopted ASU 2015-16 for the year ended December 31, 2016. The adoption of this standard did not have a material impact on the Company's consolidated financial statements. In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) ("ASU 2016-02"). The new standard establishes a right-of-use ("ROU") model that requires a lessee to record a ROU asset and a lease liability on the balance sheet for all leases with terms longer than 12 months. Leases will be classified as either finance or operating, with classification affecting the pattern of expense recognition in the income statement. ASU 2016-02 is effective for annual periods beginning after December 15, 2018, including interim periods within those annual periods, with early adoption permitted. A modified retrospective transition approach is required for lessees for capital and operating leases existing at, or entered into after, the beginning of the earliest comparative period presented in the financial statements, with certain practical expedients available. The Company is currently evaluating the potential impact of the adoption of this standard and anticipates that this standard will have a material impact on the Company’s consolidated financial statements, as all long-term leases will be capitalized on the consolidated balance sheet. In March 2016, the FASB issued ASU 2016-09, Compensation — Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting ("ASU 2016-09"). The amendments in this update will simplify certain aspects related to how share-based payments are accounted for and presented in the financial statements. The new guidance will require excess tax benefits and tax deficiencies be recorded as an income tax benefit or expense in the statement of operations when the awards vest or are settled. The excess tax benefits will be recognized regardless of the whether the benefit reduces income taxes payable in the current period. It also will allow an employer to repurchase more of an employee's shares than it can today for tax withholding purposes without triggering liability accounting and to make a policy election to account for forfeitures as they occur. ASU 2016-09 is effective for fiscal years beginning after December 15, 2016, and interim periods within those fiscal years. Early adoption is permitted in any annual or interim period for which financial statements haven't been issued or made available for issuance, but all guidance must be adopted in the same period. The Company is currently evaluating the potential impact of ASU 2016-09 on the Company's consolidated financial statements. In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments ("ASU 2016-15"). ASU 2016-15 provides new guidance to reduce diversity in practice in how certain transactions are classified in the statement of cash flows. ASU 2016-15 is effective for financial statements issued for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. The Company is currently evaluating the potential impact of the adoption of ASU 2016-15 on the Company's consolidated financial statements. In January 2017, the FASB issued Accounting Standards Update No. 2017-01, Business Combinations (“ASU 2017-01”). ASU 2017-01 provides guidance for evaluating whether a set of transferred assets and activities (the “set”) should be accounted for as an acquisition of a business or group of assets. The guidance provides a screen to determine when a set does not qualify to be a business. When substantially all of the fair value of the gross assets acquired (or disposed of) is concentrated in an identifiable asset or a group of similar assets, the set is not a business. Also to be considered a business, the set would have to include an input and a substantive process that together significantly contribute to the ability to create outputs. ASU 2017-01 is effective for financial statements issued for fiscal years beginning after December 15, 2017. The Company is currently evaluating the potential impact of the adoption of ASU 2017-01 on the Company's consolidated financial statements. In January 2017, the FASB issued ASU No. 2017-04, Intangibles – Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment ("ASU 2017-04"). ASU 2017-04 simplifies the accounting for goodwill impairment by eliminating the requirement to calculate the implied fair value of goodwill to measure an impairment charge. Instead, entities will be required to record an impairment charge based on the excess of a reporting unit’s carrying value over its fair value. ASU 2017-04 is effective for financial statements issued for fiscal years beginning after December 15, 2019. The Company is currently evaluating the potential impact of the adoption of ASU 2017-04 on the Company's consolidated financial statements. |
Net Loss per Share (Tables)
Net Loss per Share (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Net Loss per Share | |
Schedule of calculation of basic and diluted net loss per share | Year Ended December 31, 2016 2015 2014 Numerator: Net loss $ $ $ Decretion (accretion) of redeemable convertible preferred stock Net loss attributable to common stockholders, basic $ $ $ Decretion of redeemable convertible preferred stock — — Revaluation of warrant liability — — Net loss attributable to common stockholders, diluted $ $ $ Denominator (basic): Weighted average shares of common stock outstanding, basic Denominator (diluted): Weighted average shares of common stock outstanding Effect of potential dilutive securities: Dilutive effect from preferred stock and preferred stock warrants assuming conversion — — Weighted average shares of common stock outstanding, diluted Net loss per share attributable to common stockholders, basic $ $ $ Net loss per share attributable to common stockholders, diluted $ $ $ |
Schedule of shares excluded from the calculation of diluted net loss per share attributable to common stockholders | Year Ended December 31, 2016 2015 2014 Stock options to purchase common stock Restricted stock — — Common stock warrants Preferred stock warrants (as converted to common stock) — Redeemable convertible preferred stock (as converted to common stock) — |
Acquisitions (Tables)
Acquisitions (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Acquisitions | |
Schedule of allocation of the purchase price based on the estimated fair values of the assets acquired and liabilities | Developed technology $ Trade name Goodwill Total assets acquired $ |
Business Acquisition, Pro Forma Information [Table Text Block] | Year Ended December 31, 2016 2015 2014 Revenue $ $ $ Net loss Net loss per share attributable to common stockholders, basic Net loss per share attributable to common stockholders, diluted |
Property and Equipment (Tables)
Property and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Property, Plant and Equipment [Abstract] | |
Schedule of property plant and equipment | Estimated December 31, useful life 2016 2015 Computer hardware and purchased software 3 years $ $ Office furniture and equipment 5 years Leasehold improvements 5-11 years Less: accumulated depreciation Property and equipment, net $ $ |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Goodwill and Intangible Assets | |
Schedule of goodwill | Balance at January 1, 2015 and 2016 $ Goodwill from 2016 acquisition Balance at December 31, 2016 $ |
Schedule of intangible assets | Weighted Average Amortization Period Accumulated Intangible (in years) Gross Value Amortization Assets, net December 31, 2016 Trade names 5.00 $ $ $ Client relationships 10.02 Non-competition agreements 4.64 Developed technology 7.76 Domain name 10.00 Total intangible assets $ $ $ Weighted Average Amortization Period Accumulated Intangible (in years) Gross Value Amortization Assets, net December 31, 2015 Trade names 5.00 $ $ $ Client relationships 10.02 Non-competition agreements 4.64 Developed technology 10.00 Total intangible assets $ $ $ |
Schedule of estimated amortization expense | Years Ending December 31, 2017 $ 2018 2019 2020 2021 Thereafter $ |
Accrued Expenses and Other Li33
Accrued Expenses and Other Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Accrued Liabilities and Other Liabilities | |
Schedule of accrued expenses and other liabilities | December 31, 2016 2015 Employee related expenses $ $ Deferred revenue Interest Deferred rent Other expenses Total accrued expenses and other liabilities $ $ |
Lines of Credit and Long-Term34
Lines of Credit and Long-Term Debt (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Lines of Credit and Long-Term Debt | |
Schedule of total term loans and capital lease obligations | December 31, 2016 2015 Tranche A Term Loan $ — $ Tranche B Term Loan — April 2014 Eastward Loan — Unamortized finance costs on April 2014 Eastward Loan — Unamortized discount on April 2014 Eastward Loan — April 2014 Eastward Loan, net — December 2014 Eastward Loan — Unamortized finance costs on December 2014 Eastward Loan — Unamortized discount on December 2014 Eastward Loan — December 2014 Eastward Loan, net — Capital leases Total long-term debt, net $ $ Less current portion, net Total long-term debt, less current portion, net $ $ |
Schedule of maturities of long-term debt payable | As of December 31, 2016, the Company's long-term debt consisted of capital lease obligations and is payable as follows: Total long-term debt 2017 2018 2019 2020 2021 Less amount representing interest Present value of payments Less current portion Total long-term debt, net of current portion $ |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Income Taxes | |
Schedule of expense (benefit) for income taxes | Years Ended December 31, 2016 2015 2014 Current: US federal $ $ $ State and local Total current income tax expense Deferred: US federal State and local Total deferred income tax expense Total income tax expense (benefit) $ $ $ |
Schedule of principal components of deferred tax assets (liabilities) | December 31, 2016 2015 Deferred tax assets: Net federal operating loss carry forward $ $ Net state operating loss carry forward Accruals Intangibles Stock options — Deferred rent — Other Deferred tax assets Less: valuation allowances Deferred tax assets after valuation allowance Deferred tax liabilities: Fixed assets Debt discount — Indefinite-lived intangibles Deferred tax liabilities Net deferred tax liabilities $ $ |
Schedule of change in valuation allowance | Year-Ended December 31, 2016 2015 Balance at beginning of the period $ $ Increase (decrease) due to NOLs and temporary differences Balance at end of the period $ $ |
Schedule of reconciliation of income tax (expense) benefit | December 31, 2016 2015 2014 Federal statutory rate % % % State income taxes, net of federal income tax Change in fair value of warrant liabilities Change in valuation allowance Non-deductible stock compensation Change in fair value of contingent consideration — — Non-deductible expenses and other Effective income tax rate % % % |
Stockholders' Deficit and Red36
Stockholders' Deficit and Redeemable Convertible Preferred Stock (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Schedule of valuation assumptions for warrants issued using Black-Scholes option-pricing model | Year Ended December 31, 2015 2014 Valuation assumptions: Expected volatility % % Expected life (years) Risk-free interest rate % % Dividend yield — — |
Common stock warrants | |
Schedule of warrants to purchase stock | As of December 31, 2015, the following warrants to purchase common stock were outstanding: Warrants Number Exercise to Purchase of Warrants Price Term Expiration Common-A $ 10 year May - October 2019 Common-B $ 10 year May - October 2019 Common-A $ 10 year May 2019 Common-B $ 10 year May - December 2019 Common-A $ 10 year December 2019 Common-A $ 10 year March 2020 Common-B $ 10 year June 2021 Common-B $ 10 year June 2021 Common-B $ 10 year January 2023 Common-B $ 10 year January - December 2023 Common-B $ 10 year May - December 2023 Common-B $ 10 year January - December 2024 Common-B $ 10 year January - December 2024 Common-B $ 10 year January - June 2025 |
Preferred stock warrants | |
Schedule of warrants to purchase stock | As of December 31, 2015, the following warrants to purchase redeemable convertible preferred stock were outstanding: Warrants Number Exercise to Purchase of Warrants Price Term Expiration Series A-1 250,000 $ 10 year March 2022 Series A-1 62,500 $ 10 year October 2022 Series B 105,005 $ 10 year April 2024 Series B 481,863 $ 10 year December 2024 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Stock-Based Compensation | |
Schedule of weighted average assumptions for employee grants | Year Ended December 31, Valuation assumptions: 2016 2015 2014 Expected volatility % % % Expected life (years) Risk-free interest rate % % % Dividend yield — — — |
Summary of stock option activity | Weighted Weighted average average remaining Aggregate Number exercise contractual intrinsic of shares price term value Outstanding at January 1, 2014 $ Granted Exercised Forfeited Outstanding at December 31, 2014 $ Granted Exercised Forfeited Outstanding at December 31, 2015 $ Granted Exercised Forfeited Outstanding at December 31, 2016 $ $ Options vested and expected to vest at December 31, 2016 $ $ Exercisable at December 31, 2016 $ $ |
Schedule of recorded stock-based compensation expense related to stock options | Year Ended December 31, 2016 2015 2014 Cost of revenue - product $ $ $ Cost of revenue - service Research and development Sales and marketing General and administrative $ $ $ |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Change in fair value | |
Schedule of classified liabilities measured at fair value on recurring basis | Fair Value Measurement at Reporting Date Using Balance as of Level 1 Level 2 Level 3 December 31, 2016 Liabilities Acquisition-related contingent consideration - short-term $ — $ — $ $ Acquisition-related contingent consideration - long-term — — $ — $ — $ $ Fair Value Measurement at Reporting Date Using Balance as of Level 1 Level 2 Level 3 December 31, 2015 Liabilities Warrant liability $ — $ — $ $ Note payable related to acquisition — — Acquisition-related contingent consideration - short-term — — Acquisition-related contingent consideration - long-term — — $ — $ — $ $ |
Warrant liability | |
Change in fair value | |
Schedule of reconciliation of liability measured at fair value on recurring basis using significant unobservable inputs (Level 3) | Balance at January 1, 2015 $ Change in fair value Balance at December 31, 2015 Change in fair value Conversion upon initial public offering Balance at December 31, 2016 $ — |
Acquisition related contingent consideration | |
Change in fair value | |
Schedule of reconciliation of liability measured at fair value on recurring basis using significant unobservable inputs (Level 3) | Balance at January 1, 2015 $ Fair value of cash consideration paid Fair value of equity consideration paid Adjustments to fair value measurement Balance at December 31, 2015 Fair value of cash consideration paid Adjustments to fair value measurement Balance at December 31, 2016 $ |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Commitments and Contingencies | |
Schedule of Operating Lease for Future Minimum Lease Payments | December 31, 2016 2017 $ 2018 2019 2020 2021 Thereafter Total minimum lease payments $ |
Selected Quarterly Financial 40
Selected Quarterly Financial Data (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Selected Quarterly Financial Data (unaudited) | |
Schedule of Quarterly Financial Statements of Operations | Three Months Three Months Three Months Three Months Twelve Months Ended Ended Ended Ended Ended March 31, 2016 June 30, 2016 September 30, 2016 December 31, 2016 December 31, 2016 Total revenue $ $ $ $ $ Gross profit $ $ $ $ $ Income (loss) from operations $ $ $ $ $ Net income (loss) attributable to common stockholders (1) : Basic $ $ $ $ $ Diluted $ $ $ $ $ Net income (loss) per share attributable to common stockholders (2) : Basic $ $ $ $ $ Diluted $ $ $ $ $ Three Months Three Months Three Months Three Months Twelve Months Ended Ended Ended Ended Ended March 31, 2015 June 30, 2015 September 30, 2015 December 31, 2015 December 31, 2015 Total revenue $ $ $ $ $ Gross profit $ $ $ $ $ Income from operations $ $ $ $ $ Net income (loss) attributable to common stockholders (1) : Basic $ $ $ $ $ Diluted $ $ $ $ $ Net income (loss) per share attributable to common stockholders (2) : Basic $ $ $ $ $ Diluted $ $ $ $ $ (1) Quarterly and year-to-date computations of net income (loss) attributable to common stockholders during the years ended December 31, 2016 and 2015 are made independently using the two-class method. Therefore, the sum of the net income (loss) attributable to common stockholders for the quarters may not agree with the net income (loss) attributable to common stockholders for the year. See Notes 2 and 3 for the Company’s accounting policy on calculating net income (loss) attributable to common stockholders and net income (loss) per share. (2) Quarterly and year-to-date computations of per share amounts are made independently during the years ended December 31, 2016 and 2015 using the two-class method. Therefore, the sum of the per-share amounts for the quarters may not agree with per share amounts for the year. See Notes 2 and 3 for the Company’s accounting policy on calculating net income (loss) attributable to common stockholders and net income (loss) per share. |
Nature of Business (Details)
Nature of Business (Details) - USD ($) $ / shares in Units, $ in Thousands | Oct. 12, 2016 | Oct. 04, 2016 | Oct. 03, 2016 | Dec. 31, 2016 | Dec. 31, 2015 |
Initial Public Offering | |||||
Proceeds from issuance of common stock under initial public offering, net of underwriting costs | $ 55,186 | ||||
Common stock authorized shares | 100,000,000 | 100,000,000 | 27,836,869 | ||
Shares of common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 | $ 0.0001 | ||
Shares of undesignated preferred stock, authorized | 10,000,000 | 10,000,000 | 10,000,000 | ||
Shares of undesignated preferred stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 | $ 0.0001 | ||
Common stock warrants | |||||
Initial Public Offering | |||||
Number of shares issuable upon net exercise of outstanding warrants | 463,589 | 232,787 | |||
Common Stock | |||||
Initial Public Offering | |||||
Issuance of common stock upon public offering (in shares) | 4,945,000 | ||||
Redesignation of Class A and Class B common stock upon initial public offering (in shares) | 5,583,405 | 5,583,405 | |||
Conversion of redeemable convertible preferred stock upon initial public offering (in shares) | 5,089,436 | 5,089,436 | |||
Shares issued upon exercise of warrants (in shares) | 288,324 | 202,061 | 210,817 | 490,385 | |
IPO | |||||
Initial Public Offering | |||||
Issuance of common stock upon public offering (in shares) | 4,300,000 | ||||
Issuance price (in dollars per share) | $ 12 | ||||
Proceeds from issuance of common stock under initial public offering, net of underwriting costs | $ 55,186 | ||||
Underwriting discounts and commissions | $ 4,154 | ||||
Underwriter option | |||||
Initial Public Offering | |||||
Issuance of common stock upon public offering (in shares) | 645,000 |
Summary of Significant Accoun42
Summary of Significant Accounting Policies - Reverse Stock Split (Details) | Sep. 16, 2016shares |
Reverse Stock Split | |
Reverse stock split ratio | 0.5155 |
Number of fractional shares issued | 0 |
Summary of Significant Accoun43
Summary of Significant Accounting Policies - Liquidity, Revenue and AR (Details) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2016USD ($)item | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) | |
Summary of Significant Accounting Policies | ||||
Cash on hand | $ 4,345 | $ 2,026 | $ 4,122 | $ 6,027 |
Substantial doubt about going concern, within one year | false | |||
Revenue Recognition | ||||
Number of revenue generating components | item | 3 | |||
Accounts Receivable, net | ||||
Allowance for doubtful accounts | $ 39 | $ 49 |
Summary of Significant Accoun44
Summary of Significant Accounting Policies - Property and Equipment (Details) | 12 Months Ended |
Dec. 31, 2016 | |
Computer hardware and purchased software | |
Property and Equipment | |
Useful life | 3 years |
Office furniture and equipment | |
Property and Equipment | |
Useful life | 5 years |
Software development | |
Property and Equipment | |
Useful life | 3 years |
Summary of Significant Accoun45
Summary of Significant Accounting Policies - Deferred Offering Costs and Goodwill (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Oct. 04, 2016 | |
Deferred Offering Costs | |||
Deferred offering costs | $ 2,298 | $ 3,960 | |
Goodwill | |||
Goodwill impairment | $ 0 | $ 0 |
Summary of Significant Accoun46
Summary of Significant Accounting Policies - Deferred Debt Financing Costs (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2016 | |
Deferred Debt Issuance Costs | ||
Deferred financing costs | $ 175 | $ 59 |
Accounting Standards Update 2015-03 | Other assets | ||
Deferred Debt Issuance Costs | ||
Reclassification from other assets to current portion of long term debt | (105) | |
Accounting Standards Update 2015-03 | Current portion of long-term debt | ||
Deferred Debt Issuance Costs | ||
Reclassification from other assets to current portion of long term debt | $ 105 |
Summary of Significant Accoun47
Summary of Significant Accounting Policies - Additional Policies (Details) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016USD ($)segment | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | |
Summary of Significant Accounting Policies | |||
Deferred rent included in accrued expenses and other liabilities | $ 13 | $ 94 | |
Deferred rent included in long-term liabilities | 2,205 | ||
Shipping and handling costs | 2,673 | 1,876 | $ 1,394 |
Advertising costs | $ 117 | $ 43 | $ 39 |
Number of operating segments | segment | 1 | ||
Electronic payment term of claims | 14 days | ||
Nonelectronic payment term of claims | 30 days |
Summary of Significant Accoun48
Summary of Significant Accounting Policies - Concentrations (Details) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Accounts Receivable | Client One | Credit risk | |||
Concentration of Credit Risk | |||
Concentration risk (as a percent) | 12.00% | 12.00% | |
Accounts Receivable | Client Two | Credit risk | |||
Concentration of Credit Risk | |||
Concentration risk (as a percent) | 10.00% | ||
Revenue | Client One | Customer risk | |||
Concentration of Credit Risk | |||
Concentration risk (as a percent) | 10.00% | 11.00% | |
Revenue | Client Two | Customer risk | |||
Concentration of Credit Risk | |||
Concentration risk (as a percent) | 10.00% |
Net Loss per Share - EPS (Detai
Net Loss per Share - EPS (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Numerator | |||||||||||
Net loss | $ (6,250) | $ (2,864) | $ (1,107) | ||||||||
Decretion (accretion) of redeemable convertible preferred stock | 2,439 | (9,966) | (3,884) | ||||||||
Net loss attributable to common stockholders, basic | $ (6,031) | $ 1,228 | $ (890) | $ 293 | $ 1,504 | $ (14,066) | $ (1,245) | $ (696) | (3,811) | (12,830) | (4,991) |
Decretion of redeemable convertible preferred stock | (2,439) | ||||||||||
Revaluation of warrant liability | (639) | ||||||||||
Net loss attributable to common stockholders, diluted | $ (6,031) | $ (803) | $ (890) | $ 94 | $ 395 | $ (14,066) | $ (1,245) | $ (696) | $ (6,889) | $ (12,830) | $ (4,991) |
Denominator (basic): | |||||||||||
Weighted average shares of common stock outstanding, basic | 7,486,131 | 4,318,779 | 4,052,590 | ||||||||
Denominator (diluted): | |||||||||||
Weighted average shares of common stock outstanding, basic | 7,486,131 | 4,318,779 | 4,052,590 | ||||||||
Effect of potential dilutive securities: | |||||||||||
Dilutive effect from preferred stock and preferred stock warrants assuming conversion | 4,105,079 | ||||||||||
Weighted average shares of common stock outstanding, diluted | 11,591,210 | 4,318,779 | 4,052,590 | ||||||||
Net loss per share attributable to common stockholders, basic | $ (0.39) | $ 0.25 | $ (0.18) | $ 0.06 | $ 0.33 | $ (3.21) | $ (0.30) | $ (0.17) | $ (0.51) | $ (2.97) | $ (1.23) |
Net loss per share attributable to common stockholders, diluted | $ (0.39) | $ (0.08) | $ (0.18) | $ 0.01 | $ 0.03 | $ (3.21) | $ (0.30) | $ (0.17) | $ (0.59) | $ (2.97) | $ (1.23) |
Net Loss per Share - Anti-dilut
Net Loss per Share - Anti-dilutive Securities (Details) - shares | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Securities excluded from the calculation of diluted net loss per share attributable to common stockholders | |||
Amount of antidilutive securities excluded from computation of earnings per share | 3,814,552 | 8,791,372 | 8,840,359 |
Employee stock options | |||
Securities excluded from the calculation of diluted net loss per share attributable to common stockholders | |||
Amount of antidilutive securities excluded from computation of earnings per share | 3,059,690 | 2,791,754 | 2,845,226 |
Restricted stock | |||
Securities excluded from the calculation of diluted net loss per share attributable to common stockholders | |||
Amount of antidilutive securities excluded from computation of earnings per share | 722,646 | ||
Common stock warrants | |||
Securities excluded from the calculation of diluted net loss per share attributable to common stockholders | |||
Amount of antidilutive securities excluded from computation of earnings per share | 32,216 | 446,593 | 442,108 |
Preferred stock warrants | |||
Securities excluded from the calculation of diluted net loss per share attributable to common stockholders | |||
Amount of antidilutive securities excluded from computation of earnings per share | 463,589 | 463,589 | |
Redeemable convertible preferred stock | |||
Securities excluded from the calculation of diluted net loss per share attributable to common stockholders | |||
Amount of antidilutive securities excluded from computation of earnings per share | 5,089,436 | 5,089,436 |
Net Loss per Share - IPO (Detai
Net Loss per Share - IPO (Details) | Oct. 04, 2016$ / sharesshares |
IPO | |
Initial Public Offering | |
Issuance of common stock upon public offering (in shares) | 4,300,000 |
Issuance price (in dollars per share) | $ / shares | $ 12 |
Underwriter option | |
Initial Public Offering | |
Issuance of common stock upon public offering (in shares) | 645,000 |
Acquisitions - St. Mary Prescri
Acquisitions - St. Mary Prescription Pharmacy (Details) - USD ($) $ in Thousands | Jan. 07, 2014 | Mar. 31, 2016 | Mar. 31, 2015 | Sep. 30, 2014 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Acquisition | |||||||
Reduction in fair value of acquisition-related contingent consideration expense | $ 338 | $ 2,059 | $ (790) | ||||
St. Mary Prescription Pharmacy | |||||||
Acquisition | |||||||
Cash consideration, high end of range | $ 2,000 | ||||||
Equity consideration, high end of range (in shares) | 108,247 | ||||||
Cash consideration | $ 1,000 | $ 185 | |||||
Equity consideration (in shares) | 54,124 | 10,824 | 16,237 | 27,062 | 16,237 | ||
Closing date anniversary period for first contingent payment | 6 months | ||||||
Closing date anniversary period for second contingent payment | 12 months | ||||||
Closing date anniversary period for final contingent payment | 24 months | ||||||
Payments of acquisition-related consideration | $ 300 | $ 500 | $ 300 | ||||
Fair value of equity consideration | $ 35 | $ 94 | $ 96 | $ 94 | |||
Reduction in fair value of acquisition-related contingent consideration expense | $ 15 | ||||||
St. Mary Prescription Pharmacy | Minimum | |||||||
Acquisition | |||||||
Period acquired entity provided services before business acquisition | 30 years |
Acquisitions - Capstone (Detail
Acquisitions - Capstone (Details) - Capstone - USD ($) $ in Thousands | Apr. 22, 2014 | Jun. 30, 2015 | Dec. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 |
Acquisition | |||||
Cash consideration | $ 3,000 | $ 2,000 | $ 500 | ||
Acquisition-date fair value of deferred cash consideration paid in 2014 | 487 | ||||
Discount of 2014 deferred cash payment | 13 | ||||
Acquisition-date fair value of deferred cash consideration paid in 2015 | 1,895 | ||||
Discount of 2015 deferred cash payment | $ 105 | ||||
Amortization of discount of 2015 deferred cash payment | $ 33 | $ 72 | |||
Payments of acquisition-related consideration | $ 577 | $ 577 | |||
Equity consideration (in shares) | 18,418 | 18,418 | |||
Fair value of equity consideration | $ 107 | $ 107 |
Acquisitions - Medliance LLC (D
Acquisitions - Medliance LLC (Details) - Medliance $ in Thousands | 1 Months Ended | 3 Months Ended | |||
Dec. 31, 2014USD ($)item | Mar. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | |
Acquisition | |||||
Non-cash consideration, promissory notes | $ 16,385 | ||||
Fair value of promissory notes | 14,347 | $ 14,347 | |||
Cash consideration, high end of range | 12,000 | 12,000 | |||
Contingent purchase price consideration | $ 3,008 | $ 5,241 | |||
Cash consideration | $ 2,403 | 9,597 | |||
Earnout | |||||
Acquisition | |||||
Contingent purchase price consideration | $ 7,300 | $ 7,300 | |||
Closing date anniversary period for first contingent payment | 12 months | ||||
Closing date anniversary period for second contingent payment | 24 months | ||||
Closing date anniversary period for final contingent payment | 36 months | ||||
Multiplier to determine Aggregate Earn-Out Amount | 4.5 | 4.5 | |||
Amount subtracted to determine Aggregate Earn-Out Amount | $ 26,000 | $ 26,000 | |||
Number of payment intervals | item | 3 | ||||
Percentage of aggregate earn-out amount paid at first payment interval | 33.00% | ||||
Percentage of aggregate earn-out amount paid at second payment interval. | 33.00% |
Acquisitions - Quebec Inc (Deta
Acquisitions - Quebec Inc (Details) - USD ($) $ in Thousands | Sep. 15, 2017 | Dec. 29, 2016 | Dec. 09, 2016 | Nov. 15, 2016 | Nov. 02, 2016 | Sep. 15, 2016 | Dec. 31, 2016 | Dec. 31, 2015 |
Acquisition | ||||||||
Acquisition-related contingent consideration | $ 1,493 | $ 1,886 | ||||||
Quebec Inc. | ||||||||
Acquisition | ||||||||
Cash consideration, high end of range | $ 6,000 | |||||||
Cash consideration | $ 2,200 | $ 2,200 | $ 1,000 | |||||
Closing date anniversary period for final contingent payment | 12 months | |||||||
Deferred stock consideration | $ 5,000 | |||||||
Equity consideration (in dollars) | $ 2,500 | $ 2,500 | ||||||
Equity consideration (in shares) | 194,054 | 201,353 | ||||||
Threshold number of specified business days for calculating stock consideration to be paid on specified days following the IPO | 30 days | |||||||
Deferred acquisition cash consideration | $ 5,000 | |||||||
Acquisition-date fair value of deferred cash consideration | $ 4,955 | |||||||
Cost of debt (as a percent) | 7.80% | |||||||
Discount | $ 45 | |||||||
Amortization of discount | 13 | |||||||
Acquisition-date fair value of deferred stock consideration | 4,445 | |||||||
Payment-date fair value of deferred stock consideration | $ 4,500 | |||||||
Discount of stock issuances (as a percent) | 10.00% | |||||||
Acquisition-related contingent consideration | $ 568 | |||||||
Quebec Inc. | Plan | ||||||||
Acquisition | ||||||||
Cash consideration | $ 600 |
Acquisitions - Quebec Inc Purch
Acquisitions - Quebec Inc Purchase Price (Details) - USD ($) $ in Thousands | Sep. 15, 2016 | Dec. 31, 2016 | Dec. 31, 2015 |
Allocation of purchase price | |||
Goodwill | $ 21,686 | $ 21,606 | |
Developed technology | |||
Allocation of purchase price | |||
Weighted average amortization period | 7 years 9 months 4 days | 10 years | |
Trade names | |||
Allocation of purchase price | |||
Weighted average amortization period | 5 years | 5 years | |
Quebec Inc. | |||
Allocation of purchase price | |||
Goodwill | $ 80 | ||
Total assets acquired | $ 10,400 | ||
Weighted average amortization period | 6 years 11 months 16 days | ||
Quebec Inc. | Developed technology | |||
Allocation of purchase price | |||
Intangible assets | $ 10,100 | ||
Useful life of intangible asset | 7 years | ||
Quebec Inc. | Trade names | |||
Allocation of purchase price | |||
Intangible assets | $ 220 | ||
Useful life of intangible asset | 5 years |
Acquisitions - Pro forma (Detai
Acquisitions - Pro forma (Details) - Quebec Inc. - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Acquisition | |||
Revenue | $ 94,101 | $ 70,076 | $ 55,429 |
Net loss | $ (7,305) | $ (4,335) | $ (4,535) |
Net loss per share attributable to common stockholders, basic | $ (0.54) | $ (2.39) | $ (1.47) |
Net loss per share attributable to common stockholders, diluted | $ (0.60) | $ (2.39) | $ (1.47) |
Property and Equipment (Details
Property and Equipment (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Property and Equipment | |||
Property and equipment, gross | $ 11,204 | $ 5,490 | |
Less: accumulated depreciation | (4,795) | (3,528) | |
Property and equipment, net | 6,409 | 1,962 | |
Depreciation and amortization expense | $ 5,115 | 3,933 | $ 1,817 |
Computer hardware and purchased software | |||
Property and Equipment | |||
Property, Plant and Equipment, Useful Life | 3 years | ||
Property and equipment, gross | $ 1,789 | 961 | |
Office furniture and equipment | |||
Property and Equipment | |||
Property, Plant and Equipment, Useful Life | 5 years | ||
Property and equipment, gross | $ 5,671 | 4,088 | |
Leasehold improvements | |||
Property and Equipment | |||
Property and equipment, gross | 3,744 | 441 | |
Property and equipment | |||
Property and Equipment | |||
Depreciation and amortization expense | $ 1,267 | $ 969 | $ 883 |
Minimum | Leasehold improvements | |||
Property and Equipment | |||
Property, Plant and Equipment, Useful Life | 5 years | ||
Maximum | Leasehold improvements | |||
Property and Equipment | |||
Property, Plant and Equipment, Useful Life | 11 years |
Software Development Costs (Det
Software Development Costs (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Software Development Costs | |||
Gross capitalized software costs | $ 6,501 | $ 4,550 | |
Accumulated amortization | 3,151 | 2,045 | |
Amortization expense | 1,106 | 655 | $ 518 |
Capitalized software costs not yet subject to amortization | $ 911 | $ 888 |
Goodwill and Intangible Asset60
Goodwill and Intangible Assets - Goodwill (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Goodwill and related changes | ||
Goodwill at beginning of period | $ 21,606 | |
Goodwill from 2016 acquisition | 80 | |
Goodwill at end of period | 21,686 | $ 21,606 |
Goodwill impairment | $ 0 | $ 0 |
Goodwill and Intangible Asset61
Goodwill and Intangible Assets - Intangible assets (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Intangible Assets | |||
Gross Value | $ 30,805 | $ 20,456 | |
Accumulated Amortization | (5,508) | (2,769) | |
Intangible Assets, net | 25,297 | 17,687 | |
Amortization expense | $ 2,739 | $ 2,306 | $ 463 |
Trade names | |||
Intangible Assets | |||
Weighted Average Amortization Period | 5 years | 5 years | |
Gross Value | $ 1,940 | $ 1,720 | |
Accumulated Amortization | (791) | (436) | |
Intangible Assets, net | $ 1,149 | $ 1,284 | |
Client relationships | |||
Intangible Assets | |||
Weighted Average Amortization Period | 10 years 7 days | 10 years 7 days | |
Gross Value | $ 14,684 | $ 14,684 | |
Accumulated Amortization | (3,289) | (1,810) | |
Intangible Assets, net | $ 11,395 | $ 12,874 | |
Non-competition agreements | |||
Intangible Assets | |||
Weighted Average Amortization Period | 4 years 7 months 21 days | 4 years 7 months 21 days | |
Gross Value | $ 652 | $ 652 | |
Accumulated Amortization | (326) | (183) | |
Intangible Assets, net | $ 326 | $ 469 | |
Developed technology | |||
Intangible Assets | |||
Weighted Average Amortization Period | 7 years 9 months 4 days | 10 years | |
Gross Value | $ 13,500 | $ 3,400 | |
Accumulated Amortization | (1,101) | (340) | |
Intangible Assets, net | $ 12,399 | $ 3,060 | |
Domain name | |||
Intangible Assets | |||
Weighted Average Amortization Period | 10 years | ||
Gross Value | $ 29 | ||
Accumulated Amortization | (1) | ||
Intangible Assets, net | $ 28 |
Goodwill and Intangible Asset62
Goodwill and Intangible Assets - Amortization (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Estimated amortization expense | ||
2,017 | $ 3,792 | |
2,018 | 3,755 | |
2,019 | 3,649 | |
2,020 | 3,309 | |
2,021 | 3,169 | |
Thereafter | 7,623 | |
Estimated amortization expense | $ 25,297 | $ 17,687 |
Accrued Expenses and Other Li63
Accrued Expenses and Other Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Accrued Liabilities and Other Liabilities | ||
Employee related expenses | $ 1,174 | $ 1,232 |
Deferred revenue | 851 | 520 |
Interest | 16 | 1,371 |
Deferred rent included in accrued expenses and other liabilities | 13 | 94 |
Other expenses | 105 | 27 |
Total accrued expenses and other liabilities | $ 2,159 | $ 3,244 |
Notes Payable Related to Acqu64
Notes Payable Related to Acquisition (Details) - Medliance - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Notes Payable Related to Acquisition | ||||
Fair value of promissory notes | $ 14,347 | $ 14,347 | ||
Subordinated convertible promissory notes | ||||
Notes Payable Related to Acquisition | ||||
Aggregate borrowings | $ 16,385 | $ 16,385 | ||
Interest rate (as a percent) | 8.00% | 8.00% | ||
Interest expense recognized | $ 709 | $ 1,310 | $ 4 | |
Fair value of promissory notes | $ 14,347 | 14,347 | ||
Term of debt | 18 months | |||
Amortization of discount to interest expense | $ 755 | $ 1,280 | $ 3 |
Lines of Credit and Long-Term65
Lines of Credit and Long-Term Debt - Lines of Credit (Details) - USD ($) $ in Thousands | Jul. 01, 2016 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Apr. 29, 2015 | Dec. 30, 2013 |
2013 Revolving Line | |||||||||
Lines of Credit | |||||||||
Maximum borrowing capacity | $ 7,000 | ||||||||
Interest expense | $ 127 | $ 383 | |||||||
Amortization of deferred financing costs to interest expense | 46 | $ 46 | |||||||
2015 Revolving Line | |||||||||
Lines of Credit | |||||||||
Maximum borrowing capacity | $ 25,000 | $ 15,000 | |||||||
Number of months of monthly recurring revenue through June 30, 2017 | 4 months | ||||||||
Number of months of monthly recurring revenue thereafter | 3 months | ||||||||
Minimum unrestricted cash and unused availability balance required | $ 3,000 | ||||||||
Minimum EBITDA | $ 2,500 | $ 2,250 | $ 2,000 | ||||||
Minimum monthly recurring revenue retention rate (as a percent) | 90.00% | ||||||||
Letter of credit liability | 500 | $ 500 | 500 | ||||||
Aggregate borrowings outstanding | 0 | 0 | |||||||
Amounts available for borrowings | $ 24,500 | $ 24,500 | |||||||
Interest rate (as a percent) | 4.06% | 4.06% | |||||||
Interest expense | $ 570 | 290 | |||||||
Deferred financing costs | $ 141 | 141 | |||||||
Amortization of deferred financing costs to interest expense | $ 46 | $ 35 | |||||||
2015 Revolving Line | Prime Rate | |||||||||
Lines of Credit | |||||||||
Spread on variable rate (as a percent) | 0.50% | ||||||||
Floor rate (as a percent) | 3.50% |
Lines of Credit and Long-Term66
Lines of Credit and Long-Term Debt - Term Loan Facility (Details) - USD ($) $ in Thousands | Oct. 04, 2016 | Jul. 01, 2016 | Dec. 31, 2016 | Dec. 31, 2016 | Dec. 31, 2014 | Jun. 30, 2016 |
Term loan | ||||||
Proceeds of initial term loan advance | $ 30,000 | $ 15,000 | ||||
Loss on extinguishment of debt | 6,411 | |||||
ABC Credit Facility | ||||||
Term loan | ||||||
Proceeds of initial term loan advance | $ 30,000 | |||||
Loss on extinguishment of debt | $ 5,015 | |||||
Interest rate (as a percent) | 12.00% | |||||
Interest expense | 960 | |||||
Deferred financing costs | $ 1,487 | |||||
Amortization of deferred financing costs to interest expense | 69 | |||||
Prepayment penalty | $ 3,597 | |||||
April 2014 Eastward Loan And December 2014 Eastward Loan | ||||||
Term loan | ||||||
Original principal balance | $ 15,000 | |||||
Loss on extinguishment of debt | $ 1,396 |
Lines of Credit and Long-Term67
Lines of Credit and Long-Term Debt - Term Loans and Capital Leases (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Term Loans and Capital Lease Obligations | ||
Capital leases | $ 1,746 | $ 853 |
Total long-term debt, net | 1,746 | 13,956 |
Less current portion, net | (674) | (13,526) |
Total long-term debt, less current portion, net | $ 1,072 | 430 |
Tranche A Term Loan | ||
Term Loans and Capital Lease Obligations | ||
Term loans | 51 | |
Tranche B Term Loan | ||
Term Loans and Capital Lease Obligations | ||
Term loans | 28 | |
April 2014 Eastward Loan | ||
Term Loans and Capital Lease Obligations | ||
Present value of payments | 2,260 | |
Unamortized finance costs | (19) | |
Less discount on debt | (101) | |
Term loans | 2,140 | |
December 2014 Eastward Loan | ||
Term Loans and Capital Lease Obligations | ||
Present value of payments | 12,000 | |
Unamortized finance costs | (86) | |
Less discount on debt | (1,030) | |
Term loans | $ 10,884 |
Lines of Credit and Long-Term68
Lines of Credit and Long-Term Debt - Term Loans (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 12 Months Ended | |||||
Dec. 31, 2014 | Apr. 30, 2014 | Jul. 31, 2011 | Jan. 31, 2011 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Lines of Credit and Long-Term Debt | |||||||
Estimated fair value | $ 5,569 | ||||||
Series B redeemable convertible preferred stock | Preferred Stock Warrant Three | |||||||
Lines of Credit and Long-Term Debt | |||||||
Exercise price (in dollars per share) | $ 2.860 | ||||||
Series B redeemable convertible preferred stock | Preferred Stock Warrant Four | |||||||
Lines of Credit and Long-Term Debt | |||||||
Exercise price (in dollars per share) | $ 2.990 | ||||||
Tranche A Term Loan | |||||||
Lines of Credit and Long-Term Debt | |||||||
Aggregate borrowings | $ 1,265 | ||||||
Fixed rate (as a percent) | 6.50% | ||||||
Frequency of payment | monthly | ||||||
Periodic payment | $ 25 | ||||||
Interest expense | $ 12 | $ 30 | |||||
Tranche B Term Loan | |||||||
Lines of Credit and Long-Term Debt | |||||||
Aggregate borrowings | $ 208 | ||||||
Fixed rate (as a percent) | 6.50% | ||||||
Frequency of payment | monthly | ||||||
Periodic payment | $ 4 | ||||||
Interest expense | $ 1 | 3 | 6 | ||||
April 2014 Eastward Loan | |||||||
Lines of Credit and Long-Term Debt | |||||||
Aggregate borrowings | $ 3,000 | ||||||
Annual rate (as a percent) | 11.50% | ||||||
Interest only payments | $ 29 | ||||||
Period for interest only payments | 12 months | ||||||
Frequency of payment | monthly | ||||||
Periodic payment | $ 114 | ||||||
Interest expense | 112 | 312 | 239 | ||||
Amortization of discount to interest expense | 40 | 95 | 57 | ||||
Deferred financing costs | $ 61 | ||||||
Amortization of deferred financing costs to interest expense | 9 | 24 | 18 | ||||
April 2014 Eastward Loan | Series B redeemable convertible preferred stock | Preferred Stock Warrant Three | |||||||
Lines of Credit and Long-Term Debt | |||||||
Number of shares called by warrant issued | 105,005 | ||||||
Exercise price (in dollars per share) | $ 2.86 | ||||||
Aggregate exercise price | $ 300 | ||||||
Estimated fair value | $ 254 | ||||||
December 2014 Eastward Loan | |||||||
Lines of Credit and Long-Term Debt | |||||||
Aggregate borrowings | $ 12,000 | 12,000 | |||||
Annual rate (as a percent) | 12.00% | ||||||
Interest only payments | $ 120 | ||||||
Period for interest only payments | 12 months | ||||||
Frequency of payment | monthly | ||||||
Periodic payment | $ 460 | ||||||
Interest expense | 643 | 1,440 | 4 | ||||
Amortization of discount to interest expense | 316 | 550 | 2 | ||||
Deferred financing costs | $ 150 | 150 | |||||
Amortization of deferred financing costs to interest expense | $ 30 | $ 64 | $ 0 | ||||
December 2014 Eastward Loan | Series B redeemable convertible preferred stock | Preferred Stock Warrant Four | |||||||
Lines of Credit and Long-Term Debt | |||||||
Number of shares called by warrant issued | 481,863 | 481,863 | |||||
Exercise price (in dollars per share) | $ 2.99 | $ 2.99 | |||||
Aggregate exercise price | $ 1,440 | $ 1,440 | |||||
Estimated fair value | $ 1,581 | $ 1,581 |
Lines of Credit and Long-Term69
Lines of Credit and Long-Term Debt - Capital Lease Obligations (Details) - Capital Lease Obligations - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Lines of Credit and Long-Term Debt | |||
Interest expense, capital lease | $ 200 | $ 181 | $ 228 |
Net book value of assets under capital leases | $ 2,364 | $ 1,377 | |
Minimum | |||
Lines of Credit and Long-Term Debt | |||
Lease interest rates (as a percent) | 7.00% | ||
Maximum | |||
Lines of Credit and Long-Term Debt | |||
Lease interest rates (as a percent) | 26.00% |
Lines of Credit and Long-Term70
Lines of Credit and Long-Term Debt - Debt Maturities (Details) $ in Thousands | Dec. 31, 2016USD ($) |
Capital lease obligations | |
2,017 | $ 868 |
2,018 | 760 |
2,019 | 420 |
2,020 | 27 |
2,021 | 3 |
Total | 2,078 |
Less amount representing interest | (332) |
Present value of payments | 1,746 |
Less current portion | (674) |
Total long-term debt, net of current portion | $ 1,072 |
Lines of Credit and Long-Term71
Lines of Credit and Long-Term Debt - Other Financing (Details) - AmerisourceBergen Drug Corporation - USD ($) $ in Thousands | 1 Months Ended | ||
May 31, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | |
Other Financing | |||
Monthly minimum purchase obligation | $ 1,750 | ||
Purchase obligation, period | 3 years | ||
Amount due as a result of prescription drug purchases | $ 3,327 | $ 3,691 |
Income Taxes - Expense (Details
Income Taxes - Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Taxes | |||
Loss before income taxes | $ (5,709) | $ (2,536) | $ (1,516) |
Income or loss from foreign sources | 0 | ||
Current: | |||
US federal | (4) | 3 | 1 |
State and local | 47 | 35 | 12 |
Total current income tax expense | 43 | 38 | 13 |
Deferred: | |||
US federal | 440 | 278 | (410) |
State and local | 58 | 12 | (12) |
Total deferred income tax expense | 498 | 290 | (422) |
Total income tax expense (benefit) | $ 541 | $ 328 | $ (409) |
Effective tax rate | (9.50%) | (12.90%) | 27.00% |
Income Taxes - NOLs (Details)
Income Taxes - NOLs (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2016USD ($) | |
NOL carryforwards | |
Period for change in ownership interest of significant shareholders | 3 years |
Change in ownership interest of significant shareholders, as percent | 50.00% |
Unrecognized tax benefits or related interest and penalties accrued | $ 0 |
Federal | |
NOL carryforwards | |
Net operating loss carryforwards | 13,964 |
State | |
NOL carryforwards | |
Net operating loss carryforwards | $ 11,066 |
Income Taxes - Deferred taxes (
Income Taxes - Deferred taxes (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Deferred tax assets: | |||
Net federal operating loss carry forward | $ 4,748 | $ 4,400 | |
Net state operating loss carry forward | 599 | 404 | |
Accruals | 256 | 178 | |
Intangibles | 536 | 114 | |
Stock options | 1,557 | ||
Deferred rent | 862 | ||
Other | 182 | 245 | |
Deferred tax assets | 8,740 | 5,341 | |
Less: valuation allowances | (7,389) | (4,489) | $ (4,626) |
Deferred tax assets after valuation allowance | 1,351 | 852 | |
Deferred tax liabilities: | |||
Fixed assets | (1,351) | (556) | |
Debt discount | (295) | ||
Indefinite-lived intangibles | (832) | (335) | |
Deferred tax liabilities | (2,183) | (1,186) | |
Net deferred tax liabilities | $ (832) | $ (334) |
Income Taxes - Valuation allowa
Income Taxes - Valuation allowance (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Change in valuation allowance: | ||
Increase (decrease) due to NOLs and temporary differences | $ 2,900 | $ (137) |
Balance at beginning of the period | 4,489 | 4,626 |
Net increase (decrease) in valuation allowance | 2,900 | (137) |
Balance at end of the period | $ 7,389 | $ 4,489 |
Income Taxes - Rate reconciliat
Income Taxes - Rate reconciliation (Details) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Reconciliation of income tax (expense) benefit: | |||
Federal statutory rate | 34.00% | 34.00% | 34.00% |
State income taxes, net of federal income tax | (1.60%) | (1.40%) | 3.50% |
Change in fair value of warrant liabilities | 3.80% | (37.40%) | (6.00%) |
Change in valuation allowance | (42.10%) | (1.10%) | 7.10% |
Non-deductible stock compensation | (2.70%) | (6.00%) | (5.10%) |
Change in fair value of contingent consideration | (4.10%) | ||
Non-deductible expenses and other | (0.90%) | (1.00%) | (2.40%) |
Effective income tax rate | (9.50%) | (12.90%) | 27.00% |
Other Long-term Liabilities (De
Other Long-term Liabilities (Details) $ in Thousands | Dec. 31, 2016USD ($) |
Other Long-term Liabilities | |
Long-term portion of deferred rent | $ 2,205 |
Other Long-term Liabilities. | |
Other Long-term Liabilities | |
Long-term portion of deferred rent | $ 2,205 |
Stockholders' Deficit and Red78
Stockholders' Deficit and Redeemable Convertible Preferred Stock - Capitalization and IPO (Details) - USD ($) $ / shares in Units, $ in Thousands | Oct. 04, 2016 | Dec. 31, 2016 | Dec. 31, 2015 |
Capitalization and Initial Public Offering | |||
Authorized shares | 38,609,749 | ||
Par value (in dollars per share) | $ 0.0001 | ||
Common stock authorized shares | 100,000,000 | 100,000,000 | 27,836,869 |
Convertible preferred stock authorized | 10,772,880 | ||
Initial Public Offering | |||
Proceeds from issuance of common stock under initial public offering, net of underwriting costs | $ 55,186 | ||
Common stock, par value | $ 0.0001 | $ 0.0001 | $ 0.0001 |
Shares of undesignated preferred stock, authorized | 10,000,000 | 10,000,000 | 10,000,000 |
Shares of undesignated preferred stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 | $ 0.0001 |
IPO | |||
Initial Public Offering | |||
Issuance of common stock upon public offering, net of issuance costs (in shares) | 4,300,000 | ||
Issuance price (in dollars per share) | $ 12 | ||
Proceeds from issuance of common stock under initial public offering, net of underwriting costs | $ 55,186 | ||
Underwriting discounts and commissions | $ 4,154 | ||
Underwriter option | |||
Initial Public Offering | |||
Issuance of common stock upon public offering, net of issuance costs (in shares) | 645,000 | ||
Class A | |||
Capitalization and Initial Public Offering | |||
Common stock authorized shares | 9,600,000 | ||
Class B | |||
Capitalization and Initial Public Offering | |||
Common stock authorized shares | 18,236,869 | ||
Series A and Series A-1 redeemable convertible preferred stock | |||
Capitalization and Initial Public Offering | |||
Convertible preferred stock authorized | 0 | 7,224,266 | |
Series A redeemable convertible preferred stock | |||
Capitalization and Initial Public Offering | |||
Convertible preferred stock authorized | 4,411,766 | ||
Series A-1 redeemable convertible preferred stock | |||
Capitalization and Initial Public Offering | |||
Convertible preferred stock authorized | 2,812,500 | ||
Series B redeemable convertible preferred stock | |||
Capitalization and Initial Public Offering | |||
Convertible preferred stock authorized | 0 | 3,548,614 | |
Common Stock | |||
Initial Public Offering | |||
Issuance of common stock upon public offering, net of issuance costs (in shares) | 4,945,000 | ||
Redesignation of Class A and Class B common stock upon initial public offering (in shares) | 5,583,405 | 5,583,405 | |
Conversion of redeemable convertible preferred stock upon initial public offering (in shares) | 5,089,436 | 5,089,436 | |
Common Stock | Class A | |||
Initial Public Offering | |||
Redesignation of Class A and Class B common stock upon initial public offering (in shares) | (2,837,028) | ||
Common Stock | Class B | |||
Initial Public Offering | |||
Redesignation of Class A and Class B common stock upon initial public offering (in shares) | (2,746,377) |
Stockholders' Deficit and Red79
Stockholders' Deficit and Redeemable Convertible Preferred Stock - Common Stock (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2016USD ($)Vote | |
Common Stock | |
Dividend declared (in dollars) | $ | $ 0 |
Class B | |
Common Stock | |
Number of votes per share | Vote | 1 |
Stockholders' Deficit and Red80
Stockholders' Deficit and Redeemable Convertible Preferred Stock - Convertible Preferred Stock (Details) $ / shares in Units, $ in Thousands | Oct. 04, 2016shares | Oct. 03, 2016payment$ / shares | Oct. 03, 2016USD ($)Vote$ / shares | Dec. 31, 2016USD ($)shares | Dec. 31, 2015USD ($)$ / shares | Dec. 31, 2014USD ($) |
Redeemable convertible preferred stock | ||||||
Redeemable Convertible Preferred Stock | ||||||
Accretion of issuance costs | $ | $ 11 | $ 50 | $ 50 | |||
Number of votes per share | Vote | 1 | |||||
Series A and Series A-1 redeemable convertible preferred stock | ||||||
Redeemable Convertible Preferred Stock | ||||||
Stated value (in dollars per share) | $ / shares | $ 0.0001 | |||||
Number of annual installment payments for preferred stock redemption amounts | payment | 3 | |||||
Period of written notice | 180 days | |||||
Series A redeemable convertible preferred stock | ||||||
Redeemable Convertible Preferred Stock | ||||||
Annual dividend rate (as a percent) | 6.00% | |||||
Stated value (in dollars per share) | $ / shares | $ 0.68 | $ 0.68 | ||||
Aggregate amount of cumulative unpaid dividends | $ | $ 1,223 | $ 1,042 | ||||
Series A-1 redeemable convertible preferred stock | ||||||
Redeemable Convertible Preferred Stock | ||||||
Annual dividend rate (as a percent) | 6.00% | |||||
Stated value (in dollars per share) | $ / shares | 0.80 | $ 0.80 | ||||
Aggregate amount of cumulative unpaid dividends | $ | $ 661 | $ 547 | ||||
Series B redeemable convertible preferred stock | ||||||
Redeemable Convertible Preferred Stock | ||||||
Annual dividend rate (as a percent) | 6.00% | |||||
Stated value (in dollars per share) | $ / shares | $ 1.52 | $ 1.52 | $ 0.0001 | |||
Aggregate amount of cumulative unpaid dividends | $ | $ 944 | $ 712 | ||||
Period of written notice | 180 days | |||||
Common Stock | ||||||
Redeemable Convertible Preferred Stock | ||||||
Conversion of redeemable convertible preferred stock upon initial public offering (in shares) | shares | 5,089,436 | 5,089,436 |
Stockholders' Deficit and Red81
Stockholders' Deficit and Redeemable Convertible Preferred Stock - Common Stock Warrants (Details) - USD ($) $ / shares in Units, $ in Thousands | Oct. 12, 2016 | Oct. 04, 2016 | Oct. 03, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Common stock warrants | ||||||
Warrants | ||||||
Number of Warrants | 32,216 | |||||
Exercise Price (in dollars per share) | $ 1.56 | |||||
Number of shares called by warrant issued | 463,589 | 232,787 | ||||
Related party interest expense, warrants | $ 16 | $ 31 | ||||
Warrants issued (in shares) | 0 | |||||
Common stock warrant one | Class A | ||||||
Warrants | ||||||
Number of Warrants | 106,361 | |||||
Exercise Price (in dollars per share) | $ 0.480 | |||||
Term (in years) | 10 years | |||||
Common stock warrant two | Class B | ||||||
Warrants | ||||||
Number of Warrants | 82,471 | |||||
Exercise Price (in dollars per share) | $ 0.480 | |||||
Term (in years) | 10 years | |||||
Common stock warrant three | Class A | ||||||
Warrants | ||||||
Number of Warrants | 7,731 | |||||
Exercise Price (in dollars per share) | $ 0.530 | |||||
Term (in years) | 10 years | |||||
Common stock warrant four | Class B | ||||||
Warrants | ||||||
Number of Warrants | 190,714 | |||||
Exercise Price (in dollars per share) | $ 0.530 | |||||
Term (in years) | 10 days | |||||
Common stock warrant five | Class A | ||||||
Warrants | ||||||
Number of Warrants | 5,154 | |||||
Exercise Price (in dollars per share) | $ 0.970 | |||||
Term (in years) | 10 years | |||||
Common stock warrant six | Class A | ||||||
Warrants | ||||||
Number of Warrants | 515 | |||||
Exercise Price (in dollars per share) | $ 0.970 | |||||
Term (in years) | 10 years | |||||
Common stock warrant seven | Class B | ||||||
Warrants | ||||||
Number of Warrants | 2,577 | |||||
Exercise Price (in dollars per share) | $ 0.480 | |||||
Term (in years) | 10 years | |||||
Common stock warrant eight | Class B | ||||||
Warrants | ||||||
Number of Warrants | 2,577 | |||||
Exercise Price (in dollars per share) | $ 0.530 | |||||
Term (in years) | 10 years | |||||
Common stock warrant nine | Class B | ||||||
Warrants | ||||||
Number of Warrants | 2,244 | |||||
Exercise Price (in dollars per share) | $ 2.560 | |||||
Term (in years) | 10 years | |||||
Common stock warrant ten | Class B | ||||||
Warrants | ||||||
Number of Warrants | 20,470 | |||||
Exercise Price (in dollars per share) | $ 3.410 | |||||
Term (in years) | 10 years | |||||
Common stock warrant eleven | Class B | ||||||
Warrants | ||||||
Number of Warrants | 4,982 | |||||
Exercise Price (in dollars per share) | $ 3.100 | |||||
Term (in years) | 10 years | |||||
Common stock warrants issued 2014 | ||||||
Warrants | ||||||
Number of shares called by warrant issued | 16,312 | |||||
Common stock warrants issued 2014 | Minimum | ||||||
Warrants | ||||||
Exercise price of warrants issued (in dollars per share) | $ 5.82 | |||||
Common stock warrants issued 2014 | Maximum | ||||||
Warrants | ||||||
Exercise price of warrants issued (in dollars per share) | $ 6.40 | |||||
Common stock warrant twelve | Class B | ||||||
Warrants | ||||||
Number of Warrants | 4,015 | |||||
Exercise Price (in dollars per share) | $ 5.820 | |||||
Term (in years) | 10 years | |||||
Common stock warrant thirteen | Class B | ||||||
Warrants | ||||||
Number of Warrants | 12,297 | |||||
Exercise Price (in dollars per share) | $ 6.400 | |||||
Term (in years) | 10 years | |||||
Common stock warrant issued 2015 | ||||||
Warrants | ||||||
Number of shares called by warrant issued | 4,485 | |||||
Exercise price of warrants issued (in dollars per share) | $ 6.40 | |||||
Common stock warrant issued 2015 | Class B | ||||||
Warrants | ||||||
Number of Warrants | 4,485 | |||||
Exercise Price (in dollars per share) | $ 6.400 | |||||
Term (in years) | 10 years | |||||
Common Stock | ||||||
Warrants | ||||||
Shares issued upon exercise of warrants (in shares) | 288,324 | 202,061 | 210,817 | 490,385 | ||
Common Stock | Class B | ||||||
Warrants | ||||||
Shares issued upon exercise of warrants (in shares) | 210,817 |
Stockholders' Deficit and Red82
Stockholders' Deficit and Redeemable Convertible Preferred Stock - Common Stock Warrants Valuation (Details) - Common stock warrants | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Valuation assumptions: | ||
Expected volatility | 50.00% | 54.00% |
Expected life (years) | 10 years | 10 years |
Risk-free interest rate | 2.13% | 2.52% |
Stockholders' Deficit and Red83
Stockholders' Deficit and Redeemable Convertible Preferred Stock - Preferred Stock Warrants (Details) - $ / shares | Oct. 12, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | Oct. 04, 2016 | Oct. 03, 2016 | Dec. 31, 2014 | Apr. 30, 2014 |
Preferred stock warrants | |||||||
Warrants | |||||||
Warrants issued (in shares) | 0 | 0 | |||||
Preferred Stock Warrant One | Series A-1 redeemable convertible preferred stock | |||||||
Warrants | |||||||
Number of Warrants | 250,000 | ||||||
Exercise Price (in dollars per share) | $ 0.800 | ||||||
Term (in years) | 10 years | ||||||
Preferred Stock Warrant Two | Series A-1 redeemable convertible preferred stock | |||||||
Warrants | |||||||
Number of Warrants | 62,500 | ||||||
Exercise Price (in dollars per share) | $ 0.800 | ||||||
Term (in years) | 10 years | ||||||
Preferred Stock Warrant Three | Series A-1 redeemable convertible preferred stock | |||||||
Warrants | |||||||
Exercise Price (in dollars per share) | $ 2.86 | ||||||
Number of shares called by warrant issued | 105,005 | ||||||
Preferred Stock Warrant Three | Series B redeemable convertible preferred stock | |||||||
Warrants | |||||||
Number of Warrants | 105,005 | ||||||
Exercise Price (in dollars per share) | $ 2.860 | ||||||
Term (in years) | 10 years | ||||||
Preferred Stock Warrant Four | Series A-1 redeemable convertible preferred stock | |||||||
Warrants | |||||||
Exercise Price (in dollars per share) | $ 2.99 | ||||||
Number of shares called by warrant issued | 481,863 | ||||||
Preferred Stock Warrant Four | Series B redeemable convertible preferred stock | |||||||
Warrants | |||||||
Number of Warrants | 481,863 | ||||||
Exercise Price (in dollars per share) | $ 2.990 | ||||||
Term (in years) | 10 years | ||||||
Common stock warrants | |||||||
Warrants | |||||||
Number of Warrants | 32,216 | ||||||
Exercise Price (in dollars per share) | $ 1.56 | ||||||
Number of shares called by warrant issued | 463,589 | 232,787 | |||||
Warrants issued (in shares) | 0 | ||||||
Number of warrants exercised (in shares) | 431,373 |
Stock-Based Compensation - Plan
Stock-Based Compensation - Plans (Details) - USD ($) $ / shares in Units, $ in Thousands | Oct. 04, 2016 | Sep. 28, 2016 | Dec. 31, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2016 | Aug. 31, 2016 | Sep. 28, 2014 |
Stock-Based Compensation | |||||||||
Stock-based compensation expense (in dollars) | $ 4,250 | $ 565 | $ 254 | ||||||
Stock options | |||||||||
Stock-Based Compensation | |||||||||
Vesting period | 4 years | ||||||||
Stock-based compensation expense (in dollars) | $ 721 | $ 565 | $ 254 | ||||||
Stock options | Vesting, Tranche 1 | |||||||||
Stock-Based Compensation | |||||||||
Vesting period | 1 year | ||||||||
Vesting (as a percent) | 25.00% | ||||||||
Stock options | Vesting, Tranche 2 | |||||||||
Stock-Based Compensation | |||||||||
Period of monthly vesting | 36 months | ||||||||
Monthly vesting (as a percent) | 2.08% | ||||||||
Stock options | Employee owning more than 10% of voting power | |||||||||
Stock-Based Compensation | |||||||||
Expiration term | 5 years | ||||||||
Expiration term after termination | 90 days | ||||||||
Expiration term after death or termination due to disability | 1 year | ||||||||
Stock options | Minimum | Employee owning more than 10% of voting power | |||||||||
Stock-Based Compensation | |||||||||
Ownership (as a percent) | 10.00% | 10.00% | |||||||
Option price as percentage of fair market value of common stock on the date of grant | 110.00% | ||||||||
2014 Plan | |||||||||
Stock-Based Compensation | |||||||||
Authorized shares of common stock | 3,935,865 | 4,037,981 | |||||||
Awards, other than options, granted (in shares) | 0 | ||||||||
Options granted (in shares) | 0 | ||||||||
2014 Plan | Restricted stock | |||||||||
Stock-Based Compensation | |||||||||
Awards, other than options, granted (in shares) | 700,386 | ||||||||
Share price (in dollars per share) | $ 12 | ||||||||
Stock-based compensation expense (in dollars) | $ 3,246 | ||||||||
Unrecognized compensation expense (in dollars) | $ 5,159 | $ 5,159 | |||||||
2016 Plan | |||||||||
Stock-Based Compensation | |||||||||
Options granted (in shares) | 479,010 | 365,098 | 259,928 | ||||||
Threshold limit to issue or transfer authorized shares (in shares) | 800,000 | ||||||||
Automatic increase on share reserve (as a percent) | 5.00% | ||||||||
Available for future grant (in shares) | 296,028 | 296,028 | |||||||
2016 Plan | Restricted stock | |||||||||
Stock-Based Compensation | |||||||||
Awards, other than options, granted (in shares) | 22,260 | ||||||||
Share price (in dollars per share) | $ 12 | ||||||||
Stock-based compensation expense (in dollars) | $ 39 | ||||||||
Unrecognized compensation expense (in dollars) | $ 228 | $ 228 | |||||||
2016 Plan | Restricted Stock, Initial grant | |||||||||
Stock-Based Compensation | |||||||||
Vesting period | 3 years | ||||||||
Annual vesting (as a percent) | 33.33% | ||||||||
2016 Plan | Restricted Stock, Annual grant | Maximum | |||||||||
Stock-Based Compensation | |||||||||
Vesting period | 1 year | ||||||||
2016 Plan | Stock options | |||||||||
Stock-Based Compensation | |||||||||
Expiration term | 10 years | ||||||||
Unrecognized compensation expense (in dollars) | $ 4,221 | $ 4,221 | |||||||
2016 Plan | Class A | |||||||||
Stock-Based Compensation | |||||||||
Authorized shares of common stock | 2,702,443 | ||||||||
2016 Plan | Class B | |||||||||
Stock-Based Compensation | |||||||||
Authorized shares of common stock | 1,335,538 | ||||||||
Leadership Exit Bonus Plan and Equity Compensation Plan 2016 | |||||||||
Stock-Based Compensation | |||||||||
Share price (in dollars per share) | $ 12 | ||||||||
Surrender of common stock (in shares) | 20,372 | ||||||||
Issuance of common stock (in shares) | 13,362 | ||||||||
Shares paid for tax withholding (in shares) | 7,010 | ||||||||
Issuance of common stock (in dollars) | $ 244 |
Stock-Based Compensation - Opti
Stock-Based Compensation - Options Valuation (Details) - Employee stock options - $ / shares | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Valuation assumptions: | |||
Expected volatility (as a percent) | 61.00% | 55.21% | 59.37% |
Expected life | 5 years 8 months 9 days | 6 years 18 days | 6 years |
Risk-free interest rate (as a percent) | 1.37% | 1.75% | 1.98% |
Weighted average grant-date fair value (in dollars per share) | $ 7.74 | $ 3.34 | $ 1.57 |
Stock-Based Compensation - Op86
Stock-Based Compensation - Options Activity (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Additional disclosures | |||
Intrinsic value of options exercised (in dollars) | $ 2,785 | $ 2,304 | $ 65 |
Proceeds from stock options exercised (in dollars) | 153 | 12 | 59 |
Tax benefit realized | $ 0 | $ 0 | $ 0 |
2016 Plan | |||
Number of shares | |||
Outstanding at beginning of period (in shares) | 2,791,754 | 2,845,226 | 2,635,827 |
Granted (in shares) | 479,010 | 365,098 | 259,928 |
Exercised (in shares) | (203,991) | (406,683) | (41,151) |
Forfeited (in shares) | (7,083) | (11,887) | (9,378) |
Outstanding at end of the period (in shares) | 3,059,690 | 2,791,754 | 2,845,226 |
Options vested and expected to vest at end of the period (in shares) | 3,059,690 | ||
Exercisable at end of period (in shares) | 2,214,358 | ||
Weighted average exercise price | |||
Outstanding at beginning of period (in dollars per share) | $ 3.27 | $ 2.56 | $ 2.20 |
Granted (in dollars per share) | 14.56 | 6.42 | 6.01 |
Exercised (in dollars per share) | 1.32 | 1.04 | 1.42 |
Forfeited (in dollars per share) | 9.02 | 6.24 | 4.17 |
Outstanding at end of period (in dollars per share) | 5.14 | $ 3.27 | $ 2.56 |
Options vested and expected to vest at end of period (in dollars per share) | 5.14 | ||
Exercisable at end of period (in dollars per share) | $ 3.10 | ||
Weighted average remaining contractual term | |||
Outstanding | 6 years 2 months 12 days | ||
Options vested and expected to vest at of the period | 6 years 2 months 12 days | ||
Exercisable | 5 years 4 months 24 days | ||
Aggregate intrinsic value | |||
Outstanding (in dollars) | $ 30,178 | ||
Options vested and expected to vest at end of period (in dollars) | 30,178 | ||
Exercisable (in dollars) | 26,314 | ||
Stock options | 2016 Plan | |||
Additional disclosures | |||
Total unrecognized compensation cost (in dollars) | $ 4,221 | ||
Weighted average period expected to be recognized | 2 years 2 months 12 days | ||
Non-employee options | 2016 Plan | |||
Number of shares | |||
Outstanding at end of the period (in shares) | 217,392 | ||
Additional disclosures | |||
Unvested options (in shares) | 1,777 |
Stock-Based Compensation - Expe
Stock-Based Compensation - Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Stock-based compensation expense | |||
Stock-based compensation expense (in dollars) | $ 4,250 | $ 565 | $ 254 |
Cost of revenue - product | |||
Stock-based compensation expense | |||
Stock-based compensation expense (in dollars) | 191 | 102 | 57 |
Cost of revenue - service | |||
Stock-based compensation expense | |||
Stock-based compensation expense (in dollars) | 46 | 23 | 3 |
Research and development | |||
Stock-based compensation expense | |||
Stock-based compensation expense (in dollars) | 62 | 25 | 9 |
Selling and marketing | |||
Stock-based compensation expense | |||
Stock-based compensation expense (in dollars) | 138 | 91 | 57 |
General and administrative | |||
Stock-based compensation expense | |||
Stock-based compensation expense (in dollars) | $ 3,813 | $ 324 | $ 128 |
Fair Value Measurements - Liabi
Fair Value Measurements - Liabilities (Details) - Recurring - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Fair Value Measurements | |||
Warrant liability | $ 5,569 | ||
Note payable related to acquisition | 15,620 | ||
Acquisition-related contingent consideration - short-term | $ 1,493 | 1,886 | |
Acquisition-related contingent consideration - long-term | 1,515 | 3,355 | |
Liabilities | 3,008 | 26,430 | |
Level 3 | |||
Fair Value Measurements | |||
Warrant liability | 5,569 | ||
Note payable related to acquisition | 15,620 | $ 14,347 | |
Acquisition-related contingent consideration - short-term | 1,493 | 1,886 | |
Acquisition-related contingent consideration - long-term | 1,515 | 3,355 | |
Liabilities | $ 3,008 | $ 26,430 |
Fair Value Measurements - Prefe
Fair Value Measurements - Preferred Stock Warrants Valuation (Details) - Preferred stock warrants | 12 Months Ended |
Dec. 31, 2015$ / shares | |
Weighted-average assumptions: | |
Estimated life | 7 years 11 months 27 days |
Dividend yield | 0.00% |
Risk-free interest rate | 2.10% |
Fair value of underlying instrument | $ 8.14 |
Volatility | 57.81% |
Discount for lack of marketability | 10.00% |
Fair Value Measurements - Warra
Fair Value Measurements - Warrant Liability (Details) - Warrant liability - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Change in fair value using significant unobservable inputs (Level 3): | ||
Balance at beginning of period | $ 5,569 | $ 2,783 |
Adjustments to fair value measurement | (639) | 2,786 |
Conversion upon initial public offering | $ (4,930) | |
Balance at end of period | $ 5,569 |
Fair Value Measurements - Conti
Fair Value Measurements - Contingent consideration (Details) - USD ($) $ / shares in Units, $ in Thousands | Jan. 07, 2014 | Mar. 31, 2016 | Jun. 30, 2015 | Mar. 31, 2015 | Sep. 30, 2014 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Change in fair value | ||||||||
Reduction in fair value of acquisition-related contingent consideration expense | $ 338 | $ 2,059 | $ (790) | |||||
St. Mary Prescription Pharmacy | ||||||||
Change in fair value | ||||||||
Payments of acquisition-related consideration | $ 300 | $ 500 | $ 300 | |||||
Equity consideration (in shares) | 54,124 | 10,824 | 16,237 | 27,062 | 16,237 | |||
Acquisition-related contingent consideration outstanding | 0 | $ 0 | ||||||
Fair value of equity consideration | $ 35 | $ 94 | $ 96 | $ 94 | ||||
Exercise price (in dollars per share) | $ 5.82 | |||||||
Reduction in fair value of acquisition-related contingent consideration expense | $ 15 | |||||||
Capstone | ||||||||
Change in fair value | ||||||||
Payments of acquisition-related consideration | $ 577 | $ 577 | ||||||
Equity consideration (in shares) | 18,418 | 18,418 | ||||||
Acquisition-related contingent consideration outstanding | 0 | $ 0 | ||||||
Fair value of equity consideration | $ 107 | $ 107 | ||||||
Exercise price (in dollars per share) | $ 5.82 | |||||||
Medliance | ||||||||
Change in fair value | ||||||||
Payments of acquisition-related consideration | $ 1,895 | |||||||
Acquisition-related contingent consideration outstanding | 3,008 | 5,241 | ||||||
Reduction in fair value of acquisition-related contingent consideration expense | $ 338 | $ 2,059 |
Fair Value Measurements - Con92
Fair Value Measurements - Contingent consideration Rollforward (Details) - Acquisition related contingent consideration - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Change in fair value using significant unobservable inputs (Level 3): | ||
Balance at beginning of period | $ 5,241 | $ 8,378 |
Fair value of cash consideration paid | (1,895) | (877) |
Fair value of equity consideration paid | (201) | |
Adjustments to fair value measurement | (338) | (2,059) |
Balance at end of period | $ 3,008 | $ 5,241 |
Commitments and Contingencies -
Commitments and Contingencies - Leases (Details) - August 2015 Leases, New Jersey | Mar. 31, 2016lease | Aug. 21, 2015leaseitem | Oct. 31, 2016lease |
Operating Leased Assets [Line Items] | |||
Number of operating lease agreements | 3 | ||
Number of operating leases commenced | 2 | 1 | |
Number of extensions | item | 1 | ||
Additional lease period | 10 years |
Commitments and Contingencies94
Commitments and Contingencies - Future minimum lease payments (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Future minimum lease payments under operating leases | |||
2,017 | $ 1,873 | ||
2,018 | 1,997 | ||
2,019 | 1,958 | ||
2,020 | 1,977 | ||
2,021 | 2,012 | ||
Thereafter | 10,991 | ||
Total minimum lease payments | 20,808 | ||
Rent expense under the operating leases | $ 1,342 | $ 627 | $ 526 |
Commitments and Contingencies95
Commitments and Contingencies - Letter of Credit (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
2015 Revolving Line | ||
Letter of Credit | ||
Letter of credit liability | $ 500 | $ 500 |
Retirement Plan (Details)
Retirement Plan (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Retirement Plan | |||
Contributions by employer | $ 347 | $ 475 | $ 146 |
Related-Party Transactions (Det
Related-Party Transactions (Details) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | ||||
Aug. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Jan. 31, 2014 | Dec. 31, 2012 | |
Related-Party Transactions | ||||||
Notes payable to related parties | $ 250 | |||||
Common stock warrants | ||||||
Related-Party Transactions | ||||||
Related party interest expense, warrants | 16 | $ 31 | ||||
Certain Executive Officers | ||||||
Related-Party Transactions | ||||||
Notes receivable from related parties | $ 410 | |||||
Receivable interest rate (as a percent) | 6.00% | |||||
Certain Executive Officers | 2012 Demand Promissory Note | ||||||
Related-Party Transactions | ||||||
Aggregate borrowings | $ 1,100 | |||||
Related party interest expense, note | 26 | 47 | ||||
Interest rate (as a percent) | 6.00% | |||||
Certain Executive Officers | 2012 Demand Promissory Note | Common stock warrants | ||||||
Related-Party Transactions | ||||||
Related party interest expense, warrants | 16 | 24 | ||||
Certain Executive Officers | 2014 Demand Promissory Note | ||||||
Related-Party Transactions | ||||||
Aggregate borrowings | $ 100 | |||||
Related party interest expense, note | $ 6 | 6 | ||||
Interest rate (as a percent) | 6.00% | |||||
Knowlton Advisors LLC | ||||||
Related-Party Transactions | ||||||
Cost incurred | $ 4 | $ 13 | 19 | |||
Space Age Robotics LLC | ||||||
Related-Party Transactions | ||||||
Cost incurred | 24 | 18 | ||||
Stockholder | 2015 Demand Promissory Note | ||||||
Related-Party Transactions | ||||||
Related party interest expense, note | 11 | $ 15 | 15 | |||
Interest rate (as a percent) | 6.00% | |||||
Notes payable to related parties | $ 250 | |||||
Stockholder | 2015 Demand Promissory Note | Common stock warrants | ||||||
Related-Party Transactions | ||||||
Related party interest expense, warrants | $ 8 | |||||
Tunstall Consulting | ||||||
Related-Party Transactions | ||||||
Cost incurred | $ 104 |
Selected Quarterly Financial 98
Selected Quarterly Financial Data (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Selected Quarterly Financial Data (unaudited) | |||||||||||
Total revenue | $ 27,313 | $ 24,174 | $ 22,418 | $ 20,157 | $ 19,761 | $ 17,952 | $ 16,824 | $ 15,502 | $ 94,062 | $ 70,039 | $ 48,428 |
Gross profit | 9,374 | 6,991 | 6,296 | 6,224 | 5,842 | 5,675 | 4,820 | 4,574 | 28,885 | 20,911 | 10,616 |
Income (loss) from operations | (248) | 1,706 | 1,479 | 1,614 | 2,007 | 1,533 | 1,772 | 853 | 4,551 | 6,165 | 107 |
Net income (loss) attributable to common stockholders: | |||||||||||
Basic | (6,031) | 1,228 | (890) | 293 | 1,504 | (14,066) | (1,245) | (696) | (3,811) | (12,830) | (4,991) |
Diluted | $ (6,031) | $ (803) | $ (890) | $ 94 | $ 395 | $ (14,066) | $ (1,245) | $ (696) | $ (6,889) | $ (12,830) | $ (4,991) |
Net income (loss) per share attributable to common stockholders: | |||||||||||
Basic (in dollars per share) | $ (0.39) | $ 0.25 | $ (0.18) | $ 0.06 | $ 0.33 | $ (3.21) | $ (0.30) | $ (0.17) | $ (0.51) | $ (2.97) | $ (1.23) |
Diluted (in dollars per share) | $ (0.39) | $ (0.08) | $ (0.18) | $ 0.01 | $ 0.03 | $ (3.21) | $ (0.30) | $ (0.17) | $ (0.59) | $ (2.97) | $ (1.23) |
Schedule II - Valuation and Qua
Schedule II - Valuation and Qualifying Accounts (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Allowance for doubtful accounts | |||
Valuation and Qualifying Accounts | |||
Balance at Beginning of Period | $ 49 | $ 12 | $ 6 |
Additions Charged to Costs and Expenses | (10) | 43 | 12 |
Deductions | (6) | (6) | |
Balance at End of Period | 39 | 49 | 12 |
Deferred tax asset valuation allowance | |||
Valuation and Qualifying Accounts | |||
Balance at Beginning of Period | 4,489 | 4,626 | 4,672 |
Additions Charged to Costs and Expenses | 2,900 | (137) | 376 |
Deductions | (422) | ||
Balance at End of Period | $ 7,389 | $ 4,489 | $ 4,626 |