Cover
Cover - shares | 6 Months Ended | |
Jun. 30, 2020 | Aug. 06, 2020 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2020 | |
Document Transition Report | false | |
Entity Registrant Name | Establishment Labs Holdings Inc. | |
Entity Incorporation, State or Country Code | D8 | |
Entity Address, Address Line One | Building B15 and 25 | |
Entity Address, Address Line Two | Coyol Free Zone | |
Entity Address, City or Town | Alajuela | |
Entity Address, Country | CR | |
Country Region | 506 | |
City Area Code | 24 | |
Local Phone Number | 34 2400 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Shell Company | false | |
Title of 12(b) Security | Common Shares, No Par Value | |
Trading Symbol | ESTA | |
Security Exchange Name | NASDAQ | |
Entity Common Stock, Shares Outstanding (in shares) | 23,367,033 | |
Current Fiscal Year End Date | --12-31 | |
Amendment Flag | false | |
Entity Central Index Key | 0001688757 | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q2 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Current assets: | ||
Cash | $ 86,382 | $ 37,655 |
Accounts receivable, net of allowance for doubtful accounts of $1,954 and $1,026 | 17,142 | 22,767 |
Inventory, net | 29,057 | 28,660 |
Prepaid expenses and other current assets | 3,841 | 6,757 |
Total current assets | 136,422 | 95,839 |
Long-term assets: | ||
Property and equipment, net of accumulated depreciation | 16,085 | 16,418 |
Goodwill | 465 | 465 |
Intangible assets, net of accumulated amortization | 3,480 | 3,441 |
Other non-current assets | 360 | 368 |
Total assets | 156,812 | 116,531 |
Current liabilities: | ||
Accounts payable | 8,293 | 10,366 |
Accrued liabilities | 10,517 | 10,677 |
Other liabilities, short term | 1,742 | 2,199 |
Total current liabilities | 20,552 | 23,242 |
Long-term liabilities: | ||
Note payable, Madryn, net of debt discount and issuance costs | 48,939 | 48,142 |
Madryn put option | 3,509 | 3,072 |
Other liabilities, long term | 2,026 | 2,461 |
Total liabilities | 75,026 | 76,917 |
Commitments and contingencies (Note 7) | ||
Shareholders’ equity: | ||
Common shares - zero par value, unlimited amount authorized; 23,762,787 and 21,057,040 shares issued at June 30, 2020 and December 31, 2019, respectively; 23,354,717 and 20,648,970 shares outstanding at June 30, 2020 and December 31, 2019, respectively | 211,932 | 147,688 |
Additional paid-in-capital | 24,338 | 21,214 |
Treasury shares, at cost, 408,070 shares held at June 30, 2020 and December 31, 2019 | (2,854) | (2,854) |
Accumulated deficit | (155,355) | (127,125) |
Accumulated other comprehensive income | 3,725 | 691 |
Total shareholders’ equity | 81,786 | 39,614 |
Total liabilities and shareholders’ equity | $ 156,812 | $ 116,531 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 1,954 | $ 1,026 |
Common stock, shares issued (in shares) | 23,762,787 | 21,057,040 |
Common stock, shares outstanding (in shares) | 23,354,717 | 20,648,970 |
Treasury stock, shares held (in shares) | 408,070 | 408,070 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Income Statement [Abstract] | ||||
Revenue | $ 10,474 | $ 21,684 | $ 34,955 | $ 42,462 |
Cost of revenue | 3,240 | 8,672 | 12,243 | 18,198 |
Gross profit | 7,234 | 13,012 | 22,712 | 24,264 |
Operating expenses: | ||||
Sales, general and administrative | 14,438 | 18,394 | 33,422 | 34,450 |
Research and development | 2,399 | 4,001 | 6,598 | 7,585 |
Total operating expenses | 16,837 | 22,395 | 40,020 | 42,035 |
Loss from operations | (9,603) | (9,383) | (17,308) | (17,771) |
Interest income | 2 | 4 | 10 | 10 |
Interest expense | (2,130) | (2,521) | (4,276) | (4,763) |
Change in fair value of derivative instruments | 1,492 | 2,640 | (437) | 2,608 |
Change in fair value of contingent consideration | (141) | 137 | 299 | 362 |
Other expense, net | 103 | 118 | (6,093) | (186) |
Loss before income taxes | (10,277) | (9,005) | (27,805) | (19,740) |
Provision for income taxes | (194) | (35) | (425) | (79) |
Net loss | $ (10,471) | $ (9,040) | $ (28,230) | $ (19,819) |
Basic and diluted net loss per share (in dollars per share) | $ (0.45) | $ (0.44) | $ (1.23) | $ (0.97) |
Weighted average outstanding shares used for basic and diluted net loss per share (in shares) | 23,482,031 | 20,448,643 | 22,969,162 | 20,407,912 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Statement of Comprehensive Income [Abstract] | ||||
Net loss | $ (10,471) | $ (9,040) | $ (28,230) | $ (19,819) |
Other comprehensive income (loss): | ||||
Foreign currency translation gain (loss) | 213 | (154) | 3,034 | (87) |
Other comprehensive gain (loss) | 213 | (154) | 3,034 | (87) |
Comprehensive loss | $ (10,258) | $ (9,194) | $ (25,196) | $ (19,906) |
Condensed Consolidated Statem_3
Condensed Consolidated Statement of Shareholders’ Equity - USD ($) $ in Thousands | Total | Common Shares | Treasury Shares | Additional Paid-In Capital | Accumulated Deficit | AOCI Attributable to Parent | IPO | IPOCommon Shares |
Beginning balance (in shares) at Dec. 31, 2018 | 20,672,025 | 408,070 | ||||||
Beginning balance at Dec. 31, 2018 | $ 69,485 | $ 145,709 | $ (2,854) | $ 15,156 | $ (88,975) | $ 449 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Issuance of shares in an asset acquisition (in shares) | 12,404 | |||||||
Issuance of shares in an asset acquisition | 337 | $ 337 | ||||||
Stock option exercises (in shares) | 5,941 | |||||||
Stock option exercises | 84 | $ 84 | ||||||
Warrant exercises (in shares) | 70,567 | |||||||
Warrant exercises | 56 | $ 113 | (57) | |||||
Share-based compensation (in shares) | 45,394 | |||||||
Share-based compensation | 1,836 | $ 45 | 1,791 | |||||
Shares withheld to cover income tax obligation upon vesting of restricted stock (in shares) | (2,528) | |||||||
Shares withheld to cover income tax obligation upon vesting of restricted stock | (56) | $ (3) | (53) | |||||
Foreign currency translation gain (loss) | 67 | 67 | ||||||
Net loss | (10,779) | (10,779) | ||||||
Ending balance (in shares) at Mar. 31, 2019 | 20,803,803 | 408,070 | ||||||
Ending balance at Mar. 31, 2019 | 61,030 | $ 146,285 | $ (2,854) | 16,837 | (99,754) | 516 | ||
Beginning balance (in shares) at Dec. 31, 2018 | 20,672,025 | 408,070 | ||||||
Beginning balance at Dec. 31, 2018 | 69,485 | $ 145,709 | $ (2,854) | 15,156 | (88,975) | 449 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Foreign currency translation gain (loss) | (87) | |||||||
Net loss | (19,819) | |||||||
Ending balance (in shares) at Jun. 30, 2019 | 20,882,419 | 408,070 | ||||||
Ending balance at Jun. 30, 2019 | 53,787 | $ 146,433 | $ (2,854) | 18,640 | (108,794) | 362 | ||
Beginning balance (in shares) at Mar. 31, 2019 | 20,803,803 | 408,070 | ||||||
Beginning balance at Mar. 31, 2019 | 61,030 | $ 146,285 | $ (2,854) | 16,837 | (99,754) | 516 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Stock option exercises (in shares) | 22,289 | |||||||
Stock option exercises | 92 | $ 92 | ||||||
Warrant exercises (in shares) | 16,754 | |||||||
Warrant exercises | 0 | $ 16 | (16) | |||||
Share-based compensation (in shares) | 41,024 | |||||||
Share-based compensation | 1,894 | $ 41 | 1,853 | |||||
Shares withheld to cover income tax obligation upon vesting of restricted stock (in shares) | (1,451) | |||||||
Shares withheld to cover income tax obligation upon vesting of restricted stock | (35) | $ (1) | (34) | |||||
Foreign currency translation gain (loss) | (154) | (154) | ||||||
Net loss | (9,040) | (9,040) | ||||||
Ending balance (in shares) at Jun. 30, 2019 | 20,882,419 | 408,070 | ||||||
Ending balance at Jun. 30, 2019 | 53,787 | $ 146,433 | $ (2,854) | 18,640 | (108,794) | 362 | ||
Beginning balance (in shares) at Dec. 31, 2019 | 21,057,040 | 408,070 | ||||||
Beginning balance at Dec. 31, 2019 | 39,614 | $ 147,688 | $ (2,854) | 21,214 | (127,125) | 691 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Issuance of common stock, net of underwriters' discount and issuance costs (in shares) | 2,628,571 | |||||||
Issuance of common stock, net of underwriters’ discount and issuance costs | $ 63,855 | $ 63,855 | ||||||
Stock option exercises (in shares) | 39,723 | |||||||
Stock option exercises | 181 | $ 181 | ||||||
Share-based compensation (in shares) | 11,062 | |||||||
Share-based compensation | 1,629 | $ 11 | 1,618 | |||||
Shares withheld to cover income tax obligation upon vesting of restricted stock (in shares) | (1,383) | |||||||
Shares withheld to cover income tax obligation upon vesting of restricted stock | (34) | $ (1) | (33) | |||||
Foreign currency translation gain (loss) | 2,821 | 2,821 | ||||||
Net loss | (17,759) | (17,759) | ||||||
Ending balance (in shares) at Mar. 31, 2020 | 23,735,013 | 408,070 | ||||||
Ending balance at Mar. 31, 2020 | 90,307 | $ 211,734 | $ (2,854) | 22,799 | (144,884) | 3,512 | ||
Beginning balance (in shares) at Dec. 31, 2019 | 21,057,040 | 408,070 | ||||||
Beginning balance at Dec. 31, 2019 | $ 39,614 | $ 147,688 | $ (2,854) | 21,214 | (127,125) | 691 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Stock option exercises (in shares) | 62,457 | |||||||
Foreign currency translation gain (loss) | $ 3,034 | |||||||
Net loss | (28,230) | |||||||
Ending balance (in shares) at Jun. 30, 2020 | 23,762,787 | 408,070 | ||||||
Ending balance at Jun. 30, 2020 | 81,786 | $ 211,932 | $ (2,854) | 24,338 | (155,355) | 3,725 | ||
Beginning balance (in shares) at Mar. 31, 2020 | 23,735,013 | 408,070 | ||||||
Beginning balance at Mar. 31, 2020 | 90,307 | $ 211,734 | $ (2,854) | 22,799 | (144,884) | 3,512 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Stock option exercises (in shares) | 22,734 | |||||||
Stock option exercises | 193 | $ 193 | ||||||
Share-based compensation (in shares) | 5,802 | |||||||
Share-based compensation | 1,557 | $ 6 | 1,551 | |||||
Shares withheld to cover income tax obligation upon vesting of restricted stock (in shares) | (762) | |||||||
Shares withheld to cover income tax obligation upon vesting of restricted stock | (13) | $ (1) | (12) | |||||
Foreign currency translation gain (loss) | 213 | 213 | ||||||
Net loss | (10,471) | (10,471) | ||||||
Ending balance (in shares) at Jun. 30, 2020 | 23,762,787 | 408,070 | ||||||
Ending balance at Jun. 30, 2020 | $ 81,786 | $ 211,932 | $ (2,854) | $ 24,338 | $ (155,355) | $ 3,725 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Cash flows from operating activities: | ||
Net loss | $ (28,230) | $ (19,819) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 1,629 | 1,416 |
Provision for doubtful accounts | 971 | (17) |
Provision for inventory obsolescence | 564 | (22) |
Share-based compensation | 3,186 | 3,730 |
Loss from disposal of property and equipment | 114 | 24 |
Unrealized foreign currency loss, net | 5,647 | 67 |
Change in fair value of derivative instruments | 437 | (2,608) |
Change in fair value of contingent consideration | (299) | (362) |
Amortization of debt discount | 797 | 1,731 |
Changes in operating assets and liabilities: | ||
Accounts receivable | 4,150 | (3,715) |
Inventory | (3,235) | (725) |
Prepaid expenses and other current assets | 2,667 | (234) |
Other assets | 4 | (56) |
Accounts payable | (1,289) | 2,413 |
Accrued liabilities | (5) | 2,709 |
Other liabilities | (5) | 407 |
Net cash used in operating activities | (12,897) | (15,061) |
Cash flows from investing activities: | ||
Purchases of property and equipment | (1,290) | (4,882) |
Cash used in asset acquisition | (497) | (767) |
Cost incurred for intangible assets | (495) | (17) |
Net cash used in investing activities | (2,282) | (5,666) |
Cash flows from financing activities: | ||
Repayments on capital leases | (139) | (185) |
Proceeds from issuance of ordinary shares, net of issuance costs | 63,855 | 0 |
Proceeds from stock option exercises | 374 | 176 |
Proceeds from warrant exercises | 0 | 58 |
Tax payments related to shares withheld upon vesting of restricted stock | (48) | (91) |
Net cash provided by (used in) financing activities | 64,042 | (42) |
Effect of exchange rate changes on cash | (136) | 0 |
Net (decrease)/increase in cash | 48,727 | (20,769) |
Cash at beginning of period | 37,655 | 52,639 |
Cash at end of period | 86,382 | 31,870 |
Supplemental disclosures: | ||
Cash paid for interest | 3,464 | 2,724 |
Cash paid for income taxes | 2 | 146 |
Supplemental disclosures of non-cash investing and financing activities: | ||
Unpaid balance for property and equipment | 327 | 622 |
Assets acquired under capital leases | 0 | 69 |
Equity consideration in an asset acquisition | 0 | 337 |
Inventory acquired in an asset acquisition | 0 | 1,257 |
Consideration payable related to asset acquisition | $ 779 | $ 1,277 |
Formation and Business of the C
Formation and Business of the Company | 6 Months Ended |
Jun. 30, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Formation and Business of the Company | Formation and Business of the Company Formation and Business of the Company Establishment Labs Holdings Inc. and its wholly owned subsidiaries (collectively “the Company”, “we”, “us”, or “our”) is a global company that manufactures and markets innovative medical devices for aesthetic and reconstructive plastic surgery. The Company was established in the British Virgin Islands on October 9, 2013, at which time Establishment Labs, S.A., the Costa Rican manufacturing company, was reincorporated as a wholly-owned subsidiary. As of June 30, 2020, the Company also has wholly-owned subsidiaries in the United States (JAMM Technologies, Inc. and Motiva USA LLC), Brazil (Establishment Labs Produtos para Saude Ltda), Belgium (European Distribution Center Motiva BVBA), France (Motiva Implants France SAS), Sweden (Motiva Nordica AB), Switzerland (JEN-Vault AG), the United Kingdom (Motiva Implants UK Limited), Italy (Motiva Italy S.R.L), Spain (Motiva Implants Spain, S.L.), Austria (Motiva Austria GmbH), Germany (Motiva Germany GmbH) and Argentina (Motiva Argentina S.R.L). Substantially all of the Company’s revenues are derived from the sale of silicone gel-filled breast implants, branded as Motiva Implants. The main manufacturing activities are conducted at two manufacturing facilities in Costa Rica. In 2010, the Company began operating under the Costa Rica free zone regime (Régimen de Zona Franca), which provides for reduced income tax and other tax obligations pursuant to an agreement with the Costa Rican authorities. The Company’s products are approved for sale in Europe, the Middle East, Latin America, and Asia. The Company sells its products internationally through a combination of distributors and direct sales to customers. The Company is pursuing regulatory approval to commercialize its products in the United States. The Company received approval for an investigational device exemption, or IDE, from the FDA in March 2018 to initiate a clinical trial in the United States for its Motiva Implants. In August 2019, we completed all patient surgeries for the IDE aesthetic cohorts, which include primary augmentation and revision. As of June 30, 2020, we are continuing to enroll subjects in the remaining reconstruction cohorts. The Company has been expanding its global operations through a series of acquisitions and establishing wholly-owned subsidiaries. In November 2015, the Company purchased certain assets from Magna Equities I, LLC and established its wholly-owned subsidiary, JAMM Technologies, Inc., in the United States. In January 2016, the Company purchased a distribution company in Brazil to support the application to sell its products in Brazil. In March 2016, the Company purchased a storage and distribution company in Belgium to support its continued growth in Europe. In September 2016, the Company purchased a distribution company in France, and it also established a wholly-owned subsidiary in Switzerland. In November 2017, the Company acquired certain assets from Femiline AB and established its wholly-owned subsidiary in Sweden, Motiva Nordica AB. During 2018, the Company established wholly-owned subsidiaries in the United Kingdom and Italy and purchased certain assets from Menke Med GmbH, Motiva Matrix Spain, S.L. and Belle Health Ltd. In 2019, the Company purchased certain assets from AFS Medical GMBH and established wholly-owned subsidiaries in Austria, Spain and Germany. In 2020, the Company established a wholly-owned subsidiary in Argentina. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2020 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies There have been no material changes to the Company’s significant accounting policies during the six months ended June 30, 2020 as compared to the significant accounting policies described in Note 2 of the “Notes to Consolidated Financial Statements” in the Company’s audited consolidated financial statements as of December 31, 2019 and 2018 and for the years then ended. Below are those policies with current period updates. Basis of Presentation and Consolidation The accompanying condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America, or GAAP, and the applicable rules and regulations of the Securities and Exchange Commission, or SEC, for interim financial information. Accordingly, they do not include all of the information and notes required by GAAP for complete financial statements. The accompanying condensed consolidated financial statements and related financial information should be read in conjunction with the audited consolidated financial statements and the related notes thereto for the years ended December 31, 2019 and 2018 presented in the Company’s Form 10-K filed on March 16, 2020, with the U.S. Securities and Exchange Commission. The condensed consolidated financial statements include the Company’s accounts and those of its wholly owned subsidiaries as of June 30, 2020 as follows: Subsidiary Incorporation/Acquisition Date Establishment Labs, S.A. (Costa Rica) January 18, 2004 Motiva USA, LLC (USA) February 20, 2014 JAMM Technologies, Inc. (USA) October 27, 2015 Establishment Labs Produtos par Saude Ltda (Brazil) January 4, 2016 European Distribution Center Motiva BV (Belgium) March 4, 2016 Motiva Implants France SAS (France) September 12, 2016 JEN-Vault AG (Switzerland) November 22, 2016 Motiva Nordica AB (Sweden) November 2, 2017 Motiva Implants UK Limited (the United Kingdom) July 31, 2018 Motiva Italy S.R.L (Italy) July 31, 2018 Motiva Implants Spain, S.L. (Spain) January 3, 2019 Motiva Austria GmbH (Austria) January 14, 2019 Motiva Germany GmbH (Germany) August 1, 2019 Motiva Argentina S.R.L (Argentina) February 7, 2020 All intercompany accounts and transactions have been eliminated in consolidation. Unaudited Interim Condensed Consolidated Financial Information The accompanying interim condensed consolidated financial statements as of June 30, 2020 and for the three and six months ended June 30, 2020 and 2019, and the related interim information contained within the notes to the condensed consolidated financial statements, are unaudited. The unaudited interim condensed consolidated financial statements have been prepared in accordance with GAAP and on the same basis as the audited consolidated financial statements. In the opinion of management, the accompanying unaudited interim condensed consolidated financial statements contain all adjustments which are necessary to state fairly the Company’s financial position as of June 30, 2020, and the results of its operations and cash flows for the six months ended June 30, 2020 and 2019. Such adjustments are of a normal and recurring nature. The results for the six months ended June 30, 2020 are not necessarily indicative of the results to be expected for the full fiscal year 2020, or for any future period. Segments The chief operating decision maker for the Company is the Chief Executive Officer. The Chief Executive Officer reviews financial information presented on a consolidated basis, accompanied by information about revenue by geographic region, for purposes of allocating resources and evaluating financial performance. The Company has one business activity and there are no segment managers who are held accountable for operations, operating results or plans for levels or components below the consolidated unit level. Accordingly, the Company has determined that it has a single reportable and operating segment structure. The Company and its Chief Executive Officer evaluate performance based primarily on revenue in the geographic regions in which the Company operates. Geographic Concentrations The Company derives all its revenues from sales to customers in Europe, the Middle East, Latin America, and Asia, and has not yet received approval to sell its products in the United States. For the six months ended June 30, 2020 and 2019, Brazil accounted for 9.6% and 16.1% of consolidated revenue and no other individual country exceeded 10% of consolidated revenue, on a ship-to destination basis. The Company’s long-lived assets located in Costa Rica represented the majority of the total long-lived assets as of June 30, 2020 and December 31, 2019. Use of Estimates The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the amounts reported in the condensed consolidated financial statements and accompanying notes. Significant accounting estimates and management judgments reflected in the condensed consolidated financial statements include items such as accounts receivable valuation and allowances, inventory valuation and allowances, valuation of acquired intangible assets, valuation of derivatives, estimation of assets’ useful lives and valuation of deferred income tax assets, including tax valuation allowances. Estimates are based on historical experience, where applicable, and other assumptions believed to be reasonable by management. Actual results may differ from those estimates under different assumptions or conditions. Concentration of Credit Risk and Other Risks and Uncertainties Financial instruments that potentially subject the Company to a concentration of credit risk consist principally of cash and accounts receivable. The majority of the Company’s cash is held at two financial institutions in the United States. Balances in the Company’s cash accounts exceed the Federal Deposit Insurance Corporation, or FDIC, limit of $250,000. The Company has not experienced any losses to its deposits of cash. All of the Company’s revenue has been derived from sales of its products in international markets, principally Europe, the Middle East, Latin America, and Asia. In the international markets in which the Company participates, the Company uses a combination of distributors and makes direct sales to customers. The Company performs ongoing credit evaluations of its distributors and customers, does not require collateral, and maintains allowances for potential credit losses on customer accounts when deemed necessary. During the six months ended June 30, 2020 and 2019, no customers accounted for more than 10% of the Company’s revenue. Substantially all of the Company’s revenues are derived from the sale of Motiva Implants. One customer accounted for 13.0% and another customer accounted for 11.5% of the Company’s trade accounts receivable balance as of June 30, 2020. One customer accounted for 10.2% of the Company’s trade accounts receivable balance as of December 31, 2019 . The Company relies on NuSil Technology, LLC, or NuSil, as the sole supplier of medical-grade silicone used in Motiva Implants. During the six months ended June 30, 2020 and 2019, the Company had purchases of $8.1 million, or 67.4% of total purchases, and $8.1 million, or 62.1% of total purchases, respectively, from NuSil. As of June 30, 2020 and December 31, 2019 , the Company had an outstanding balance owed to this vendor of $2.0 million and $2.7 million, respectively. The Company’s future results of operations involve a number of risks and uncertainties. Factors that could affect the Company’s future operating results and cause actual results to vary materially from expectations include, but are not limited to, uncertainty of regulatory approval of the Company’s current and potential future products, uncertainty of market acceptance of the Company’s products, competition from substitute products and larger companies, securing and protecting proprietary technology, strategic relationships and dependence on key individuals and sole source suppliers. Products developed by the Company require clearances from the FDA or other international regulatory agencies prior to commercial sales. There can be no assurance that the products will receive the necessary clearances. If the Company was denied clearance, clearance was delayed, or the Company was unable to maintain its existing clearances, these developments could have a material adverse impact on the Company. In March 2020, the World Health Organization declared the outbreak of a novel coronavirus, or COVID-19, as a pandemic which has spread globally, including locations where the Company does business. The full extent of the outbreak, related business and travel restrictions and changes to behavior intended to reduce its spread are uncertain and continues to evolve globally. Therefore, the full extent to which COVID-19 may impact the Company’s results of operations, liquidity or financial position is uncertain. This outbreak has already had a material disruption on the operations of the Company and its suppliers and customers. Management continues to monitor the impact that the COVID-19 pandemic is having on the Company, the breast aesthetics and reconstruction market and the economies in which the Company operates. The Company anticipates that its future results of operations, including the results for 2020, will be materially impacted by the COVID-19 outbreak, but, at this time, does not currently expect that the impact from the COVID-19 outbreak will have a material effect on the Company’s liquidity or financial position. However, given the speed and frequency of continuously evolving developments with respect to this pandemic, the Company cannot reasonably estimate the magnitude of the impact to the results of its operations. To the extent that the Company’s customers continue to be materially and adversely impacted by the COVID-19 outbreak, this could materially interrupt the Company’s business operations. Cash The Company’s cash consists of cash maintained in checking and interest-bearing accounts. The Company accounts for financial instruments with original maturities of three months or less at the date of purchase as cash equivalents. The Company held no cash equivalents as of June 30, 2020 and December 31, 2019 . Accounts Receivable and Allowance for Doubtful Accounts Accounts receivable is stated at invoice value less estimated allowances for returns and doubtful accounts. The Company continually monitors customer payments and maintains an allowance for estimated losses resulting from customers’ inability to make required payments. In evaluating the Company’s ability to collect outstanding receivable balances, the Company considers various factors including the age of the balance, the creditworthiness of the customer, which is assessed based on ongoing credit evaluations and payment history, and the customer’s current financial condition. In cases where there are circumstances that may impair a specific customer’s ability to meet its financial obligations, an allowance is recorded against amounts due, which reduces the net recognized receivable to the amount reasonably believed to be collectible. Inventory and Cost of Revenue Inventory is stated at the lower of cost to purchase or manufacture the inventory or the net realizable value of such inventory. Cost is determined using the standard cost method which approximates actual costs using the first-in, first-out basis. The Company regularly reviews inventory quantities considering actual losses, projected future demand, and remaining shelf life to record a provision for excess and slow-moving inventory. An inventory reserve of $0.9 million and $0.3 million has been recorded as of June 30, 2020 and December 31, 2019, re spectively. The Company recognizes the cost of inventory transferred to the customer in cost of revenue whe n revenue is recognized. Shipping and Handling Costs Shipping and handling costs are expensed as incurred and are included in selling, general and administrative, or SG&A, expenses. For the three months ended June 30, 2020 and 2019, shipping and handling costs were $0.6 million and $0.7 million , respectively. For each of the six months ended June 30, 2020 and 2019, shipping and handling costs were $1.4 million. Revenue Recognition The Company recognizes revenue related to sales of products to distributors or directly to customers in markets where it has regulatory approval, net of discounts and allowances. The Company recognizes revenue in accordance with Accounting Standards Codification, or ASC, 606, Revenue from Contracts with Customers . ASC 606 requires the Company to recognize revenue to depict the transfer of goods or services to a customer at an amount that reflects the consideration it expects to receive in exchange for those goods or services. The Company recognizes revenue related to the sales of products to distributors at the time of shipment of the product, which represents the point in time when the distributor has taken ownership and assumed the risk of loss and the required revenue recognition criteria are satisfied. The Company’s distributors are obligated to pay within specified terms regardless of when, or if, they sell the products. The Company’s contracts with distributors typically do not contain right of return or price protection and have no post-delivery obligations. Appropriate reserves are established for anticipated sales returns based on historical experience, recent gross sales and any notification of pending returns. The Company recognizes revenue when title to the product and risk of loss transfer to customers, provided there are no remaining performance obligations required of the Company or any written matters requiring customer acceptance. The Company allows for the return of product from direct customers in certain regions within fifteen days after the original sale and records estimated sales returns as a reduction of sales in the same period revenue is recognized. Sales return provisions are calculated based upon historical experience with actual returns. Actual sales returns in any future period are inherently uncertain and thus may differ from the estimates. If actual sales returns differ significantly from the estimates, an adjustment to revenue in the current or subsequent period is recorded. As of June 30, 2020 and December 31, 2019 , an allowance of $24,000 and $36,000 was recorded for product returns, respectively. A portion of the Company’s revenue is generated from the sale of consigned inventory maintained at physician, hospital, and clinic locations. For these products, revenue is recognized at the time the Company is notified by the consignee that the product has been implanted, not when the consigned products are delivered to the consignee’s warehouse. Revenue was generated in these primary geographic markets: Six Months Ended June 30, Three Months Ended June 30, 2020 2019 2020 2019 (in thousands) Europe $ 15,932 $ 18,687 $ 6,153 $ 9,280 Latin America 8,508 12,184 1,366 6,017 Asia-Pacific/Middle East 10,350 11,222 2,880 6,276 Other 165 369 75 111 $ 34,955 $ 42,462 $ 10,474 $ 21,684 The Company has a limited warranty for the shelf life of the product, which is five years from the time of manufacture. Estimated warranty obligations are recorded at the time of sale. The Company also offers a warranty to patients in the event of rupture and a replacement program for capsular contracture events, provided certain registration requirements are met. Revenue for extended warranties are recognized ratably over the term of the agreement. To date, these warranty and program costs have been de minimis. The Company will continue to evaluate the warranty reserve policies for adequacy considering claims history. Deferred revenue primarily consists of payments received in advance of meeting revenue recognition criteria. The Company has received payments from distributors to provide distribution exclusivity within a geographic area and recognizes deferred revenue on a ratable basis over the term of such contractual distribution relationship. Additionally, the Company has received payments from customers in direct markets prior to surgical implantation and recognizes deferred revenue at the time the Company is notified by the customer that the product has been implanted. For all arrangements, any revenue that has been deferred and is expected to be recognized beyond one year is classified as long-term deferred revenue and included in “Other liabilities, long term” on the condensed consolidated balance sheets (see Note 3). Research and Development Costs related to research and development, or R&D, activities are expensed as incurred. R&D costs primarily include personnel costs, materials, clinical expenses, regulatory expenses, product development, consulting services, and outside research activities, all of which are directly related to research and development activities. The Company estimates FDA clinical trial expenses based on the services performed, pursuant to contracts with research institutions and clinical research organizations that conduct and manage clinical trials on its behalf. In accruing service fees, the Company estimates the time period over which services will be performed and the level of patient enrollment and activity expended in each period. If the actual timing of the performance of services or the level of effort varies from the estimate, the Company will adjust the accrual accordingly. Selling, General and Administrative Expenses SG&A expenses include sales and marketing costs, payroll and related benefit costs, insurance expenses, shipping and handling costs, legal and professional fees and administrative overhead. Property and Equipment Property and equipment are stated at cost less accumulated depreciation and amortization. Following the exercise of its option to purchase its manufacturing facility in June 2019, the Company depreciates the owned building on a straight-line basis over 50 years of useful life. Depreciation of property and equipment is computed using the straight-line method over the assets’ estimated useful lives of five ten Goodwill and Intangible Assets The Company records the excess of the acquisition purchase price over the net fair value of the tangible and identifiable intangible assets acquired and liabilities assumed as goodwill. In accordance with ASC 350, Intangibles - Goodwill and Other, the Company tests goodwill for impairment annually during the fourth quarter of each year and whenever events or changes in circumstances indicate that the carrying value of the asset may not be recoverable. In connection with the annual impairment test for goodwill, the Company elected the option to perform a qualitative assessment to determine whether it is more likely than not that the fair value of the reporting unit is less than its carrying amount. If the Company determines that it was more likely than not that the fair value of the reporting unit is less than its carrying amount, then the impairment test is performed. Consistent with the Company's assessment that it has only one reporting segment, the Company has determined that it has only one reporting unit and tests goodwill for impairment at the entity level using the two-step process required by ASC 350. In the first step, the Company compares the carrying amount of the reporting unit to the fair value of the enterprise. If the fair value of the enterprise exceeds the carrying value, goodwill is not considered impaired and no further testing is required. If the carrying value of the enterprise exceeds the fair value, goodwill is potentially impaired, and the second step of the impairment test must be performed. In the second step, the Company compares the implied fair value of the goodwill, as defined by ASC 350, to its carrying amount to determine the impairment loss, if any. The Company capitalizes certain costs related to intangible assets, such as patents and trademarks and records purchased intangible assets at their respective estimated fair values at the date of acquisition. Purchased finite-lived intangible assets are being amortized using the straight-line method over their remaining estimated useful lives, which range from two fifteen During the year ended December 31, 2019, there was no impairment of goodwill or intangible assets based on the qualitative assessments performed by the Company. As of June 30, 2020, the Company determined that the economic impact of the global COVID-19 pandemic constituted a triggering event which would indicate that the acquired intangible asset values may not be recoverable. During the six months ended June 30, 2020, there has been no impairment of goodwill or intangible assets based on the qualitative assessments performed by the Company. Long-Lived Assets The Company reviews long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset might not be recoverable. When such an event occurs, management determines whether there has been impairment by comparing the anticipated undiscounted future net cash flows to the related asset group’s carrying value. If an asset is considered impaired, the asset is written down to fair value, which is determined based either on discounted cash flows or appraised value, depending on the nature of the asset. There were no impairment charges, or changes in estimated useful lives recorded d uring the year ended December 31, 2019 or the six months ended June 30, 2020. Debt and Embedded Derivatives The Company applies the accounting standards for derivatives and hedging and for distinguishing liabilities from equity when accounting for hybrid contracts. The Company accounts for convertible debt instruments when the Company has determined that the embedded conversion options should not be bifurcated from their host instruments in accordance with ASC 470-20 Debt with Conversion and Other Options (see Note 6). The Company uses option pricing valuation models to determine the fair value of embedded derivatives and records any change in fair value as a component of other income or expense in the condensed consolidated statements of operations (see Note 5). Debt Issuance Costs and Debt Discounts Costs incurred in connection with the issuance of new debt are capitalized. Capitalizable debt issuance costs paid to third parties and debt discounts, net of amortization, are recorded as a reduction to the long-term debt balance on the condensed consolidated balance sheets. Amortization expense on capitalized debt issuance costs and debt discounts related to loans are calculated using the effective interest method over the term of the loan commitment and is recorded as interest expense in the condensed consolidated statements of operations. Income Taxes The Company records income taxes using the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been recognized in the Company’s consolidated financial statements or income tax returns. In estimating future tax consequences, expected future events, enactments or changes in the tax law or rates are considered. Valuation allowances are provided when necessary to reduce deferred tax assets to the amount expected to be realized. The Company operates in various tax jurisdictions and is subject to audit by various tax authorities. The Company records uncertain tax positions based on a two-step process whereby (1) a determination is made as to whether it is more likely than not that the tax positions will be sustained based on the technical merits of the position and (2) for those tax positions that meet the more-likely-than-not recognition threshold the Company recognizes the largest amount of tax benefit that is greater than 50% likely to be realized upon ultimate settlement with the related tax authority. The Company’s policy is to recognize interest and penalties accrued on any unrecognized tax benefits as a component of income tax expense. Significant judgment is required in the identification of uncertain tax positions and in the estimation of penalties and interest on uncertain tax positions. There were no material uncertain tax positions in fiscal 2019 and for the six months ended June 30, 2020. Foreign Currency The financial statements of the Company’s foreign subsidiaries whose functional currencies are the local currencies are translated into U.S. dollars for consolidation as follows: assets and liabilities at the exchange rate as of the balance sheet date, stockholders’ equity at the historical rates of exchange, and income and expense amounts at the average exchange rate for the period. Translation adjustments resulting from the translation of the subsidiaries’ accounts are included in “Accumulated other comprehensive income (loss)” as equity in the condensed consolidated balance sheet. Transactions denominated in currencies other than the applicable functional currency are converted to the functional currency at the exchange rate on the transaction date. At period end, monetary assets and liabilities are remeasured to the functional currency using exchange rates in effect at the balance sheet date. Non-monetary assets and liabilities are remeasured at historical exchange rates. Gains and losses resulting from foreign currency transactions are included within “Other expense, net” in the condensed consolidated statement of operations. For the six months ended June 30, 2020, foreign currency transaction loss amounted to $5.8 million as compared to a foreign currency transaction loss of $0.3 million for the six months ended June 30, 2019. Comprehensive Income (Loss) The Company’s comprehensive loss consists of net loss and foreign currency translation adjustments arising from the consolidation of the Company’s foreign subsidiaries. Share-Based Compensation The Company measures and recognizes compensation expense for all stock-based awards in accordance with the provisions of ASC 718, Stock Compensation . Stock-based awards granted include stock options, restricted stock units, or RSUs, and restricted stock awards, or RSAs. Share-based compensation expense for stock options and RSAs granted to employees is measured at the grant date based on the fair value of the awards and is recognized as an expense ratably on a straight-line basis over the requisite service period. The fair value of options to purchase shares granted to employees is estimated on the grant date using the Black-Scholes option valuation model. The calculation of share-based compensation expense requires that the Company make assumptions and judgments about the variables used in the Black-Scholes model, including the expected term, expected volatility of the underlying common shares, risk-free interest rate and dividends. Net Income (Loss) Per Share Basic net income (loss) per share is calculated by dividing the net income (loss) attributable to shareholders by the weighted-average number of shares outstanding during the period, without consideration for potentially dilutive securities. Diluted net income (loss) per share is computed by dividing the net income (loss) by the weighted-average number of shares and potentially dilutive securities outstanding for the period. For purposes of the diluted net loss per share calculation, any shares issuable upon exercise of share warrants, share options and non-vested restricted stock outstanding under the Company’s equity plan are potentially dilutive securities. Diluted net loss per share is the same as basic net loss per share for periods where the Company reported a net loss because including the dilutive securities would be anti-dilutive. Recent Accounting Standards Periodically, new accounting pronouncements are issued by the Financial Accounting Standards Board, or FASB, or other standard setting bodies and adopted by the Company as of the specified effective date. Unless otherwise discussed, the impact of recently issued standards that are not yet effective will not have a material impact on the Company’s consolidated financial statements upon adoption. Under the Jumpstart Our Business Startups Act of 2012, or JOBS Act, the Company meets the definition of an emerging growth company and has elected the extended transition period for complying with new or revised accounting standards pursuant to Section 107(b) of the JOBS Act. The Company will remain an emerging growth company until the earliest of (1) the last day of its first fiscal year (a) following the fifth anniversary of the completion of our initial public offering, (b) in which we have total annual gross revenue of at least $1.07 billion, or (c) in which we are deemed to be a large accelerated filer, which means the market value of our common stock that is held by non-affiliates exceeds $700.0 million of the prior June 30 th and (2) the date on which we have issued more than $1.0 billion in non-convertible debt securities during the prior three-year period. The following recent accounting pronouncements issued by the FASB, could have a material effect on our financial statements: Recently Issued Accounting Standards In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement: Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurement . This ASU modifies the disclosure requirements for fair value measurements. The modifications removed the following disclosure requirements: (i) the amount of, and reasons for, transfers between Level 1 and Level 2 of the fair value hierarchy; (ii) the policy for timing of transfers between levels; and (iii) the valuation processes for Level 3 fair value measurements. This ASU added the following disclosure requirements: (i) the changes in unrealized gains and losses for the period included in other comprehensive income ("OCI") for recurring Level 3 fair value measurements held at the end of the reporting period; and (ii) the range and weighted average of significant observable inputs used to develop Level 3 fair value measurements. This update is effective for non-public entities for annual and interim periods beginning after December 15, 2020, with early adoption permitted. As the requirements of this literature are disclosure only, ASU 2018-13 will not impact our financial condition or results of operations. In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments . This ASU replaces the impairment methodology in current GAAP, which delays recognition of credit losses until it is probable a loss has been incurred, with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. For non-public business entities and emerging growth companies the standard is effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. The Company is currently assessing the impact the adoption of ASU 2016-13 will have on its consolidated financial statements and footnote disclosures. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) , which sets out the principles for the recognition, measurement, presentation and disclosure of leases for both parties to a contract (i.e. lessees and lessors). The new standard requires lessees to apply a dual approach, classifying leases as either finance or operating leases based on the principle of whether the lease is effectively a financed purchase by the lessee. This classification will determine whether lease expense is recognized based on an effective interest method or on a straight-line basis over the term of the lease, respectively. A lessee is also required to record a right-of-use asset and a lease liability for all leases with a term of greater than twelve months regardless of their classification. Leases with a term of twelve months or less will be accounted for similar to existing guidance for operating leases today. ASC 842 supersedes the previous leases standard, ASC 840 Leases . The standard is effective for non-public business entities and emerging growth companies for fiscal years beginning after December 15, 2020 and interim periods within fiscal years beginning after December 15, 2021. Early adoption is permitted. The Company is currently assessing the impact the adoption of ASC 842 will have on its consolidated financial stateme |
Balance Sheet Accounts
Balance Sheet Accounts | 6 Months Ended |
Jun. 30, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Balance Sheet Accounts | Balance Sheet Accounts Inventory, Net June 30, December 31, (in thousands) Raw materials $ 6,510 $ 5,506 Work in process 1,265 1,200 Finished goods 21,282 21,954 $ 29,057 $ 28,660 Property and Equipment, Net June 30, December 31, (in thousands) Machinery and equipment $ 8,450 $ 8,045 Building improvements 6,456 6,443 Furniture and fixtures 3,820 3,614 Building 2,472 2,472 Leasehold improvements 1,978 2,101 Land 802 802 Vehicles 464 463 Construction in Process 113 — Total 24,555 23,940 Less: Accumulated depreciation and amortization (8,470) (7,522) $ 16,085 $ 16,418 For the three months ended June 30, 2020 and 2019, depreciation and amortization expense related to property and equipment was $0.6 million and $0.7 million, respectively. For the six months ended June 30, 2020 and 2019, depreciation and amortization expense related to property and equipment was $1.2 million and $1.3 million, respectively. The Company entered into capital leases relating to equipment and vehicles and recorded the fair value of the lease payments on the initial contract date and is amortizing the assets over the term of the leases. As of each of June 30, 2020 and December 31, 2019, the gross asset value for capital lease assets was $1.5 million. Depreciation expense for assets under capital leases was $21,000 for each of the three months ended June 30, 2020 and 2019 . Depreciation expense for assets under capital leases was $42,000 for each of the six months ended June 30, 2020 and 2019 . Accrued Liabilities Accrued liabilities consisted of the following: June 30, December 31, (in thousands) Performance bonus $ 1,148 $ 2,080 Payroll and related expenses 2,702 1,996 Bonus feature of stock option grants 5,102 4,212 Commissions 246 522 Professional and legal services 494 500 Short-term minimum lease payments under capital leases 118 258 Warranty reserve 264 313 Advisory board and board of director related expenses 3 124 Other 440 672 $ 10,517 $ 10,677 Other Liabilities, Short Term Other liabilities, short-term consisted of the following: June 30, December 31, (in thousands) Contingent equity consideration $ 623 $ 922 Deferred revenue 728 785 Cash payable for asset acquisitions 391 492 $ 1,742 $ 2,199 Other Liabilities, Long Term Other liabilities, long-term consisted of the following: June 30, December 31, (in thousands) Deferred revenue $ 1,290 $ 1,344 Cash payable for asset acquisitions 388 781 Other 348 336 $ 2,026 $ 2,461 |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 6 Months Ended |
Jun. 30, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | Goodwill and Other Intangible Assets Goodwill represents the excess of the purchase price over the fair value of the net tangible and identifiable intangible assets acquired in a business combination. Intangible assets resulting from the acquisitions of entities accounted for using the acquisition method of accounting are recorded at the estimated fair value of the assets acquired. Purchased intangibles include certain patents and license rights, 510(k) authorization by the FDA to sell a medical device and other intangible assets. The Company’s goodwill and most intangibles at June 30, 2020 are the result of acquisitions of certain assets formerly owned by VeriTeQ Corporation in November 2015 and Femiline AB in November 2017, and business acquisitions of Establishment Labs Brasil Productos para Saude Ltda. in January 2016, European Distribution Center Motiva BVBA in March 2016 and Motiva Implants France in September 2016. Finite-lived intangibles are amortized over their estimated useful lives based on expected future benefit. In addition to the intangibles acquired, the Company capitalized certain patent and license rights as identified intangibles based on patent and license rights agreements entered into over the past several years. Additionally, the Company capitalized certain software development costs. There were no changes in the carrying amount of goodwill during the six months ended June 30, 2020: Balance as of January 1, 2020 Additions Accumulated Impairment Losses Balance as of June 30, 2020 (in thousands) Goodwill $ 465 $ — $ — $ 465 The carrying amounts of these intangible assets other than goodwill as of June 30, 2020 were as follows: Gross Carrying Amount Accumulated Amortization Net Carrying Amount Estimated Useful Lives (in thousands) (in years) Patents and license rights $ 1,731 $ (851) $ 880 7-12 Customer relationships 1,896 (1,086) 810 4-10 510(k) authorization 567 (175) 392 15 Developed technology 62 (42) 20 10 Capitalized software development costs 1,217 (176) 1,041 2-5 Other 75 (29) 46 2-5 Capitalized patents and license rights not yet amortized 291 — 291 $ 5,839 $ (2,359) $ 3,480 The carrying amounts of intangible assets other than goodwill as of December 31, 2019 were as follows: Gross Carrying Amount Accumulated Amortization Net Carrying Amount Estimated Useful Lives (in thousands) (in years) Patents and license rights $ 1,693 $ (766) $ 927 7-12 Customer relationships 1,896 (836) 1,060 4-10 510(k) authorization 567 (156) 411 15 Developed technology 62 (39) 23 10 Capitalized software development costs 780 (98) 682 2-5 Other 75 (28) 47 2-5 Capitalized patents and license rights not yet amortized 291 — 291 $ 5,364 $ (1,923) $ 3,441 For each of the three months ended June 30, 2020 and 2019, amortization expense related to intangible assets was $0.2 million . For each of the six months ended June 30, 2020 and 2019, amortization expense related to intangible assets was $0.4 million . Non-product related amortization is recorded in SG&A while product related amortization is recorded in cost of revenue. As of June 30, 2020, the amortization expense related to identifiable intangible assets, with definite useful lives, in future periods is expected to be as follows: Year Ending December 31, (in thousands) 2020 (remaining) $ 509 2021 910 2022 585 2023 340 2024 324 Thereafter 521 Total $ 3,189 |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jun. 30, 2020 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements The carrying value of the Company’s cash, accounts receivable and accounts payable approximate fair value due to the short-term nature of these items. Contingent equity consideration, warrants and embedded derivatives that qualify for liability treatment are carried at fair value and re-measured at each reporting period. Fair value is defined as the exchange price that would be received for an asset or an exit price paid to transfer a liability 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. The fair value hierarchy defines a three-level valuation hierarchy for disclosure of fair value measurements as follows: • Level I Unadjusted quoted prices in active markets for identical assets or liabilities; • Level II Inputs other than quoted prices included within Level I that are observable, unadjusted quoted prices in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the related assets or liabilities; and • Level III Unobservable inputs that are supported by little or no market activity for the related assets or liabilities. The categorization of a financial instrument within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The following table sets forth the Company’s financial instruments that were measured at fair value on a recurring basis by level within the fair value hierarchy at period end: Fair Value Measurements at June 30, 2020 Total Level 1 Level 2 Level 3 (in thousands) Liabilities Madryn put option liability $ 3,509 $ — $ — $ 3,509 Acquisition-related contingent consideration 623 — — 623 $ 4,132 $ — $ — $ 4,132 Fair Value Measurements at December 31, 2019 Total Level 1 Level 2 Level 3 (in thousands) Liabilities Madryn put option liability $ 3,072 $ — $ — $ 3,072 Acquisition-related contingent consideration 922 — — 922 $ 3,994 $ — $ — $ 3,994 The fair value measurement of derivatives and contingent consideration related to the business acquisition completed in fiscal 2017 is based on significant inputs not observed in the market and thus represents a Level 3 measurement. In August 2017 the Company entered into a credit agreement, or the Madryn Credit Agreement, with Madryn Health Partners, LP, or Madryn, as administrative agent, and a syndicate of lenders (see Note 6). The Company determined that the Madryn Credit Agreement contained put options related to early redemption mandatory prepayment terms in case of change in control or an event of default and a call option related to voluntary repayment option. The Company allocated a fair value of $15.1 million for these identified embedded derivatives as a debt discount on the original commitment date. An additional $5.0 million and $1.6 million debt discount was recorded on respective borrowing dates when the Company met the required milestones and borrowed an additional $10.0 million in the fourth quarter of fiscal 2017 and $25.0 million on August 12, 2019 (see Note 6). The Company revalued the options as of each reporting period and recorded the change in the fair value in the consolidated statement of operations as other income or expense. Valuation of the embedded derivatives is complex and requires interest rate simulation, estimating the resultant bond valuation and the resultant pay-off to the option holder. The Company estimated the fair value of the embedded redemption options based on a “with” and “without” approach using the Black-Derman-Toy model, a form of the Binomial Lattice Model that captures interest rate variability and the prepayment optionality. The Binomial Lattice Model allows for the possibility of exercise before the end of the option’s life and considers future interest rates, volatility and other data with regards to the Company’s credit rating and credit spread. The value of the embedded derivatives was based on the difference between the “with” and “without” analysis. The probability of a change in control occurring was determined to be 50% at June 30, 2020 and December 31, 2019. The Company used the following assumptions to value Madryn derivatives: Put Option Liability (Madryn) June 30, 2020 December 31, 2019 Interest rate volatility 21.8% 21.4% Market yield rate 11.1% 10.1% Term (in years) 5.25 5.75 Dividend yield — — On November 17, 2017, the Company and Femiline AB and Johan Anderson, or the Seller, entered into an agreement to purchase certain assets from the Seller. The assets purchased included all existing inventory previously sold by the Company to the Seller, all customer relationships and a covenant not to compete. The aggregate purchase price for the assets purchased was 100,000 Class A Ordinary shares of the Company, contingently issuable upon achievement of specific milestones. Based on the valuation of the Company’s shares performed by a valuation specialist, the contingently issuable shares had an aggregate value of $1.0 million calculated as a product of contingently issuable shares and estimated fair value per share on the date of the agreement. As of June 30, 2020, the Company has issued 66,666 shares to the Seller after the milestones for fiscal 2018 and 2019 were met. As of June 30, 2020, the fair value of the contingently issuable shares was determined using the closing price of the Company’s publicly traded shares. As of June 30, 2020 and December 31, 2019, the remaining contingent consideration liability was included in “Other liabilities, short term”. The estimates are based, in part, on subjective assumptions and could differ materially in the future. During the periods presented, the Company has not changed the manner in which it values liabilities that are measured at fair value using Level 3 inputs. The Company recognizes transfers between levels of the fair value hierarchy as of the end of the reporting period. There were no transfers within the hierarchy during the six months ended June 30, 2020 or during the year ended December 31, 2019. The fair value of the debt redemption feature liability includes the estimated volatility and risk-free rate. The higher/lower the estimated volatility, the higher/lower the value of the debt redemption feature liability. The higher/lower the risk-free interest rate, the higher/lower the value of the debt conversion feature liability. The following table sets forth a summary of the changes in the fair value of the Company’s Level 3 financial instruments as follows: Acquisition-related Contingent Consideration Put Option Liability (Madryn) Balance at December 31, 2018 $ 1,828 $ 4,768 Change in fair value (362) (2,608) Balance at June 30, 2019 $ 1,466 $ 2,160 Balance at December 31, 2019 $ 922 $ 3,072 Change in fair value (299) 437 Balance at June 30, 2020 $ 623 $ 3,509 |
Debt
Debt | 6 Months Ended |
Jun. 30, 2020 | |
Debt Disclosure [Abstract] | |
Debt | Debt Madryn Debt On August 24, 2017, the Company entered into a credit agreement, or the Madryn Credit Agreement, with Madryn Health Partners, LP, or Madryn, as administrative agent, and a syndicate of lenders. On June 17, 2019, the Madryn Credit Agreement was amended to lower the interest rate on the outstanding debt facilities, provide for $25.0 million of new term loan commitments, decrease the amount of the prepayment penalties, remove all principal payments and extend the maturity date and repayment from September 30, 2023 to September 30, 2025. The Madryn Credit Agreement, as amended, provides for a term loan in a maximum principal amount of $65.0 million, $30.0 million (Term A) of which became available upon signing and was subsequently borrowed by the Company. Prior to amending the Madryn Credit Agreement on June 17, 2019, the Company’s ability to borrow the remaining term loans under the Madryn Credit Agreement was subject to the Company achieving certain revenue milestones. The Company met milestones sufficient to borrow and borrowed an additional $5.0 million (Term B-1) on October 31, 2017 and $5.00 million (Term B-2) on December 15, 2017, increasing the total outstanding principal balance to $40.0 million as of December 31, 2017. Pursuant to the June 2019 amendment, the Company became eligible to borrow an additional $10.0 million (Term B-3) and $15.0 million (Term B-4) on or before September 30, 2019 and December 31, 2019, respectively. The Company borrowed the available funds under both tranches equal to $25.0 million on August 12, 2019, bringing up the total outstanding principal balance to $65.0 million as of June 30, 2020. In connection with the Madryn Credit Agreement, the Company and certain of its subsidiaries granted a security interest in substantially all of their respective assets, including, without limitation, intellectual property, and pledges of certain shares of the Company’s subsidiaries, subject to certain excluded collateral exceptions. The Madryn Credit Agreement contains customary affirmative and negative covenants, including, but not limited to, restrictions on the ability of the Company and its subsidiaries to incur additional indebtedness, create liens, make certain investments, make restricted payments, enter into or undertake certain liquidations, mergers, consolidations or acquisitions and dispose of assets or subsidiaries. In addition, the Madryn Credit Agreement requires the Company to maintain minimum revenues and liquidity. Prior to the effectiveness of the June 17, 2019 amendment, borrowings under the Madryn Credit Agreement bore interest at a rate equal to 3-month LIBOR plus 11.0% per annum. As of the amendment on June 17, 2019, borrowings under the Madryn Credit Agreement bear interest at a rate equal to 3-month LIBOR plus 8.0% per annum provided that no default has occurred. In an event of a default, the interest would increase by an additional 4.0% per annum. The effective interest rate under the amended Madryn Credit Agreement is 18.4%, and the weighted average interest rate was approximately 10.6% at June 30, 2020. The Company incurred $3.5 million and $3.0 million in interest expense in connection with Madryn Credit Agreement during the six months ended June 30, 2020 and in 2019, respectively, including $0.3 million of direct costs to amend the Madryn Credit Agreement in June 2019, which were expensed as interest expense. No principal payments are due on the term loans until the final maturity date on September 30, 2025. The Company also determined that the Madryn Credit Agreement contained put options which are mandatory repayment provisions related to liquidity events or an event of default and a call option related to voluntary repayment option. The Company allocated a fair value of $15.1 million for these embedded derivatives as a debt discount on the original commitment date in August 2017. An additional $5.0 million and $1.6 million debt discount was recorded on respective borrowing dates when the Company met the required milestones and borrowed an additional $10.0 million in the fourth quarter of fiscal 2017 and $25.0 million in August 2019. The Company revalues the embedded derivatives as of each reporting period and records the change in the fair value in the consolidated statement of operations as other income or expense (see Note 5). The Company also incurred legal expenses of $1.3 million in the third quarter of fiscal 2017 and $0.3 million in August 2019, which were recorded as a debt discount and are being amortized over the term of the Madryn Credit Agreement. The Company recorded Madryn debt on the balance sheet as follows: June 30, December 31, (in thousands) Principal $ 65,000 $ 65,000 Net unamortized debt discount and issuance costs (16,061) (16,858) Net carrying value of Madryn debt $ 48,939 $ 48,142 As of June 30, 2020, the Company is in compliance with all financial debt covenants. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Operating Leases We lease certain facilities under various operating leases. Most of the lease agreements provide us with the option of renewing our leases at the end of the initial lease term, at fair market rates. In most cases, we expect that in the normal course of business, facility leases will be renewed or replaced by other leases. For the three months ended June 30, 2020 and 2019 rent expense was $0.2 million and $0.4 million, respectively. For the six months ended June 30, 2020 and 2019 rent expense was $0.5 million and $0.7 million, respectively. Future minimum lease payments under the operating leases as of June 30, 2020 were as follows: Years Ending December 31, Operating (in thousands) 2020 (remaining) $ 284 2021 483 2022 413 2023 381 2024 373 Thereafter 1,179 $ 3,113 Capital Leases The Company entered into capital lease arrangements relating to software, equipment and vehicles. The lease periods are from three seven Future minimum lease payments under these capital leases as of June 30, 2020 were as follows: Years Ending December 31, Capital (in thousands) 2020 (remaining) $ 129 2021 180 2022 39 348 Interest included in the above payments (22) Amount payable without interest 326 Short-term minimum capital lease payments (included in accrued liabilities) 118 Long-term minimum capital lease payments $ 208 Contingencies Periodically, the Company may have certain contingent liabilities that arise in the ordinary course of business activities. The Company accrues a liability for such matters when it is probable that future expenditures will be made, and such expenditures can be reasonably estimated. There have been no contingent liabilities requiring accrual or disclosure at June 30, 2020 and December 31, 2019 except for contingent equity consideration related to past asset acquisitions (see Note 3). Indemnification The Company enters into standard indemnification arrangements in the ordinary course of business. Pursuant to these arrangements, the Company indemnifies, holds harmless, and agrees to reimburse the indemnified parties for losses suffered or incurred by the indemnified party, in connection with any trade secret, copyright, patent or other intellectual property infringement claim by any third-party with respect to the Company’s technology. The term of these indemnification agreements is generally perpetual. The maximum potential amount of future payments the Company could be required to make under these agreements is not determinable because it involves claims that may be made against the Company in the future, but have not yet been made. The Company has entered into indemnification agreements with its directors and officers that may require the Company to indemnify its directors and officers against liabilities that may arise by reason of their status or service as directors or officers, other than liabilities arising from willful misconduct of the individual. The Company has not incurred costs to defend lawsuits or settle claims related to these indemnification agreements. No liability associated with such indemnifications has been recorded to date. |
Shareholders' Equity
Shareholders' Equity | 6 Months Ended |
Jun. 30, 2020 | |
Equity [Abstract] | |
Shareholders' Equity | Shareholders’ Equity Under the Memorandum of Association and Articles of Association, or Articles, in effect as of June 30, 2020 and December 31, 2019, the Company had authorized an unlimited number of common shares with no par value. As of June 30, 2020 and December 31, 2019, 23,762,787 and 21,057,040 common shares, respectively, were issued and 23,354,717 and 20,648,970 common shares, respectively, were outstanding. During the six months ended June 30, 2020, the Company granted stock options to employees and contractors (see Note 10). The Company had reserved common shares for future issuances as follows: June 30, December 31, Warrants to purchase shares 5,500 5,500 Options to purchase shares 2,044,634 1,837,576 Remaining shares available under the 2018 Equity Incentive Plan 1,731,133 1,312,648 Shares issuable on vesting of restricted stock awards 102,670 128,682 Remaining shares available under the 2018 ESPP 474,000 287,000 Total 4,357,937 3,571,406 In March 2017, the Company issued warrants for the purchase of 145,000 Class B ordinary shares to parties related to Rockport Ventures, with a fixed exercise price of $3.80 per share. During the six months ended June 30, 2020, no warrants were exercised. As of each of June 30, 2020 and December 31, 2019, 5,500 warrants to purchase the Company’s common shares were outstanding and exercisable: Warrant Holder Issue Date In Connection With Warrant to Purchase Shares Exercise Price Expiration Date Rockport 3/3/2017 Loan agreement Common 5,500 $3.80 8/28/2022 |
Warrants
Warrants | 6 Months Ended |
Jun. 30, 2020 | |
Equity [Abstract] | |
Warrants | Shareholders’ Equity Under the Memorandum of Association and Articles of Association, or Articles, in effect as of June 30, 2020 and December 31, 2019, the Company had authorized an unlimited number of common shares with no par value. As of June 30, 2020 and December 31, 2019, 23,762,787 and 21,057,040 common shares, respectively, were issued and 23,354,717 and 20,648,970 common shares, respectively, were outstanding. During the six months ended June 30, 2020, the Company granted stock options to employees and contractors (see Note 10). The Company had reserved common shares for future issuances as follows: June 30, December 31, Warrants to purchase shares 5,500 5,500 Options to purchase shares 2,044,634 1,837,576 Remaining shares available under the 2018 Equity Incentive Plan 1,731,133 1,312,648 Shares issuable on vesting of restricted stock awards 102,670 128,682 Remaining shares available under the 2018 ESPP 474,000 287,000 Total 4,357,937 3,571,406 In March 2017, the Company issued warrants for the purchase of 145,000 Class B ordinary shares to parties related to Rockport Ventures, with a fixed exercise price of $3.80 per share. During the six months ended June 30, 2020, no warrants were exercised. As of each of June 30, 2020 and December 31, 2019, 5,500 warrants to purchase the Company’s common shares were outstanding and exercisable: Warrant Holder Issue Date In Connection With Warrant to Purchase Shares Exercise Price Expiration Date Rockport 3/3/2017 Loan agreement Common 5,500 $3.80 8/28/2022 |
Share-based Compensation
Share-based Compensation | 6 Months Ended |
Jun. 30, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Share-based Compensation | Share-Based Compensation In December 2015, the Board of Directors approved and adopted the 2015 Equity Incentive Plan, or 2015 Plan. Pursuant to the 2015 Plan, the Company has granted RSAs and stock options to Board of Directors, employees and consultants. In 2018, the Board of Directors terminated the 2015 Plan and approved the 2018 Equity Incentive Plan, or the 2018 Plan, with an initial reserve of 1,500,000 shares of the Company’s common shares for issuance under the 2018 Plan. Under the 2018 Plan, the Company may grant share options, equity appreciation rights, and restricted shares and restricted share units. If an award granted under the 2018 Plan expires, terminates, is unexercised, or is forfeited, or if any shares are surrendered in connection with an incentive award, the shares subject to such award and the surrendered shares become available for further awards under the 2018 Plan. Pursuant to the “evergreen” provision contained in the 2018 Plan, the number of common shares reserved for issuance under the 2018 Plan automatically increases on first day of each fiscal year, commencing on January 1, 2019, in an amount equal to the least of (1) 750,000 shares, (2) 4% of the total number of the Company’s common shares outstanding on the last day of the preceding fiscal year, or (3) a number of common shares as may be determined by the Company’s Board of Directors prior to any such increase date. On January 1, 2020, the number of common shares authorized for issuance increased automatically by 750,000 shares in accordance with the evergreen provision of the 2018 Plan, increasing the number of common shares reserved under the 2018 Plan to 3,000,000. During the periods presented, the Company recorded the following share-based compensation expense for stock options and restricted stock awards: Three Months Ended June 30, Six Months Ended June 30, 2020 2019 2020 2019 (in thousands) Sales, general and administrative $ 1,139 $ 1,413 $ 2,446 $ 2,681 Research and development 418 481 740 1,049 Total $ 1,557 $ 1,894 $ 3,186 $ 3,730 Stock Options Number of Options Outstanding Weighted-Average Exercise Price Weighted-Average Remaining Contractual Term (in years) Aggregate Intrinsic Value (in thousands) Balances at December 31, 2019 1,837,576 $ 14.54 8.06 $ 24,122 Granted (weighted-average fair value of $10.64 per share) 367,265 19.11 Exercised (62,457) 5.99 Forfeited/canceled (97,750) 15.70 Balances at June 30, 2020 2,044,634 $ 15.57 8.04 $ 10,046 As of June 30, 2020, 835,046 options were vested and exercisable with weighted-average exercise price of $9.98 per share and a total aggregate intrinsic value of $8.0 million. During the six months ended June 30, 2020, 62,457 options were exercised at a weighted-average price of $5.99 per share. The intrinsic value of the options exercised during the six months ended June 30, 2020 was $0.8 million. Upon the exercise of stock options, the Company issued new shares from its authorized shares. At June 30, 2020, unrecognized compensation expense was $8.4 million related to stock options granted to employees and Board of Directors and $2.3 million related to stock options granted to consultants. The weighted-average period over which such compensation expense will be recognized is 2.4 years. Stock Options Granted to Employees Share-based compensation expense for employees is based on the grant date fair value. The Company recognizes compensation expense for all share-based awards ratably on a straight-line basis over the requisite service period of the awards, which is generally the vesting term of four The Company uses the Black-Scholes option valuation model to value options granted to employees and consultants, which requires the use of highly subjective assumptions to determine the fair value of share-based awards. The assumptions used in the Company’s option-pricing model represent management’s best estimates. These estimates are complex, involve a number of variables, uncertainties and assumptions and the application of management’s judgment. If factors change and different assumptions are used, the Company’s share-based compensation expense could be materially different in the future. The assumptions and estimates that the Company uses in the Black-Scholes model are as follows: ▪ Fair Value of Common Shares. Following the IPO, the closing price of the Company’s publicly-traded common shares on the date of grant is used as the fair value of the shares. Prior to the IPO, the fair value of ordinary shares was estimated on a periodic basis by the Company’s Board of Directors, with the assistance of an independent third-party valuation firm. The Board of Directors intended all options granted to be exercisable at a price per share not less than the estimated per share fair value of the shares underlying those options on the date of grant. ▪ Risk-Free Interest Rate. The Company bases the risk-free interest rate used in the Black-Scholes valuation model on the implied yield available on U.S. Treasury zero-coupon issues with a term equivalent to that of the term of the options for each option group on the measurement date. ▪ Term. For employee stock options, the expected term represents the period that the Company’s share-based awards are expected to be outstanding. Because of the limitations on the sale or transfer of the Company’s shares during the period the Company was a privately held company, the Company does not believe its historical exercise pattern is indicative of the pattern it will experience as a publicly traded company. The Company consequently uses the Staff Accounting Bulletin 110, or SAB 110, simplified method to calculate the expected term of employee stock options, which is the average of the contractual term and vesting period. The Company plans to continue to use the SAB 110 simplified method until it has sufficient trading history as a publicly traded company. For consultant stock options, the term used is equal to the remaining contractual term on the measurement date. ▪ Volatility. The Company determines the price volatility based on the historical volatilities of industry peers as it does not have sufficient trading history for its shares. Industry peers consist of several public companies in the medical device industry with comparable characteristics, including revenue growth, operating model and working capital requirements. The Company intends to continue to consistently apply this process using the same or a similar peer group of public companies until a sufficient amount of historical information regarding the volatility of its own shares becomes available, or unless circumstances change such that the identified peer companies are no longer similar, in which case other suitable peer companies whose common share prices are publicly available would be utilized in the calculation. The volatility is calculated based on the term on the measurement date. ▪ Dividend Yield. The expected dividend assumption is based on the Company’s current expectations about its anticipated dividend policy. The Company has no expectation that it will declare dividends on its common shares, and therefore has used an expected dividend yield of zero. The fair value of stock options granted to employees was estimated using the following assumptions: Six Months Ended June 30, 2020 2019 Volatility 55% - 60% 56% Risk-free interest rate 0.4% - 1.5% 1.9% - 2.6% Term (in years) 6.25 6.25 Dividend yield — — Stock Options Granted to Non-Employees Stock-based compensation expense related to stock options granted to non-employees is recognized as the stock options are earned using an accelerated attribution method. The Company believes that the estimated fair value of the stock options is more readily measurable than the fair value of the services rendered. For the six months ended June 30, 2020 and 2019, the Company recognized expense of $1.5 million and $2.1 million, respectively, for stock options granted to consultants. The fair value of stock options granted to consultants was estimated using the following assumptions during the following periods presented: Six Months Ended June 30, 2020 2019 Volatility 56% - 60% 57% Risk-free interest rate 0.6% - 1.6% 2.1% Term (in years) 10 10 Dividend yield — — Restricted Stock Each vested RSA entitles the holder to be issued one common share. These awards vest according to a vesting schedule determined by the Compensation Committee of the Company’s Board of Directors, generally over a one four The following table represents RSA activity for fiscal 2020: Restricted Stock Awards Weighted- Outstanding unvested at December 31, 2019 128,682 $ 11.81 Granted — — Vested (16,864) 12.53 Forfeited/canceled (9,148) 9.55 Outstanding unvested at June 30, 2020 102,670 $ 11.90 |
Asset Acquisitions
Asset Acquisitions | 6 Months Ended |
Jun. 30, 2020 | |
Business Combinations [Abstract] | |
Asset Acquisitions | Asset Acquisitions Austria On January 31, 2019, European Distribution Center Motiva BVBA, or EDC, entered into an asset purchase agreement with AFS Medical GMBH, or the Austria Seller, to purchase certain assets from the Austria Seller. The assets purchased included all existing inventory previously sold by the Company to the Austria Seller and all customer relationships and contracts. The aggregate purchase price for the assets purchased was the aggregate sum of book value of the inventory at the time of the transaction plus a cash payment of €293,000, or approximately $335,000, and 12,404 of the Company’s common shares. The purchase price and allocation of purchase price were as follows: Purchase Price: (in thousands) Cash consideration $ 335 Fair market value of common shares issued on effective date 337 Cash paid for inventory 432 Total purchase price $ 1,104 Allocation of Purchase Price: (in thousands) Inventory $ 1,104 As of June 30, 2020, the Company has fully paid for the Austria asset acquisition. |
Net Loss Per Share
Net Loss Per Share | 6 Months Ended |
Jun. 30, 2020 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | Net Loss Per Share The following table summarizes the computation of basic and diluted net loss per share for the periods presented: Three Months Ended June 30, Six Months Ended June 30, 2020 2019 2020 2019 (in thousands, except share and per share data) Numerator: Net loss $ (10,471) $ (9,040) $ (28,230) $ (19,819) Denominator: Weighted average common shares used for basic and diluted earnings per share 23,482,031 20,448,643 22,969,162 20,407,912 Loss per share: Basic and diluted $ (0.45) $ (0.44) $ (1.23) $ (0.97) Basic net loss per share is computed by dividing the net loss by the weighted-average number of shares outstanding for the period. Diluted net loss per share is computed by dividing the net loss by the weighted-average number of shares and dilutive share equivalents outstanding for the period, determined using the treasury-share method and the as-if converted method, for convertible securities, if inclusion of these is dilutive . If the Company reports a net loss , diluted net loss per share is the same as basic net loss per share for those periods because including the dilutive securities would be anti-dilutive. The following potentially dilutive securities outstanding at the end of the periods presented have been excluded from the computation of diluted shares: Six Months Ended June 30, 2020 2019 Options to purchase common shares 1,896,074 1,840,057 Shares issuable on vesting of restricted stock awards 102,670 228,114 Warrants to purchase common shares 5,500 5,500 Total 2,004,244 2,073,671 |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
Jun. 30, 2020 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions During the six months ended June 30, 2020 and 2019, the Company recorded revenue of $0.3 million and $0.4 million, respectively, for product sales to Herramientas Medicas, S.A., a distribution company owned by a family member of the Chief Executive Officer of the Company. Accounts receivable owed to the Company from this distribution company amounted to approximately $0.1 million and $0.2 million as of June 30, 2020 and December 31, 2019, respectively. In May 2016, the Company entered into a scientific board advisory agreement with Dr. Manuel Enrique Chacón Quirós pursuant to which Dr. Chacón Quirós joined the Company’s Scientific Advisory Board, provides general scientific advice, and serves as a clinical investigator, among other services. In exchange for these services, Dr. Chacón Quirós was granted options to purchase 20,580 shares, vesting over four |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2020 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events On August 1, 2020, Motiva Italy S.r.l, a wholly owned subsidiary of the Company, entered into an asset purchase agreement with Orion Trading S.r.l, or the Italy Seller, to purchase certain assets from the Italy Seller. The assets purchased included all existing inventory previously sold by the Company to the Italy Seller and all customer relationships and contracts. The aggregate purchase price for the assets purchased was the aggregate sum of book value of the inventory at the time of the transaction estimated to be €0.7 million, or approximately $0.8 million , a cash payment of €0.3 million, or approximately $0.3 million , and, if applicable, a cash payment equal to the true-up value of the inventory not to exceed €0.1 million, or approximately $0.1 million . On August 5, 2020, the Company amended the Madryn Credit Agreement to adjust the minimum product revenue milestone previously applicable to December 31, 2020 to September 31, 2021 and to add Motiva Implants UK Limited, Motiva Implants France SAS, Motiva Implants Spain, S.L. and Motiva Germany GmbH, wholly-owned subsidiaries of the Company, as guarantors to the Madryn Credit Agreement. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2020 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Consolidation/Unaudited Interim Condensed Consolidated Financial Information | Basis of Presentation and Consolidation The accompanying condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America, or GAAP, and the applicable rules and regulations of the Securities and Exchange Commission, or SEC, for interim financial information. Accordingly, they do not include all of the information and notes required by GAAP for complete financial statements. The accompanying condensed consolidated financial statements and related financial information should be read in conjunction with the audited consolidated financial statements and the related notes thereto for the years ended |
Consolidation | The accompanying condensed consolidated financial statements and related financial information should be read in conjunction with the audited consolidated financial statements and the related notes thereto for the years ended December 31, 2019 and 2018 presented in the Company’s Form 10-K filed on March 16, 2020, with the U.S. Securities and Exchange Commission. The condensed consolidated financial statements include the Company’s accounts and those of its wholly owned subsidiaries as of June 30, 2020 as follows: Subsidiary Incorporation/Acquisition Date Establishment Labs, S.A. (Costa Rica) January 18, 2004 Motiva USA, LLC (USA) February 20, 2014 JAMM Technologies, Inc. (USA) October 27, 2015 Establishment Labs Produtos par Saude Ltda (Brazil) January 4, 2016 European Distribution Center Motiva BV (Belgium) March 4, 2016 Motiva Implants France SAS (France) September 12, 2016 JEN-Vault AG (Switzerland) November 22, 2016 Motiva Nordica AB (Sweden) November 2, 2017 Motiva Implants UK Limited (the United Kingdom) July 31, 2018 Motiva Italy S.R.L (Italy) July 31, 2018 Motiva Implants Spain, S.L. (Spain) January 3, 2019 Motiva Austria GmbH (Austria) January 14, 2019 Motiva Germany GmbH (Germany) August 1, 2019 Motiva Argentina S.R.L (Argentina) February 7, 2020 |
Segments | Segments The chief operating decision maker for the Company is the Chief Executive Officer. The Chief Executive Officer reviews financial information presented on a consolidated basis, accompanied by information about revenue by geographic region, for purposes of allocating resources and evaluating financial performance. The Company has one business activity and there are no segment managers who are held accountable for operations, operating results or plans for levels or components below the consolidated unit level. Accordingly, the Company has determined that it has a single reportable and operating segment structure. The Company and its Chief Executive Officer evaluate performance based primarily on revenue in the geographic regions in which the Company operates. |
Geographic Concentrations | Geographic Concentrations The Company derives all its revenues from sales to customers in Europe, the Middle East, Latin America, and |
Use of Estimates | Use of Estimates The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the amounts reported in the condensed consolidated financial statements and accompanying notes. Significant accounting estimates and management judgments reflected in the condensed consolidated financial statements include items such as accounts receivable valuation and allowances, inventory valuation and allowances, valuation of acquired intangible assets, valuation of derivatives, estimation of assets’ useful lives and valuation of deferred income tax assets, including tax valuation allowances. Estimates are based on historical experience, where applicable, and other assumptions believed to be reasonable by management. Actual results may differ from those estimates under different assumptions or conditions. |
Concentration of Credit Risk and Other Risks and Uncertainties | Concentration of Credit Risk and Other Risks and Uncertainties Financial instruments that potentially subject the Company to a concentration of credit risk consist principally of cash and accounts receivable. The majority of the Company’s cash is held at two financial institutions in the United States. Balances in the Company’s cash accounts exceed the Federal Deposit Insurance Corporation, or FDIC, limit of $250,000. The Company has not experienced any losses to its deposits of cash. All of the Company’s revenue has been derived from sales of its products in international markets, principally Europe, the Middle East, Latin America, and Asia. In the international markets in which the Company participates, the Company uses a combination of distributors and makes direct sales to customers. The Company performs ongoing credit evaluations of its distributors and customers, does not require collateral, and maintains allowances for potential credit losses on customer accounts when deemed necessary. During the six months ended June 30, 2020 and 2019, no customers accounted for more than 10% of the Company’s revenue. Substantially all of the Company’s revenues are derived from the sale of Motiva Implants. One customer accounted for 13.0% and another customer accounted for 11.5% of the Company’s trade accounts receivable balance as of June 30, 2020. One customer accounted for 10.2% of the Company’s trade accounts receivable balance as of December 31, 2019 . The Company relies on NuSil Technology, LLC, or NuSil, as the sole supplier of medical-grade silicone used in Motiva Implants. During the six months ended June 30, 2020 and 2019, the Company had purchases of $8.1 million, or 67.4% of total purchases, and $8.1 million, or 62.1% of total purchases, respectively, from NuSil. As of June 30, 2020 and December 31, 2019 , the Company had an outstanding balance owed to this vendor of $2.0 million and $2.7 million, respectively. The Company’s future results of operations involve a number of risks and uncertainties. Factors that could affect the Company’s future operating results and cause actual results to vary materially from expectations include, but are not limited to, uncertainty of regulatory approval of the Company’s current and potential future products, uncertainty of market acceptance of the Company’s products, competition from substitute products and larger companies, securing and protecting proprietary technology, strategic relationships and dependence on key individuals and sole source suppliers. |
Cash | Cash The Company’s cash consists of cash maintained in checking and interest-bearing accounts. The Company accounts for financial instruments with original maturities of three months or less at the date of purchase as cash equivalents. |
Accounts Receivable and Allowance for Doubtful Accounts | Accounts Receivable and Allowance for Doubtful AccountsAccounts receivable is stated at invoice value less estimated allowances for returns and doubtful accounts. The Company continually monitors customer payments and maintains an allowance for estimated losses resulting from customers’ inability to make required payments. In evaluating the Company’s ability to collect outstanding receivable balances, the Company considers various factors including the age of the balance, the creditworthiness of the customer, which is assessed based on ongoing credit evaluations and payment history, and the customer’s current financial condition. In cases where there are circumstances that may impair a specific customer’s ability to meet its financial obligations, an allowance is recorded against amounts due, which reduces the net recognized receivable to the amount reasonably believed to be collectible. |
Inventory and Cost of Revenue | Inventory and Cost of Revenue Inventory is stated at the lower of cost to purchase or manufacture the inventory or the net realizable value of such inventory. Cost is determined using the standard cost method which approximates actual costs using the first-in, first-out basis. The Company regularly reviews inventory quantities considering actual losses, projected future demand, and remaining shelf life to record a provision for excess and slow-moving inventory. An inventory reserve of $0.9 million and $0.3 million has been recorded as of June 30, 2020 and December 31, 2019, re spectively. The Company recognizes the cost of inventory transferred to the customer in cost of revenue whe n revenue is recognized. |
Shipping and Handling Costs/Revenue Recognition | Shipping and Handling CostsShipping and handling costs are expensed as incurred and are included in selling, general and administrative, or SG&A, expenses. Revenue Recognition The Company recognizes revenue related to sales of products to distributors or directly to customers in markets where it has regulatory approval, net of discounts and allowances. The Company recognizes revenue in accordance with Accounting Standards Codification, or ASC, 606, Revenue from Contracts with Customers . ASC 606 requires the Company to recognize revenue to depict the transfer of goods or services to a customer at an amount that reflects the consideration it expects to receive in exchange for those goods or services. The Company recognizes revenue related to the sales of products to distributors at the time of shipment of the product, which represents the point in time when the distributor has taken ownership and assumed the risk of loss and the required revenue recognition criteria are satisfied. The Company’s distributors are obligated to pay within specified terms regardless of when, or if, they sell the products. The Company’s contracts with distributors typically do not contain right of return or price protection and have no post-delivery obligations. Appropriate reserves are established for anticipated sales returns based on historical experience, recent gross sales and any notification of pending returns. The Company recognizes revenue when title to the product and risk of loss transfer to customers, provided there are no remaining performance obligations required of the Company or any written matters requiring customer acceptance. The Company allows for the return of product from direct customers in certain regions within fifteen days after the original sale and records estimated sales returns as a reduction of sales in the same period revenue is recognized. Sales return provisions are calculated based upon historical experience with actual returns. Actual sales returns in any future period are inherently uncertain and thus may differ from the estimates. If actual sales returns differ significantly from the estimates, an adjustment to revenue in the current or subsequent period is recorded. As of June 30, 2020 and December 31, 2019 , an allowance of $24,000 and $36,000 was recorded for product returns, respectively. A portion of the Company’s revenue is generated from the sale of consigned inventory maintained at physician, hospital, and clinic locations. For these products, revenue is recognized at the time the Company is notified by the consignee that the product has been implanted, not when the consigned products are delivered to the consignee’s warehouse. Revenue was generated in these primary geographic markets: Six Months Ended June 30, Three Months Ended June 30, 2020 2019 2020 2019 (in thousands) Europe $ 15,932 $ 18,687 $ 6,153 $ 9,280 Latin America 8,508 12,184 1,366 6,017 Asia-Pacific/Middle East 10,350 11,222 2,880 6,276 Other 165 369 75 111 $ 34,955 $ 42,462 $ 10,474 $ 21,684 The Company has a limited warranty for the shelf life of the product, which is five years from the time of manufacture. Estimated warranty obligations are recorded at the time of sale. The Company also offers a warranty to patients in the event of rupture and a replacement program for capsular contracture events, provided certain registration requirements are met. Revenue for extended warranties are recognized ratably over the term of the agreement. To date, these warranty and program costs have been de minimis. The Company will continue to evaluate the warranty reserve policies for adequacy considering claims history. Deferred revenue primarily consists of payments received in advance of meeting revenue recognition criteria. The Company has received payments from distributors to provide distribution exclusivity within a geographic area and recognizes deferred revenue on a ratable basis over the term of such contractual distribution relationship. Additionally, the Company has received payments from customers in direct markets prior to surgical implantation and recognizes deferred revenue at the time the Company is notified by the customer that the product has been implanted. For all arrangements, any revenue that has been deferred and is expected to be recognized beyond one year is classified as long-term deferred revenue and included in “Other liabilities, long term” on the condensed consolidated balance sheets (see Note 3). |
Research and Development | Research and Development Costs related to research and development, or R&D, activities are expensed as incurred. R&D costs primarily include personnel costs, materials, clinical expenses, regulatory expenses, product development, consulting services, and outside research activities, all of which are directly related to research and development activities. The Company estimates FDA clinical trial expenses based on the services performed, pursuant to contracts with research institutions and clinical research organizations that conduct and manage clinical trials on its behalf. In accruing service fees, the Company estimates the time period over which services will be performed and the level |
Selling, General and Administrative Expenses | Selling, General and Administrative ExpensesSG&A expenses include sales and marketing costs, payroll and related benefit costs, insurance expenses, shipping and handling costs, legal and professional fees and administrative overhead. |
Property and Equipment | Property and Equipment Property and equipment are stated at cost less accumulated depreciation and amortization. five ten |
Goodwill and Intangible Assets | Goodwill and Intangible Assets The Company records the excess of the acquisition purchase price over the net fair value of the tangible and identifiable intangible assets acquired and liabilities assumed as goodwill. In accordance with ASC 350, Intangibles - Goodwill and Other, the Company tests goodwill for impairment annually during the fourth quarter of each year and whenever events or changes in circumstances indicate that the carrying value of the asset may not be recoverable. In connection with the annual impairment test for goodwill, the Company elected the option to perform a qualitative assessment to determine whether it is more likely than not that the fair value of the reporting unit is less than its carrying amount. If the Company determines that it was more likely than not that the fair value of the reporting unit is less than its carrying amount, then the impairment test is performed. Consistent with the Company's assessment that it has only one reporting segment, the Company has determined that it has only one reporting unit and tests goodwill for impairment at the entity level using the two-step process required by ASC 350. In the first step, the Company compares the carrying amount of the reporting unit to the fair value of the enterprise. If the fair value of the enterprise exceeds the carrying value, goodwill is not considered impaired and no further testing is required. If the carrying value of the enterprise exceeds the fair value, goodwill is potentially impaired, and the second step of the impairment test must be performed. In the second step, the Company compares the implied fair value of the goodwill, as defined by ASC 350, to its carrying amount to determine the impairment loss, if any. two fifteen |
Long-Lived Assets | Long-Lived AssetsThe Company reviews long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset might not be recoverable. When such an event occurs, management determines whether there has been impairment by comparing the anticipated undiscounted future net cash flows to the related asset group’s carrying value. If an asset is considered impaired, the asset is written down to fair value, which is determined based either on discounted cash flows or appraised value, depending on the nature of the asset. There were no impairment charges, or changes in estimated useful lives recorded during the year ended December 31, 2019 or the six months ended June 30, 2020. |
Debt and Embedded Derivatives | Debt and Embedded Derivatives The Company applies the accounting standards for derivatives and hedging and for distinguishing liabilities from equity when accounting for hybrid contracts. The Company accounts for convertible debt instruments when the Company has determined that the embedded conversion options should not be bifurcated from their host instruments in accordance with ASC 470-20 Debt with Conversion and Other Options (see Note 6). The Company uses option pricing valuation models to determine the fair value of embedded derivatives and records any change in fair value as a component of other income or expense in the condensed consolidated statements of operations (see Note 5). |
Debt Issuance Costs and Debt Discounts | Debt Issuance Costs and Debt Discounts Costs incurred in connection with the issuance of new debt are capitalized. Capitalizable debt issuance costs paid to third parties and debt discounts, net of amortization, are recorded as a reduction to the long-term debt balance on the condensed consolidated balance sheets. Amortization expense on capitalized debt issuance costs and debt discounts related to loans are calculated using the effective interest method over the term of the loan commitment and is recorded as interest expense in the condensed consolidated statements of operations. |
Income Taxes | Income Taxes The Company records income taxes using the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been recognized in the Company’s consolidated financial statements or income tax returns. In estimating future tax consequences, expected future events, enactments or changes in the tax law or rates are considered. Valuation allowances are provided when necessary to reduce deferred tax assets to the amount expected to be realized. The Company operates in various tax jurisdictions and is subject to audit by various tax authorities. The Company records uncertain tax positions based on a two-step process whereby (1) a determination is made as to whether it is more likely than not that the tax positions will be sustained based on the technical merits of the position and (2) for those tax positions that meet the more-likely-than-not recognition threshold the Company recognizes the largest amount of tax benefit that is greater than 50% likely to be realized upon ultimate settlement with the related tax authority. The Company’s policy is to recognize interest and penalties accrued on any unrecognized tax benefits as a component of income tax expense. Significant judgment is required in the identification of uncertain tax positions and in the estimation of penalties and interest on uncertain tax positions. |
Foreign Currency | Foreign Currency The financial statements of the Company’s foreign subsidiaries whose functional currencies are the local currencies are translated into U.S. dollars for consolidation as follows: assets and liabilities at the exchange rate as of the balance sheet date, stockholders’ equity at the historical rates of exchange, and income and expense amounts at the average exchange rate for the period. Translation adjustments resulting from the translation of the subsidiaries’ accounts are included in “Accumulated other comprehensive income (loss)” as equity in the condensed consolidated balance sheet. Transactions denominated in currencies other than the applicable functional currency are converted to the functional currency at the exchange rate on the transaction date. At period end, monetary assets and liabilities are remeasured to the functional currency using exchange rates in effect at the balance sheet date. Non-monetary assets and liabilities are remeasured at historical exchange rates. Gains and losses resulting from foreign currency transactions are included within “Other expense, net” in the |
Comprehensive Income (Loss) | Comprehensive Income (Loss)The Company’s comprehensive loss consists of net loss and foreign currency translation adjustments arising from the consolidation of the Company’s foreign subsidiaries. |
Share-based Compensation | Share-Based Compensation The Company measures and recognizes compensation expense for all stock-based awards in accordance with the provisions of ASC 718, Stock Compensation . Stock-based awards granted include stock options, restricted stock units, or RSUs, and restricted stock awards, or RSAs. Share-based compensation expense for stock options and RSAs granted to employees is measured at the grant date based on the fair value of the awards and is recognized as an expense ratably on a straight-line basis over the requisite service period. The fair value of options to purchase shares granted to employees is estimated on the grant date using the Black-Scholes option valuation model. |
Net Income (Loss) Per Share | Net Income (Loss) Per Share Basic net income (loss) per share is calculated by dividing the net income (loss) attributable to shareholders by the weighted-average number of shares outstanding during the period, without consideration for potentially dilutive securities. Diluted net income (loss) per share is computed by dividing the net income (loss) by the weighted-average number of shares and potentially dilutive securities outstanding for the period. For purposes of the diluted net loss per share calculation, any shares issuable upon exercise of share warrants, share options and non-vested restricted stock outstanding under the Company’s equity plan are potentially dilutive securities. Diluted net loss per share is the same as basic net loss per share for periods where the Company reported a net loss because including the dilutive securities would be anti-dilutive. |
Recent Accounting Standards | Recent Accounting Standards Periodically, new accounting pronouncements are issued by the Financial Accounting Standards Board, or FASB, or other standard setting bodies and adopted by the Company as of the specified effective date. Unless otherwise discussed, the impact of recently issued standards that are not yet effective will not have a material impact on the Company’s consolidated financial statements upon adoption. Under the Jumpstart Our Business Startups Act of 2012, or JOBS Act, the Company meets the definition of an emerging growth company and has elected the extended transition period for complying with new or revised accounting standards pursuant to Section 107(b) of the JOBS Act. The Company will remain an emerging growth company until the earliest of (1) the last day of its first fiscal year (a) following the fifth anniversary of the completion of our initial public offering, (b) in which we have total annual gross revenue of at least $1.07 billion, or (c) in which we are deemed to be a large accelerated filer, which means the market value of our common stock that is held by non-affiliates exceeds $700.0 million of the prior June 30 th and (2) the date on which we have issued more than $1.0 billion in non-convertible debt securities during the prior three-year period. The following recent accounting pronouncements issued by the FASB, could have a material effect on our financial statements: Recently Issued Accounting Standards In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement: Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurement . This ASU modifies the disclosure requirements for fair value measurements. The modifications removed the following disclosure requirements: (i) the amount of, and reasons for, transfers between Level 1 and Level 2 of the fair value hierarchy; (ii) the policy for timing of transfers between levels; and (iii) the valuation processes for Level 3 fair value measurements. This ASU added the following disclosure requirements: (i) the changes in unrealized gains and losses for the period included in other comprehensive income ("OCI") for recurring Level 3 fair value measurements held at the end of the reporting period; and (ii) the range and weighted average of significant observable inputs used to develop Level 3 fair value measurements. This update is effective for non-public entities for annual and interim periods beginning after December 15, 2020, with early adoption permitted. As the requirements of this literature are disclosure only, ASU 2018-13 will not impact our financial condition or results of operations. In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments . This ASU replaces the impairment methodology in current GAAP, which delays recognition of credit losses until it is probable a loss has been incurred, with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. For non-public business entities and emerging growth companies the standard is effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. The Company is currently assessing the impact the adoption of ASU 2016-13 will have on its consolidated financial statements and footnote disclosures. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) , which sets out the principles for the recognition, measurement, presentation and disclosure of leases for both parties to a contract (i.e. lessees and lessors). The new standard requires lessees to apply a dual approach, classifying leases as either finance or operating leases based on the principle of whether the lease is effectively a financed purchase by the lessee. This classification will determine whether lease expense is recognized based on an effective interest method or on a straight-line basis over the term of the lease, respectively. A lessee is also required to record a right-of-use asset and a lease liability for all leases with a term of greater than twelve months regardless of their classification. Leases with a term of twelve months or less will be accounted for similar to existing guidance for operating leases today. ASC 842 supersedes the previous leases standard, ASC 840 Leases . The standard is effective for non-public business entities and emerging growth companies for fiscal years beginning after December 15, 2020 and interim periods within fiscal years beginning after December 15, 2021. Early adoption is permitted. The Company is currently assessing the impact the adoption of ASC 842 will have on its consolidated financial statements and footnote disclosures. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Accounting Policies [Abstract] | |
Schedule of Consolidated Entities | The condensed consolidated financial statements include the Company’s accounts and those of its wholly owned subsidiaries as of June 30, 2020 as follows: Subsidiary Incorporation/Acquisition Date Establishment Labs, S.A. (Costa Rica) January 18, 2004 Motiva USA, LLC (USA) February 20, 2014 JAMM Technologies, Inc. (USA) October 27, 2015 Establishment Labs Produtos par Saude Ltda (Brazil) January 4, 2016 European Distribution Center Motiva BV (Belgium) March 4, 2016 Motiva Implants France SAS (France) September 12, 2016 JEN-Vault AG (Switzerland) November 22, 2016 Motiva Nordica AB (Sweden) November 2, 2017 Motiva Implants UK Limited (the United Kingdom) July 31, 2018 Motiva Italy S.R.L (Italy) July 31, 2018 Motiva Implants Spain, S.L. (Spain) January 3, 2019 Motiva Austria GmbH (Austria) January 14, 2019 Motiva Germany GmbH (Germany) August 1, 2019 Motiva Argentina S.R.L (Argentina) February 7, 2020 |
Disaggregation of Revenue | Revenue was generated in these primary geographic markets: Six Months Ended June 30, Three Months Ended June 30, 2020 2019 2020 2019 (in thousands) Europe $ 15,932 $ 18,687 $ 6,153 $ 9,280 Latin America 8,508 12,184 1,366 6,017 Asia-Pacific/Middle East 10,350 11,222 2,880 6,276 Other 165 369 75 111 $ 34,955 $ 42,462 $ 10,474 $ 21,684 |
Balance Sheet Accounts (Tables)
Balance Sheet Accounts (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of inventory, current | June 30, December 31, (in thousands) Raw materials $ 6,510 $ 5,506 Work in process 1,265 1,200 Finished goods 21,282 21,954 $ 29,057 $ 28,660 |
Property, Plant and Equipment | June 30, December 31, (in thousands) Machinery and equipment $ 8,450 $ 8,045 Building improvements 6,456 6,443 Furniture and fixtures 3,820 3,614 Building 2,472 2,472 Leasehold improvements 1,978 2,101 Land 802 802 Vehicles 464 463 Construction in Process 113 — Total 24,555 23,940 Less: Accumulated depreciation and amortization (8,470) (7,522) $ 16,085 $ 16,418 |
Schedule of Accrued Liabilities | Accrued liabilities consisted of the following: June 30, December 31, (in thousands) Performance bonus $ 1,148 $ 2,080 Payroll and related expenses 2,702 1,996 Bonus feature of stock option grants 5,102 4,212 Commissions 246 522 Professional and legal services 494 500 Short-term minimum lease payments under capital leases 118 258 Warranty reserve 264 313 Advisory board and board of director related expenses 3 124 Other 440 672 $ 10,517 $ 10,677 |
Other Current Liabilities | Other liabilities, short-term consisted of the following: June 30, December 31, (in thousands) Contingent equity consideration $ 623 $ 922 Deferred revenue 728 785 Cash payable for asset acquisitions 391 492 $ 1,742 $ 2,199 |
Other Noncurrent Liabilities | Other liabilities, long-term consisted of the following: June 30, December 31, (in thousands) Deferred revenue $ 1,290 $ 1,344 Cash payable for asset acquisitions 388 781 Other 348 336 $ 2,026 $ 2,461 |
Goodwill and Other Intangible_2
Goodwill and Other Intangible Assets (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | There were no changes in the carrying amount of goodwill during the six months ended June 30, 2020: Balance as of January 1, 2020 Additions Accumulated Impairment Losses Balance as of June 30, 2020 (in thousands) Goodwill $ 465 $ — $ — $ 465 |
Schedule of Finite-Lived Intangible Assets | The carrying amounts of these intangible assets other than goodwill as of June 30, 2020 were as follows: Gross Carrying Amount Accumulated Amortization Net Carrying Amount Estimated Useful Lives (in thousands) (in years) Patents and license rights $ 1,731 $ (851) $ 880 7-12 Customer relationships 1,896 (1,086) 810 4-10 510(k) authorization 567 (175) 392 15 Developed technology 62 (42) 20 10 Capitalized software development costs 1,217 (176) 1,041 2-5 Other 75 (29) 46 2-5 Capitalized patents and license rights not yet amortized 291 — 291 $ 5,839 $ (2,359) $ 3,480 The carrying amounts of intangible assets other than goodwill as of December 31, 2019 were as follows: Gross Carrying Amount Accumulated Amortization Net Carrying Amount Estimated Useful Lives (in thousands) (in years) Patents and license rights $ 1,693 $ (766) $ 927 7-12 Customer relationships 1,896 (836) 1,060 4-10 510(k) authorization 567 (156) 411 15 Developed technology 62 (39) 23 10 Capitalized software development costs 780 (98) 682 2-5 Other 75 (28) 47 2-5 Capitalized patents and license rights not yet amortized 291 — 291 $ 5,364 $ (1,923) $ 3,441 |
Schedule of Indefinite-Lived Intangible Assets | The carrying amounts of these intangible assets other than goodwill as of June 30, 2020 were as follows: Gross Carrying Amount Accumulated Amortization Net Carrying Amount Estimated Useful Lives (in thousands) (in years) Patents and license rights $ 1,731 $ (851) $ 880 7-12 Customer relationships 1,896 (1,086) 810 4-10 510(k) authorization 567 (175) 392 15 Developed technology 62 (42) 20 10 Capitalized software development costs 1,217 (176) 1,041 2-5 Other 75 (29) 46 2-5 Capitalized patents and license rights not yet amortized 291 — 291 $ 5,839 $ (2,359) $ 3,480 The carrying amounts of intangible assets other than goodwill as of December 31, 2019 were as follows: Gross Carrying Amount Accumulated Amortization Net Carrying Amount Estimated Useful Lives (in thousands) (in years) Patents and license rights $ 1,693 $ (766) $ 927 7-12 Customer relationships 1,896 (836) 1,060 4-10 510(k) authorization 567 (156) 411 15 Developed technology 62 (39) 23 10 Capitalized software development costs 780 (98) 682 2-5 Other 75 (28) 47 2-5 Capitalized patents and license rights not yet amortized 291 — 291 $ 5,364 $ (1,923) $ 3,441 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | As of June 30, 2020, the amortization expense related to identifiable intangible assets, with definite useful lives, in future periods is expected to be as follows: Year Ending December 31, (in thousands) 2020 (remaining) $ 509 2021 910 2022 585 2023 340 2024 324 Thereafter 521 Total $ 3,189 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Fair Value Disclosures [Abstract] | |
Fair Value, Liabilities Measured on Recurring Basis | The following table sets forth the Company’s financial instruments that were measured at fair value on a recurring basis by level within the fair value hierarchy at period end: Fair Value Measurements at June 30, 2020 Total Level 1 Level 2 Level 3 (in thousands) Liabilities Madryn put option liability $ 3,509 $ — $ — $ 3,509 Acquisition-related contingent consideration 623 — — 623 $ 4,132 $ — $ — $ 4,132 Fair Value Measurements at December 31, 2019 Total Level 1 Level 2 Level 3 (in thousands) Liabilities Madryn put option liability $ 3,072 $ — $ — $ 3,072 Acquisition-related contingent consideration 922 — — 922 $ 3,994 $ — $ — $ 3,994 |
Fair Value Measurement Inputs and Valuation Techniques | The Company used the following assumptions to value Madryn derivatives: Put Option Liability (Madryn) June 30, 2020 December 31, 2019 Interest rate volatility 21.8% 21.4% Market yield rate 11.1% 10.1% Term (in years) 5.25 5.75 Dividend yield — — |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation | The following table sets forth a summary of the changes in the fair value of the Company’s Level 3 financial instruments as follows: Acquisition-related Contingent Consideration Put Option Liability (Madryn) Balance at December 31, 2018 $ 1,828 $ 4,768 Change in fair value (362) (2,608) Balance at June 30, 2019 $ 1,466 $ 2,160 Balance at December 31, 2019 $ 922 $ 3,072 Change in fair value (299) 437 Balance at June 30, 2020 $ 623 $ 3,509 |
Debt (Tables)
Debt (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt | The Company recorded Madryn debt on the balance sheet as follows: June 30, December 31, (in thousands) Principal $ 65,000 $ 65,000 Net unamortized debt discount and issuance costs (16,061) (16,858) Net carrying value of Madryn debt $ 48,939 $ 48,142 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Future Minimum Rental Payments for Operating Leases | Future minimum lease payments under the operating leases as of June 30, 2020 were as follows: Years Ending December 31, Operating (in thousands) 2020 (remaining) $ 284 2021 483 2022 413 2023 381 2024 373 Thereafter 1,179 $ 3,113 |
Schedule of Future Minimum Lease Payments for Capital Leases | Future minimum lease payments under these capital leases as of June 30, 2020 were as follows: Years Ending December 31, Capital (in thousands) 2020 (remaining) $ 129 2021 180 2022 39 348 Interest included in the above payments (22) Amount payable without interest 326 Short-term minimum capital lease payments (included in accrued liabilities) 118 Long-term minimum capital lease payments $ 208 |
Shareholders' Equity (Tables)
Shareholders' Equity (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Equity [Abstract] | |
Schedule of Reserved Ordinary Shares for Future Issuances | The Company had reserved common shares for future issuances as follows: June 30, December 31, Warrants to purchase shares 5,500 5,500 Options to purchase shares 2,044,634 1,837,576 Remaining shares available under the 2018 Equity Incentive Plan 1,731,133 1,312,648 Shares issuable on vesting of restricted stock awards 102,670 128,682 Remaining shares available under the 2018 ESPP 474,000 287,000 Total 4,357,937 3,571,406 |
Warrants (Tables)
Warrants (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Equity [Abstract] | |
Schedule of Stockholders' Equity Note, Warrants or Rights | As of each of June 30, 2020 and December 31, 2019, 5,500 warrants to purchase the Company’s common shares were outstanding and exercisable: Warrant Holder Issue Date In Connection With Warrant to Purchase Shares Exercise Price Expiration Date Rockport 3/3/2017 Loan agreement Common 5,500 $3.80 8/28/2022 |
Share-based Compensation (Table
Share-based Compensation (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Schedule of Share-based Compensation Expense | During the periods presented, the Company recorded the following share-based compensation expense for stock options and restricted stock awards: Three Months Ended June 30, Six Months Ended June 30, 2020 2019 2020 2019 (in thousands) Sales, general and administrative $ 1,139 $ 1,413 $ 2,446 $ 2,681 Research and development 418 481 740 1,049 Total $ 1,557 $ 1,894 $ 3,186 $ 3,730 |
Schedule of Stock Options | Stock Options Number of Options Outstanding Weighted-Average Exercise Price Weighted-Average Remaining Contractual Term (in years) Aggregate Intrinsic Value (in thousands) Balances at December 31, 2019 1,837,576 $ 14.54 8.06 $ 24,122 Granted (weighted-average fair value of $10.64 per share) 367,265 19.11 Exercised (62,457) 5.99 Forfeited/canceled (97,750) 15.70 Balances at June 30, 2020 2,044,634 $ 15.57 8.04 $ 10,046 |
Schedule of Employee Stock Options Valuation Assumptions | The fair value of stock options granted to employees was estimated using the following assumptions: Six Months Ended June 30, 2020 2019 Volatility 55% - 60% 56% Risk-free interest rate 0.4% - 1.5% 1.9% - 2.6% Term (in years) 6.25 6.25 Dividend yield — — The fair value of stock options granted to consultants was estimated using the following assumptions during the following periods presented: Six Months Ended June 30, 2020 2019 Volatility 56% - 60% 57% Risk-free interest rate 0.6% - 1.6% 2.1% Term (in years) 10 10 Dividend yield — — |
Schedule of Restricted Stock | The following table represents RSA activity for fiscal 2020: Restricted Stock Awards Weighted- Outstanding unvested at December 31, 2019 128,682 $ 11.81 Granted — — Vested (16,864) 12.53 Forfeited/canceled (9,148) 9.55 Outstanding unvested at June 30, 2020 102,670 $ 11.90 |
Asset Acquisitions (Tables)
Asset Acquisitions (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Business Combinations [Abstract] | |
Schedule of Asset Acquisition | The purchase price and allocation of purchase price were as follows: Purchase Price: (in thousands) Cash consideration $ 335 Fair market value of common shares issued on effective date 337 Cash paid for inventory 432 Total purchase price $ 1,104 Allocation of Purchase Price: (in thousands) Inventory $ 1,104 |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Earnings Per Share [Abstract] | |
Schedule of Basic and Diluted Earnings Per Share | The following table summarizes the computation of basic and diluted net loss per share for the periods presented: Three Months Ended June 30, Six Months Ended June 30, 2020 2019 2020 2019 (in thousands, except share and per share data) Numerator: Net loss $ (10,471) $ (9,040) $ (28,230) $ (19,819) Denominator: Weighted average common shares used for basic and diluted earnings per share 23,482,031 20,448,643 22,969,162 20,407,912 Loss per share: Basic and diluted $ (0.45) $ (0.44) $ (1.23) $ (0.97) |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The following potentially dilutive securities outstanding at the end of the periods presented have been excluded from the computation of diluted shares: Six Months Ended June 30, 2020 2019 Options to purchase common shares 1,896,074 1,840,057 Shares issuable on vesting of restricted stock awards 102,670 228,114 Warrants to purchase common shares 5,500 5,500 Total 2,004,244 2,073,671 |
Formation and Business of the_2
Formation and Business of the Company (Details) | Jun. 30, 2020facility |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Number of manufacturing facilities | 2 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Details) | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||
Jun. 30, 2020USD ($) | Mar. 31, 2020 | Jun. 30, 2019USD ($) | Jun. 30, 2020USD ($)reportingunitsegment | Jun. 30, 2019USD ($) | Dec. 31, 2019USD ($) | |
Summary Of Significant Accounting Policies [Line Items] | ||||||
Cash equivalents | $ 0 | $ 0 | $ 0 | |||
Inventory valuation reserves | 900,000 | 900,000 | 300,000 | |||
Sales, general and administrative | 14,438,000 | $ 18,394,000 | $ 33,422,000 | $ 34,450,000 | ||
Product return period | 15 days | |||||
Valuation allowances and reserves, amount | 24,000 | $ 24,000 | 36,000 | |||
Product shelf life | 5 years | |||||
Estimated useful lives | 50 years | |||||
Number of reportable segments | segment | 1 | |||||
Number of reporting units | reportingunit | 1 | |||||
Goodwill and intangible asset impairment | 0 | 0 | ||||
Asset impairment charges | $ 0 | 0 | ||||
Foreign currency transaction gain (loss) | $ (5,800,000) | (300,000) | ||||
Minimum | ||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||
Estimated useful lives | 5 years | |||||
Estimated useful lives | 2 years | |||||
Maximum | ||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||
Estimated useful lives | 10 years | |||||
Estimated useful lives | 15 years | |||||
Shipping and Handling | ||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||
Sales, general and administrative | 600,000 | $ 700,000 | $ 1,400,000 | 1,400,000 | ||
Product Concentration Risk | NuSil Technology LLC | ||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||
Purchases from suppliers | 8,100,000 | $ 8,100,000 | ||||
Outstanding balance owed | $ 2,000,000 | $ 2,000,000 | $ 2,700,000 | |||
Revenue | Geographic Concentration Risk | Brazil | ||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||
Concentration risk (as a percent) | 9.60% | 16.10% | ||||
Purchases | Product Concentration Risk | ||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||
Concentration risk (as a percent) | 67.40% | 62.10% | ||||
Customer One | Customer concentration risk | ||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||
Concentration risk (as a percent) | 10.20% | 13.00% | ||||
Customer Two | Customer concentration risk | ||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||
Concentration risk (as a percent) | 11.50% |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 10,474 | $ 21,684 | $ 34,955 | $ 42,462 |
Europe | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 6,153 | 9,280 | 15,932 | 18,687 |
Latin America | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 1,366 | 6,017 | 8,508 | 12,184 |
Asia-Pacific/Middle East | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 2,880 | 6,276 | 10,350 | 11,222 |
Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 75 | $ 111 | $ 165 | $ 369 |
Balance Sheet Accounts - Invent
Balance Sheet Accounts - Inventory (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Raw materials | $ 6,510 | $ 5,506 |
Work in process | 1,265 | 1,200 |
Finished goods | 21,282 | 21,954 |
Inventory, net | $ 29,057 | $ 28,660 |
Balance Sheet Accounts - Proper
Balance Sheet Accounts - Property and Equipment (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 24,555 | $ 23,940 |
Less: Accumulated depreciation and amortization | (8,470) | (7,522) |
Property, plant and equipment, net | 16,085 | 16,418 |
Machinery and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 8,450 | 8,045 |
Building improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 6,456 | 6,443 |
Furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 3,820 | 3,614 |
Building | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 2,472 | 2,472 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 1,978 | 2,101 |
Land | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 802 | 802 |
Vehicles | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 464 | 463 |
Construction in Process | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 113 | $ 0 |
Balance Sheet Accounts - Narrat
Balance Sheet Accounts - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Dec. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||||
Depreciation and amortization expense | $ 600 | $ 700 | $ 1,200 | $ 1,300 | |
Capital leased assets, gross value | $ 1,500 | $ 1,500 | $ 1,500 | ||
Depreciation | $ 21 | $ 42 |
Balance Sheet Accounts - Accrue
Balance Sheet Accounts - Accrued Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Performance bonus | $ 1,148 | $ 2,080 |
Payroll and related expenses | 2,702 | 1,996 |
Bonus feature of stock option grants | 5,102 | 4,212 |
Commissions | 246 | 522 |
Professional and legal services | 494 | 500 |
Short-term minimum lease payments under capital leases | 118 | 258 |
Warranty reserve | 264 | 313 |
Advisory board and board of director related expenses | 3 | 124 |
Other | 440 | 672 |
Accrued liabilities | $ 10,517 | $ 10,677 |
Balance Sheet Accounts - Other
Balance Sheet Accounts - Other Liabilities, Short-Term (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Contingent equity consideration | $ 623 | $ 922 |
Deferred revenue | 728 | 785 |
Cash payable for asset acquisitions | 391 | 492 |
Other liabilities, short term | $ 1,742 | $ 2,199 |
Balance Sheet Accounts - Othe_2
Balance Sheet Accounts - Other Liabilities, Long-Term (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Deferred revenue | $ 1,290 | $ 1,344 |
Cash payable for asset acquisitions | 388 | 781 |
Other | 348 | 336 |
Other liabilities, long term | $ 2,026 | $ 2,461 |
Goodwill and Other Intangible_3
Goodwill and Other Intangible Assets - Goodwill (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2020USD ($) | |
Goodwill [Roll Forward] | |
Beginning Balance | $ 465 |
Additions | 0 |
Accumulated Impairment Losses | 0 |
Ending Balance | $ 465 |
Goodwill and Other Intangible_4
Goodwill and Other Intangible Assets - Intangible Assets (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2020 | Dec. 31, 2019 | |
Finite-Lived Intangible Assets, Net [Abstract] | ||
Accumulated Amortization | $ (2,359) | $ (1,923) |
Net Carrying Amount | 3,189 | |
Indefinite-lived Intangible Assets (Excluding Goodwill) [Abstract] | ||
Capitalized patents and license rights not yet amortized | 291 | 291 |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | ||
Gross Carrying Amount | 5,839 | 5,364 |
Net Carrying Amount | $ 3,480 | 3,441 |
Minimum | ||
Finite-Lived Intangible Assets, Net [Abstract] | ||
Estimated Useful Lives | 2 years | |
Maximum | ||
Finite-Lived Intangible Assets, Net [Abstract] | ||
Estimated Useful Lives | 15 years | |
Patents and license rights | ||
Finite-Lived Intangible Assets, Net [Abstract] | ||
Gross Carrying Amount | $ 1,731 | 1,693 |
Accumulated Amortization | (851) | (766) |
Net Carrying Amount | $ 880 | $ 927 |
Patents and license rights | Minimum | ||
Finite-Lived Intangible Assets, Net [Abstract] | ||
Estimated Useful Lives | 7 years | 7 years |
Patents and license rights | Maximum | ||
Finite-Lived Intangible Assets, Net [Abstract] | ||
Estimated Useful Lives | 12 years | 12 years |
Customer relationships | ||
Finite-Lived Intangible Assets, Net [Abstract] | ||
Gross Carrying Amount | $ 1,896 | $ 1,896 |
Accumulated Amortization | (1,086) | (836) |
Net Carrying Amount | $ 810 | $ 1,060 |
Customer relationships | Minimum | ||
Finite-Lived Intangible Assets, Net [Abstract] | ||
Estimated Useful Lives | 4 years | 4 years |
Customer relationships | Maximum | ||
Finite-Lived Intangible Assets, Net [Abstract] | ||
Estimated Useful Lives | 10 years | 10 years |
510(k) authorization | ||
Finite-Lived Intangible Assets, Net [Abstract] | ||
Gross Carrying Amount | $ 567 | $ 567 |
Accumulated Amortization | (175) | (156) |
Net Carrying Amount | $ 392 | $ 411 |
Estimated Useful Lives | 15 years | 15 years |
Developed technology | ||
Finite-Lived Intangible Assets, Net [Abstract] | ||
Gross Carrying Amount | $ 62 | $ 62 |
Accumulated Amortization | (42) | (39) |
Net Carrying Amount | $ 20 | $ 23 |
Estimated Useful Lives | 10 years | 10 years |
Capitalized software development costs | ||
Finite-Lived Intangible Assets, Net [Abstract] | ||
Gross Carrying Amount | $ 1,217 | $ 780 |
Accumulated Amortization | (176) | (98) |
Net Carrying Amount | $ 1,041 | $ 682 |
Capitalized software development costs | Minimum | ||
Finite-Lived Intangible Assets, Net [Abstract] | ||
Estimated Useful Lives | 2 years | 2 years |
Capitalized software development costs | Maximum | ||
Finite-Lived Intangible Assets, Net [Abstract] | ||
Estimated Useful Lives | 5 years | 5 years |
Other | ||
Finite-Lived Intangible Assets, Net [Abstract] | ||
Gross Carrying Amount | $ 75 | $ 75 |
Accumulated Amortization | (29) | (28) |
Net Carrying Amount | $ 46 | $ 47 |
Other | Minimum | ||
Finite-Lived Intangible Assets, Net [Abstract] | ||
Estimated Useful Lives | 2 years | 2 years |
Other | Maximum | ||
Finite-Lived Intangible Assets, Net [Abstract] | ||
Estimated Useful Lives | 5 years | 5 years |
Goodwill and Other Intangible_5
Goodwill and Other Intangible Assets - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||||
Amortization of intangible assets | $ 0.2 | $ 0.2 | $ 0.4 | $ 0.4 |
Goodwill and Other Intangible_6
Goodwill and Other Intangible Assets - Amortization Expense (Details) $ in Thousands | Jun. 30, 2020USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2020 (remaining) | $ 509 |
2021 | 910 |
2022 | 585 |
2023 | 340 |
2024 | 324 |
Thereafter | 521 |
Net Carrying Amount | $ 3,189 |
Fair Value Measurements - FV on
Fair Value Measurements - FV on a Recurring Basis (Details) - Fair Value, Measurements, Recurring - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Madryn put option liability | $ 3,509 | $ 3,072 |
Acquisition-related contingent consideration | 623 | 922 |
Liabilities | 4,132 | 3,994 |
Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Madryn put option liability | 0 | 0 |
Acquisition-related contingent consideration | 0 | 0 |
Liabilities | 0 | 0 |
Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Madryn put option liability | 0 | 0 |
Acquisition-related contingent consideration | 0 | 0 |
Liabilities | 0 | 0 |
Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Madryn put option liability | 3,509 | 3,072 |
Acquisition-related contingent consideration | 623 | 922 |
Liabilities | $ 4,132 | $ 3,994 |
Fair Value Measurements - Narra
Fair Value Measurements - Narrative (Details) $ in Millions | Aug. 12, 2019USD ($) | Nov. 17, 2017USD ($)shares | Mar. 31, 2018USD ($) | Jun. 30, 2020shares | Dec. 31, 2019 | Aug. 31, 2019USD ($) | Dec. 31, 2017USD ($) | Aug. 31, 2017USD ($) |
Femiline AB and Jonah Anderson | ||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||
Shares contingently issuable (in shares) | shares | 100,000 | 66,666 | ||||||
Acquisition-related contingent consideration | $ 1 | |||||||
Measurement Input, Probability of Change in Control | ||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||
Change in control (as a percent) | 0.50 | 0.50 | ||||||
Line of Credit | Madryn Credit Agreement | ||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||
Fair value of options | $ 15.1 | |||||||
Debt discount | $ 1.6 | $ 5 | ||||||
Additional amount borrowed | $ 25 | $ 10 |
Fair Value Measurements - Deriv
Fair Value Measurements - Derivatives (Details) - Put Option Liability (Madryn) | Jun. 30, 2020 | Dec. 31, 2019 |
Interest rate volatility | ||
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Derivative liability (as a percent) | 0.218 | 0.214 |
Market yield rate | ||
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Derivative liability (as a percent) | 0.111 | 0.101 |
Term (in years) | ||
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Derivative liability (as a percent) | 5.25 | 5.75 |
Dividend yield | ||
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Derivative liability (as a percent) | 0 | 0 |
Fair Value Measurements - Level
Fair Value Measurements - Level 3 Financial Instruments (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Acquisition-related Contingent Consideration | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Beginning Balance | $ 922 | $ 1,828 |
Change in fair value | (299) | (362) |
Ending Balance | 623 | 1,466 |
Put Option Liability (Madryn) | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Beginning Balance | 3,072 | 4,768 |
Change in fair value | 437 | (2,608) |
Ending Balance | $ 3,509 | $ 2,160 |
Debt - Narrative (Details)
Debt - Narrative (Details) - Line of Credit - USD ($) | Aug. 12, 2019 | Jun. 17, 2019 | Dec. 15, 2017 | Oct. 31, 2017 | Aug. 31, 2019 | Jun. 30, 2019 | Mar. 31, 2018 | Jun. 30, 2020 | Jun. 30, 2019 | Jun. 16, 2019 | Dec. 31, 2019 | Dec. 31, 2017 | Sep. 30, 2017 | Aug. 31, 2017 | Aug. 24, 2017 |
Madryn Credit Agreement | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Maximum borrowing capacity | $ 25,000,000 | $ 65,000,000 | |||||||||||||
Borrowings on credit facility | $ 25,000,000 | $ 10,000,000 | |||||||||||||
Outstanding principal balance | $ 65,000,000 | $ 65,000,000 | $ 40,000,000 | ||||||||||||
Default interest rate | 4.00% | ||||||||||||||
Effective interest rate | 18.40% | ||||||||||||||
Weighted average interest rate | 10.60% | ||||||||||||||
Interest expense | $ 3,500,000 | $ 3,000,000 | |||||||||||||
Fair value of options | $ 15,100,000 | ||||||||||||||
Debt discount | 1,600,000 | $ 5,000,000 | |||||||||||||
Legal expenses | $ 300,000 | $ 1,300,000 | |||||||||||||
Madryn Credit Agreement | London Interbank Offered Rate (LIBOR) | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Credit agreement interest rate | 8.00% | 11.00% | |||||||||||||
Amended Madryn Credit Agreement | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Interest expense | $ 300,000 | ||||||||||||||
Madryn Credit Agreement - Term A | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Maximum borrowing capacity | $ 30,000,000 | ||||||||||||||
Madryn Credit Agreement - Term B-1 | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Borrowings on credit facility | $ 5,000,000 | ||||||||||||||
Madryn Credit Agreement - Term B-2 | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Borrowings on credit facility | $ 5,000,000 | ||||||||||||||
Madryn Credit Agreement - Term B-3 And B-4 | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Borrowings on credit facility | $ 25,000,000 | ||||||||||||||
Madryn Credit Agreement - Term B-3 | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Additional borrowing capacity | $ 10,000,000 | ||||||||||||||
Madryn Credit Agreement - Term B-4 | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Additional borrowing capacity | $ 15,000,000 |
Debt - Schedule of Madryn Debt
Debt - Schedule of Madryn Debt (Details) - Madryn Credit Agreement - Line of Credit - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 | Dec. 31, 2017 |
Line of Credit Facility [Line Items] | |||
Principal | $ 65,000 | $ 65,000 | $ 40,000 |
Net unamortized debt discount and issuance costs | (16,061) | (16,858) | |
Net carrying value of Madryn debt | $ 48,939 | $ 48,142 |
Commitments and Contingencies -
Commitments and Contingencies - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Loss Contingencies [Line Items] | ||||
Rent expense | $ 0.2 | $ 0.4 | $ 0.5 | $ 0.7 |
Capital lease obligation | Minimum | ||||
Loss Contingencies [Line Items] | ||||
Capital lease term | 3 years | |||
Interest rate | 7.00% | 7.00% | ||
Capital lease obligation | Maximum | ||||
Loss Contingencies [Line Items] | ||||
Capital lease term | 7 years | |||
Interest rate | 12.00% | 12.00% |
Commitments and Contingencies_2
Commitments and Contingencies - Operating Leases (Details) $ in Thousands | Jun. 30, 2020USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2020 (remaining) | $ 284 |
2021 | 483 |
2022 | 413 |
2023 | 381 |
2024 | 373 |
Thereafter | 1,179 |
Total | $ 3,113 |
Commitments and Contingencies_3
Commitments and Contingencies - Capital Leases (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Commitments and Contingencies Disclosure [Abstract] | ||
2020 (remaining) | $ 129 | |
2021 | 180 | |
2022 | 39 | |
Total | 348 | |
Interest included in the above payments | (22) | |
Amount payable without interest | 326 | |
Short-term minimum capital lease payments (included in accrued liabilities) | 118 | $ 258 |
Long-term minimum capital lease payments | $ 208 |
Shareholders' Equity - Narrativ
Shareholders' Equity - Narrative (Details) - shares | Jun. 30, 2020 | Dec. 31, 2019 |
Equity [Abstract] | ||
Common stock, shares issued (in shares) | 23,762,787 | 21,057,040 |
Common stock, shares outstanding (in shares) | 23,354,717 | 20,648,970 |
Shareholders' Equity - Reserved
Shareholders' Equity - Reserved Ordinary Shares (Details) - shares | Jun. 30, 2020 | Dec. 31, 2019 | Jan. 01, 2019 | Jul. 23, 2018 |
Class of Stock [Line Items] | ||||
Shares reserved for future issuance (in shares) | 4,357,937 | 3,571,406 | ||
Equity Incentive Plan, 2018 | ||||
Class of Stock [Line Items] | ||||
Shares reserved for future issuance (in shares) | 1,731,133 | 1,312,648 | 3,000,000 | 1,500,000 |
Option on Securities | ||||
Class of Stock [Line Items] | ||||
Shares reserved for future issuance (in shares) | 2,044,634 | 1,837,576 | ||
Restricted Stock | ||||
Class of Stock [Line Items] | ||||
Shares reserved for future issuance (in shares) | 102,670 | 128,682 | ||
ESPP | ||||
Class of Stock [Line Items] | ||||
Shares reserved for future issuance (in shares) | 474,000 | 287,000 | ||
Rockport Warrants | ||||
Class of Stock [Line Items] | ||||
Shares reserved for future issuance (in shares) | 5,500 | 5,500 |
Warrants - Narrative (Details)
Warrants - Narrative (Details) - Rockport Warrants - $ / shares | Jun. 30, 2020 | Dec. 31, 2019 | Jun. 30, 2017 |
Class of Stock [Line Items] | |||
Exercise price of warrants (in dollars per share) | $ 3.80 | $ 3.80 | |
Warrants outstanding (in shares) | 5,500 | 5,500 | |
Common Class B | |||
Class of Stock [Line Items] | |||
Number of shares called by warrants (in shares) | 145,000 |
Warrants - Warrant (Details)
Warrants - Warrant (Details) - Rockport Warrants - $ / shares | Jun. 30, 2020 | Dec. 31, 2019 | Jun. 30, 2017 |
Class of Stock [Line Items] | |||
Shares (in shares) | 5,500 | 5,500 | |
Exercise Price (in dollars per share) | $ 3.80 | $ 3.80 |
Share-based Compensation - Narr
Share-based Compensation - Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands | Jan. 01, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Dec. 31, 2019 | Jul. 23, 2018 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Shares reserved for future issuance (in shares) | 4,357,937 | 4,357,937 | 3,571,406 | ||||
Number of options vested and exercisable (in shares) | 835,046 | 835,046 | |||||
Weighted average exercise price vested and exercisable (in dollars per share) | $ 9.98 | $ 9.98 | |||||
Aggregate intrinsic value of options vested and exercisable | $ 8,000 | $ 8,000 | |||||
Number of options exercised in period (in shares) | 62,457 | ||||||
Weighted average exercise price of options exercised (in dollars per share) | $ 5.99 | ||||||
Intrinsic value of options exercised in period | $ 800 | ||||||
Unrecognized compensation expense of stock options granted | 8,400 | $ 8,400 | |||||
Unrecognized compensation expense period for recognition | 2 years 4 months 24 days | ||||||
Unrecognized share-based compensation cost of unvested RSAs | $ 1,557 | $ 1,894 | $ 3,186 | $ 3,730 | |||
Employee Stock Option | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Shares reserved for future issuance (in shares) | 2,044,634 | 2,044,634 | 1,837,576 | ||||
Vesting period | 4 years | ||||||
Unrecognized share-based compensation cost of unvested RSAs | $ 1,400 | 900 | |||||
Restricted Stock | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Shares reserved for future issuance (in shares) | 102,670 | 102,670 | 128,682 | ||||
RSAs vested in period | $ 300 | 700 | |||||
Unrecognized share-based compensation cost | $ 800 | $ 800 | |||||
Employee unrecognized compensation expense, period for recognition | 1 year 2 months 12 days | ||||||
Minimum | Restricted Stock | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Vesting period | 1 year | ||||||
Maximum | Restricted Stock | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Vesting period | 4 years | ||||||
Consultant | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Unrecognized compensation expense of stock options to non-employees | $ 2,300 | $ 2,300 | |||||
Issuance of stock and warrants for services or claims | $ 1,500 | $ 2,100 | |||||
Equity Incentive Plan, 2018 | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Shares reserved for future issuance (in shares) | 3,000,000 | 1,731,133 | 1,731,133 | 1,312,648 | 1,500,000 | ||
Increase in common stock, shares authorized (in shares) | 750,000 | ||||||
Common stock, capital shares reserved for future issuance, increase (decrease), percent | 4.00% |
Share-based Compensation - Stoc
Share-based Compensation - Stock Options and Restricted Stock (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation expense | $ 1,557 | $ 1,894 | $ 3,186 | $ 3,730 |
Sales, general and administrative | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation expense | 1,139 | 1,413 | 2,446 | 2,681 |
Research and development | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation expense | $ 418 | $ 481 | $ 740 | $ 1,049 |
Share-based Compensation - St_2
Share-based Compensation - Stock Options (Details) - USD ($) $ / shares in Units, $ in Thousands | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Dec. 31, 2019 | |
Number of Options Outstanding | |||
Balance outstanding (in shares) | 1,837,576 | ||
Granted (in shares) | 367,265 | ||
Exercised (in shares) | (62,457) | ||
Forfeited/canceled (in shares) | (97,750) | ||
Balance outstanding (in shares) | 2,044,634 | ||
Weighted average fair value (in dollars per share) | $ 10.64 | ||
Weighted-Average Exercise Price | |||
Options outstanding (in dollars per share) | 14.54 | ||
Granted (in dollars per share) | 19.11 | ||
Exercised (in dollars per share) | 5.99 | ||
Forfeited/canceled (in dollars per share) | 15.70 | ||
Options outstanding (in dollars per share) | $ 15.57 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract] | |||
Weighted-average remaining contractual term | 8 years 14 days | 8 years 21 days | |
Aggregate intrinsic value | $ 10,046 | $ 24,122 |
Share-based Compensation - St_3
Share-based Compensation - Stock Option Granted to Employees (Details) - Employee Stock Option | 6 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Volatility | 5600.00% | |
Employee | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Risk free interest rate, minimum | 0.40% | 1.90% |
Risk-free interest rate, maximum | 1.50% | 2.60% |
Term (in years) | 6 years 3 months | 6 years 3 months |
Dividend yield | 0.00% | 0.00% |
Employee | Minimum | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Volatility | 55.00% | |
Employee | Maximum | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Volatility | 60.00% |
Share-based Compensation - St_4
Share-based Compensation - Stock Options Granted to Non-employees (Details) - Employee Stock Option | 6 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Volatility | 5600.00% | |
Non-employee | Consultant | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Volatility | 57.00% | |
Risk-free interest rate | 2.10% | |
Risk free interest rate, minimum | 0.60% | |
Risk-free interest rate, maximum | 1.60% | |
Term (in years) | 10 years | 10 years |
Dividend yield | 0.00% | 0.00% |
Non-employee | Minimum | Consultant | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Volatility | 56.00% | |
Non-employee | Maximum | Consultant | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Volatility | 60.00% |
Share-based Compensation - Rest
Share-based Compensation - Restricted Stock Activity (Details) - Restricted Stock | 6 Months Ended |
Jun. 30, 2020$ / sharesshares | |
Restricted Stock Awards | |
Outstanding balance (in shares) | shares | 128,682 |
Granted (in shares) | shares | 0 |
Vested (in shares) | shares | (16,864) |
Forfeited/canceled (in shares) | shares | (9,148) |
Outstanding balance (in shares) | shares | 102,670 |
Weighted- Average Grant Date Fair Value | |
Balance outstanding (in dollars per share) | $ / shares | $ 11.81 |
Granted (in dollars per share) | $ / shares | 0 |
Vested (in dollars per share) | $ / shares | 12.53 |
Forfeited/canceled (in dollars per share) | $ / shares | 9.55 |
Balance outstanding (in dollars per share) | $ / shares | $ 11.90 |
Asset Acquisitions - Narrative
Asset Acquisitions - Narrative (Details) - Austria Asset Purchase Agreement | Jan. 31, 2019EUR (€)shares | Jan. 31, 2019USD ($)shares |
Schedule of Asset Acquisition, by Acquisition [Line Items] | ||
Maximum payments to acquire assets upon achievement of milestones | € 293,000 | $ 335,000 |
Asset acquisition, consideration transferred, equity interests issued and issuable (in shares) | 12,404 | 12,404 |
Asset Acquisitions - Asset Acqu
Asset Acquisitions - Asset Acquisitions (Details) - Austria Asset Purchase Agreement $ in Thousands | Jan. 31, 2019USD ($) |
Purchase Price: | |
Cash consideration | $ 335 |
Fair market value of common shares issued on effective date | 337 |
Cash paid for inventory | 432 |
Total purchase price | 1,104 |
Allocation of Purchase Price: | |
Inventory | $ 1,104 |
Net Loss Per Share - Basic and
Net Loss Per Share - Basic and Diluted (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2020 | Mar. 31, 2020 | Jun. 30, 2019 | Mar. 31, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Numerator: | ||||||
Net loss | $ (10,471) | $ (17,759) | $ (9,040) | $ (10,779) | $ (28,230) | $ (19,819) |
Denominator: | ||||||
Weighted averave common shares used for basic and diluted earnings per share (in shares) | 23,482,031 | 20,448,643 | 22,969,162 | 20,407,912 | ||
Loss per share: | ||||||
Basic and diluted (in dollars per share) | $ (0.45) | $ (0.44) | $ (1.23) | $ (0.97) |
Net Loss Per Share - Dilutive S
Net Loss Per Share - Dilutive Securities Excluded from Computation of Earnings Per Share (Details) - shares | 6 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share (in shares) | 2,004,244 | 2,073,671 |
Options to purchase common shares | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share (in shares) | 1,896,074 | 1,840,057 |
Shares issuable on vesting of restricted stock awards | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share (in shares) | 102,670 | 228,114 |
Warrants to purchase common shares | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share (in shares) | 5,500 | 5,500 |
Related Party Transactions - Na
Related Party Transactions - Narrative (Details) - USD ($) | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Dec. 31, 2019 | |
Related Party Transaction [Line Items] | |||
Grants in period (in shares) | 367,265 | ||
Immediate Family Member of Management or Principal Owner | |||
Related Party Transaction [Line Items] | |||
Revenue from related parties | $ 300,000 | $ 400,000 | |
Accounts receivable | $ 100,000 | $ 200,000 | |
Grants in period (in shares) | 20,580 | ||
Vesting period | 4 years | ||
Cash reimbursement per day for services | $ 4,500 | ||
Purchases from related party | $ 46,000 | $ 72,000 |
Subsequent Events - Narrative (
Subsequent Events - Narrative (Details) - Subsequent Event - Orion Trading S.r.l | Jul. 31, 2020EUR (€) | Jul. 31, 2020USD ($) | Aug. 01, 2020EUR (€) | Aug. 01, 2020USD ($) | Jul. 31, 2020USD ($) |
Subsequent Event [Line Items] | |||||
Maximum payments to acquire assets upon achievement of milestones | € 700,000 | $ 800,000 | |||
Cash payment | € 300,000 | $ 300,000 | |||
Maximum | |||||
Subsequent Event [Line Items] | |||||
Cash payment, equal to true-up value of inventory | € 100,000 | $ 100,000 |