Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Feb. 24, 2014 | Jun. 28, 2013 | |
Document And Entity Information [Abstract] | ' | ' | ' |
Document Type | '10-K | ' | ' |
Amendment Flag | 'false | ' | ' |
Document Period End Date | 31-Dec-13 | ' | ' |
Document Fiscal Year Focus | '2013 | ' | ' |
Document Fiscal Period Focus | 'FY | ' | ' |
Entity Registrant Name | 'ICAD INC | ' | ' |
Entity Central Index Key | '0000749660 | ' | ' |
Current Fiscal Year End Date | '--12-31 | ' | ' |
Entity Well-known Seasoned Issuer | 'No | ' | ' |
Entity Current Reporting Status | 'Yes | ' | ' |
Entity Voluntary Filers | 'No | ' | ' |
Entity Filer Category | 'Smaller Reporting Company | ' | ' |
Entity Common Stock, Shares Outstanding | ' | 10,992,327 | ' |
Entity Public Float | ' | ' | $57,056,137 |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Current assets: | ' | ' |
Cash and cash equivalents | $11,880 | $13,948 |
Trade accounts receivable, net of allowance for doubtful accounts of $73 in 2013 and $48 in 2012 | 7,623 | 4,980 |
Inventory, net | 1,891 | 2,119 |
Prepaid expenses and other current assets | 649 | 486 |
Total current assets | 22,043 | 21,533 |
Property and equipment: | ' | ' |
Equipment | 5,245 | 4,422 |
Leasehold improvements | 108 | 108 |
Furniture and fixtures | 283 | 283 |
Marketing assets | 300 | 297 |
Total property and equipment | 5,936 | 5,110 |
Less accumulated depreciation and amortization | 4,265 | 3,627 |
Net property and equipment | 1,671 | 1,483 |
Other assets: | ' | ' |
Other assets | 419 | 638 |
Intangible assets, net of accumulated amortization of $12,468 in 2013 and $10,744 in 2012 | 13,674 | 15,230 |
Goodwill | 21,109 | 21,109 |
Total other assets | 35,202 | 36,977 |
Total assets | 58,916 | 59,993 |
Current liabilities: | ' | ' |
Accounts payable | 2,000 | 1,940 |
Accrued expenses | 3,799 | 4,142 |
Interest payable | 483 | 499 |
Notes and capital lease payable, short-term portion | 3,878 | ' |
Warrant liability | 3,986 | 1,538 |
Deferred revenue | 8,306 | 6,520 |
Total current liabilities | 22,452 | 14,639 |
Other long-term liabilities | 68 | 68 |
Deferred revenue, long-term portion | 1,726 | 1,502 |
Settlement costs, long-term portion | 1,288 | 1,273 |
Capital lease - long-term portion | 235 | ' |
Notes payable, long-term portion | 11,770 | 14,846 |
Total liabilities | 37,539 | 32,328 |
Commitments and contingencies (Notes 2 and 7) | ' | ' |
Stockholders' equity: | ' | ' |
Preferred stock, $ .01 par value: authorized 1,000,000 shares; none issued. | ' | ' |
Common stock, $ .01 par value: authorized 20,000,000 shares; issued 11,084,119 in 2013 and 10,993,933 in 2012; outstanding 10,898,288 in 2013 and 10,808,102 in 2012 | 111 | 110 |
Additional paid-in capital | 166,735 | 165,416 |
Accumulated deficit | -144,054 | -136,446 |
Treasury stock at cost 185,831 in 2013 and 2012 | -1,415 | -1,415 |
Total stockholders' equity | 21,377 | 27,665 |
Total liabilities and stockholders' equity | $58,916 | $59,993 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, except Share data, unless otherwise specified | ||
Statement Of Financial Position [Abstract] | ' | ' |
Allowance for doubtful accounts on trade accounts receivables | $73 | $48 |
Intangible assets, accumulated amortization | $12,468 | $10,744 |
Preferred stock, par value | $0.01 | $0.01 |
Preferred stock, shares authorized | 1,000,000 | 1,000,000 |
Preferred stock, shares issued | 0 | 0 |
Common stock, par value | $0.01 | $0.01 |
Common stock, share authorized | 20,000,000 | 20,000,000 |
Common stock, share issued | 11,084,119 | 10,993,933 |
Common stock, share outstanding | 10,898,288 | 10,808,102 |
Treasury stock, shares | 185,831 | 185,831 |
Consolidated_Statements_of_Ope
Consolidated Statements of Operations (USD $) | 12 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Revenue: | ' | ' | ' |
Products | $19,556 | $17,976 | $19,328 |
Service and supplies | 13,511 | 10,299 | 9,324 |
Total revenue | 33,067 | 28,275 | 28,652 |
Cost of Revenue: | ' | ' | ' |
Products | 5,933 | 4,834 | 4,788 |
Service and supplies | 3,111 | 2,479 | 2,906 |
Amortization | 938 | 931 | 931 |
Total cost of revenue | 9,982 | 8,244 | 8,625 |
Gross profit | 23,085 | 20,031 | 20,027 |
Operating expenses: | ' | ' | ' |
Engineering and product development | 7,694 | 7,769 | 10,791 |
Marketing and sales | 10,427 | 10,708 | 13,684 |
General and administrative | 6,740 | 6,966 | 9,999 |
Contingent consideration | ' | ' | -4,900 |
Goodwill impairment | ' | ' | 26,828 |
Loss on indemnification asset | ' | ' | 741 |
Total operating expenses | 24,861 | 25,443 | 57,143 |
Loss from operations | -1,776 | -5,412 | -37,116 |
Other (expense) income: | ' | ' | ' |
Interest expense | -3,277 | -3,415 | -422 |
Loss from change in fair value of warrant liability | -2,448 | -539 | ' |
Interest income | 19 | 35 | 27 |
Other (expense) income, net | -5,706 | -3,919 | -395 |
Loss before income tax expense | -7,482 | -9,331 | -37,511 |
Income tax expense | 126 | 43 | 76 |
Net loss and comprehensive loss | ($7,608) | ($9,374) | ($37,587) |
Net loss per share: | ' | ' | ' |
Basic | ($0.70) | ($0.87) | ($3.45) |
Diluted | ($0.70) | ($0.87) | ($3.45) |
Weighted average number of shares used in computing loss per share: | ' | ' | ' |
Basic | 10,842 | 10,796 | 10,910 |
Diluted | 10,842 | 10,796 | 10,910 |
Consolidated_Statements_of_Sto
Consolidated Statements of Stockholders' Equity (USD $) | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Deficit [Member] | Treasury Stock [Member] |
In Thousands, except Share data | |||||
Beginning Balance at Dec. 31, 2010 | $73,210 | $109 | $163,536 | ($89,485) | ($950) |
Beginning Balance, shares at Dec. 31, 2010 | ' | 10,876,749 | ' | ' | ' |
Issuance of common stock relative to vesting of restricted stock, net of 11,468, 4,789 and 5,249 shares forfeited for tax obligations in 2011, 2012 and 2013 respectively | -67 | 1 | -68 | ' | ' |
Issuance of common stock relative to vesting of restricted stock, net of 11,468, 4,789 and 5,249 shares forfeited for tax obligations in 2011, 2012 and 2013 respectively, shares | ' | 59,153 | ' | ' | ' |
Issuance of common stock pursuant to stock option plans | 60 | ' | 60 | ' | ' |
Issuance of common stock pursuant to stock option plans, shares | 15,000 | 15,000 | ' | ' | ' |
Shares added to treasury pursuant to litigation settlement | -465 | ' | ' | ' | -465 |
Stock-based compensation | 904 | ' | 904 | ' | ' |
Net loss | -37,587 | ' | ' | -37,587 | ' |
Ending Balance at Dec. 31, 2011 | 36,055 | 110 | 164,432 | -127,072 | -1,415 |
Ending Balance, shares at Dec. 31, 2011 | ' | 10,950,902 | ' | ' | ' |
Issuance of common stock relative to vesting of restricted stock, net of 11,468, 4,789 and 5,249 shares forfeited for tax obligations in 2011, 2012 and 2013 respectively | -12 | ' | -12 | ' | ' |
Issuance of common stock relative to vesting of restricted stock, net of 11,468, 4,789 and 5,249 shares forfeited for tax obligations in 2011, 2012 and 2013 respectively, shares | ' | 43,031 | ' | ' | ' |
Issuance of common stock pursuant to stock option plans, shares | ' | ' | ' | ' | ' |
Stock-based compensation | 996 | ' | 996 | ' | ' |
Net loss | -9,374 | ' | ' | -9,374 | ' |
Ending Balance at Dec. 31, 2012 | 27,665 | 110 | 165,416 | -136,446 | -1,415 |
Ending Balance, shares at Dec. 31, 2012 | ' | 10,993,933 | ' | ' | ' |
Issuance of common stock relative to vesting of restricted stock, net of 11,468, 4,789 and 5,249 shares forfeited for tax obligations in 2011, 2012 and 2013 respectively | -28 | ' | -28 | ' | ' |
Issuance of common stock relative to vesting of restricted stock, net of 11,468, 4,789 and 5,249 shares forfeited for tax obligations in 2011, 2012 and 2013 respectively, shares | ' | 41,759 | ' | ' | ' |
Issuance of common stock pursuant to stock option plans | 146 | 1 | 145 | ' | ' |
Issuance of common stock pursuant to stock option plans, shares | 48,427 | 48,427 | ' | ' | ' |
Stock-based compensation | 1,202 | ' | 1,202 | ' | ' |
Net loss | -7,608 | ' | ' | -7,608 | ' |
Ending Balance at Dec. 31, 2013 | $21,377 | $111 | $166,735 | ($144,054) | ($1,415) |
Ending Balance, shares at Dec. 31, 2013 | ' | 11,084,119 | ' | ' | ' |
Consolidated_Statements_of_Sto1
Consolidated Statements of Stockholders' Equity (Parenthetical) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Shares forfeited for tax obligations | 5,249 | 4,789 | 11,468 |
Common Stock [Member] | ' | ' | ' |
Shares forfeited for tax obligations | 5,249 | 4,789 | 11,468 |
Additional Paid-in Capital [Member] | ' | ' | ' |
Shares forfeited for tax obligations | 5,249 | 4,789 | 11,468 |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Cash flow from operating activities: | ' | ' | ' |
Net loss | ($7,608) | ($9,374) | ($37,587) |
Adjustments to reconcile net loss to net cash used for operating activities: | ' | ' | ' |
Depreciation | 706 | 891 | 1,077 |
Amortization | 1,724 | 1,904 | 2,094 |
Bad debt provision | 35 | ' | ' |
Goodwill impairment | ' | ' | 26,828 |
Loss on disposal of assets | 53 | 174 | 21 |
Loss on indemnification asset | ' | ' | 741 |
Loss from change in fair value of warrant liability | 2,448 | 539 | ' |
Stock-based compensation expense | 1,202 | 996 | 904 |
Amortization of debt discount and debt costs | 856 | 1,012 | ' |
Interest on settlement obligations | 266 | 388 | 422 |
Fair value of contingent consideration | ' | ' | -4,900 |
Changes in operating assets and liabilities, net of acquisition: | ' | ' | ' |
Accounts receivable | -2,678 | -976 | -614 |
Inventory | 228 | -79 | 1,449 |
Prepaid and other assets | -126 | 469 | 248 |
Accounts payable | 60 | 815 | -1,375 |
Accrued expenses | -609 | -1,775 | -713 |
Deferred revenue | 2,010 | 812 | 1,263 |
Total adjustments | 6,175 | 5,170 | 27,445 |
Net cash used for operating activities | -1,433 | -4,204 | -10,142 |
Cash flow from investing activities: | ' | ' | ' |
Additions to patents, technology and other | -168 | -70 | -13 |
Additions to property and equipment | -539 | -665 | -263 |
Net cash used for investing activities | -707 | -735 | -276 |
Cash flow from financing activities: | ' | ' | ' |
Issuance of common stock for cash | 146 | ' | 60 |
Taxes paid related to restricted stock issuance | -28 | -14 | -67 |
Payments of capital lease obligations | -46 | ' | ' |
Proceeds from debt financing, net | ' | 14,325 | ' |
Payment for Xoft | ' | ' | -1,268 |
Net cash provided by (used for) financing activities | 72 | 14,311 | -1,275 |
Increase (decrease) in cash and equivalents | -2,068 | 9,372 | -11,693 |
Cash and equivalents, beginning of year | 13,948 | 4,576 | 16,269 |
Cash and equivalents, end of year | 11,880 | 13,948 | 4,576 |
Supplemental disclosure of cash flow information: | ' | ' | ' |
Interest paid | 2,163 | 1,516 | ' |
Taxes paid | 78 | 55 | 40 |
Equipment purchased under capital lease | $409 | ' | ' |
Return of common stock from escrow related to acquisition of Xoft in 2011 and CAD Sciences in 2008. | '- | '- | '465 |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Accounting Policies [Abstract] | ' | ||||||||||||||||
Summary of Significant Accounting Policies | ' | ||||||||||||||||
-1 | Summary of Significant Accounting Policies | ||||||||||||||||
(a) | Nature of Operations and Use of Estimates | ||||||||||||||||
iCAD, Inc. and subsidiary (the “Company” or “iCAD”) is an industry-leading provider of advanced image analysis, workflow solutions and radiation therapy for the early identification and treatment of cancer. | |||||||||||||||||
The Company has grown primarily through acquisitions to become a broad player in the oncology market. Its industry-leading solutions include advanced image analysis and workflow solutions that enable healthcare professionals to better serve patients by identifying pathologies and pinpointing the most prevalent cancers earlier, a comprehensive range of high-performance, upgradeable Computer-Aided Detection (CAD) systems and workflow solutions for mammography, MRI and CT, and the Xoft eBx system which is an isotope-free cancer treatment platform technology. CAD is reimbursable in the U.S. under federal and most third-party insurance programs. | |||||||||||||||||
The Company intends to continue the extension of its image analysis and clinical decision support solutions for mammography, MRI and CT imaging. iCAD believes that advances in digital imaging techniques should bolster its efforts to develop additional commercially viable CAD/advanced image analysis and workflow products. The Company’s belief is that early detection in combination with earlier targeted intervention will provide patients and care providers with the best tools available to achieve better clinical outcomes resulting in a market demand that will drive top line growth. | |||||||||||||||||
The Company’s headquarters are located in Nashua, New Hampshire, with manufacturing and contract manufacturing facilities in New Hampshire and Massachusetts, a research and development facility in Ohio and, and, an operation, research, development, manufacturing and warehousing facility in San Jose, California. | |||||||||||||||||
The Company operates in two segments, Cancer Detection (“Detection”) and Cancer Therapy (“Therapy”). The Detection segment consists of our advanced image analysis and workflow products, and the Therapy segment consists of our radiation therapy (“Axxent”) products. The Company sells its products throughout the world through its direct sales organization as well as through various OEM partners, distributors and resellers. See Note 6 for segment, major customer and geographical information. | |||||||||||||||||
The preparation of financial statements in conformity with generally accepted accounting principles in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. It is reasonably possible that changes may occur in the near term that would affect management’s estimates with respect to assets and liabilities. | |||||||||||||||||
(b) | Principles of Consolidation | ||||||||||||||||
The consolidated financial statements include the accounts of the Company and its wholly owned subsidiary, Xoft, Inc. All material inter-company transactions and balances have been eliminated in consolidation. | |||||||||||||||||
(c) | Cash and cash equivalents | ||||||||||||||||
For purposes of reporting cash flows, the Company defines cash and cash equivalents as all bank accounts, money market funds, deposits and other money market instruments with original maturities of 90 days or less, which are unrestricted as to withdrawal. Cash and cash equivalents are maintained at financial institutions and, at times, balances may exceed federally insured limits. The Company has never experienced any losses related to these balances. Insurance coverage is $250,000 per depositor at each financial institution, and the Company’s non-interest bearing cash balances exceed federally insured limits. Interest-bearing amounts on deposit in excess of federally insured limits at December 31, 2013 approximated $11.4 million. | |||||||||||||||||
(d) | Financial instruments | ||||||||||||||||
Financial instruments consist of cash and cash equivalents, accounts receivable, accounts payable, notes payable and warrants. Due to their short term nature and market rates of interest, the carrying amounts of the financial instruments approximated fair value as of December 31, 2013 and 2012, with the exception of warrants. The fair value of warrants is more fully described in Note 1(r). | |||||||||||||||||
(e) | Accounts Receivable and Allowance for Doubtful Accounts | ||||||||||||||||
Accounts receivable are customer obligations due under normal trade terms. Credit limits are established through a process of reviewing the financial history and stability of each customer. The Company performs continuing credit evaluations of its customers’ financial condition and generally does not require collateral. | |||||||||||||||||
The Company’s policy is to maintain allowances for estimated losses from the inability of its customers to make required payments. The Company’s senior management reviews accounts receivable on a periodic basis to determine if any receivables may potentially be uncollectible. The Company includes any accounts receivable balances that it determines may likely be uncollectible, along with a general reserve for estimated probable losses based on historical experience, in its overall allowance for doubtful accounts. An amount would be written off against the allowance after all attempts to collect the receivable had failed. Based on the information available, the Company believes the allowance for doubtful accounts as of December 31, 2013 and 2012 is adequate. | |||||||||||||||||
(f) | Inventory | ||||||||||||||||
Inventory is valued at the lower of cost or market value, with cost determined by the first-in, first-out method. The Company regularly reviews inventory quantities on hand and records an allowance for excess and/or obsolete inventory primarily based upon the estimated usage of its inventory as well as other factors. At December 31, 2013 and 2012 respectively inventories consisted of the following (in thousands): | |||||||||||||||||
As of December 31, | |||||||||||||||||
2013 | 2012 | ||||||||||||||||
Raw materials | $ | 581 | $ | 878 | |||||||||||||
Work in process | 38 | 47 | |||||||||||||||
Finished Goods | 1,272 | 1,194 | |||||||||||||||
Inventory | $ | 1,891 | $ | 2,119 | |||||||||||||
(g) | Property and Equipment | ||||||||||||||||
Property and equipment are stated at cost and depreciated using the straight-line method over the estimated useful lives of the various classes of assets (ranging from 3 to 5 years) or the remaining lease term, whichever is shorter for leasehold improvements. | |||||||||||||||||
(h) | Long Lived Assets | ||||||||||||||||
Long-lived assets, other than goodwill, are evaluated for impairment when events or changes in circumstances indicate that the carrying amount of the assets may not be recoverable through the estimated undiscounted future cash flows from the use of these assets. When any such impairment exists, the related assets are written down to fair value. The Company did not record any impairment losses in the years ended December 31, 2013, 2012 or 2011. | |||||||||||||||||
Intangible assets subject to amortization consist primarily of patents, technology, and trade names purchased in the Company’s previous acquisitions. These assets, which include assets acquired from Xoft, Inc., are amortized on a straight-line basis or the pattern of economic benefit over their estimated useful lives of 5 to 10 years. A summary of intangible assets for 2013 and 2012 are as follows (in thousands): | |||||||||||||||||
2013 | 2012 | Weighted | |||||||||||||||
average | |||||||||||||||||
useful life | |||||||||||||||||
Gross Carrying Amount | |||||||||||||||||
Patents and licenses | $ | 737 | $ | 693 | 5 years | ||||||||||||
Technology | 25,157 | 25,033 | 10 years | ||||||||||||||
Tradename | 248 | 248 | 10 years | ||||||||||||||
Total amortizable intangible assets | 26,142 | 25,974 | |||||||||||||||
Accumulated Amortization | |||||||||||||||||
Patents and licenses | $ | 471 | $ | 433 | |||||||||||||
Technology | 11,749 | 10,088 | |||||||||||||||
Tradename | 248 | 223 | |||||||||||||||
Total accumulated amortization | 12,468 | 10,744 | |||||||||||||||
Total amortizable intangible assets, net | $ | 13,674 | $ | 15,230 | |||||||||||||
Amortization expense related to intangible assets was approximately $1,724, $1,904 and $2,094 for the years ended December 31, 2013, 2012, and 2011, respectively. Estimated remaining amortization of the Company’s intangible assets is as follows (in thousands): | |||||||||||||||||
For the years ended December 31: | Estimated | ||||||||||||||||
amortization | |||||||||||||||||
expense | |||||||||||||||||
2014 | $ | 1,494 | |||||||||||||||
2015 | 1,491 | ||||||||||||||||
2016 | 1,485 | ||||||||||||||||
2017 | 1,463 | ||||||||||||||||
2018 | 1,348 | ||||||||||||||||
Thereafter | 6,393 | ||||||||||||||||
$ | 13,674 | ||||||||||||||||
(i) | Goodwill | ||||||||||||||||
In accordance with FASB Accounting Standards Codification (“ASC”) Topic 350-20, “Intangibles - Goodwill and Other”, (“ASC 350-20”), the Company tests goodwill for impairment on an annual basis and between annual tests if events and circumstances indicate it is more likely than not that the fair value of the Company is less than the carrying value of the Company. | |||||||||||||||||
Factors the Company considers important, which could trigger an impairment of such asset, include the following: | |||||||||||||||||
• | significant underperformance relative to historical or projected future operating results; | ||||||||||||||||
• | significant changes in the manner or use of the assets or the strategy for the Company’s overall business; | ||||||||||||||||
• | significant negative industry or economic trends; | ||||||||||||||||
• | significant decline in the Company’s stock price for a sustained period; and | ||||||||||||||||
• | a decline in the Company’s market capitalization below net book value. | ||||||||||||||||
In June 2013, the Company determined that it had two reporting units and two reportable segments based on the information provided to the Chief Operating Decision Maker (“CODM”). Goodwill was allocated to the reporting units based on the relative fair value of the reporting units as of June 2013. | |||||||||||||||||
The Company performed an annual impairment assessment at October 1, 2013 based on the new reporting structure and compared the fair value of each of reporting unit to its carrying value as of this date. Fair value of each reporting unit exceeded the carry value by approximately 362% for the Detection reporting unit and 179% for the Therapy reporting unit. The carrying values of the reporting units were determined based on an allocation of our assets and liabilities through specific allocation of certain assets and liabilities, to the reporting units and an apportionment based on the relative size of the reporting units’ revenues and operating expenses compared to the Company as a whole. The determination of reporting units also requires management judgment. | |||||||||||||||||
The Company would record an impairment charge if such an assessment were to indicate that the fair value of a reporting unit was less than the carrying value. In evaluating potential impairments outside of the annual measurement date, judgment is required in determining whether an event has occurred that may impair the value of goodwill or intangible assets. The Company utilizes either discounted cash flow models or other valuation models, such as comparative transactions and market multiples, to determine the fair value of our reporting unit. The Company makes assumptions about future cash flows, future operating plans, discount rates, comparable companies, market multiples, purchase price premiums and other factors in those models. Different assumptions and judgment determinations could yield different conclusions that would result in an impairment charge to income in the period that such change or determination was made. | |||||||||||||||||
The Company determined the fair values for each reporting unit using a weighting of the income approach and the market approach. For purposes of the income approach, fair value is determined based on the present value of estimated future cash flows, discounted at an appropriate risk adjusted rate. The Company used internal forecasts to estimate future cash flows and includes an estimate of long-term future growth rates based on the most recent views of the long-term forecast for each segment. Accordingly, actual results can differ from those assumed in the forecasts. The discount rate of approximately 25% is derived from a capital asset pricing model and analyzing published rates for industries relevant to the reporting units to estimate the cost of equity financing. The Company uses discount rates that are commensurate with the risks and uncertainty inherent in the respective businesses and in the internally developed forecasts. | |||||||||||||||||
In the market approach, the Company uses a valuation technique in which values are derived based on market prices of publicly traded companies with similar operating characteristics and industries. A market approach allows for comparison to actual market transactions and multiples. It can be somewhat limited in its application because the population of potential comparable publicly-traded companies can be limited due to differing characteristics of the comparative business and ours, as well as market data may not be available for divisions within larger conglomerates or non-public subsidiaries that could otherwise qualify as comparable, and the specific circumstances surrounding a market transaction (e.g., synergies between the parties, terms and conditions of the transaction, etc.) may be different or irrelevant with respect to the business. | |||||||||||||||||
The Company corroborated the total fair values of the reporting units using a market capitalization approach; however, this approach cannot be used to determine the fair value of each reporting unit value. The blend of the income approach and market approach is more closely aligned to the business profile of the Company, including markets served and products available. In addition, required rates of return, along with uncertainties inherent in the forecast of future cash flows, are reflected in the selection of the discount rate. In addition, under the blended approach, reasonably likely scenarios and associated sensitivities can be developed for alternative future states that may not be reflected in an observable market price. The Company will assess each valuation methodology based upon the relevance and availability of the data at the time the valuation is performed and weight the methodologies appropriately. | |||||||||||||||||
A rollforward of goodwill activity by reportable segment is as follows: | |||||||||||||||||
Detection | Therapy | Total | |||||||||||||||
Accumulated Goodwill | $ | — | $ | — | $ | 47,937 | |||||||||||
Accumulated impairment | — | — | (26,828 | ) | |||||||||||||
Balance at December 31, 2011 | — | — | 21,109 | ||||||||||||||
Balance at December 31, 2012 | — | — | 21,109 | ||||||||||||||
Fair value allocation | 7,663 | 13,446 | — | ||||||||||||||
Balance at December 31, 2013 | $ | 7,663 | $ | 13,446 | $ | 21,109 | |||||||||||
(j) | Revenue Recognition | ||||||||||||||||
The Company recognizes revenue primarily from the sale of products and from the sale of services and supplies. Revenue is recognized when delivery has occurred, persuasive evidence of an arrangement exists, fees are fixed or determinable and collectability is probable. For product revenue, delivery has occurred upon shipment provided title and risk of loss has passed to the customer. Services and supplies revenue are considered to be delivered as the services are performed or over the period of the supply agreement. | |||||||||||||||||
The Company recognizes revenue from the sale of its digital, film-based CAD and electronic brachytherapy products and services in accordance FASB ASC Update No. 2009-13, “Multiple-Deliverable Revenue Arrangements” (“ASU 2009-13”) and ASC Update No. 2009-14, “Certain Arrangements That Contain Software Elements”, (“ASU 2009-14”) and ASC 985-605 “Software”. Revenue for the sale of certain CAD products is recognized in accordance with ASC 840 (“Leases”) (“ASC 840”). Revenue related to certain arrangements was recognized in accordance with FASB ASC Topic 605-35 “Revenue Recognition - Construction-Type and Production-Type Contracts” (“ASC 605-35”). For multiple element arrangements, revenue is allocated to all deliverables based on their relative selling prices. In such circumstances, a hierarchy is used to determine the selling price to be used for allocating revenue to deliverables as follows: (i) vendor-specific objective evidence of fair value (“VSOE”), (ii) third-party evidence of selling price (“TPE”), and (iii) best estimate of the selling price (“BESP”). VSOE generally exists only when the deliverable is sold separately and is the price actually charged for that deliverable. The process for determining BESP for deliverables without VSOE or TPE considers multiple factors including relative selling prices; competitive prices in the marketplace, and management judgment, however, these may vary depending upon the unique facts and circumstances related to each deliverable. | |||||||||||||||||
Evidence of an arrangement is determined by the use of customer purchase orders that are subject to the Company’s terms and conditions or, in the case of an Original Equipment Manufacturer (“OEM”) the arrangement would be governed by the applicable distribution agreement. In accordance with the applicable distribution agreements, the OEM does not have a right of return, and title and risk of loss passes to the OEM upon shipment. The Company generally ships Free On Board shipping point and uses shipping documents and third-party proof of delivery to verify delivery and transfer of title. In addition, the Company assesses whether collection is probable by considering a number of factors, including past transaction history with the customer and the creditworthiness of the customer, as obtained from third party credit references. | |||||||||||||||||
If the terms of the sale include customer acceptance provisions and compliance with those provisions cannot be demonstrated, all revenue is deferred and not recognized until such acceptance occurs. The Company considers all relevant facts and circumstances in determining when to recognize revenue, including contractual obligations to the customer, the customer’s post-delivery acceptance provisions, if any, and the installation process. | |||||||||||||||||
The Company has determined that iCAD’s Digital, MRI and film based sales generally follow the guidance of FASB ASC Topic 605 “Revenue Recognition” (ASC 605”) as the software has been considered essential to the functionality of the product per the guidance of ASU 2009-14. Typically, the responsibility for the installation process lies with the OEM partner. On occasion, when iCAD is responsible for product installation, the installation element is considered a separate unit of accounting because the delivered product has stand-alone value to the customer. In these instances, the Company allocates the deliverables based on the framework established within ASU 2009-13. Therefore, the installation and training revenue is recognized as the services are performed according to the BESP of the element. Revenue from the Digital, MRI and film based equipment when there is installation is recognized based on the relative selling price allocation of the BESP. | |||||||||||||||||
Revenue from the Company’s MRI products is recognized in accordance with ASC 985-605 “Software”. Sales of this product include third-party OEM support, and the Company has established VSOE for this element based on substantive renewal rates for support as specified in the agreement. Product revenue is determined based on the residual value in the arrangement, and is recognized when delivered. Revenue for third-party support is deferred and recognized over the support period which is typically on an annual basis. | |||||||||||||||||
Sales of the Company’s electronic brachytherapy product typically include a controller, accessories, and service and source agreements. The Company allocates revenue to the deliverables in the arrangement based on the BESP in accordance with ASU 2009-13. Product revenue is generally recognized when the product has been delivered and service and source revenue is typically recognized over the life of the service and source agreement. | |||||||||||||||||
The Company defers revenue from the sale of service contracts related to future periods and recognizes revenue on a straight-line basis in accordance with ASC Topic 605-20, “Services”. The Company provides for estimated warranty costs on original product warranties at the time of sale. | |||||||||||||||||
(k) | Cost of Revenue | ||||||||||||||||
Cost of revenue consists of the costs of products purchased for resale, cost relating to service including costs of service contracts to maintain equipment after the warranty period, inbound freight and duty, manufacturing, warehousing, material movement, inspection, scrap, rework, depreciation and in-house product warranty repairs, amortization of acquired technology and in 2013, the newly enacted Medical Device Tax. | |||||||||||||||||
(l) | Warranty Costs | ||||||||||||||||
The Company provides for the estimated cost of standard product warranty against defects in material and workmanship based on historical warranty trends, including in the volume and cost of product returns during the warranty period. Warranty provisions and claims for the years ended December 31, 2013, 2012 and 2011, were as follows: | |||||||||||||||||
2013 | 2012 | 2011 | |||||||||||||||
Beginning accrual balance | $ | 36 | $ | 89 | $ | 86 | |||||||||||
Warranty provision | 96 | 37 | 107 | ||||||||||||||
Usage | (107 | ) | (90 | ) | (104 | ) | |||||||||||
Ending accrual balance | $ | 25 | $ | 36 | $ | 89 | |||||||||||
The warranty costs above include long-term warranty obligations of $8,000, $10,000 and $13,000 for the years ended December 31, 2013, 2013 and 2011, respectively. | |||||||||||||||||
(m) | Engineering and Product Development Costs | ||||||||||||||||
Engineering and product development costs relate to research and development efforts including Company sponsored clinical trials which are expensed as incurred. | |||||||||||||||||
(n) | Advertising Costs | ||||||||||||||||
The Company expenses advertising costs as incurred. Advertising expense for the years ended December 31, 2013, 2012 and 2011 was approximately $639,000, $762,000 and $938,000 respectively. | |||||||||||||||||
(o) | Net Loss per Common Share | ||||||||||||||||
The Company follows FASB ASC 260-10, “Earnings per Share”, which requires the presentation of both basic and diluted earnings per share on the face of the statements of operations. The Company’s basic net loss per share is computed by dividing net loss by the weighted average number of shares of common stock outstanding for the period and, if there are dilutive securities, diluted income per share is computed by including common stock equivalents which includes shares issuable upon the exercise of stock options, net of shares assumed to have been purchased with the proceeds, using the treasury stock method. | |||||||||||||||||
A summary of the Company’s calculation of net loss per share is as follows (in thousands, except per share amounts): | |||||||||||||||||
2013 | 2012 | 2011 | |||||||||||||||
Net loss available to common shareholders | $ | (7,608 | ) | $ | (9,374 | ) | $ | (37,587 | ) | ||||||||
Basic shares used in the calculation of earnings per share | 10,842 | 10,796 | 10,910 | ||||||||||||||
Effect of dilutive securities: | |||||||||||||||||
Stock options | — | — | — | ||||||||||||||
Restricted stock | — | — | — | ||||||||||||||
Diluted shares used in the calculation of earnings per share | 10,842 | 10,796 | 10,910 | ||||||||||||||
Net loss per share: | |||||||||||||||||
Basic | $ | (0.70 | ) | $ | (0.87 | ) | $ | (3.45 | ) | ||||||||
Diluted | $ | (0.70 | ) | $ | (0.87 | ) | $ | (3.45 | ) | ||||||||
The following table summarizes the number of shares of common stock for securities, warrants and restricted stock that were not included in the calculation of diluted net loss per share because such shares are antidilutive: | |||||||||||||||||
2013 | 2012 | 2011 | |||||||||||||||
Options that are antidilutive: | |||||||||||||||||
Common stock options | 1,334,955 | 1,434,945 | 1,080,722 | ||||||||||||||
Warrants | 550,000 | 550,000 | — | ||||||||||||||
Restricted Stock | 216,250 | 67,075 | 122,795 | ||||||||||||||
2,101,205 | 2,052,020 | 1,203,517 | |||||||||||||||
Restricted common stock is issued to executives and employees of the Company and are subject to time-based vesting. These potential shares were excluded from the computation of basic loss per share as these shares are not considered outstanding until vested. | |||||||||||||||||
(p) | Income Taxes | ||||||||||||||||
The Company follows the liability method under ASC Topic 740, “Income Taxes”, (“ASC 740”). The primary objectives of accounting for taxes under ASC 740 are to (a) recognize the amount of tax payable for the current year and (b) recognize the amount of deferred tax liability or asset for the future tax consequences of events that have been reflected in the Company’s financial statements or tax returns. The Company has provided a full valuation allowance against its deferred tax assets at December 31, 2013 and 2012, as it is more likely than not that the deferred tax asset will not be realized. Any subsequent changes in the valuation allowance will be recorded through operations in the provision (benefit) for income taxes. | |||||||||||||||||
ASC 740-10 clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements and prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. ASC 740-10 also provides guidance on de-recognition, classification, interest and penalties, disclosure and transition. | |||||||||||||||||
(q) | Stock-Based Compensation | ||||||||||||||||
The Company maintains stock-based incentive plans, under which it provides stock incentives to employees, directors and contractors. The Company grants to employees, directors and contractors, options to purchase common stock at an exercise price equal to the market value of the stock at the date of grant. The Company grants restricted stock to employees. The underlying shares of restricted stock grant are not issued until the shares vest, and compensation expense is based on the stock price of the shares at the time of grant. The Company follows FASB ASC Topic 718, “Compensation - Stock Compensation” (“ASC 718”), for all stock-based compensation. Under this application, the Company is required to record compensation expense over the vesting period for all awards granted. | |||||||||||||||||
The Company uses the Black-Scholes option pricing model to value stock options which requires extensive use of accounting judgment and financial estimates, including estimates of the expected term participants will retain their vested stock options before exercising them, the estimated volatility of its common stock price over the expected term, the risk free rate, expected dividend yield, and the number of options that will be forfeited prior to the completion of their vesting requirements. Fair value of restricted stock is determined based on the stock price of the underlying option on the date of the grant. Application of alternative assumptions could produce significantly different estimates of the fair value of stock-based compensation and consequently, the related amounts recognized in the Consolidated Statements of Operations. | |||||||||||||||||
(r) | Fair Value Measurements | ||||||||||||||||
The Company follows the provisions of FASB ASC Topic 820, “Fair Value Measurement and Disclosures”, (“ASC 820”). This topic defines fair value, establishes a framework for measuring fair value under generally accepted accounting principles and enhances disclosures about fair value measurements. Fair value is defined under ASC 820 as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value under ASC 820 must maximize the use of observable inputs and minimize the use of unobservable inputs. The standard describes a fair value hierarchy based on three levels of inputs, of which the first two are considered observable and the last unobservable, that may be used to measure fair value which are the following: | |||||||||||||||||
• | Level 1 - Quoted prices in active markets for identical assets or liabilities. | ||||||||||||||||
• | Level 2 - Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; 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 assets or liabilities. | ||||||||||||||||
• | Level 3 - Unobservable inputs that are supported by little or no market activity and that are significant to the fair value | ||||||||||||||||
A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. | |||||||||||||||||
The Company’s assets that are measured at fair value on a recurring basis relate to the Company’s money market accounts. The Company’s liabilities that are measured at fair value on a recurring basis relate to contingent consideration resulting from the acquisition of Xoft and the warrants issued in connection with the financing arrangement. | |||||||||||||||||
The money market funds are included in cash and cash equivalents in the accompanying balance sheet, and are considered a level 1 investment as they are valued at quoted market prices in active markets. | |||||||||||||||||
The fair value measurement for the contingent consideration liability is valued using Level 3 inputs. The Company recorded a contingent consideration liability of $5.0 million based upon the estimated fair value of the additional earn-out potential for the sellers that is tied to cumulative net revenue of Xoft products from January 1, 2011 through December 31, 2013, payable January, 2014. At December 31, 2012, the Company evaluated the revenue expectations of Xoft products and determined that the thresholds were unlikely to be met, and did not record any change in the balance of $0.0 million. As of December 31, 2013, the Company did not meet the cumulative net revenue criteria and accordingly the value of the contingent consideration is $0.0 million. | |||||||||||||||||
In connection with the financing as further described in Note 3 to the Consolidated Financial Statements, the Company issued 550,000 Warrants to purchase shares of common stock at an exercise price of $3.50 per share. The value of the warrants was determined using a binomial lattice model and the value is based on significant inputs not observable in the market including the probability of exercise and the probability of a major transaction. The significant assumptions underlying the fair value of the warrants are as follows: | |||||||||||||||||
December 31, 2013 | December 31, 2012 | ||||||||||||||||
Warrants | |||||||||||||||||
Exercise price | $ | 3.5 | $ | 3.5 | |||||||||||||
Volatility | 56.2 | % | 82.4 | % | |||||||||||||
Equivalent term (years) | 4 | 5 | |||||||||||||||
Risk-free interest rate | 1.3 | % | 0.8 | % | |||||||||||||
The following table sets forth Company’s assets and liabilities which are measured at fair value on a recurring basis by level within the fair value hierarchy. | |||||||||||||||||
Fair value measurements using: (000’s) as of December 31, 2013 | |||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | ||||||||||||||
Assets | |||||||||||||||||
Money market accounts | $ | 7,572 | $ | — | $ | — | $ | 7,572 | |||||||||
Total Assets | $ | 7,572 | $ | — | $ | — | $ | 7,572 | |||||||||
Liabilities | |||||||||||||||||
Contingent Consideration | $ | — | $ | — | $ | — | $ | — | |||||||||
Warrants | — | — | 3,986 | 3,986 | |||||||||||||
Total Liabilities | $ | — | $ | — | $ | 3,986 | $ | 3,986 | |||||||||
Fair value measurements using: (000’s) as of December 31, 2012 | |||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | ||||||||||||||
Assets | |||||||||||||||||
Money market accounts | $ | 12,336 | $ | — | $ | — | $ | 12,336 | |||||||||
Total Assets | $ | 12,336 | $ | — | $ | — | $ | 12,336 | |||||||||
Liabilities | |||||||||||||||||
Contingent Consideration | $ | — | $ | — | $ | — | $ | — | |||||||||
Warrants | — | — | 1,538 | 1,538 | |||||||||||||
Total Liabilities | $ | — | $ | — | $ | 1,538 | $ | 1,538 | |||||||||
The following table provides a summary of changes in the fair value of the warrants during the period are as follows (in thousands): | |||||||||||||||||
Warrants | Amount | ||||||||||||||||
Balance as of December 31, 2011 | $ | — | |||||||||||||||
Value at issuance | 999 | ||||||||||||||||
Loss from change in fair value of warrant | 539 | ||||||||||||||||
Balance as of December 31, 2012 | 1,538 | ||||||||||||||||
Loss from change in fair value of warrant | 2,448 | ||||||||||||||||
Balance as of December 31, 2013 | $ | 3,986 | |||||||||||||||
Items Measured at Fair Value on a Nonrecurring Basis | |||||||||||||||||
Certain assets, including our goodwill, are measured at fair value on a nonrecurring basis. These assets are recognized at fair value when they are deemed to be impaired. We recorded an estimated impairment charge for goodwill of $26.8 million during the year ended December 31, 2011. We did not consider any assets to be impaired during the years ended December 31, 2013 and 2012. | |||||||||||||||||
(s) | Recently Issued Accounting Standards | ||||||||||||||||
In July 2013, the FASB issued Accounting Standards Update No. 2013-11, Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists (“ASU 2013-11”). ASU 2013-11 requires the netting of unrecognized tax benefits (“UTBs”) against a deferred tax asset for a loss or other carryforward that would apply in settlement of the uncertain tax positions. UTBs are required to be netted against all available same-jurisdiction loss or other tax carryforwards that would be utilized, rather than only against carryforwards that are created by the UTBs. ASU 2013-11 is effective for interim and annual periods beginning after December 15, 2013. The adoption of ASU 2013-11 did not have a material impact on the Company’s consolidated financial statements. |
Financing_Arrangements
Financing Arrangements | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Debt Disclosure [Abstract] | ' | ||||||||
Financing Arrangements | ' | ||||||||
-2 | Financing Arrangements | ||||||||
On December 29, 2011, the Company entered into several agreements with entities affiliated with Deerfield Management, a healthcare investment fund (“Deerfield”), pursuant to which Deerfield agreed to provide $15 million in funding to the Company. Pursuant to the terms of a Facility Agreement, dated as of December 29, 2011 (the “Facility Agreement”), on January 9, 2012 (the “Funding Date”), the Company issued to Deerfield promissory notes in the aggregate principal amount of $15 million (the “Notes”). Under a Revenue Purchase Agreement, dated as of December 29, 2011 (the “Revenue Purchase Agreement”), the Company agreed to pay Deerfield a portion of the Company’s revenue until the maturity date of the Notes, whether or not the Notes are outstanding through that date. On the Funding Date, the Company issued to Deerfield (i) six-year warrants to purchase up to 450,000 shares of common stock at an exercise price of $3.50 per share and (ii) a second Warrant (the “B Warrant”) to purchase an additional 100,000 shares of common stock at a exercise price of $3.50 per share, which may become exercisable if certain conditions are met, as described below. Collectively, these transactions are referred to as the “Transactions.” In January, 2012, the Company received net proceeds of $14,325,000 from the Transactions, representing $15,000,000 of gross proceeds, less a $225,000 facility fee and a $450,000 finders fee before deducting other expenses of the Transactions. | |||||||||
Facility Agreement | |||||||||
Under the terms of the Facility Agreement, the Company issued the Notes in the aggregate principal amount of $15 million. The Notes bear interest at an annual rate of 5.75%. The maturity date of the Notes is the fifth anniversary of the date of the Facility Agreement, unless the Company notifies the lenders prior to the fourth anniversary of the date of the Facility Agreement that the Company will exercise its option to extend the maturity date for another year, in which case the maturity date will be the sixth anniversary of the date of the Facility Agreement. The Company must pay 25% of the original principal amount of the Notes on each of the third and fourth anniversaries of the date of the Facility Agreement and 50% of such principal amount on the fifth anniversary of the date of the Facility Agreement. If, however, the final payment date is extended to the sixth anniversary of the date of the Facility Agreement, then the Company must pay 25% of the principal amount on each of the fifth and sixth anniversaries of the date of the Facility Agreement. There is no penalty for prepayment and the Notes are due on the earlier of the final payment date or an event of default. Deerfield has the option to require the Company to repay the Notes if the Company completes a major transaction, which includes, but is not limited to, a merger or sale of the Company. | |||||||||
Security Agreement | |||||||||
In connection with the Facility Agreement, on the Funding Date, Deerfield and each of the Company and Xoft,, a wholly owned subsidiary of the Company, entered into Security Agreements on the Funding Date (the “Security Agreements”), pursuant to which each of the Company and Xoft has granted to Deerfield a security interest in substantially all of their respective assets, including their respective intellectual property, accounts, receivables, equipment, general intangibles, inventory and investment property, and all of the proceeds and products of the foregoing. | |||||||||
Revenue Purchase Agreement | |||||||||
In connection with the Facility Agreement, the Company entered into a Revenue Purchase Agreement with Deerfield Private Design Fund II, L.P. and Deerfield Special Situations Fund, L.P. and Horizon Sante TTNP SARL (these entities collectively referred to as the “Purchasers”). Pursuant to the Revenue Purchase Agreement, the Purchasers paid the Company $4,107,900, in the form of an original issue discount from the $15.0 million Facility agreement, in exchange for the Purchasers’ right to receive a percentage of the Company’s revenue. For the first three quarters of each fiscal year during the term of the Revenue Purchase Agreement, the Company must pay to the Purchasers the greater of the applicable percentage of revenue for such quarter and the applicable quarterly minimum, which is $125,000 per quarter. In the final quarter of each calendar year during the term of the Revenue Purchase Agreement, the Company must pay to the Purchasers the amount equal to the difference between the greater of the applicable percentage of revenue for the applicable calendar year and the applicable annual minimum of $500,000 minus the aggregate revenue participation payments the Company made for the first three quarters of the applicable year. If the Company extends the maturity date of the Facility Agreement, then the Company must pay the Purchasers the revenue payments through 2017. The applicable percentage for the calendar years 2012, 2013 and 2014 are 4.25% of revenue up to $25 million in annual revenue for the calendar year, 2.75% of revenue from $25 million in annual revenue up to $50 million in annual revenue for such calendar year and 1.0% of revenue in excess of $50 million in annual revenue for such calendar year. The applicable percentage for the calendar years 2015, 2016, and, if applicable, 2017, are 4.25% of revenue up to $25 million in annual revenue for such calendar year, 2.25% of revenue from $25 million up to $50 million in annual revenue for such calendar year and 1.0% of revenue in excess of $50 million in annual revenue for such calendar year. Additionally, if the Company sells assets in excess of $500,000 in the aggregate during the term of the Revenue Purchase Agreement, the proceeds of which are not recorded as revenue in accordance with generally accepted accounting principles, the Company must pay the Purchasers certain percentages of the gross proceeds of any such asset sale. The percentage of any such payment varies with the total amount of the gross proceeds and when the asset sale takes place. | |||||||||
Warrant to Purchase Common Stock and Registration Rights Agreement | |||||||||
In connection with the Transactions, on the Funding Date, the Company issued to Deerfield six-year warrants to purchase an aggregate of 550,000 shares of common stock at an exercise price of $3.50 per share (the “Warrants”). On the Funding Date, the Warrants to purchase 450,000 shares of the Company’s common stock became immediately exercisable. If the Company extends the maturity date of the Facility Agreement, the 100,000 shares of common stock underlying the B Warrants will become exercisable. The B Warrants will become exercisable on the first business day following the four year anniversary of the date of the Facility Agreement. The B Warrants shall otherwise have the same terms, including exercise price and expiration date, as the Warrants. The exercise price may be paid, at the election of the holder, in cash, by a reduction of the principal amount of the holder’s Note outstanding under the Facility Agreement or, pursuant to certain cashless exercise provisions. If the Company declares and pays dividends or makes other distributions to the holders of its common stock, the holders of the Warrants are entitled to receive the dividends or distributions as if the holders had exercised the Warrants and held common stock. All Warrants issued under the Facility Agreement expire on the six year anniversary of the Funding Date and contain certain limitations that prevent the holder from acquiring shares upon exercise of a Warrant that would result in the number of shares beneficially owned by it to exceed 9.985% of the total number of shares of the Company’s common stock then issued and outstanding. Upon certain change of control transactions, or upon certain “events of default” (as defined in the Warrants), each holder has the right to net exercise the Warrants for an amount of shares of the Company’s common stock equal to the Black-Scholes value of the shares issuable under the terms of the Warrants divided by 95% of the closing price of the Company’s common stock on the day immediately prior to the consummation of such change of control or event of default, as applicable. In certain circumstances where a Warrant or portion of a Warrant is not net exercised in connection with a change of control or event of default, the holder will be paid an amount in cash equal to the Black-Scholes value of such portion of the Warrant not treated as a net exercise. | |||||||||
In connection with the Transactions, the Company entered into a registration rights agreement with Deerfield, pursuant to which the Company agreed to register for resale all of the shares issuable under the Warrants upon exercise or otherwise, including the B Warrants. The Company is required to use its commercially reasonable best efforts to have the registration statement declared effective as soon as practicable (but in no event later than sixty (60) days after the Funding Date). The Company completed the registration statement and it was declared effective on January 20, 2012. | |||||||||
The Company is required to file additional registration statements to register the resale of any shares underlying warrants which are not included in the registration statement. The Company’s registration obligations terminate on the earlier of (i) the date on which all of the shares of common stock covered by an applicable registration statement have been sold or (ii) the date on which all of such shares (in the opinion of counsel to Deerfield) may be immediately sold to the public (other than pursuant to a Cash Exercise (as defined in the Warrants)) without registration or restriction (including without limitation as to volume by each holder thereof) under the Securities Act. | |||||||||
The maximum number of shares of common stock the Company may issue under the Transactions may not exceed 19.9% of the Company’s outstanding stock immediately prior to the Transactions. | |||||||||
The sale of the Warrants was exempt from registration pursuant to Section 4(2) of the Securities Act of 1933, as amended (the “Securities Act”). The Warrants and the securities to be issued upon exercise of the Warrants have not been registered under the Securities Act or state securities laws and may not be offered or sold in the United States absent registration with the SEC or an applicable exemption from the registration requirements. | |||||||||
The Company has determined that the Facility Agreement will be accounted for as debt pursuant to ASC 470, Debt (“ASC 470”). The Facility Agreement had an original issue discount of approximately $4.1 million which was assigned to the Revenue Purchase Agreement and an additional value allocated to the warrants of approximately $1.0 million. The original issue discount is being accreted to the $15.0 million face value of the Note on the effective interest method with an effective interest rate of 17.35% based on the discount of approximately $5.1 million. | |||||||||
The original issue discount of approximately $4.1 million was assigned to the Revenue Purchase Agreement. Under this agreement, the Company is obligated to pay 4.25% of revenue up to $25 million, 2.75% of annual revenue from $25 million to $50 million during 2013 and 2014, and 2.25% of annual revenue during 2015, 2016 and if the Facility Agreement is extended, in 2017, and 1.0% of annual revenue in excess of $50 million. The proceeds of the Revenue Purchase Agreement will be capitalized as debt in accordance with ASC 470-10-25, “Sales of Future Revenues or Various Other Measures of Income”. Expected revenue related payments under this agreement are included as interest expense in the period incurred. The repayment of the $4.1 million original issue discount capitalized as debt will be amortized as a reduction of interest expense over the term of the arrangement. The effective amortization rate of the repayment is approximately 28.8% which is calculated based on the expected cash outflows over the term of the arrangement. | |||||||||
The overall effective interest rate of the financing arrangement, which excludes future changes in the fair value of the warrants, is currently estimated to be approximately 19%. | |||||||||
The Company determined the Warrants should be classified as debt in accordance with ASC 480, “Distinguishing Liabilities from Equity”, as the Warrants contain a feature whereby the Company could be required to redeem the Warrants for cash upon the occurrence of a major transaction, as defined in the Warrants. The value of the Warrants was determined using a binomial lattice model as the provisions in the Warrant could not be valued using the Black-Scholes model. The Warrant is being valued at fair value at each reporting period with changes in fair value recorded in the consolidated statement of operations. | |||||||||
The Company has determined that the B Warrant did not have any value as of the Funding Date, as the B Warrant is exercisable upon the Company’s election to extend the Facility Agreement. The Company does not plan to extend the Facility Agreement at this time. If the Company determines it will extend the Facility Agreement, the value of the “B Warrant” will be determined using the binomial lattice model at such time. | |||||||||
The following amounts are included in the consolidated balance sheet as of December 31, 2013 and 2013, respectively related to the Facility and Revenue Purchase agreements: | |||||||||
December 31, 2013 | December 31, 2012 | ||||||||
Principal Amount of Facility Agreement | $ | 15,000 | $ | 15,000 | |||||
Unamortized discount | (3,116 | ) | (4,196 | ) | |||||
Carrying amount of Facility Agreement | 11,884 | 10,804 | |||||||
Revenue Purchase Agreement | 3,636 | 4,042 | |||||||
Less current portion of Facility Agreement | (3,750 | ) | — | ||||||
Notes payable long-term portion | $ | 11,770 | $ | 14,846 | |||||
The following amounts comprise interest expense included in our consolidated statement of operations for the twelve months ended December 31, 2013 and 2012, respectively: | |||||||||
December 31, 2013 | December 31, 2012 | ||||||||
Cash interest expense | $ | 2,155 | $ | 2,015 | |||||
Non-cash amortization of debt discount | 674 | 845 | |||||||
Amortization of debt costs | 182 | 167 | |||||||
Amortization of settlement obligations | 266 | 388 | |||||||
Total interest expense | $ | 3,277 | $ | 3,415 | |||||
Cash interest expense represents the amount of interest expected to be paid in cash under the agreements, which represents the interest of 5.75% on the Facility Agreement and the expected cash payments on the Revenue Purchase Agreement for the period. Non-cash amortization is the amortization of the discount on the Facility Agreement. The amortization of debt costs represents the costs incurred with the financing, which is primarily the facility fee and the finder’s fee which has been capitalized and is expensed using the effective interest method. The amortization of the settlement obligations represent the interest associated with the settlement agreements for both Zeiss and Hologic, Inc. (“Hologic”). |
Accrued_Expenses
Accrued Expenses | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Payables And Accruals [Abstract] | ' | ||||||||
Accrued Expenses | ' | ||||||||
-3 | Accrued Expenses | ||||||||
Accrued expenses consist of the following at December 31, (in thousands): | |||||||||
2013 | 2012 | ||||||||
Accrued salary and related expenses | $ | 2,020 | $ | 2,112 | |||||
Accrued accounts payable | 1,012 | 528 | |||||||
Accrued professional fees | 284 | 303 | |||||||
Accrued short term settlement costs | 221 | 721 | |||||||
Other accrued expenses | 216 | 425 | |||||||
Deferred rent | 46 | 53 | |||||||
$ | 3,799 | $ | 4,142 | ||||||
Stockholders_Equity
Stockholders' Equity | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Equity [Abstract] | ' | ||||||||||||
Stockholders' Equity | ' | ||||||||||||
-4 | Stockholders’ Equity | ||||||||||||
(a) | Stock Options | ||||||||||||
The Company has five stock option or stock incentive plans, which are described as follows: | |||||||||||||
The 2001 Stock Option Plan (“The 2001 Plan”). | |||||||||||||
The 2001 Plan was adopted by the Company’s stockholders in August 2001. The 2001 Plan provides for the granting of non-qualifying and incentive stock options to employees and other persons to purchase up to an aggregate of 240,000 shares of the Company’s common stock. The purchase price of each share for which an option is granted is determined by the Board of Directors or the Committee appointed by the Board of Directors provided that the purchase price of each share for which an incentive option is granted cannot be less than the fair market value of the Company’s common stock on the date of grant, except for options granted to 10% stockholders for whom the exercise price cannot be less than 110% of the market price. Incentive options granted to date under the 2001 Plan vest 100% over periods extending from six months to five years from the date of grant and expire no later than ten years after the date of grant, except for 10% holders whose options shall expire not later than five years after the date of grant. Non-qualifying options granted under the 2001 Plan are generally exercisable over a ten year period, vesting 1/3 each on the first, second, and third anniversaries of the date of grant. At December 31, 2013 there are no further options available for grant under this plan. | |||||||||||||
The 2002 Stock Option Plan (“The 2002 Plan”). | |||||||||||||
The 2002 Plan was adopted by the Company’s stockholders in June 2002. The 2002 Plan provides for the granting of non-qualifying and incentive stock options to employees and other persons to purchase up to an aggregate of 100,000 shares of the Company’s common stock. The purchase price of each share for which an option is granted is determined by the Board of Directors or the Committee appointed by the Board of Directors provided that the purchase price of each share for which an incentive option is granted cannot be less than the fair market value of the Company’s common stock on the date of grant, except for options granted to 10% stockholders for whom the exercise price cannot be less than 110% of the market price. Incentive options granted to date under the 2002 Plan vest 100% over periods extending from six months to five years from the date of grant and expire no later than ten years after the date of grant, except for 10% holders whose options expire not later than five years after the date of grant. Non-qualifying options granted under the 2002 Plan are generally exercisable over a ten year period, vesting 1/3 each on the first, second, and third anniversaries of the date of grant. At December 31, 2013, there are no further options available for grant under the 2002 Plan. | |||||||||||||
The 2004 Stock Incentive Plan (“The 2004 Plan”). | |||||||||||||
The 2004 Plan was adopted by the Company’s stockholders in June 2004. The 2004 Plan provides for the grant of any or all of the following types of awards: (a) stock options, (b) restricted stock, (c) deferred stock and (d) other stock-based awards. The 2004 Plan provides for the granting of non-qualifying and incentive stock options to employees and other persons to purchase up to an aggregate of 200,000 shares of the Company’s common stock. The purchase price of each share for which an option is granted is determined by the Board of Directors or the Committee appointed by the Board of Directors provided that the purchase price of each share for which an option is granted cannot be less than the fair market value of the Company’s common stock on the date of grant, except for incentive options granted to 10% stockholders for whom the exercise price cannot be less than 110% of the market price. Incentive options granted under the 2004 Plan generally vest 100% over periods extending from the date of grant to five years from the date of grant and expire not later than ten years after the date of grant, except for 10% holders whose options expire not later than five years after the date of grant. Non-qualifying options granted under the 2004 Plan are generally exercisable over a ten year period, vesting 1/3 each on the first, second, and third anniversaries of the date of grant. At December 31, 2013 there were 29,812 shares available for issuance under the 2004 Plan. | |||||||||||||
The 2005 Stock Incentive Plan (“The 2005 Plan”). | |||||||||||||
The 2005 Plan was adopted by the Company’s stockholders in June 2005. The 2005 Plan provides for the grant of any or all of the following types of awards: (a) stock options, (b) restricted stock, (c) deferred stock and (d) other stock-based awards. The 2005 Plan provides for the granting of non-qualifying and incentive stock options to employees and other persons to purchase up to an aggregate of 120,000 shares of the Company’s common stock. The purchase price of each share for which an option is granted is determined by the Board of Directors or the Committee appointed by the Board of Directors provided that the purchase price of each share for which an option is granted cannot be less than the fair market value of the Company’s common stock on the date of grant, except for incentive options granted to 10% stockholders for whom the exercise price cannot be less than 110% of the market price. Incentive options granted under the 2005 Plan generally vest 100% over periods extending from the date of grant to three years from the date of grant and expire not later than five years after the date of grant, except for 10% stockholders whose options expire not later than five years after the date of grant. Non-qualifying options granted under the 2005 Plan are generally exercisable over a ten year period, vesting 1/3 each on the first, second, and third anniversaries of the date of grant. At December 31, 2013, there were 8,106 shares available for issuance under the 2005 Plan. | |||||||||||||
The 2007 Stock Incentive Plan (“The 2007 Plan”). | |||||||||||||
The 2007 Plan was adopted by the Company’s stockholders in July 2007 and amended in June 2009. The 2007 Plan provides for the grant of any or all of the following types of awards: (a) stock options, (b) restricted stock, (c) deferred stock and (d) other stock-based awards. Awards may be granted singly, in combination, or in tandem. Subject to anti-dilution adjustments as provided in the 2007 Plan, (i) the 2007 Plan provides for a total of 1,050,000 shares of the Company’s common stock to be available for distribution pursuant to the 2007 Plan, and (ii) the maximum number of shares of the Company’s common stock with respect to which stock options, restricted stock, deferred stock, or other stock-based awards may be granted to any participant under the 2007 Plan during any calendar year or part of a year may not exceed 160,000 shares. | |||||||||||||
The 2007 Plan provides that it will be administered by the Company’s Board of Directors (“Board”) or a committee of two or more members of the Board appointed by the Board. | |||||||||||||
The administrator will generally have the authority to administer the 2007 Plan, determine participants who will be granted awards under the 2007 Plan, the size and types of awards, the terms and conditions of awards and the form and content of the award agreements representing awards. Awards under the 2007 Plan may be granted to employees, directors, consultants and advisors of the Company and its subsidiaries. However, only employees of the Company and its subsidiaries will be eligible to receive options that are designated as incentive stock options. | |||||||||||||
With respect to options granted under the 2007 Plan, the exercise price must be at least 100% (110% in the case of an incentive stock option granted to a 10% stockholder) of the fair market value of the common stock subject to the award, determined as of the date of grant. Restricted stock awards are shares of common stock that are awarded subject to the satisfaction of the terms and conditions established by the administrator. In general, awards that do not require exercise may be made in exchange for such lawful consideration, including services, as determined by the administrator. At December 31, 2013, there were 63,664 shares available for issuance under the 2007 Plan. | |||||||||||||
The 2012 Stock Incentive Plan (“The 2012 Plan”). | |||||||||||||
The 2012 Plan was adopted by the Company’s stockholders in May 2012. The 2012 Plan provides for the grant of any or all of the following types of awards: (a) stock options, (b) restricted stock, (c) deferred stock and (d) other stock-based awards. Awards may be granted singly, in combination, or in tandem. Subject to anti-dilution adjustments as provided in the 2012 Plan, (i) the 2012 Plan provides for a total of 600,000 shares of the Company’s common stock to be available for distribution pursuant to the 2012 Plan, and (ii) the maximum number of shares of the Company’s common stock with respect to which stock options, restricted stock, deferred stock, or other stock-based awards may be granted to any participant under the 2012 Plan during any calendar year or part of a year may not exceed 100,000 shares. | |||||||||||||
The 2012 Plan provides that it will be administered by the Company’s Board of Directors (“Board”) or a committee of two or more members of the Board appointed by the Board. | |||||||||||||
The administrator will generally have the authority to administer the 2012 Plan, determine participants who will be granted awards under the 2012 Plan, the size and types of awards, the terms and conditions of awards and the form and content of the award agreements representing awards. Awards under the 2012 Plan may be granted to employees, directors, consultants and advisors of the Company and its subsidiaries. However, only employees of the Company and its subsidiaries will be eligible to receive options that are designated as incentive stock options. | |||||||||||||
With respect to options granted under the 2012 Plan, the exercise price must be at least 100% (110% in the case of an incentive stock option granted to a 10% stockholder) of the fair market value of the common stock subject to the award, determined as of the date of grant. Restricted stock awards are shares of common stock that are awarded subject to the satisfaction of the terms and conditions established by the administrator. In general, awards that do not require exercise may be made in exchange for such lawful consideration, including services, as determined by the administrator. At December 31, 2013, there were 5,343 shares available for issuance under the 2012 Plan. | |||||||||||||
A summary of stock option activity for all stock option plans is as follows: | |||||||||||||
Option | Price range | Weighted | |||||||||||
Shares | per share | Average | |||||||||||
Outstanding, January 1, 2011 | 1,058,705 | $4.00-$26.40 | $ | 12.25 | |||||||||
Granted | 631,357 | $2.75-$7.10 | $ | 5.35 | |||||||||
Exercised | (15,000 | ) | $4.00 | $ | 4 | ||||||||
Forfeited | (594,339 | ) | $3.00-$24.40 | $ | 9.6 | ||||||||
Outstanding, December 31, 2011 | 1,080,722 | $2.75-$26.40 | $ | 9.75 | |||||||||
Granted | 693,601 | $2.00-$3.70 | $ | 2.43 | |||||||||
Exercised | — | $0.00 | $ | 0 | |||||||||
Forfeited | (339,378 | ) | $2.85-$24.40 | $ | 15.95 | ||||||||
Outstanding, December 31, 2012 | 1,434,945 | $2.00-$26.40 | $ | 4.75 | |||||||||
Granted | 46,537 | $4.46-$10.02 | $ | 5.42 | |||||||||
Exercised | (48,427 | ) | $2.15-$6.50 | $ | 3 | ||||||||
Forfeited | (98,100 | ) | $2.09-$20.50 | $ | 11.62 | ||||||||
Outstanding, December 31, 2013 | 1,334,955 | $2.00-$26.40 | $ | 4.34 | |||||||||
Exercisable at year-end | Option Shares | Price range per | Weighted | ||||||||||
share | average | ||||||||||||
exercise price | |||||||||||||
2011 | 679,716 | $2.80-$26.40 | $ | 12.4 | |||||||||
2012 | 485,553 | $2.00-$26.40 | $ | 7.06 | |||||||||
2013 | 743,910 | $2.00-$26.40 | $ | 5.09 | |||||||||
Available for future grants at December 31, 2013 from all plans: 106,925 | |||||||||||||
The Company’s stock-based compensation expense, including options and restricted stock by category is as follows (amounts in thousands): | |||||||||||||
Years Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Cost of revenue | $ | 21 | $ | 15 | $ | 14 | |||||||
Engineering and product development | 228 | 178 | 172 | ||||||||||
Marketing and sales | 273 | 242 | 224 | ||||||||||
General and administrative expense | 680 | 561 | 494 | ||||||||||
$ | 1,202 | $ | 996 | $ | 904 | ||||||||
As of December 31, 2013, there was $1.3 million of total unrecognized compensation costs related to unvested options and restricted stock. That cost is expected to be recognized over a weighted average period of 0.99 years. | |||||||||||||
Options granted under the stock incentive plans were valued utilizing the Black-Scholes model using the following assumptions and had the following fair values: | |||||||||||||
Years Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Average risk-free interest rate | 0.53% | 0.98% | 2.51% | ||||||||||
Expected dividend yield | None | None | None | ||||||||||
Expected life | 3.5 years | 3.5 years | 3.5 years | ||||||||||
Expected volatility | 57.6% to 68.9% | 65.9% to 68.9% | 67.0% to 69.3% | ||||||||||
Weighted average exercise price | $5.42 | $2.43 | $5.35 | ||||||||||
Weighted average fair value | $2.35 | $1.17 | $2.65 | ||||||||||
The Company’s 2013, 2012 and 2011, average expected volatility and average expected life is based on the average of the Company’s historical information. The risk-free rate is based on the rate of U.S. Treasury zero-coupon issues with a remaining term equal to the expected life of option grants. The Company has paid no dividends on its common stock in the past and does not anticipate paying any dividends in the future | |||||||||||||
The aggregate intrinsic value of options outstanding at December 31, 2013, 2012 and 2011 was $10.0 million, $1.8 million and $2,050, respectively. The aggregate intrinsic value of the options exercisable at December 31, 2013, 2012 and 2011 was $5.1 million, $0.3 million and $250, respectively. The aggregate intrinsic value of stock options exercised during 2013, 2012 and 2011 was $0.5 million, $0 and $24,088, respectively. The Company used the closing market price of $11.66, $4.79 and $2.85 per share at December 31, 2013, 2012 and 2011, respectively, to determine the aggregate intrinsic values of options outstanding and exercisable. | |||||||||||||
(b) | Restricted Stock | ||||||||||||
The Company’s restricted stock awards vest in three equal annual installments with the first installment vesting one year from grant date. At December 31, 2013, there were 216,250 unvested restricted stock awards outstanding. A summary of restricted stock activity for all stock option plans is as follows: | |||||||||||||
Years Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Beginning outstanding balance | 67,075 | 122,795 | 153,215 | ||||||||||
Granted | 196,250 | — | 62,000 | ||||||||||
Vested | (47,008 | ) | (47,820 | ) | (59,153 | ) | |||||||
Forfeited | (67 | ) | (7,900 | ) | (33,267 | ) | |||||||
Ending outstanding balance | 216,250 | 67,075 | 122,795 | ||||||||||
The aggregate intrinsic value of restricted stock outstanding at December 31, 2013, 2012 and 2011 was $2.5 million, $0.3 million, and $0.3 million, respectively. The aggregate intrinsic value of restricted stock vested during 2013, 2012 and 2011 was $0.5 million, $0.2 million and $0.2 million, respectively. The Company used the closing market price of $11.66, $4.79 and $2.85 per share at December 31, 2013, 2012 and 2011, respectively, to determine the aggregate intrinsic values. |
Income_Taxes
Income Taxes | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Income Tax Disclosure [Abstract] | ' | ||||||||||||
Income Taxes | ' | ||||||||||||
-5 | Income Taxes | ||||||||||||
The components of income tax expense for the years ended December 31, 2013, 2012 and 2011 are as follows: | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Current provision (benefit): | |||||||||||||
Federal | $ | — | $ | — | $ | — | |||||||
State | 126 | 43 | 76 | ||||||||||
$ | 126 | $ | 43 | $ | 76 | ||||||||
A summary of the differences between the Company’s effective income tax rate and the Federal statutory income tax rate for the years ended December 31, 2013, 2012 and 2011 is as follows: | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Federal statutory rate | 34 | % | 34 | % | 34 | % | |||||||
State income taxes, net of federal benefit | 2.3 | % | 4 | % | 1.8 | % | |||||||
Net state impact of deferred rate change | 0.1 | % | 0.1 | % | 0.2 | % | |||||||
Stock compensation expense | (2.0 | %) | (1.8 | %) | (0.4 | %) | |||||||
Goodwill impairment | 0 | % | 0 | % | (24.3 | %) | |||||||
Contingent consideration | 0 | % | 0 | % | 4.4 | % | |||||||
Other permanent differences | (11.7 | %) | (2.4 | %) | (0.5 | %) | |||||||
Change in valuation allowance | (27.6 | %) | (34.4 | %) | (15.6 | %) | |||||||
Other | 3.3 | % | 0 | % | 0.4 | % | |||||||
Effective income tax | (1.6 | %) | (0.5 | %) | 0 | % | |||||||
Deferred tax assets and liabilities are recognized for the expected future tax consequences of net operating loss carryforwards, tax credit carryforwards and temporary differences between the financial statement carrying amounts and the income tax basis of assets and liabilities. A valuation allowance is applied against any net deferred tax asset if, based on the available evidence, it is more likely than not that the deferred tax assets will not be realized. | |||||||||||||
Deferred income taxes reflect the impact of “temporary differences” between the amount of assets and liabilities for financial reporting purposes and such amounts as measured by tax laws and regulations. The Company has fully reserved the net deferred tax assets, as it is more likely than not that the deferred tax assets will not be utilized. Deferred tax assets (liabilities) are comprised of the following at December 31 (in thousands): | |||||||||||||
2013 | 2012 | ||||||||||||
Inventory (Section 263A) | $ | 233 | $ | 298 | |||||||||
Inventory reserves | 156 | 182 | |||||||||||
Receivable reserves | 29 | 52 | |||||||||||
Other accruals | 938 | 1,159 | |||||||||||
Deferred revenue | 1,256 | 897 | |||||||||||
Accumulated depreciation/amortization | (2 | ) | 179 | ||||||||||
Stock options | 2,070 | 1,808 | |||||||||||
Developed technology | (3,464 | ) | (3,915 | ) | |||||||||
Tax credits | 2,176 | 1,698 | |||||||||||
NOL carryforward | 34,059 | 34,288 | |||||||||||
Net deferred tax assets | 37,451 | 36,646 | |||||||||||
Valuation allowance | (37,451 | ) | (36,646 | ) | |||||||||
$ | — | $ | — | ||||||||||
The increase in net deferred tax asset and corresponding valuation allowance is primarily attributable to additional research and development credits and differences in amortization periods on the Company’s intangible assets. | |||||||||||||
As of December 31, 2013, the Company has net operating loss carryforwards totaling approximately $94.9 million expiring between 2016 and 2033. A portion of the total net operating loss carryforwards amounting to approximately $25.2 million relate to the acquisition of Xoft, Inc. As of December 31, 2013, the Company has provided a valuation allowance for its net operating loss carryforwards due to the uncertainty of the Company’s ability to generate sufficient taxable income in future years to obtain the benefit from the utilization of the net operating loss carryforwards. In the event of a deemed change in control, an annual limitation imposed on the utilization of the net operating losses may result in the expiration of all or a portion of the net operating loss carryforwards. There were no net operating losses utilized for the years ended December 31, 2013 and 2012. | |||||||||||||
The Company currently has approximately $15.2 million (including approximately $9.5 million that relate to Xoft, Inc.) in net operating losses that are subject to limitations, of which approximately $2.0 million (including approximately $473,000 that relate to Xoft, Inc.) can be used annually through 2033. The Company has available tax credit carryforwards (adjusted to reflect provisions of the Tax Reform Act of 1986) to offset future income tax liabilities totaling approximately $2.2 million. The Company currently has approximately $3.9 million (including approximately $1.8 million that relate to Xoft, Inc.) in tax credit carryforwards that are subject to limitations. The tax credits related to Xoft have been fully reserved for and as a result no deferred tax asset has been recorded. The credits expire in various years through 2033. | |||||||||||||
ASC 740-10 prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return and also provides guidance on de-recognition, classification, interest and penalties, accounting in interim periods, disclosure, and transition. | |||||||||||||
As of December 31, 2013 and 2012, the Company had no unrecognized tax benefits and no adjustments to liabilities or operations were required under ASC 740-10. The Company’s practice was and continues to be to recognize interest and penalty expenses related to uncertain tax positions in income tax expense, which was zero for the years ended December 31, 2013, 2012 and 2011. The Company files United States federal and various state income tax returns. Generally, the Company’s three preceding tax years remain subject to examination by federal and state taxing authorities. The Company completed an examination by the Internal Revenue Service with respect to the 2008 tax year in January 2011, which resulted in no changes to the tax return originally filed. The Company is not under examination by any other federal or state jurisdiction for any tax year. | |||||||||||||
The Company does not anticipate that it is reasonably possible that unrecognized tax benefits as of December 31, 2013 will significantly change within the next 12 months. |
Segment_Reporting_Geographical
Segment Reporting, Geographical Information and Major Customers | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Segment Reporting [Abstract] | ' | ||||||||||||
Segment Reporting, Geographical Information and Major Customers | ' | ||||||||||||
-6 | Segment Reporting, Geographical Information and Major Customers | ||||||||||||
(a) | Segment Reporting | ||||||||||||
In accordance with FASB Topic ASC 280, “Segments”, operating segments, are defined as components of an enterprise that engage in business activities for which discrete financial information is available and regularly reviewed by the chief operating decision maker (“CODM”) in deciding how to allocate resources and assess performance. | |||||||||||||
The Company’s CODM is the Chief Executive Officer (“CEO”). In the second quarter of 2013, we changed the manner in which Company financial information is reported to the CODM. The Company’s reportable segments have been identified primarily based on the types of products sold. Each reportable segment generates revenue from the sale of medical equipment and related services and/or sale of supplies. The Company has determined there are two segments, Cancer Detection (“Detection”) and Cancer Therapy (“Therapy”). | |||||||||||||
The Detection segment consists of our advanced image analysis and workflow products, and the Therapy segment consists of our radiation therapy (“Axxent”) products. The primary factors used by our CODM to allocate resources are based on revenues, operating income or loss, and earnings or loss before interest, taxes, depreciation, amortization, and other specific and non-recurring items (“Adjusted EBITDA”) of each segment. Included in segment operating income are stock compensation, amortization of technology and depreciation expense. There are no intersegment revenues. | |||||||||||||
We do not track our assets by operating segment and our CODM does not use asset information by segment to allocate resources or make operating decisions. | |||||||||||||
Segment revenues, segment operating income or loss, and a reconciliation of segment operating income or loss to GAAP loss before income tax is as follows (including prior periods which have been presented for consistency): | |||||||||||||
Year Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Segment revenues: | |||||||||||||
Detection | $ | 16,905 | $ | 17,262 | $ | 22,765 | |||||||
Therapy | 16,162 | 11,013 | 5,887 | ||||||||||
Total Revenue | $ | 33,067 | $ | 28,275 | $ | 28,652 | |||||||
Segment operating income (loss): | |||||||||||||
Detection | $ | 5,016 | $ | 4,274 | $ | 2,837 | |||||||
Therapy | (52 | ) | (2,720 | ) | (7,285 | ) | |||||||
Segment operating income (loss) | $ | 4,964 | $ | 1,554 | $ | (4,448 | ) | ||||||
General and administrative expenses | $ | (6,740 | ) | $ | (6,966 | ) | $ | (9,999 | ) | ||||
Interest expense | (3,277 | ) | (3,415 | ) | (422 | ) | |||||||
Gain on fair value of warrant | (2,448 | ) | (539 | ) | — | ||||||||
Other income | 19 | 35 | 27 | ||||||||||
Contingent consideration | — | — | 4,900 | ||||||||||
Goodwill impairment | — | — | (26,828 | ) | |||||||||
Loss on indemnification asset | — | — | (741 | ) | |||||||||
Loss before income tax | $ | (7,482 | ) | $ | (9,331 | ) | $ | (37,511 | ) | ||||
(b) | Geographic Information | ||||||||||||
The Company’s sales are made to distributors and dealers of mammography, electronic brachytherapy equipment and other medical equipment, and to foreign distributors of mammography and electronic brachytherapy equipment. Export sales to a single country did not exceed 10% of total revenue in any year. Total export sales were approximately $1.9 million or 6% of total revenue in 2013, $2.9 million or 10% of total revenue in 2012 and $1.8 million or 6% of total revenue in 2011. | |||||||||||||
As of December 31, 2013 and 2012, the Company had outstanding receivables of $0.3 million and $0.8 million, respectively, from distributors and customers of its products who are located outside of the U.S. | |||||||||||||
(c) | Major Customers | ||||||||||||
The Company had one major customer, GE Healthcare, with approximately $3.7 million in 2013, $4.5 million in 2012, and $6.8 million in 2011 or 11%, 16%, and 24% of total revenue, respectively. Cancer detection products are also sold through OEM partners, including GE Healthcare, Fuji Medical Systems, Siemens Medical and Invivo. These four OEM partners comprised approximately 51% of Detection revenues and 26% of revenue overall. Two customers comprised 35% of Cancer Therapy revenues and 17% of total revenue with approximately $5.6 million in revenue; however neither customer exceeded 10% of total revenue. | |||||||||||||
OEM partners represented $1.3 million or 17% of outstanding receivables as of December 31, 2013, with GE Healthcare comprising $0.5 million or 7% of this amount. The two largest Cancer Therapy customers comprised $3.1 million or 41% of outstanding receivables as of December 31, 2013. These six customers in total represented $4.4 million or 58% of outstanding receivables as of December 31, 2013. |
Commitments_and_Contingencies
Commitments and Contingencies | 12 Months Ended | ||||
Dec. 31, 2013 | |||||
Commitments And Contingencies Disclosure [Abstract] | ' | ||||
Commitments and Contingencies | ' | ||||
-7 | Commitments and Contingencies | ||||
(a) | Lease Obligations | ||||
As of December 31, 2013, the Company had four lease obligations related to its facilities. | |||||
The Company’s executive offices are located in Nashua, New Hampshire and are leased pursuant to a five-year lease (the “Lease”) that commenced on December 15, 2006, and renewed on January 1, 2012 (the “Premises”). The Lease renewal provided for annual base rent of $181,764 for the first year; $187,272 for the second year; $192,780 for the third year; $198,288 for the fourth year and $203,796 for the fifth year. Additionally, the Company is required to pay its proportionate share of the building and real estate tax expenses and obtain insurance for the Premises. The Company also has the right to extend the term of the Lease for an additional five year period at the then current market rent rate (but not less than the last annual rent paid by the Company). | |||||
The Company leases office space located in Fairborn Ohio. The Ohio Lease provides for a three (3) year and three (3) month term, which commenced on January 1, 2011 for approximately $43,650 per year, with all amounts payable in equal monthly installments. The Ohio Lease provides the Company with the option to renew the lease for an additional three (3) year period. The Company does not expect to renew the lease at the end of the primary term. | |||||
The Company leases a facility in San Jose California under a non-cancelable operating lease which commenced in September, 2012. The facility has office, manufacturing and warehousing space. The operating lease provides for an annual base rent of $248,376, increasing to $260,064 in October 2013, $271,752 beginning October 2014, $283,440 beginning October 2015 and $295,140 beginning October 2016 through September 2017, with all amounts payable in equal monthly installments. Additionally, the Company is required to pay its proportionate share of the building and real estate tax expenses and obtain insurance for the facility. | |||||
In addition to the foregoing leases relating to its principal properties, the Company also has a lease for an additional facility in Nashua, New Hampshire used for product repairs, manufacturing and warehousing. | |||||
Rent expense for all leases for the years ended December 31, 2013, 2012 and 2011 was $697,000, $799,000 and $957,000, respectively. | |||||
Future minimum rental payments due under these agreements as of December 31, 2013 are as follows (in thousands): | |||||
Fiscal Year | Operating | ||||
Leases | |||||
2014 | 500 | ||||
2015 | 482 | ||||
2016 | 490 | ||||
2017 | 255 | ||||
$ | 1,727 | ||||
(b) Capital leases obligations | |||||
The Company entered into a capital lease agreement for the purchase of certain equipment in August 2013 for approximately $409,000 at a rate of 3.99%. Under the guidance of ASC Topic 840, “Leases” the Company determined that the lease was a capital lease as it contained a bargain purchase option wherein the Company has the option to buy the equipment for $1 at the end of the lease term. Accordingly, the equipment has been capitalized and a liability has been recorded. The equipment cost of $409,000 is reflected as property and equipment in the balance sheet and will be depreciated over its useful life. | |||||
Future minimum lease payments under this lease are as follows: | |||||
Fiscal Year | Capital Leases | ||||
2014 | 145 | ||||
2015 | 145 | ||||
2016 | 97 | ||||
subtotal minimum lease obligation | 387 | ||||
less interest | (24 | ) | |||
Total, net | 363 | ||||
less current portion | (128 | ) | |||
long term portion | $ | 235 | |||
(c) | Other Commitments | ||||
The Company has non-cancelable purchase orders with two key suppliers executed in the normal course of business that total approximately $1.4 million. | |||||
(d) | Employment Agreements | ||||
The Company has entered into employment agreements with certain key executives. The employment agreements provide for minimum annual salaries and performance-based annual bonus compensation as defined in their respective agreements. In addition, the employment agreements provide that if employment is terminated without cause, the executive will receive an amount equal to their respective base salary then in effect for the greater of the remainder of the original term of employment or, for Mr. Ferry, a period of two years from the date of termination and for all other executives a period of one year from the date of termination plus the pro rata portion of any annual bonus earned in any employment year through the date of termination. | |||||
(e) | Foreign Tax Claim | ||||
In July 2007, a dissolved former Canadian subsidiary of the Company, CADx Medical Systems Inc. (“CADx Medical”), received a tax re-assessment of approximately $6,800,000 from the Canada Revenue Agency (“CRA”) resulting from CRA’s audit of CADx Medical’s Canadian federal tax return for the year ended December 31, 2002. In February 2010, the CRA reviewed the matter and reduced the tax re-assessment to approximately $703,000, excluding interest and penalties. The CRA has the right to pursue the matter until July 2017. The Company believes that it is not liable for the re-assessment against CADx Medical and would continue to defend this position, and no accrual was recorded as of December 31, 2013. | |||||
(f) | Royalty Obligations | ||||
In connection with prior litigation, the Company received a nonexclusive, irrevocable, perpetual, worldwide license, including the right to sublicense certain Hologic patents, and a non-compete covenant as well as an agreement not to seek further damages with respect to the alleged patent violations. In return the Company has a remaining obligation to pay a minimum annual royalty payment of $250,000 payable through 2016. In addition to the minimum annual royalty payments, the litigation settlement agreement with Hologic also provided for payment of royalties if such royalties exceed the minimum payment based upon a specified percentage of future net sales on any products that practice the licensed rights. The estimated fair value of the patent license and non-compete covenant is $100,000 and is being amortized over the estimated remaining useful life of approximately four years. In addition, a liability has been recorded within accrued expenses and long-term settlement cost for future payment and for future minimum royalty obligations totaling $0.8 million | |||||
During December, 2011, the Company settled litigation with Zeiss and as of December 31, 2013 has a remaining obligation to pay $0.5 million in in June 2015 and $0.5 million in June 2017, for a total of $1.0 million. The present value of the liability is estimated at approximately $0.7 million as of December 31, 2013. | |||||
(g) | Litigation | ||||
On February 18, 2011, in the Orange County Superior Court (Docket No. 30-2011-00451816-CU-PL-CXC), named plaintiffs Jane Doe and John Doe filed a complaint against Xoft, the Company, and Hoag Memorial Hospital Presbyterian asserting causes of action for general negligence, breach of warranty, and strict liability and seeking unlimited damages in excess of $25,000. On March 2, 2011, the Company received a Statement of Damages – specifying that the damages being sought aggregated an amount of at least approximately $14.5 million. On April 6, 2011, plaintiffs Jane Doe and John Doe amended their complaint alleging only medical malpractice against Hoag Memorial Hospital Presbyterian. On April 8, 2011, another complaint was filed in the Orange County Superior Court (Docket No. 30-2011-00465448-CU-MM-CXC) on behalf of four additional Jane Doe plaintiffs and two John Doe spouses with identical allegations against the same defendants. One John Doe spouse from this group of plaintiffs was later dismissed on August 18, 2011. On April 19, 2011, a sixth Jane Doe plaintiff filed an identical complaint in the Orange County Superior Court (Docket No. 30-2011-00468687-CU-MM-CXC), and on May 4, 2011, a seventh Jane Doe plaintiff and John Doe spouse filed another complaint in the Orange County Superior Court (Docket No. 30-2011-00473120-CU-PO-CXC), again with identical allegations against the same defendants. On July 12, 2011, an eighth Jane Doe plaintiff and John Doe spouse filed a complaint in the Orange County Superior Court (Docket No. 30-2011-00491068-CU-PL-CXC), and on July 14, 2011, a ninth Jane Doe plaintiff and John Doe spouse filed another complaint in the Orange County Superior Court (Docket No. 30-2011-00491497-CU-PL-CXC), each with identical allegations as the previously filed complaints. On August 18, 2011, these two groups of Jane Doe plaintiffs and John Doe spouses amended their complaints to correct certain deficiencies. Additionally on August 18, 2011, a tenth Jane Doe plaintiff and two additional John Doe spouses filed a complaint in the Orange County Superior Court (Docket No. 30-2011-501448-CU-PL-CXC), again with identical allegations against the same defendants. On January 18, 2012, three additional Jane Doe plaintiffs and one additional John Doe spouse filed a complaint in the Orange County Superior Court (Docket No. 30-2012-00538423-CU-PL-CXC) with identical allegations against the same defendants. On April 11, 2012, the above-referenced cases were consolidated for all purposes, excluding trial. On May 2, 2012, plaintiffs filed a master consolidated complaint, with the same case number as the original filed complaint. On August 2, 2012, plaintiffs filed fictitious name amendments adding defendants, Mel Silverstein, M.D., Peter Chen, M.D., Lisa Guerrera, M.D., Ralph Mackintosh, Ph.D., Robert Dillman, M.D., and Jack Cox. On September 14, 2012, an additional Jane Doe plaintiff and John Doe spouse filed a complaint in the Orange County Superior Court (Docket No. 30-2012-00598740-CU-PL-CXC) with identical allegations as plaintiffs above against the same original defendants. On October 17, 2012, plaintiff John Doe No. 11 dismissed his complaint, with prejudice, as to all defendants. On November 26, 2012, plaintiffs filed an additional fictitious name amendment adding defendant, American Ceramic Technology, Inc. On January 15, 2013, plaintiffs filed a dismissal, with prejudice, as to defendant, Mel Silverstein, M.D., only. On May 28, 2013, plaintiffs filed an additional fictitious name amendment adding defendant, American Ceramic Technology. On July 11, 2013, American Ceramic Technology filed a cross-complaint for express and implied indemnity, apportionment, contribution and declaratory relief against all defendants. On October 24, 2013, plaintiff’s filed an amended master consolidated complaint. On January 17, 2014, Ralph Mackintosh, Ph.D., Robert Dillman, M.D., Jack Cox, and Hoag Memorial Hospital Presbyterian each filed a cross-complaint for equitable indemnity, contribution and declaratory relief against American Ceramic Technology. It is alleged that each Jane Doe plaintiff was a patient who was treated with the Axxent Electronic Brachytherapy System that incorporated the Axxent Flexishield Mini. The Company believes that all of the Jane Doe plaintiffs were part of the group of 29 patients treated using the Axxent Flexishield Mini as part of a clinical trial. The Axxent Flexishield Mini was the subject of a voluntary recall. These claims are still in the early stages. Based upon our preliminary analysis, the Company plans to vigorously defend the lawsuits however a loss is reasonably possible. Since the amount of the potential damages in the event of an adverse result is not reasonably estimable, we are unable to estimate a range of loss and no expense has been recorded with respect to the contingent liability associated with this matter. |
Quarterly_Financial_Data
Quarterly Financial Data | 12 Months Ended | ||||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | ' | ||||||||||||||||||||
Quarterly Financial Data | ' | ||||||||||||||||||||
-8 | Quarterly Financial Data (unaudited in thousands, except per share data) | ||||||||||||||||||||
2013 | Net | Gross | Net | Loss | Weighted | ||||||||||||||||
sales | profit | loss | per share | average | |||||||||||||||||
available to | number of | ||||||||||||||||||||
common | shares outstanding | ||||||||||||||||||||
stockholders | |||||||||||||||||||||
First quarter | $ | 7,930 | $ | 5,648 | $ | (727 | ) | ($ | 0.07 | ) | 10,820 | ||||||||||
Second quarter | 7,712 | 5,222 | $ | (1,882 | ) | ($ | 0.17 | ) | 10,836 | ||||||||||||
Third quarter | 8,290 | 5,926 | $ | (589 | ) | ($ | 0.05 | ) | 10,849 | ||||||||||||
Fourth quarter | 9,135 | 6,289 | $ | (4,410 | ) | ($ | 0.41 | ) | 10,863 | ||||||||||||
2012 | |||||||||||||||||||||
First quarter | $ | 6,343 | $ | 4,427 | $ | (2,264 | ) | ($ | 0.21 | ) | 10,776 | ||||||||||
Second quarter | 5,931 | 4,169 | (2,943 | ) | ($ | 0.27 | ) | 10,794 | |||||||||||||
Third quarter | 8,183 | 5,882 | (1,465 | ) | ($ | 0.14 | ) | 10,805 | |||||||||||||
Fourth quarter | 7,818 | 5,553 | (2,702 | ) | ($ | 0.25 | ) | 10,808 |
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policies) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Accounting Policies [Abstract] | ' | ||||||||||||||||
Nature of Operations and Use of Estimates | ' | ||||||||||||||||
(a) | Nature of Operations and Use of Estimates | ||||||||||||||||
iCAD, Inc. and subsidiary (the “Company” or “iCAD”) is an industry-leading provider of advanced image analysis, workflow solutions and radiation therapy for the early identification and treatment of cancer. | |||||||||||||||||
The Company has grown primarily through acquisitions to become a broad player in the oncology market. Its industry-leading solutions include advanced image analysis and workflow solutions that enable healthcare professionals to better serve patients by identifying pathologies and pinpointing the most prevalent cancers earlier, a comprehensive range of high-performance, upgradeable Computer-Aided Detection (CAD) systems and workflow solutions for mammography, MRI and CT, and the Xoft eBx system which is an isotope-free cancer treatment platform technology. CAD is reimbursable in the U.S. under federal and most third-party insurance programs. | |||||||||||||||||
The Company intends to continue the extension of its image analysis and clinical decision support solutions for mammography, MRI and CT imaging. iCAD believes that advances in digital imaging techniques should bolster its efforts to develop additional commercially viable CAD/advanced image analysis and workflow products. The Company’s belief is that early detection in combination with earlier targeted intervention will provide patients and care providers with the best tools available to achieve better clinical outcomes resulting in a market demand that will drive top line growth. | |||||||||||||||||
The Company’s headquarters are located in Nashua, New Hampshire, with manufacturing and contract manufacturing facilities in New Hampshire and Massachusetts, a research and development facility in Ohio and, and, an operation, research, development, manufacturing and warehousing facility in San Jose, California. | |||||||||||||||||
The Company operates in two segments, Cancer Detection (“Detection”) and Cancer Therapy (“Therapy”). The Detection segment consists of our advanced image analysis and workflow products, and the Therapy segment consists of our radiation therapy (“Axxent”) products. The Company sells its products throughout the world through its direct sales organization as well as through various OEM partners, distributors and resellers. See Note 6 for segment, major customer and geographical information. | |||||||||||||||||
The preparation of financial statements in conformity with generally accepted accounting principles in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. It is reasonably possible that changes may occur in the near term that would affect management’s estimates with respect to assets and liabilities. | |||||||||||||||||
Principles of Consolidation | ' | ||||||||||||||||
(b) | Principles of Consolidation | ||||||||||||||||
The consolidated financial statements include the accounts of the Company and its wholly owned subsidiary, Xoft, Inc. All material inter-company transactions and balances have been eliminated in consolidation. | |||||||||||||||||
Cash and Cash Equivalents | ' | ||||||||||||||||
(c) | Cash and cash equivalents | ||||||||||||||||
For purposes of reporting cash flows, the Company defines cash and cash equivalents as all bank accounts, money market funds, deposits and other money market instruments with original maturities of 90 days or less, which are unrestricted as to withdrawal. Cash and cash equivalents are maintained at financial institutions and, at times, balances may exceed federally insured limits. The Company has never experienced any losses related to these balances. Insurance coverage is $250,000 per depositor at each financial institution, and the Company’s non-interest bearing cash balances exceed federally insured limits. Interest-bearing amounts on deposit in excess of federally insured limits at December 31, 2013 approximated $11.4 million. | |||||||||||||||||
Financial Instruments | ' | ||||||||||||||||
(d) | Financial instruments | ||||||||||||||||
Financial instruments consist of cash and cash equivalents, accounts receivable, accounts payable, notes payable and warrants. Due to their short term nature and market rates of interest, the carrying amounts of the financial instruments approximated fair value as of December 31, 2013 and 2012, with the exception of warrants. The fair value of warrants is more fully described in Note 1(r). | |||||||||||||||||
Accounts Receivable and Allowance for Doubtful Accounts | ' | ||||||||||||||||
(e) | Accounts Receivable and Allowance for Doubtful Accounts | ||||||||||||||||
Accounts receivable are customer obligations due under normal trade terms. Credit limits are established through a process of reviewing the financial history and stability of each customer. The Company performs continuing credit evaluations of its customers’ financial condition and generally does not require collateral. | |||||||||||||||||
The Company’s policy is to maintain allowances for estimated losses from the inability of its customers to make required payments. The Company’s senior management reviews accounts receivable on a periodic basis to determine if any receivables may potentially be uncollectible. The Company includes any accounts receivable balances that it determines may likely be uncollectible, along with a general reserve for estimated probable losses based on historical experience, in its overall allowance for doubtful accounts. An amount would be written off against the allowance after all attempts to collect the receivable had failed. Based on the information available, the Company believes the allowance for doubtful accounts as of December 31, 2013 and 2012 is adequate. | |||||||||||||||||
Inventory | ' | ||||||||||||||||
(f) | Inventory | ||||||||||||||||
Inventory is valued at the lower of cost or market value, with cost determined by the first-in, first-out method. The Company regularly reviews inventory quantities on hand and records an allowance for excess and/or obsolete inventory primarily based upon the estimated usage of its inventory as well as other factors. At December 31, 2013 and 2012 respectively inventories consisted of the following (in thousands): | |||||||||||||||||
As of December 31, | |||||||||||||||||
2013 | 2012 | ||||||||||||||||
Raw materials | $ | 581 | $ | 878 | |||||||||||||
Work in process | 38 | 47 | |||||||||||||||
Finished Goods | 1,272 | 1,194 | |||||||||||||||
Inventory | $ | 1,891 | $ | 2,119 | |||||||||||||
Property and Equipment | ' | ||||||||||||||||
(g) | Property and Equipment | ||||||||||||||||
Property and equipment are stated at cost and depreciated using the straight-line method over the estimated useful lives of the various classes of assets (ranging from 3 to 5 years) or the remaining lease term, whichever is shorter for leasehold improvements. | |||||||||||||||||
Long Lived Assets | ' | ||||||||||||||||
(h) | Long Lived Assets | ||||||||||||||||
Long-lived assets, other than goodwill, are evaluated for impairment when events or changes in circumstances indicate that the carrying amount of the assets may not be recoverable through the estimated undiscounted future cash flows from the use of these assets. When any such impairment exists, the related assets are written down to fair value. The Company did not record any impairment losses in the years ended December 31, 2013, 2012 or 2011. | |||||||||||||||||
Intangible assets subject to amortization consist primarily of patents, technology, and trade names purchased in the Company’s previous acquisitions. These assets, which include assets acquired from Xoft, Inc., are amortized on a straight-line basis or the pattern of economic benefit over their estimated useful lives of 5 to 10 years. A summary of intangible assets for 2013 and 2012 are as follows (in thousands): | |||||||||||||||||
2013 | 2012 | Weighted | |||||||||||||||
average | |||||||||||||||||
useful life | |||||||||||||||||
Gross Carrying Amount | |||||||||||||||||
Patents and licenses | $ | 737 | $ | 693 | 5 years | ||||||||||||
Technology | 25,157 | 25,033 | 10 years | ||||||||||||||
Tradename | 248 | 248 | 10 years | ||||||||||||||
Total amortizable intangible assets | 26,142 | 25,974 | |||||||||||||||
Accumulated Amortization | |||||||||||||||||
Patents and licenses | $ | 471 | $ | 433 | |||||||||||||
Technology | 11,749 | 10,088 | |||||||||||||||
Tradename | 248 | 223 | |||||||||||||||
Total accumulated amortization | 12,468 | 10,744 | |||||||||||||||
Total amortizable intangible assets, net | $ | 13,674 | $ | 15,230 | |||||||||||||
Amortization expense related to intangible assets was approximately $1,724, $1,904 and $2,094 for the years ended December 31, 2013, 2012, and 2011, respectively. Estimated remaining amortization of the Company’s intangible assets is as follows (in thousands): | |||||||||||||||||
For the years ended December 31: | Estimated | ||||||||||||||||
amortization | |||||||||||||||||
expense | |||||||||||||||||
2014 | $ | 1,494 | |||||||||||||||
2015 | 1,491 | ||||||||||||||||
2016 | 1,485 | ||||||||||||||||
2017 | 1,463 | ||||||||||||||||
2018 | 1,348 | ||||||||||||||||
Thereafter | 6,393 | ||||||||||||||||
$ | 13,674 | ||||||||||||||||
Goodwill | ' | ||||||||||||||||
(i) | Goodwill | ||||||||||||||||
In accordance with FASB Accounting Standards Codification (“ASC”) Topic 350-20, “Intangibles - Goodwill and Other”, (“ASC 350-20”), the Company tests goodwill for impairment on an annual basis and between annual tests if events and circumstances indicate it is more likely than not that the fair value of the Company is less than the carrying value of the Company. | |||||||||||||||||
Factors the Company considers important, which could trigger an impairment of such asset, include the following: | |||||||||||||||||
• | significant underperformance relative to historical or projected future operating results; | ||||||||||||||||
• | significant changes in the manner or use of the assets or the strategy for the Company’s overall business; | ||||||||||||||||
• | significant negative industry or economic trends; | ||||||||||||||||
• | significant decline in the Company’s stock price for a sustained period; and | ||||||||||||||||
• | a decline in the Company’s market capitalization below net book value. | ||||||||||||||||
In June 2013, the Company determined that it had two reporting units and two reportable segments based on the information provided to the Chief Operating Decision Maker (“CODM”). Goodwill was allocated to the reporting units based on the relative fair value of the reporting units as of June 2013. | |||||||||||||||||
The Company performed an annual impairment assessment at October 1, 2013 based on the new reporting structure and compared the fair value of each of reporting unit to its carrying value as of this date. Fair value of each reporting unit exceeded the carry value by approximately 362% for the Detection reporting unit and 179% for the Therapy reporting unit. The carrying values of the reporting units were determined based on an allocation of our assets and liabilities through specific allocation of certain assets and liabilities, to the reporting units and an apportionment based on the relative size of the reporting units’ revenues and operating expenses compared to the Company as a whole. The determination of reporting units also requires management judgment. | |||||||||||||||||
The Company would record an impairment charge if such an assessment were to indicate that the fair value of a reporting unit was less than the carrying value. In evaluating potential impairments outside of the annual measurement date, judgment is required in determining whether an event has occurred that may impair the value of goodwill or intangible assets. The Company utilizes either discounted cash flow models or other valuation models, such as comparative transactions and market multiples, to determine the fair value of our reporting unit. The Company makes assumptions about future cash flows, future operating plans, discount rates, comparable companies, market multiples, purchase price premiums and other factors in those models. Different assumptions and judgment determinations could yield different conclusions that would result in an impairment charge to income in the period that such change or determination was made. | |||||||||||||||||
The Company determined the fair values for each reporting unit using a weighting of the income approach and the market approach. For purposes of the income approach, fair value is determined based on the present value of estimated future cash flows, discounted at an appropriate risk adjusted rate. The Company used internal forecasts to estimate future cash flows and includes an estimate of long-term future growth rates based on the most recent views of the long-term forecast for each segment. Accordingly, actual results can differ from those assumed in the forecasts. The discount rate of approximately 25% is derived from a capital asset pricing model and analyzing published rates for industries relevant to the reporting units to estimate the cost of equity financing. The Company uses discount rates that are commensurate with the risks and uncertainty inherent in the respective businesses and in the internally developed forecasts. | |||||||||||||||||
In the market approach, the Company uses a valuation technique in which values are derived based on market prices of publicly traded companies with similar operating characteristics and industries. A market approach allows for comparison to actual market transactions and multiples. It can be somewhat limited in its application because the population of potential comparable publicly-traded companies can be limited due to differing characteristics of the comparative business and ours, as well as market data may not be available for divisions within larger conglomerates or non-public subsidiaries that could otherwise qualify as comparable, and the specific circumstances surrounding a market transaction (e.g., synergies between the parties, terms and conditions of the transaction, etc.) may be different or irrelevant with respect to the business. | |||||||||||||||||
The Company corroborated the total fair values of the reporting units using a market capitalization approach; however, this approach cannot be used to determine the fair value of each reporting unit value. The blend of the income approach and market approach is more closely aligned to the business profile of the Company, including markets served and products available. In addition, required rates of return, along with uncertainties inherent in the forecast of future cash flows, are reflected in the selection of the discount rate. In addition, under the blended approach, reasonably likely scenarios and associated sensitivities can be developed for alternative future states that may not be reflected in an observable market price. The Company will assess each valuation methodology based upon the relevance and availability of the data at the time the valuation is performed and weight the methodologies appropriately. | |||||||||||||||||
A rollforward of goodwill activity by reportable segment is as follows: | |||||||||||||||||
Detection | Therapy | Total | |||||||||||||||
Accumulated Goodwill | $ | — | $ | — | $ | 47,937 | |||||||||||
Accumulated impairment | — | — | (26,828 | ) | |||||||||||||
Balance at December 31, 2011 | — | — | 21,109 | ||||||||||||||
Balance at December 31, 2012 | — | — | 21,109 | ||||||||||||||
Fair value allocation | 7,663 | 13,446 | — | ||||||||||||||
Balance at December 31, 2013 | $ | 7,663 | $ | 13,446 | $ | 21,109 | |||||||||||
Revenue Recognition | ' | ||||||||||||||||
(j) | Revenue Recognition | ||||||||||||||||
The Company recognizes revenue primarily from the sale of products and from the sale of services and supplies. Revenue is recognized when delivery has occurred, persuasive evidence of an arrangement exists, fees are fixed or determinable and collectability is probable. For product revenue, delivery has occurred upon shipment provided title and risk of loss has passed to the customer. Services and supplies revenue are considered to be delivered as the services are performed or over the period of the supply agreement. | |||||||||||||||||
The Company recognizes revenue from the sale of its digital, film-based CAD and electronic brachytherapy products and services in accordance FASB ASC Update No. 2009-13, “Multiple-Deliverable Revenue Arrangements” (“ASU 2009-13”) and ASC Update No. 2009-14, “Certain Arrangements That Contain Software Elements”, (“ASU 2009-14”) and ASC 985-605 “Software”. Revenue for the sale of certain CAD products is recognized in accordance with ASC 840 (“Leases”) (“ASC 840”). Revenue related to certain arrangements was recognized in accordance with FASB ASC Topic 605-35 “Revenue Recognition - Construction-Type and Production-Type Contracts” (“ASC 605-35”). For multiple element arrangements, revenue is allocated to all deliverables based on their relative selling prices. In such circumstances, a hierarchy is used to determine the selling price to be used for allocating revenue to deliverables as follows: (i) vendor-specific objective evidence of fair value (“VSOE”), (ii) third-party evidence of selling price (“TPE”), and (iii) best estimate of the selling price (“BESP”). VSOE generally exists only when the deliverable is sold separately and is the price actually charged for that deliverable. The process for determining BESP for deliverables without VSOE or TPE considers multiple factors including relative selling prices; competitive prices in the marketplace, and management judgment, however, these may vary depending upon the unique facts and circumstances related to each deliverable. | |||||||||||||||||
Evidence of an arrangement is determined by the use of customer purchase orders that are subject to the Company’s terms and conditions or, in the case of an Original Equipment Manufacturer (“OEM”) the arrangement would be governed by the applicable distribution agreement. In accordance with the applicable distribution agreements, the OEM does not have a right of return, and title and risk of loss passes to the OEM upon shipment. The Company generally ships Free On Board shipping point and uses shipping documents and third-party proof of delivery to verify delivery and transfer of title. In addition, the Company assesses whether collection is probable by considering a number of factors, including past transaction history with the customer and the creditworthiness of the customer, as obtained from third party credit references. | |||||||||||||||||
If the terms of the sale include customer acceptance provisions and compliance with those provisions cannot be demonstrated, all revenue is deferred and not recognized until such acceptance occurs. The Company considers all relevant facts and circumstances in determining when to recognize revenue, including contractual obligations to the customer, the customer’s post-delivery acceptance provisions, if any, and the installation process. | |||||||||||||||||
The Company has determined that iCAD’s Digital, MRI and film based sales generally follow the guidance of FASB ASC Topic 605 “Revenue Recognition” (ASC 605”) as the software has been considered essential to the functionality of the product per the guidance of ASU 2009-14. Typically, the responsibility for the installation process lies with the OEM partner. On occasion, when iCAD is responsible for product installation, the installation element is considered a separate unit of accounting because the delivered product has stand-alone value to the customer. In these instances, the Company allocates the deliverables based on the framework established within ASU 2009-13. Therefore, the installation and training revenue is recognized as the services are performed according to the BESP of the element. Revenue from the Digital, MRI and film based equipment when there is installation is recognized based on the relative selling price allocation of the BESP. | |||||||||||||||||
Revenue from the Company’s MRI products is recognized in accordance with ASC 985-605 “Software”. Sales of this product include third-party OEM support, and the Company has established VSOE for this element based on substantive renewal rates for support as specified in the agreement. Product revenue is determined based on the residual value in the arrangement, and is recognized when delivered. Revenue for third-party support is deferred and recognized over the support period which is typically on an annual basis. | |||||||||||||||||
Sales of the Company’s electronic brachytherapy product typically include a controller, accessories, and service and source agreements. The Company allocates revenue to the deliverables in the arrangement based on the BESP in accordance with ASU 2009-13. Product revenue is generally recognized when the product has been delivered and service and source revenue is typically recognized over the life of the service and source agreement. | |||||||||||||||||
The Company defers revenue from the sale of service contracts related to future periods and recognizes revenue on a straight-line basis in accordance with ASC Topic 605-20, “Services”. The Company provides for estimated warranty costs on original product warranties at the time of sale. | |||||||||||||||||
Cost of Revenue | ' | ||||||||||||||||
(k) | Cost of Revenue | ||||||||||||||||
Cost of revenue consists of the costs of products purchased for resale, cost relating to service including costs of service contracts to maintain equipment after the warranty period, inbound freight and duty, manufacturing, warehousing, material movement, inspection, scrap, rework, depreciation and in-house product warranty repairs, amortization of acquired technology and in 2013, the newly enacted Medical Device Tax. | |||||||||||||||||
Warranty Costs | ' | ||||||||||||||||
(l) | Warranty Costs | ||||||||||||||||
The Company provides for the estimated cost of standard product warranty against defects in material and workmanship based on historical warranty trends, including in the volume and cost of product returns during the warranty period. Warranty provisions and claims for the years ended December 31, 2013, 2012 and 2011, were as follows: | |||||||||||||||||
2013 | 2012 | 2011 | |||||||||||||||
Beginning accrual balance | $ | 36 | $ | 89 | $ | 86 | |||||||||||
Warranty provision | 96 | 37 | 107 | ||||||||||||||
Usage | (107 | ) | (90 | ) | (104 | ) | |||||||||||
Ending accrual balance | $ | 25 | $ | 36 | $ | 89 | |||||||||||
The warranty costs above include long-term warranty obligations of $8,000, $10,000 and $13,000 for the years ended December 31, 2013, 2013 and 2011, respectively. | |||||||||||||||||
Engineering and Product Development Costs | ' | ||||||||||||||||
(m) | Engineering and Product Development Costs | ||||||||||||||||
Engineering and product development costs relate to research and development efforts including Company sponsored clinical trials which are expensed as incurred. | |||||||||||||||||
Advertising Costs | ' | ||||||||||||||||
(n) | Advertising Costs | ||||||||||||||||
The Company expenses advertising costs as incurred. Advertising expense for the years ended December 31, 2013, 2012 and 2011 was approximately $639,000, $762,000 and $938,000 respectively. | |||||||||||||||||
Net Loss per Common Share | ' | ||||||||||||||||
(o) | Net Loss per Common Share | ||||||||||||||||
The Company follows FASB ASC 260-10, “Earnings per Share”, which requires the presentation of both basic and diluted earnings per share on the face of the statements of operations. The Company’s basic net loss per share is computed by dividing net loss by the weighted average number of shares of common stock outstanding for the period and, if there are dilutive securities, diluted income per share is computed by including common stock equivalents which includes shares issuable upon the exercise of stock options, net of shares assumed to have been purchased with the proceeds, using the treasury stock method. | |||||||||||||||||
A summary of the Company’s calculation of net loss per share is as follows (in thousands, except per share amounts): | |||||||||||||||||
2013 | 2012 | 2011 | |||||||||||||||
Net loss available to common shareholders | $ | (7,608 | ) | $ | (9,374 | ) | $ | (37,587 | ) | ||||||||
Basic shares used in the calculation of earnings per share | 10,842 | 10,796 | 10,910 | ||||||||||||||
Effect of dilutive securities: | |||||||||||||||||
Stock options | — | — | — | ||||||||||||||
Restricted stock | — | — | — | ||||||||||||||
Diluted shares used in the calculation of earnings per share | 10,842 | 10,796 | 10,910 | ||||||||||||||
Net loss per share: | |||||||||||||||||
Basic | $ | (0.70 | ) | $ | (0.87 | ) | $ | (3.45 | ) | ||||||||
Diluted | $ | (0.70 | ) | $ | (0.87 | ) | $ | (3.45 | ) | ||||||||
The following table summarizes the number of shares of common stock for securities, warrants and restricted stock that were not included in the calculation of diluted net loss per share because such shares are antidilutive: | |||||||||||||||||
2013 | 2012 | 2011 | |||||||||||||||
Options that are antidilutive: | |||||||||||||||||
Common stock options | 1,334,955 | 1,434,945 | 1,080,722 | ||||||||||||||
Warrants | 550,000 | 550,000 | — | ||||||||||||||
Restricted Stock | 216,250 | 67,075 | 122,795 | ||||||||||||||
2,101,205 | 2,052,020 | 1,203,517 | |||||||||||||||
Restricted common stock is issued to executives and employees of the Company and are subject to time-based vesting. These potential shares were excluded from the computation of basic loss per share as these shares are not considered outstanding until vested. | |||||||||||||||||
Income Taxes | ' | ||||||||||||||||
(p) | Income Taxes | ||||||||||||||||
The Company follows the liability method under ASC Topic 740, “Income Taxes”, (“ASC 740”). The primary objectives of accounting for taxes under ASC 740 are to (a) recognize the amount of tax payable for the current year and (b) recognize the amount of deferred tax liability or asset for the future tax consequences of events that have been reflected in the Company’s financial statements or tax returns. The Company has provided a full valuation allowance against its deferred tax assets at December 31, 2013 and 2012, as it is more likely than not that the deferred tax asset will not be realized. Any subsequent changes in the valuation allowance will be recorded through operations in the provision (benefit) for income taxes. | |||||||||||||||||
ASC 740-10 clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements and prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. ASC 740-10 also provides guidance on de-recognition, classification, interest and penalties, disclosure and transition. | |||||||||||||||||
Stock-Based Compensation | ' | ||||||||||||||||
(q) | Stock-Based Compensation | ||||||||||||||||
The Company maintains stock-based incentive plans, under which it provides stock incentives to employees, directors and contractors. The Company grants to employees, directors and contractors, options to purchase common stock at an exercise price equal to the market value of the stock at the date of grant. The Company grants restricted stock to employees. The underlying shares of restricted stock grant are not issued until the shares vest, and compensation expense is based on the stock price of the shares at the time of grant. The Company follows FASB ASC Topic 718, “Compensation - Stock Compensation” (“ASC 718”), for all stock-based compensation. Under this application, the Company is required to record compensation expense over the vesting period for all awards granted. | |||||||||||||||||
The Company uses the Black-Scholes option pricing model to value stock options which requires extensive use of accounting judgment and financial estimates, including estimates of the expected term participants will retain their vested stock options before exercising them, the estimated volatility of its common stock price over the expected term, the risk free rate, expected dividend yield, and the number of options that will be forfeited prior to the completion of their vesting requirements. Fair value of restricted stock is determined based on the stock price of the underlying option on the date of the grant. Application of alternative assumptions could produce significantly different estimates of the fair value of stock-based compensation and consequently, the related amounts recognized in the Consolidated Statements of Operations. | |||||||||||||||||
Fair Value Measurements | ' | ||||||||||||||||
(r) | Fair Value Measurements | ||||||||||||||||
The Company follows the provisions of FASB ASC Topic 820, “Fair Value Measurement and Disclosures”, (“ASC 820”). This topic defines fair value, establishes a framework for measuring fair value under generally accepted accounting principles and enhances disclosures about fair value measurements. Fair value is defined under ASC 820 as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value under ASC 820 must maximize the use of observable inputs and minimize the use of unobservable inputs. The standard describes a fair value hierarchy based on three levels of inputs, of which the first two are considered observable and the last unobservable, that may be used to measure fair value which are the following: | |||||||||||||||||
• | Level 1 - Quoted prices in active markets for identical assets or liabilities. | ||||||||||||||||
• | Level 2 - Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; 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 assets or liabilities. | ||||||||||||||||
• | Level 3 - Unobservable inputs that are supported by little or no market activity and that are significant to the fair value | ||||||||||||||||
A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. | |||||||||||||||||
The Company’s assets that are measured at fair value on a recurring basis relate to the Company’s money market accounts. The Company’s liabilities that are measured at fair value on a recurring basis relate to contingent consideration resulting from the acquisition of Xoft and the warrants issued in connection with the financing arrangement. | |||||||||||||||||
The money market funds are included in cash and cash equivalents in the accompanying balance sheet, and are considered a level 1 investment as they are valued at quoted market prices in active markets. | |||||||||||||||||
The fair value measurement for the contingent consideration liability is valued using Level 3 inputs. The Company recorded a contingent consideration liability of $5.0 million based upon the estimated fair value of the additional earn-out potential for the sellers that is tied to cumulative net revenue of Xoft products from January 1, 2011 through December 31, 2013, payable January, 2014. At December 31, 2012, the Company evaluated the revenue expectations of Xoft products and determined that the thresholds were unlikely to be met, and did not record any change in the balance of $0.0 million. As of December 31, 2013, the Company did not meet the cumulative net revenue criteria and accordingly the value of the contingent consideration is $0.0 million. | |||||||||||||||||
In connection with the financing as further described in Note 3 to the Consolidated Financial Statements, the Company issued 550,000 Warrants to purchase shares of common stock at an exercise price of $3.50 per share. The value of the warrants was determined using a binomial lattice model and the value is based on significant inputs not observable in the market including the probability of exercise and the probability of a major transaction. The significant assumptions underlying the fair value of the warrants are as follows: | |||||||||||||||||
December 31, 2013 | December 31, 2012 | ||||||||||||||||
Warrants | |||||||||||||||||
Exercise price | $ | 3.5 | $ | 3.5 | |||||||||||||
Volatility | 56.2 | % | 82.4 | % | |||||||||||||
Equivalent term (years) | 4 | 5 | |||||||||||||||
Risk-free interest rate | 1.3 | % | 0.8 | % | |||||||||||||
The following table sets forth Company’s assets and liabilities which are measured at fair value on a recurring basis by level within the fair value hierarchy. | |||||||||||||||||
Fair value measurements using: (000’s) as of December 31, 2013 | |||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | ||||||||||||||
Assets | |||||||||||||||||
Money market accounts | $ | 7,572 | $ | — | $ | — | $ | 7,572 | |||||||||
Total Assets | $ | 7,572 | $ | — | $ | — | $ | 7,572 | |||||||||
Liabilities | |||||||||||||||||
Contingent Consideration | $ | — | $ | — | $ | — | $ | — | |||||||||
Warrants | — | — | 3,986 | 3,986 | |||||||||||||
Total Liabilities | $ | — | $ | — | $ | 3,986 | $ | 3,986 | |||||||||
Fair value measurements using: (000’s) as of December 31, 2012 | |||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | ||||||||||||||
Assets | |||||||||||||||||
Money market accounts | $ | 12,336 | $ | — | $ | — | $ | 12,336 | |||||||||
Total Assets | $ | 12,336 | $ | — | $ | — | $ | 12,336 | |||||||||
Liabilities | |||||||||||||||||
Contingent Consideration | $ | — | $ | — | $ | — | $ | — | |||||||||
Warrants | — | — | 1,538 | 1,538 | |||||||||||||
Total Liabilities | $ | — | $ | — | $ | 1,538 | $ | 1,538 | |||||||||
The following table provides a summary of changes in the fair value of the warrants during the period are as follows (in thousands): | |||||||||||||||||
Warrants | Amount | ||||||||||||||||
Balance as of December 31, 2011 | $ | — | |||||||||||||||
Value at issuance | 999 | ||||||||||||||||
Loss from change in fair value of warrant | 539 | ||||||||||||||||
Balance as of December 31, 2012 | 1,538 | ||||||||||||||||
Loss from change in fair value of warrant | 2,448 | ||||||||||||||||
Balance as of December 31, 2013 | $ | 3,986 | |||||||||||||||
Items Measured at Fair Value on a Nonrecurring Basis | |||||||||||||||||
Certain assets, including our goodwill, are measured at fair value on a nonrecurring basis. These assets are recognized at fair value when they are deemed to be impaired. We recorded an estimated impairment charge for goodwill of $26.8 million during the year ended December 31, 2011. We did not consider any assets to be impaired during the years ended December 31, 2013 and 2012. | |||||||||||||||||
Recently Issued Accounting Standards | ' | ||||||||||||||||
(s) | Recently Issued Accounting Standards | ||||||||||||||||
In July 2013, the FASB issued Accounting Standards Update No. 2013-11, Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists (“ASU 2013-11”). ASU 2013-11 requires the netting of unrecognized tax benefits (“UTBs”) against a deferred tax asset for a loss or other carryforward that would apply in settlement of the uncertain tax positions. UTBs are required to be netted against all available same-jurisdiction loss or other tax carryforwards that would be utilized, rather than only against carryforwards that are created by the UTBs. ASU 2013-11 is effective for interim and annual periods beginning after December 15, 2013. The adoption of ASU 2013-11 did not have a material impact on the Company’s consolidated financial statements. | |||||||||||||||||
Debt | ' | ||||||||||||||||
The Company has determined that the Facility Agreement will be accounted for as debt pursuant to ASC 470, Debt (“ASC 470”). | |||||||||||||||||
Sales of Future Revenues or Various Other Measures of Income | ' | ||||||||||||||||
The proceeds of the Revenue Purchase Agreement will be capitalized as debt in accordance with ASC 470-10-25, “Sales of Future Revenues or Various Other Measures of Income”. Expected revenue related payments under this agreement are included as interest expense in the period incurred. | |||||||||||||||||
Distinguishing Liabilities from Equity | ' | ||||||||||||||||
The Company determined the Warrants should be classified as debt in accordance with ASC 480, “Distinguishing Liabilities from Equity”, as the Warrants contain a feature whereby the Company could be required to redeem the Warrants for cash upon the occurrence of a major transaction, as defined in the Warrants. The value of the Warrants was determined using a binomial lattice model as the provisions in the Warrant could not be valued using the Black-Scholes model. The Warrant is being valued at fair value at each reporting period with changes in fair value recorded in the consolidated statement of operations. | |||||||||||||||||
Segment Reporting | ' | ||||||||||||||||
(a) | Segment Reporting | ||||||||||||||||
In accordance with FASB Topic ASC 280, “Segments”, operating segments, are defined as components of an enterprise that engage in business activities for which discrete financial information is available and regularly reviewed by the chief operating decision maker (“CODM”) in deciding how to allocate resources and assess performance. |
Summary_of_Significant_Account2
Summary of Significant Accounting Policies (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Accounting Policies [Abstract] | ' | ||||||||||||||||
Schedule of Current Inventory | ' | ||||||||||||||||
At December 31, 2013 and 2012 respectively inventories consisted of the following (in thousands): | |||||||||||||||||
As of December 31, | |||||||||||||||||
2013 | 2012 | ||||||||||||||||
Raw materials | $ | 581 | $ | 878 | |||||||||||||
Work in process | 38 | 47 | |||||||||||||||
Finished Goods | 1,272 | 1,194 | |||||||||||||||
Inventory | $ | 1,891 | $ | 2,119 | |||||||||||||
Schedule of Intangible Assets | ' | ||||||||||||||||
A summary of intangible assets for 2013 and 2012 are as follows (in thousands): | |||||||||||||||||
2013 | 2012 | Weighted | |||||||||||||||
average | |||||||||||||||||
useful life | |||||||||||||||||
Gross Carrying Amount | |||||||||||||||||
Patents and licenses | $ | 737 | $ | 693 | 5 years | ||||||||||||
Technology | 25,157 | 25,033 | 10 years | ||||||||||||||
Tradename | 248 | 248 | 10 years | ||||||||||||||
Total amortizable intangible assets | 26,142 | 25,974 | |||||||||||||||
Accumulated Amortization | |||||||||||||||||
Patents and licenses | $ | 471 | $ | 433 | |||||||||||||
Technology | 11,749 | 10,088 | |||||||||||||||
Tradename | 248 | 223 | |||||||||||||||
Total accumulated amortization | 12,468 | 10,744 | |||||||||||||||
Total amortizable intangible assets, net | $ | 13,674 | $ | 15,230 | |||||||||||||
Schedule of Expected Amortization Expense | ' | ||||||||||||||||
Estimated remaining amortization of the Company’s intangible assets is as follows (in thousands): | |||||||||||||||||
For the years ended December 31: | Estimated | ||||||||||||||||
amortization | |||||||||||||||||
expense | |||||||||||||||||
2014 | $ | 1,494 | |||||||||||||||
2015 | 1,491 | ||||||||||||||||
2016 | 1,485 | ||||||||||||||||
2017 | 1,463 | ||||||||||||||||
2018 | 1,348 | ||||||||||||||||
Thereafter | 6,393 | ||||||||||||||||
$ | 13,674 | ||||||||||||||||
Rollforward of Goodwill Activity by Reportable Segment | ' | ||||||||||||||||
A rollforward of goodwill activity by reportable segment is as follows: | |||||||||||||||||
Detection | Therapy | Total | |||||||||||||||
Accumulated Goodwill | $ | — | $ | — | $ | 47,937 | |||||||||||
Accumulated impairment | — | — | (26,828 | ) | |||||||||||||
Balance at December 31, 2011 | — | — | 21,109 | ||||||||||||||
Balance at December 31, 2012 | — | — | 21,109 | ||||||||||||||
Fair value allocation | 7,663 | 13,446 | — | ||||||||||||||
Balance at December 31, 2013 | $ | 7,663 | $ | 13,446 | $ | 21,109 | |||||||||||
Roll forward of Warranty Cost | ' | ||||||||||||||||
Warranty provisions and claims for the years ended December 31, 2013, 2012 and 2011, were as follows: | |||||||||||||||||
2013 | 2012 | 2011 | |||||||||||||||
Beginning accrual balance | $ | 36 | $ | 89 | $ | 86 | |||||||||||
Warranty provision | 96 | 37 | 107 | ||||||||||||||
Usage | (107 | ) | (90 | ) | (104 | ) | |||||||||||
Ending accrual balance | $ | 25 | $ | 36 | $ | 89 | |||||||||||
Calculation of Net Loss Per Share | ' | ||||||||||||||||
A summary of the Company’s calculation of net loss per share is as follows (in thousands, except per share amounts): | |||||||||||||||||
2013 | 2012 | 2011 | |||||||||||||||
Net loss available to common shareholders | $ | (7,608 | ) | $ | (9,374 | ) | $ | (37,587 | ) | ||||||||
Basic shares used in the calculation of earnings per share | 10,842 | 10,796 | 10,910 | ||||||||||||||
Effect of dilutive securities: | |||||||||||||||||
Stock options | — | — | — | ||||||||||||||
Restricted stock | — | — | — | ||||||||||||||
Diluted shares used in the calculation of earnings per share | 10,842 | 10,796 | 10,910 | ||||||||||||||
Net loss per share: | |||||||||||||||||
Basic | $ | (0.70 | ) | $ | (0.87 | ) | $ | (3.45 | ) | ||||||||
Diluted | $ | (0.70 | ) | $ | (0.87 | ) | $ | (3.45 | ) | ||||||||
Schedule of Anti-dilutive Shares Excluded from Computation of Diluted Net Loss Per Share | ' | ||||||||||||||||
The following table summarizes the number of shares of common stock for securities, warrants and restricted stock that were not included in the calculation of diluted net loss per share because such shares are antidilutive: | |||||||||||||||||
2013 | 2012 | 2011 | |||||||||||||||
Options that are antidilutive: | |||||||||||||||||
Common stock options | 1,334,955 | 1,434,945 | 1,080,722 | ||||||||||||||
Warrants | 550,000 | 550,000 | — | ||||||||||||||
Restricted Stock | 216,250 | 67,075 | 122,795 | ||||||||||||||
2,101,205 | 2,052,020 | 1,203,517 | |||||||||||||||
Schedule of Fair Value of Warrants | ' | ||||||||||||||||
The significant assumptions underlying the fair value of the warrants are as follows: | |||||||||||||||||
December 31, 2013 | December 31, 2012 | ||||||||||||||||
Warrants | |||||||||||||||||
Exercise price | $ | 3.5 | $ | 3.5 | |||||||||||||
Volatility | 56.2 | % | 82.4 | % | |||||||||||||
Equivalent term (years) | 4 | 5 | |||||||||||||||
Risk-free interest rate | 1.3 | % | 0.8 | % | |||||||||||||
Assets and Liabilities which are Measured at Fair Value on a Recurring Basis | ' | ||||||||||||||||
The following table sets forth Company’s assets and liabilities which are measured at fair value on a recurring basis by level within the fair value hierarchy. | |||||||||||||||||
Fair value measurements using: (000’s) as of December 31, 2013 | |||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | ||||||||||||||
Assets | |||||||||||||||||
Money market accounts | $ | 7,572 | $ | — | $ | — | $ | 7,572 | |||||||||
Total Assets | $ | 7,572 | $ | — | $ | — | $ | 7,572 | |||||||||
Liabilities | |||||||||||||||||
Contingent Consideration | $ | — | $ | — | $ | — | $ | — | |||||||||
Warrants | — | — | 3,986 | 3,986 | |||||||||||||
Total Liabilities | $ | — | $ | — | $ | 3,986 | $ | 3,986 | |||||||||
Fair value measurements using: (000’s) as of December 31, 2012 | |||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | ||||||||||||||
Assets | |||||||||||||||||
Money market accounts | $ | 12,336 | $ | — | $ | — | $ | 12,336 | |||||||||
Total Assets | $ | 12,336 | $ | — | $ | — | $ | 12,336 | |||||||||
Liabilities | |||||||||||||||||
Contingent Consideration | $ | — | $ | — | $ | — | $ | — | |||||||||
Warrants | — | — | 1,538 | 1,538 | |||||||||||||
Total Liabilities | $ | — | $ | — | $ | 1,538 | $ | 1,538 | |||||||||
Summary of Changes in the Fair Value of Warrants | ' | ||||||||||||||||
The following table provides a summary of changes in the fair value of the warrants during the period are as follows (in thousands): | |||||||||||||||||
Warrants | Amount | ||||||||||||||||
Balance as of December 31, 2011 | $ | — | |||||||||||||||
Value at issuance | 999 | ||||||||||||||||
Loss from change in fair value of warrant | 539 | ||||||||||||||||
Balance as of December 31, 2012 | 1,538 | ||||||||||||||||
Loss from change in fair value of warrant | 2,448 | ||||||||||||||||
Balance as of December 31, 2013 | $ | 3,986 |
Financing_Arrangements_Tables
Financing Arrangements (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Debt Disclosure [Abstract] | ' | ||||||||
Amount Related to Facility and Revenue Purchase Agreements | ' | ||||||||
The following amounts are included in the consolidated balance sheet as of December 31, 2013 and 2013, respectively related to the Facility and Revenue Purchase agreements: | |||||||||
December 31, 2013 | December 31, 2012 | ||||||||
Principal Amount of Facility Agreement | $ | 15,000 | $ | 15,000 | |||||
Unamortized discount | (3,116 | ) | (4,196 | ) | |||||
Carrying amount of Facility Agreement | 11,884 | 10,804 | |||||||
Revenue Purchase Agreement | 3,636 | 4,042 | |||||||
Less current portion of Facility Agreement | (3,750 | ) | — | ||||||
Notes payable long-term portion | $ | 11,770 | $ | 14,846 | |||||
Interest Included in Consolidated Income Statement | ' | ||||||||
The following amounts comprise interest expense included in our consolidated statement of operations for the twelve months ended December 31, 2013 and 2012, respectively: | |||||||||
December 31, 2013 | December 31, 2012 | ||||||||
Cash interest expense | $ | 2,155 | $ | 2,015 | |||||
Non-cash amortization of debt discount | 674 | 845 | |||||||
Amortization of debt costs | 182 | 167 | |||||||
Amortization of settlement obligations | 266 | 388 | |||||||
Total interest expense | $ | 3,277 | $ | 3,415 | |||||
Accrued_Expenses_Tables
Accrued Expenses (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Payables And Accruals [Abstract] | ' | ||||||||
Accrued Expenses | ' | ||||||||
Accrued expenses consist of the following at December 31(in thousands): | |||||||||
2013 | 2012 | ||||||||
Accrued salary and related expenses | $ | 2,020 | $ | 2,112 | |||||
Accrued accounts payable | 1,012 | 528 | |||||||
Accrued professional fees | 284 | 303 | |||||||
Accrued short term settlement costs | 221 | 721 | |||||||
Other accrued expenses | 216 | 425 | |||||||
Deferred rent | 46 | 53 | |||||||
$ | 3,799 | $ | 4,142 | ||||||
Stockholders_Equity_Tables
Stockholders' Equity (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Equity [Abstract] | ' | ||||||||||||
Summary of Stock Option Activity for all Stock Option Plans | ' | ||||||||||||
A summary of stock option activity for all stock option plans is as follows: | |||||||||||||
Option | Price range | Weighted | |||||||||||
Shares | per share | Average | |||||||||||
Outstanding, January 1, 2011 | 1,058,705 | $4.00-$26.40 | $ | 12.25 | |||||||||
Granted | 631,357 | $2.75-$7.10 | $ | 5.35 | |||||||||
Exercised | (15,000 | ) | $4.00 | $ | 4 | ||||||||
Forfeited | (594,339 | ) | $3.00-$24.40 | $ | 9.6 | ||||||||
Outstanding, December 31, 2011 | 1,080,722 | $2.75-$26.40 | $ | 9.75 | |||||||||
Granted | 693,601 | $2.00-$3.70 | $ | 2.43 | |||||||||
Exercised | — | $0.00 | $ | 0 | |||||||||
Forfeited | (339,378 | ) | $2.85-$24.40 | $ | 15.95 | ||||||||
Outstanding, December 31, 2012 | 1,434,945 | $2.00-$26.40 | $ | 4.75 | |||||||||
Granted | 46,537 | $4.46-$10.02 | $ | 5.42 | |||||||||
Exercised | (48,427 | ) | $2.15-$6.50 | $ | 3 | ||||||||
Forfeited | (98,100 | ) | $2.09-$20.50 | $ | 11.62 | ||||||||
Outstanding, December 31, 2013 | 1,334,955 | $2.00-$26.40 | $ | 4.34 | |||||||||
Share Based Compensation Shares Authorized under Stock Option Plans Exercisable at | ' | ||||||||||||
Exercisable at year-end | Option Shares | Price range per | Weighted | ||||||||||
share | average | ||||||||||||
exercise price | |||||||||||||
2011 | 679,716 | $2.80-$26.40 | $ | 12.4 | |||||||||
2012 | 485,553 | $2.00-$26.40 | $ | 7.06 | |||||||||
2013 | 743,910 | $2.00-$26.40 | $ | 5.09 | |||||||||
Stock-Based Compensation Expense Including Options and Restricted Stock by Category | ' | ||||||||||||
The Company’s stock-based compensation expense, including options and restricted stock by category is as follows (amounts in thousands): | |||||||||||||
Years Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Cost of revenue | $ | 21 | $ | 15 | $ | 14 | |||||||
Engineering and product development | 228 | 178 | 172 | ||||||||||
Marketing and sales | 273 | 242 | 224 | ||||||||||
General and administrative expense | 680 | 561 | 494 | ||||||||||
$ | 1,202 | $ | 996 | $ | 904 | ||||||||
Options Granted under the Company's Stock Incentive Plans, Valuation Assumptions and Fair Values | ' | ||||||||||||
Options granted under the stock incentive plans were valued utilizing the Black-Scholes model using the following assumptions and had the following fair values: | |||||||||||||
Years Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Average risk-free interest rate | 0.53% | 0.98% | 2.51% | ||||||||||
Expected dividend yield | None | None | None | ||||||||||
Expected life | 3.5 years | 3.5 years | 3.5 years | ||||||||||
Expected volatility | 57.6% to 68.9% | 65.9% to 68.9% | 67.0% to 69.3% | ||||||||||
Weighted average exercise price | $5.42 | $2.43 | $5.35 | ||||||||||
Weighted average fair value | $2.35 | $1.17 | $2.65 | ||||||||||
Summary of Restricted Stock Activity for All Stock Option Plans | ' | ||||||||||||
A summary of restricted stock activity for all stock option plans is as follows: | |||||||||||||
Years Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Beginning outstanding balance | 67,075 | 122,795 | 153,215 | ||||||||||
Granted | 196,250 | — | 62,000 | ||||||||||
Vested | (47,008 | ) | (47,820 | ) | (59,153 | ) | |||||||
Forfeited | (67 | ) | (7,900 | ) | (33,267 | ) | |||||||
Ending outstanding balance | 216,250 | 67,075 | 122,795 |
Income_Taxes_Tables
Income Taxes (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Income Tax Disclosure [Abstract] | ' | ||||||||||||
Components of Income Tax Expense | ' | ||||||||||||
The components of income tax expense for the years ended December 31, 2013, 2012 and 2011 are as follows: | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Current provision (benefit): | |||||||||||||
Federal | $ | — | $ | — | $ | — | |||||||
State | 126 | 43 | 76 | ||||||||||
$ | 126 | $ | 43 | $ | 76 | ||||||||
Summary of Effective and the Federal Statutory Income Tax Rate | ' | ||||||||||||
A summary of the differences between the Company’s effective income tax rate and the Federal statutory income tax rate for the years ended December 31, 2013, 2012 and 2011 is as follows: | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Federal statutory rate | 34 | % | 34 | % | 34 | % | |||||||
State income taxes, net of federal benefit | 2.3 | % | 4 | % | 1.8 | % | |||||||
Net state impact of deferred rate change | 0.1 | % | 0.1 | % | 0.2 | % | |||||||
Stock compensation expense | (2.0 | %) | (1.8 | %) | (0.4 | %) | |||||||
Goodwill impairment | 0 | % | 0 | % | (24.3 | %) | |||||||
Contingent consideration | 0 | % | 0 | % | 4.4 | % | |||||||
Other permanent differences | (11.7 | %) | (2.4 | %) | (0.5 | %) | |||||||
Change in valuation allowance | (27.6 | %) | (34.4 | %) | (15.6 | %) | |||||||
Other | 3.3 | % | 0 | % | 0.4 | % | |||||||
Effective income tax | (1.6 | %) | (0.5 | %) | 0 | % | |||||||
Deferred Tax Assets (Liabilities) | ' | ||||||||||||
Deferred tax assets (liabilities) are comprised of the following at December 31 (in thousands): | |||||||||||||
2013 | 2012 | ||||||||||||
Inventory (Section 263A) | $ | 233 | $ | 298 | |||||||||
Inventory reserves | 156 | 182 | |||||||||||
Receivable reserves | 29 | 52 | |||||||||||
Other accruals | 938 | 1,159 | |||||||||||
Deferred revenue | 1,256 | 897 | |||||||||||
Accumulated depreciation/amortization | (2 | ) | 179 | ||||||||||
Stock options | 2,070 | 1,808 | |||||||||||
Developed technology | (3,464 | ) | (3,915 | ) | |||||||||
Tax credits | 2,176 | 1,698 | |||||||||||
NOL carryforward | 34,059 | 34,288 | |||||||||||
Net deferred tax assets | 37,451 | 36,646 | |||||||||||
Valuation allowance | (37,451 | ) | (36,646 | ) | |||||||||
$ | — | $ | — |
Segment_Reporting_Geographical1
Segment Reporting, Geographical Information and Major Customers (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Segment Reporting [Abstract] | ' | ||||||||||||
Summary of Segment Revenues, Segment Operating Income or Loss, Segment Adjusted EBITDA and a Reconciliation of Segment Operating Income or Loss to GAAP Loss | ' | ||||||||||||
Segment revenues, segment operating income or loss, and a reconciliation of segment operating income or loss to GAAP loss before income tax is as follows (including prior periods which have been presented for consistency): | |||||||||||||
Year Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Segment revenues: | |||||||||||||
Detection | $ | 16,905 | $ | 17,262 | $ | 22,765 | |||||||
Therapy | 16,162 | 11,013 | 5,887 | ||||||||||
Total Revenue | $ | 33,067 | $ | 28,275 | $ | 28,652 | |||||||
Segment operating income (loss): | |||||||||||||
Detection | $ | 5,016 | $ | 4,274 | $ | 2,837 | |||||||
Therapy | (52 | ) | (2,720 | ) | (7,285 | ) | |||||||
Segment operating income (loss) | $ | 4,964 | $ | 1,554 | $ | (4,448 | ) | ||||||
General and administrative expenses | $ | (6,740 | ) | $ | (6,966 | ) | $ | (9,999 | ) | ||||
Interest expense | (3,277 | ) | (3,415 | ) | (422 | ) | |||||||
Gain on fair value of warrant | (2,448 | ) | (539 | ) | — | ||||||||
Other income | 19 | 35 | 27 | ||||||||||
Contingent consideration | — | — | 4,900 | ||||||||||
Goodwill impairment | — | — | (26,828 | ) | |||||||||
Loss on indemnification asset | — | — | (741 | ) | |||||||||
Loss before income tax | $ | (7,482 | ) | $ | (9,331 | ) | $ | (37,511 | ) | ||||
Commitments_and_Contingencies_
Commitments and Contingencies (Tables) | 12 Months Ended | ||||
Dec. 31, 2013 | |||||
Commitments And Contingencies Disclosure [Abstract] | ' | ||||
Future Minimum Rental Payments | ' | ||||
Future minimum rental payments due under these agreements as of December 31, 2013 are as follows (in thousands): | |||||
Fiscal Year | Operating | ||||
Leases | |||||
2014 | 500 | ||||
2015 | 482 | ||||
2016 | 490 | ||||
2017 | 255 | ||||
$ | 1,727 | ||||
Schedule of Future Minimum Lease Payments | ' | ||||
Future minimum lease payments under this lease are as follows: | |||||
Fiscal Year | Capital Leases | ||||
2014 | 145 | ||||
2015 | 145 | ||||
2016 | 97 | ||||
subtotal minimum lease obligation | 387 | ||||
less interest | (24 | ) | |||
Total, net | 363 | ||||
less current portion | (128 | ) | |||
long term portion | $ | 235 | |||
Quarterly_Financial_Data_Table
Quarterly Financial Data (Tables) | 12 Months Ended | ||||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | ' | ||||||||||||||||||||
Quarterly Financial Data | ' | ||||||||||||||||||||
2013 | Net | Gross | Net | Loss | Weighted | ||||||||||||||||
sales | profit | loss | per share | average | |||||||||||||||||
available to | number of | ||||||||||||||||||||
common | shares outstanding | ||||||||||||||||||||
stockholders | |||||||||||||||||||||
First quarter | $ | 7,930 | $ | 5,648 | $ | (727 | ) | ($ | 0.07 | ) | 10,820 | ||||||||||
Second quarter | 7,712 | 5,222 | $ | (1,882 | ) | ($ | 0.17 | ) | 10,836 | ||||||||||||
Third quarter | 8,290 | 5,926 | $ | (589 | ) | ($ | 0.05 | ) | 10,849 | ||||||||||||
Fourth quarter | 9,135 | 6,289 | $ | (4,410 | ) | ($ | 0.41 | ) | 10,863 | ||||||||||||
2012 | |||||||||||||||||||||
First quarter | $ | 6,343 | $ | 4,427 | $ | (2,264 | ) | ($ | 0.21 | ) | 10,776 | ||||||||||
Second quarter | 5,931 | 4,169 | (2,943 | ) | ($ | 0.27 | ) | 10,794 | |||||||||||||
Third quarter | 8,183 | 5,882 | (1,465 | ) | ($ | 0.14 | ) | 10,805 | |||||||||||||
Fourth quarter | 7,818 | 5,553 | (2,702 | ) | ($ | 0.25 | ) | 10,808 |
Summary_of_Significant_Account3
Summary of Significant Accounting Policies - Additional Information (Detail) (USD $) | 12 Months Ended | |||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 | |
Segment | ||||
Business segment | 2 | ' | ' | ' |
Maturity for cash and cash equivalents | '90 days | ' | ' | ' |
Insurance coverage | $250,000 | ' | ' | ' |
Interest-bearing amounts on deposit in excess of federally | 11,400,000 | ' | ' | ' |
Impairment losses on long lived assets | 0 | 0 | 0 | ' |
Amortization expense related to intangible assets | 1,724,000 | 1,904,000 | 2,094,000 | ' |
Percentage of discount derived from capital asset pricing model | 25.00% | ' | ' | ' |
Long term warranty obligations | 8,000 | 10,000 | 13,000 | ' |
Advertising expense | 639,000 | 762,000 | 938,000 | ' |
Contingent consideration liability | 0 | 0 | ' | 5,000,000 |
Warrants issued | 550,000 | ' | ' | ' |
Exercise price of warrants | 3.5 | ' | ' | ' |
Goodwill impairment | ' | ' | $26,828,000 | ' |
Detection [Member] | ' | ' | ' | ' |
Percentage of fair value of each reporting unit | 362.00% | ' | ' | ' |
Therapy [Member] | ' | ' | ' | ' |
Percentage of fair value of each reporting unit | 179.00% | ' | ' | ' |
Minimum [Member] | ' | ' | ' | ' |
Estimated useful lives of the various classes of assets | '3 years | ' | ' | ' |
Estimated useful lives of Long-lived assets | '5 years | ' | ' | ' |
Maximum [Member] | ' | ' | ' | ' |
Estimated useful lives of the various classes of assets | '5 years | ' | ' | ' |
Estimated useful lives of Long-lived assets | '10 years | ' | ' | ' |
Summary_of_Significant_Account4
Summary of Significant Accounting Policies - Schedule of Current Inventory (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Accounting Policies [Abstract] | ' | ' |
Raw materials | $581 | $878 |
Work in process | 38 | 47 |
Finished Goods | 1,272 | 1,194 |
Inventory | $1,891 | $2,119 |
Summary_of_Significant_Account5
Summary of Significant Accounting Policies - Schedule of Intangible Assets (Detail) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 |
Gross Carrying Amount | ' | ' |
Gross Carrying Amount | $26,142 | $25,974 |
Accumulated Amortization | ' | ' |
Accumulated Amortization | 12,468 | 10,744 |
Total amortizable intangible assets, net | 13,674 | 15,230 |
Patents and Licenses [Member] | ' | ' |
Gross Carrying Amount | ' | ' |
Gross Carrying Amount | 737 | 693 |
Weighted average useful life | '5 years | ' |
Accumulated Amortization | ' | ' |
Accumulated Amortization | 471 | 433 |
Technology [Member] | ' | ' |
Gross Carrying Amount | ' | ' |
Gross Carrying Amount | 25,157 | 25,033 |
Weighted average useful life | '10 years | ' |
Accumulated Amortization | ' | ' |
Accumulated Amortization | 11,749 | 10,088 |
Tradename [Member] | ' | ' |
Gross Carrying Amount | ' | ' |
Gross Carrying Amount | 248 | 248 |
Weighted average useful life | '10 years | ' |
Accumulated Amortization | ' | ' |
Accumulated Amortization | $248 | $223 |
Summary_of_Significant_Account6
Summary of Significant Accounting Policies - Schedule of Expected Amortization Expense (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Accounting Policies [Abstract] | ' | ' |
2014 | $1,494 | ' |
2015 | 1,491 | ' |
2016 | 1,485 | ' |
2017 | 1,463 | ' |
2018 | 1,348 | ' |
Thereafter | 6,393 | ' |
Total amortizable intangible assets, net | $13,674 | $15,230 |
Summary_of_Significant_Account7
Summary of Significant Accounting Policies - Rollforward of Goodwill Activity by Reportable Segment (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | Detection [Member] | Therapy [Member] | |||
Goodwill [Line Items] | ' | ' | ' | ' | ' |
Accumulated Goodwill | ' | ' | $47,937 | ' | ' |
Fair value allocation | ' | ' | ' | 7,663 | 13,446 |
Accumulated impairment | ' | ' | -26,828 | ' | ' |
Goodwill Balance | $21,109 | $21,109 | $21,109 | $7,663 | $13,446 |
Summary_of_Significant_Account8
Summary of Significant Accounting Policies - Roll Forward of Warranty Cost (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Accounting Policies [Abstract] | ' | ' | ' |
Beginning accrual balance | $36 | $89 | $86 |
Warranty provision | 96 | 37 | 107 |
Usage | -107 | -90 | -104 |
Ending accrual balance | $25 | $36 | $89 |
Summary_of_Significant_Account9
Summary of Significant Accounting Policies - Calculation of Net Loss Per Share (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net loss available to common shareholders | ($4,410) | ($589) | ($1,882) | ($727) | ($2,702) | ($1,465) | ($2,943) | ($2,264) | ($7,608) | ($9,374) | ($37,587) |
Basic shares used in the calculation of earnings per share | ' | ' | ' | ' | ' | ' | ' | ' | 10,842 | 10,796 | 10,910 |
Effect of dilutive securities: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Diluted shares used in the calculation of earnings per share | ' | ' | ' | ' | ' | ' | ' | ' | 10,842 | 10,796 | 10,910 |
Basic | ' | ' | ' | ' | ' | ' | ' | ' | ($0.70) | ($0.87) | ($3.45) |
Diluted | ' | ' | ' | ' | ' | ' | ' | ' | ($0.70) | ($0.87) | ($3.45) |
Stock Option [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Effect of dilutive securities: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Incremental common shares attributable to share-based payment arrangements | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Restricted Stock [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Effect of dilutive securities: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Incremental common shares attributable to share-based payment arrangements | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Recovered_Sheet1
Summary of Significant Accounting Policies - Schedule of Anti-dilutive Shares Excluded from Computation of Diluted Net Loss Per Share (Detail) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Options that are antidilutive: | ' | ' | ' |
Common stock options, warrants and restricted stock | 2,101,205 | 2,052,020 | 1,203,517 |
Stock Options [Member] | ' | ' | ' |
Options that are antidilutive: | ' | ' | ' |
Common stock options, warrants and restricted stock | 1,334,955 | 1,434,945 | 1,080,722 |
Warrants [Member] | ' | ' | ' |
Options that are antidilutive: | ' | ' | ' |
Common stock options, warrants and restricted stock | 550,000 | 550,000 | ' |
Restricted Stock [Member] | ' | ' | ' |
Options that are antidilutive: | ' | ' | ' |
Common stock options, warrants and restricted stock | 216,250 | 67,075 | 122,795 |
Recovered_Sheet2
Summary of Significant Accounting Policies - Schedule of Fair Value of Warrants (Detail) (Warrants [Member], USD $) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Warrants [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Exercise price | $3.50 | $3.50 |
Volatility | 56.20% | 82.40% |
Equivalent term (years) | '4 years | '5 years |
Risk-free interest rate | 1.30% | 0.80% |
Recovered_Sheet3
Summary of Significant Accounting Policies - Assets and Liabilities which are Measured at Fair Value on a Recurring Basis (Detail) (Fair Value, Measurements, Recurring [Member], USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Assets | ' | ' |
Total Assets | $7,572 | $12,336 |
Liabilities | ' | ' |
Total Liabilities | 3,986 | 1,538 |
Money Market Accounts [Member] | ' | ' |
Assets | ' | ' |
Total Assets | 7,572 | 12,336 |
Contingent Consideration [Member] | ' | ' |
Liabilities | ' | ' |
Total Liabilities | ' | ' |
Warrants [Member] | ' | ' |
Liabilities | ' | ' |
Total Liabilities | 3,986 | 1,538 |
Level 1 [Member] | ' | ' |
Assets | ' | ' |
Total Assets | 7,572 | 12,336 |
Liabilities | ' | ' |
Total Liabilities | ' | ' |
Level 1 [Member] | Money Market Accounts [Member] | ' | ' |
Assets | ' | ' |
Total Assets | 7,572 | 12,336 |
Level 1 [Member] | Contingent Consideration [Member] | ' | ' |
Liabilities | ' | ' |
Total Liabilities | ' | ' |
Level 1 [Member] | Warrants [Member] | ' | ' |
Liabilities | ' | ' |
Total Liabilities | ' | ' |
Level 2 [Member] | ' | ' |
Assets | ' | ' |
Total Assets | ' | ' |
Liabilities | ' | ' |
Total Liabilities | ' | ' |
Level 2 [Member] | Money Market Accounts [Member] | ' | ' |
Assets | ' | ' |
Total Assets | ' | ' |
Level 2 [Member] | Contingent Consideration [Member] | ' | ' |
Liabilities | ' | ' |
Total Liabilities | ' | ' |
Level 2 [Member] | Warrants [Member] | ' | ' |
Liabilities | ' | ' |
Total Liabilities | ' | ' |
Level 3 [Member] | ' | ' |
Assets | ' | ' |
Total Assets | ' | ' |
Liabilities | ' | ' |
Total Liabilities | 3,986 | 1,538 |
Level 3 [Member] | Money Market Accounts [Member] | ' | ' |
Assets | ' | ' |
Total Assets | ' | ' |
Level 3 [Member] | Contingent Consideration [Member] | ' | ' |
Liabilities | ' | ' |
Total Liabilities | ' | ' |
Level 3 [Member] | Warrants [Member] | ' | ' |
Liabilities | ' | ' |
Total Liabilities | $3,986 | $1,538 |
Recovered_Sheet4
Summary of Significant Accounting Policies - Summary of Changes in the Fair Value of Warrants (Detail) (Warrants [Member], USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 |
Warrants [Member] | ' | ' |
Fair Value, Off-balance Sheet Risks, Disclosure Information [Line Items] | ' | ' |
Beginning balance | $1,538 | ' |
Value at issuance | ' | 999 |
Loss from change in fair value of warrant | 2,448 | 539 |
Ending Balance | $3,986 | $1,538 |
Financing_Arrangements_Additio
Financing Arrangements - Additional Information (Detail) (USD $) | 12 Months Ended | 12 Months Ended | 0 Months Ended | 12 Months Ended | |||||||||||||
Dec. 31, 2013 | Jan. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 29, 2011 | Dec. 29, 2011 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 29, 2011 | Dec. 31, 2013 | Dec. 31, 2012 | Jan. 09, 2012 | Dec. 31, 2013 | |
2012 [Member] | 2013 [Member] | 2014 [Member] | 2015 [Member] | 2016 [Member] | 2017 [Member] | Warrants [Member] | Warrant B [Member] | Facility Agreement [Member] | Facility Agreement [Member] | Facility Agreement [Member] | Revenue Purchase Agreement [Member] | Revenue Purchase Agreement [Member] | Promissory Notes [Member] | Promissory Notes [Member] | |||
Facility Agreement [Member] | |||||||||||||||||
Financing Arrangements [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Amount provided in funding to company | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $15,000,000 | ' | ' | ' | ' |
Promissory notes issued in aggregate principal amount | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 11,884,000 | 10,804,000 | ' | 3,636,000 | 4,042,000 | 15,000,000 | ' |
Term period of warrants | ' | ' | ' | ' | ' | ' | ' | ' | '6 years | ' | ' | ' | ' | ' | ' | ' | ' |
Number of common stock shares issued | 550,000 | ' | ' | ' | ' | ' | ' | ' | 450,000 | 100,000 | ' | ' | ' | ' | ' | ' | ' |
Exercise price of warrants | 3.5 | ' | ' | ' | ' | ' | ' | ' | 3.5 | 3.5 | ' | ' | ' | ' | ' | ' | ' |
Net proceeds received from transactions | ' | 14,325,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Gross proceeds | ' | 15,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Facility fee | ' | 225,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Finder fee | ' | 450,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Interest on facility agreement | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5.75% | ' | ' | ' | ' | ' | ' |
Debt instrument percentage of principal repayment due at end of year three | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 25.00% | ' | ' | ' | ' | ' | ' |
Debt instrument percentage of principal repayment due at end of year four | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 25.00% | ' | ' | ' | ' | ' | ' |
Debt instrument percentage of principal repayment due at end of year five | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 50.00% | ' | ' | ' | ' | ' | ' |
Debt instrument percentage of principal repayment due at end of year five if payment date is extended | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 25.00% | ' | ' | ' | ' | ' | ' |
Debt instrument percentage of principal repayment due at end of year six if payment date is extended | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 25.00% | ' | ' | ' | ' | ' | ' |
Amount received in exchange of purchaser right | 4,107,900 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Per quarter minimum amount | 125,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Annual minimum amount | 500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of revenue under condition one due in year one two and three | ' | ' | 4.25% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of revenue under condition two due in year one, two and three | ' | ' | ' | 2.75% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of revenue under condition three due in year one, two and three | ' | ' | ' | ' | 1.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of revenue under condition one due in year four, five and six | ' | ' | ' | ' | ' | 4.25% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of revenue under condition two due in year four, five and six | ' | ' | ' | ' | ' | ' | 2.25% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of revenue under condition three due in year four, five and six | ' | ' | ' | ' | ' | ' | ' | 1.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Amount of sale excess to which purchaser is eligible to be paid | 500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenue payment due to extended maturity date | '2017 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Shares immediately exercisable | 450,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock underlying the B Warrants will become exercisable | 100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Warrant B exercisable period | '4 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Limitation that prevent the holder to acquiring shares upon exercise of a warrant | 9.99% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share holder has the right to net exercise the warrants for shares | 95.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share issue under the transactions may not exceed | 19.90% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Original issue of discount | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3,116,000 | 4,196,000 | ' | 4,100,000 | ' | ' | ' |
Additional value allocated to warrants | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,000,000 | ' | ' | ' | ' | ' | ' |
Original issue discount being accreted | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 15,000,000 | 15,000,000 | ' | ' | ' | ' | ' |
Effective amortization rate of financing arrangements is currently estimated to be approximately | 19.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 28.80% | ' | ' | 17.35% |
Amount of discount | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $5,100,000 | ' | ' | ' | ' | ' | ' |
Amount of revenue under condition one | '25 and Less | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Amount of revenue under condition two | '25 to 50 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Amount of revenue under condition three | '50 and Above | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Financing_Arrangements_Amount_
Financing Arrangements - Amount Related to Facility and Revenue Purchase Agreements (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Credit Facility [Line Items] | ' | ' |
Less current portion of Facility Agreement | ($3,750) | ' |
Notes payable long-term portion | 11,770 | 14,846 |
Facility Agreement [Member] | ' | ' |
Credit Facility [Line Items] | ' | ' |
Principal Amount of Facility Agreement | 15,000 | 15,000 |
Unamortized discount | -3,116 | -4,196 |
Carrying amount of Facility Agreement | 11,884 | 10,804 |
Revenue Purchase Agreement [Member] | ' | ' |
Credit Facility [Line Items] | ' | ' |
Unamortized discount | -4,100 | ' |
Carrying amount of Facility Agreement | $3,636 | $4,042 |
Financing_Arrangements_Interes
Financing Arrangements - Interest Included in Consolidated Income Statement (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Debt Disclosure [Abstract] | ' | ' | ' |
Cash interest expense | $2,155 | $2,015 | ' |
Non-cash amortization of debt discount | 674 | 845 | ' |
Amortization of debt costs | 182 | 167 | ' |
Amortization of settlement obligations | 266 | 388 | 422 |
Total interest expense | $3,277 | $3,415 | $422 |
Accrued_Expenses_Accrued_Expen
Accrued Expenses - Accrued Expenses (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Payables And Accruals [Abstract] | ' | ' |
Accrued salary and related expenses | $2,020 | $2,112 |
Accrued accounts payable | 1,012 | 528 |
Accrued professional fees | 284 | 303 |
Accrued short term settlement costs | 221 | 721 |
Other accrued expenses | 216 | 425 |
Deferred rent | 46 | 53 |
Accrued Expenses Total | $3,799 | $4,142 |
Stockholders_Equity_Additional
Stockholders' Equity - Additional Information (Detail) (USD $) | 12 Months Ended | |||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Number of stock option | 5 | ' | ' | ' |
Available for future grants | 46,537 | 693,601 | 631,357 | ' |
Total unrecognized compensation costs | $1,300,000 | ' | ' | ' |
Period of expected recognized over a weighted average | '11 months 27 days | ' | ' | ' |
Dividends paid on common stock | 0 | ' | ' | ' |
Restricted Stock [Member] | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Aggregate intrinsic values of closing market price | $11.66 | $4.79 | $2.85 | ' |
Unvested restricted stock awards outstanding | 216,250 | 67,075 | 122,795 | 153,215 |
Aggregate intrinsic value of options outstanding | 2,500,000 | 300,000 | 300,000 | ' |
Aggregate intrinsic value of the options vested in period | 500,000 | 200,000 | 200,000 | ' |
Stock Option [Member] | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Aggregate intrinsic value of options outstanding | 10,000,000 | 1,800,000 | 2,050 | ' |
Aggregate intrinsic value of the options exercisable | 5,100,000 | 300,000 | 250 | ' |
Aggregate intrinsic value of stock options exercised | $0.50 | $0 | $24,088 | ' |
Aggregate intrinsic values of closing market price | $11.66 | $4.79 | $2.85 | ' |
2001 Stock Option Plan [Member] | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Aggregate purchase of Company's common stock | 240,000 | ' | ' | ' |
Percentage of stockholders exercise price | 10.00% | ' | ' | ' |
Percentage of market Price for calculation of purchase price | 110.00% | ' | ' | ' |
Percentage of options granted | 100.00% | ' | ' | ' |
Period of expiration | '10 years | ' | ' | ' |
Number of percentage of stockholders | 10.00% | ' | ' | ' |
Period of expiration for specific stockholders | '5 years | ' | ' | ' |
Period of exercisable stock option granted | '10 years | ' | ' | ' |
Vesting date of grant, First anniversaries | 33.00% | ' | ' | ' |
Vesting date of grant, Second anniversaries | 33.00% | ' | ' | ' |
Vesting date of grant, Third anniversaries | 33.00% | ' | ' | ' |
Number of share options available for grant | 0 | ' | ' | ' |
2001 Stock Option Plan [Member] | Minimum [Member] | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Period of options granted | '6 months | ' | ' | ' |
2001 Stock Option Plan [Member] | Maximum [Member] | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Period of options granted | '5 years | ' | ' | ' |
2002 Stock Option Plan [Member] | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Aggregate purchase of Company's common stock | 100,000 | ' | ' | ' |
Percentage of stockholders exercise price | 10.00% | ' | ' | ' |
Percentage of market Price for calculation of purchase price | 110.00% | ' | ' | ' |
Percentage of options granted | 100.00% | ' | ' | ' |
Period of expiration | '10 years | ' | ' | ' |
Number of percentage of stockholders | 10.00% | ' | ' | ' |
Period of expiration for specific stockholders | '5 years | ' | ' | ' |
Period of exercisable stock option granted | '10 years | ' | ' | ' |
Vesting date of grant, First anniversaries | 33.00% | ' | ' | ' |
Vesting date of grant, Second anniversaries | 33.00% | ' | ' | ' |
Vesting date of grant, Third anniversaries | 33.00% | ' | ' | ' |
Number of share options available for grant | 0 | ' | ' | ' |
2002 Stock Option Plan [Member] | Minimum [Member] | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Period of options granted | '6 months | ' | ' | ' |
2002 Stock Option Plan [Member] | Maximum [Member] | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Period of options granted | '5 years | ' | ' | ' |
2007 Stock Option Plan [Member] | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Aggregate purchase of Company's common stock | 1,050,000 | ' | ' | ' |
Percentage of stockholders exercise price | 10.00% | ' | ' | ' |
Percentage of market Price for calculation of purchase price | 110.00% | ' | ' | ' |
Percentage of options granted | 100.00% | ' | ' | ' |
Number of share options available for grant | 63,664 | ' | ' | ' |
Aggregate purchase of Company's common stock, maximum | 160,000 | ' | ' | ' |
2012 Stock Option Plan [Member] | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Aggregate purchase of Company's common stock | 600,000 | ' | ' | ' |
Percentage of stockholders exercise price | 10.00% | ' | ' | ' |
Percentage of market Price for calculation of purchase price | 110.00% | ' | ' | ' |
Percentage of options granted | 100.00% | ' | ' | ' |
Number of share options available for grant | 5,343 | ' | ' | ' |
Aggregate purchase of Company's common stock, maximum | 100,000 | ' | ' | ' |
2004 Stock Option Plan [Member] | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Percentage of stockholders exercise price | 10.00% | ' | ' | ' |
Percentage of market Price for calculation of purchase price | 110.00% | ' | ' | ' |
Percentage of options granted | 100.00% | ' | ' | ' |
Period of options granted | '5 years | ' | ' | ' |
Period of expiration | '10 years | ' | ' | ' |
Number of percentage of stockholders | 10.00% | ' | ' | ' |
Period of expiration for specific stockholders | '5 years | ' | ' | ' |
Period of exercisable stock option granted | '10 years | ' | ' | ' |
Vesting date of grant, First anniversaries | 33.00% | ' | ' | ' |
Vesting date of grant, Second anniversaries | 33.00% | ' | ' | ' |
Vesting date of grant, Third anniversaries | 33.00% | ' | ' | ' |
Number of share options available for grant | 29,812 | ' | ' | ' |
Stock Repurchase Program, Number of Shares Authorized to be Repurchased | 200,000 | ' | ' | ' |
2005 Stock Option Plan [Member] | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Aggregate purchase of Company's common stock | 120,000 | ' | ' | ' |
Percentage of stockholders exercise price | 10.00% | ' | ' | ' |
Percentage of market Price for calculation of purchase price | 110.00% | ' | ' | ' |
Percentage of options granted | 100.00% | ' | ' | ' |
Period of options granted | '3 years | ' | ' | ' |
Period of expiration | '5 years | ' | ' | ' |
Number of percentage of stockholders | 10.00% | ' | ' | ' |
Period of expiration for specific stockholders | '5 years | ' | ' | ' |
Period of exercisable stock option granted | '10 years | ' | ' | ' |
Vesting date of grant, First anniversaries | 33.00% | ' | ' | ' |
Vesting date of grant, Second anniversaries | 33.00% | ' | ' | ' |
Vesting date of grant, Third anniversaries | 33.00% | ' | ' | ' |
Number of share options available for grant | 8,106 | ' | ' | ' |
Stockholders_Equity_Summary_of
Stockholders' Equity - Summary of Stock Option Activity for all Stock Option Plans (Detail) (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Beginning balance | 1,434,945 | 1,080,722 | 1,058,705 |
Granted | 46,537 | 693,601 | 631,357 |
Exercised | -48,427 | ' | -15,000 |
Forfeited | -98,100 | -339,378 | -594,339 |
Ending balance | 1,334,955 | 1,434,945 | 1,080,722 |
Price range per share, Exercised | ' | $0 | $4 |
Weighted Average, Beginning Balance | $4.75 | $9.75 | $12.25 |
Granted | $5.42 | $2.43 | $5.35 |
Exercised | $3 | $0 | $4 |
Forfeited | $11.62 | $15.95 | $9.60 |
Weighted Average, Ending Balance | $4.34 | $4.75 | $9.75 |
Minimum [Member] | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Price range per share, Beginning Balance | $2 | $2.75 | $4 |
Price range per share, Granted | $4.46 | $2 | $2.75 |
Price range per share, Exercised | $2.15 | ' | ' |
Price range per share, Forfeited | $2.09 | $2.85 | $3 |
Price range per share, Ending Balance | $2 | $2 | $2.75 |
Maximum [Member] | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Price range per share, Beginning Balance | $26.40 | $26.40 | $26.40 |
Price range per share, Granted | $10.02 | $3.70 | $7.10 |
Price range per share, Exercised | $6.50 | ' | ' |
Price range per share, Forfeited | $20.50 | $24.40 | $24.40 |
Price range per share, Ending Balance | $26.40 | $26.40 | $26.40 |
Stockholders_Equity_Share_Base
Stockholders' Equity - Share Based Compensation Shares Authorized under Stock Option Plans Exercisable at (Detail) (USD $) | 12 Months Ended | ||
Dec. 31, 2011 | Dec. 31, 2012 | Dec. 31, 2013 | |
Range One [Member] | Range Two [Member] | Range Three [Member] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' | ' | ' |
Option Shares | 679,716 | 485,553 | 743,910 |
Price range per share, lower limit | $2.80 | $2 | $2 |
Price range per share, upper limit | $26.40 | $26.40 | $26.40 |
Weighted average exercise price | $12.40 | $7.06 | $5.09 |
Stockholders_Equity_StockBased
Stockholders' Equity - Stock-Based Compensation Expense by Categories (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' |
Allocated share-based compensation expense | $1,202 | $996 | $904 |
Cost of Revenue [Member] | ' | ' | ' |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' |
Allocated share-based compensation expense | 21 | 15 | 14 |
Engineering and Product Development [Member] | ' | ' | ' |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' |
Allocated share-based compensation expense | 228 | 178 | 172 |
Marketing and Sales [Member] | ' | ' | ' |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' |
Allocated share-based compensation expense | 273 | 242 | 224 |
General and Administrative Expense [Member] | ' | ' | ' |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' |
Allocated share-based compensation expense | $680 | $561 | $494 |
Stockholders_Equity_Options_Gr
Stockholders' Equity - Options Granted Under the Company's Stock Incentive Plans, Valuation Assumptions and Fair Values (Detail) (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Weighted average exercise price | $5.42 | $2.43 | $5.35 |
Stock Option [Member] | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Average risk-free interest rate | 0.53% | 0.98% | 2.51% |
Expected dividend yield | ' | ' | ' |
Expected life | '3 years 6 months | '3 years 6 months | '3 years 6 months |
Weighted average exercise price | $5.42 | $2.43 | $5.35 |
Weighted average fair value | $2.35 | $1.17 | $2.65 |
Minimum [Member] | Stock Option [Member] | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Expected volatility | 57.60% | 65.90% | 67.00% |
Maximum [Member] | Stock Option [Member] | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Expected volatility | 68.90% | 68.90% | 69.30% |
Stockholders_Equity_Summary_of1
Stockholders' Equity - Summary of Restricted Stock Activity for All Stock Option Plans (Detail) (Restricted Stock [Member]) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Restricted Stock [Member] | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Beginning outstanding balance | 67,075 | 122,795 | 153,215 |
Granted | 196,250 | ' | 62,000 |
Vested | -47,008 | -47,820 | -59,153 |
Forfeited | -67 | -7,900 | -33,267 |
Ending outstanding balance | 216,250 | 67,075 | 122,795 |
Income_Taxes_Components_of_Inc
Income Taxes - Components of Income Tax Expense (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Current provision (benefit): | ' | ' | ' |
Federal | ' | ' | ' |
State | 126 | 43 | 76 |
Total | $126 | $43 | $76 |
Income_Taxes_Summary_of_Effect
Income Taxes - Summary of Effective And the Federal Statutory Income Tax Rate (Detail) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Income Tax Disclosure [Abstract] | ' | ' | ' |
Federal statutory rate | 34.00% | 34.00% | 34.00% |
State income taxes, net of federal benefit | 2.30% | 4.00% | 1.80% |
Net state impact of deferred rate change | 0.10% | 0.10% | 0.20% |
Stock compensation expense | -2.00% | -1.80% | -0.40% |
Goodwill impairment | 0.00% | 0.00% | -24.30% |
Contingent consideration | 0.00% | 0.00% | 4.40% |
Other permanent differences | -11.70% | -2.40% | -0.50% |
Change in valuation allowance | -27.60% | -34.40% | -15.60% |
Other | 3.30% | 0.00% | 0.40% |
Effective income tax | -1.60% | -0.50% | 0.00% |
Income_Taxes_Deferred_Tax_Asse
Income Taxes - Deferred Tax Assets (Liabilities) (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Income Tax Disclosure [Abstract] | ' | ' |
Inventory (Section 263A) | $233 | $298 |
Inventory reserves | 156 | 182 |
Receivable reserves | 29 | 52 |
Other accruals | 938 | 1,159 |
Deferred revenue | 1,256 | 897 |
Accumulated depreciation/amortization | -2 | 179 |
Stock options | 2,070 | 1,808 |
Developed technology | -3,464 | -3,915 |
Tax credits | 2,176 | 1,698 |
NOL carryforward | 34,059 | 34,288 |
Net deferred tax assets | 37,451 | 36,646 |
Valuation allowance | -37,451 | -36,646 |
Deferred tax assets, Total | ' | ' |
Income_Taxes_Additional_Inform
Income Taxes - Additional Information (Detail) (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Schedule Of Income Tax Expense [Line Items] | ' | ' | ' |
NOL carryforward | $94,900,000 | ' | ' |
Total net operating loss carryforward | 34,059,000 | 34,288,000 | ' |
Net operating losses | -1,776,000 | -5,412,000 | -37,116,000 |
Operating losses carryforwards | 15,200,000 | ' | ' |
Net operating losses | 2,000,000 | ' | ' |
Future Income tax liabilities offset With operation loss carryforward | 2,200,000 | ' | ' |
Tax credit carryforwards | 3,900,000 | ' | ' |
Deferred tax assets | ' | ' | ' |
Tax credit carryforward expiration year | '2033 | ' | ' |
Unrecognized tax benefits | 0 | 0 | ' |
Adjustment to liabilities or operations | 0 | 0 | ' |
Xoft Inc [Member] | ' | ' | ' |
Schedule Of Income Tax Expense [Line Items] | ' | ' | ' |
Tax credit carryforwards | 1,800,000 | ' | ' |
Deferred tax assets | 0 | ' | ' |
Xoft, Inc. Acquisition [Member] | ' | ' | ' |
Schedule Of Income Tax Expense [Line Items] | ' | ' | ' |
Net operating losses | 0 | 0 | ' |
Operating losses carryforwards | 9,500,000 | ' | ' |
Net operating losses | $473,000 | ' | ' |
Minimum [Member] | ' | ' | ' |
Schedule Of Income Tax Expense [Line Items] | ' | ' | ' |
Expiring date of net operating loss carryforward | '2016 | ' | ' |
Maximum [Member] | ' | ' | ' |
Schedule Of Income Tax Expense [Line Items] | ' | ' | ' |
Expiring date of net operating loss carryforward | '2033 | ' | ' |
Segment_Reporting_Geographical2
Segment Reporting, Geographical Information and Major Customers - Additional Information (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Segment | |||||||||||
Customer | |||||||||||
Schedule Of Geographical Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of reporting segments | ' | ' | ' | ' | ' | ' | ' | ' | 2 | ' | ' |
Total Export Sales | $9,135,000 | $8,290,000 | $7,712,000 | $7,930,000 | $7,818,000 | $8,183,000 | $5,931,000 | $6,343,000 | $33,067,000 | $28,275,000 | $28,652,000 |
Percentage of export sales to any single country | ' | ' | ' | ' | ' | ' | ' | ' | 10.00% | ' | ' |
Number of major customers | ' | ' | ' | ' | ' | ' | ' | ' | 1 | ' | ' |
Total revenue | ' | ' | ' | ' | ' | ' | ' | ' | 5,600,000 | ' | ' |
GE Healthcare [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Schedule Of Geographical Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of receivables | ' | ' | ' | ' | ' | ' | ' | ' | 7.00% | ' | ' |
Two Customers [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Schedule Of Geographical Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Outstanding receivables | 3,100,000 | ' | ' | ' | ' | ' | ' | ' | 3,100,000 | ' | ' |
Oem [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Schedule Of Geographical Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of receivables | ' | ' | ' | ' | ' | ' | ' | ' | 17.00% | ' | ' |
Six Customers [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Schedule Of Geographical Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Outstanding receivables | 4,400,000 | ' | ' | ' | ' | ' | ' | ' | 4,400,000 | ' | ' |
Intersegment Eliminations [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Schedule Of Geographical Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total Export Sales | ' | ' | ' | ' | ' | ' | ' | ' | 0 | ' | ' |
Sales [Member] | GE Healthcare [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Schedule Of Geographical Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total revenue | ' | ' | ' | ' | ' | ' | ' | ' | 3,700,000 | 4,500,000 | 6,800,000 |
Percentage of receivables | ' | ' | ' | ' | ' | ' | ' | ' | 11.00% | 16.00% | 24.00% |
Sales [Member] | Four Customers [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Schedule Of Geographical Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of receivables | ' | ' | ' | ' | ' | ' | ' | ' | 26.00% | ' | ' |
Sales [Member] | Two Customers [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Schedule Of Geographical Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of receivables | ' | ' | ' | ' | ' | ' | ' | ' | 17.00% | ' | ' |
Sales [Member] | Detection [Member] | Four Customers [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Schedule Of Geographical Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of receivables | ' | ' | ' | ' | ' | ' | ' | ' | 51.00% | ' | ' |
Sales [Member] | Cancer Therapy [Member] | Two Customers [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Schedule Of Geographical Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of receivables | ' | ' | ' | ' | ' | ' | ' | ' | 35.00% | ' | ' |
Accounts Receivable [Member] | GE Healthcare [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Schedule Of Geographical Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Outstanding receivables | 500,000 | ' | ' | ' | ' | ' | ' | ' | 500,000 | ' | ' |
Accounts Receivable [Member] | Two Customers [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Schedule Of Geographical Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of receivables | ' | ' | ' | ' | ' | ' | ' | ' | 41.00% | ' | ' |
Accounts Receivable [Member] | Oem [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Schedule Of Geographical Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Outstanding receivables | 1,300,000 | ' | ' | ' | ' | ' | ' | ' | 1,300,000 | ' | ' |
Accounts Receivable [Member] | Six Customers [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Schedule Of Geographical Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of receivables | ' | ' | ' | ' | ' | ' | ' | ' | 58.00% | ' | ' |
Foreign [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Schedule Of Geographical Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total Export Sales | ' | ' | ' | ' | ' | ' | ' | ' | 1,900,000 | 2,900,000 | 1,800,000 |
Percentage of export sales of total sale | ' | ' | ' | ' | ' | ' | ' | ' | 6.00% | 10.00% | 6.00% |
Outstanding receivables | $300,000 | ' | ' | ' | $800,000 | ' | ' | ' | $300,000 | $800,000 | ' |
Segment_Reporting_Geographical3
Segment Reporting, Geographical Information and Major Customers - Summary of Segment Revenues, Segment Operating Income or Loss, Segment Adjusted EBITDA and a Reconciliation of Segment Operating Income or Loss to GAAP Loss (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Segment revenues: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total revenue | $9,135,000 | $8,290,000 | $7,712,000 | $7,930,000 | $7,818,000 | $8,183,000 | $5,931,000 | $6,343,000 | $33,067,000 | $28,275,000 | $28,652,000 |
Segment operating income (loss): | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Segment operating income (loss) | ' | ' | ' | ' | ' | ' | ' | ' | -1,776,000 | -5,412,000 | -37,116,000 |
General and administrative expenses | ' | ' | ' | ' | ' | ' | ' | ' | -6,740,000 | -6,966,000 | -9,999,000 |
Interest expense | ' | ' | ' | ' | ' | ' | ' | ' | -3,277,000 | -3,415,000 | -422,000 |
Gain on fair value of warrant | ' | ' | ' | ' | ' | ' | ' | ' | -2,448,000 | -539,000 | ' |
Other income | ' | ' | ' | ' | ' | ' | ' | ' | 0 | ' | ' |
Contingent consideration | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 4,900,000 |
Goodwill impairment | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | -26,828,000 |
Loss on indemnification asset | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | -741,000 |
Loss before income tax expense | ' | ' | ' | ' | ' | ' | ' | ' | -7,482,000 | -9,331,000 | -37,511,000 |
Detection [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Segment revenues: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total revenue | ' | ' | ' | ' | ' | ' | ' | ' | 16,905,000 | 17,262,000 | 22,765,000 |
Segment operating income (loss): | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Segment operating income (loss) | ' | ' | ' | ' | ' | ' | ' | ' | 5,016,000 | 4,274,000 | 2,837,000 |
Therapy [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Segment revenues: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total revenue | ' | ' | ' | ' | ' | ' | ' | ' | 16,162,000 | 11,013,000 | 5,887,000 |
Segment operating income (loss): | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Segment operating income (loss) | ' | ' | ' | ' | ' | ' | ' | ' | -52,000 | -2,720,000 | -7,285,000 |
All Reporting Segments [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Segment operating income (loss): | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Segment operating income (loss) | ' | ' | ' | ' | ' | ' | ' | ' | $4,964,000 | $1,554,000 | ($4,448,000) |
Commitment_and_Contingencies_A
Commitment and Contingencies - Additional Information (Detail) (USD $) | 1 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | |||||
Aug. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Feb. 28, 2010 | Jul. 31, 2007 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | |
Lease | CADx Medical Systems Inc. [Member] | CADx Medical Systems Inc. [Member] | Nashua [Member] | Fairborn Ohio [Member] | California [Member] | ||||
Loss Contingencies [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Lease obligations | ' | ' | 4 | ' | ' | ' | ' | ' | ' |
Term of lease | ' | ' | ' | ' | ' | ' | '5 years | '3 years 3 months | ' |
Annual base rent for the first year | ' | $145,000 | ' | ' | ' | ' | $181,764 | ' | ' |
Rent for the second year | ' | 145,000 | ' | ' | ' | ' | 187,272 | ' | ' |
Rent for the third year | ' | 97,000 | ' | ' | ' | ' | 192,780 | ' | ' |
Rent for the fourth year | ' | ' | ' | ' | ' | ' | 198,288 | ' | ' |
Rent for the fifth year | ' | ' | ' | ' | ' | ' | 203,796 | ' | ' |
Additional period to extend term of lease | ' | ' | ' | ' | ' | ' | '5 years | ' | ' |
Amount of rental per year | ' | ' | ' | ' | ' | ' | ' | 43,650 | ' |
Additional period of renewal the lease | ' | ' | ' | ' | ' | ' | ' | '3 years | ' |
Operating lease, annual base rent, first year | ' | 500 | ' | ' | ' | ' | ' | ' | 248,376 |
Operating lease, annual rent, second year | ' | 482 | ' | ' | ' | ' | ' | ' | 260,064 |
Operating lease, annual rent, third year | ' | 490 | ' | ' | ' | ' | ' | ' | 271,752 |
Operating lease, annual rent, fourth year | ' | 255 | ' | ' | ' | ' | ' | ' | 283,440 |
Operating lease, annual rent, fifth year | ' | ' | ' | ' | ' | ' | ' | ' | 295,140 |
Rent expense | ' | 697,000 | 799,000 | 957,000 | ' | ' | ' | ' | ' |
Capital lease agreement amount | 409,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Capital lease agreement interest percentage | 3.99% | ' | ' | ' | ' | ' | ' | ' | ' |
Capital lease amount payable for bargain purchase option | 1 | ' | ' | ' | ' | ' | ' | ' | ' |
Non-cancelable purchase orders | ' | 1,400,000 | ' | ' | ' | ' | ' | ' | ' |
Tax re-assessment received | ' | ' | ' | ' | ' | 6,800,000 | ' | ' | ' |
Reduced tax re-assessment received | ' | ' | ' | ' | 703,000 | ' | ' | ' | ' |
Minimum annual royalty payment | ' | 250,000 | ' | ' | ' | ' | ' | ' | ' |
Fair value of patent license | ' | 100,000 | ' | ' | ' | ' | ' | ' | ' |
Patent license, Estimated Amortizable Life | ' | '4 years | ' | ' | ' | ' | ' | ' | ' |
Minimum royalty obligations | ' | 800,000 | ' | ' | ' | ' | ' | ' | ' |
Estimated value of liability | ' | 700,000 | ' | ' | ' | ' | ' | ' | ' |
Jun-15 | ' | 500,000 | ' | ' | ' | ' | ' | ' | ' |
Jun-17 | ' | 500,000 | ' | ' | ' | ' | ' | ' | ' |
Litigation and settlement obligation, Total | ' | $1,000,000 | ' | ' | ' | ' | ' | ' | ' |
Commitments_and_Contingencies_1
Commitments and Contingencies - Future Minimum Rental Payments (Detail) (USD $) | Dec. 31, 2013 |
Commitments And Contingencies Disclosure [Abstract] | ' |
2014 | $500 |
2015 | 482 |
2016 | 490 |
2017 | 255 |
Total | $1,727 |
Commitment_and_Contingencies_S
Commitment and Contingencies - Schedule of Future Minimum Lease Payments (Detail) (USD $) | Dec. 31, 2013 |
In Thousands, unless otherwise specified | |
Commitments And Contingencies Disclosure [Abstract] | ' |
2014 | $145 |
2015 | 145 |
2016 | 97 |
subtotal minimum lease obligation | 387 |
less interest | -24 |
Total, net | 363 |
less current portion | -128 |
long term portion | $235 |
Quarterly_Financial_Data_Quart
Quarterly Financial Data - Quarterly Financial Data (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Quarterly Financial Information Disclosure [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net sales | $9,135 | $8,290 | $7,712 | $7,930 | $7,818 | $8,183 | $5,931 | $6,343 | $33,067 | $28,275 | $28,652 |
Gross profit | 6,289 | 5,926 | 5,222 | 5,648 | 5,553 | 5,882 | 4,169 | 4,427 | 23,085 | 20,031 | 20,027 |
Net loss | ($4,410) | ($589) | ($1,882) | ($727) | ($2,702) | ($1,465) | ($2,943) | ($2,264) | ($7,608) | ($9,374) | ($37,587) |
Loss per share available to common stockholders | ($0.41) | ($0.05) | ($0.17) | ($0.07) | ($0.25) | ($0.14) | ($0.27) | ($0.21) | ' | ' | ' |
Weighted average number of shares outstanding | 10,863 | 10,849 | 10,836 | 10,820 | 10,808 | 10,805 | 10,794 | 10,776 | ' | ' | ' |