Document And Entity Information
Document And Entity Information - USD ($) | 9 Months Ended | ||
Sep. 30, 2015 | Nov. 13, 2015 | Jun. 30, 2014 | |
Document and Entity Information [Abstract] | |||
Entity Registrant Name | VIVEVE MEDICAL, INC. | ||
Document Type | S1 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Common Stock, Shares Outstanding | 51,345,640 | ||
Entity Public Float | $ 1,093,250 | ||
Amendment Flag | false | ||
Entity Central Index Key | 879,682 | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Filer Category | Smaller Reporting Company | ||
Entity Well-known Seasoned Issuer | No | ||
Document Period End Date | Sep. 30, 2015 | ||
Document Fiscal Year Focus | 2,015 | ||
Document Fiscal Period Focus | Q3 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Current Period Unaudited) - USD ($) | Sep. 30, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Current assets: | ||||||
Cash and cash equivalents | $ 6,061,000 | $ 895,000 | [1] | $ 1,976,000 | $ 430,000 | $ 449,000 |
Accounts receivable | 239,000 | 6,000 | [1] | |||
Inventory | 645,000 | 131,000 | [1] | 228,000 | ||
Prepaid expenses and other current assets | 1,643,000 | 923,000 | [1] | 308,000 | ||
Total current assets | 8,588,000 | 1,955,000 | [1] | 966,000 | ||
Property and equipment, net | 198,000 | 187,000 | [1] | 128,000 | ||
Other assets | 146,000 | 156,000 | [1] | 44,000 | ||
Total assets | 8,932,000 | 2,298,000 | [1] | 1,138,000 | ||
Current liabilities: | ||||||
Accounts payable | 1,101,000 | 416,000 | [1] | 967,000 | ||
Accrued liabilities | 827,000 | 223,000 | [1] | 516,000 | ||
Note payable | 5,000,000 | 2,500,000 | [1] | 1,463,000 | ||
Total liabilities | $ 6,928,000 | $ 3,139,000 | [1] | $ 8,445,000 | ||
Commitments and contingences (Note 6) | ||||||
Stockholders’ equity (deficit): | ||||||
Preferred stock, no par value; unlimited shares authorized; no shares issued and outstanding as of September 30, 2015 and December 31, 2014 | $ 0 | $ 0 | [1] | $ 0 | ||
Common stock and paid-in capital, no par value; unlimited shares authorized as of September 30, 2015 and December 31 2014; 51,345,640 and 18,341,294 shares issued and outstanding as of September 30, 2015 and December 31, 2014, respectively | 46,838,000 | 35,244,000 | [1] | |||
Accumulated deficit | (44,834,000) | (36,085,000) | [1] | (29,905,000) | ||
Total stockholders’ equity (deficit) | 2,004,000 | (841,000) | [1] | (7,307,000) | $ (3,077,000) | |
Total liabilities and stockholders’ equity (deficit) | $ 8,932,000 | $ 2,298,000 | [1] | $ 1,138,000 | ||
[1] | The condensed consolidated balance sheet as of December 31, 2014 has been derived from the audited consolidated financial statements as of that date. |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Current Period Unaudited) (Parentheticals) - $ / shares | Sep. 30, 2015 | Dec. 31, 2014 | [1] | Dec. 31, 2013 |
Preferred Stock, par value (in Dollars per share) | $ 0 | $ 0 | $ 0 | |
Preferred stock, shares issued | 0 | 0 | 0 | |
Preferred stock, shares outstanding | 0 | 0 | 0 | |
Common stock, par value (Parenthetical) (in Dollars per share) | $ 0 | $ 0.001 | $ 0.001 | |
Common stock, shares issued | 51,345,640 | 18,341,294 | 6,555,305 | |
Common stock, shares outstanding | 51,345,640 | 18,341,294 | 6,555,305 | |
[1] | The condensed consolidated balance sheet as of December 31, 2014 has been derived from the audited consolidated financial statements as of that date. |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | |
Revenue | $ 584 | $ 17 | $ 695 | $ 64 | $ 90 | $ 152 |
Cost of revenue | 417 | 15 | 520 | 40 | 50 | 182 |
Gross profit | 167 | 2 | 175 | 24 | 40 | (30) |
Operating expenses: | ||||||
Research and development | 1,515 | 573 | 3,446 | 942 | 1,426 | 772 |
Selling, general and administrative | 1,757 | 1,789 | 5,155 | 3,084 | 4,276 | 3,129 |
Total operating expenses | 3,272 | 2,362 | 8,601 | 4,026 | 5,702 | 3,901 |
Loss from operations | (3,105) | (2,360) | (8,426) | (4,002) | (5,662) | (3,931) |
Interest expense | (114) | (152) | (302) | (486) | (567) | (447) |
Other income (expense), net | 8 | (21) | 50 | 49 | 61 | |
Net loss | $ (3,219) | $ (2,504) | $ (8,749) | $ (4,438) | $ (6,180) | $ (4,317) |
Net loss per share: | ||||||
Basic and diluted (in Dollars per share) | $ (0.06) | $ (1.76) | $ (0.25) | $ (8.64) | $ (1.27) | $ (81.81) |
Weighted average shares used in computing net loss per common share | ||||||
Basic and diluted (in Shares) | 51,344,427 | 1,419,586 | 35,225,763 | 513,381 | 4,865,546 | 52,768 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Cash Flows (Unaudited) | 9 Months Ended | |
Sep. 30, 2015USD ($) | ||
Cash flows from operating activities: | ||
Net loss | $ (8,749,000) | |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 57,000 | |
Stock-based compensation | 145,000 | |
Fair value of warrants issued to employees for bonuses | 244,000 | |
Fair value of warrants issued to service providers | 152,000 | |
Non-cash interest expense | 151,000 | |
Changes in assets and liabilities: | ||
Accounts receivable | (233,000) | |
Inventory | (534,000) | |
Prepaid expenses and other current assets | (861,000) | |
Other noncurrent assets | 10,000 | |
Accounts payable | 685,000 | |
Accrued liabilities | 604,000 | |
Net cash used in operating activities | (8,329,000) | |
Cash flows from investing activities: | ||
Purchase of property and equipment | (48,000) | |
Net cash used in investing activities | (48,000) | |
Cash flows from financing activities: | ||
Net cash proceeds from issuance of common stock in connection with private placement offering | 11,040,000 | |
Proceeds from note payable | 2,500,000 | |
Proceeds from exercise of warrant | 3,000 | |
Net cash provided by financing activities | 13,543,000 | |
Net increase in cash and cash equivalents | 5,166,000 | |
Cash and cash equivalents - beginning of period | 895,000 | [1] |
Cash and cash equivalents - end of period | 6,061,000 | |
Supplemental disclosure: | ||
Cash paid for interest | 151,000 | |
Cash paid for income taxes | 1,000 | |
Supplemental disclosure of cash flow information as of end of period: | ||
Net transfer of equipment between inventory and property and equipment | 20,000 | |
Issuance of warrant in connection with note payable | $ 10,000 | |
[1] | The condensed consolidated balance sheet as of December 31, 2014 has been derived from the audited consolidated financial statements as of that date. |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Dec. 31, 2014 | Dec. 31, 2013 | ||
Current assets: | ||||
Cash and cash equivalents | $ 895,000 | [1] | $ 430,000 | |
Accounts receivable | [1] | 6,000 | ||
Inventory | 131,000 | [1] | 228,000 | |
Prepaid expenses and other current assets | 923,000 | [1] | 308,000 | |
Total current assets | 1,955,000 | [1] | 966,000 | |
Property and equipment, net | 187,000 | [1] | 128,000 | |
Other assets | 156,000 | [1] | 44,000 | |
Total assets | 2,298,000 | [1] | 1,138,000 | |
Current liabilities: | ||||
Accounts payable | 416,000 | [1] | 967,000 | |
Accrued liabilities | 223,000 | [1] | 516,000 | |
Note payable | 2,500,000 | [1] | 1,463,000 | |
Related party convertible bridge notes | 4,875,000 | |||
Total current liabilities | 3,139,000 | 7,821,000 | ||
Preferred stock warrant liabilities | 624,000 | |||
Total liabilities | $ 3,139,000 | [1] | $ 8,445,000 | |
Commitments and contingences (Note 8) | ||||
Stockholders’ equity (deficit): | ||||
Convertible Preferred Stock | $ 0 | [1] | $ 0 | |
Common stock, $0.001 par value; 612,000,000 shares authorized as of December 31, 2013; 0 and 6,555,305 shares issued and outstanding as of December 31, 2014 and 2013, respectively | 7,000 | |||
Common stock and paid-in capital, no par value; unlimited shares authorized as of December 31 2014; 18,341,294 and 0 shares issued and outstanding as of December 31, 2014 and 2013, respectively | [1] | 35,244,000 | ||
Additional paid-in capital | 22,396,000 | |||
Accumulated deficit | (36,085,000) | [1] | (29,905,000) | |
Total stockholders’ equity (deficit) | (841,000) | [1] | (7,307,000) | |
Total liabilities and stockholders’ equity (deficit) | $ 2,298,000 | [1] | 1,138,000 | |
Series A Preferred Stock [Member] | ||||
Stockholders’ equity (deficit): | ||||
Convertible Preferred Stock | 24,000 | |||
Series B Preferred Stock [Member] | ||||
Stockholders’ equity (deficit): | ||||
Convertible Preferred Stock | $ 171,000 | |||
[1] | The condensed consolidated balance sheet as of December 31, 2014 has been derived from the audited consolidated financial statements as of that date. |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parentheticals) - USD ($) $ in Thousands | Dec. 31, 2014 | Dec. 31, 2013 | |
Preferred Stock, par value (in Dollars per share) | $ 0 | [1] | $ 0 |
Preferred stock, shares issued | 0 | [1] | 0 |
Preferred stock, shares outstanding | 0 | [1] | 0 |
Common stock, par value (in Dollars per share) | $ 0.001 | [1] | $ 0.001 |
Common stock, shares authorized | 612,000,000 | 612,000,000 | |
Common stock, shares issued | 18,341,294 | [1] | 6,555,305 |
Common stock, shares outstanding | 18,341,294 | [1] | 6,555,305 |
Series A Preferred Stock [Member] | |||
Preferred Stock, par value (in Dollars per share) | $ 0.001 | $ 0.001 | |
Preferred stock, shares authorized | 0 | 24,543,626 | |
Preferred stock, shares issued | 0 | 23,863,302 | |
Preferred stock, shares outstanding | 0 | 23,863,302 | |
Preferred stock, liquidation value (in Dollars) | $ 14,556,614 | ||
Series B Preferred Stock [Member] | |||
Preferred Stock, par value (in Dollars per share) | $ 0.001 | $ 0.001 | |
Preferred stock, shares authorized | 0 | 227,000,000 | |
Preferred stock, shares issued | 0 | 171,199,348 | |
Preferred stock, shares outstanding | 0 | 171,199,348 | |
Preferred stock, liquidation value (in Dollars) | $ 8,559,967 | ||
[1] | The condensed consolidated balance sheet as of December 31, 2014 has been derived from the audited consolidated financial statements as of that date. |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | |
Revenue | $ 584 | $ 17 | $ 695 | $ 64 | $ 90 | $ 152 |
Cost of revenue | 417 | 15 | 520 | 40 | 50 | 182 |
Gross profit | 167 | 2 | 175 | 24 | 40 | (30) |
Operating expenses: | ||||||
Research and development | 1,515 | 573 | 3,446 | 942 | 1,426 | 772 |
Selling, general and administrative | 1,757 | 1,789 | 5,155 | 3,084 | 4,276 | 3,129 |
Total operating expenses | 3,272 | 2,362 | 8,601 | 4,026 | 5,702 | 3,901 |
Loss from operations | (3,105) | (2,360) | (8,426) | (4,002) | (5,662) | (3,931) |
Interest expense, net | (114) | (152) | (302) | (486) | (567) | (447) |
Other income (expense), net | 8 | (21) | 50 | 49 | 61 | |
Net loss | $ (3,219) | $ (2,504) | $ (8,749) | $ (4,438) | $ (6,180) | $ (4,317) |
Net loss per share: | ||||||
Basic and diluted (in Dollars per share) | $ (0.06) | $ (1.76) | $ (0.25) | $ (8.64) | $ (1.27) | $ (81.81) |
Weighted average shares used in computing net loss per common share | ||||||
Basic and diluted (in Shares) | 51,344,427 | 1,419,586 | 35,225,763 | 513,381 | 4,865,546 | 52,768 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity (Deficit) - USD ($) $ in Thousands | Extinguishment of Related Party Debt [Member]Common Stock Including Additional Paid in Capital [Member] | Rights to Shares [Member]Common Stock Including Additional Paid in Capital [Member] | Series A Preferred Stock [Member]Preferred Stock [Member] | Series B Preferred Stock [Member]Preferred Stock [Member] | Common Stock [Member] | Common Stock Including Additional Paid in Capital [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Total | |
Balances as of December 31, 2012 at Dec. 31, 2012 | $ 24 | $ 171 | $ 7 | $ 22,309 | $ (25,888) | $ (3,077) | ||||
Balances as of December 31, 2012 (in Shares) at Dec. 31, 2012 | 23,863,302 | 171,199,348 | 6,555,305 | |||||||
Stock-based compensation expense | 87 | 87 | ||||||||
Comprehensive and net loss | (4,317) | (4,317) | ||||||||
Balance at Dec. 31, 2013 | $ 24 | $ 171 | $ 7 | 22,396 | (29,905) | (7,307) | ||||
Balance (in Shares) at Dec. 31, 2013 | 23,863,302 | 171,199,348 | 6,555,305 | |||||||
Stock-based compensation expense | $ 184 | $ 184 | ||||||||
Exercise of stock option (in Shares) | 160 | 160 | ||||||||
Cancellation of shares in exchange for rights to shares (in Shares) | (854,989) | |||||||||
Comprehensive and net loss | (6,180) | $ (6,180) | ||||||||
Balance at Dec. 31, 2014 | $ 35,244 | $ (36,085) | (841) | [1] | ||||||
Balance (in Shares) at Dec. 31, 2014 | 18,341,294 | |||||||||
Extinguishment of related party convertible notes and related accrued interest | 5,397 | 5,397 | ||||||||
Extinguishment of warrants | 572 | 572 | ||||||||
Stock exchange pursuant to Merger Agreement | $ (24) | $ (171) | $ (7) | $ 28,551 | $ (28,365) | (16) | ||||
Stock exchange pursuant to Merger Agreement (in Shares) | (23,863,302) | (171,199,348) | (6,555,305) | 3,743,282 | ||||||
Issuance of common stock (in Shares) | 943,596 | 1,179,461 | ||||||||
PLC common stock assumed in connection with Merger (in Shares) | 2,024,217 | |||||||||
Private placement offering, net of issuance costs | $ 4,204 | 4,204 | ||||||||
Private placement offering, net of issuance costs (in Shares) | 8,389,187 | |||||||||
Conversion of outstanding amount of principal and interest of certain bridge notes in connection with private placement offering | $ 1,546 | 1,546 | ||||||||
Conversion of outstanding amount of principal and interest of certain bridge notes in connection with private placement offering (in Shares) | 2,916,380 | |||||||||
Issuance of warrant in connection with note payable | $ 622 | 622 | ||||||||
Issuance of warrants to vendors and service providers | $ 137 | 137 | ||||||||
Balance at Sep. 30, 2015 | 2,004 | |||||||||
Issuance of warrants to vendors and service providers | $ 152 | |||||||||
[1] | The condensed consolidated balance sheet as of December 31, 2014 has been derived from the audited consolidated financial statements as of that date. |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | ||
Cash flows from operating activities: | |||
Net loss | $ (6,180,000) | $ (4,317,000) | |
Adjustments to reconcile net loss to net cash used in operating activities: | |||
Depreciation and amortization expense | 56,000 | 66,000 | |
Stock-based compensation expense | 184,000 | 87,000 | |
Issuance of warrants to vendors and service providers | 137,000 | ||
Revaluation of fair value of warrant liability | (52,000) | (62,000) | |
Noncash interest expense | 418,000 | 306,000 | |
Loss on disposal of property and equipment | 2,000 | ||
Changes in assets and liabilities: | |||
Accounts receivable | (6,000) | 1,000 | |
Inventory | 97,000 | 71,000 | |
Prepaid expenses and other current assets | (41,000) | (243,000) | |
Other noncurrent assets | (112,000) | 14,000 | |
Accounts payable | (551,000) | 482,000 | |
Accrued liabilities | 57,000 | (160,000) | |
Net cash used in operating activities | (5,991,000) | (3,755,000) | |
Cash flows from investing activities: | |||
Purchase of property and equipment | (117,000) | (4,000) | |
Net cash used in investing activities | (117,000) | (4,000) | |
Cash flows from financing activities: | |||
Net cash proceeds from issuance of common stock in connection with private placement offering | 4,204,000 | ||
Proceeds from notes payable | 2,500,000 | ||
Proceeds from related party convertible bridge notes | 1,500,000 | 3,875,000 | |
Repayments of notes payable | (1,631,000) | (135,000) | |
Net cash provided by financing activities | 6,573,000 | 3,740,000 | |
Net increase (decrease) in cash and cash equivalents | 465,000 | (19,000) | |
Cash and cash equivalents - beginning of period | 430,000 | 449,000 | |
Cash and cash equivalents - end of period | 895,000 | [1] | 430,000 |
Supplemental disclosure: | |||
Cash paid for interest | 149,000 | 141,000 | |
Cash paid for income taxes | 1,000 | 1,000 | |
Supplemental disclosure of cash flow information as of end of period: | |||
Conversion of certain bridge notes and related accrued interest in connection with private placement offering | 1,546,000 | ||
Extinguishment of convertible notes debt and related related accrued interest pursuant to Merger Agreement | 5,397,000 | ||
Extinguishment of warrants pursuant to Merger Agreement | 572,000 | ||
Issuance of warrants in connection with note payable | 622,000 | ||
Payable to non-accredited investors in connection with Merger Agreement | $ 16,000 | ||
Transfer of equipment between inventory and property and equipment | $ 61,000 | ||
[1] | The condensed consolidated balance sheet as of December 31, 2014 has been derived from the audited consolidated financial statements as of that date. |
Note 1 - The Company and Basis
Note 1 - The Company and Basis of Presentation | 9 Months Ended | 12 Months Ended |
Sep. 30, 2015 | Dec. 31, 2014 | |
Disclosure Text Block [Abstract] | ||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block] | 1. The Company and Basis of Presentation On September 23, 2014, Viveve Medical, Inc. (formerly PLC Systems Inc.), a Yukon Territory corporation (“Viveve Medical”, the “Company”, “we”, “our”, or “us”) completed a reverse acquisition and recapitalization pursuant to the terms and conditions of an Agreement and Plan of Merger (“Merger Agreement”) by and among the Company, Viveve®, Inc., a Delaware corporation (“Viveve”) and PLC Systems Acquisition Corp., a wholly owned subsidiary of the Company (the “Merger”). As of that date, Viveve operates as a wholly-owned subsidiary of the Company and the Company changed its name to Viveve Medical, Inc. Viveve Medical competes in the women’s health market with a focus on the Viveve System™ to improve women’s overall sexual well-being and quality of life, retained all its personnel and continues to be headquartered in Sunnyvale, California. At the effective time of the Merger, the Company divested the ownership of its former operating subsidiaries, PLC Medical Systems, Inc. and PLC Systemas Medicos Internacionais, which will operate as independent entities going forward under new ownership. In connection with the Merger, certain outstanding convertible bridge notes in the aggregate principal amount of $4,875,000 and related accrued interest of approximately $522,000 were extinguished. Additionally, warrant liabilities of Viveve for approximately $572,000 were extinguished in connection with the Merger. Pursuant to the Merger Agreement, all shares of capital stock (including common and preferred stock) of Viveve owned by accredited investors were converted into 3,743,282 shares of the Company's common stock which represented approximately 62% of the issued and outstanding shares of common stock of the Company on a fully diluted basis. In addition, non-accredited investors of Viveve were entitled to receive approximately $16,000 in exchange for the shares of common stock of Viveve owned by such holders upon closing. Upon the closing of the Merger, an additional 943,596 shares of the Company’s common stock were issued upon the automatic conversion of a warrant issued in exchange for the cancellation of related party convertible bridge notes. The acquisition was accounted for as a reverse merger and recapitalization effected by a share exchange. Viveve is considered the acquirer for accounting and financial reporting purposes. The assets and liabilities of the acquired entity have been brought forward at their book value and no goodwill has been recognized. Concurrent with the Merger, Viveve Medical completed a private placement for total gross proceeds of approximately $6 million (including the conversion of approximately $1.5 million in outstanding convertible bridge notes). As a result, Viveve Medical issued 11,305,567 shares of common stock (which excludes an additional 101,365 shares of common stock which were not issued as a result of beneficial ownership limitations) and 5-year warrants to purchase up to 940,189 shares of common stock at an exercise price of $0.53 per share. On May 14, 2015, in connection with the closing of a private placement (the “May 2015 Offering”), Viveve Medical issued an aggregate of 32,432,432 shares of common stock at $0.37 per share for gross proceeds of approximately $12,000,000 in accordance with the terms and conditions of those certain Securities Purchase Agreements by and between the Company and certain accredited investors. The net proceeds to the Company after the deduction of placement agent commissions and other expenses were approximately $11,040,000. Interim Unaudited Financial Information The accompanying unaudited condensed consolidated financial statements of Viveve Medical have been prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP”) for interim financial information and pursuant to the instructions to Form 10-Q and Article 10-01 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by US GAAP for complete financial statements. In the opinion of management, all adjustments, consisting of normal recurring adjustments, considered necessary for a fair presentation of the condensed consolidated financial statements have been included. The accompanying unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto, included in the Annual Report on Form 10-K for the year ended December 31, 2014, which was filed with the Securities and Exchange Commission on March 16, 2015. The results of operations for the three and nine months ended September 30, 2015 are not necessarily indicative of the results for the year ending December 31, 2015 or any future interim period. | 1. The Company and Basis of Presentation On September 23, 2014, PLC Systems Inc., a Yukon Territory corporation (“PLC”) completed an Agreement and Plan of Merger (“Merger Agreement” or “Merger”) with Viveve®, Inc., a Delaware corporation (“Viveve”). As of that date, Viveve operates as a wholly-owned subsidiary of PLC and PLC is known as Viveve Medical, Inc. (“Viveve Medical”, the “Company”, “we”, “our”, or “us”). Viveve Medical competes in the women’s health market with a focus on the Viveve System™ to improve women’s overall sexual well-being and quality of life, retained all its personnel and continues to be headquartered in Sunnyvale, California. At the effective time of the Merger, PLC divested its ownership of its former operating subsidiaries, PLC Medical Systems, Inc. and PLC Systemas Medicos Internacionais, which will operate as independent entities going forward under new ownership. In preparation for the stock exchange pursuant to the Merger, Viveve convertible bridge notes in the aggregate amount of $4,875,000 and related accrued interest of approximately $522,000 were extinguished. Additionally, Viveve warrant liabilities of approximately $572,000 were extinguished in preparation of the stock exchange pursuant to the Merger. Pursuant to the Merger Agreement, all shares of capital stock (including common and preferred stock) of Viveve were converted into 3,743,282 shares of the Company's common stock which represented approximately 62% of the issued and outstanding shares of common stock of the Company on a fully diluted basis. In addition, non-accredited investors were entitled to receive approximately $16,000 upon closing. Upon the closing of the Merger, the Company issued an additional 943,596 shares of common stock upon the automatic conversion of a warrant issued in exchange for the cancellation of related party convertible bridge notes. The acquisition was accounted for as a reverse merger and recapitalization effected by a share exchange. Viveve is considered the acquirer for accounting and financial reporting purposes. The assets and liabilities of the acquired entity have been brought forward at their book value and no goodwill has been recognized. Concurrent with the Merger, Viveve Medical completed a private placement for total gross proceeds of approximately $6 million (including approximately $1.5 million of convertible bridge note conversion). As a result, Viveve Medical issued 11,305,567 shares of common stock and 5-year warrants to purchase up to 940,189 shares of common stock at an exercise price of $0.53 per share. The accompanying consolidated financial statements have been prepared on a going-concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company has incurred net losses from operations since its inception and has an accumulated deficit of $36,085,000 as of December 31, 2014. Management expects operating losses to continue through the foreseeable future. The Company's ability to transition to attaining profitable operations is dependent upon achieving a level of revenues adequate to support its cost structure. The Company has not generated significant revenues and has funded its operating losses through the sale of preferred and common stock and the issuance of debt. The Company has a limited operating history and its prospects are subject to risks, expenses and uncertainties frequently encountered by companies in the industry. These risks include, but are not limited to, the uncertainty of availability of additional financing and the uncertainty of achieving future profitability. Management of the Company intends to raise additional funds through the issuance of equity securities. There can be no assurance that such financing will be available or on terms which are favorable to the Company. Failure to generate sufficient cash flows from operations, raise additional capital or reduce certain discretionary spending could have a material adverse effect on the Company’s ability to achieve its intended business objectives. These factors raise substantial doubt about the Company’s ability to continue as a going concern. The consolidated financial statements do not contain any adjustments that might result from the outcome of this uncertainty. |
Note 2 - Summary of Significant
Note 2 - Summary of Significant Accounting Policies | 9 Months Ended | 12 Months Ended |
Sep. 30, 2015 | Dec. 31, 2014 | |
Accounting Policies [Abstract] | ||
Significant Accounting Policies [Text Block] | 2. Summary of Significant Accounting Policies Financial Statement Presentation The condensed consolidated financial statements include the accounts of the Company and our wholly-owned subsidiaries, Viveve and Viveve BV (which was established in January 2015). All significant intercompany accounts and transactions have been eliminated in consolidation. Use of Estimates The preparation of condensed consolidated financial statements in conformity with US GAAP requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues, and expenses and the related disclosure of contingent assets and liabilities. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates. In addition, any change in these estimates or their related assumptions could have an adverse effect on our operating results. Concentration of Credit Risk and Other Risks and Uncertainties To achieve profitable operations, the Company must successfully develop, manufacture, and market its products. There can be no assurance that any such products can be developed or manufactured at an acceptable cost and with appropriate performance characteristics, or that such products will be successfully marketed. These factors could have a material adverse effect upon the Company’s financial results, financial position, and future cash flows. The Company’s products may require approval from the U.S. Food and Drug Administration or other international regulatory agencies prior to commencing commercial sales. There can be no assurance that the Company’s products will receive any of these required approvals. If the Company was denied such approvals or such approvals were delayed, it would have a material adverse impact on the Company’s financial results, financial position and future cash flows. The Company is subject to risks common to companies in the medical device industry including, but not limited to, new technological innovations, dependence on key personnel, protection of proprietary technology, compliance with government regulations, uncertainty of market acceptance of products, product liability, and the need to obtain additional financing. The Company’s ultimate success is dependent upon its ability to raise additional capital and to successfully develop and market its products. The Company outsources the manufacture and repair of the Viveve System to a single contract manufacturer. Also, certain other components and materials that comprise the Viveve System are currently manufactured by a single supplier or a limited number of suppliers. A significant supply interruption or disruption in the operations of the contract manufacturer or these third-party suppliers would adversely impact the production of our products for a substantial period of time, which could have a material adverse effect on our business, financial condition, operating results and cash flows. During the three months ended September 30, 2015, three customers accounted for 93% of the Company’s revenue. During the three months ended September 30, 2014, two customers accounted for 79% of the Company’s revenue. During the nine months ended September 30, 2015, three customers accounted for 83% of the Company’s revenue. During the nine months ended September 30, 2014, three customers accounted for 94% of the Company’s revenue. Revenue Recognition The Company recognizes revenue from the sale of its products, the Viveve® System, single-use treatment tips and ancillary consumables. Revenue is recognized upon delivery, provided that persuasive evidence of an arrangement exists, the price is fixed or determinable and collection of the resulting receivable is reasonably assured. Sales of Viveve’s products are subject to regulatory requirements that vary from country to country. The Company has regulatory clearance outside the U.S. and currently sells the Viveve System in Canada, Hong Kong, Japan and Europe. The Company does not provide its customers with a contractual right of return. Product Warranty The Company’s products are generally subject to a one year warranty, which provides for the repair, rework or replacement of products (at its option) that fail to perform within stated specification. The Company has assessed the historical claims and, to date, product warranty claims have not been significant. The Company will continue to assess the need to record a warranty accrual at the time of sale going forward. Comprehensive Loss Comprehensive loss represents the changes in equity of an enterprise, other than those resulting from stockholder transactions. Accordingly, comprehensive loss may include certain changes in equity that are excluded from net loss. For the three and nine months ended September 30, 2015 and 2014, the Company’s comprehensive loss is the same as its net loss. Net Loss per Share The Company’s basic net loss per share is calculated by dividing the net loss by the weighted average number of shares of common stock outstanding for the period. The diluted net loss per share is computed by giving effect to all potentially dilutive common stock equivalents outstanding during the period. For purposes of this calculation, warrants to purchase common stock, stock options and rights to common stock are considered common stock equivalents. For periods in which the Company has reported net losses, diluted net loss per share is the same as basic net loss per share, since dilutive common shares are not assumed to have been issued if their effect is anti-dilutive. Potential common shares will always be anti-dilutive for periods in which the Company has reported a net loss. The following securities were excluded from the calculation of net loss per share because the inclusion would be anti-dilutive. September 30, 2015 2014 Stock options to purchase common stock 3,352,783 2,294,534 Warrants to purchase common stock 2,864,823 - Rights to common stock - 956,354 Recently Issued and Adopted Accounting Standards In May 2014, as part of its ongoing efforts to assist in the convergence of US GAAP and International Financial Reporting Standards (“IFRS”), the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-09, “Revenue from Contracts with Customers (Topic 606).” The new guidance sets forth a new five-step revenue recognition model which replaces the prior revenue recognition guidance in its entirety and is intended to eliminate numerous industry-specific pieces of revenue recognition guidance that have historically existed in U.S. GAAP. The underlying principle of the new standard is that a business or other organization will recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects what it expects in exchange for the goods or services. The standard also requires more detailed disclosures and provides additional guidance for transactions that were not addressed completely in the prior accounting guidance. The ASU provides alternative methods of initial adoption and is effective for annual and interim periods beginning after December 15, 2017. We are currently evaluating the impact that this standard will have on our condensed consolidated financial statements. In June 2014, the FASB issued ASU No. 2014-12, “Compensation — Stock Compensation (Topic 718): Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could be Achieved After a Requisite Service Period” (“ASU 2014-12”). Companies commonly issue share-based payment awards that require a specific performance target to be achieved in order for employees to become eligible to vest in the awards. ASU 2014-12 requires that a performance target that affects vesting and that could be achieved after the requisite service period should be treated as a performance condition. The performance target should not be reflected in estimating the grant date fair value of the award. Compensation cost should be recognized in the period in which it becomes probable that the performance target will be achieved. ASU 2014-12 will be effective for the Company’s fiscal years beginning fiscal 2016 and interim reporting periods within that year, using either the retrospective or prospective transition method. Early adoption is permitted. We are currently evaluating the effect of the adoption of this guidance on our condensed consolidated financial statements. In August 2014, the FASB issued ASU No. 2014-15, “Presentation of Financial Statements - Going Concern (Subtopic 310-40): Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern” (“ASU 2014-15”), to provide guidance on management’s responsibility in evaluating whether there is substantial doubt about a company’s ability to continue as a going concern and to provide related footnote disclosures. ASU 2014-15 is effective for the annual period ending after December 15, 2016, and for annual periods and interim periods thereafter. We are currently evaluating the effect of the adoption of this guidance on our condensed consolidated financial statements and disclosures. In April 2015, the FASB issued ASU 2015-03, “Simplifying the Presentation of Debt Issuance Costs” (“ASU 2015-03”). ASU 2015-03 requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. ASU 2015-03 will be effective for the Company’s fiscal year beginning January 1, 2016 and subsequent interim periods, with earlier adoption permitted. We are currently evaluating the effect of the adoption of this guidance on our condensed consolidated financial statements. In July 2015, the FASB issued ASU 2015-11, “Simplifying the Measurement of Inventory” (“ASU 2015-11”). ASU 2015-11 requires that an entity should measure inventory within the scope of this pronouncement at the lower of cost and net realizable value. Net realizable value is the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. The pronouncement does not apply to inventory that is being measured using the last-in, first-out (“LIFO”) or the retail inventory method. Subsequent measurement is unchanged for inventory measured using LIFO or the retail inventory method. ASU 2015-11 will be effective for the Company’s fiscal year beginning January 1, 2017 and subsequent interim periods, with earlier adoption permitted. We are currently evaluating the effect of the adoption of this guidance on our condensed consolidated financial statements. | 2. Summary of Significant Accounting Policies Financial Statement Presentation The consolidated financial statements include the accounts of the Company and our wholly-owned subsidiary. All significant intercompany accounts and transactions have been eliminated in consolidation. Use of Estimates The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues, and expenses and the related disclosure of contingent assets and liabilities. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates. In addition, any change in these estimates or their related assumptions could have an adverse effect on our operating results. Cash and Cash Equivalents The Company considers all highly liquid investments purchased with an original maturity of three months or less, at the time of purchase, to be cash equivalents. The Company’s cash and cash equivalents are deposited in demand accounts primarily at one financial institution. Deposits in this institution may, from time to time, exceed the federally insured amounts. Concentration of Credit Risk and Other Risks and Uncertainties To achieve profitable operations, the Company must successfully develop, manufacture, and market its products. There can be no assurance that any such products can be developed or manufactured at an acceptable cost and with appropriate performance characteristics, or that such products will be successfully marketed. These factors could have a material adverse effect upon the Company’s financial results, financial position, and future cash flows. The Company’s products may require approval from the U.S. Food and Drug Administration or other international regulatory agencies prior to commencing commercial sales. There can be no assurance that the Company’s products will receive any of these required approvals. If the Company was denied such approvals or such approvals were delayed, it would have a material adverse impact on the Company’s financial results, financial position and future cash flows. The Company is subject to risks common to companies in the medical device industry including, but not limited to, new technological innovations, dependence on key personnel, protection of proprietary technology, compliance with government regulations, uncertainty of market acceptance of products, product liability, and the need to obtain additional financing. The Company’s ultimate success is dependent upon its ability to raise additional capital and to successfully develop and market its products. During the year ended December 31, 2014, two customers accounted for 91% of the Company’s revenue. During the year ended December 31, 2013, three customers accounted for 100% of the Company’s revenue. Inventory Inventory is stated at the lower of cost or market. Cost is determined on an actual cost basis on a first-in, first-out method. Lower of cost or market is evaluated by considering obsolescence, excessive levels of inventory, deterioration and other factors. Adjustments to reduce the cost of inventory to its net realizable value, if required, are made for estimated excess, obsolescence or impaired inventory. Excess and obsolete inventory is charged to cost of revenue and a new lower-cost basis for that inventory is established and subsequent changes in facts and circumstances do not result in the restoration or increase in that newly established cost basis. As part of the Company’s normal business, the Company generally utilizes various finished goods inventory as sales demos to facilitate the sale of its products to prospective customers. The Company is amortizing these demos over an estimated useful life of five years. The amortization of the demos is charged to selling, general and administrative expense and the demos are included in the medical equipment line of the property and equipment balance on the consolidated balance sheet as of December 31, 2014 and 2013. Property and Equipment Property and equipment are stated at cost, net of accumulated depreciation and amortization. Depreciation of property and equipment is computed using the straight line method over their estimated useful lives of three to seven years. Leasehold improvements are amortized on a straight-line basis over the lesser of their useful lives or the life of the lease. Upon sale or retirement of assets, the cost and related accumulated depreciation and amortization are removed from the balance sheet and the resulting gain or loss is reflected in operations. Maintenance and repairs are charged to operations as incurred. Impairment of Long-Lived Assets The Company reviews long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset might not be recoverable. When such an event occurs, management determines whether there has been an impairment by comparing the anticipated undiscounted future net cash flows to the related asset’s carrying value. If an asset is considered impaired, the asset is written down to fair value, which is determined based either on discounted cash flows or appraised value, depending on the nature of the asset. The Company has not identified any such impairment losses to date. Preferred Stock Warrants Freestanding warrants and other similar instruments related to shares that are redeemable are classified as liabilities on the balance sheet. The warrants are subject to re-measurement at each balance sheet date and any change in fair value is recognized as a component of other income (expense), net. The Company adjusts the liability for changes in fair value until the earlier of the exercise or expiration of the preferred stock warrants. Revenue Recognition The Company recognizes revenue from the sale of its products, the Viveve® System, single-use treatment tips and ancillary consumables. Revenue is recognized upon delivery, provided that persuasive evidence of an arrangement exists, the price is fixed or determinable and collection of the resulting receivable is reasonably assured. Sales of Viveve’s products are subject to regulatory requirements that vary from country to country. The Company has regulatory clearance outside the U.S. and currently sells the Viveve System in Canada, Hong Kong and Japan. The Company does not provide its customers with a contractual right of return. Product Warranty The Company’s products are generally subject to a one year warranty, which provides for the repair, rework or replacement of products (at its option) that fail to perform within stated specification. The Company has assessed the historical claims and, to date, product warranty claims have not been significant. The Company will continue to assess if there should be a warranty accrual going forward. Shipping and Handling Costs The Company includes amounts billed for shipping and handling in revenue and shipping and handling costs in cost of revenue. Advertising Costs Advertising costs are charged to general and administrative expenses as incurred. Advertising expenses, which are recorded in selling, general and administrative expenses, were immaterial for the years ended December 31, 2014 and 2013. Research and Development Research and development costs are charged to operations as incurred. Research and development costs include, but are not limited to, payroll and personnel expenses, prototype materials, laboratory supplies, consulting costs, and allocated overhead, including rent, equipment depreciation, and utilities. Income Taxes The Company account for income taxes in accordance with Accounting Standards Codification (“ASC”) 740, Income Taxes (“ASC 740”), which requires that deferred tax assets and liabilities be recognized using enacted tax rates for the effect of temporary differences between the book and tax bases of recorded assets and liabilities. Under ASC 740, the liability method is used in accounting for income taxes. Deferred tax assets and liabilities are determined based on the differences between financial reporting and the tax basis of assets and liabilities, and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. ASC 740 also requires that deferred tax assets be reduced by a valuation allowance if it is more likely than not that some or all of the deferred tax asset will not be realized. We evaluate annually the realizability of our deferred tax assets by assessing our valuation allowance and by adjusting the amount of such allowance, if necessary. The factors used to assess the likelihood of realization include our forecast of future taxable income and available tax planning strategies that could be implemented to realize the net deferred tax assets. As of December 31, 2014 and 2013, the Company has recorded a full valuation allowance for our deferred tax assets based on our historical loss and the uncertainty regarding our ability to project future taxable income. In future periods if we are able to generate income we may reduce or eliminate the valuation allowance. Accounting for Uncertainty in Income Taxes The Company accounts for uncertain tax positions in accordance with ASC 740. ASC 740 seeks to reduce the diversity in practice associated with certain aspects of measurement and recognition in accounting for income taxes. ASC 740 prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax provision that an entity takes or expects to take in a tax return. Additionally, ASC 740 provides guidance on de-recognition, classification, interest and penalties, accounting in interim periods, disclosures, and transition. Under ASC 740, an entity may only recognize or continue to recognize tax positions that meet a "more likely than not" threshold. In accordance with our accounting policy, we recognize accrued interests and penalties related to unrecognized tax benefits as a component of income tax. Accounti ng for Stock-Based Compensation The Company accounts for stock-based compensation in accordance with ASC 718, Compensation - Stock Compensation (“ASC 718”) which establishes accounting for stock-based awards exchanged for employee services. Accordingly, share-based compensation cost is measured at grant date, based on the fair value of the award, and is recognized as expense over the employee’s service period. The Company recognizes compensation expense on a straight-line basis over the requisite service period of the award. We determined that the Black-Scholes option pricing model is the most appropriate method for determining the estimated fair value for stock options. The Black-Scholes option pricing model requires the use of highly subjective and complex assumptions which determine the fair value of share-based awards, including the option’s expected term and the price volatility of the underlying stock. Equity instruments issued to nonemployees are recorded at their fair value on the measurement date and are subject to periodic adjustment as the underlying equity instruments vest. Comprehensive Loss Comprehensive loss represents the changes in equity of an enterprise, except those resulting from stockholder transactions. Accordingly, comprehensive loss may include certain changes in equity that are excluded from net loss. For the years ended December 31, 2014 and 2013, the Company’s comprehensive loss is the same as its net loss. Net Loss per Share The Company’s basic net loss per share is calculated by dividing the net loss by the weighted average number of shares of common stock outstanding for the period. The diluted net loss per share is computed by giving effect to all potentially dilutive common stock equivalents outstanding during the period. For purposes of this calculation, convertible preferred stock, warrants to purchase convertible preferred stock and common stock, stock options and rights to common stock are considered common stock equivalents. For periods in which the Company has reported net losses, diluted net loss per share is the same as basic net loss per share, since dilutive common shares are not assumed to have been issued if their effect is anti-dilutive. Potential common shares will always be anti-dilutive for periods in which the Company has reported a net loss. Diluted net loss per share is the same as basic net loss per share for the years ended December 31, 2014 and 2013. For the years ended December 31, 2014 and 2013, the following securities were excluded from the calculation of net loss per share because the inclusion would be anti-dilutive. Year Ended December 31, 2014 2013 Convertible preferred stock - 195,062,650 Warrants to purchase convertible preferred stock - 16,680,324 Stock options to purchase common stock 2,291,783 363,413 Warrants to purchase common stock 1,793,887 - Rights to common stock 566,038 - Recently Issued and Adopted Accounting Standards In May 2014, as part of its ongoing efforts to assist in the convergence of US GAAP and International Financial Reporting Standards (“IFRS”), the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-09, “Revenue from Contracts with Customers (Topic 606).” The new guidance sets forth a new five-step revenue recognition model which replaces the prior revenue recognition guidance in its entirety and is intended to eliminate numerous industry-specific pieces of revenue recognition guidance that have historically existed in U.S. GAAP. The underlying principle of the new standard is that a business or other organization will recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects what it expects in exchange for the goods or services. The standard also requires more detailed disclosures and provides additional guidance for transactions that were not addressed completely in the prior accounting guidance. The ASU provides alternative methods of initial adoption and is effective for annual and interim periods beginning after December 15, 2016. We are currently evaluating the impact that this standard will have on our consolidated financial statements. In June 2014, the FASB issued ASU No. 2014-12, “Compensation — Stock Compensation (Topic 718): Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could be Achieved After a Requisite Service Period” (“ASU 2014-12”). Companies commonly issue share-based payment awards that require a specific performance target to be achieved in order for employees to become eligible to vest in the awards. ASU 2014-12 requires that a performance target that affects vesting and that could be achieved after the requisite service period should be treated as a performance condition. The performance target should not be reflected in estimating the grant date fair value of the award. Compensation cost should be recognized in the period in which it becomes probable that the performance target will be achieved. ASU 2014-12 will be effective for the Company’s fiscal years beginning fiscal 2016 and interim reporting periods within that year, using either the retrospective or prospective transition method. Early adoption is permitted. We are currently evaluating the effect of the adoption of this guidance on our consolidated financial statements. In June 2014, the FASB issued ASU 2014-10, “Development Stage Entities (Topic 915): Elimination of Certain Financial Reporting Requirements, Including an Amendment to Variable Interest Entities Guidance in topic 810, Consolidation” (“ASU 2014-10”). ASU 2014-10 removes the definition of a development stage entity from the Master Glossary of the Accounting Standards Codification, thereby removing the financial reporting distinction between development stage entities and other reporting entities from U.S. GAAP. ASU 2014-10 also eliminates the requirements for development stage entities to (1) present inception-to-date information in the statements of income, cash flows, and shareholder equity, (2) label the financial statements as those of a development stage entity, (3) disclose a description of the development stage activities in which the entity is engaged, and (4) disclose in the first year in which the entity is no longer a development stage entity that in prior years it had been in the development stage. The amendments also clarify that the guidance in Topic 275, Risks and Uncertainties, is applicable to entities that have not commenced planned principal operations. The amendments in ASU 2014-10 will be effective retrospectively except for the clarification to Topic 275, which shall be applied prospectively for annual reporting periods beginning after December 15, 2014, and interim periods therein. Early application of each of the amendments is permitted for any annual reporting period or interim period for which the entity’s financial statements have not yet been issued. We elected to early adopt the provisions of ASU 2014-10 in the second quarter of 2014. In August 2014, the FASB issued ASU No. 2014-15, “Presentation of Financial Statements - Going Concern (Subtopic 310-40): Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern” (“ASU 2014-15”), to provide guidance on management’s responsibility in evaluating whether there is substantial doubt about a company’s ability to continue as a going concern and to provide related footnote disclosures. ASU 2014-15 is effective for the annual period ending after December 15, 2016, and for annual periods and interim periods thereafter. We are currently evaluating the effect of the adoption of this guidance on our consolidated financial statements and disclosures. |
Note 3 - Fair Value Measurement
Note 3 - Fair Value Measurements | 9 Months Ended | 12 Months Ended |
Sep. 30, 2015 | Dec. 31, 2014 | |
Fair Value Disclosures [Abstract] | ||
Fair Value Disclosures [Text Block] | 3. Fair Value Measurements The Company recognizes and discloses the fair value of its assets and liabilities using a hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to valuations based upon unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to valuations based upon unobservable inputs that are significant to the valuation (Level 3 measurements). Each level of input has different levels of subjectivity and difficulty involved in determining fair value. Level 1 Inputs used to measure fair value are unadjusted quoted prices that are available in active markets for the identical assets or liabilities as of the reporting date. Therefore, determining fair value for Level 1 investments generally does not require significant judgment, and the estimation is not difficult. Level 2 Pricing is provided by third party sources of market information obtained through investment advisors. The Company does not adjust for or apply any additional assumptions or estimates to the pricing information received from its advisors. Level 3 Inputs used to measure fair value are unobservable inputs that are supported by little or no market activity and reflect the use of significant management judgment. These values are generally determined using pricing models for which the assumptions utilize management’s estimates of market participant assumptions. The determination of fair value for Level 3 instruments involves the most management judgment and subjectivity. Assets and liabilities measured at fair value are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires management to make judgments and consider factors specific to the asset or liability. The following table sets forth the Company’s financial instruments that were measured at fair value on a recurring basis as of September 30, 2015 by level within the fair value hierarchy (in thousands): Fair Value of Assets and Liabilities as of September 30, 2015 Level 1 Level 2 Level 3 Total Assets Money market funds $ 6,000 $ - $ - $ 6,000 Total assets $ 6,000 $ - $ - $ 6,000 Liabilities $ - $ - $ - Total liabilities $ - $ - $ - $ - There were no financial instruments that were measured at fair value on a recurring basis as of December 31, 2014. The carrying amounts of the Company’s financial assets and liabilities, including cash and cash equivalents, accounts receivable, accounts payable, and accrued expenses approximate fair value because of the short maturity of these instruments. Based on borrowing rates currently available to the Company for loans with similar terms, the carrying value of the note payable approximates fair value. | 3. Fair Value Measurements The Company recognizes and discloses the fair value of its assets and liabilities using a hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to valuations based upon unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to valuations based upon unobservable inputs that are significant to the valuation (Level 3 measurements). Each level of input has different levels of subjectivity and difficulty involved in determining fair value. Level 1 Inputs used to measure fair value are unadjusted quoted prices that are available in active markets for the identical assets or liabilities as of the reporting date. Therefore, determining fair value for Level 1 investments generally does not require significant judgment, and the estimation is not difficult. Level 2 Pricing is provided by third party sources of market information obtained through investment advisors. The Company does not adjust for or apply any additional assumptions or estimates to the pricing information received from its advisors. Level 3 Inputs used to measure fair value are unobservable inputs that are supported by little or no market activity and reflect the use of significant management judgment. These values are generally determined using pricing models for which the assumptions utilize management’s estimates of market participant assumptions. The determination of fair value for Level 3 instruments involves the most management judgment and subjectivity. Assets and liabilities measured at fair value are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires management to make judgments and consider factors specific to the asset or liability. The carrying amounts of the Company’s financial assets and liabilities, including cash and cash equivalents, accounts receivable, accounts payable, and accrued expenses as of December 31, 2014 and 2013, approximate fair value because of the short maturity of these instruments. Based on borrowing rates currently available to the Company for loans with similar terms, the carrying value of the notes payable approximates fair value. The Company does not have any Level 1, Level 2 or Level 3 financial assets. Additionally, the Company does not have any Level 1 or Level 2 liabilities. The Company’s Level 3 liability consists of convertible preferred stock warrant liabilities as of December 31, 2013. The valuation of the warrant liabilities is discussed in Note 10. The warrants were extinguished in connection with the Merger. For the year ended December 31, 2014, the Company did not have any transfers between Level 1, Level 2 and Level 3. There were no financial instruments that were measured at fair value on a recurring basis as of December 31, 2014. The following tables set forth the Company’s financial instruments that were measured at fair value on a recurring basis as of December 31, 2013 by level within the fair value hierarchy (in thousands): Assets and Liabilities at Fair Value as of December 31, 2013 Quoted prices in active markets for identical assets Significant other observable inputs Significant unobservable inputs Level 1 Level 2 Level 3 Total Assets $ - $ - $ - $ - Total assets $ - $ - $ - $ - Liabilities Preferred stock warrant liabilities $ - $ - $ 624 $ 624 Total liabilities $ - $ - $ 624 $ 624 The change in the fair value of the preferred stock warrant liabilities is summarized below (in thousands): Fair value as of December 31, 2012 $ 686 Change in fair value recorded in other income (expense), net (62 ) Fair value as of December 31, 2013 624 Change in fair value recorded in other income (expense), net (52 ) Extinguishment of warrant liabilities pursuant to the Merger Agreement (572 ) Fair value as of December 31, 2014 $ - The following table presents quantitative information about the inputs and valuation methodologies used for our fair value measurements classified in Level 3 of the fair value hierarchy as of December 31, 2013. Fair Value as of December 31, 2013 Valuation Unobservable Range (in thousands) Techniques Input (Weighted-Average) Preferred stock warrant liabilities $ 624 Black-Scholes Preferred series option pricing prices $0.04 - $0.44 ($0.06) model Volatility 70.6% - 84.2% (76%) There were no changes in valuation technique from prior periods. |
Note 4 - Accrued Liabilities
Note 4 - Accrued Liabilities | 9 Months Ended | 12 Months Ended |
Sep. 30, 2015 | Dec. 31, 2014 | |
Payables and Accruals [Abstract] | ||
Accounts Payable and Accrued Liabilities Disclosure [Text Block] | 4. Accrued Liabilities Accrued liabilities consisted of the following as of September 30, 2015 and December 31, 2014 (in thousands): September 30, December 31, 2015 2014 Accrued professional fees $ 175 $ 117 Accrued clinical trial costs 151 - Accrued bonuses 268 - Accrued vacation 103 86 Accrued payroll and other related expenses 49 - Other accruals 81 20 Total accrued liabilities $ 827 $ 223 | 5 . Accrued Liabilities Accrued liabilities consisted of the following as of December 31, 2014 and 2013 (in thousands): December 31, 2014 2013 Accrued professional fees $ 117 $ 15 Accrued vacation 86 81 Accrued interest - 237 Accrued loan balloon payment - 76 Accrued loan restructuring fees - 27 Accrued severence pay - 59 Other accruals 20 21 Total accrued liabilities $ 223 $ 516 |
Note 5 - Note Payable
Note 5 - Note Payable | 9 Months Ended | 12 Months Ended |
Sep. 30, 2015 | Dec. 31, 2014 | |
Debt Disclosure [Abstract] | ||
Debt Disclosure [Text Block] | 5. Note Payable On September 30, 2014, we entered into a Loan and Security Agreement, as amended on February 19, 2015 and May 14, 2015 (collectively, the “Loan Agreement”), pursuant to which we received a term loan in the amount of $5.0 million, funded in 3 tranches. The first tranche of $2.5 million was provided to us on October 1, 2014. The proceeds from the first tranche were used to repay the existing loan with a financial institution which totaled approximately $1,631,000 and the balance was used for general working capital purposes and capital expenditures. The first tranche borrowing is repayable in interest only payments until November 1, 2015 and then 30 equal installments of principal and interest at a rate of 5.25% per annum. The second tranche of the term loan is equal to $1.5 million, of which $500,000 was provided to us on each of February 19, 2015, March 16, 2015 and April 6, 2015. The second tranche borrowings in February, March and April 2015 are repayable in interest only payments until March 1, 2016 and then 30 equal installments of principal and interest at a rate of 5.00%, 5.06% and 5.00% per annum, respectively. The Company provided evidence to the lender of positive three month interim results with respect to the Company’s randomized, blinded and sham-controlled clinical trial in Europe and Canada (the “OUS Clinical Trial”), and on July 15, 2015 we received the final $1,000,000 drawdown of funds from the third tranche. The third tranche borrowing is repayable in interest only payments until August 1, 2016 and then 30 equal installments of principal and interest at a rate of 6.56% per annum. The proceeds from the second and third tranches will be used for general working capital purposes and capital expenditures. As of September 30, 2015 and December 31, 2014, the note payable had an outstanding term loan principal balance of $5.0 million and $2.5 million, respectively, which is recorded as a current liability on the condensed consolidated balance sheets. All borrowings under the Loan Agreement are collateralized by substantially all of the Company’s assets, including intellectual property. The Loan Agreement also requires that the Company comply with certain financial covenants and milestones in connection with the OUS Clinical Trial, including, but not limited to, (a) full enrollment as of March 31, 2015, (b) positive 3-month interim data as of July 10, 2015, and (c) positive results from the trial as of January 31, 2016. Full enrollment of the OUS Clinical Trial was achieved prior to March 31, 2015 and the Company provided evidence to the lender of positive 3-month interim results with respect to the Company’s OUS Clinical Trial prior to July 10, 2015. As of September 30, 2015, the Company was in compliance with all covenants of the Loan Agreement. In connection with the Loan Agreement, the Company issued a 10-year warrant to the lender for the purchase of 471,698 shares of the Company’s common stock at $0.53 per share. In connection with the first loan amendment in February 2015, the Company also amended the terms of the warrant issued to the lender to provide for an automatic increase of the number of shares the lender may acquire in the event the Company fails to meet certain covenants. In connection with the second loan amendment in May 2015, the Company issued a second 10-year warrant to the lender to purchase a total of 25,000 shares of common stock at an exercise price of $0.37 per share. (See Note 7.) The Loan Agreement with the financial institution contains a material adverse change clause, as defined in the Loan Agreement, which would result in an event of default if the lender deems a material adverse change to have occurred to the Company’s business. The continuing liquidity issues the Company faces could be construed by the lender (or any subsequent note holder) as a material adverse change which could trigger an acceleration of all of the outstanding debt. As such, the Company has classified all of its outstanding debt balance as a current liability as of September 30, 2015 and December 31, 2014. As of September 30, 2015, future minimum payments under the note payable are as follows (in thousands): Year Ending December 31, 2015 (remaining 3 months) $ 234 2016 1,894 2017 2,124 2018 1,161 2019 33 Total payments 5,446 Less: Amount representing interest (446 ) Present value of obligations 5,000 Less: Notes payable, current portion 5,000 Note payable, noncurrent portion $ - | 6 . Note Payable In April 2012, the Company entered into a loan and security agreement for up to $2,135,159 in term loans that were used to pay off an existing loan with a financial institution. The full amount was drawn down in April 2012. In connection with the agreement, the Company issued a warrant to the lender to purchase a total of 73,770 shares of the Company’s Series A convertible preferred stock at $0.61 per share (see Note 10). The borrowings were repayable in interest only payments until May 1, 2012 and then 30 equal installments of principal and interest at a rate of 9.5% per annum. An additional 4% of the principal or approximately $85,000 was due as the final payment at the end of the loan term. The Company recorded $9,000 and $35,000 as additional interest expense during the years ended December 31, 2014 and 2013, respectively, related to the $85,000 payment. The Company had been accruing the balance of the $85,000 cash payment over the term of the loan using the effective interest rate method. As of December 31, 2014 and 2013, $0 and $76,000, respectively, was recorded in accrued liabilities on the consolidated balance sheets relating to this payment. All borrowings under the agreement were collateralized by substantially all of the Company’s assets, including intellectual property. As of December 31, 2014 and 2013, the note payable had an outstanding balance of $0 and $1,463,000, respectively. The term loan had a maturity date of October 1, 2014 and was repaid on that date as discussed below. In February 2013, the Company and the lender amended the loan and security agreement to defer up to 3 months of principal payments contingent upon the receipt of bridge loan proceeds in increments of $500,000, up to $1,500,000 on or before April 30, 2013, beginning March 1, 2013. This amendment also included a $15,000 restructuring fee that would be due upon the maturity date of the loan. In May 2013, the Company and the lender amended the loan and security agreement to defer an additional 2 months of principal payments contingent upon the receipt of bridge loan proceeds of $500,000 or more, on or before September 30, 2013. The principal payments were to be deferred and payable on August 1, 2013. This amendment also included a $10,000 restructuring fee that would be due upon the maturity date of the loan. In July 2013, the Company and the lender agreed to further amend the loan and security agreement to defer an additional 2 months of principal payments contingent upon the receipt of bridge loan proceeds of $500,000 or more, on or before August 28, 2013, and an additional month deferral provided a 2013 equity event was completed resulting in net cash proceeds of not less than $10 million from the sale of the Company’s equity securities consummated by September 27, 2013. Principal payments would be deferred and payable on October 1, 2013, provided both of these conditions were met. This amendment also included a $10,000 restructuring fee that would be due upon the maturity date of the loan. In September 2013, the Company and the lender agreed to further amend the loan and security agreement to defer an additional 2 months of principal payments contingent upon the receipt of bridge loan proceeds of $500,000 or more on or before August 28, 2013 and another $500,000 or more on or before October 28, 2013. Principal payments would be deferred until December 1, 2013. This amendment also included a $10,000 restructuring fee that would be due upon the maturity date of the loan. In November 2013, the Company and the lender agreed to further amend the loan and security agreement to defer an additional 2 months of principal payments contingent upon the receipt of bridge loan proceeds of $500,000 or more on or before December 27, 2013 and upon the consummation of a 2014 equity event requiring the receipt of not less than $7 million in net cash proceeds by no later than January 24, 2014. Principal payments would be deferred until February 1, 2014. This amendment also included a $10,000 restructuring fee that would be due upon the maturity date of the loan. In January 2014, the Company and the lender agreed to further amend the loan and security agreement to defer an additional 2 months of principal payments contingent upon the receipt of bridge loan proceeds of $500,000 or more on or before February 25, 2014 and consummation of an equity event by April 25, 2014. This amendment included an additional $5,000 restructuring fee for each month principal payments were deferred beginning February 1, 2014 through April 1, 2014, provided restructuring fees in this amendment would not exceed $15,000 in total. The restructuring fees were due upon the maturity date of the loan. In February 2014, the Company and the lender agreed to further amend the loan and security agreement to defer an additional 2 months of principal payments contingent upon the receipt of bridge loan proceeds of $500,000 or more on or before April 25, 2014 and consummation of an equity event by June 27, 2014. This amendment included an additional $5,000 restructuring fee for each month principal payments were deferred beginning March 1, 2014 through June 1, 2014, provided restructuring fees in this amendment shall not exceed $20,000. This amendment also amended the January 2014 restructuring fee such that the January 2014 restructuring fee would not exceed $5,000 in total and would be due upon the maturity date of the loan. In June 2014, the Company and the lender agreed to further amend the loan and security agreement such that the remaining 3 months of principal payments would be deferred until the maturity date of the term loan when all unpaid principal and interest would be immediately due. This amendment also included an additional $5,000 restructuring fee for each month principal payments were deferred beginning July 1, 2014 through September 1, 2014, provided restructuring fees in this amendment were not to exceed $15,000 in total. The restructuring fees were due upon the maturity date of the loan. In September 2014, the lender agreed to reduce the total restructuring fees to $47,500. The Company recorded $20,000, net of the reduction in fees, and $27,000 as additional interest expense during the years ended December 31, 2014 and 2013, respectively, related to these restructuring fees. The Company has been accruing the balance of the cash restructuring payment over the term of the loan using the effective interest rate method. As of December 31, 2014 and 2013, $0 and $27,000, respectively, was recorded as an accrued liability on the consolidated balance sheets relating to this restructuring payment. On September 30, 2014, the Company entered into a Loan and Security Agreement pursuant to which it received a term loan in the amount of $5 million, which will be funded in three tranches. The first tranche of $2.5 million was provided to the Company on October 1, 2014. The proceeds from the first tranche were used to repay the existing loan of $1,631,000 with a financial institution and to fund operations. Before the second and the third tranches of the term loan will be funded, the Company must meet certain enrollment milestones and achieve certain positive results relating to its OUS Clinical Trial, among other things. The borrowings are repayable in interest only payments until November 1, 2015 and then 30 equal installments of principal and interest at a rate of 5.25% per annum. All borrowings under the agreement are collateralized by substantially all of the Company’s assets, including intellectual property. The loan agreement requires that the Company comply with certain financial and other covenants for borrowings to be permitted. In connection with the loan agreement, the Company issued a 10-year warrant to the lender for the purchase of 471,698 shares of the Company’s common stock at $0.53 per share (see Note 9). As of December 31, 2014, the note payable had an outstanding balance of $2,500,000, that is recorded as a current liability on the consolidated balance sheets and the Company was in compliance with all covenants of the loan agreement . The loan and security agreements with both financial institutions contain a material adverse change clause, as defined in the agreement, which would result in an event of default if the lender deems a material adverse change to have occurred to the Company’s business. The continuing liquidity issues the Company faces could be construed by the note holder as a material adverse change which could trigger an acceleration of all of the outstanding debt. As such, the Company has classified all of its outstanding debt balance as a current liability as of December 31, 2014 and 2013. As of December 31, 2014, future minimum payments under the note payable are as follows (in thousands): Year Ending December 31, 2015 $ 293 2016 1,095 2017 1,045 2018 337 Total Payments 2,770 Less: Amount representing interest (270 ) Present value of obligations 2,500 Less: Notes payable, current portion 2,500 Note payable, noncurrent portion $ - |
Note 6 - Commitments and Contin
Note 6 - Commitments and Contingencies | 9 Months Ended | 12 Months Ended |
Sep. 30, 2015 | Dec. 31, 2014 | |
Commitments and Contingencies Disclosure [Abstract] | ||
Commitments and Contingencies Disclosure [Text Block] | 6. Commitments and Contingencies Operating Lease In January 2012, the Company entered into a lease agreement for office and laboratory facilities. The lease agreement, as amended in January 2015, commenced in March 2012 and will terminate in March 2017. Rent expense for the three months ended September 30, 2015 and 2014 was $55,000 and $43,000, respectively. Rent expense for the nine months ended September 30, 2015 and 2014 was $156,000 and $128,000, respectively. As of September 30, 2015, future minimum payments under the lease are as follows (in thousands): Year Ending December 31, 2015 (remaining 3 months) $ 56 2016 229 2017 58 Total minimum lease payments $ 343 Indemnification Agreements The Company enters into standard indemnification arrangements in the ordinary course of business. Pursuant to these arrangements, the Company indemnifies, holds harmless and agrees to reimburse the indemnified parties for losses suffered or incurred by the indemnified party, in connection with performance of services within the scope of the agreement, breach of the agreement by the Company, or noncompliance of regulations or laws by the Company, in all cases provided the indemnified party has not breached the agreement and/or the loss is not attributable to the indemnified party’s negligence or willful malfeasance. The term of these indemnification agreements is generally perpetual any time after the execution of the agreement. The maximum potential amount of future payments the Company could be required to make under these arrangements is not determinable. The Company has never incurred costs to defend lawsuits or settle claims related to these indemnification agreements. As a result, the Company believes the estimated fair value of these agreements is minimal. Loss Contingencies The Company is or has been subject to proceedings, lawsuits and other claims arising in the ordinary course of business. The Company evaluates contingent liabilities, including threatened or pending litigation, for potential losses. If the potential loss from any claim or legal proceedings in considered probable and the amount can be estimated, the Company accrues a liability for the estimated loss. Because of uncertainties related to these matters, accruals are based upon the best information available. For potential losses for which there is a reasonable possibility (meaning the likelihood is more than remote but less than probable) that a loss exists, the Company will disclose an estimate of the potential loss or range of such potential loss or include a statement that an estimate of the potential loss cannot be made. As additional information becomes available, the Company reassesses the potential liability related to pending claims and litigation and may revise its estimates, which could materially impact its condensed consolidated financial statements. | 8 . Commitments and Contingencies Operating Lease In January 2012, the Company entered into a lease agreement for office and laboratory facilities. The lease commenced in March 2012 and will terminate in February 2015. Rent expense for the years ended December 31, 2014 and 2013 was $171,000 and $171,000, respectively. As of December 31, 2014, future minimum payments under the lease are as follows (in thousands): Year Ending December 31, 2015 $ 31 Total minimum lease payments $ 31 In January 2015, the Company entered into an amendment to the operating lease agreement (see Note 15). Indemnification Agreements The Company enters into standard indemnification arrangements in the ordinary course of business. Pursuant to these arrangements, the Company indemnifies, holds harmless and agrees to reimburse the indemnified parties for losses suffered or incurred by the indemnified party, in connection with performance of services within the scope of the agreement, breach of the agreement by the Company, or noncompliance of regulations or laws by the Company, in all cases provided the indemnified party has not breached the agreement and/or the loss is not attributable to the indemnified party’s negligence or willful malfeasance. The term of these indemnification agreements is generally perpetual any time after the execution of the agreement. The maximum potential amount of future payments the Company could be required to make under these arrangements is not determinable. The Company has never incurred costs to defend lawsuits or settle claims related to these indemnification agreements. As a result, the Company believes the estimated fair value of these agreements is minimal. Contingencies From time to time, the Company may have certain contingent liabilities that arise in the ordinary course of business activities. The Company accrues a liability for such matters when it is probable that future expenditures will be made and such expenditures can be reasonably estimated. |
Note 7 - Common Stock
Note 7 - Common Stock | 9 Months Ended | 12 Months Ended |
Sep. 30, 2015 | Dec. 31, 2014 | |
Stockholders' Equity Note [Abstract] | ||
Stockholders' Equity Note Disclosure [Text Block] | 7. Common Stock In conjunction with the September 2014 Offering, the Company entered into a Right to Shares Agreement with certain investors. Pursuant to this agreement, 854,989 shares of common stock purchased by the investors in the September 2014 Offering were cancelled. The Company is obligated to issue, and the investors have the right to receive up to 956,354 shares of the Company’s common stock, which includes 101,365 shares that were not issued in the September 2014 Offering due to beneficial ownership limitations. No additional consideration will be The Company assessed the provisions of the Buy-In Share feature of the Right to Shares Agreements as an embedded derivative and has concluded that the feature meets the definition of a derivative and is not clearly and closely related to the Rights to Shares equity host agreement. The Buy-In Shares feature has been bifurcated from the Rights to Shares agreement and accounted for separately. The value of this feature was nominal as of the issuance date and December 31, 2014. On May 14, 2015, in connection with the closing of the May 2015 Offering, we issued an aggregate of 32,432,432 shares of common stock at $0.37 per share for gross proceeds of approximately $12,000,000 in accordance with the terms and conditions of those certain Securities Purchase Agreements by and between the Company and certain accredited investors. The net proceeds to the Company after the deduction of placement agent commissions and other expenses were approximately $11,040,000. Warrants for Common Stock As of September 30, 2015, outstanding warrants to purchase an aggregate of 2,864,823 shares of common stock were as follows: Number of Shares Outstanding Exercisable Expiration Exercise Under Issuance Date for Date Price Warrants September 2014 Common Shares September 23, 2019 $ 0.53 940,189 September 2014 Common Shares September 30, 2024 $ 0.53 471,698 October 2014 Common Shares October 13, 2019 $ 0.53 237,000 October 2014 Common Shares October 31, 2019 $ 0.53 11,250 November 2014 Common Shares November 19, 2019 $ 0.53 100,000 February 2015 Common Shares February 17, 2025 $ 0.50 605,556 March 2015 Common Shares March 26, 2025 $ 0.34 11,628 May 2015 Common Shares May 12, 2025 $ 0.53 289,827 May 2015 Common Shares May 14, 2025 $ 0.37 25,000 May 2015 Common Shares May 17, 2020 $ 0.53 172,675 2,864,823 In connection with the September 2014 Offering, the Company issued warrants to purchase a total of 940,189 shares of common stock at an exercise price of $0.53 per share. The warrants have a contractual life of five years and are exercisable immediately in whole or in part, on or before five years from the issuance date. In connection with the Loan Agreement entered into on September 30, 2014, the Company issued a warrant to purchase a total of 471,698 shares of common stock at an exercise price of $0.53 per share. The warrant has a contractual life of ten years and is exercisable immediately in whole or in part, on or before ten years from the issuance date. The Company determined the fair value of the warrant on the date of issuance to be $622,000 using the Black-Scholes option pricing model. Assumptions used were dividend yield of 0%, volatility of 77%, risk free interest rate of 2.5% and a contractual life of ten years. The warrant will expire on September 30, 2024. The fair value of the warrant was recorded as debt issuance costs, included in prepaid expenses and other current assets on the condensed consolidated balance sheets and will be amortized to interest expense over the loan term. During the three and nine months ended September 30, 2015, the Company recorded $47,000 and $141,000, respectively, of interest expense relating to the debt issuance costs. As of September 30, 2015, the remaining unamortized debt issuance costs were $433,000. In connection with the first loan amendment in February 2015, the Company also amended the terms of the warrant issued to the lender to provide for an automatic increase of the number of shares the lender may acquire in the event the Company fails to meet certain covenants to achieve certain OUS Clinical Trial milestones or capital raising requirements as set forth in the Loan Agreement, as amended, by a number equal to the quotient derived by dividing (i) 1% of the principal balance outstanding under the Loan Agreement by (ii) the exercise price of $0.53 per share. In October and November of 2014, the Company issued common stock warrants to various vendors and nonemployee contractors to purchase a total of 382,000 shares of common stock at an exercise price of $0.53 per share. The warrants have a contractual life of five years and are exercisable in whole or in part, either immediately upon grant or in some cases upon achieving certain milestones or vesting terms. The Company determined the fair value of the warrants using the Black-Scholes option pricing model. Assumptions used were dividend yield of 0%, volatility of 61.3%, risk free interest rate of 1.55% to 1.65% and a contractual life of five years. The fair values of the warrants were recorded as professional consulting fees or clinical costs, which are included in selling, general and administrative and research and development expenses in the consolidated statements of operations for the year ended December 31, 2014, depending on the nature of the services provided. Stock-based compensation expense related to these warrants is recognized as the warrants are earned and was $16,000 and $29,000 for the three and nine months ended September 30, 2015, respectively. A total of 33,750 shares issuable pursuant to these warrants were cancelled in May 2015 as the milestones related to these shares were not achieved. In February 2015, the Company issued common stock warrants to employees for performance bonuses to purchase a total of 605,556 shares of common stock at an exercise price of $0.50 per share. The warrants have a contractual life of ten years and are exercisable immediately in whole or in part, on or before ten years from the issuance date. The Company determined the fair value of the warrants using the Black-Scholes option pricing model. Assumptions used were dividend yield of 0%, volatility of 77.6%, risk free interest rate of 2.14% and a contractual life of ten years. The fair values of the warrants were recorded in selling, general and administrative and research and development expenses in the condensed consolidated statements of operations for the three months ended March 31, 2015, depending on the department classification of the employee. The Company recorded zero and $244,000 of stock-based compensation expense related to these warrants in the three and nine months ended September 30, 2015, respectively. In March 2015, the Company issued a common stock warrant to a nonemployee contractor to purchase a total of 11,628 shares of common stock at an exercise price of $0.34 per share. The warrant has a contractual life of ten years and is exercisable immediately, on or before ten years from the issuance date. The Company determined the fair value of the warrant using the Black-Scholes option pricing model. Assumptions used were dividend yield of 0%, volatility of 78.9%, risk free interest rate of 1.94% and a contractual life of ten years. The fair value of the warrant was recorded as professional consulting fees, which are included in selling, general and administrative in the condensed consolidated statements of operations for the three months ended March 31, 2015. The Company recorded zero and $3,000 of stock-based compensation expense related to these warrants in the three and nine months ended September 30, 2015, respectively. In May 2015, the Company issued common stock warrants to nonemployee contractors to purchase a total of 289,827 shares of common stock at an exercise price of $0.53 per share. The warrants have a contractual life of ten years and are exercisable immediately in whole or in part, on or before ten years from the issuance date. The Company determined the fair value of the warrants using the Black-Scholes option pricing model. Assumptions used were dividend yield of 0%, volatility of 80.1%, risk free interest rate of 2.28% and a contractual life of ten years. The fair values of the warrants were recorded as professional consulting fees, which are included in selling, general and administrative expenses in the condensed consolidated statements of operations for the three months ended June 30, 2015. Stock-based compensation expense related to these warrants was zero and $73,000 for the three and nine months ended September 30, 2015, respectively. In conjunction with the second loan amendment in May 2015, the Company issued a warrant to the lender to purchase a total of 25,000 shares of common stock at an exercise price of $0.37 per share. The warrant has a contractual life of ten years and is exercisable immediately in whole or in part, on or before ten years from the issuance date. The Company determined the fair value of the warrant on the date of issuance to be $10,000 using the Black-Scholes option pricing model. Assumptions used were dividend yield of 0%, volatility of 80.1%, risk free interest rate of 2.23% and a contractual life of ten years. The fair value of the warrant was recorded as debt issuance costs, included in prepaid expenses and other current assets on the condensed consolidated balance sheets and will be amortized to interest expense over the period from the date of issuance to the end of the extended period to draw down the additional funds in connection with the third tranche or July 15, 2015. During the three and nine months ended September 30, 2015, the Company recorded $2,000 and $10,000 of interest expense relating to the debt issuance costs. As of September 30, 2015, the remaining unamortized debt issuance costs were zero. In May 2015, the Company issued a common stock warrant to a nonemployee contractor to purchase a total of 172,675 shares of common stock at an exercise price of $0.53 per share. The warrant has a contractual life of five years and is exercisable immediately in whole or in part, on or before five years from the issuance date. The Company determined the fair value of the warrant using the Black-Scholes option pricing model. Assumptions used were dividend yield of 0%, volatility of 64.4%, risk free interest rate of 1.54% and a contractual life of five years. The fair value of the warrant was recorded as professional consulting fees, which are included in selling, general and administrative expenses in the condensed consolidated statements of operations. Stock-based compensation expense related to these warrants was zero and $47,000 for the three and nine months ended September 30, 2015, respectively. | 9 . Common Stock In connection with the Merger, all shares of Viveve Series A convertible preferred stock and Series B convertible preferred stock were converted to common stock and the Company exchanged shares of common stock with the former stockholders of Viveve. The total common shares issued for these transactions was 3,743,282 shares based on the exchange ratio of 0.0080497. In connection with the proposed Merger, on May 9, 2014, Viveve issued to GBS Venture Partners Limited (“GBS”), a convertible debenture holder, a warrant to purchase shares of our common stock equal to approximately 5% of the outstanding shares of common stock on a post-Merger basis in consideration for the cancellation of convertible promissory notes in the aggregate principal amount of $1,750,000 and accrued interest of approximately $211,000 held by GBS. As part of the closing of the Merger, the Company issued 943,596 shares of common stock to GBS upon the automatic exercise of the warrant. Concurrent with the Merger, the Company completed a separate private placement of 11,305,567 shares of our common stock, together with warrants for the purchase of 940,189 shares of common stock, for gross proceeds of approximately $6,000,000, which included the conversion of $1,546,000 of convertible promissory notes and related accrued interest. The price per unit was $0.53. In conjunction with the 2014 private placement, the Company entered into a Right to Shares Agreement with certain investors. Pursuant to this agreement, 854,989 shares of common stock purchased by the investors were cancelled. The Company is obligated to issue, and the investors have the right to up to 956,354 shares of the Company’s common stock, which includes 101,365 shares that were not issued in the private placement due to beneficial ownership limitations. No additional consideration will be In conjunction with a Warrant-Equity Exchange Agreement in May 2014, the Company entered into a Right to Shares Agreement with an investor. Pursuant to the Right to Shares Agreement, in lieu of issuing 432,479 shares of common stock under the Warrant-Equity Exchange Agreement, the Company granted a right to receive up to 432,479 shares of its common stock. In December, 2014, the right to receive shares of common stock was exercised and 432,479 shares of common stock were issued. No additional consideration was paid upon the exercise of this right and no additional shares are issuable under this Right to Shares Agreement. In conjunction with 2013 private placements, the Company entered into Right to Shares Agreements with certain investors. Pursuant to the Right to Shares Agreements, in lieu of issuing shares of common stock, the Company granted rights to receive shares of its common stock. In December 2014, rights to receive 356,666 shares of common stock were exercised and 356,666 shares of common stock were issued. No additional shares are issuable under this Right to Shares Agreement. The Company assessed the provisions of the Buy-In Share features of the Right to Shares Agreements as an embedded derivative and has concluded that the feature meets the definition of a derivative and is not clearly and closely related to the Rights to Shares equity host agreement. The Buy-In Shares feature has been bifurcated from the Rights to Shares agreement and accounted for separately. The value of this feature was nominal as of the issuance date and December 31, 2014. Warrants for Common Stock In connection with the private placement, the Company issued warrants to purchase a total of 940,189 shares of common stock at an exercise price of $0.53 per share. The warrants have a contractual life of five years and are exercisable immediately in whole or in part, on or before five years from the issuance date. In connection with the Loan and Security Agreement entered into on September 30, 2014, the Company issued a warrant to purchase a total of 471,698 shares of common stock at an exercise price of $0.53 per share. The warrant has a contractual life of ten years and is exercisable immediately in whole or in part, on or before ten years from the issuance date. The Company determined the fair value of the warrant on the date of issuance to be $622,000 using the Black-Scholes option pricing model. Assumptions used were dividend yield of 0%, volatility of 77%, risk free interest rate of 2.5% and a contractual life of ten years. The warrant will expire on September 30, 2024. The fair value of the warrant was recorded as debt issuance costs, included in prepaid expenses and other current assets on the consolidated balance sheets and will be amortized to interest expense over the loan term. During the year ended December 31, 2014, the Company recorded $48,000 of interest expense relating to the debt issuance costs. As of December 31, 2014, the remaining unamortized debt issuance costs were $574,000. In the fourth quarter of 2014 , the Company issued common stock warrants to various vendors and nonemployee contractors to purchase a total of 382,000 shares of common stock at an exercise price of $0.53 per share. The warrants have a contractual life of five years and are exercisable either immediately upon grant or in some cases upon achieving certain milestones or vesting terms. The Company determined the fair value of the warrants using the Black-Scholes option pricing model. Assumptions used were dividend yield of 0%, volatility of 61.3%, risk free interest rate of 1.55% to 1.65% and a contractual life of five years. The fair value of the warrants were recorded as professional consulting fees or clinical costs, which are included in selling, general and administrative and research and development expenses in the consolidated statements of operations for the year ended December 31, 2014, depending on the nature of the services provided. Stock-based compensation expense related to these warrants is recognized as the warrants are earned and was $137,000 for the year ended December 31, 2014. As of December 31, 2014, all of these warrants remain outstanding. |
Note 8 - Summary of Stock Optio
Note 8 - Summary of Stock Options | 9 Months Ended | 12 Months Ended |
Sep. 30, 2015 | Dec. 31, 2014 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||
Disclosure of Compensation Related Costs, Share-based Payments [Text Block] | 8. Summary of Stock Options Stock Option Plans The Company has issued equity awards in the form of stock options from three employee benefit plans. The plans include the Company’s 2005 Stock Incentive Plan (the “2005 Plan”), the Viveve Amended and Restated 2006 Stock Plan (the “2006 Plan”) and the Company’s 2013 Stock Option and Incentive Plan, as amended (the “2013 Plan”). The 2005 Plan was adopted by the Company’s board of directors and approved by its stockholders. As of September 30, 2015, 22,095 shares of common stock remain reserved for issuance under the 2005 Plan. The Company does not intend to grant further awards from the 2005 Plan, however, it will continue to administer the 2005 Plan until all outstanding awards are exercised, expire, terminate or are forfeited. There are currently outstanding stock option awards issued from the 2005 Plan covering a total of 22,095 shares of the Company’s common stock. The weighted average exercise price of the outstanding stock options is $12.83 per share and the weighted average remaining contractual term is 1.61 years. The 2006 Plan was adopted by the board of directors of Viveve and was terminated in conjunction with the Merger. Prior to the Merger, the board of directors voted to accelerate the vesting of all unvested options that were outstanding as of the date of the Merger such that all options would be immediately vested and exercisable by the holders. At the Merger, the Company agreed to assume and administer the 2006 Plan and all outstanding options to purchase shares of Viveve, Inc. common stock issued from the 2006 Plan were converted into options to purchase shares of the Company’s common stock (rounded down to the nearest whole share). The number of shares of the Company’s common stock into which the 2006 Plan options were converted was determined by multiplying the number of shares covered by each 2006 Plan option by the exchange ratio of 0.0080497. The exercise price of each 2006 Plan option was determined by dividing the exercise price of each 2006 Plan option immediately prior to the Merger by the exchange ratio of 0.0080497 (rounded up to the nearest cent). There are currently outstanding stock option awards issued from the 2006 Plan covering a total of 322,069 shares of the Company’s common stock and no shares are available for future awards. The weighted average exercise price of the outstanding stock options is $1.54 per share and the weighted average remaining contractual term is 7.07 years. The 2013 Plan was also adopted by the Company’s board of directors and approved by its stockholders. The 2013 Plan is administered by the Compensation Committee of the Company’s board of directors (the “Administrator”). Under the 2013 Plan, the Company may grant to eligible participants equity awards which may take the form of stock options (both incentive stock options and non-qualified stock options), stock appreciation rights, restricted, deferred or unrestricted stock awards, performance based awards or dividend equivalent rights. Awards may be granted to officers, employees, nonemployee Directors (as defined in the 2013 Plan) and other key persons (including consultants and prospective employees). The term of any stock option award may not exceed 10 years and may be subject to vesting conditions, as determined by the Administrator. Options granted generally vest over four years. Incentive stock options may be granted only to employees of the Company or any subsidiary that is a “subsidiary corporation” within the meaning of Section 424(f) of the Internal Revenue Code. The exercise price of any stock option award cannot be less than the fair market value of the Company’s common stock, provided, however, that an incentive stock option granted to an employee who owns more than 10% of the Company’s outstanding voting power must have an exercise price of no less than 110% of the fair market value of the Company’s common stock and a term that does not exceed five years. On July 22, 2015, the Company’s stockholders approved an amendment to the 2013 Plan increasing the number of shares of common stock authorized for awards under the 2013 Plan from 3,111,587 shares to a total of 10,100,000 shares. As of September 30, 2015, there are outstanding stock option awards issued from the 2013 Plan covering a total of 3,008,619 shares of the Company’s common stock and there remain reserved for future awards 6,769,152 shares of the Company’s common stock. The weighted average exercise price of the outstanding stock options is $0.73 per share, and the remaining contractual term is 9.09 years. Activity under the 2005 Plan, the 2006 Plan and the 2013 Plan is as follows: Nine Months Ended September 30, 2015 Weighted Weighted Average Aggregate Number Average Remaining Intrinsic of Exercise Contractual Value Shares Price Term (years) (in thousands) Options outstanding, beginning of period 2,291,783 $ 1.02 9.32 $ - Options granted 1,082,000 $ 0.61 Options exercised - $ - Options canceled (21,000 ) $ 1.00 Options outstanding, end of period 3,352,783 $ 0.89 8.84 $ 686,174 Vested and exercisable and expected to vest, end of period 3,122,622 $ 0.91 8.81 $ 634,288 Vested and exercisable, end of period 864,510 $ 1.70 7.72 $ 104,545 The aggregate intrinsic value reflects the difference between the exercise price of the underlying stock options and the Company’s closing share price as of September 30, 2015. The options outstanding and exercisable as of September 30, 2015 are as follows: Options Outstanding Options Exercisable Weighted Number Weighted Average Number Weighted Outstanding Average Remaining Exercisable Average Range of as of Exercise Contractual as of Exercise Exercise Prices Sept 30, 2015 Price Term (Years) Sept 30, 2015 Price $0.33 100,000 $ 0.33 9.62 - $ - $0.46 - $0.47 635,000 $ 0.47 9.36 - $ - $0.60 1,881,476 $ 0.60 9.00 475,203 $ 0.60 $0.89 - $0.99 347,000 $ 0.96 9.85 - $ - $1.24 312,373 $ 1.24 7.15 312,373 $ 1.24 $7.00 - $9.00 57,603 $ 8.64 2.08 57,603 $ 8.64 $12.00 - $18.63 19,081 $ 15.29 2.57 19,081 $ 15.29 $37.00 250 $ 37.00 1.98 250 $ 37.00 3,352,783 $ 0.89 8.84 864,510 $ 1.70 Stock-Based Compensation During the three months ended September 30, 2015, the Company granted stock options to employees to purchase 347,000 shares of common stock with a weighted average grant date fair value of $0.51 per share. During the nine months ended September 30, 2015, the Company granted stock options to employees to purchase 1,082,000 shares of common stock with a weighted average grant date fair value of $0.32 per share. During the three and nine months ended September 30, 2014, the Company granted stock options to employees to purchase 1,901,476 shares of common stock with a weighted average grant date fair value of $0.32 per share. Stock-based compensation expense recognized during the three months ended September 30, 2015 and 2014 was $55,000 and $113,000, respectively. Stock-based compensation expense recognized during the nine months ended September 30, 2015 and 2014 was $145,000 and $144,000, respectively. As of September 30, 2015, the total unrecognized compensation cost in connection with unvested stock options was approximately $701,000. These costs are expected to be recognized over a weighted average period of approximately 3.24 years. The Company estimated the fair value of stock options using the Black-Scholes option pricing model. The fair value of employee stock options is being amortized on a straight-line basis over the requisite service period of the awards. The fair value of employee stock options granted was estimated using the following assumptions: Three Months Ended Nine Months Ended September 30, September 30, 2015 2014 2015 2014 Expected term (in years) 5 5 5 5 Average volatility 61% - 62% 61% 61% - 62% 61% Risk-free interest rate 1.50% - 1.69% 1.80% 1.29% - 1.69% 1.80% Dividend yield 0% 0% 0% 0% Option-pricing models require the input of various subjective assumptions, including the option’s expected life and the price volatility of the underlying stock. The expected stock price volatility is based on analysis of the Company’s stock price history over a period commensurate with the expected term of the options, trading volume of comparable companies’ stock, look-back volatilities and Company specific events that affected volatility in a prior period. The expected term of employee stock options represents the weighted average period the stock options are expected to remain outstanding and is based on the history of exercises and cancellations on all past option grants made by the Company, the contractual term, the vesting period and the expected remaining term of the outstanding options. The risk-free interest rate is based on the U.S. Treasury interest rates whose term is consistent with the expected life of the stock options. No dividend yield is included as the Company has not issued any dividends and does not anticipate issuing any dividends in the future. The following table shows stock-based compensation expense included in the condensed consolidated statements of operations for the three and nine months ended September 30, 2015 and 2014 (in thousands): Three Months Ended Nine Months Ended September 30, September 30, 2015 2014 2015 2014 Research and development $ 5 $ - $ 13 $ 1 Selling, general and administrative 50 113 132 143 Total $ 55 $ 113 $ 145 $ 144 | 11 . Summary of Stock Options Stock Option Plans The Company has issued equity awards in the form of stock options from three employee benefit plans. The plans include the PLC 2005 Stock Incentive Plan (the “2005 Plan”), the Viveve Amended and Restated 2006 Stock Plan (the “2006 Plan”) and the PLC 2013 Stock Option and Incentive Plan (the “2013 Plan”). The 2005 Plan was adopted by PLC's Board of Directors and approved by its stockholders. 22,095 shares of common stock remain reserved for issuance under the 2005 Plan. The Company does not intend to grant further awards from the 2005 Plan, however, it will continue to administer the 2005 Plan until all outstanding awards are exercised, expire, terminate or are forfeited. There are currently outstanding stock option awards issued from the 2005 Plan covering a total of 22,095 shares of the Company’s common stock. The weighted average exercise price of the outstanding stock options is $12.83 per share and the weighted average remaining contractual term is 5.30 years. The 2006 Plan was adopted by the Board of Directors of Viveve and was terminated in conjunction with the Merger. Outstanding stock option awards have been assumed by the Company and will continue to be administered in accordance with the terms of the 2006 Plan until such awards are exercised, expire, terminate or are forfeited. There are currently outstanding stock option awards issued from the 2006 Plan covering a total of 322,069 shares of the Company’s common stock and no shares available for future awards. The weighted average exercise price of the outstanding stock options is $1.54 per share and the weighted average remaining contractual term is 7.82 years. Additionally, prior to the Merger, the Board of Directors voted to accelerate the vesting of all unvested options that were outstanding as of the date of the Merger such that all options would be immediately vested and exercisable by the holders. Furthermore, at the Merger, outstanding options to purchase shares of Viveve, Inc. common stock issued from the 2006 Plan were converted into options to purchase shares of the Company’s Common Stock (rounded down to the nearest whole share). The number of shares of the Company’s common stock into which the 2006 Plan options were converted was determined by multiplying the number of shares covered by each 2006 Plan option by the exchange ratio of 0.0080497. The exercise price of each 2006 Plan option was determined by dividing the exercise price of each 2006 Plan option immediately prior to the Merger by the exchange ratio of 0.0080497 (rounded up to the nearest cent). The 2013 Plan was also adopted by PLC's Board of Directors and approved by its stockholders. The 2013 Plan is administered by the Compensation Committee of the Company’s Board of Directors (the “Administrator”). Under the 2013 Plan, the Company may grant to eligible partcipants equity awards which may take the form of stock options (both incentive stock options and non-qualified stock options), stock appreciation rights, restricted, deferred or unrestricted stock awards, performance based awards or dividend equivalent rights. Awards may be granted to officers, employees, non-employee Directors (as defined in the 2013 Plan) and other key persons (including consultants and prospective employees). The term of any stock option award may not exceed 10 years and may be subject to vesting conditions, as determined by the Administrator. Options granted generally vest over four years. Incentive stock options may be granted only to employees of the Company or any subsidiary that is a “subsidiary corporation” within the meaning of Section 424(f) of the Internal Revenue Code. The exercise price of any stock option award cannot be less than the fair market value of the Company’s common stock, provided, however, that an incentive stock option granted to an employee who owns more than 10% of the Company’s outstanding voting power must have an exercise price of no less than 110% of the fair market value of the Company’s common stock and a term that does not exceed five years. There are currently outstanding stock option awards issued from the 2013 Plan covering a total of 1,947,619 shares of the Company’s common stock and there remain reserved for future awards 841,739 shares of the Company’s common stock. The weighted average exercise price of the outstanding stock options is $0.80 per share, and the remaining contractual term is 9.62 years. Concurrent with the Merger, the stockholders approved an amendment to the 2013 Plan to increase the number of shares reserved under the 2013 Plan from 113,826 to 3,111,587. Activity under the 2005 Plan, the 2006 Plan and the 2013 Plan is as follows: Year Ended December 31, 2014 2013 Number of Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term (years) Aggregate Intrinsic Value (in thousands) Number of Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term (years) Aggregate Intrinsic Value (in thousands) Options outstanding, beginning of year 363,413 $ 1.24 8.80 360,531 $ 1.24 9.74 Options granted 1,901,476 $ 0.60 95,581 $ 1.24 Options assumed from PLC 68,238 $ 10.24 - $ - Options exercised (160 ) $ 0.12 - $ - Options canceled (41,184 ) $ 1.83 (92,699 ) $ 1.24 Options outstanding, end of year 2,291,783 $ 1.02 9.32 $ - 363,413 $ 1.24 8.80 $ - Vested and exercisable and expected to vest, end of year 2,099,687 $ 1.06 9.29 $ - 348,865 $ 1.24 8.80 $ - Vested and exercisable, end of year 519,901 $ 2.45 7.89 $ - 120,955 $ 2.48 8.60 $ - As of December 31, 2014, the Company had 841,739 shares available for grant. The aggregate intrinsic value reflects the difference between the exercise price of the underlying stock options and the Company’s closing share price as of December 31, 2014. The options outstanding and exercisable as of December 31, 2014 are as follows (in thousands except share and per share data): Options Outstanding Options Exercisable Weighted Number Weighted Average Number Weighted Outstanding Average Remaining Exercisable Average Range of Exercise Contractual as of Exercise Exercise Prices December 31, 2014 Price Term (Years) December 31, 2014 Price $0.60 1,901,476 $ 0.60 9.64 129,594 $ 0.60 $1.24 312,373 $ 1.24 7.90 312,373 $ 1.24 $7.00 - $9.00 58,603 $ 8.64 7.46 58,603 $ 8.64 $12.00 - $18.63 19,081 $ 15.29 6.54 19,081 $ 15.29 $37.00 250 $ 37.00 3.47 250 $ 37.00 2,291,783 $ 1.02 9.32 519,901 $ 2.45 Stock-Based Compensation During the year ended December 31, 2014, the Company granted stock options to employees to purchase 1,901,476 shares of common stock with a weighted-average grant date fair value of $0.32 per share. Stock-based compensation expense recognized during the year ended December 31, 2014 and 2013 was $184,000 and $87,000, respectively. As of December 31, 2014, the total unrecognized compensation cost in connection with unvested stock options was approximately $496,000 . These costs are expected to be recognized over a period of approximately 3.73 years. The aggregate intrinsic value of options outstanding as of December 31, 2014 and 2013 was $0. The aggregate intrinsic value of options exercised during the years ended December 31, 2014 and 2013 was $0. The total estimated grant date fair value of options vested during the years ended December 31, 2014 and 2013 was $44,000 and $140,000, respectively. The Company estimated the fair value of stock options using the Black-Scholes option pricing model. The fair value of employee stock options is being amortized on a straight-line basis over the requisite service period of the awards. The fair value of employee stock options granted was estimated using the following assumptions: Year Ended Decenber 31, 2014 2013 Expected term (in years) 5 5 Average volatility 61 % 68 % Risk-free interest rate 1.80 % 0.84 % Dividend yield 0 % 0 % Option-pricing models require the input of various subjective assumptions, including the option’s expected life and the price volatility of the underlying stock. The expected stock price volatility is based on analysis of the Company’s stock price history over a period commensurate with the expected term of the options, trading volume of comparable companies’ stock, look-back volatilities and Company specific events that affected volatility in a prior period. The expected term of employee stock options represents the weighted average period the stock options are expected to remain outstanding and is based on the history of exercises and cancellations on all past option grants made by the Company, the contractual term, the vesting period and the expected remaining term of the outstanding options. The risk-free interest rate is based on the U.S. Treasury interest rates whose term is consistent with the expected life of the stock options. No dividend yield is included as the Company has not issued any dividends and does not anticipate issuing any dividends in the future. The following table shows stock-based compensation expense included in the consolidated statements of operations for the years ended December 31, 2014 and 2013 (in thousands): Year Ended Year Ended December 31, 2014 2013 Research and development $ 5 $ - Selling, general and administrative 179 87 Total $ 184 $ 87 Prior to the merger, the Company’s Board of Directors approved the acceleration of vesting of all unvested stock options that were outstanding under the 2006 Plan as of the date of the merger. For the year ended December 31, 2014, the Company recorded additional stock-based compensation expense (primarily in selling, general and administrative expenses in the consolidated statement of operations for the year ended December 31, 2014) of approximately $103,000 associated with the acceleration of vesting of approximately 140,000 affected stock options . |
Note 9 - Income Taxes
Note 9 - Income Taxes | 9 Months Ended | 12 Months Ended |
Sep. 30, 2015 | Dec. 31, 2014 | |
Income Tax Disclosure [Abstract] | ||
Income Tax Disclosure [Text Block] | 9 . Income Taxes Provision for Income Tax The Company calculates its interim tax provision in accordance with the provisions of Accounting Standards Codification (“ASC”) 740-270, “Income Taxes; Interim Reporting”. For interim periods, the Company estimates its annual effective income tax rate and applies the estimated rate to the year-to-date income or loss before income taxes. The Company also computes the tax provision or benefit related to items reported separately and recognizes the items net of their related tax effect in the interim periods in which they occur. The Company also recognizes the effect of changes in enacted tax laws or rates in the interim periods in which the changes occur. The Company’s effective tax rate is 0% for the three and nine months ended September 30, 2015 and 2014. The Company expects that its effective tax rate for the full year 2015 will be 0%. Deferred Income Taxes The Company accounts for income taxes in accordance with ASC 740, “Income Taxes” (“ASC 740”), which requires that deferred tax assets and liabilities be recognized using enacted tax rates for the effect of temporary differences between book and tax bases of recorded assets and liabilities. ASC 740 also requires that deferred tax assets be reduced by a valuation allowance if it is more likely than not that some or all of the deferred tax assets will not be realized. As of December 31, 2014, the Company had a deferred tax asset of approximately $13,900,000 which was fully offset by a valuation allowance. If realized, the asset will be reflected on the Company’s balance sheet and the reversal of the corresponding valuation allowance will result in a tax benefit being recorded in the statement of operations in the respective period. No additional deferred income tax asset has been recorded during the nine months ended September 30, 2015. As of December 31, 2014, the Company had net operating loss carryforwards of approximately $14,487,000 and $14,475,000 available to offset future taxable income, if any, for both federal and California state income tax purposes, respectively. The Company’s federal and state net operating loss carryforwards begin to expire in 2027 and 2017, respectively, and valuation allowances have been provided, where necessary. Utilization of the net operating loss carryforward may be subject to an annual limitation due to the ownership percentage change limitations provided by the Internal Revenue Code of 1986 and similar state provisions. The annual limitation may result in the expiration of the net operating loss before utilization. Uncertain Tax Positions The Company accounts for its uncertain tax positions in accordance with ASC 740. As of December 31, 2014, the Company had $97,000 of unrecognized tax benefits, none of which will affect the effective tax rate if recognized due to the valuation allowance. The Company is not aware of any other uncertain tax positions that could result in significant additional payments, accruals or other material deviation in this estimate during the fiscal year. The Company files US federal and state returns. All tax years remain open in the jurisdictions, none of which have individual significance. The Company recognizes interest and/or penalties related to uncertain tax positions as other expense and not tax expense. The Company currently has no interest and penalties related to uncertain tax positions. | 12. Income Taxes No provision for income taxes has been recorded due to the net operating losses incurred from inception to date, for which no benefit has been recorded. A reconciliation of the U.S. statutory income tax rate to the Company’s effective tax rate is as follows: Year Ended December 31, 2014 2013 Income tax provision (benefit) at statutory rate (34 )% (34 )% State income taxes, net of federal benefit (6 )% (6 )% Merger transaction costs 6 % - Change in valuation allowance 37 % 39 % Other (3 )% 1 % Effective tax rate 0 % 0 % The components of the Company’s net deferred tax assets and liabilities are as follows (in thousands): December 31, 2014 2013 Deferred tax assets: Net operating loss carryforwards $ 5,770 $ 4,203 Capitalized start up costs 7,751 7,156 Research and development credits 189 162 Accruals and reserves 169 99 Total deferred tax assets 13,879 11,620 Deferred tax liabilities: Depreciation and amortization (13 ) (11 ) Valuation allowance (13,866 ) (11,609 ) Net deferred tax assets $ - $ - The Company has recorded a full valuation allowance for its deferred tax assets based on it past losses and the uncertainty regarding the ability to project future taxable income. The valuation allowance increased by approximately $2,257,000 and $1,642,000 during the years ended December 31, 2014 and 2013, respectively. As of December 31, 2014, the Company has net operating loss carryforwards for federal and state income tax purposes of approximately $14,487,000 and $14,475,000 respectively, which expire beginning in the year 2017. The Company also has federal and California research and development tax credits of approximately $165,000 and $159,000 respectively. The federal research credits will begin to expire in 2027 and the California research and development credits have no expiration date. The above net operating losses and research and development credits are subject to Sections 382 and 383 of the Internal Revenue Code. In the event of a change in ownership as defined by these code sections, the usage of the above mentioned net operating losses and research and development credits may be limited. As of December 31, 2014, the Company had not accrued any interest or penalties related to uncertain tax positions. A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows (in thousands): Year Ended December 31, 2014 2013 Balance as of the beginning of the year $ 83 $ 83 Additions based upon tax positions related to the current year 14 - Balance as of the end of the year $ 97 $ 83 If the ending balance of $97,000 of unrecognized tax benefits as of December 31, 2014 were recognized, none of the recognition would affect the income tax rate. The Company does not anticipate any material change in its unrecognized tax benefits over the next twelve months. The unrecognized tax benefits may change during the next year for items that arise in the ordinary course of business. The Company files U.S. federal and state income tax returns with varying statutes of limitations. All tax years since inception remain open to examination due to the carryover of unused net operating losses and tax credits. |
Note 10 - Related Party Transac
Note 10 - Related Party Transactions | 9 Months Ended | 12 Months Ended |
Sep. 30, 2015 | Dec. 31, 2014 | |
Related Party Transactions [Abstract] | ||
Related Party Transactions Disclosure [Text Block] | 10. Related Party Transactions In June 2006, the Company entered into a Development and Manufacturing Agreement with Stellartech Research Corporation (the “Agreement”). The Agreement was amended on October 4, 2007. Under the Agreement, the Company agreed to purchase 300 generators manufactured by Stellartech. As of September 30, 2015, the Company has purchased 50 units. The price per unit is variable and dependent on the volume and timing of units ordered. In conjunction with the Agreement, Stellartech purchased 300,000 shares of common stock at par value (2,415 shares of the Company’s common stock post-merger based on the exchange ratio of 0.0080497). These shares are subject to a right of repurchase by the Company, which lapse over a four-year period. As of September 30, 2015 and December 31, 2014, none of the shares of common stock were subject to repurchase. Under the Agreement, the Company paid Stellartech $1,871,000 and $182,000 for goods and services during the three months ended September 30, 2015 and 2014, respectively, and $3,082,000 and $345,000 for goods and services during the nine months ended September 30, 2015 and 2014, respectively. | 13 . Related Party Transactions In June 2006, the Company entered into a Development and Manufacturing Agreement with Stellartech Research Corporation (the “Agreement”). The Agreement was amended on October 4, 2007. Under the Agreement, the Company agreed to purchase 300 generators manufactured by Stellartech. As of December 31, 2014, the Company has purchased 23 units. The price per unit is variable and dependent on the volume and timing of units ordered. In conjunction with the Agreement, Stellartech purchased 300,000 shares of common stock at par value. These shares are subject to a right of repurchase by the Company, which lapse over a four-year period. As of December 31, 2012, none of the shares of common stock were subject to repurchase. Under the Agreement, the Company paid Stellartech $484,000 and $33,000 for goods and services during the years ended December 31, 2014 and 2013, respectively. |
Note 11 - Subsequent Events
Note 11 - Subsequent Events | 9 Months Ended | 12 Months Ended |
Sep. 30, 2015 | Dec. 31, 2014 | |
Subsequent Events [Abstract] | ||
Subsequent Events [Text Block] | 11. Subsequent Events A total of 7,500 shares issuable pursuant to warrants issued to a vendor in October 2014 were cancelled in October 2015 as the milestones related to these shares were not achieved. | 15 . Subsequent Events In January 2015, the Company entered into an amendment to the operating lease agreement for its current office and laboratory facilities which extended the lease term to March 2017. Future minimum payments under the lease, as amended, are as follows: Year Ending December 31, 2015 $ 199 2016 229 2017 58 Total minimum lease payments $ 486 In February 2015, the Company entered into an amendment to the loan and security agreement dated September 30, 2014, whereby $500,000 of the second tranche was provided to us on February 19, 2015 and the remaining $1 million was subject to (i) evidence acceptable to the lender of at least 50% enrollment in the OUS Clinical Trial no later than March 9, 2015 and (ii) documentation or other evidence acceptable to the lender of a prospective equity financing to close by April 15, 2015. On March 16, 2015, we have received an additional $500,000 in connection with a drawdown of funds from the second tranche. Additionally, the amendment modified the third tranche of $1 million to permit the Company to draw down at any time during the period beginning on the date that we have provided evidence acceptable to the lender of positive interim 3-month results from the OUS Clinical Trial until June 30, 2015. The amendment also modifies certain covenants, including, but not limited to, covenants to achieve specified revenue levels, OUS Clinical Trial milestones and capital raising requirements. In connection with the loan amendment, the Company also amended the terms of the warrant issued to the lender to provide for an automatic increase of the number of shares the lender may acquire in the event the Company fails to meet certain covenants to achieve certain OUS Clinical Trial milestones or capital raising requirements as set forth in the loan agreement, as amended, by a number equal to the quotient derived by dividing (i) 1% of the principal balance outstanding under the loan agreement by (ii) the exercise price of $0.53 per share. |
Note 4 - Property and Equipment
Note 4 - Property and Equipment, Net | 12 Months Ended |
Dec. 31, 2014 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment Disclosure [Text Block] | 4. Property and Equipment, Net Property and equipment, net, consisted of the following as of December 31, 2014 and 2013 (in thousands): Life December 31, (in years) 2014 2013 Medical equipment 5 $ 367 $ 277 Computer equipment 3 39 32 Furniture and fixtures 7 13 13 419 322 Less: Accumulated depreciation and amortization (232 ) (194 ) Property and equipment, net $ 187 $ 128 Depreciation and amortization expense for the years ended December 31, 2014 and 2013 was $56,000 and $66,000, respectively. |
Note 7 - Related Party Converti
Note 7 - Related Party Convertible Bridge Notes | 12 Months Ended |
Dec. 31, 2014 | |
Related Party Convertible Bridge Notes [Member] | |
Note 7 - Related Party Convertible Bridge Notes [Line Items] | |
Long-term Debt [Text Block] | 7 . Related Party Convertible Bridge Notes In November 2012, the Company issued $1,000,000 in convertible promissory notes to related parties. The notes accrue interest at 8% per annum and mature at the earlier of i) the date upon which the majority note holders demand repayment after May 15, 2013 or ii) the date of the closing of a qualified financing in which the Company issues common or preferred stock for gross proceeds of not less than $5,000,000. As of December 31, 2014 and 2013, the outstanding principal balance was $0 and $1,000,000. Because the holders had the ability to demand repayment after May 15, 2013, the Company classified all of the outstanding debt balance and related accrued interest of $89,000 as a current liability as of December 31, 2013. In connection with the Merger, these convertible promissory notes were extinguished. On February 13, 2013, the Company entered into a note purchase agreement (“2013 Note Purchase Agreement”) with related parties to which it was authorized to issue and sell convertible promissory notes up to $1,500,000 in the aggregate, of which $1,000,000 was issued. These notes were intended as bridge financing to a planned alternative public offering in the second quarter of 2013. The notes accrue interest at 8% per annum and mature at the earlier of the date upon which the majority note holders demand repayment after August 13, 2013 or the date of the closing of a qualified financing in which the Company issues common or preferred stock for gross proceeds of not less than $5,000,000 excluding the conversion of these notes and the November 2012 notes. The notes convert into the number of shares equal to the principal and unpaid accrued interest divided by the conversion price, which is defined as 80% of the purchase price in the qualified financing. If the Company does not execute a qualified financing, the holders may elect conversion of the notes prior to the maturity date of August 13, 2013. Under the elective conversion, the notes convert into the number of the next equity financing shares or shares of Series B convertible preferred stock that are equal to the principal and the unpaid accrued interest divided by the conversion price. The conversion price is defined as 80% of the price paid by the investors in the next equity financing series or $0.05, if the notes are converted into the Series B convertible preferred stock. In April 2013, the Company completed another closing of the 2013 Note Purchase Agreement for $500,000. On June 3, 2013, the Company entered into an amendment to the 2013 Note Purchase Agreement to increase the total amount of the convertible promissory notes up to $2,000,000 in the aggregate if issued before June 30, 2013. In June 2013, the Company completed another closing of the 2013 Note Purchase Agreement for $500,000. On August 7, 2013, the Company entered into an amendment to the 2013 Note Purchase Agreement to increase the total amount of the convertible promissory notes up to $2,500,000 in the aggregate if issued before August 28, 2013. In August 2013, the Company completed another closing of the 2013 Note Purchase Agreement for $500,000. As of December 31, 2014 and 2013, the outstanding principal balance was $0 and $2,500,000. Because the holders had the ability to demand repayment after August 13, 2013, the Company classified all of the outstanding debt balance and related accrued interest of $130,000 as a current liability as of December 31, 2013. In connection with the Merger, these convertible promissory notes were extinguished. On September 27, 2013, the Company entered into a note purchase agreement (“September 2013 Note Purchase Agreement”) with related parties to which it was authorized to issue and sell convertible promissory notes up to $500,000 in the aggregate. These notes were intended as bridge financing to a planned APO in the third quarter of 2013. The notes accrue interest at 8% per annum and mature at the earlier of the date upon which the majority note holders demand repayment after March 31, 2014 or the date of the closing of a qualified financing in which the Company issues common or preferred stock for gross proceeds of not less than $5,000,000 excluding the conversion of these notes, the November 2012 notes and the 2013 Note Purchase Agreement. The notes convert into the number of shares equal to the principal and unpaid accrued interest divided by the conversion price, which is defined as 70% of the purchase price in the qualified financing. If the Company does not execute a qualified financing, the holders may elect conversion of the notes prior to the maturity date of March 31, 2014. Under the elective conversion, the notes convert into the number of the next equity financing shares or shares of Series B convertible preferred stock that are equal to the principal and the unpaid accrued interest divided by the conversion price. The conversion price is defined as 70% of the price paid by the investors in the next equity financing series or $0.05, if the notes are converted into the Series B convertible preferred stock. As of December 31, 2014 and 2013, the outstanding principal balance was $0 and $500,000. Because the holders had the ability to demand repayment after March 31, 2014, the Company classified all of the outstanding debt balance and related accrued interest of $10,000 as a current liability as of December 31, 2013. In connection with the Merger, these convertible promissory notes were extinguished. On November 12, 2013, the Company entered into a note purchase agreement (“November 2013 Note Purchase Agreement”) with related parties to which it was authorized to issue and sell convertible promissory notes up to $500,000 in the aggregate. These notes were intended as bridge financing to a planned APO in the fourth quarter of 2013. The notes accrue interest at 8% per annum and mature at the earlier of the date upon which the majority note holders demand repayment after March 31, 2014 or the date of the closing of a qualified financing in which the Company issues common or preferred stock for gross proceeds of not less than $5,000,000 excluding the conversion of these notes, the November 2012 notes and the 2013 Note Purchase Agreement. The notes convert into the number of shares equal to the principal and unpaid accrued interest divided by the conversion price, which is defined as 70% of the purchase price in the qualified financing. If the Company does not execute a qualified financing, the holders may elect conversion of the notes prior to the maturity date of March 31, 2014. Under the elective conversion, the notes convert into the number of the next equity financing shares or shares of Series B convertible preferred stock that are equal to the principal and the unpaid accrued interest divided by the conversion price. The conversion price is defined as 70% of the price paid by the investors in the next equity financing series or $0.05, if the notes are converted into the Series B convertible preferred stock. As of December 31, 2014 and 2013, the outstanding principal balance was $0 and $500,000. Because the holders had the ability to demand repayment after March 31, 2014, the Company classified all of the outstanding debt balance and related accrued interest of $5,000 as a current liability as of December 31, 2013. In connection with the Merger, these convertible promissory notes were extinguished. On December 27, 2013, the Company entered into a note purchase agreement (“December 2013 Note Purchase Agreement”) with related parties to which it was authorized to issue and sell convertible promissory notes up to $375,000 in the aggregate. These notes were intended as bridge financing to a planned APO in the first quarter of 2014. The notes accrue interest at 9% per annum and mature at the earlier of the date upon which the majority note holders demand repayment after March 31, 2014 or the date of the closing of a qualified financing in which the Company issues common or preferred stock for gross proceeds of not less than $5,000,000 excluding the conversion of these notes, the November 2012 notes and the 2013 Note Purchase Agreement. The notes convert into the number of shares equal to the principal and unpaid accrued interest divided by the conversion price, which is defined as 70% of the purchase price in the qualified financing. If the Company does not execute a qualified financing, the holders may elect conversion of the notes prior to the maturity date of March 31, 2014. Under the elective conversion, the notes convert into the number of the next equity financing shares or shares of Series B convertible preferred stock that are equal to the principal and the unpaid accrued interest divided by the conversion price. The conversion price is defined as 70% of the price paid by the investors in the next equity financing series or $0.05, if the notes are converted into the Series B convertible preferred stock. As of December 31, 2014 and 2013, the outstanding principal balance was $0 and $375,000. Because the holders had the ability to demand repayment after March 31, 2014, the Company classified all of the outstanding debt balance and related accrued interest of $1,000 as a current liability as of December 31, 2013. In connection with the Merger, these convertible promissory notes were extinguished. On March 5, 2014, the Company entered into a note purchase agreement in which it was authorized to issue and sell up to $1,250,000 in aggregate principal amount of convertible promissory notes of which $200,000 was issued. In May 2014, the Company completed another sale of convertible promissory notes in the aggregate principal amount of $1,050,000. The notes accrued interest at 9% per annum and converted into common stock in connection with the private placement. On July 7, 2014, the Company entered into a note purchase agreement in which it was authorized to issue convertible promissory notes up to $250,000 in the aggregate. The notes accrue interest at 9% per annum and converted into common stock in connection with the private placement. Pursuant to the Company’s amendment to the note purchase agreement dated November 20, 2012, effective February 13, 2013, the above notes payable would be redeemable upon a change of control of the Company at an amount equal to 300% of the outstanding principal amount and accrued and unpaid interest on the notes as of the time of a change of control. A change of control will occur in the event the Company enters into a transaction where the holders of the voting securities no longer own a majority of the total outstanding voting securities once the transaction is completed or a disposition of substantially all assets occurs. The sale of stock for capital raising purposes or an alternative public offering involving a reverse merger into a public shell company for capital raising purposes is excluded from the Company’s definition of a change of control. The Company has determined that the value of this provision is not material and as such did not record a liability on the Company’s consolidated financial statements as of December 31, 2013. All of these notes were extinguished as part of the Merger Agreement. |
Note 10 - Convertible Preferred
Note 10 - Convertible Preferred Stock | 12 Months Ended |
Dec. 31, 2014 | |
Disclosure Text Block Supplement [Abstract] | |
Preferred Stock [Text Block] | 10 . Convertible Preferred Stock As part of the Merger Agreement, all shares of the Series A convertible preferred stock and Series B convertible preferred stock converted to common stock, pursuant to the conversion rights. The holders of preferred stock had various rights and preferences as follows: Dividends The preferred stockholders were entitled to receive, when and as declared by the Board of Directors, out of funds legally available, cash dividends in the amount of $0.0488 and $0.004, respectively, per share, per year for each share of Series A and Series B outstanding in preference and priority to any declaration or payment of any distribution on common stock in such calendar year. These dividends are noncumulative. No distributions could be made to common stock unless all declared dividends on preferred stock have been paid or set aside for payment. No dividends have been declared to date. Liquidation Upon liquidation, dissolution or winding up of the Company, either voluntary or involuntary, the holders of the Series A and Series B were entitled to receive an amount per share equal to the original issuance price for the preferred stock (as adjusted for any stock dividends, stock splits or recapitalization and similar events), plus all declared and unpaid dividends thereon to the date fixed for such distribution. If upon the liquidation event, there were insufficient funds to permit the payment to stockholders of the full preferential amounts, then the entire assets and funds of the Company would be distributed ratably among the holders of preferred stock. Conversion At the option of the holder thereof, each share of preferred stock was convertible, at the option of the holder at any time after the date of issuance into fully paid and non-assessable shares of common stock as determined by dividing the applicable original issue price for such series by the conversion price for such series. The conversion price was $0.05 for Series A and Series B. Each share of preferred stock was to automatically be converted into shares of common stock at their respective conversion price immediately upon the earlier of (A) immediately prior to the closing of a firm commitment underwritten initial public offering pursuant to a registration statement under the Securities Act of 1933 covering the offering and sale of the Company’s common stock provided the aggregate gross proceeds to the Company and/or selling stockholders was not less than $30,000,000 prior to underwriters’ commissions and expenses, or (B) upon receipt of a written request for conversion from the holders of a majority of the voting power of the outstanding shares of preferred stock. Voting Each holder of preferred stock was entitled to the number of votes equal to the number of shares of common stock into which such holder’s shares of preferred stock could be converted as of the record date. The holders of shares of the preferred stock were entitled to vote on all matters on which the common stock was entitled to vote. The holders of preferred stock, voting as a separate class, were entitled to elect two members of the Board of Directors. The holders of common stock, voting as a separate class, were entitled to elect one member of the Board of Directors. Any additional members of the Board of Directors were to be elected by the holders of common stock and preferred stock, voting together as a single class. Warrants for Convertible Preferred Stock In connection with the loan and security agreement entered into in December 2008, the Company issued a warrant to purchase a total of 196,721 shares of Series A at an exercise price of $0.61 per share. The warrant had a contractual life of ten years and was exercisable immediately in whole or in part, on or before ten years from the issuance date. The Company determined the value of the warrant on the date of issuance to be $54,000 using the Black-Scholes option pricing model. Assumptions used were dividend yield of 0%, volatility of 79%, risk free interest rate of 2.7% and a contractual life of ten years. The warrant was to expire on December 2, 2018. The fair value of the warrant was recorded as a debt issuance cost in other assets and was amortized to interest expense over the draw down term of the loan. The entire amount of the warrant was amortized to interest expense in the year ended December 31, 2008. The fair value of the warrant was re-measured as of the date of the Merger, September 23, 2014, and December 31, 2013 and $10,000 and $7,000 were recorded to other income (expense), net, respectively, for the years ended December 31, 2014 and 2013. The warrants were extinguished in connection with the Merger. In connection with the Series A offering in 2009, the Company issued warrants to purchase 245,900 shares of Series A for $0.61 per share in April 2009. The warrants had a contractual life of ten years and were exercisable immediately in whole or in part, on or before ten years from the issuance date. The Company determined the fair value of the warrants on the date of issuance to be $70,000 using the Black-Scholes option pricing model. Assumptions used were dividend yield of 0%, volatility of 79%, risk free interest rate of 2.8% and a contractual life of ten years. The warrants were to expire on April 2, 2019. The fair value of the warrants was recorded as an equity issuance cost. The fair value of the warrants was re-measured as of the date of the Merger, September 23, 2014, and December 31, 2013 and $12,000 and $9,000 were recorded to other income (expense), net, respectively, for the years ended December 31, 2014 and 2013. The warrants were extinguished in connection with the Merger. In connection with the loan and security agreement entered into in November 2010, the Company issued a warrant to purchase a total of 163,934 shares of Series A at an exercise price of $0.61 per share. The warrant had a contractual life of ten years and was exercisable immediately in whole or in part, on or before ten years from the issuance date. The Company determined the value of the warrant on the date of issuance to be $47,000 using the Black-Scholes option pricing model. Assumptions used were dividend yield of 0%, volatility of 79%, risk free interest rate of 2.9% and a contractual life of ten years. The warrant was to expire on November 19, 2020. The fair value of the warrant was recorded as a debt discount and amortized to interest expense over the life of the loan. The fair value of the warrant was re-measured as of the date of the Merger, September 23, 2014, and December 31, 2013 and $2,000 and $2,000 were recorded to other income (expense), net, respectively, for the years ended December 31, 2014 and 2013. The warrants were extinguished in connection with the Merger. In connection with the loan and security agreement entered into in April 2012, the Company issued a warrant to purchase a total of 73,770 shares of Series A at an exercise price of $0.61 per share. The warrant had a contractual life of ten years and was exercisable immediately in whole or in part, on or before ten years from the issuance date. The Company determined the value of the warrant on the date of issuance to be $27,000 using the Black-Scholes option pricing model. Assumptions used were dividend yield of 0%, volatility of 92%, risk free interest rate of 1.98% and a contractual life of ten years. The warrant was to expire on April 19, 2022. The fair value of the warrant was recorded as a debt discount and amortized to interest expense over the life of the loan. The fair value of the warrant was re-measured as of the date of the Merger, September 23, 2014, and December 31, 2013 and $3,000 and $2,000 was recorded to other income (expense), net, respectively, for the years ended December 31, 2014 and 2013. The warrants were extinguished in connection with the Merger. In May 2011, in connection with the issuance of convertible promissory notes, the Company issued warrants to purchase 2,000,000 shares of Series B at an exercise price of $0.05 per share. The warrants had a contractual life of ten years and were exercisable immediately in whole or in part, on or before ten years from the issuance date. The Company determined the value of the warrants on the date of issuance to be $84,000 using the Black-Scholes option pricing model. Assumptions used were dividend yield of 0%, volatility of 84%, risk free interest rate of 3.2% and a contractual life of ten years. The warrants were to expire on May 9, 2021. The fair value of the warrants was recorded as a debt discount and amortized to interest expense over the life of the loan. The fair value of the warrants was re-measured as of the date of the Merger, September 23, 2014, and December 31, 2013 and $2,000 and $6,000 were recorded to other income (expense), net, respectively, for the years ended December 31, 2014 and 2013. The warrants were extinguished in connection with the Merger. In June 2011, in connection with the issuance of convertible promissory notes, the Company issued warrants to purchase 4,000,000 shares of Series B at an exercise price of $0.05 per share. The warrants had a contractual life of ten years and were exercisable immediately in whole or in part, on or before ten years from the issuance date. The Company determined the value of the warrants on the date of issuance to be $168,000 using the Black-Scholes option pricing model. Assumptions used were dividend yield of 0%, volatility of 84%, risk free interest rate of 3.2% and a contractual life of ten years. The warrants were to expire on June 30, 2021. The fair value of the warrants was recorded as a debt discount and amortized to interest expense over the life of the loan. The fair value of the warrants was re-measured as of the date of the Merger, September 23, 2014, and December 31, 2013 and $4,000 and $12,000 were recorded to other income (expense), net, respectively, for the years ended December 31, 2014 and 2013. The warrants were extinguished in connection with the Merger. In September 2011, in connection with the issuance of convertible promissory notes, the Company issued warrants to purchase 4,000,000 shares of Series B at an exercise price of $0.05 per share. The warrants had a contractual life of ten years and were exercisable immediately in whole or in part, on or before ten years from the issuance date. The Company determined the value of the warrants on the date of issuance to be $168,000 using the Black-Scholes option pricing model. Assumptions used were dividend yield of 0%, volatility of 84%, risk free interest rate of 2.0% and a contractual life of ten years. The warrants were to expire on September 9, 2021. The fair value of the warrants was recorded as a debt discount and amortized to interest expense over the life of the loan. The fair value of the warrants was re-measured as of the date of the Merger, September 23, 2014, and December 31, 2013 and $0 and $12,000 was recorded to other income (expense), net, respectively, for the years ended December 31, 2014 and 2013. The warrants were extinguished in connection with the Merger. In November 2011, in connection with the issuance of convertible promissory notes, the Company issued warrants to purchase 1,000,000 shares of Series B at an exercise price of $0.05 per share. The warrants had a contractual life of ten years and were exercisable immediately in whole or in part, on or before ten years from the issuance date. The Company determined the value of the warrants on the date of issuance to be $42,000 using the Black-Scholes option pricing model. Assumptions used were dividend yield of 0%, volatility of 84%, risk free interest rate of 2.1% and a contractual life of ten years. The warrants were to expire on November 30, 2021. The fair value of the warrants was recorded as a debt discount and amortized to interest expense over the life of the loan. The fair value of the warrants was re-measured as of the date of the Merger, September 23, 2014, and December 31, 2013 and $1,000 and $2,000 were recorded to other income (expense), net, respectively, for the years ended December 31, 2014 and 2013. The warrants were extinguished in connection with the Merger. In December 2011, in connection with the issuance of convertible promissory notes, the Company issued warrants to purchase 1,000,000 shares of Series B at an exercise price of $0.05 per share. The warrants had a contractual life of ten years and were exercisable immediately in whole or in part, on or before ten years from the issuance date. The Company determined the value of the warrants on the date of issuance to be $41,000 using the Black-Scholes option pricing model. Assumptions used were dividend yield of 0%, volatility of 84%, risk free interest rate of 1.8% and a contractual life of ten years. The warrants were to expire on December 19, 2021. The fair value of the warrants was recorded as a debt discount and amortized to interest expense over the life of the loan. The fair value of the warrants was re-measured as of the date of the Merger, September 23, 2014, and December 31, 2013 and $1,000 and $2,000 were recorded to other income (expense), net, respectively, for the years ended December 31, 2014 and 2013. The warrants were extinguished in connection with the Merger. In January 2012, in connection with the issuance of convertible promissory notes, the Company issued warrants to purchase 910,445 shares of Series B at an exercise price of $0.05 per share. The warrants had a contractual life of ten years and were exercisable immediately in whole or in part, on or before ten years from the issuance date. The Company determined the value of the warrants on the date of issuance to be $37,000 using the Black-Scholes option pricing model. Assumptions used were dividend yield of 0%, volatility of 84%, risk free interest rate of 1.8% and a contractual life of ten years. The warrants were to expire on January 31, 2022. The fair value of the warrants was recorded as a debt discount and amortized to interest expense over the life of the loan. The fair value of the warrants was re-measured as of the date of the Merger, September 23, 2014, and December 31, 2013 and $4,000 and $2,000 were recorded to other income (expense), net, respectively, for the years ended December 31, 2014 and 2013. The warrants were extinguished in connection with the Merger. In February 2012, in connection with the issuance of convertible promissory notes, the Company issued warrants to purchase 738,535 shares of Series B at an exercise price of $0.05 per share. The warrants had a contractual life of ten years and were exercisable immediately in whole or in part, on or before ten years from the issuance date. The Company determined the value of the warrants on the date of issuance to be $31,000 using the Black-Scholes option pricing model. Assumptions used were dividend yield of 0%, volatility of 84%, risk free interest rate of 1.98% and a contractual life of ten years. The warrants were to expire on February 27, 2022. The fair value of the warrants was recorded as a debt discount and amortized to interest expense over the life of the loan. The fair value of the warrants was re-measured as of the date of the Merger, September 23, 2014, and December 31, 2013 and $3,000 and $1,000 were recorded to other income (expense), net, respectively, for the years ended December 31, 2014 and 2013. The warrants were extinguished in connection with the Merger. In April 2012, in connection with the issuance of convertible promissory notes, the Company issued warrants to purchase 2,351,019 shares of Series B at an exercise price of $0.05 per share. The warrants had a contractual life of ten years and were exercisable immediately in whole or in part, on or before ten years from the issuance date. The Company determined the value of the warrants on the date of issuance to be $99,000 using the Black-Scholes option pricing model. Assumptions used were dividend yield of 0%, volatility of 84%, risk free interest rate of 2.0% and a contractual life of ten years. The warrants were to expire on April 16, 2022. The fair value of the warrants was recorded as a debt discount and amortized to interest expense over the life of the loan. The fair value of the warrants was re-measured as of the date of the Merger, September 23, 2014, and December 31, 2013 and $9,000 and $5,000 were recorded to other income (expense), net, respectively, for the years ended December 31, 2014 and 2013. The warrants were extinguished in connection with the Merger. Convertible preferred stock warrants outstanding as of December 31, 2013 were as follows: Number of Shares Series Outstanding Fair Value Exercisable Expiration Exercise Under December 31, Issuance Date for Date Price Warrants 2013 December 2008 Series A December 2, 2018 $ 0.61 196,721 $ 44,000 April 2009 Series A April 2, 2019 0.61 245,900 58,000 November 2010 Series A November 19, 2020 0.61 163,934 47,000 May 2011 Series B May 6, 2021 0.05 2,000,000 54,000 June 2011 Series B June 30, 2021 0.05 4,000,000 108,000 September 2011 Series B September 9, 2021 0.05 4,000,000 108,000 November 2011 Series B November 30, 2021 0.05 1,000,000 28,000 December 2011 Series B December 19, 2021 0.05 1,000,000 28,000 January 2012 Series B January 31, 2022 0.05 910,445 28,000 February 2012 Series B February 28, 2022 0.05 738,535 23,000 April 2012 Series B April 16, 2022 0.05 2,351,019 73,000 April 2012 Series A April 19, 2022 0.61 73,770 25,000 16,680,324 $ 624,000 |
Note 14 - Segments and Geograph
Note 14 - Segments and Geographic Information | 12 Months Ended |
Dec. 31, 2014 | |
Segment Reporting [Abstract] | |
Segment Reporting Disclosure [Text Block] | 14 . Segments and Geographic Information Revenue from unaffiliated customers by geographic area were as follows (in thousands): Year Ended December 31, 2014 2013 Hong Kong $ 43 $ - Japan 40 152 Canada 4 - Other 3 - $ 90 $ 152 The Company’s long-lived assets by geographic area were as follows (in thousands): December 31, 2014 2013 United States $ 60 $ 98 Canada 21 30 Europe 106 - $ 187 $ 128 Long-lived assets, comprised of property and equipment, are reported based on the location of the assets at each balance sheet date. |
Accounting Policies, by Policy
Accounting Policies, by Policy (Policies) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2015 | Dec. 31, 2014 | |
Accounting Policies [Abstract] | ||
Use of Estimates, Policy [Policy Text Block] | Use of Estimates The preparation of condensed consolidated financial statements in conformity with US GAAP requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues, and expenses and the related disclosure of contingent assets and liabilities. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates. In addition, any change in these estimates or their related assumptions could have an adverse effect on our operating results. | Use of Estimates The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues, and expenses and the related disclosure of contingent assets and liabilities. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates. In addition, any change in these estimates or their related assumptions could have an adverse effect on our operating results. |
Concentration Risk, Credit Risk, Policy [Policy Text Block] | Concentration of Credit Risk and Other Risks and Uncertainties To achieve profitable operations, the Company must successfully develop, manufacture, and market its products. There can be no assurance that any such products can be developed or manufactured at an acceptable cost and with appropriate performance characteristics, or that such products will be successfully marketed. These factors could have a material adverse effect upon the Company’s financial results, financial position, and future cash flows. The Company’s products may require approval from the U.S. Food and Drug Administration or other international regulatory agencies prior to commencing commercial sales. There can be no assurance that the Company’s products will receive any of these required approvals. If the Company was denied such approvals or such approvals were delayed, it would have a material adverse impact on the Company’s financial results, financial position and future cash flows. The Company is subject to risks common to companies in the medical device industry including, but not limited to, new technological innovations, dependence on key personnel, protection of proprietary technology, compliance with government regulations, uncertainty of market acceptance of products, product liability, and the need to obtain additional financing. The Company’s ultimate success is dependent upon its ability to raise additional capital and to successfully develop and market its products. The Company outsources the manufacture and repair of the Viveve System to a single contract manufacturer. Also, certain other components and materials that comprise the Viveve System are currently manufactured by a single supplier or a limited number of suppliers. A significant supply interruption or disruption in the operations of the contract manufacturer or these third-party suppliers would adversely impact the production of our products for a substantial period of time, which could have a material adverse effect on our business, financial condition, operating results and cash flows. During the three months ended September 30, 2015, three customers accounted for 93% of the Company’s revenue. During the three months ended September 30, 2014, two customers accounted for 79% of the Company’s revenue. During the nine months ended September 30, 2015, three customers accounted for 83% of the Company’s revenue. During the nine months ended September 30, 2014, three customers accounted for 94% of the Company’s revenue. | Concentration of Credit Risk and Other Risks and Uncertainties To achieve profitable operations, the Company must successfully develop, manufacture, and market its products. There can be no assurance that any such products can be developed or manufactured at an acceptable cost and with appropriate performance characteristics, or that such products will be successfully marketed. These factors could have a material adverse effect upon the Company’s financial results, financial position, and future cash flows. The Company’s products may require approval from the U.S. Food and Drug Administration or other international regulatory agencies prior to commencing commercial sales. There can be no assurance that the Company’s products will receive any of these required approvals. If the Company was denied such approvals or such approvals were delayed, it would have a material adverse impact on the Company’s financial results, financial position and future cash flows. The Company is subject to risks common to companies in the medical device industry including, but not limited to, new technological innovations, dependence on key personnel, protection of proprietary technology, compliance with government regulations, uncertainty of market acceptance of products, product liability, and the need to obtain additional financing. The Company’s ultimate success is dependent upon its ability to raise additional capital and to successfully develop and market its products. During the year ended December 31, 2014, two customers accounted for 91% of the Company’s revenue. During the year ended December 31, 2013, three customers accounted for 100% of the Company’s revenue. |
Revenue Recognition, Policy [Policy Text Block] | Revenue Recognition The Company recognizes revenue from the sale of its products, the Viveve® System, single-use treatment tips and ancillary consumables. Revenue is recognized upon delivery, provided that persuasive evidence of an arrangement exists, the price is fixed or determinable and collection of the resulting receivable is reasonably assured. Sales of Viveve’s products are subject to regulatory requirements that vary from country to country. The Company has regulatory clearance outside the U.S. and currently sells the Viveve System in Canada, Hong Kong, Japan and Europe. The Company does not provide its customers with a contractual right of return. | Revenue Recognition The Company recognizes revenue from the sale of its products, the Viveve® System, single-use treatment tips and ancillary consumables. Revenue is recognized upon delivery, provided that persuasive evidence of an arrangement exists, the price is fixed or determinable and collection of the resulting receivable is reasonably assured. Sales of Viveve’s products are subject to regulatory requirements that vary from country to country. The Company has regulatory clearance outside the U.S. and currently sells the Viveve System in Canada, Hong Kong and Japan. The Company does not provide its customers with a contractual right of return. |
Standard Product Warranty, Policy [Policy Text Block] | Product Warranty The Company’s products are generally subject to a one year warranty, which provides for the repair, rework or replacement of products (at its option) that fail to perform within stated specification. The Company has assessed the historical claims and, to date, product warranty claims have not been significant. The Company will continue to assess the need to record a warranty accrual at the time of sale going forward. | Product Warranty The Company’s products are generally subject to a one year warranty, which provides for the repair, rework or replacement of products (at its option) that fail to perform within stated specification. The Company has assessed the historical claims and, to date, product warranty claims have not been significant. The Company will continue to assess if there should be a warranty accrual going forward. |
Comprehensive Income, Policy [Policy Text Block] | Comprehensive Loss Comprehensive loss represents the changes in equity of an enterprise, other than those resulting from stockholder transactions. Accordingly, comprehensive loss may include certain changes in equity that are excluded from net loss. For the three and nine months ended September 30, 2015 and 2014, the Company’s comprehensive loss is the same as its net loss. | Comprehensive Loss Comprehensive loss represents the changes in equity of an enterprise, except those resulting from stockholder transactions. Accordingly, comprehensive loss may include certain changes in equity that are excluded from net loss. For the years ended December 31, 2014 and 2013, the Company’s comprehensive loss is the same as its net loss. |
Earnings Per Share, Policy [Policy Text Block] | Net Loss per Share The Company’s basic net loss per share is calculated by dividing the net loss by the weighted average number of shares of common stock outstanding for the period. The diluted net loss per share is computed by giving effect to all potentially dilutive common stock equivalents outstanding during the period. For purposes of this calculation, warrants to purchase common stock, stock options and rights to common stock are considered common stock equivalents. For periods in which the Company has reported net losses, diluted net loss per share is the same as basic net loss per share, since dilutive common shares are not assumed to have been issued if their effect is anti-dilutive. Potential common shares will always be anti-dilutive for periods in which the Company has reported a net loss. The following securities were excluded from the calculation of net loss per share because the inclusion would be anti-dilutive. September 30, 2015 2014 Stock options to purchase common stock 3,352,783 2,294,534 Warrants to purchase common stock 2,864,823 - Rights to common stock - 956,354 | Net Loss per Share The Company’s basic net loss per share is calculated by dividing the net loss by the weighted average number of shares of common stock outstanding for the period. The diluted net loss per share is computed by giving effect to all potentially dilutive common stock equivalents outstanding during the period. For purposes of this calculation, convertible preferred stock, warrants to purchase convertible preferred stock and common stock, stock options and rights to common stock are considered common stock equivalents. For periods in which the Company has reported net losses, diluted net loss per share is the same as basic net loss per share, since dilutive common shares are not assumed to have been issued if their effect is anti-dilutive. Potential common shares will always be anti-dilutive for periods in which the Company has reported a net loss. Diluted net loss per share is the same as basic net loss per share for the years ended December 31, 2014 and 2013. For the years ended December 31, 2014 and 2013, the following securities were excluded from the calculation of net loss per share because the inclusion would be anti-dilutive. Year Ended December 31, 2014 2013 Convertible preferred stock - 195,062,650 Warrants to purchase convertible preferred stock - 16,680,324 Stock options to purchase common stock 2,291,783 363,413 Warrants to purchase common stock 1,793,887 - Rights to common stock 566,038 - |
New Accounting Pronouncements, Policy [Policy Text Block] | Recently Issued and Adopted Accounting Standards In May 2014, as part of its ongoing efforts to assist in the convergence of US GAAP and International Financial Reporting Standards (“IFRS”), the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-09, “Revenue from Contracts with Customers (Topic 606).” The new guidance sets forth a new five-step revenue recognition model which replaces the prior revenue recognition guidance in its entirety and is intended to eliminate numerous industry-specific pieces of revenue recognition guidance that have historically existed in U.S. GAAP. The underlying principle of the new standard is that a business or other organization will recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects what it expects in exchange for the goods or services. The standard also requires more detailed disclosures and provides additional guidance for transactions that were not addressed completely in the prior accounting guidance. The ASU provides alternative methods of initial adoption and is effective for annual and interim periods beginning after December 15, 2017. We are currently evaluating the impact that this standard will have on our condensed consolidated financial statements. In June 2014, the FASB issued ASU No. 2014-12, “Compensation — Stock Compensation (Topic 718): Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could be Achieved After a Requisite Service Period” (“ASU 2014-12”). Companies commonly issue share-based payment awards that require a specific performance target to be achieved in order for employees to become eligible to vest in the awards. ASU 2014-12 requires that a performance target that affects vesting and that could be achieved after the requisite service period should be treated as a performance condition. The performance target should not be reflected in estimating the grant date fair value of the award. Compensation cost should be recognized in the period in which it becomes probable that the performance target will be achieved. ASU 2014-12 will be effective for the Company’s fiscal years beginning fiscal 2016 and interim reporting periods within that year, using either the retrospective or prospective transition method. Early adoption is permitted. We are currently evaluating the effect of the adoption of this guidance on our condensed consolidated financial statements. In August 2014, the FASB issued ASU No. 2014-15, “Presentation of Financial Statements - Going Concern (Subtopic 310-40): Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern” (“ASU 2014-15”), to provide guidance on management’s responsibility in evaluating whether there is substantial doubt about a company’s ability to continue as a going concern and to provide related footnote disclosures. ASU 2014-15 is effective for the annual period ending after December 15, 2016, and for annual periods and interim periods thereafter. We are currently evaluating the effect of the adoption of this guidance on our condensed consolidated financial statements and disclosures. In April 2015, the FASB issued ASU 2015-03, “Simplifying the Presentation of Debt Issuance Costs” (“ASU 2015-03”). ASU 2015-03 requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. ASU 2015-03 will be effective for the Company’s fiscal year beginning January 1, 2016 and subsequent interim periods, with earlier adoption permitted. We are currently evaluating the effect of the adoption of this guidance on our condensed consolidated financial statements. In July 2015, the FASB issued ASU 2015-11, “Simplifying the Measurement of Inventory” (“ASU 2015-11”). ASU 2015-11 requires that an entity should measure inventory within the scope of this pronouncement at the lower of cost and net realizable value. Net realizable value is the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. The pronouncement does not apply to inventory that is being measured using the last-in, first-out (“LIFO”) or the retail inventory method. Subsequent measurement is unchanged for inventory measured using LIFO or the retail inventory method. ASU 2015-11 will be effective for the Company’s fiscal year beginning January 1, 2017 and subsequent interim periods, with earlier adoption permitted. We are currently evaluating the effect of the adoption of this guidance on our condensed consolidated financial statements. | Recently Issued and Adopted Accounting Standards In May 2014, as part of its ongoing efforts to assist in the convergence of US GAAP and International Financial Reporting Standards (“IFRS”), the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-09, “Revenue from Contracts with Customers (Topic 606).” The new guidance sets forth a new five-step revenue recognition model which replaces the prior revenue recognition guidance in its entirety and is intended to eliminate numerous industry-specific pieces of revenue recognition guidance that have historically existed in U.S. GAAP. The underlying principle of the new standard is that a business or other organization will recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects what it expects in exchange for the goods or services. The standard also requires more detailed disclosures and provides additional guidance for transactions that were not addressed completely in the prior accounting guidance. The ASU provides alternative methods of initial adoption and is effective for annual and interim periods beginning after December 15, 2016. We are currently evaluating the impact that this standard will have on our consolidated financial statements. In June 2014, the FASB issued ASU No. 2014-12, “Compensation — Stock Compensation (Topic 718): Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could be Achieved After a Requisite Service Period” (“ASU 2014-12”). Companies commonly issue share-based payment awards that require a specific performance target to be achieved in order for employees to become eligible to vest in the awards. ASU 2014-12 requires that a performance target that affects vesting and that could be achieved after the requisite service period should be treated as a performance condition. The performance target should not be reflected in estimating the grant date fair value of the award. Compensation cost should be recognized in the period in which it becomes probable that the performance target will be achieved. ASU 2014-12 will be effective for the Company’s fiscal years beginning fiscal 2016 and interim reporting periods within that year, using either the retrospective or prospective transition method. Early adoption is permitted. We are currently evaluating the effect of the adoption of this guidance on our consolidated financial statements. In June 2014, the FASB issued ASU 2014-10, “Development Stage Entities (Topic 915): Elimination of Certain Financial Reporting Requirements, Including an Amendment to Variable Interest Entities Guidance in topic 810, Consolidation” (“ASU 2014-10”). ASU 2014-10 removes the definition of a development stage entity from the Master Glossary of the Accounting Standards Codification, thereby removing the financial reporting distinction between development stage entities and other reporting entities from U.S. GAAP. ASU 2014-10 also eliminates the requirements for development stage entities to (1) present inception-to-date information in the statements of income, cash flows, and shareholder equity, (2) label the financial statements as those of a development stage entity, (3) disclose a description of the development stage activities in which the entity is engaged, and (4) disclose in the first year in which the entity is no longer a development stage entity that in prior years it had been in the development stage. The amendments also clarify that the guidance in Topic 275, Risks and Uncertainties, is applicable to entities that have not commenced planned principal operations. The amendments in ASU 2014-10 will be effective retrospectively except for the clarification to Topic 275, which shall be applied prospectively for annual reporting periods beginning after December 15, 2014, and interim periods therein. Early application of each of the amendments is permitted for any annual reporting period or interim period for which the entity’s financial statements have not yet been issued. We elected to early adopt the provisions of ASU 2014-10 in the second quarter of 2014. In August 2014, the FASB issued ASU No. 2014-15, “Presentation of Financial Statements - Going Concern (Subtopic 310-40): Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern” (“ASU 2014-15”), to provide guidance on management’s responsibility in evaluating whether there is substantial doubt about a company’s ability to continue as a going concern and to provide related footnote disclosures. ASU 2014-15 is effective for the annual period ending after December 15, 2016, and for annual periods and interim periods thereafter. We are currently evaluating the effect of the adoption of this guidance on our consolidated financial statements and disclosures. |
Cash and Cash Equivalents, Policy [Policy Text Block] | Cash and Cash Equivalents The Company considers all highly liquid investments purchased with an original maturity of three months or less, at the time of purchase, to be cash equivalents. The Company’s cash and cash equivalents are deposited in demand accounts primarily at one financial institution. Deposits in this institution may, from time to time, exceed the federally insured amounts. | |
Inventory, Policy [Policy Text Block] | Inventory Inventory is stated at the lower of cost or market. Cost is determined on an actual cost basis on a first-in, first-out method. Lower of cost or market is evaluated by considering obsolescence, excessive levels of inventory, deterioration and other factors. Adjustments to reduce the cost of inventory to its net realizable value, if required, are made for estimated excess, obsolescence or impaired inventory. Excess and obsolete inventory is charged to cost of revenue and a new lower-cost basis for that inventory is established and subsequent changes in facts and circumstances do not result in the restoration or increase in that newly established cost basis. As part of the Company’s normal business, the Company generally utilizes various finished goods inventory as sales demos to facilitate the sale of its products to prospective customers. The Company is amortizing these demos over an estimated useful life of five years. The amortization of the demos is charged to selling, general and administrative expense and the demos are included in the medical equipment line of the property and equipment balance on the consolidated balance sheet as of December 31, 2014 and 2013. | |
Property, Plant and Equipment, Policy [Policy Text Block] | Property and Equipment Property and equipment are stated at cost, net of accumulated depreciation and amortization. Depreciation of property and equipment is computed using the straight line method over their estimated useful lives of three to seven years. Leasehold improvements are amortized on a straight-line basis over the lesser of their useful lives or the life of the lease. Upon sale or retirement of assets, the cost and related accumulated depreciation and amortization are removed from the balance sheet and the resulting gain or loss is reflected in operations. Maintenance and repairs are charged to operations as incurred. | |
Impairment or Disposal of Long-Lived Assets, Policy [Policy Text Block] | Impairment of Long-Lived Assets The Company reviews long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset might not be recoverable. When such an event occurs, management determines whether there has been an impairment by comparing the anticipated undiscounted future net cash flows to the related asset’s carrying value. If an asset is considered impaired, the asset is written down to fair value, which is determined based either on discounted cash flows or appraised value, depending on the nature of the asset. The Company has not identified any such impairment losses to date. | |
Stockholders' Equity Note, Redeemable Preferred Stock, Issue, Policy [Policy Text Block] | Preferred Stock Warrants Freestanding warrants and other similar instruments related to shares that are redeemable are classified as liabilities on the balance sheet. The warrants are subject to re-measurement at each balance sheet date and any change in fair value is recognized as a component of other income (expense), net. The Company adjusts the liability for changes in fair value until the earlier of the exercise or expiration of the preferred stock warrants. | |
Shipping and Handling Cost, Policy [Policy Text Block] | Shipping and Handling Costs The Company includes amounts billed for shipping and handling in revenue and shipping and handling costs in cost of revenue. | |
Advertising Costs, Policy [Policy Text Block] | Advertising Costs Advertising costs are charged to general and administrative expenses as incurred. Advertising expenses, which are recorded in selling, general and administrative expenses, were immaterial for the years ended December 31, 2014 and 2013. | |
Research and Development Expense, Policy [Policy Text Block] | Research and Development Research and development costs are charged to operations as incurred. Research and development costs include, but are not limited to, payroll and personnel expenses, prototype materials, laboratory supplies, consulting costs, and allocated overhead, including rent, equipment depreciation, and utilities. | |
Income Tax, Policy [Policy Text Block] | Income Taxes The Company account for income taxes in accordance with Accounting Standards Codification (“ASC”) 740, Income Taxes (“ASC 740”), which requires that deferred tax assets and liabilities be recognized using enacted tax rates for the effect of temporary differences between the book and tax bases of recorded assets and liabilities. Under ASC 740, the liability method is used in accounting for income taxes. Deferred tax assets and liabilities are determined based on the differences between financial reporting and the tax basis of assets and liabilities, and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. ASC 740 also requires that deferred tax assets be reduced by a valuation allowance if it is more likely than not that some or all of the deferred tax asset will not be realized. We evaluate annually the realizability of our deferred tax assets by assessing our valuation allowance and by adjusting the amount of such allowance, if necessary. The factors used to assess the likelihood of realization include our forecast of future taxable income and available tax planning strategies that could be implemented to realize the net deferred tax assets. As of December 31, 2014 and 2013, the Company has recorded a full valuation allowance for our deferred tax assets based on our historical loss and the uncertainty regarding our ability to project future taxable income. In future periods if we are able to generate income we may reduce or eliminate the valuation allowance. | |
Income Tax Uncertainties, Policy [Policy Text Block] | Accounting for Uncertainty in Income Taxes The Company accounts for uncertain tax positions in accordance with ASC 740. ASC 740 seeks to reduce the diversity in practice associated with certain aspects of measurement and recognition in accounting for income taxes. ASC 740 prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax provision that an entity takes or expects to take in a tax return. Additionally, ASC 740 provides guidance on de-recognition, classification, interest and penalties, accounting in interim periods, disclosures, and transition. Under ASC 740, an entity may only recognize or continue to recognize tax positions that meet a "more likely than not" threshold. In accordance with our accounting policy, we recognize accrued interests and penalties related to unrecognized tax benefits as a component of income tax. | |
Share-based Compensation, Option and Incentive Plans Policy [Policy Text Block] | Accounti ng for Stock-Based Compensation The Company accounts for stock-based compensation in accordance with ASC 718, Compensation - Stock Compensation (“ASC 718”) which establishes accounting for stock-based awards exchanged for employee services. Accordingly, share-based compensation cost is measured at grant date, based on the fair value of the award, and is recognized as expense over the employee’s service period. The Company recognizes compensation expense on a straight-line basis over the requisite service period of the award. We determined that the Black-Scholes option pricing model is the most appropriate method for determining the estimated fair value for stock options. The Black-Scholes option pricing model requires the use of highly subjective and complex assumptions which determine the fair value of share-based awards, including the option’s expected term and the price volatility of the underlying stock. Equity instruments issued to nonemployees are recorded at their fair value on the measurement date and are subject to periodic adjustment as the underlying equity instruments vest. |
Note 2 - Summary of Significa27
Note 2 - Summary of Significant Accounting Policies (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2015 | Dec. 31, 2014 | |
Accounting Policies [Abstract] | ||
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share [Table Text Block] | September 30, 2015 2014 Stock options to purchase common stock 3,352,783 2,294,534 Warrants to purchase common stock 2,864,823 - Rights to common stock - 956,354 | Year Ended December 31, 2014 2013 Convertible preferred stock - 195,062,650 Warrants to purchase convertible preferred stock - 16,680,324 Stock options to purchase common stock 2,291,783 363,413 Warrants to purchase common stock 1,793,887 - Rights to common stock 566,038 - |
Note 3 - Fair Value Measureme28
Note 3 - Fair Value Measurements (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2015 | Dec. 31, 2014 | |
Fair Value Disclosures [Abstract] | ||
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis [Table Text Block] | Fair Value of Assets and Liabilities as of September 30, 2015 Level 1 Level 2 Level 3 Total Assets Money market funds $ 6,000 $ - $ - $ 6,000 Total assets $ 6,000 $ - $ - $ 6,000 Liabilities $ - $ - $ - Total liabilities $ - $ - $ - $ - | Assets and Liabilities at Fair Value as of December 31, 2013 Quoted prices in active markets for identical assets Significant other observable inputs Significant unobservable inputs Level 1 Level 2 Level 3 Total Assets $ - $ - $ - $ - Total assets $ - $ - $ - $ - Liabilities Preferred stock warrant liabilities $ - $ - $ 624 $ 624 Total liabilities $ - $ - $ 624 $ 624 |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Table Text Block] | Fair value as of December 31, 2012 $ 686 Change in fair value recorded in other income (expense), net (62 ) Fair value as of December 31, 2013 624 Change in fair value recorded in other income (expense), net (52 ) Extinguishment of warrant liabilities pursuant to the Merger Agreement (572 ) Fair value as of December 31, 2014 $ - | |
Fair Value Inputs, Liabilities, Quantitative Information [Table Text Block] | Fair Value as of December 31, 2013 Valuation Unobservable Range (in thousands) Techniques Input (Weighted-Average) Preferred stock warrant liabilities $ 624 Black-Scholes Preferred series option pricing prices $0.04 - $0.44 ($0.06) model Volatility 70.6% - 84.2% (76%) |
Note 4 - Accrued Liabilities (T
Note 4 - Accrued Liabilities (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2015 | Dec. 31, 2014 | |
Payables and Accruals [Abstract] | ||
Schedule of Accrued Liabilities [Table Text Block] | September 30, December 31, 2015 2014 Accrued professional fees $ 175 $ 117 Accrued clinical trial costs 151 - Accrued bonuses 268 - Accrued vacation 103 86 Accrued payroll and other related expenses 49 - Other accruals 81 20 Total accrued liabilities $ 827 $ 223 | December 31, 2014 2013 Accrued professional fees $ 117 $ 15 Accrued vacation 86 81 Accrued interest - 237 Accrued loan balloon payment - 76 Accrued loan restructuring fees - 27 Accrued severence pay - 59 Other accruals 20 21 Total accrued liabilities $ 223 $ 516 |
Note 5 - Note Payable (Tables)
Note 5 - Note Payable (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2015 | Dec. 31, 2014 | |
Debt Disclosure [Abstract] | ||
Schedule of Debt [Table Text Block] | Year Ending December 31, 2015 (remaining 3 months) $ 234 2016 1,894 2017 2,124 2018 1,161 2019 33 Total payments 5,446 Less: Amount representing interest (446 ) Present value of obligations 5,000 Less: Notes payable, current portion 5,000 Note payable, noncurrent portion $ - | Year Ending December 31, 2015 $ 293 2016 1,095 2017 1,045 2018 337 Total Payments 2,770 Less: Amount representing interest (270 ) Present value of obligations 2,500 Less: Notes payable, current portion 2,500 Note payable, noncurrent portion $ - |
Note 6 - Commitments and Cont31
Note 6 - Commitments and Contingencies (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2015 | Dec. 31, 2014 | |
Commitments and Contingencies Disclosure [Abstract] | ||
Schedule of Future Minimum Rental Payments for Operating Leases [Table Text Block] | Year Ending December 31, 2015 (remaining 3 months) $ 56 2016 229 2017 58 Total minimum lease payments $ 343 | Year Ending December 31, 2015 $ 31 Total minimum lease payments $ 31 |
Note 7 - Common Stock (Tables)
Note 7 - Common Stock (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2015 | Dec. 31, 2014 | |
Stockholders' Equity Note [Abstract] | ||
Schedule of Stockholders' Equity Note, Warrants or Rights [Table Text Block] | Number of Shares Outstanding Exercisable Expiration Exercise Under Issuance Date for Date Price Warrants September 2014 Common Shares September 23, 2019 $ 0.53 940,189 September 2014 Common Shares September 30, 2024 $ 0.53 471,698 October 2014 Common Shares October 13, 2019 $ 0.53 237,000 October 2014 Common Shares October 31, 2019 $ 0.53 11,250 November 2014 Common Shares November 19, 2019 $ 0.53 100,000 February 2015 Common Shares February 17, 2025 $ 0.50 605,556 March 2015 Common Shares March 26, 2025 $ 0.34 11,628 May 2015 Common Shares May 12, 2025 $ 0.53 289,827 May 2015 Common Shares May 14, 2025 $ 0.37 25,000 May 2015 Common Shares May 17, 2020 $ 0.53 172,675 2,864,823 | Number of Shares Series Outstanding Fair Value Exercisable Expiration Exercise Under December 31, Issuance Date for Date Price Warrants 2013 December 2008 Series A December 2, 2018 $ 0.61 196,721 $ 44,000 April 2009 Series A April 2, 2019 0.61 245,900 58,000 November 2010 Series A November 19, 2020 0.61 163,934 47,000 May 2011 Series B May 6, 2021 0.05 2,000,000 54,000 June 2011 Series B June 30, 2021 0.05 4,000,000 108,000 September 2011 Series B September 9, 2021 0.05 4,000,000 108,000 November 2011 Series B November 30, 2021 0.05 1,000,000 28,000 December 2011 Series B December 19, 2021 0.05 1,000,000 28,000 January 2012 Series B January 31, 2022 0.05 910,445 28,000 February 2012 Series B February 28, 2022 0.05 738,535 23,000 April 2012 Series B April 16, 2022 0.05 2,351,019 73,000 April 2012 Series A April 19, 2022 0.61 73,770 25,000 16,680,324 $ 624,000 |
Note 8 - Summary of Stock Opt33
Note 8 - Summary of Stock Options (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2015 | Dec. 31, 2014 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||
Schedule of Share-based Compensation, Stock Options, Activity [Table Text Block] | Nine Months Ended September 30, 2015 Weighted Weighted Average Aggregate Number Average Remaining Intrinsic of Exercise Contractual Value Shares Price Term (years) (in thousands) Options outstanding, beginning of period 2,291,783 $ 1.02 9.32 $ - Options granted 1,082,000 $ 0.61 Options exercised - $ - Options canceled (21,000 ) $ 1.00 Options outstanding, end of period 3,352,783 $ 0.89 8.84 $ 686,174 Vested and exercisable and expected to vest, end of period 3,122,622 $ 0.91 8.81 $ 634,288 Vested and exercisable, end of period 864,510 $ 1.70 7.72 $ 104,545 | Year Ended December 31, 2014 2013 Number of Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term (years) Aggregate Intrinsic Value (in thousands) Number of Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term (years) Aggregate Intrinsic Value (in thousands) Options outstanding, beginning of year 363,413 $ 1.24 8.80 360,531 $ 1.24 9.74 Options granted 1,901,476 $ 0.60 95,581 $ 1.24 Options assumed from PLC 68,238 $ 10.24 - $ - Options exercised (160 ) $ 0.12 - $ - Options canceled (41,184 ) $ 1.83 (92,699 ) $ 1.24 Options outstanding, end of year 2,291,783 $ 1.02 9.32 $ - 363,413 $ 1.24 8.80 $ - Vested and exercisable and expected to vest, end of year 2,099,687 $ 1.06 9.29 $ - 348,865 $ 1.24 8.80 $ - Vested and exercisable, end of year 519,901 $ 2.45 7.89 $ - 120,955 $ 2.48 8.60 $ - |
Schedule of Share-based Compensation, Shares Authorized under Stock Option Plans, by Exercise Price Range [Table Text Block] | Options Outstanding Options Exercisable Weighted Number Weighted Average Number Weighted Outstanding Average Remaining Exercisable Average Range of as of Exercise Contractual as of Exercise Exercise Prices Sept 30, 2015 Price Term (Years) Sept 30, 2015 Price $0.33 100,000 $ 0.33 9.62 - $ - $0.46 - $0.47 635,000 $ 0.47 9.36 - $ - $0.60 1,881,476 $ 0.60 9.00 475,203 $ 0.60 $0.89 - $0.99 347,000 $ 0.96 9.85 - $ - $1.24 312,373 $ 1.24 7.15 312,373 $ 1.24 $7.00 - $9.00 57,603 $ 8.64 2.08 57,603 $ 8.64 $12.00 - $18.63 19,081 $ 15.29 2.57 19,081 $ 15.29 $37.00 250 $ 37.00 1.98 250 $ 37.00 3,352,783 $ 0.89 8.84 864,510 $ 1.70 | Options Outstanding Options Exercisable Weighted Number Weighted Average Number Weighted Outstanding Average Remaining Exercisable Average Range of Exercise Contractual as of Exercise Exercise Prices December 31, 2014 Price Term (Years) December 31, 2014 Price $0.60 1,901,476 $ 0.60 9.64 129,594 $ 0.60 $1.24 312,373 $ 1.24 7.90 312,373 $ 1.24 $7.00 - $9.00 58,603 $ 8.64 7.46 58,603 $ 8.64 $12.00 - $18.63 19,081 $ 15.29 6.54 19,081 $ 15.29 $37.00 250 $ 37.00 3.47 250 $ 37.00 2,291,783 $ 1.02 9.32 519,901 $ 2.45 |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | Three Months Ended Nine Months Ended September 30, September 30, 2015 2014 2015 2014 Expected term (in years) 5 5 5 5 Average volatility 61% - 62% 61% 61% - 62% 61% Risk-free interest rate 1.50% - 1.69% 1.80% 1.29% - 1.69% 1.80% Dividend yield 0% 0% 0% 0% | Year Ended Decenber 31, 2014 2013 Expected term (in years) 5 5 Average volatility 61 % 68 % Risk-free interest rate 1.80 % 0.84 % Dividend yield 0 % 0 % |
Schedule of Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Table Text Block] | Three Months Ended Nine Months Ended September 30, September 30, 2015 2014 2015 2014 Research and development $ 5 $ - $ 13 $ 1 Selling, general and administrative 50 113 132 143 Total $ 55 $ 113 $ 145 $ 144 | Year Ended Year Ended December 31, 2014 2013 Research and development $ 5 $ - Selling, general and administrative 179 87 Total $ 184 $ 87 |
Note 4 - Property and Equipme34
Note 4 - Property and Equipment, Net (Tables) | 12 Months Ended |
Dec. 31, 2014 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment [Table Text Block] | Life December 31, (in years) 2014 2013 Medical equipment 5 $ 367 $ 277 Computer equipment 3 39 32 Furniture and fixtures 7 13 13 419 322 Less: Accumulated depreciation and amortization (232 ) (194 ) Property and equipment, net $ 187 $ 128 |
Note 10 - Convertible Preferr35
Note 10 - Convertible Preferred Stock (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2015 | Dec. 31, 2014 | |
Disclosure Text Block Supplement [Abstract] | ||
Schedule of Stockholders' Equity Note, Warrants or Rights [Table Text Block] | Number of Shares Outstanding Exercisable Expiration Exercise Under Issuance Date for Date Price Warrants September 2014 Common Shares September 23, 2019 $ 0.53 940,189 September 2014 Common Shares September 30, 2024 $ 0.53 471,698 October 2014 Common Shares October 13, 2019 $ 0.53 237,000 October 2014 Common Shares October 31, 2019 $ 0.53 11,250 November 2014 Common Shares November 19, 2019 $ 0.53 100,000 February 2015 Common Shares February 17, 2025 $ 0.50 605,556 March 2015 Common Shares March 26, 2025 $ 0.34 11,628 May 2015 Common Shares May 12, 2025 $ 0.53 289,827 May 2015 Common Shares May 14, 2025 $ 0.37 25,000 May 2015 Common Shares May 17, 2020 $ 0.53 172,675 2,864,823 | Number of Shares Series Outstanding Fair Value Exercisable Expiration Exercise Under December 31, Issuance Date for Date Price Warrants 2013 December 2008 Series A December 2, 2018 $ 0.61 196,721 $ 44,000 April 2009 Series A April 2, 2019 0.61 245,900 58,000 November 2010 Series A November 19, 2020 0.61 163,934 47,000 May 2011 Series B May 6, 2021 0.05 2,000,000 54,000 June 2011 Series B June 30, 2021 0.05 4,000,000 108,000 September 2011 Series B September 9, 2021 0.05 4,000,000 108,000 November 2011 Series B November 30, 2021 0.05 1,000,000 28,000 December 2011 Series B December 19, 2021 0.05 1,000,000 28,000 January 2012 Series B January 31, 2022 0.05 910,445 28,000 February 2012 Series B February 28, 2022 0.05 738,535 23,000 April 2012 Series B April 16, 2022 0.05 2,351,019 73,000 April 2012 Series A April 19, 2022 0.61 73,770 25,000 16,680,324 $ 624,000 |
Note 12 - Income Taxes (Tables)
Note 12 - Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2014 | |
Income Tax Disclosure [Abstract] | |
Schedule of Effective Income Tax Rate Reconciliation [Table Text Block] | Year Ended December 31, 2014 2013 Income tax provision (benefit) at statutory rate (34 )% (34 )% State income taxes, net of federal benefit (6 )% (6 )% Merger transaction costs 6 % - Change in valuation allowance 37 % 39 % Other (3 )% 1 % Effective tax rate 0 % 0 % |
Schedule of Deferred Tax Assets and Liabilities [Table Text Block] | December 31, 2014 2013 Deferred tax assets: Net operating loss carryforwards $ 5,770 $ 4,203 Capitalized start up costs 7,751 7,156 Research and development credits 189 162 Accruals and reserves 169 99 Total deferred tax assets 13,879 11,620 Deferred tax liabilities: Depreciation and amortization (13 ) (11 ) Valuation allowance (13,866 ) (11,609 ) Net deferred tax assets $ - $ - |
Schedule of Unrecognized Tax Benefits Roll Forward [Table Text Block] | Year Ended December 31, 2014 2013 Balance as of the beginning of the year $ 83 $ 83 Additions based upon tax positions related to the current year 14 - Balance as of the end of the year $ 97 $ 83 |
Note 14 - Segments and Geogra37
Note 14 - Segments and Geographic Information (Tables) | 12 Months Ended |
Dec. 31, 2014 | |
Segment Reporting [Abstract] | |
Revenue from External Customers by Geographic Areas [Table Text Block] | Year Ended December 31, 2014 2013 Hong Kong $ 43 $ - Japan 40 152 Canada 4 - Other 3 - $ 90 $ 152 |
Long-lived Assets by Geographic Areas [Table Text Block] | December 31, 2014 2013 United States $ 60 $ 98 Canada 21 30 Europe 106 - $ 187 $ 128 |
Note 15 - Subsequent Events (Ta
Note 15 - Subsequent Events (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2015 | Dec. 31, 2014 | |
Note 15 - Subsequent Events (Tables) [Line Items] | ||
Schedule of Future Minimum Rental Payments for Operating Leases [Table Text Block] | Year Ending December 31, 2015 (remaining 3 months) $ 56 2016 229 2017 58 Total minimum lease payments $ 343 | Year Ending December 31, 2015 $ 31 Total minimum lease payments $ 31 |
Subsequent Event [Member] | ||
Note 15 - Subsequent Events (Tables) [Line Items] | ||
Schedule of Future Minimum Rental Payments for Operating Leases [Table Text Block] | Year Ending December 31, 2015 $ 199 2016 229 2017 58 Total minimum lease payments $ 486 |
Note 1 - The Company and Basi39
Note 1 - The Company and Basis of Presentation (Details) - USD ($) | May. 14, 2015 | May. 09, 2014 | Sep. 23, 2014 | Dec. 31, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | Feb. 28, 2015 | Nov. 30, 2014 | Dec. 31, 2013 | ||
Note 1 - The Company and Basis of Presentation (Details) [Line Items] | ||||||||||||
Extinguishment of Debt, Amount | $ 5,397,000 | $ 5,397,000 | ||||||||||
Extinguishment of Warrant Liabilities | $ 572,000 | 573,000 | 572,000 | |||||||||
Conversion of Stock, Shares Issued (in Shares) | 3,743,282 | |||||||||||
Proceeds from Issuance of Private Placement | $ 6,000,000 | 4,204,000 | ||||||||||
Debt Conversion, Original Debt, Amount | $ 1,546,000 | $ 1,546,000 | $ 1,546,000 | |||||||||
Stock Issued During Period, Shares, New Issues (in Shares) | 11,305,567 | |||||||||||
Stock Issued During Period, Shares, Conversion of Convertible Securities (in Shares) | 101,365 | |||||||||||
Warrant Term | 5 years | 5 years | ||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in Shares) | 940,189 | 382,000 | 2,864,823 | 382,000 | 605,556 | 382,000 | ||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in Dollars per share) | $ 0.53 | $ 0.53 | $ 0.53 | $ 0.50 | $ 0.53 | |||||||
Retained Earnings (Accumulated Deficit) | $ (36,085,000) | [1] | $ (44,834,000) | $ (36,085,000) | [1] | $ (29,905,000) | ||||||
Private Placement [Member] | ||||||||||||
Note 1 - The Company and Basis of Presentation (Details) [Line Items] | ||||||||||||
Stock Issued During Period, Shares, New Issues (in Shares) | 32,432,432 | |||||||||||
Warrant Term | 5 years | |||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in Shares) | 940,189 | |||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in Dollars per share) | $ 0.53 | |||||||||||
Share Price (in Dollars per share) | $ 0.37 | |||||||||||
Proceeds from Issuance of Private Placement, Gross | $ 12,000,000 | |||||||||||
Proceeds from Issuance of Private Placement, Net | $ 11,040,000 | |||||||||||
GBS [Member] | ||||||||||||
Note 1 - The Company and Basis of Presentation (Details) [Line Items] | ||||||||||||
Stock Issued During Period, Shares, Other (in Shares) | 943,596 | 943,596 | ||||||||||
Debt Conversion, Original Debt, Amount | $ 1,750,000 | |||||||||||
Convertible Debt [Member] | ||||||||||||
Note 1 - The Company and Basis of Presentation (Details) [Line Items] | ||||||||||||
Extinguishment of Debt, Amount | $ 4,875,000 | |||||||||||
Accrued Interest [Member] | GBS [Member] | ||||||||||||
Note 1 - The Company and Basis of Presentation (Details) [Line Items] | ||||||||||||
Debt Conversion, Original Debt, Amount | $ 211,000 | |||||||||||
Accrued Interest [Member] | Convertible Debt [Member] | ||||||||||||
Note 1 - The Company and Basis of Presentation (Details) [Line Items] | ||||||||||||
Extinguishment of Debt, Amount | $ 522,000 | |||||||||||
Viveve [Member] | ||||||||||||
Note 1 - The Company and Basis of Presentation (Details) [Line Items] | ||||||||||||
Conversion of Stock, Shares Issued (in Shares) | 3,743,282 | |||||||||||
Percentage of Total Common Stock Attributable to Viveve Capital Stock Converted | 62.00% | |||||||||||
Payment to Each Non-Accredited Investors For Converted Shares Upon Merger | $ 16,000 | |||||||||||
[1] | The condensed consolidated balance sheet as of December 31, 2014 has been derived from the audited consolidated financial statements as of that date. |
Note 2 - Summary of Significa40
Note 2 - Summary of Significant Accounting Policies (Details) | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | |
Note 2 - Summary of Significant Accounting Policies (Details) [Line Items] | ||||||
Warranty Period | 1 year | 1 year | ||||
Number of Financial Institutions | 1 | |||||
Sales Revenue, Net [Member] | Customer Concentration Risk [Member] | ||||||
Note 2 - Summary of Significant Accounting Policies (Details) [Line Items] | ||||||
Concentration Risk, Number of Customers | 3 | 2 | 3 | 3 | ||
Medical Equipment, Sales Demos [Member] | ||||||
Note 2 - Summary of Significant Accounting Policies (Details) [Line Items] | ||||||
Property, Plant and Equipment, Estimated Useful Lives | 5 years | |||||
Three Customers [Member] | Sales Revenue, Net [Member] | Customer Concentration Risk [Member] | ||||||
Note 2 - Summary of Significant Accounting Policies (Details) [Line Items] | ||||||
Concentration Risk, Number of Customers | 3 | |||||
Concentration Risk, Percentage | 93.00% | 83.00% | 94.00% | 100.00% | ||
Two Customers [Member] | Sales Revenue, Net [Member] | Customer Concentration Risk [Member] | ||||||
Note 2 - Summary of Significant Accounting Policies (Details) [Line Items] | ||||||
Concentration Risk, Number of Customers | 2 | |||||
Concentration Risk, Percentage | 79.00% | 91.00% | ||||
Minimum [Member] | ||||||
Note 2 - Summary of Significant Accounting Policies (Details) [Line Items] | ||||||
Property, Plant and Equipment, Useful Life | 3 years | |||||
Maximum [Member] | ||||||
Note 2 - Summary of Significant Accounting Policies (Details) [Line Items] | ||||||
Property, Plant and Equipment, Useful Life | 7 years |
Note 2 - Summary of Significa41
Note 2 - Summary of Significant Accounting Policies (Details) - Antidilutive Securities - shares | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | |
Employee Stock Option [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive Securities | 3,352,783 | 2,294,534 | |
Common Stock Warrants [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive Securities | 2,864,823 | 1,793,887 | |
Rights to Shares [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive Securities | 956,354 | 566,038 |
Note 3 - Fair Value Measureme42
Note 3 - Fair Value Measurements (Details) - Financial Instruments Measured at Fair Value on a Recurring Basis $ in Thousands | Sep. 30, 2015USD ($) |
Assets | |
Total assets | $ 6,000 |
Liabilities | |
Total liabilities | |
Fair Value, Measurements, Recurring [Member] | |
Assets | |
Money market funds | $ 6,000 |
Fair Value, Inputs, Level 1 [Member] | |
Assets | |
Total assets | $ 6,000 |
Liabilities | |
Total liabilities | |
Fair Value, Inputs, Level 1 [Member] | Fair Value, Measurements, Recurring [Member] | |
Assets | |
Money market funds | $ 6,000 |
Fair Value, Inputs, Level 2 [Member] | |
Assets | |
Total assets | |
Liabilities | |
Total liabilities | |
Fair Value, Inputs, Level 2 [Member] | Fair Value, Measurements, Recurring [Member] | |
Assets | |
Money market funds | |
Fair Value, Inputs, Level 3 [Member] | |
Assets | |
Total assets | |
Liabilities | |
Total liabilities | |
Fair Value, Inputs, Level 3 [Member] | Fair Value, Measurements, Recurring [Member] | |
Assets | |
Money market funds |
Note 4 - Accrued Liabilities (D
Note 4 - Accrued Liabilities (Details) - Accrued Liabilities - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Accrued Liabilities [Abstract] | ||||
Accrued professional fees | $ 175 | $ 117 | $ 15 | |
Accrued clinical trial costs | 151 | |||
Accrued bonuses | 268 | |||
Accrued vacation | 103 | 86 | 81 | |
Accrued payroll and other related expenses | 49 | |||
Other accruals | 81 | 20 | 21 | |
Total accrued liabilities | $ 827 | $ 223 | [1] | $ 516 |
[1] | The condensed consolidated balance sheet as of December 31, 2014 has been derived from the audited consolidated financial statements as of that date. |
Note 5 - Note Payable (Details)
Note 5 - Note Payable (Details) | Jul. 15, 2015USD ($) | Apr. 06, 2015USD ($) | Mar. 16, 2015USD ($) | Feb. 19, 2015USD ($) | Oct. 01, 2014USD ($) | May. 31, 2015$ / sharesshares | Sep. 30, 2014USD ($)$ / sharesshares | Sep. 23, 2014$ / sharesshares | Jun. 30, 2014USD ($) | Feb. 28, 2014USD ($) | Jan. 31, 2014USD ($) | Nov. 30, 2013USD ($) | Sep. 30, 2013USD ($) | Jul. 31, 2013USD ($) | May. 31, 2013USD ($) | Feb. 28, 2013USD ($) | Apr. 30, 2012USD ($)$ / sharesshares | Apr. 06, 2015 | Dec. 31, 2014USD ($)$ / sharesshares | Sep. 30, 2014USD ($)$ / sharesshares | Dec. 31, 2014USD ($)$ / sharesshares | Dec. 31, 2013USD ($) | Sep. 30, 2015USD ($)shares | Feb. 28, 2015$ / sharesshares | Nov. 30, 2014$ / sharesshares | ||
Note 5 - Note Payable (Details) [Line Items] | |||||||||||||||||||||||||||
Notes Payable, Current | $ 2,500,000 | [1] | $ 2,500,000 | [1] | $ 1,463,000 | $ 5,000,000 | |||||||||||||||||||||
Warrant Term | 5 years | 5 years | |||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in Shares) | shares | 940,189 | 382,000 | 382,000 | 2,864,823 | 605,556 | 382,000 | |||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in Dollars per share) | $ / shares | $ 0.53 | $ 0.53 | $ 0.53 | $ 0.50 | $ 0.53 | ||||||||||||||||||||||
Accrued Loan Balloon Payment | 76,000 | ||||||||||||||||||||||||||
Accrued Debt Restructuring Costs | 27,000 | ||||||||||||||||||||||||||
Long-term Debt | $ 2,770,000 | $ 2,770,000 | $ 5,446,000 | ||||||||||||||||||||||||
September 2014 Term Loan [Member] | |||||||||||||||||||||||||||
Note 5 - Note Payable (Details) [Line Items] | |||||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 5,000,000 | $ 5,000,000 | |||||||||||||||||||||||||
Notes Payable, Current | 2,500,000 | 2,500,000 | $ 5,000,000 | ||||||||||||||||||||||||
Warrant Term | 10 years | 10 years | |||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in Shares) | shares | 25,000 | 471,698 | 471,698 | ||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in Dollars per share) | $ / shares | $ 0.37 | $ 0.53 | $ 0.53 | ||||||||||||||||||||||||
Loans Payable [Member] | |||||||||||||||||||||||||||
Note 5 - Note Payable (Details) [Line Items] | |||||||||||||||||||||||||||
Repayments of Debt | $ 1,631,000 | ||||||||||||||||||||||||||
April 2012 Warrants [Member] | |||||||||||||||||||||||||||
Note 5 - Note Payable (Details) [Line Items] | |||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in Shares) | shares | 73,770 | ||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in Dollars per share) | $ / shares | $ 0.61 | ||||||||||||||||||||||||||
First Tranche [Member] | September 2014 Term Loan [Member] | |||||||||||||||||||||||||||
Note 5 - Note Payable (Details) [Line Items] | |||||||||||||||||||||||||||
Proceeds from Loans | $ 2,500,000 | ||||||||||||||||||||||||||
Debt Instrument, Repayment of Principal and Interest, Number of Installments | 30 | ||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 5.25% | ||||||||||||||||||||||||||
Second Tranche [Member] | September 2014 Term Loan [Member] | |||||||||||||||||||||||||||
Note 5 - Note Payable (Details) [Line Items] | |||||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 1,500,000 | $ 1,500,000 | |||||||||||||||||||||||||
Proceeds from Loans | $ 500,000 | $ 500,000 | $ 500,000 | ||||||||||||||||||||||||
Debt Instrument, Repayment of Principal and Interest, Number of Installments | 30 | ||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 5.00% | 5.06% | 5.00% | 5.00% | |||||||||||||||||||||||
Third Tranche [Member] | September 2014 Term Loan [Member] | |||||||||||||||||||||||||||
Note 5 - Note Payable (Details) [Line Items] | |||||||||||||||||||||||||||
Proceeds from Loans | $ 1,000,000 | ||||||||||||||||||||||||||
Debt Instrument, Repayment of Principal and Interest, Number of Installments | 30 | ||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 6.56% | ||||||||||||||||||||||||||
April 2012 Term Loan [Member] | |||||||||||||||||||||||||||
Note 5 - Note Payable (Details) [Line Items] | |||||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 2,135,159 | ||||||||||||||||||||||||||
Debt Instrument, Repayment of Principal and Interest, Number of Installments | 30 | ||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 9.50% | ||||||||||||||||||||||||||
Notes Payable, Current | 0 | 0 | 1,463,000 | ||||||||||||||||||||||||
Additional Percentage of Principal Owed Upon Final Payment | 4.00% | ||||||||||||||||||||||||||
Debt Instrument, Periodic Payment Terms, Balloon Payment to be Paid | $ 85,000 | ||||||||||||||||||||||||||
Accrued Loan Balloon Payment | 0 | 0 | 76,000 | ||||||||||||||||||||||||
Debt Instrument, Restructuring Fee | $ 10,000 | $ 10,000 | $ 10,000 | $ 10,000 | $ 15,000 | 47,500 | |||||||||||||||||||||
Contingent Equity Event Proceeds | 7,000,000 | 10,000,000 | |||||||||||||||||||||||||
Accrued Debt Restructuring Costs | 0 | 0 | 27,000 | ||||||||||||||||||||||||
April 2012 Term Loan [Member] | Related to Final Payment [Member] | |||||||||||||||||||||||||||
Note 5 - Note Payable (Details) [Line Items] | |||||||||||||||||||||||||||
Interest Expense, Debt | 9,000 | 35,000 | |||||||||||||||||||||||||
April 2012 Term Loan [Member] | Bridge Loans on or before September, 2013 [Member] | |||||||||||||||||||||||||||
Note 5 - Note Payable (Details) [Line Items] | |||||||||||||||||||||||||||
Contingent Bridge Loan Proceeds | $ 500,000 | ||||||||||||||||||||||||||
April 2012 Term Loan [Member] | Bridge Loans on or before August 28, 2103 [Member] | |||||||||||||||||||||||||||
Note 5 - Note Payable (Details) [Line Items] | |||||||||||||||||||||||||||
Contingent Bridge Loan Proceeds | 500,000 | $ 500,000 | |||||||||||||||||||||||||
April 2012 Term Loan [Member] | Bridge Loans on or before October 28, 2013 [Member] | |||||||||||||||||||||||||||
Note 5 - Note Payable (Details) [Line Items] | |||||||||||||||||||||||||||
Contingent Bridge Loan Proceeds | $ 500,000 | ||||||||||||||||||||||||||
April 2012 Term Loan [Member] | Bridge Loan on or before December 27, 2013 [Member] | |||||||||||||||||||||||||||
Note 5 - Note Payable (Details) [Line Items] | |||||||||||||||||||||||||||
Contingent Bridge Loan Proceeds | $ 500,000 | ||||||||||||||||||||||||||
April 2012 Term Loan [Member] | Bridge Loans on or before February 25, 2014 [Member] | |||||||||||||||||||||||||||
Note 5 - Note Payable (Details) [Line Items] | |||||||||||||||||||||||||||
Contingent Bridge Loan Proceeds | $ 500,000 | ||||||||||||||||||||||||||
April 2012 Term Loan [Member] | Bridge Loans on or before April 25, 2014 [Member] | |||||||||||||||||||||||||||
Note 5 - Note Payable (Details) [Line Items] | |||||||||||||||||||||||||||
Contingent Bridge Loan Proceeds | $ 500,000 | ||||||||||||||||||||||||||
April 2012 Term Loan [Member] | Related to the Restructuring Payment [Member] | |||||||||||||||||||||||||||
Note 5 - Note Payable (Details) [Line Items] | |||||||||||||||||||||||||||
Interest Expense, Debt | 20,000 | ||||||||||||||||||||||||||
Debt Instrument, Restructuring Fee | $ 27,000 | ||||||||||||||||||||||||||
September 2014 Term Loan [Member] | |||||||||||||||||||||||||||
Note 5 - Note Payable (Details) [Line Items] | |||||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 5,000,000 | $ 5,000,000 | |||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 5.25% | 5.25% | |||||||||||||||||||||||||
Warrant Term | 10 years | ||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in Shares) | shares | 471,698 | 471,698 | |||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in Dollars per share) | $ / shares | $ 0.53 | $ 0.53 | |||||||||||||||||||||||||
Long-term Debt | $ 2,500,000 | $ 2,500,000 | |||||||||||||||||||||||||
September 2014 Term Loan [Member] | First Tranche [Member] | |||||||||||||||||||||||||||
Note 5 - Note Payable (Details) [Line Items] | |||||||||||||||||||||||||||
Repayments of Debt | $ 1,631,000 | ||||||||||||||||||||||||||
Proceeds from Issuance of Debt | $ 2,500,000 | ||||||||||||||||||||||||||
Minimum [Member] | April 2012 Term Loan [Member] | |||||||||||||||||||||||||||
Note 5 - Note Payable (Details) [Line Items] | |||||||||||||||||||||||||||
Debt Instrument, Restructuring Fee | $ 5,000 | 5,000 | 5,000 | ||||||||||||||||||||||||
Minimum [Member] | April 2012 Term Loan [Member] | Bridge Loans on or before April 30, 2013 [Member] | |||||||||||||||||||||||||||
Note 5 - Note Payable (Details) [Line Items] | |||||||||||||||||||||||||||
Contingent Bridge Loan Proceeds | 500,000 | ||||||||||||||||||||||||||
Maximum [Member] | April 2012 Term Loan [Member] | |||||||||||||||||||||||||||
Note 5 - Note Payable (Details) [Line Items] | |||||||||||||||||||||||||||
Debt Instrument, Restructuring Fee | $ 15,000 | 20,000 | $ 15,000 | ||||||||||||||||||||||||
Maximum [Member] | April 2012 Term Loan [Member] | Bridge Loans on or before April 30, 2013 [Member] | |||||||||||||||||||||||||||
Note 5 - Note Payable (Details) [Line Items] | |||||||||||||||||||||||||||
Contingent Bridge Loan Proceeds | $ 1,500,000 | ||||||||||||||||||||||||||
Maximum [Member] | April 2012 Term Loan [Member] | Amendment to the January 2014 Amendment [Member] | |||||||||||||||||||||||||||
Note 5 - Note Payable (Details) [Line Items] | |||||||||||||||||||||||||||
Debt Instrument, Restructuring Fee | $ 5,000 | ||||||||||||||||||||||||||
[1] | The condensed consolidated balance sheet as of December 31, 2014 has been derived from the audited consolidated financial statements as of that date. |
Note 5 - Note Payable (Detail45
Note 5 - Note Payable (Details) - Summary of Note Payable - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Summary of Note Payable [Abstract] | ||||
2015 (remaining 3 months) | $ 234 | |||
2,016 | 1,894 | |||
2,017 | 2,124 | $ 1,045 | ||
2,018 | 1,161 | 337 | ||
2,019 | 33 | |||
Total payments | 5,446 | 2,770 | ||
Less: Amount representing interest | (446) | (270) | ||
Present value of obligations | 5,000 | 2,500 | ||
Less: Notes payable, current portion | $ 5,000 | 2,500 | [1] | $ 1,463 |
Note payable, noncurrent portion | $ 0 | |||
[1] | The condensed consolidated balance sheet as of December 31, 2014 has been derived from the audited consolidated financial statements as of that date. |
Note 6 - Commitments and Cont46
Note 6 - Commitments and Contingencies (Details) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | |
Commitments and Contingencies Disclosure [Abstract] | ||||||
Operating Leases, Rent Expense | $ 55,000 | $ 43,000 | $ 156,000 | $ 128,000 | $ 171,000 | $ 171,000 |
Note 6 - Commitments and Cont47
Note 6 - Commitments and Contingencies (Details) - Future Minimum Lease Payments - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Future Minimum Lease Payments [Abstract] | ||
2015 (remaining 3 months) | $ 56 | |
2,016 | 229 | |
2,017 | 58 | |
Total minimum lease payments | $ 343 | $ 31 |
Note 7 - Common Stock (Details)
Note 7 - Common Stock (Details) | May. 14, 2015USD ($)$ / sharesshares | Dec. 29, 2014shares | May. 09, 2014USD ($)shares | Jun. 30, 2015shares | May. 31, 2015USD ($)$ / sharesshares | May. 30, 2015 | Mar. 31, 2015$ / sharesshares | Feb. 28, 2015$ / sharesshares | Dec. 31, 2014USD ($)$ / sharesshares | Sep. 30, 2014USD ($)$ / sharesshares | Sep. 23, 2014USD ($)$ / sharesshares | May. 31, 2014shares | Nov. 30, 2014$ / sharesshares | Sep. 30, 2015USD ($)$ / sharesshares | Dec. 31, 2014USD ($)$ / sharesshares | Sep. 30, 2014USD ($)$ / sharesshares | Sep. 30, 2015USD ($)$ / sharesshares | Sep. 30, 2014USD ($)$ / sharesshares | Dec. 31, 2014USD ($)$ / sharesshares | Dec. 31, 2013USD ($) |
Note 7 - Common Stock (Details) [Line Items] | ||||||||||||||||||||
Stock Issued During Period, Shares, New Issues | 11,305,567 | |||||||||||||||||||
Class of Warrant or Right, Outstanding | 2,864,823 | 2,864,823 | ||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 605,556 | 382,000 | 940,189 | 382,000 | 2,864,823 | 382,000 | 2,864,823 | 382,000 | ||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ / shares | $ 0.50 | $ 0.53 | $ 0.53 | $ 0.53 | $ 0.53 | $ 0.53 | ||||||||||||||
Warrant Term | 5 years | 5 years | ||||||||||||||||||
Amortization of Debt Discount (Premium) | $ | $ 48,000 | |||||||||||||||||||
Unamortized Debt Issuance Expense | $ | $ 574,000 | $ 574,000 | 574,000 | |||||||||||||||||
Percent of Outstanding Loan Amount | 1.00% | 1.00% | ||||||||||||||||||
Allocated Share-based Compensation Expense | $ | $ 55,000 | $ 113,000 | $ 145,000 | $ 144,000 | 184,000 | $ 87,000 | ||||||||||||||
Conversion of Stock, Shares Issued | 3,743,282 | |||||||||||||||||||
Conversion of Stock, Exchange Ratio | 0.0080497 | |||||||||||||||||||
Debt Conversion, Original Debt, Amount | $ | $ 1,546,000 | $ 1,546,000 | 1,546,000 | |||||||||||||||||
Proceeds from Issuance of Private Placement | $ | $ 6,000,000 | 4,204,000 | ||||||||||||||||||
Right to Shares Agreement, Right to Receive Shares, Granted to Investor | 432,479 | |||||||||||||||||||
Right to Shares Agreement, Exercise of Right to Receive Shares, Common Stock Issued, Shares | 432,479 | |||||||||||||||||||
Right to Shares Agreement, Additional Consideration Paid Upon the Exercise of Right | $ | $ 0 | |||||||||||||||||||
Right to Shares Agreement, Additional Shares Issuable | 0 | 0 | 0 | |||||||||||||||||
Private Placement [Member] | ||||||||||||||||||||
Note 7 - Common Stock (Details) [Line Items] | ||||||||||||||||||||
Right to Shares Agreement, Common Shares Cancelled | 854,989 | 854,989 | ||||||||||||||||||
Right to Shares Agreement, Obligated to Issue, Shares | 956,354 | 956,354 | 956,354 | 956,354 | 956,354 | |||||||||||||||
Right to Shares Agreement, Not Issued Due to Beneficial Ownership Limitations, Shares | 101,365 | 101,365 | ||||||||||||||||||
Right to Shares Agreement, Delivery of Shares, Days Obligated | 3 years | 3 days | ||||||||||||||||||
Right to Shares Agreement, Common Stock, Shares Issued | 566,038 | 390,316 | ||||||||||||||||||
Stock Issued During Period, Shares, New Issues | 32,432,432 | |||||||||||||||||||
Share Price | $ / shares | $ 0.37 | |||||||||||||||||||
Proceeds from Issuance of Private Placement, Gross | $ | $ 12,000,000 | |||||||||||||||||||
Proceeds from Issuance of Private Placement, Net | $ | $ 11,040,000 | |||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 940,189 | 940,189 | ||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ / shares | $ 0.53 | $ 0.53 | ||||||||||||||||||
Warrant Term | 5 years | |||||||||||||||||||
Right to Shares Agreement, Shares Reserved But Not Issued | 566,038 | 566,038 | 566,038 | |||||||||||||||||
Right to Shares Agreement, Exercise of Right to Receive Shares, Common Stock Issued, Shares | 356,666 | |||||||||||||||||||
Right to Shares Agreement, Additional Shares Issuable | 0 | |||||||||||||||||||
September 2014 Term Loan [Member] | ||||||||||||||||||||
Note 7 - Common Stock (Details) [Line Items] | ||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 25,000 | 471,698 | 471,698 | 471,698 | ||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ / shares | $ 0.37 | $ 0.53 | $ 0.53 | $ 0.53 | ||||||||||||||||
Warrant Term | 10 years | 10 years | ||||||||||||||||||
Warrants and Rights Outstanding | $ | $ 10,000 | |||||||||||||||||||
Amortization of Debt Discount (Premium) | $ | $ 2,000 | $ 10,000 | ||||||||||||||||||
Unamortized Debt Issuance Expense | $ | 0 | 0 | ||||||||||||||||||
Vendors And Nonemployee [Member] | ||||||||||||||||||||
Note 7 - Common Stock (Details) [Line Items] | ||||||||||||||||||||
Class of Warrant or Right Number of Securities Called by Warrants or Rights Cancelled in Period | 33,750 | |||||||||||||||||||
GBS [Member] | ||||||||||||||||||||
Note 7 - Common Stock (Details) [Line Items] | ||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants as Percentage of Outstanding Shares of Common Stock | 5.00% | |||||||||||||||||||
Debt Conversion, Original Debt, Amount | $ | $ 1,750,000 | |||||||||||||||||||
Stock Issued During Period, Shares, Other | 943,596 | 943,596 | ||||||||||||||||||
Warrant [Member] | ||||||||||||||||||||
Note 7 - Common Stock (Details) [Line Items] | ||||||||||||||||||||
Fair Value Assumptions, Expected Dividend Rate | 0.00% | 0.00% | 0.00% | |||||||||||||||||
Fair Value Assumptions, Expected Volatility Rate | 77.60% | 61.30% | 61.30% | |||||||||||||||||
Fair Value Assumptions, Risk Free Interest Rate | 2.14% | |||||||||||||||||||
Fair Value Assumptions, Expected Term | 10 years | 5 years | 5 years | |||||||||||||||||
Allocated Share-based Compensation Expense | $ | $ 137,000 | |||||||||||||||||||
Warrant [Member] | September 2014 Term Loan [Member] | ||||||||||||||||||||
Note 7 - Common Stock (Details) [Line Items] | ||||||||||||||||||||
Fair Value Assumptions, Expected Dividend Rate | 0.00% | |||||||||||||||||||
Fair Value Assumptions, Expected Volatility Rate | 80.10% | |||||||||||||||||||
Fair Value Assumptions, Risk Free Interest Rate | 2.23% | |||||||||||||||||||
Fair Value Assumptions, Expected Term | 10 years | |||||||||||||||||||
Warrant [Member] | Vendors And Nonemployee [Member] | ||||||||||||||||||||
Note 7 - Common Stock (Details) [Line Items] | ||||||||||||||||||||
Allocated Share-based Compensation Expense | $ | 16,000 | 29,000 | ||||||||||||||||||
Warrant [Member] | Employees [Member] | ||||||||||||||||||||
Note 7 - Common Stock (Details) [Line Items] | ||||||||||||||||||||
Allocated Share-based Compensation Expense | $ | 0 | 244,000 | ||||||||||||||||||
March 2015 Issuance [Member] | ||||||||||||||||||||
Note 7 - Common Stock (Details) [Line Items] | ||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 11,628 | |||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ / shares | $ 0.34 | |||||||||||||||||||
Fair Value Assumptions, Expected Dividend Rate | 0.00% | |||||||||||||||||||
Fair Value Assumptions, Expected Volatility Rate | 78.90% | |||||||||||||||||||
Fair Value Assumptions, Risk Free Interest Rate | 1.94% | |||||||||||||||||||
Fair Value Assumptions, Expected Term | 10 years | |||||||||||||||||||
Allocated Share-based Compensation Expense | $ | 0 | 3,000 | ||||||||||||||||||
May 2015 Issuance [Member] | ||||||||||||||||||||
Note 7 - Common Stock (Details) [Line Items] | ||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 289,827 | |||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ / shares | $ 0.53 | |||||||||||||||||||
Fair Value Assumptions, Expected Dividend Rate | 0.00% | |||||||||||||||||||
Fair Value Assumptions, Expected Volatility Rate | 80.10% | |||||||||||||||||||
Fair Value Assumptions, Risk Free Interest Rate | 2.28% | |||||||||||||||||||
Fair Value Assumptions, Expected Term | 10 years | |||||||||||||||||||
Allocated Share-based Compensation Expense | $ | 0 | 73,000 | ||||||||||||||||||
May 2015 Issuance, Second Contractor [Member] | ||||||||||||||||||||
Note 7 - Common Stock (Details) [Line Items] | ||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 172,675 | |||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ / shares | $ 0.53 | |||||||||||||||||||
Fair Value Assumptions, Expected Dividend Rate | 0.00% | |||||||||||||||||||
Fair Value Assumptions, Expected Volatility Rate | 64.40% | |||||||||||||||||||
Fair Value Assumptions, Risk Free Interest Rate | 1.54% | |||||||||||||||||||
Fair Value Assumptions, Expected Term | 5 years | |||||||||||||||||||
Allocated Share-based Compensation Expense | $ | 0 | 47,000 | ||||||||||||||||||
September 2014 Term Loan [Member] | ||||||||||||||||||||
Note 7 - Common Stock (Details) [Line Items] | ||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 471,698 | 471,698 | 471,698 | |||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ / shares | $ 0.53 | $ 0.53 | $ 0.53 | |||||||||||||||||
Warrant Term | 10 years | |||||||||||||||||||
Warrants and Rights Outstanding | $ | $ 622,000 | $ 622,000 | $ 622,000 | |||||||||||||||||
Fair Value Assumptions, Expected Dividend Rate | 0.00% | |||||||||||||||||||
Fair Value Assumptions, Expected Volatility Rate | 77.00% | |||||||||||||||||||
Fair Value Assumptions, Risk Free Interest Rate | 2.50% | |||||||||||||||||||
Amortization of Debt Discount (Premium) | $ | 47,000 | 141,000 | ||||||||||||||||||
Unamortized Debt Issuance Expense | $ | $ 433,000 | $ 433,000 | ||||||||||||||||||
Accrued Interest [Member] | GBS [Member] | ||||||||||||||||||||
Note 7 - Common Stock (Details) [Line Items] | ||||||||||||||||||||
Debt Conversion, Original Debt, Amount | $ | $ 211,000 | |||||||||||||||||||
Minimum [Member] | Warrant [Member] | ||||||||||||||||||||
Note 7 - Common Stock (Details) [Line Items] | ||||||||||||||||||||
Fair Value Assumptions, Risk Free Interest Rate | 1.55% | 1.55% | ||||||||||||||||||
Maximum [Member] | Warrant [Member] | ||||||||||||||||||||
Note 7 - Common Stock (Details) [Line Items] | ||||||||||||||||||||
Fair Value Assumptions, Risk Free Interest Rate | 1.65% | 1.65% |
Note 7 - Common Stock (Detail49
Note 7 - Common Stock (Details) - Summary of Outstanding Warrants - $ / shares | 9 Months Ended | ||||
Sep. 30, 2015 | Feb. 28, 2015 | Dec. 31, 2014 | Nov. 30, 2014 | Sep. 23, 2014 | |
Class of Warrant or Right [Line Items] | |||||
Class of Warrant or Right, Exercise Price (in Dollars per share) | $ 0.50 | $ 0.53 | $ 0.53 | $ 0.53 | |
Number of Shares Outstanding Under Warrants | 2,864,823 | 605,556 | 382,000 | 382,000 | 940,189 |
Range One [Member] | |||||
Class of Warrant or Right [Line Items] | |||||
Class of Warrant or Right, Expiration Date | Sep. 23, 2019 | ||||
Class of Warrant or Right, Exercise Price (in Dollars per share) | $ 0.53 | ||||
Number of Shares Outstanding Under Warrants | 940,189 | ||||
Range Two [Member] | |||||
Class of Warrant or Right [Line Items] | |||||
Class of Warrant or Right, Expiration Date | Sep. 30, 2024 | ||||
Class of Warrant or Right, Exercise Price (in Dollars per share) | $ 0.53 | ||||
Number of Shares Outstanding Under Warrants | 471,698 | ||||
Range Three [Member] | |||||
Class of Warrant or Right [Line Items] | |||||
Class of Warrant or Right, Expiration Date | Oct. 13, 2019 | ||||
Class of Warrant or Right, Exercise Price (in Dollars per share) | $ 0.53 | ||||
Number of Shares Outstanding Under Warrants | 237,000 | ||||
Range Four [Member] | |||||
Class of Warrant or Right [Line Items] | |||||
Class of Warrant or Right, Expiration Date | Oct. 31, 2019 | ||||
Class of Warrant or Right, Exercise Price (in Dollars per share) | $ 0.53 | ||||
Number of Shares Outstanding Under Warrants | 11,250 | ||||
Range Five [Member] | |||||
Class of Warrant or Right [Line Items] | |||||
Class of Warrant or Right, Expiration Date | Nov. 19, 2019 | ||||
Class of Warrant or Right, Exercise Price (in Dollars per share) | $ 0.53 | ||||
Number of Shares Outstanding Under Warrants | 100,000 | ||||
Range Six [Member] | |||||
Class of Warrant or Right [Line Items] | |||||
Class of Warrant or Right, Expiration Date | Feb. 17, 2025 | ||||
Class of Warrant or Right, Exercise Price (in Dollars per share) | $ 0.50 | ||||
Number of Shares Outstanding Under Warrants | 605,556 | ||||
Range Seven [Member] | |||||
Class of Warrant or Right [Line Items] | |||||
Class of Warrant or Right, Expiration Date | Mar. 26, 2025 | ||||
Class of Warrant or Right, Exercise Price (in Dollars per share) | $ 0.34 | ||||
Number of Shares Outstanding Under Warrants | 11,628 | ||||
Range Eight [Member] | |||||
Class of Warrant or Right [Line Items] | |||||
Class of Warrant or Right, Expiration Date | May 12, 2025 | ||||
Class of Warrant or Right, Exercise Price (in Dollars per share) | $ 0.53 | ||||
Number of Shares Outstanding Under Warrants | 289,827 | ||||
Range Nine [Member] | |||||
Class of Warrant or Right [Line Items] | |||||
Class of Warrant or Right, Expiration Date | May 14, 2025 | ||||
Class of Warrant or Right, Exercise Price (in Dollars per share) | $ 0.37 | ||||
Number of Shares Outstanding Under Warrants | 25,000 | ||||
Range Ten [Member] | |||||
Class of Warrant or Right [Line Items] | |||||
Class of Warrant or Right, Expiration Date | May 17, 2020 | ||||
Class of Warrant or Right, Exercise Price (in Dollars per share) | $ 0.53 | ||||
Number of Shares Outstanding Under Warrants | 172,675 |
Note 8 - Summary of Stock Opt50
Note 8 - Summary of Stock Options (Details) | 1 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||||||
Sep. 23, 2014shares | Sep. 30, 2015USD ($)$ / sharesshares | Mar. 31, 2015 | Sep. 30, 2014USD ($)$ / sharesshares | Sep. 30, 2015USD ($)$ / sharesshares | Sep. 30, 2014USD ($)$ / sharesshares | Dec. 31, 2014USD ($)$ / sharesshares | Dec. 31, 2013USD ($)shares | Jul. 22, 2015shares | Jul. 21, 2015shares | Sep. 22, 2014shares | |
Note 8 - Summary of Stock Options (Details) [Line Items] | |||||||||||
Conversion of Stock, Exchange Ratio | 0.0080497 | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 1,082,000 | 1,901,476 | 95,581 | ||||||||
Allocated Share-based Compensation Expense (in Dollars) | $ | $ 55,000 | $ 113,000 | $ 145,000 | $ 144,000 | $ 184,000 | $ 87,000 | |||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Not yet Recognized, Stock Options (in Dollars) | $ | $ 701,000 | $ 701,000 | $ 496,000 | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant | 841,739 | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Intrinsic Value (in Dollars) | $ | $ 0 | 0 | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period, Intrinsic Value (in Dollars) | $ | 0 | 0 | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested in Period, Fair Value (in Dollars) | $ | $ 44,000 | 140,000 | |||||||||
Stock Options, Acceleration of Vesting, Number | 140,000 | ||||||||||
Employees [Member] | |||||||||||
Note 8 - Summary of Stock Options (Details) [Line Items] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 347,000 | 1,901,476 | 1,901,476 | 1,901,476 | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value (in Dollars per share) | $ / shares | $ 0.51 | $ 0.32 | $ 0.32 | $ 0.32 | $ 0.32 | ||||||
2005 Plan [Member] | |||||||||||
Note 8 - Summary of Stock Options (Details) [Line Items] | |||||||||||
Common Stock, Capital Shares Reserved for Future Issuance | 22,095 | 22,095 | 22,095 | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 22,095 | 22,095 | 22,095 | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price (in Dollars per share) | $ / shares | $ 12.83 | $ 12.83 | $ 12.83 | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term | 1 year 222 days | 5 years 109 days | |||||||||
The 2006 Stock Option Plan [Member] | |||||||||||
Note 8 - Summary of Stock Options (Details) [Line Items] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 322,069 | 322,069 | 322,069 | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price (in Dollars per share) | $ / shares | $ 1.54 | $ 1.54 | $ 1.54 | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term | 7 years 25 days | 7 years 299 days | |||||||||
Conversion of Stock, Exchange Ratio | 0.0080497 | 0.0080497 | |||||||||
The 2013 Plan [Member] | |||||||||||
Note 8 - Summary of Stock Options (Details) [Line Items] | |||||||||||
Common Stock, Capital Shares Reserved for Future Issuance | 6,769,152 | 6,769,152 | 841,739 | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 3,008,619 | 3,008,619 | 1,947,619 | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price (in Dollars per share) | $ / shares | $ 0.73 | $ 0.73 | $ 0.80 | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term | 9 years 32 days | 9 years 226 days | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period | 10 years | 10 years | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 4 years | 4 years | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Percentage of Outstanding Stock Maximum | 10.00% | 10.00% | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Purchase Price of Common Stock, Percent | 110.00% | 110.00% | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 3,111,587 | 10,100,000 | 3,111,587 | 113,826 | |||||||
Holdings Greater than 10% of Shares Outstanding [Member] | The 2013 Plan [Member] | |||||||||||
Note 8 - Summary of Stock Options (Details) [Line Items] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period | 5 years | 5 years | |||||||||
Selling, General and Administrative Expenses [Member] | Acceleration of Vesting of Approximately 140,000 Affected Stock Options [Member] | |||||||||||
Note 8 - Summary of Stock Options (Details) [Line Items] | |||||||||||
Allocated Share-based Compensation Expense (in Dollars) | $ | $ 103,000 | ||||||||||
Employee Stock Option [Member] | |||||||||||
Note 8 - Summary of Stock Options (Details) [Line Items] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 1,082,000 | ||||||||||
Allocated Share-based Compensation Expense (in Dollars) | $ | $ 55,000 | $ 113,000 | $ 145,000 | $ 144,000 | $ 184,000 | $ 87,000 | |||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 3 years 87 days | 3 years 266 days | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Dividend Rate | 0.00% | 0.00% | 0.00% | 0.00% | 0.00% | 0.00% |
Note 8 - Summary of Stock Opt51
Note 8 - Summary of Stock Options (Details) - Summary of Option Activity Under All Plans - USD ($) | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Note 8 - Summary of Stock Options (Details) - Summary of Option Activity Under All Plans [Line Items] | |||
Aggregate Intrinsic Value | $ 0 | $ 0 | |
Vested and exercisable and expected to vest, end of period | 3,122,622 | 2,099,687 | 348,865 |
Vested and exercisable and expected to vest, end of period | $ 0.91 | $ 1.06 | $ 1.24 |
Vested and exercisable and expected to vest, end of period | 8 years 295 days | 9 years 105 days | 8 years 292 days |
Vested and exercisable and expected to vest, end of period | $ 634,288,000 | ||
Vested and exercisable, end of period | 864,510 | 519,901 | 120,955 |
Vested and exercisable, end of period | $ 1.70 | $ 2.45 | $ 2.48 |
Vested and exercisable, end of period | 7 years 262 days | 7 years 324 days | 8 years 219 days |
Vested and exercisable, end of period | $ 104,545,000 | ||
Options granted | 1,082,000 | 1,901,476 | 95,581 |
Options granted | $ 0.61 | $ 0.60 | $ 1.24 |
Options canceled | (21,000) | (41,184) | (92,699) |
Options canceled | $ 1 | ||
Aggregate Intrinsic Value | $ 0 | $ 0 | |
Beginning of Period [Member] | |||
Note 8 - Summary of Stock Options (Details) - Summary of Option Activity Under All Plans [Line Items] | |||
Options outstanding | 2,291,783 | 363,413 | 360,531 |
Weighted average exercise price | $ 1.02 | $ 1.24 | $ 1.24 |
Weighted Average Remaining Contractual Term | 9 years 116 days | 8 years 292 days | 9 years 270 days |
Options outstanding | 2,291,783 | 363,413 | |
Weighted average exercise price | $ 1.02 | $ 1.24 | |
End of Period [Member] | |||
Note 8 - Summary of Stock Options (Details) - Summary of Option Activity Under All Plans [Line Items] | |||
Options outstanding | 2,291,783 | 363,413 | |
Weighted average exercise price | $ 1.02 | $ 1.24 | |
Weighted Average Remaining Contractual Term | 8 years 306 days | 9 years 116 days | 8 years 292 days |
Options outstanding | 3,352,783 | 2,291,783 | 363,413 |
Weighted average exercise price | $ 0.89 | $ 1.02 | $ 1.24 |
Aggregate Intrinsic Value | $ 686,174,000 |
Note 8 - Summary of Stock Opt52
Note 8 - Summary of Stock Options (Details) - Summary of Options Outstanding and Exercisable - $ / shares | 9 Months Ended | 12 Months Ended |
Sep. 30, 2015 | Dec. 31, 2014 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Number Outstanding (in Shares) | 3,352,783 | 2,291,783 |
Weighted Average Exercise Price, Outstanding | $ 0.89 | $ 1.02 |
Weighted Average Remaining Contractual Term | 8 years 306 days | 9 years 116 days |
Weighted Average Exercise Price, Execisable (in Shares) | 864,510 | 519,901 |
Number Exercisable | $ 1.70 | $ 2.45 |
Range One [Member] | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Range of Exercise Prices, Upper | $ 0.33 | $ 0.60 |
Number Outstanding (in Shares) | 100,000 | 1,901,476 |
Weighted Average Exercise Price, Outstanding | $ 0.33 | $ 0.60 |
Weighted Average Remaining Contractual Term | 9 years 226 days | 9 years 233 days |
Weighted Average Exercise Price, Execisable (in Shares) | 129,594 | |
Number Exercisable | $ 0.60 | |
Range Two [Member] | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Range of Exercise Prices, Lower | $ 0.46 | |
Range of Exercise Prices, Upper | $ 0.47 | $ 1.24 |
Number Outstanding (in Shares) | 635,000 | 312,373 |
Weighted Average Exercise Price, Outstanding | $ 0.47 | $ 1.24 |
Weighted Average Remaining Contractual Term | 9 years 131 days | 7 years 328 days |
Weighted Average Exercise Price, Execisable (in Shares) | 312,373 | |
Number Exercisable | $ 1.24 | |
Range Three [Member] | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Range of Exercise Prices, Lower | 7 | |
Range of Exercise Prices, Upper | $ 0.60 | $ 9 |
Number Outstanding (in Shares) | 1,881,476 | 58,603 |
Weighted Average Exercise Price, Outstanding | $ 0.60 | $ 8.64 |
Weighted Average Remaining Contractual Term | 9 years | 7 years 167 days |
Weighted Average Exercise Price, Execisable (in Shares) | 475,203 | 58,603 |
Number Exercisable | $ 0.60 | $ 8.64 |
Range Four [Member] | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Range of Exercise Prices, Lower | 0.89 | 12 |
Range of Exercise Prices, Upper | $ 0.99 | $ 18.63 |
Number Outstanding (in Shares) | 347,000 | 19,081 |
Weighted Average Exercise Price, Outstanding | $ 0.96 | $ 15.29 |
Weighted Average Remaining Contractual Term | 9 years 310 days | 6 years 197 days |
Weighted Average Exercise Price, Execisable (in Shares) | 19,081 | |
Number Exercisable | $ 15.29 | |
Range Five [Member] | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Range of Exercise Prices, Upper | $ 1.24 | $ 37 |
Number Outstanding (in Shares) | 312,373 | 250 |
Weighted Average Exercise Price, Outstanding | $ 1.24 | $ 37 |
Weighted Average Remaining Contractual Term | 7 years 54 days | 3 years 171 days |
Weighted Average Exercise Price, Execisable (in Shares) | 312,373 | 250 |
Number Exercisable | $ 1.24 | $ 37 |
Range Six [Member] | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Range of Exercise Prices, Lower | 7 | |
Range of Exercise Prices, Upper | $ 9 | |
Number Outstanding (in Shares) | 57,603 | |
Weighted Average Exercise Price, Outstanding | $ 8.64 | |
Weighted Average Remaining Contractual Term | 2 years 29 days | |
Weighted Average Exercise Price, Execisable (in Shares) | 57,603 | |
Number Exercisable | $ 8.64 | |
Range Seven [Member] | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Range of Exercise Prices, Lower | 12 | |
Range of Exercise Prices, Upper | $ 18.63 | |
Number Outstanding (in Shares) | 19,081 | |
Weighted Average Exercise Price, Outstanding | $ 15.29 | |
Weighted Average Remaining Contractual Term | 2 years 208 days | |
Weighted Average Exercise Price, Execisable (in Shares) | 19,081 | |
Number Exercisable | $ 15.29 | |
Range Eight [Member] | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Range of Exercise Prices, Upper | $ 37 | |
Number Outstanding (in Shares) | 250 | |
Weighted Average Exercise Price, Outstanding | $ 37 | |
Weighted Average Remaining Contractual Term | 1 year 357 days | |
Weighted Average Exercise Price, Execisable (in Shares) | 250 | |
Number Exercisable | $ 37 |
Note 8 - Summary of Stock Opt53
Note 8 - Summary of Stock Options (Details) - Valuation Assumptions for Stock Options - Employee Stock Option [Member] | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | |
Note 8 - Summary of Stock Options (Details) - Valuation Assumptions for Stock Options [Line Items] | ||||||
Expected term (in years) | 5 years | 5 years | 5 years | 5 years | 5 years | 5 years |
Average volatility | 61.00% | 61.00% | 61.00% | 68.00% | ||
Risk-free interest rate | 1.80% | 1.80% | 1.80% | 0.84% | ||
Dividend yield | 0.00% | 0.00% | 0.00% | 0.00% | 0.00% | 0.00% |
Minimum [Member] | ||||||
Note 8 - Summary of Stock Options (Details) - Valuation Assumptions for Stock Options [Line Items] | ||||||
Average volatility | 61.00% | 61.00% | ||||
Risk-free interest rate | 1.50% | 1.29% | ||||
Maximum [Member] | ||||||
Note 8 - Summary of Stock Options (Details) - Valuation Assumptions for Stock Options [Line Items] | ||||||
Average volatility | 62.00% | 62.00% | ||||
Risk-free interest rate | 1.69% | 1.69% |
Note 8 - Summary of Stock Opt54
Note 8 - Summary of Stock Options (Details) - Stock-based Compensation Expense Included in the Statement of Income - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||||
Stock-based Compensation Expense | $ 55 | $ 113 | $ 145 | $ 144 | $ 184 | $ 87 |
Research and Development Expense [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||||
Stock-based Compensation Expense | 5 | 13 | 1 | 5 | ||
General and Administrative Expense [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||||
Stock-based Compensation Expense | $ 50 | $ 113 | $ 132 | $ 143 | $ 179 | $ 87 |
Note 9 - Income Taxes (Details)
Note 9 - Income Taxes (Details) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Note 9 - Income Taxes (Details) [Line Items] | ||||||||
Effective Income Tax Rate Reconciliation, Percent | 0.00% | 0.00% | 0.00% | 0.00% | 0.00% | 0.00% | ||
Deferred Tax Assets, Operating Loss Carryforwards, Domestic | $ 14,487,000 | |||||||
Valuation Allowance, Deferred Tax Asset, Increase (Decrease), Amount | $ 0 | 2,257,000 | $ 1,642,000 | |||||
Unrecognized Tax Benefits | 97,000 | 83,000 | $ 83,000 | |||||
Deferred Tax Assets, Operating Loss Carryforwards, State and Local | 14,475,000 | |||||||
Deferred Tax Assets, Tax Credit Carryforwards, Research | 189,000 | $ 162,000 | ||||||
State and Local Jurisdiction [Member] | ||||||||
Note 9 - Income Taxes (Details) [Line Items] | ||||||||
Deferred Tax Assets, Operating Loss Carryforwards, Domestic | 13,900,000 | |||||||
Operating Loss Carryforwards | 14,475,000 | |||||||
Deferred Tax Assets, Tax Credit Carryforwards, Research | 159,000 | |||||||
Domestic Tax Authority [Member] | ||||||||
Note 9 - Income Taxes (Details) [Line Items] | ||||||||
Operating Loss Carryforwards | 14,487,000 | |||||||
Deferred Tax Assets, Tax Credit Carryforwards, Research | $ 165,000 | |||||||
Scenario, Forecast [Member] | ||||||||
Note 9 - Income Taxes (Details) [Line Items] | ||||||||
Effective Income Tax Rate Reconciliation, Percent | 0.00% |
Note 10 - Related Party Trans56
Note 10 - Related Party Transactions (Details) | Oct. 04, 2007shares | Sep. 23, 2014shares | Sep. 30, 2015USD ($)shares | Sep. 30, 2014USD ($) | Sep. 30, 2015USD ($)shares | Sep. 30, 2014USD ($) | Dec. 31, 2014USD ($)shares | Dec. 31, 2013USD ($) |
Note 10 - Related Party Transactions (Details) [Line Items] | ||||||||
Stock Issued During Period, Shares, New Issues (in Shares) | 11,305,567 | |||||||
Conversion of Stock, Exchange Ratio | 0.0080497 | |||||||
Stellartech Research Corporation [Member] | ||||||||
Note 10 - Related Party Transactions (Details) [Line Items] | ||||||||
Stock Issued During Period, Shares, New Issues (in Shares) | 300,000 | |||||||
Conversion of Stock, Exchange Ratio | 0.0080497 | |||||||
Shares of Common Stock Subject to Repurchase (in Shares) | 0 | 0 | 0 | |||||
Related Party Transaction, Amounts of Transaction | $ | $ 1,871,000 | $ 182,000 | $ 3,082,000 | $ 345,000 | $ 484,000 | $ 33,000 | ||
Stellartech Research Corporation [Member] | Based On Postmerger Exchange Ratio [Member] | ||||||||
Note 10 - Related Party Transactions (Details) [Line Items] | ||||||||
Stock Issued During Period, Shares, New Issues (in Shares) | 2,415 |
Note 11 - Subsequent Events (De
Note 11 - Subsequent Events (Details) - USD ($) | 1 Months Ended | |||||||
Oct. 31, 2015 | Sep. 30, 2015 | May. 31, 2015 | Feb. 28, 2015 | Dec. 31, 2014 | Nov. 30, 2014 | Sep. 30, 2014 | Sep. 23, 2014 | |
Note 11 - Subsequent Events (Details) [Line Items] | ||||||||
Percent of Outstanding Loan Amount | 1.00% | |||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in Dollars per share) | $ 0.50 | $ 0.53 | $ 0.53 | $ 0.53 | ||||
Subsequent Event [Member] | ||||||||
Note 11 - Subsequent Events (Details) [Line Items] | ||||||||
Class of Warrant or Right Number of Securities Called by Warrants or Rights Cancelled in Period (in Shares) | 7,500 | |||||||
Percent of Outstanding Loan Amount | 1.00% | |||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in Dollars per share) | $ 0.53 | |||||||
September 2014 Term Loan [Member] | ||||||||
Note 11 - Subsequent Events (Details) [Line Items] | ||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in Dollars per share) | $ 0.37 | $ 0.53 | ||||||
Second Tranche [Member] | September 2014 Term Loan [Member] | Subsequent Event [Member] | ||||||||
Note 11 - Subsequent Events (Details) [Line Items] | ||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 500,000 | |||||||
Third Tranche [Member] | September 2014 Term Loan [Member] | Subsequent Event [Member] | ||||||||
Note 11 - Subsequent Events (Details) [Line Items] | ||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 1,000,000 |
Note 2 - Summary of Significa58
Note 2 - Summary of Significant Accounting Policies (Details) - Antidilutive Securities - shares | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | |
Convertible Securities, Preferred Stock [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities | 195,062,650 | |||
Preferred Stock Warrants [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities | 16,680,324 | |||
Equity Option [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities | 2,291,783 | 363,413 | ||
Common Stock Warrants [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities | 2,864,823 | 1,793,887 | ||
Rights to Shares [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities | 956,354 | 566,038 |
Note 3 - Fair Value Measureme59
Note 3 - Fair Value Measurements (Details) - Assets and Liabilities Measured at Fair Value $ in Thousands | Dec. 31, 2013USD ($) |
Liabilities | |
Preferred stock warrant liabilities | $ 624 |
Total liabilities | 624 |
Fair Value, Inputs, Level 3 [Member] | |
Liabilities | |
Preferred stock warrant liabilities | 624 |
Total liabilities | $ 624 |
Note 3 - Fair Value Measureme60
Note 3 - Fair Value Measurements (Details) - Summary of Changes in Fair Value of Preferred Stock Warrant Liabilities - USD ($) | 1 Months Ended | 9 Months Ended | 12 Months Ended | |
Sep. 23, 2014 | Sep. 30, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | |
Summary of Changes in Fair Value of Preferred Stock Warrant Liabilities [Abstract] | ||||
Fair value as of December 31, 2012 | $ 624,000 | $ 624,000 | $ 686,000 | |
Fair value | 624,000 | |||
Change in fair value recorded in other income (expense), net | (51,000) | (52,000) | $ (62,000) | |
Extinguishment of warrant liabilities pursuant to the Merger Agreement | $ (572,000) | $ (573,000) | $ (572,000) |
Note 3 - Fair Value Measureme61
Note 3 - Fair Value Measurements (Details) - Summary of the Valuation Techniques for Fair Value of Preferred Stock Warrant Liabilities - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Fair Value Inputs, Liabilities, Quantitative Information [Line Items] | ||
Preferred stock warrant liabilities | $ 624 | $ 686 |
Preferred Stock Warrant Liabilities [Member] | ||
Fair Value Inputs, Liabilities, Quantitative Information [Line Items] | ||
Preferred stock warrant liabilities | $ 624 | |
Minimum [Member] | Warrant [Member] | ||
Fair Value Inputs, Liabilities, Quantitative Information [Line Items] | ||
$ 0.04 | ||
$ (0.04) | ||
70.60% | ||
(70.60%) | ||
Maximum [Member] | Warrant [Member] | ||
Fair Value Inputs, Liabilities, Quantitative Information [Line Items] | ||
$ 0.44 | ||
$ (0.44) | ||
84.20% | ||
(84.20%) | ||
Weighted Average [Member] | Warrant [Member] | ||
Fair Value Inputs, Liabilities, Quantitative Information [Line Items] | ||
$ 0.06 | ||
$ (0.06) | ||
76.00% | ||
(76.00%) |
Note 4 - Property and Equipme62
Note 4 - Property and Equipment, Net (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Property, Plant and Equipment [Abstract] | ||
Depreciation | $ 56,000 | $ 66,000 |
Note 4 - Property and Equipme63
Note 4 - Property and Equipment, Net (Details) - Equipment, Furniture and Leasehold Improvements - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2014 | Sep. 30, 2015 | Dec. 31, 2013 | ||
Property, Plant and Equipment [Line Items] | ||||
Property and equipment, gross | $ 419 | $ 322 | ||
Less: Accumulated depreciation and amortization | (232) | (194) | ||
Property and equipment, net | $ 187 | [1] | $ 198 | 128 |
Equipment [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Useful life | 5 years | |||
Property and equipment, gross | $ 367 | 277 | ||
Computer Equipment [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Useful life | 3 years | |||
Property and equipment, gross | $ 39 | 32 | ||
Furniture and Fixtures [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Useful life | 7 years | |||
Property and equipment, gross | $ 13 | $ 13 | ||
[1] | The condensed consolidated balance sheet as of December 31, 2014 has been derived from the audited consolidated financial statements as of that date. |
Note 5 - Accrued Liabilities (D
Note 5 - Accrued Liabilities (Details) - Accrued Liabilities - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Accrued Liabilities [Abstract] | ||||
Accrued professional fees | $ 175 | $ 117 | $ 15 | |
Accrued vacation | 103 | 86 | 81 | |
Accrued interest | 237 | |||
Accrued loan balloon payment | 76 | |||
Accrued loan restructuring fees | 27 | |||
Accrued severence pay | 59 | |||
Other accruals | 81 | 20 | 21 | |
Total accrued liabilities | $ 827 | $ 223 | [1] | $ 516 |
[1] | The condensed consolidated balance sheet as of December 31, 2014 has been derived from the audited consolidated financial statements as of that date. |
Note 6 - Note Payable (Details)
Note 6 - Note Payable (Details) - Summary of Note Payable - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Summary of Note Payable [Abstract] | ||||
2,015 | $ 293 | |||
2,016 | 1,095 | |||
2,017 | $ 2,124 | 1,045 | ||
2,018 | 1,161 | 337 | ||
Total Payments | 5,446 | 2,770 | ||
Less: Amount representing interest | (446) | (270) | ||
Present value of obligations | 5,000 | 2,500 | ||
Less: Notes payable, current portion | $ 5,000 | 2,500 | [1] | $ 1,463 |
Note payable, noncurrent portion | $ 0 | |||
[1] | The condensed consolidated balance sheet as of December 31, 2014 has been derived from the audited consolidated financial statements as of that date. |
Note 7 - Related Party Conver66
Note 7 - Related Party Convertible Bridge Notes (Details) - USD ($) | Mar. 05, 2014 | Feb. 13, 2014 | Dec. 27, 2013 | Nov. 12, 2013 | Sep. 27, 2013 | Feb. 13, 2013 | May. 31, 2014 | Aug. 31, 2013 | Jun. 30, 2013 | Apr. 30, 2013 | Nov. 30, 2012 | Dec. 31, 2014 | Jul. 07, 2014 | Dec. 31, 2013 | Aug. 07, 2013 |
Note 7 - Related Party Convertible Bridge Notes (Details) [Line Items] | |||||||||||||||
Interest Payable, Current | $ 237,000 | ||||||||||||||
Related Party Convertible Bridge Notes [Member] | 2013 Note Purchase Agreement [Member] | |||||||||||||||
Note 7 - Related Party Convertible Bridge Notes (Details) [Line Items] | |||||||||||||||
Maximum Authorized Convertible Promissory Notes Issuable | $ 2,000,000 | ||||||||||||||
Proceeds from Convertible Debt | $ 500,000 | ||||||||||||||
November 2012 Convertible Promissory Note [Member] | Related Party Convertible Bridge Notes [Member] | |||||||||||||||
Note 7 - Related Party Convertible Bridge Notes (Details) [Line Items] | |||||||||||||||
Debt Instrument, Face Amount | $ 1,000,000 | ||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 8.00% | ||||||||||||||
Minimum Gross Proceeds from Issuance of Common or Preferred Stock | $ 5,000,000 | ||||||||||||||
Convertible Debt | $ 0 | 1,000,000 | |||||||||||||
Interest Payable, Current | 89,000 | ||||||||||||||
2013 Note Purchase Agreement [Member] | Related Party Convertible Bridge Notes [Member] | |||||||||||||||
Note 7 - Related Party Convertible Bridge Notes (Details) [Line Items] | |||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 8.00% | ||||||||||||||
Minimum Gross Proceeds from Issuance of Common or Preferred Stock | $ 5,000,000 | ||||||||||||||
Convertible Debt | 0 | 2,500,000 | |||||||||||||
Interest Payable, Current | 130,000 | ||||||||||||||
Maximum Authorized Convertible Promissory Notes Issuable | 1,500,000 | $ 2,500,000 | |||||||||||||
Proceeds from Convertible Debt | $ 1,000,000 | $ 500,000 | $ 500,000 | ||||||||||||
Debt Instrument, Convertible, Conversion Price as a Percentage of Purchase Price | 80.00% | ||||||||||||||
Debt Instrument, Convertible, Conversion Price (in Dollars per share) | $ 0.05 | ||||||||||||||
Debt Instrument, Redemption Price, Percentage of Principal Amount and Accrued and Unpaid Interest Redeemed | 300.00% | ||||||||||||||
September 2013 Note Purchase Agreement [Member] | Related Party Convertible Bridge Notes [Member] | |||||||||||||||
Note 7 - Related Party Convertible Bridge Notes (Details) [Line Items] | |||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 8.00% | ||||||||||||||
Minimum Gross Proceeds from Issuance of Common or Preferred Stock | $ 5,000,000 | ||||||||||||||
Convertible Debt | 0 | 500,000 | |||||||||||||
Interest Payable, Current | 10,000 | ||||||||||||||
Maximum Authorized Convertible Promissory Notes Issuable | $ 500,000 | ||||||||||||||
Debt Instrument, Convertible, Conversion Price as a Percentage of Purchase Price | 70.00% | ||||||||||||||
Debt Instrument, Convertible, Conversion Price (in Dollars per share) | $ 0.05 | ||||||||||||||
November 2013 Note Purchase Agreement [Member] | Related Party Convertible Bridge Notes [Member] | |||||||||||||||
Note 7 - Related Party Convertible Bridge Notes (Details) [Line Items] | |||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 8.00% | ||||||||||||||
Minimum Gross Proceeds from Issuance of Common or Preferred Stock | $ 5,000,000 | ||||||||||||||
Convertible Debt | 0 | 500,000 | |||||||||||||
Interest Payable, Current | 5,000 | ||||||||||||||
Maximum Authorized Convertible Promissory Notes Issuable | $ 500,000 | ||||||||||||||
Debt Instrument, Convertible, Conversion Price as a Percentage of Purchase Price | 70.00% | ||||||||||||||
Debt Instrument, Convertible, Conversion Price (in Dollars per share) | $ 0.05 | ||||||||||||||
December 2013 Note Purchase Agreement [Member] | Related Party Convertible Bridge Notes [Member] | |||||||||||||||
Note 7 - Related Party Convertible Bridge Notes (Details) [Line Items] | |||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 9.00% | ||||||||||||||
Minimum Gross Proceeds from Issuance of Common or Preferred Stock | $ 5,000,000 | ||||||||||||||
Convertible Debt | $ 0 | 375,000 | |||||||||||||
Interest Payable, Current | $ 1,000 | ||||||||||||||
Maximum Authorized Convertible Promissory Notes Issuable | $ 375,000 | ||||||||||||||
Debt Instrument, Convertible, Conversion Price as a Percentage of Purchase Price | 70.00% | ||||||||||||||
Debt Instrument, Convertible, Conversion Price (in Dollars per share) | $ 0.05 | ||||||||||||||
March 2014 Note Purchase Agreement [Member] | Related Party Convertible Bridge Notes [Member] | |||||||||||||||
Note 7 - Related Party Convertible Bridge Notes (Details) [Line Items] | |||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 9.00% | ||||||||||||||
Maximum Authorized Convertible Promissory Notes Issuable | $ 1,250,000 | ||||||||||||||
Proceeds from Convertible Debt | $ 200,000 | $ 1,050,000 | |||||||||||||
July 2013 Note Purchase Agreement [Member] | Related Party Convertible Bridge Notes [Member] | |||||||||||||||
Note 7 - Related Party Convertible Bridge Notes (Details) [Line Items] | |||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 9.00% | ||||||||||||||
Maximum Authorized Convertible Promissory Notes Issuable | $ 250,000 |
Note 8 - Commitments and Contin
Note 8 - Commitments and Contingencies (Details) - Future Minimum Lease Payments - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Future Minimum Lease Payments [Abstract] | ||
2,015 | $ 31 | |
Total minimum lease payments | $ 343 | $ 31 |
Note 10 - Convertible Preferr68
Note 10 - Convertible Preferred Stock (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||||||||||||||||
Sep. 23, 2014 | Apr. 30, 2012 | Feb. 28, 2012 | Jan. 31, 2012 | Dec. 31, 2011 | Nov. 30, 2011 | Sep. 30, 2011 | Jun. 30, 2011 | May. 31, 2011 | Nov. 30, 2010 | Apr. 30, 2009 | Dec. 31, 2008 | Dec. 31, 2014 | Sep. 30, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 30, 2013 | Sep. 30, 2015 | Feb. 28, 2015 | Nov. 30, 2014 | Dec. 31, 2012 | |
Note 10 - Convertible Preferred Stock (Details) [Line Items] | |||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 940,189 | 382,000 | 382,000 | 2,864,823 | 605,556 | 382,000 | |||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 0.53 | $ 0.53 | $ 0.53 | $ 0.50 | $ 0.53 | ||||||||||||||||
Warrant Term | 5 years | 5 years | |||||||||||||||||||
Warrant Liabilities Noncurrent | $ 624,000 | $ 686,000 | |||||||||||||||||||
Fair Value Adjustment of Warrants | $ (51,000) | $ (52,000) | $ (62,000) | ||||||||||||||||||
Series A Preferred Stock [Member] | |||||||||||||||||||||
Note 10 - Convertible Preferred Stock (Details) [Line Items] | |||||||||||||||||||||
Preferred Stock, Dividend Rate, Per-Dollar-Amount | $ 0.0488 | ||||||||||||||||||||
Preferred Stock, Dividends Per Share, Declared | 0 | ||||||||||||||||||||
Preferred Stock, Conversion Price | $ 0.05 | ||||||||||||||||||||
Convertible Preferred Stock, Terms of Conversion, Minimum Aggregate Gross Proceeds Required for Automatic Conversion | $ 30,000,000 | ||||||||||||||||||||
Series B Preferred Stock [Member] | |||||||||||||||||||||
Note 10 - Convertible Preferred Stock (Details) [Line Items] | |||||||||||||||||||||
Preferred Stock, Dividend Rate, Per-Dollar-Amount | $ 0.004 | ||||||||||||||||||||
Preferred Stock, Dividends Per Share, Declared | 0 | ||||||||||||||||||||
Preferred Stock, Conversion Price | $ 0.05 | ||||||||||||||||||||
Convertible Preferred Stock, Terms of Conversion, Minimum Aggregate Gross Proceeds Required for Automatic Conversion | $ 30,000,000 | ||||||||||||||||||||
December 2008 Warrants [Member] | Series A Preferred Stock [Member] | |||||||||||||||||||||
Note 10 - Convertible Preferred Stock (Details) [Line Items] | |||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 196,721 | 196,721 | |||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 0.61 | $ 0.61 | |||||||||||||||||||
Warrant Term | 10 years | ||||||||||||||||||||
Warrant Liabilities Noncurrent | $ 54,000 | $ 44,000 | |||||||||||||||||||
Fair Value Assumptions, Expected Dividend Rate | 0.00% | ||||||||||||||||||||
Fair Value Assumptions, Expected Volatility Rate | 79.00% | ||||||||||||||||||||
Fair Value Assumptions, Risk Free Interest Rate | 2.70% | ||||||||||||||||||||
Fair Value Assumptions, Expected Term | 10 years | ||||||||||||||||||||
December 2008 Warrants [Member] | Other Nonoperating Income (Expense) [Member] | Series A Preferred Stock [Member] | |||||||||||||||||||||
Note 10 - Convertible Preferred Stock (Details) [Line Items] | |||||||||||||||||||||
Fair Value Adjustment of Warrants | 10,000 | $ 7,000 | |||||||||||||||||||
April 2009 Warrants [Member] | Series A Preferred Stock [Member] | |||||||||||||||||||||
Note 10 - Convertible Preferred Stock (Details) [Line Items] | |||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 245,900 | 245,900 | |||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 0.61 | $ 0.61 | |||||||||||||||||||
Warrant Term | 10 years | ||||||||||||||||||||
Warrant Liabilities Noncurrent | $ 70,000 | $ 58,000 | |||||||||||||||||||
Fair Value Assumptions, Expected Dividend Rate | 0.00% | ||||||||||||||||||||
Fair Value Assumptions, Expected Volatility Rate | 79.00% | ||||||||||||||||||||
Fair Value Assumptions, Risk Free Interest Rate | 2.80% | ||||||||||||||||||||
Fair Value Assumptions, Expected Term | 10 years | ||||||||||||||||||||
April 2009 Warrants [Member] | Other Nonoperating Income (Expense) [Member] | Series A Preferred Stock [Member] | |||||||||||||||||||||
Note 10 - Convertible Preferred Stock (Details) [Line Items] | |||||||||||||||||||||
Fair Value Adjustment of Warrants | 12,000 | $ 9,000 | |||||||||||||||||||
November 2010 Warrants [Member] | Series A Preferred Stock [Member] | |||||||||||||||||||||
Note 10 - Convertible Preferred Stock (Details) [Line Items] | |||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 163,934 | 163,934 | |||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 0.61 | $ 0.61 | |||||||||||||||||||
Warrant Term | 10 years | ||||||||||||||||||||
Warrant Liabilities Noncurrent | $ 47,000 | $ 47,000 | |||||||||||||||||||
Fair Value Assumptions, Expected Dividend Rate | 0.00% | ||||||||||||||||||||
Fair Value Assumptions, Expected Volatility Rate | 79.00% | ||||||||||||||||||||
Fair Value Assumptions, Risk Free Interest Rate | 2.90% | ||||||||||||||||||||
Fair Value Assumptions, Expected Term | 10 years | ||||||||||||||||||||
November 2010 Warrants [Member] | Other Nonoperating Income (Expense) [Member] | Series A Preferred Stock [Member] | |||||||||||||||||||||
Note 10 - Convertible Preferred Stock (Details) [Line Items] | |||||||||||||||||||||
Fair Value Adjustment of Warrants | 2,000 | 2,000 | |||||||||||||||||||
April 2012 Warrants [Member] | |||||||||||||||||||||
Note 10 - Convertible Preferred Stock (Details) [Line Items] | |||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 73,770 | ||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 0.61 | ||||||||||||||||||||
April 2012 Warrants [Member] | Series A Preferred Stock [Member] | |||||||||||||||||||||
Note 10 - Convertible Preferred Stock (Details) [Line Items] | |||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 73,770 | 73,770 | |||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 0.61 | $ 0.61 | |||||||||||||||||||
Warrant Term | 10 years | ||||||||||||||||||||
Warrant Liabilities Noncurrent | $ 27,000 | $ 25,000 | |||||||||||||||||||
Fair Value Assumptions, Expected Dividend Rate | 0.00% | ||||||||||||||||||||
Fair Value Assumptions, Expected Volatility Rate | 92.00% | ||||||||||||||||||||
Fair Value Assumptions, Risk Free Interest Rate | 1.98% | ||||||||||||||||||||
Fair Value Assumptions, Expected Term | 10 years | ||||||||||||||||||||
April 2012 Warrants [Member] | Series B Preferred Stock [Member] | |||||||||||||||||||||
Note 10 - Convertible Preferred Stock (Details) [Line Items] | |||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 2,351,019 | 2,351,019 | |||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 0.05 | $ 0.05 | |||||||||||||||||||
Warrant Term | 10 years | ||||||||||||||||||||
Warrant Liabilities Noncurrent | $ 99,000 | $ 73,000 | |||||||||||||||||||
Fair Value Assumptions, Expected Dividend Rate | 0.00% | ||||||||||||||||||||
Fair Value Assumptions, Expected Volatility Rate | 84.00% | ||||||||||||||||||||
Fair Value Assumptions, Risk Free Interest Rate | 2.00% | ||||||||||||||||||||
Fair Value Assumptions, Expected Term | 10 years | ||||||||||||||||||||
April 2012 Warrants [Member] | Other Nonoperating Income (Expense) [Member] | Series A Preferred Stock [Member] | |||||||||||||||||||||
Note 10 - Convertible Preferred Stock (Details) [Line Items] | |||||||||||||||||||||
Fair Value Adjustment of Warrants | 3,000 | 2,000 | |||||||||||||||||||
April 2012 Warrants [Member] | Other Nonoperating Income (Expense) [Member] | Series B Preferred Stock [Member] | |||||||||||||||||||||
Note 10 - Convertible Preferred Stock (Details) [Line Items] | |||||||||||||||||||||
Fair Value Adjustment of Warrants | 9,000 | $ 5,000 | |||||||||||||||||||
May 2011 Warrants [Member] | Series B Preferred Stock [Member] | |||||||||||||||||||||
Note 10 - Convertible Preferred Stock (Details) [Line Items] | |||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 2,000,000 | 2,000,000 | |||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 0.05 | $ 0.05 | |||||||||||||||||||
Warrant Term | 10 years | ||||||||||||||||||||
Warrant Liabilities Noncurrent | $ 84,000 | $ 54,000 | |||||||||||||||||||
Fair Value Assumptions, Expected Dividend Rate | 0.00% | ||||||||||||||||||||
Fair Value Assumptions, Expected Volatility Rate | 84.00% | ||||||||||||||||||||
Fair Value Assumptions, Risk Free Interest Rate | 3.20% | ||||||||||||||||||||
Fair Value Assumptions, Expected Term | 10 years | ||||||||||||||||||||
May 2011 Warrants [Member] | Other Nonoperating Income (Expense) [Member] | Series B Preferred Stock [Member] | |||||||||||||||||||||
Note 10 - Convertible Preferred Stock (Details) [Line Items] | |||||||||||||||||||||
Fair Value Adjustment of Warrants | 2,000 | $ 6,000 | |||||||||||||||||||
June 2011 Warrants [Member] | Series B Preferred Stock [Member] | |||||||||||||||||||||
Note 10 - Convertible Preferred Stock (Details) [Line Items] | |||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 4,000,000 | 4,000,000 | |||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 0.05 | $ 0.05 | |||||||||||||||||||
Warrant Term | 10 years | ||||||||||||||||||||
Warrant Liabilities Noncurrent | $ 168,000 | $ 108,000 | |||||||||||||||||||
Fair Value Assumptions, Expected Dividend Rate | 0.00% | ||||||||||||||||||||
Fair Value Assumptions, Expected Volatility Rate | 84.00% | ||||||||||||||||||||
Fair Value Assumptions, Risk Free Interest Rate | 3.20% | ||||||||||||||||||||
Fair Value Assumptions, Expected Term | 10 years | ||||||||||||||||||||
June 2011 Warrants [Member] | Other Nonoperating Income (Expense) [Member] | Series B Preferred Stock [Member] | |||||||||||||||||||||
Note 10 - Convertible Preferred Stock (Details) [Line Items] | |||||||||||||||||||||
Fair Value Adjustment of Warrants | 4,000 | 12,000 | |||||||||||||||||||
September 2011 Warrants [Member] | Series B Preferred Stock [Member] | |||||||||||||||||||||
Note 10 - Convertible Preferred Stock (Details) [Line Items] | |||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 4,000,000 | 4,000,000 | |||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 0.05 | $ 0.05 | |||||||||||||||||||
Warrant Term | 10 years | ||||||||||||||||||||
Warrant Liabilities Noncurrent | $ 168,000 | $ 108,000 | |||||||||||||||||||
Fair Value Assumptions, Expected Dividend Rate | 0.00% | ||||||||||||||||||||
Fair Value Assumptions, Expected Volatility Rate | 84.00% | ||||||||||||||||||||
Fair Value Assumptions, Risk Free Interest Rate | 2.00% | ||||||||||||||||||||
Fair Value Assumptions, Expected Term | 10 years | ||||||||||||||||||||
September 2011 Warrants [Member] | Other Nonoperating Income (Expense) [Member] | Series B Preferred Stock [Member] | |||||||||||||||||||||
Note 10 - Convertible Preferred Stock (Details) [Line Items] | |||||||||||||||||||||
Fair Value Adjustment of Warrants | 0 | $ 12,000 | |||||||||||||||||||
November 2011 Warrants [Member] | Series B Preferred Stock [Member] | |||||||||||||||||||||
Note 10 - Convertible Preferred Stock (Details) [Line Items] | |||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 1,000,000 | 1,000,000 | |||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 0.05 | $ 0.05 | |||||||||||||||||||
Warrant Term | 10 years | ||||||||||||||||||||
Warrant Liabilities Noncurrent | $ 42,000 | $ 28,000 | |||||||||||||||||||
Fair Value Assumptions, Expected Dividend Rate | 0.00% | ||||||||||||||||||||
Fair Value Assumptions, Expected Volatility Rate | 84.00% | ||||||||||||||||||||
Fair Value Assumptions, Risk Free Interest Rate | 2.10% | ||||||||||||||||||||
Fair Value Assumptions, Expected Term | 10 years | ||||||||||||||||||||
November 2011 Warrants [Member] | Other Nonoperating Income (Expense) [Member] | Series B Preferred Stock [Member] | |||||||||||||||||||||
Note 10 - Convertible Preferred Stock (Details) [Line Items] | |||||||||||||||||||||
Fair Value Adjustment of Warrants | 1,000 | 2,000 | |||||||||||||||||||
December 2011 Warrants [Member] | Series B Preferred Stock [Member] | |||||||||||||||||||||
Note 10 - Convertible Preferred Stock (Details) [Line Items] | |||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 1,000,000 | 1,000,000 | |||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 0.05 | $ 0.05 | |||||||||||||||||||
Warrant Term | 10 years | ||||||||||||||||||||
Warrant Liabilities Noncurrent | $ 41,000 | $ 28,000 | |||||||||||||||||||
Fair Value Assumptions, Expected Dividend Rate | 0.00% | ||||||||||||||||||||
Fair Value Assumptions, Expected Volatility Rate | 84.00% | ||||||||||||||||||||
Fair Value Assumptions, Risk Free Interest Rate | 1.80% | ||||||||||||||||||||
Fair Value Assumptions, Expected Term | 10 years | ||||||||||||||||||||
January 2012 Warrants [Member] | Series B Preferred Stock [Member] | |||||||||||||||||||||
Note 10 - Convertible Preferred Stock (Details) [Line Items] | |||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 910,445 | 910,445 | |||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 0.05 | $ 0.05 | |||||||||||||||||||
Warrant Term | 10 years | ||||||||||||||||||||
Warrant Liabilities Noncurrent | $ 37,000 | $ 28,000 | |||||||||||||||||||
Fair Value Assumptions, Expected Dividend Rate | 0.00% | ||||||||||||||||||||
Fair Value Assumptions, Expected Volatility Rate | 84.00% | ||||||||||||||||||||
Fair Value Assumptions, Risk Free Interest Rate | 1.80% | ||||||||||||||||||||
Fair Value Assumptions, Expected Term | 10 years | ||||||||||||||||||||
January 2012 Warrants [Member] | Other Nonoperating Income (Expense) [Member] | Series B Preferred Stock [Member] | |||||||||||||||||||||
Note 10 - Convertible Preferred Stock (Details) [Line Items] | |||||||||||||||||||||
Fair Value Adjustment of Warrants | 4,000 | 2,000 | |||||||||||||||||||
February 2012 Warrants [Member] | Series B Preferred Stock [Member] | |||||||||||||||||||||
Note 10 - Convertible Preferred Stock (Details) [Line Items] | |||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 738,535 | 738,535 | |||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 0.05 | $ 0.05 | |||||||||||||||||||
Warrant Term | 10 years | ||||||||||||||||||||
Warrant Liabilities Noncurrent | $ 31,000 | $ 23,000 | |||||||||||||||||||
Fair Value Assumptions, Expected Dividend Rate | 0.00% | ||||||||||||||||||||
Fair Value Assumptions, Expected Volatility Rate | 84.00% | ||||||||||||||||||||
Fair Value Assumptions, Risk Free Interest Rate | 1.98% | ||||||||||||||||||||
Fair Value Assumptions, Expected Term | 10 years | ||||||||||||||||||||
February 2012 Warrants [Member] | Other Nonoperating Income (Expense) [Member] | Series B Preferred Stock [Member] | |||||||||||||||||||||
Note 10 - Convertible Preferred Stock (Details) [Line Items] | |||||||||||||||||||||
Fair Value Adjustment of Warrants | $ 3,000 | $ 1,000 |
Note 10 - Convertible Preferr69
Note 10 - Convertible Preferred Stock (Details) - Convertible Preferred Stock Warrants Outstanding - USD ($) | 12 Months Ended | |||||||||||||||||
Dec. 31, 2013 | Sep. 30, 2015 | Feb. 28, 2015 | Dec. 31, 2014 | Nov. 30, 2014 | Sep. 23, 2014 | Dec. 31, 2012 | Apr. 30, 2012 | Feb. 28, 2012 | Jan. 31, 2012 | Dec. 31, 2011 | Nov. 30, 2011 | Sep. 30, 2011 | Jun. 30, 2011 | May. 31, 2011 | Nov. 30, 2010 | Apr. 30, 2009 | Dec. 31, 2008 | |
Class of Warrant or Right [Line Items] | ||||||||||||||||||
Exercise Price | $ 0.50 | $ 0.53 | $ 0.53 | $ 0.53 | ||||||||||||||
Number of Shares Outstanding under Warrants | 2,864,823 | 605,556 | 382,000 | 382,000 | 940,189 | |||||||||||||
Fair Value | $ 624,000 | $ 686,000 | ||||||||||||||||
Convertible Preferred Stock [Member] | ||||||||||||||||||
Class of Warrant or Right [Line Items] | ||||||||||||||||||
Number of Shares Outstanding under Warrants | 16,680,324 | |||||||||||||||||
Fair Value | $ 624,000 | |||||||||||||||||
December 2008 Warrants [Member] | Series A Preferred Stock [Member] | ||||||||||||||||||
Class of Warrant or Right [Line Items] | ||||||||||||||||||
Expiration Date | Dec. 2, 2018 | |||||||||||||||||
Exercise Price | $ 0.61 | $ 0.61 | ||||||||||||||||
Number of Shares Outstanding under Warrants | 196,721 | 196,721 | ||||||||||||||||
Fair Value | $ 44,000 | $ 54,000 | ||||||||||||||||
April 2009 Warrants [Member] | Series A Preferred Stock [Member] | ||||||||||||||||||
Class of Warrant or Right [Line Items] | ||||||||||||||||||
Expiration Date | Apr. 2, 2019 | |||||||||||||||||
Exercise Price | $ 0.61 | $ 0.61 | ||||||||||||||||
Number of Shares Outstanding under Warrants | 245,900 | 245,900 | ||||||||||||||||
Fair Value | $ 58,000 | $ 70,000 | ||||||||||||||||
November 2010 Warrants [Member] | Series A Preferred Stock [Member] | ||||||||||||||||||
Class of Warrant or Right [Line Items] | ||||||||||||||||||
Expiration Date | Nov. 19, 2020 | |||||||||||||||||
Exercise Price | $ 0.61 | $ 0.61 | ||||||||||||||||
Number of Shares Outstanding under Warrants | 163,934 | 163,934 | ||||||||||||||||
Fair Value | $ 47,000 | $ 47,000 | ||||||||||||||||
May 2011 Warrants [Member] | Series B Preferred Stock [Member] | ||||||||||||||||||
Class of Warrant or Right [Line Items] | ||||||||||||||||||
Expiration Date | May 6, 2021 | |||||||||||||||||
Exercise Price | $ 0.05 | $ 0.05 | ||||||||||||||||
Number of Shares Outstanding under Warrants | 2,000,000 | 2,000,000 | ||||||||||||||||
Fair Value | $ 54,000 | $ 84,000 | ||||||||||||||||
June 2011 Warrants [Member] | Series B Preferred Stock [Member] | ||||||||||||||||||
Class of Warrant or Right [Line Items] | ||||||||||||||||||
Expiration Date | Jun. 30, 2021 | |||||||||||||||||
Exercise Price | $ 0.05 | $ 0.05 | ||||||||||||||||
Number of Shares Outstanding under Warrants | 4,000,000 | 4,000,000 | ||||||||||||||||
Fair Value | $ 108,000 | $ 168,000 | ||||||||||||||||
September 2011 Warrants [Member] | Series B Preferred Stock [Member] | ||||||||||||||||||
Class of Warrant or Right [Line Items] | ||||||||||||||||||
Expiration Date | Sep. 9, 2021 | |||||||||||||||||
Exercise Price | $ 0.05 | $ 0.05 | ||||||||||||||||
Number of Shares Outstanding under Warrants | 4,000,000 | 4,000,000 | ||||||||||||||||
Fair Value | $ 108,000 | $ 168,000 | ||||||||||||||||
November 2011 Warrants [Member] | Series B Preferred Stock [Member] | ||||||||||||||||||
Class of Warrant or Right [Line Items] | ||||||||||||||||||
Expiration Date | Nov. 30, 2021 | |||||||||||||||||
Exercise Price | $ 0.05 | $ 0.05 | ||||||||||||||||
Number of Shares Outstanding under Warrants | 1,000,000 | 1,000,000 | ||||||||||||||||
Fair Value | $ 28,000 | $ 42,000 | ||||||||||||||||
December 2011 Warrants [Member] | Series B Preferred Stock [Member] | ||||||||||||||||||
Class of Warrant or Right [Line Items] | ||||||||||||||||||
Expiration Date | Dec. 19, 2021 | |||||||||||||||||
Exercise Price | $ 0.05 | $ 0.05 | ||||||||||||||||
Number of Shares Outstanding under Warrants | 1,000,000 | 1,000,000 | ||||||||||||||||
Fair Value | $ 28,000 | $ 41,000 | ||||||||||||||||
January 2012 Warrants [Member] | Series B Preferred Stock [Member] | ||||||||||||||||||
Class of Warrant or Right [Line Items] | ||||||||||||||||||
Expiration Date | Jan. 31, 2022 | |||||||||||||||||
Exercise Price | $ 0.05 | $ 0.05 | ||||||||||||||||
Number of Shares Outstanding under Warrants | 910,445 | 910,445 | ||||||||||||||||
Fair Value | $ 28,000 | $ 37,000 | ||||||||||||||||
February 2012 Warrants [Member] | Series B Preferred Stock [Member] | ||||||||||||||||||
Class of Warrant or Right [Line Items] | ||||||||||||||||||
Expiration Date | Feb. 28, 2022 | |||||||||||||||||
Exercise Price | $ 0.05 | $ 0.05 | ||||||||||||||||
Number of Shares Outstanding under Warrants | 738,535 | 738,535 | ||||||||||||||||
Fair Value | $ 23,000 | $ 31,000 | ||||||||||||||||
April 2012 Warrants [Member] | ||||||||||||||||||
Class of Warrant or Right [Line Items] | ||||||||||||||||||
Exercise Price | $ 0.61 | |||||||||||||||||
Number of Shares Outstanding under Warrants | 73,770 | |||||||||||||||||
April 2012 Warrants [Member] | Series A Preferred Stock [Member] | ||||||||||||||||||
Class of Warrant or Right [Line Items] | ||||||||||||||||||
Expiration Date | Apr. 19, 2022 | |||||||||||||||||
Exercise Price | $ 0.61 | $ 0.61 | ||||||||||||||||
Number of Shares Outstanding under Warrants | 73,770 | 73,770 | ||||||||||||||||
Fair Value | $ 25,000 | $ 27,000 | ||||||||||||||||
April 2012 Warrants [Member] | Series B Preferred Stock [Member] | ||||||||||||||||||
Class of Warrant or Right [Line Items] | ||||||||||||||||||
Expiration Date | Apr. 16, 2022 | |||||||||||||||||
Exercise Price | $ 0.05 | $ 0.05 | ||||||||||||||||
Number of Shares Outstanding under Warrants | 2,351,019 | 2,351,019 | ||||||||||||||||
Fair Value | $ 73,000 | $ 99,000 |
Note 11 - Summary of Stock Opti
Note 11 - Summary of Stock Options (Details) - Summary of Option Activity Under All Plans - $ / shares | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Note 11 - Summary of Stock Options (Details) - Summary of Option Activity Under All Plans [Line Items] | |||
Vested and exercisable and expected to vest, end of year | 3,122,622 | 2,099,687 | 348,865 |
Vested and exercisable and expected to vest, end of year | $ 0.91 | $ 1.06 | $ 1.24 |
Vested and exercisable and expected to vest, end of year | 8 years 295 days | 9 years 105 days | 8 years 292 days |
Vested and exercisable, end of year | 864,510 | 519,901 | 120,955 |
Vested and exercisable, end of year | $ 1.70 | $ 2.45 | $ 2.48 |
Vested and exercisable, end of year | 7 years 262 days | 7 years 324 days | 8 years 219 days |
Options granted | 1,082,000 | 1,901,476 | 95,581 |
Options granted | $ 0.61 | $ 0.60 | $ 1.24 |
Options assumed from PLC | 68,238 | ||
Options assumed from PLC | $ 10.24 | ||
Options exercised | (160) | ||
Options exercised | $ 0.12 | ||
Options canceled | (21,000) | (41,184) | (92,699) |
Options canceled | $ 1.83 | $ 1.24 | |
Beginning of Period [Member] | |||
Note 11 - Summary of Stock Options (Details) - Summary of Option Activity Under All Plans [Line Items] | |||
Options outstanding | 2,291,783 | 363,413 | 360,531 |
Weighted average exercise price | $ 1.02 | $ 1.24 | $ 1.24 |
Weighted average remaining contractual term | 9 years 116 days | 8 years 292 days | 9 years 270 days |
Options outstanding | 2,291,783 | 363,413 | |
Weighted average exercise price | $ 1.02 | $ 1.24 | |
End of Period [Member] | |||
Note 11 - Summary of Stock Options (Details) - Summary of Option Activity Under All Plans [Line Items] | |||
Options outstanding | 2,291,783 | 363,413 | |
Weighted average exercise price | $ 1.02 | $ 1.24 | |
Weighted average remaining contractual term | 8 years 306 days | 9 years 116 days | 8 years 292 days |
Options outstanding | 3,352,783 | 2,291,783 | 363,413 |
Weighted average exercise price | $ 0.89 | $ 1.02 | $ 1.24 |
Note 11 - Summary of Stock Op71
Note 11 - Summary of Stock Options (Details) - Summary of Options Outstanding and Exercisable - $ / shares | 9 Months Ended | 12 Months Ended |
Sep. 30, 2015 | Dec. 31, 2014 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Number Outstanding (in Shares) | 3,352,783 | 2,291,783 |
Weighted Average Exercise Price, Outstanding | $ 0.89 | $ 1.02 |
Weighted Average Remaining Contractual Term | 8 years 306 days | 9 years 116 days |
Weighted Average Exercise Price, Execisable | $ 1.70 | $ 2.45 |
Number Exercisable (in Shares) | 864,510 | 519,901 |
Range One [Member] | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Range of Exercise Price, Upper | $ 0.33 | $ 0.60 |
Number Outstanding (in Shares) | 100,000 | 1,901,476 |
Weighted Average Exercise Price, Outstanding | $ 0.33 | $ 0.60 |
Weighted Average Remaining Contractual Term | 9 years 226 days | 9 years 233 days |
Weighted Average Exercise Price, Execisable | $ 0.60 | |
Number Exercisable (in Shares) | 129,594 | |
Range Two [Member] | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Range of Exercise Price, Lower | $ 0.46 | |
Range of Exercise Price, Upper | $ 0.47 | $ 1.24 |
Number Outstanding (in Shares) | 635,000 | 312,373 |
Weighted Average Exercise Price, Outstanding | $ 0.47 | $ 1.24 |
Weighted Average Remaining Contractual Term | 9 years 131 days | 7 years 328 days |
Weighted Average Exercise Price, Execisable | $ 1.24 | |
Number Exercisable (in Shares) | 312,373 | |
Range Three [Member] | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Range of Exercise Price, Lower | $ 7 | |
Range of Exercise Price, Upper | $ 0.60 | $ 9 |
Number Outstanding (in Shares) | 1,881,476 | 58,603 |
Weighted Average Exercise Price, Outstanding | $ 0.60 | $ 8.64 |
Weighted Average Remaining Contractual Term | 9 years | 7 years 167 days |
Weighted Average Exercise Price, Execisable | $ 0.60 | $ 8.64 |
Number Exercisable (in Shares) | 475,203 | 58,603 |
Range Four [Member] | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Range of Exercise Price, Lower | $ 0.89 | $ 12 |
Range of Exercise Price, Upper | $ 0.99 | $ 18.63 |
Number Outstanding (in Shares) | 347,000 | 19,081 |
Weighted Average Exercise Price, Outstanding | $ 0.96 | $ 15.29 |
Weighted Average Remaining Contractual Term | 9 years 310 days | 6 years 197 days |
Weighted Average Exercise Price, Execisable | $ 15.29 | |
Number Exercisable (in Shares) | 19,081 | |
Range Five [Member] | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Range of Exercise Price, Upper | $ 1.24 | $ 37 |
Number Outstanding (in Shares) | 312,373 | 250 |
Weighted Average Exercise Price, Outstanding | $ 1.24 | $ 37 |
Weighted Average Remaining Contractual Term | 7 years 54 days | 3 years 171 days |
Weighted Average Exercise Price, Execisable | $ 1.24 | $ 37 |
Number Exercisable (in Shares) | 312,373 | 250 |
Note 11 - Summary of Stock Op72
Note 11 - Summary of Stock Options (Details) - Valuation Assumptions for Stock Options - Employee Stock Option [Member] | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | |
Note 11 - Summary of Stock Options (Details) - Valuation Assumptions for Stock Options [Line Items] | ||||||
Expected term (in years) | 5 years | 5 years | 5 years | 5 years | 5 years | 5 years |
Average volatility | 61.00% | 61.00% | 61.00% | 68.00% | ||
Risk-free interest rate | 1.80% | 1.80% | 1.80% | 0.84% | ||
Dividend yield | 0.00% | 0.00% | 0.00% | 0.00% | 0.00% | 0.00% |
Note 11 - Summary of Stock Op73
Note 11 - Summary of Stock Options (Details) - Stock-based Compensation Expense Included in the Statement of Income - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||||
Allocated share based compensation expense | $ 55 | $ 113 | $ 145 | $ 144 | $ 184 | $ 87 |
Research and Development Expense [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||||
Allocated share based compensation expense | 5 | 13 | 1 | 5 | ||
General and Administrative Expense [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||||
Allocated share based compensation expense | $ 50 | $ 113 | $ 132 | $ 143 | $ 179 | $ 87 |
Note 12 - Income Taxes (Details
Note 12 - Income Taxes (Details) - Provision for Income Taxes Computed at Federal Statutory Rate | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | |
Provision for Income Taxes Computed at Federal Statutory Rate [Abstract] | ||||||
Income tax provision (benefit) at statutory rate | (34.00%) | (34.00%) | ||||
State income taxes, net of federal benefit | (6.00%) | (6.00%) | ||||
Merger transaction costs | 6.00% | |||||
Change in valuation allowance | 37.00% | 39.00% | ||||
Other | (3.00%) | 1.00% | ||||
Effective tax rate | 0.00% | 0.00% | 0.00% | 0.00% | 0.00% | 0.00% |
Note 12 - Income Taxes (Detai75
Note 12 - Income Taxes (Details) - Significant Components of Deferred Tax Assets - USD ($) $ in Thousands | Dec. 31, 2014 | Dec. 31, 2013 |
Deferred tax assets: | ||
Net operating loss carryforwards | $ 5,770 | $ 4,203 |
Capitalized start up costs | 7,751 | 7,156 |
Research and development credits | 189 | 162 |
Accruals and reserves | 169 | 99 |
Total deferred tax assets | 13,879 | 11,620 |
Deferred tax liabilities: | ||
Depreciation and amortization | (13) | (11) |
Valuation allowance | $ (13,866) | $ (11,609) |
Note 12 - Income Taxes (Detai76
Note 12 - Income Taxes (Details) - Unrecognized Tax Benefit Roll Forward | 12 Months Ended |
Dec. 31, 2014USD ($) | |
Unrecognized Tax Benefit Roll Forward [Abstract] | |
Balance as of the beginning of the year | $ 83,000 |
Additions based upon tax positions related to the current year | 14,000 |
Balance as of the end of the year | $ 97,000 |
Note 14 - Segments and Geogra77
Note 14 - Segments and Geographic Information (Details) - Revenue from Unaffiliated Customers by Geographic Area - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | |
Note 14 - Segments and Geographic Information (Details) - Revenue from Unaffiliated Customers by Geographic Area [Line Items] | ||||||
Revenues | $ 584 | $ 17 | $ 695 | $ 64 | $ 90 | $ 152 |
HONG KONG | ||||||
Note 14 - Segments and Geographic Information (Details) - Revenue from Unaffiliated Customers by Geographic Area [Line Items] | ||||||
Revenues | 43 | |||||
JAPAN | ||||||
Note 14 - Segments and Geographic Information (Details) - Revenue from Unaffiliated Customers by Geographic Area [Line Items] | ||||||
Revenues | 40 | $ 152 | ||||
CANADA | ||||||
Note 14 - Segments and Geographic Information (Details) - Revenue from Unaffiliated Customers by Geographic Area [Line Items] | ||||||
Revenues | 4 | |||||
Other [Member] | ||||||
Note 14 - Segments and Geographic Information (Details) - Revenue from Unaffiliated Customers by Geographic Area [Line Items] | ||||||
Revenues | $ 3 |
Note 14 - Segments and Geogra78
Note 14 - Segments and Geographic Information (Details) - Long-lived Assets by Geographic Area - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Note 14 - Segments and Geographic Information (Details) - Long-lived Assets by Geographic Area [Line Items] | ||||
Long-lived assets | $ 198 | $ 187 | [1] | $ 128 |
UNITED STATES | ||||
Note 14 - Segments and Geographic Information (Details) - Long-lived Assets by Geographic Area [Line Items] | ||||
Long-lived assets | 60 | 98 | ||
CANADA | ||||
Note 14 - Segments and Geographic Information (Details) - Long-lived Assets by Geographic Area [Line Items] | ||||
Long-lived assets | 21 | $ 30 | ||
Europe [Member] | ||||
Note 14 - Segments and Geographic Information (Details) - Long-lived Assets by Geographic Area [Line Items] | ||||
Long-lived assets | $ 106 | |||
[1] | The condensed consolidated balance sheet as of December 31, 2014 has been derived from the audited consolidated financial statements as of that date. |
Note 15 - Subsequent Events (De
Note 15 - Subsequent Events (Details) - Future Minimum Lease Payments - USD ($) $ in Thousands | Sep. 30, 2015 | Jan. 31, 2015 | Dec. 31, 2014 |
Note 15 - Subsequent Events (Details) - Future Minimum Lease Payments [Line Items] | |||
2,015 | $ 31 | ||
2,016 | $ 229 | ||
2,017 | 58 | ||
Total minimum lease payments | $ 343 | $ 31 | |
Subsequent Event [Member] | |||
Note 15 - Subsequent Events (Details) - Future Minimum Lease Payments [Line Items] | |||
2,015 | $ 199 | ||
2,016 | 229 | ||
2,017 | 58 | ||
Total minimum lease payments | $ 486 |