Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2020 | Apr. 24, 2020 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2020 | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity File Number | 001-35706 | |
Entity Registrant Name | APOLLO ENDOSURGERY, INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 16-1630142 | |
Entity Address, Address Line One | 1120 S. Capital of Texas Highway | |
Entity Address, Address Line Two | Building 1, Suite #300 | |
Entity Address, City or Town | Austin | |
Entity Address, State or Province | TX | |
Entity Address, Postal Zip Code | 78746 | |
City Area Code | 512 | |
Local Phone Number | 279-5100 | |
Title of 12(b) Security | Common stock, par value $0.001 per share | |
Trading Symbol | APEN | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 21,128,101 | |
Entity Central Index Key | 0001251769 | |
Current Fiscal Year End Date | --12-31 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q1 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Current assets: | ||
Cash and cash equivalents | $ 23,206 | $ 29,905 |
Accounts receivable, net of allowance for doubtful accounts of $619 and $658, respectively | 7,524 | 9,232 |
Inventory, net | 10,245 | 8,865 |
Prepaid expenses and other current assets | 3,117 | 2,998 |
Total current assets | 44,092 | 51,000 |
Restricted cash | 833 | 1,016 |
Property, equipment and right-of-use assets | 6,206 | 6,612 |
Goodwill | 5,290 | 5,290 |
Intangible assets, net of accumulated amortization of $12,093 and $11,648, respectively | 7,377 | 7,831 |
Other assets | 2,899 | 2,833 |
Total assets | 66,697 | 74,582 |
Current liabilities: | ||
Accounts payable | 9,528 | 9,902 |
Accrued expenses | 8,613 | 8,438 |
Current portion of long-term debt | 34,481 | 34,449 |
Total current liabilities | 52,622 | 52,789 |
Convertible debt | 18,632 | 18,554 |
Long-term liabilities | 896 | 1,116 |
Total liabilities | 72,150 | 72,459 |
Commitments and contingencies | ||
Stockholders' (deficit) equity: | ||
Common stock; $0.001 par value; 100,000,000 shares authorized; 21,128,101 and 20,951,963 shares issued and outstanding at March 31, 2020 and December 31, 2019, respectively | 21 | 21 |
Additional paid-in capital | 251,502 | 250,634 |
Accumulated other comprehensive income | 3,442 | 1,630 |
Accumulated deficit | (260,418) | (250,162) |
Total stockholders' (deficit) equity | (5,453) | 2,123 |
Total liabilities and stockholders' (deficit) equity | $ 66,697 | $ 74,582 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 619 | $ 658 |
Accumulated amortization | $ 12,093 | $ 11,648 |
Common stock, par value (USD per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized (shares) | 100,000,000 | 100,000,000 |
Common stock, shares issued (shares) | 21,128,101 | 20,951,963 |
Common stock, shares outstanding (shares) | 21,128,101 | 20,951,963 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Loss - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Income Statement [Abstract] | ||
Revenues | $ 10,718 | $ 13,211 |
Cost of sales | 5,081 | 5,970 |
Gross margin | 5,637 | 7,241 |
Operating expenses: | ||
Sales and marketing | 6,330 | 7,697 |
General and administrative | 3,339 | 3,717 |
Research and development | 2,147 | 3,428 |
Amortization of intangible assets | 496 | 553 |
Settlement gain | 0 | (5,609) |
Total operating expenses | 12,312 | 9,786 |
Loss from operations | (6,675) | (2,545) |
Other expenses: | ||
Interest expense, net | 1,244 | 959 |
Other expense (income), net | 2,294 | (751) |
Net loss before income taxes | (10,213) | (2,753) |
Income tax expense | 43 | 51 |
Net loss | (10,256) | (2,804) |
Other comprehensive income (loss): | ||
Foreign currency translation | 1,812 | (888) |
Comprehensive loss | $ (8,444) | $ (3,692) |
Net loss per share, basic and diluted (USD per share) | $ (0.49) | $ (0.13) |
Shares used in computing net loss per share, basic and diluted (shares) | 21,117,126 | 21,907,281 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Changes in Stockholders’ Equity - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Accumulated Other Comprehensive Income | Accumulated Deficit |
Beginning balance, shares at Dec. 31, 2018 | 21,899,522 | ||||
Beginning balance at Dec. 31, 2018 | $ 28,908 | $ 22 | $ 249,115 | $ 2,501 | $ (222,730) |
Exercise of common stock options, shares | 1,573 | ||||
Exercise of common stock options | 3 | 3 | |||
Issuance of restricted stock units, shares | 21,249 | ||||
Stock based compensation | 323 | 323 | |||
Foreign currency translation | (888) | (888) | |||
Net loss | (2,804) | (2,804) | |||
Ending balance, shares at Mar. 31, 2019 | 21,922,344 | ||||
Ending balance at Mar. 31, 2019 | $ 25,542 | $ 22 | 249,441 | 1,613 | (225,534) |
Beginning balance, shares at Dec. 31, 2019 | 20,951,963 | 20,951,963 | |||
Beginning balance at Dec. 31, 2019 | $ 2,123 | $ 21 | 250,634 | 1,630 | (250,162) |
Issuance of restricted stock units, shares | 11,341 | ||||
Issuance of common stock for Convertible Debt interest, shares | 164,797 | ||||
Issuance of common stock for Convertible Debt interest | 467 | 467 | |||
Stock based compensation | 401 | 401 | |||
Foreign currency translation | 1,812 | 1,812 | |||
Net loss | $ (10,256) | (10,256) | |||
Ending balance, shares at Mar. 31, 2020 | 21,128,101 | 21,128,101 | |||
Ending balance at Mar. 31, 2020 | $ (5,453) | $ 21 | $ 251,502 | $ 3,442 | $ (260,418) |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Cash flows from operating activities: | ||
Net loss | $ (10,256) | $ (2,804) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 955 | 1,104 |
Amortization of deferred financing costs | 154 | 298 |
Non-cash interest | 356 | 3 |
Provision for doubtful accounts receivable | 77 | (37) |
Inventory impairment | 0 | 40 |
Stock based compensation | 401 | 323 |
Unrealized foreign exchange on intercompany payables | 2,240 | (936) |
Settlement gain | 0 | (5,609) |
Changes in operating assets and liabilities: | ||
Accounts receivable | 1,430 | 790 |
Inventory | (1,522) | (502) |
Prepaid expenses and other assets | (113) | (350) |
Accounts payable and accrued expenses | 15 | 1,618 |
Net cash used in operating activities | (6,263) | (6,062) |
Cash flows from investing activities: | ||
Purchases of property and equipment | (272) | (112) |
Purchases of intangibles and other assets | (46) | (65) |
Net cash used in investing activities | (318) | (177) |
Cash flows from financing activities: | ||
Proceeds from exercise of stock options | 0 | 3 |
Proceeds from long-term debt | 0 | 35,000 |
Payments of deferred financing costs | (206) | (1,129) |
Payment of long-term debt | 0 | (21,668) |
Net cash (used in) provided by financing activities | (206) | 12,206 |
Effect of exchange rate changes on cash | (95) | 18 |
Net change in cash, cash equivalents and restricted cash | (6,882) | 5,985 |
Cash, cash equivalents and restricted cash at beginning of year | 30,921 | 25,007 |
Cash, cash equivalents and restricted cash at end of period | 24,039 | 30,992 |
Supplemental disclosure of cash flow information: | ||
Cash paid for interest | 814 | 1,160 |
Cash paid for income taxes | 7 | 0 |
Right-of-use assets recognized in exchange for new lease obligations (non-cash) | $ 36 | $ 2,789 |
Organization and Business Descr
Organization and Business Description | 3 Months Ended |
Mar. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Business Description | Organization and Business Description Apollo Endosurgery, Inc. is a Delaware corporation with both domestic and foreign wholly-owned subsidiaries. Throughout these Notes, "Apollo" and the "Company" refer to Apollo Endosurgery, Inc. and its consolidated subsidiaries. Apollo is a medical technology company primarily focused on the design, development, and commercialization of innovative medical devices. The Company's products are used by gastroenterologists to address a variety of closure needs in the gastrointestinal tract and used by gastroenterologists and bariatric surgeons to treat obesity. The Company's core products include the OverStitch™ Endoscopic Suturing System ("ESS") and the Orbera® Intragastric Balloon System ("IGB"), which together comprise the Company's Endoscopy products. The Company also offers Apollo Care, a digital and remotely delivered aftercare program. All devices are regulated by the U.S. Food and Drug Administration (the "FDA") or an equivalent regulatory body outside the U.S. The Company has offices in the United Kingdom and Italy that oversee commercial activities outside the U.S. and a products manufacturing facility in Costa Rica. All other activities are managed and operated from facilities in Austin, Texas. Going Concern Uncertainty ASC Topic 205-40, Presentation of Financial Statements - Going Concern (“ASC 205-40”), requires management to assess the Company’s ability to continue as a going concern for one year after the date the financial statements are issued. Under ASC 205-40, management has the responsibility to evaluate whether conditions and/or events raise substantial doubt about the Company’s ability to meet future financial obligations as they become due within one year after the date that the financial statements are issued. As required by this standard, management’s evaluation shall initially not take into consideration the potential mitigating effects of management’s plans that have not been fully implemented as of the date the financial statements are issued. The Company has experienced operating losses since inception and expects its negative cash flows from operating activities to continue. The reduction in sales due to the COVID-19 pandemic and uncertainty over how long the COVID-19 impact on the Company's business will last, along with the existing capital resources of the Company, has raised substantial doubt about the Company’s ability to continue as a going concern within one year of the issuance date of these condensed consolidated financial statements. The Company will likely require additional funding in order to meet its covenant requirements. In this regard, management’s plans include, but are not limited to, sales of the Company's common stock, preferred stock, convertible debt securities or debt financings, reduction of planned expenditures, and other sources. There are no assurances that such additional funding will be obtained, regarding the degree or duration that the COVID-19 pandemic will negatively have on the Company's business, or that the Company will succeed in its future operations. If the Company cannot successfully raise additional capital and implement its business plan, its liquidity, financial condition and business prospects will be materially and adversely affected. |
Significant Accounting Policies
Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2020 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | Significant Accounting Policies (a) Basis of Presentation The Company prepared its interim condensed consolidated financial statements in conformity with accounting principles generally accepted in the United States of America ("GAAP"). They do not include all of the information and footnotes required by GAAP for complete financial statements. The accompanying condensed consolidated financial statements include the Company's accounts and the accounts of its wholly-owned subsidiaries. The Company has eliminated all intercompany balances and transactions. The Company has made estimates and judgments affecting the amounts reported in its condensed consolidated financial statements and the accompanying notes. The actual results that the Company experiences may differ materially from the Company's estimates. The accounting estimates that require the Company's most significant, difficult and subjective judgments include revenue recognition, useful lives of intangible assets and long-lived assets, impairment of long-lived assets and goodwill, valuation of inventory, allowance for doubtful accounts, stock compensation, and deferred tax asset valuation. (b) Unaudited Interim Results In management's opinion, the unaudited financial information for the interim periods presented includes all adjustments necessary for a fair presentation of the results of operations, financial position, and cash flows. All adjustments are of a normal recurring nature unless otherwise disclosed. Revenues, expenses, assets and liabilities can vary during each quarter of the year. Therefore, the results and trends in these interim financial statements may not be the same as those for the full year. This interim information should be read in conjunction with the audited consolidated financial statements in the Company's Annual Report on Form 10-K for the year ended December 31, 2019. (c) Recent Accounting Pronouncements On January 1, 2020, the Company adopted the provision of ASU 2017-04, Intangibles - Goodwill and Other: Simplifying the Test for Goodwill Impairment (“ASU 2017-04”). The guidance removes step two of the goodwill impairment test, which requires a hypothetical purchase price allocation. A goodwill impairment will now be the amount by which a reporting unit’s carrying value exceeds its fair value, not to exceed the carrying amount of goodwill. Entities will continue to have the option to perform a qualitative assessment to determine if a quantitative impairment test is necessary. |
Concentrations
Concentrations | 3 Months Ended |
Mar. 31, 2020 | |
Risks and Uncertainties [Abstract] | |
Concentrations | Concentrations Consolidated financial instruments that potentially subject the Company to a concentration of credit risk principally consist of cash and cash equivalents and accounts receivable. At March 31, 2020, the Company's cash, cash equivalents and restricted cash are held in deposit accounts at five different banks totaling $24,039. The Company has not experienced any losses in such accounts, and management does not believe the Company is exposed to any significant credit risk. Management further believes that credit risk in the Company's accounts receivable is substantially mitigated by the Company's evaluation process, relatively short collection terms, and the high level of creditworthiness of its customers. The Company continually monitors the compliance of its customers with the Company's payment terms, but generally requires no collateral. The Company had one customer representing approximately 15% of the Company's net accounts receivable balance as of December 31, 2019. There were no concentrations greater than 10% of the Company's net accounts receivable as of March 31, 2020. The Company had no single customer that comprised more than 10% of the Company's total revenues for the three months ended March 31, 2020 and 2019. |
Inventory
Inventory | 3 Months Ended |
Mar. 31, 2020 | |
Inventory Disclosure [Abstract] | |
Inventory | Inventory Inventory consists of the following as of: March 31, 2020 December 31, 2019 (unaudited) Raw materials $ 2,594 $ 2,834 Work in progress 639 532 Finished goods 7,012 5,499 Total inventory $ 10,245 $ 8,865 |
Property, Equipment and Right-o
Property, Equipment and Right-of-Use Assets | 3 Months Ended |
Mar. 31, 2020 | |
Property, Plant and Equipment [Abstract] | |
Property, Equipment and Right-of-Use Assets | Property, Equipment and Right-of-Use Assets Property, equipment and right-of-use assets consists of the following: Depreciable Lives March 31, 2020 December 31, 2019 (unaudited) Equipment 5 years $ 7,480 $ 7,491 Right-of-use assets 1-5 years 2,883 2,890 Furniture, fixtures and tooling 4-8 years 2,141 2,233 Computer hardware 3-5 years 1,237 1,261 Leasehold improvements 3-5 years 1,745 1,671 Construction in process 330 198 15,816 15,744 Less accumulated depreciation (9,610) (9,132) Property, equipment and right-of-use assets $ 6,206 $ 6,612 The Company recorded depreciation expense of $458 and $503 for the three months ended March 31, 2020 and 2019, respectively. There were no impairment charges for the three months ended March 31, 2020 and 2019, respectively. The Company disposed of $189 of fully depreciated property, equipment and right-of-use assets no longer being utilized during the three months ended March 31, 2020 . The Company has operating leases for office space in Texas, the United Kingdom, and Italy, and for the manufacturing facility located in Costa Rica. The Company also has various lease agreements for equipment and vehicles. As of March 31, 2020, the maturities of the Company's operating lease liabilities are as follows: 2020 $ 862 2021 924 2022 179 2023 92 2024 28 Thereafter — Total lease payments 2,085 Less imputed interest (234) Total operating lease liabilities $ 1,851 Operating lease liabilities of $955 and $932 are included in accrued expenses and $896 and $1,116 are included in long-term liabilities, as of March 31, 2020 and December 31, 2019, respectively. Operating lease expense and cash paid within operating cash flows for operating leases was $294 and $333 for the three months ended March 31, 2020 and 2019, respectively. As of March 31, 2020, the weighted average remaining lease term was 1.95 years and the weighted average discount rate used to estimate the value of the operating lease liabilities was 9.6%. |
Other Assets
Other Assets | 3 Months Ended |
Mar. 31, 2020 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Other Assets | Other AssetsIncluded in other assets as of March 31, 2020 and December 31, 2019 is $2,573 and $2,511 for the non-current portion of the remaining $5,000 receivable due from ReShape, respectively, for the remaining unpaid consideration from the divestiture of the Surgical product line in December 2018. Interest on the receivable accretes 10% annually. Imputed interest income on the ReShape receivable was $106 and $172 for the three months ended March 31, 2020 and 2019, respectively, and is included within interest expense, net. |
Accrued Expenses
Accrued Expenses | 3 Months Ended |
Mar. 31, 2020 | |
Payables and Accruals [Abstract] | |
Accrued Expenses | Accrued Expenses Accrued expenses consists of the following as of: March 31, 2020 December 31, 2019 (unaudited) Accrued employee compensation and expenses $ 2,930 $ 3,183 Settlement liability 1,625 1,625 Lease liability 955 932 Accrued professional service fees 1,290 653 Accrued interest 300 467 Accrued insurance and taxes 318 271 Accrued returns and rebates 57 216 Other 1,138 1,091 Total accrued expenses $ 8,613 $ 8,438 |
Long-Term Debt
Long-Term Debt | 3 Months Ended |
Mar. 31, 2020 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Long-Term Debt Long-term debt consists of the following as of: March 31, 2020 December 31, 2019 (unaudited) Term loan facility $ 35,000 $ 35,000 Payment-in-kind interest 679 517 Deferred financing costs (1,198) (1,068) Less current portion (34,481) (34,449) Long-term debt $ — $ — In March 2019, the Company entered into a Term Loan Facility (the "Credit Agreement") with Solar Capital Ltd. ("Solar") to borrow $35,000. The Credit Agreement matures on September 1, 2023, with principal payments beginning in March 2021, and bears interest at the greater of LIBOR or 1.35575%, plus 7.5%. Interest only is payable in arrears until March 1, 2021 (or July 1, 2021 if certain revenue milestones are achieved). Principal payments are due on a straight-line basis after the interest-only period concludes. An additional 4.9% of the outstanding amount will be due at end of the loan term and an additional 4.5% fee of the Term Loan funded amount will be due at the earlier of an Exit Event (as defined in the Credit Agreement) or if the Company achieves trailing twelve-month revenue of $100,000 before March 15, 2029. The Credit Agreement provides that the Company may borrow an additional $5,000 upon its request, subject to further credit approval. The Credit Agreement includes customary affirmative covenants, negative covenants and financial covenants, including a minimum liquidity requirement and minimum product revenues. The Company used $22,372 of the proceeds of the Credit Agreement to repay its previous senior secured credit agreement in full including interest. Unamortized deferred financing costs and discount of $388 were written off in March 2019 in connection with the repayment. In March 2020, the Company entered into the Fourth Amendment and Limited Waiver to the Credit Agreement which (i) established the trailing six-month Endoscopy revenue requirements for 2020, (ii) will provide an additional $10,000 of funding upon the achievement of these revenue requirements through June 2020, (iii) extended the interest-only period until July 1, 2021, if certain revenue milestones are achieved, (iv) requires the Company to raise additional cash of $15,000 from debt or equity financing by August 2020, (v) established a minimum LIBOR interest rate, and (vi) waived the financial statement covenant default associated with the going concern opinion of the Company's independent registered public accounting firm for the year ended December 31, 2019. Due to the negative impact of COVID-19 on the Company's revenues, the Company will unlikely be eligible to access the $10,000 of additional funding under the Fourth Amendment. In April 2020, the Company entered into the Fifth Amendment and Limited Waiver to the Credit Agreement. See Note 15 for further details. As of March 31, 2020, the Company was in compliance with all financial covenants. Interest expense on the Company's long term debt was $1,041 and $1,274 for the three months ended March 31, 2020 and 2019, respectively. The Company has classified its long-term debt obligations with long-term contractual maturities as current liabilities at March 31, 2020 and December 31, 2019 based on the Company's assessment that it may not be able to meet the debt covenant requirements included in the Credit Agreement for at least one year from the issuance of the condensed consolidated financial statements considering factors such as the uncertainties from the COVID-19 pandemic. The contractual terms of the Credit Agreement set out principal payments as follows: 2020 $ — 2021 11,667 2022 14,000 2023 9,333 2024 — Thereafter — $ 35,000 |
Convertible Debt
Convertible Debt | 3 Months Ended |
Mar. 31, 2020 | |
Debt Disclosure [Abstract] | |
Convertible Debt | Convertible Debt Convertible debt consists of the following as of: March 31, 2020 December 31, 2019 (unaudited) Convertible debt $ 20,000 $ 20,000 Deferred financing costs (1,368) (1,446) Total convertible debt $ 18,632 $ 18,554 In August 2019, the Company issued $20,000 aggregate principal amount of 6.0% convertible senior debentures due 2024 (the "Convertible Debt"), primarily to existing stockholders and officers of the Company. Interest on the Convertible Debt is payable semi-annually in shares of the Company's common stock on January 1 and July 1 of each year at a rate of 6.0% per year. The number of shares of common stock required to settle the amount of interest payable will be based on the volume-weighted average price ("VWAP") of the Company's common stock for the 10 consecutive trading days immediately preceding the applicable interest payment date. The Convertible Debt will mature on August 12, 2024 unless earlier converted or repurchased in accordance with its terms. In January 2020, the Company issued 164,797 shares of the Company's common stock to holders of the Convertible Debt in fulfillment of $467 of accrued interest as of December 31, 2019. The Convertible Debt converts, at the option of the holders, into shares of the Company's common stock at an initial conversion price of $3.25 per share, subject to adjustment. If the VWAP of the Company's common stock has been at least $9.75 (subject to adjustment) for at least 20 trading days during any 30 consecutive trading day period, the Company may force the conversion of all or any part of the outstanding principal amount of the Convertible Debt, accrued and unpaid interest and any other amounts then owing, subject to certain conditions. Interest expense on the Convertible Debt was $378 for the three months ended March 31, 2020. |
Stock Based Compensation
Stock Based Compensation | 3 Months Ended |
Mar. 31, 2020 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock Based Compensation | Stock Based CompensationIn June 2017, the 2017 Equity Incentive Plan (the "2017 Plan") was approved by the Company's stockholders and replaced the Company's 2016 Equity Incentive Plan (the "2016 Plan"), which was the successor to the 2006 Stock Option Plan (the "2006 Plan" and collectively with the 2016 Plan, the "Prior Plans"). Grants will no longer be made under the Prior Plans, but the awards that remain outstanding will continue to be governed by the terms of the applicable Prior Plan and the applicable award agreement. A summary of the stock option activity under the Company's 2017 Plan and Prior Plans (collectively, the "Equity Plans") as of March 31, 2020 is presented below. Options Weighted Average Exercise Price Weighted Average Remaining Contractual Term Aggregate Intrinsic Value Options outstanding, December 31, 2019 1,927,194 $5.01 7.5 years $87 Options forfeited (30,338) $5.22 Options outstanding, vested and expected to vest, March 31, 2020 1,896,856 $5.01 7.2 years $10 Options exercisable 1,051,196 $5.30 6.1 years $10 Shares subject to awards granted under the 2017 Plan which expire, are repurchased, or are canceled or forfeited will again become available for issuance under the 2017 Plan. The shares available will not be reduced by awards settled in cash or by shares withheld to satisfy tax withholding obligations. Only the net number of shares issued upon the exercise of options by means of a net exercise will be deducted from the shares available under the 2017 Plan. No options were granted during the three months ended March 31, 2020 and 2019. Additional information regarding options is as follows: Three Months Ended March 31, 2020 Three Months Ended March 31, 2019 Aggregate intrinsic value of options exercised during the period $ — $ 2 The aggregate intrinsic value in the tables above represents the total pre-tax value of the options shown, calculated as the difference between the Company’s closing stock price on March 31, 2020 and the exercise prices of the options shown, multiplied by the number of in-the money options. This is the aggregate amount that would have been received by the option holders if they had all exercised their options on March 31, 2020 and sold the shares thereby received at the closing price of the Company’s common stock on that date. This amount changes based on the closing price of the Company’s common stock. The total compensation cost recognized for stock-based awards was $401 and $323 for the three months ended March 31, 2020 and 2019, respectively. Unrecognized compensation expense related to unvested options was approximately $1,986 at March 31, 2020, with a remaining amortization period of 2.2 years. A summary of the restricted stock unit activity under the Company's Equity Plans as of March 31, 2020 is presented below. Units Weighted Average Grant Date Fair Value Aggregate Intrinsic Value Unvested units, December 31, 2019 243,695 $4.06 $695 Restricted stock units vested (11,341) $6.58 Unvested units, March 31, 2020 232,354 $3.94 $446 Unrecognized compensation expense related to unvested restricted stock units was approximately $689 at March 31, 2020, with a remaining amortization period of 2.6 years. |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The provision for income taxes for the three months ended March 31, 2020 and 2019 primarily consists of foreign income taxes. The Company has established a valuation allowance due to uncertainties regarding the realization of deferred tax assets based on the Company's lack of earnings history and potential limitations pursuant to changes in ownership under Internal Revenue Code Section 382. On March 27, 2020, the Coronavirus Aid, Relief, and Economic Security ("CARES") Act was signed into law making several changes to the Internal Revenue Code; however, the tax law changes in the Act did not have a material impact on the Company’s income tax provision. As of March 31, 2020, the Company has no unrecognized tax benefits or accrued interest or penalties associated with uncertain tax positions. |
Net Loss Per Share
Net Loss Per Share | 3 Months Ended |
Mar. 31, 2020 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | Net Loss Per Share The basic and diluted net loss per common share presented in the condensed consolidated statements of operations and comprehensive loss is calculated by dividing net loss attributable to common stockholders by the weighted-average number of common shares outstanding during the period, without consideration for common stock equivalents. Potentially dilutive shares, which include warrants for the purchase of common stock, convertible debt, restricted stock units, and options outstanding under the Company's equity incentive plans, are considered to be common stock equivalents and are only included in the calculation of diluted net loss per share when their effect is dilutive. Potentially dilutive securities that are not included in the calculation of diluted net loss per share attributable to common stockholders because to do so would be anti-dilutive are as follows (in common stock equivalent shares on a weighted-average basis): Three Months Ended March 31, 2020 2019 Warrants for common stock 1,204,371 251,189 Convertible debt 6,293,076 — Common stock options 1,896,856 1,481,631 Restricted stock units 232,354 73,691 9,626,657 1,806,511 |
Liquidity and Capital Resources
Liquidity and Capital Resources | 3 Months Ended |
Mar. 31, 2020 | |
Debt Disclosure [Abstract] | |
Liquidity and Capital Resources | Liquidity and Capital ResourcesThe Company |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2020 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements The carrying amounts of the Company's financial instruments, which primarily include cash, cash equivalents, and restricted cash, accounts receivable, accounts payable and accrued expenses, approximate their fair values due to their short maturities. The fair value of the Company's long-term debt and Convertible Debt is estimated by management to approximate $38,000 and $20,000, respectively at March 31, 2020. Management's estimates are based on comparisons of the characteristics of the Company's obligations, comparable ranges of interest rates on recently issued debt, and maturity. Such valuation inputs are considered a Level 3 measurement in the fair value valuation hierarchy. The accounting guidance defines fair value, establishes a consistent framework for measuring fair value and expands disclosure for each major asset and liability category measured at fair value on either a recurring or nonrecurring basis. Fair value is defined as an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering such assumptions, the accounting guidance establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value as follows: Level 1: Observable inputs such as quoted prices in active markets; Level 2: Inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and Level 3: Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions. |
Segment and Geographic Informat
Segment and Geographic Information | 3 Months Ended |
Mar. 31, 2020 | |
Segment Reporting [Abstract] | |
Segment and Geographic Information | Segment and Geographic InformationOperating segments are defined as components of an enterprise for which separate financial information is available and evaluated regularly by the chief operating decision maker, or decision-making group, in deciding how to allocate resources and in assessing performance. The Company globally manages the business within one reportable segment. Segment information is consistent with how management reviews the business, makes investing and resource allocation decisions and assesses operating performance. Product sales by product group and geographic market, based on the location of the customer, whether the U.S. or outside the U.S. ("OUS") for the periods shown were as follows: Three Months Ended March 31, 2020 Three Months Ended March 31, 2019 (unaudited) U.S. OUS Total Revenues % Total Revenues U.S. OUS Total Revenues % Total Revenues ESS $ 3,755 $ 3,077 $ 6,832 63.7 % $ 3,007 $ 3,491 $ 6,498 49.2 % IGB 898 2,628 3,526 32.9 % 1,459 2,863 4,322 32.7 % Total Endoscopy 4,653 5,705 10,358 96.6 % 4,466 6,354 10,820 81.9 % Surgical — — — — % — 1,700 1,700 12.9 % Other 327 33 360 3.4 % 683 8 691 5.2 % Total revenues $ 4,980 $ 5,738 $ 10,718 100.0 % $ 5,149 $ 8,062 $ 13,211 100.0 % % Total revenues 46.5 % 53.5 % 39.0 % 61.0 % Total distributor sales were 34.0% and 27.9% of total OUS revenues for the three months ended March 31, 2020 and 2019, respectively. Sales in the largest individual country outside the U.S. was 8.1% and 9.2% of total revenues for the three months ended March 31, 2020 and 2019, respectively. The following table represents property, equipment and right-of-use assets, net based on the geographic location of the asset: March 31, 2020 December 31, 2019 (unaudited) United States $ 2,906 $ 2,934 Costa Rica 2,762 3,039 Other 538 639 Total property, equipment and right-of-use assets, net $ 6,206 $ 6,612 |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2020 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events On April 15, 2020, the Compensation Committee of the Board of Directors of the Company, approved a comprehensive plan to continue to preserve the Company’s liquidity given the ongoing business disruptions resulting from the international efforts to contain the spread of COVID-19. As part of this plan, the Company furloughed 57 U.S. employees and reduced the employment arrangements of an additional 34 employees outside the United States, effective April 20, 2020. In addition, the base salary of all employees was capped at $100,000, including the Company’s Chief Executive Officer, Chief Financial Officer and other executive officers, effective April 16, 2020. On April 30, 2020, the Company entered into the Fifth Amendment and Limited Waiver to the Credit Agreement which (i) permits the Company to enter into a loan under the Small Business Administration’s Paycheck Protection Program ("PPP") established under the CARES Act, (ii) waives the trailing six-month Endoscopy revenue requirements for the second and third quarter of 2020 and reduces the revenue requirements for the fourth quarter of 2020, (iii) increases the minimum liquidity requirement to $17,500 until the earlier of August 14, 2020 or when the Company meets the requirement to raise additional capital of $15,000, at which time the minimum liquidity requirement increases to $20,000, and decreases the minimum liquidity requirement to $12,500 in January 2021 if revenue covenant compliance is maintained for October and November 2020, (iv) provides a limited waiver on the monthly financial statement reporting requirements through June 2020, and (v) increases the final fee due at end of the loan term to 5.0% from 4.9%. On April 27, 2020, the Company was granted a loan (the "Loan") of $2,824 under the PPP established under the CARES Act. The Loan matures on April 27, 2022 and bears interest at a rate of 1.0% per annum with equal interest and principal payments beginning on November 27, 2020. |
Significant Accounting Polici_2
Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2020 | |
Accounting Policies [Abstract] | |
Organization and Business Description | Apollo Endosurgery, Inc. is a Delaware corporation with both domestic and foreign wholly-owned subsidiaries. Throughout these Notes, "Apollo" and the "Company" refer to Apollo Endosurgery, Inc. and its consolidated subsidiaries. Apollo is a medical technology company primarily focused on the design, development, and commercialization of innovative medical devices. The Company's products are used by gastroenterologists to address a variety of closure needs in the gastrointestinal tract and used by gastroenterologists and bariatric surgeons to treat obesity. The Company's core products include the OverStitch™ Endoscopic Suturing System ("ESS") and the Orbera® Intragastric Balloon System ("IGB"), which together comprise the Company's Endoscopy products. The Company also offers Apollo Care, a digital and remotely delivered aftercare program. All devices are regulated by the U.S. Food and Drug Administration (the "FDA") or an equivalent regulatory body outside the U.S. The Company has offices in the United Kingdom and Italy that oversee commercial activities outside the U.S. and a products manufacturing facility in Costa Rica. All other activities are managed and operated from facilities in Austin, Texas. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements On January 1, 2020, the Company adopted the provision of ASU 2017-04, Intangibles - Goodwill and Other: Simplifying the Test for Goodwill Impairment (“ASU 2017-04”). The guidance removes step two of the goodwill impairment test, which requires a hypothetical purchase price allocation. A goodwill impairment will now be the amount by which a reporting unit’s carrying value exceeds its fair value, not to exceed the carrying amount of goodwill. Entities will continue to have the option to perform a qualitative assessment to determine if a quantitative impairment test is necessary. |
Net Loss Per Share | The basic and diluted net loss per common share presented in the condensed consolidated statements of operations and comprehensive loss is calculated by dividing net loss attributable to common stockholders by the weighted-average number of common shares outstanding during the period, without consideration for common stock equivalents. Potentially dilutive shares, which include warrants for the purchase of common stock, convertible debt, restricted stock units, and options outstanding under the Company's equity incentive plans, are considered to be common stock equivalents and are only included in the calculation of diluted net loss per share when their effect is dilutive. |
Inventory (Tables)
Inventory (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory | Inventory consists of the following as of: March 31, 2020 December 31, 2019 (unaudited) Raw materials $ 2,594 $ 2,834 Work in progress 639 532 Finished goods 7,012 5,499 Total inventory $ 10,245 $ 8,865 |
Property, Equipment and Right_2
Property, Equipment and Right-of-Use Assets (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment | Property, equipment and right-of-use assets consists of the following: Depreciable Lives March 31, 2020 December 31, 2019 (unaudited) Equipment 5 years $ 7,480 $ 7,491 Right-of-use assets 1-5 years 2,883 2,890 Furniture, fixtures and tooling 4-8 years 2,141 2,233 Computer hardware 3-5 years 1,237 1,261 Leasehold improvements 3-5 years 1,745 1,671 Construction in process 330 198 15,816 15,744 Less accumulated depreciation (9,610) (9,132) Property, equipment and right-of-use assets $ 6,206 $ 6,612 |
Operating Lease Maturity | As of March 31, 2020, the maturities of the Company's operating lease liabilities are as follows: 2020 $ 862 2021 924 2022 179 2023 92 2024 28 Thereafter — Total lease payments 2,085 Less imputed interest (234) Total operating lease liabilities $ 1,851 |
Accrued Expenses (Tables)
Accrued Expenses (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Expenses | Accrued expenses consists of the following as of: March 31, 2020 December 31, 2019 (unaudited) Accrued employee compensation and expenses $ 2,930 $ 3,183 Settlement liability 1,625 1,625 Lease liability 955 932 Accrued professional service fees 1,290 653 Accrued interest 300 467 Accrued insurance and taxes 318 271 Accrued returns and rebates 57 216 Other 1,138 1,091 Total accrued expenses $ 8,613 $ 8,438 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt | Long-term debt consists of the following as of: March 31, 2020 December 31, 2019 (unaudited) Term loan facility $ 35,000 $ 35,000 Payment-in-kind interest 679 517 Deferred financing costs (1,198) (1,068) Less current portion (34,481) (34,449) Long-term debt $ — $ — |
Schedule of Maturities of Long-term Debt | The Company has classified its long-term debt obligations with long-term contractual maturities as current liabilities at March 31, 2020 and December 31, 2019 based on the Company's assessment that it may not be able to meet the debt covenant requirements included in the Credit Agreement for at least one year from the issuance of the condensed consolidated financial statements considering factors such as the uncertainties from the COVID-19 pandemic. The contractual terms of the Credit Agreement set out principal payments as follows: 2020 $ — 2021 11,667 2022 14,000 2023 9,333 2024 — Thereafter — $ 35,000 |
Convertible Debt (Tables)
Convertible Debt (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Debt Disclosure [Abstract] | |
Schedule of Convertible Debt | Convertible debt consists of the following as of: March 31, 2020 December 31, 2019 (unaudited) Convertible debt $ 20,000 $ 20,000 Deferred financing costs (1,368) (1,446) Total convertible debt $ 18,632 $ 18,554 |
Stock Based Compensation (Table
Stock Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Stock Option Activity | A summary of the stock option activity under the Company's 2017 Plan and Prior Plans (collectively, the "Equity Plans") as of March 31, 2020 is presented below. Options Weighted Average Exercise Price Weighted Average Remaining Contractual Term Aggregate Intrinsic Value Options outstanding, December 31, 2019 1,927,194 $5.01 7.5 years $87 Options forfeited (30,338) $5.22 Options outstanding, vested and expected to vest, March 31, 2020 1,896,856 $5.01 7.2 years $10 Options exercisable 1,051,196 $5.30 6.1 years $10 |
Schedule of Other Stock Option Information | Additional information regarding options is as follows: Three Months Ended March 31, 2020 Three Months Ended March 31, 2019 Aggregate intrinsic value of options exercised during the period $ — $ 2 |
Schedule of Restricted Stock Unit Activity | A summary of the restricted stock unit activity under the Company's Equity Plans as of March 31, 2020 is presented below. Units Weighted Average Grant Date Fair Value Aggregate Intrinsic Value Unvested units, December 31, 2019 243,695 $4.06 $695 Restricted stock units vested (11,341) $6.58 Unvested units, March 31, 2020 232,354 $3.94 $446 |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Earnings Per Share [Abstract] | |
Schedule of Antidilutive Securities Excluded from Computation of Diluted Loss Per Share | Potentially dilutive securities that are not included in the calculation of diluted net loss per share attributable to common stockholders because to do so would be anti-dilutive are as follows (in common stock equivalent shares on a weighted-average basis): Three Months Ended March 31, 2020 2019 Warrants for common stock 1,204,371 251,189 Convertible debt 6,293,076 — Common stock options 1,896,856 1,481,631 Restricted stock units 232,354 73,691 9,626,657 1,806,511 |
Segment and Geographic Inform_2
Segment and Geographic Information (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Segment Reporting [Abstract] | |
Schedule of Product Sales by Product Group and Geographic Market | Product sales by product group and geographic market, based on the location of the customer, whether the U.S. or outside the U.S. ("OUS") for the periods shown were as follows: Three Months Ended March 31, 2020 Three Months Ended March 31, 2019 (unaudited) U.S. OUS Total Revenues % Total Revenues U.S. OUS Total Revenues % Total Revenues ESS $ 3,755 $ 3,077 $ 6,832 63.7 % $ 3,007 $ 3,491 $ 6,498 49.2 % IGB 898 2,628 3,526 32.9 % 1,459 2,863 4,322 32.7 % Total Endoscopy 4,653 5,705 10,358 96.6 % 4,466 6,354 10,820 81.9 % Surgical — — — — % — 1,700 1,700 12.9 % Other 327 33 360 3.4 % 683 8 691 5.2 % Total revenues $ 4,980 $ 5,738 $ 10,718 100.0 % $ 5,149 $ 8,062 $ 13,211 100.0 % % Total revenues 46.5 % 53.5 % 39.0 % 61.0 % |
Schedule of Long-Lived Assets by Geographic Area | The following table represents property, equipment and right-of-use assets, net based on the geographic location of the asset: March 31, 2020 December 31, 2019 (unaudited) United States $ 2,906 $ 2,934 Costa Rica 2,762 3,039 Other 538 639 Total property, equipment and right-of-use assets, net $ 6,206 $ 6,612 |
Concentrations (Details)
Concentrations (Details) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2019USD ($) | Mar. 31, 2020USD ($)bank | Mar. 31, 2019USD ($) | Dec. 31, 2018USD ($) | |
Concentration Risk [Line Items] | ||||
Number of banks | bank | 5 | |||
Cash and cash equivalents and restricted cash | $ | $ 30,921 | $ 24,039 | $ 30,992 | $ 25,007 |
One Customer | Accounts Receivable | Customer Concentration Risk | ||||
Concentration Risk [Line Items] | ||||
Concentration risk, percentage | 15.00% |
Inventory (Details)
Inventory (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | |
Inventory Disclosure [Abstract] | |||
Raw materials | $ 2,594 | $ 2,834 | |
Work in progress | 639 | 532 | |
Finished goods | 7,012 | 5,499 | |
Total inventory | 10,245 | $ 8,865 | |
Inventory impairment | 0 | $ 40 | |
Consigned inventory | $ 115 |
Property, Equipment and Right_3
Property, Equipment and Right-of-Use Assets (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | |
Property, Plant and Equipment [Line Items] | |||
Right-of-use assets | $ 2,883,000 | $ 2,890,000 | |
Property and equipment, gross | 15,816,000 | 15,744,000 | |
Less accumulated depreciation | (9,610,000) | (9,132,000) | |
Property, equipment and right-of-use assets | 6,206,000 | 6,612,000 | |
Depreciation | 458,000 | $ 503,000 | |
Impairment charges | 0 | $ 0 | |
Disposals | $ 189,000 | ||
Minimum | |||
Property, Plant and Equipment [Line Items] | |||
Depreciable Lives, Right of use assets | 1 year | ||
Maximum | |||
Property, Plant and Equipment [Line Items] | |||
Depreciable Lives, Right of use assets | 5 years | ||
Equipment | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | $ 7,480,000 | 7,491,000 | |
Depreciable Lives | 5 years | ||
Furniture, fixtures and tooling | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | $ 2,141,000 | 2,233,000 | |
Furniture, fixtures and tooling | Minimum | |||
Property, Plant and Equipment [Line Items] | |||
Depreciable Lives | 4 years | ||
Furniture, fixtures and tooling | Maximum | |||
Property, Plant and Equipment [Line Items] | |||
Depreciable Lives | 8 years | ||
Computer hardware | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | $ 1,237,000 | 1,261,000 | |
Computer hardware | Minimum | |||
Property, Plant and Equipment [Line Items] | |||
Depreciable Lives | 3 years | ||
Computer hardware | Maximum | |||
Property, Plant and Equipment [Line Items] | |||
Depreciable Lives | 5 years | ||
Leasehold improvements | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | $ 1,745,000 | 1,671,000 | |
Leasehold improvements | Minimum | |||
Property, Plant and Equipment [Line Items] | |||
Depreciable Lives | 3 years | ||
Leasehold improvements | Maximum | |||
Property, Plant and Equipment [Line Items] | |||
Depreciable Lives | 5 years | ||
Construction in process | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | $ 330,000 | $ 198,000 |
Property, Equipment and Right_4
Property, Equipment and Right-of-Use Assets (Lease Maturity) (Details) $ in Thousands | Mar. 31, 2020USD ($) |
Property, Plant and Equipment [Abstract] | |
2020 | $ 862 |
2021 | 924 |
2022 | 179 |
2023 | 92 |
2024 | 28 |
Thereafter | 0 |
Total lease payments | 2,085 |
Less imputed interest | (234) |
Total operating lease liabilities | $ 1,851 |
Property, Equipment and Right_5
Property, Equipment and Right-of-Use Assets (Lease Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | |
Property, Plant and Equipment [Abstract] | |||
Operating lease in accrued expenses | $ 955 | $ 932 | |
Long-term lease liability | 896 | $ 1,116 | |
Cash paid within operating cash flows for operating leases | $ 294 | $ 333 | |
Weighted average remaining lease term | 1 year 11 months 12 days | ||
Weighted average discount rate, percent | 9.60% |
Other Assets (Details)
Other Assets (Details) - Surgical Product Line - Disposal - USD ($) $ in Thousands | 3 Months Ended | |||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Non-current receivable | $ 2,573 | $ 2,511 | ||
Remaining receivable | $ 5,000 | |||
Interest income | $ 106 | $ 172 | ||
Discount Rate | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Interest on the receivable percentage | 10.00% |
Accrued Expenses (Details)
Accrued Expenses (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Payables and Accruals [Abstract] | ||
Accrued employee compensation and expenses | $ 2,930 | $ 3,183 |
Settlement liability | 1,625 | 1,625 |
Lease liability | 955 | 932 |
Accrued professional service fees | 1,290 | 653 |
Accrued interest | 300 | 467 |
Accrued insurance and taxes | 318 | 271 |
Accrued returns and rebates | 57 | 216 |
Other | 1,138 | 1,091 |
Total accrued expenses | $ 8,613 | $ 8,438 |
Long-Term Debt (Schedule of Lon
Long-Term Debt (Schedule of Long-term Debt) (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Debt Instrument [Line Items] | ||
Deferred financing costs | $ (1,198) | $ (1,068) |
Less current portion | (34,481) | (34,449) |
Long-term debt | 0 | 0 |
Payment-in-kind interest | ||
Debt Instrument [Line Items] | ||
Long-term debt | 679 | 517 |
Line of Credit | Term Loan Facility | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 35,000 | $ 35,000 |
Long-Term Debt (Narrative) (Det
Long-Term Debt (Narrative) (Details) - USD ($) | 1 Months Ended | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2020 | Mar. 31, 2019 | |
Debt Instrument [Line Items] | |||
Line of credit | $ 35,000,000 | ||
Interest expense | 1,041,000 | $ 1,274,000 | |
Line of Credit | Term Loan Facility | |||
Debt Instrument [Line Items] | |||
Line of credit | $ 35,000,000 | $ 35,000,000 | |
Interest rate if basis spread on variable rate is not used | 1.35575% | 1.35575% | |
Percent of outstanding amount due | 4.90% | ||
Commitment fee percentage | 4.50% | ||
Twelve month revenue amount | $ 100,000 | ||
Increase in limit | $ 5,000,000 | $ 5,000,000 | |
Line of Credit | Term Loan Facility | LIBOR | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate | 7.50% | ||
Line of Credit | Senior Secured Credit Facility | |||
Debt Instrument [Line Items] | |||
Repayments of debt | $ 22,372,000 | ||
Unamortized deferred financing costs and discount | $ 388,000 | ||
Line of Credit | Fourth Amendment and Limited Waiver | |||
Debt Instrument [Line Items] | |||
Increase in limit | 10,000,000 | ||
Increase in minimum cash balance required | $ 15,000,000 |
Long-Term Debt (Schedule of Mat
Long-Term Debt (Schedule of Maturity of Long-term Debt) (Details) $ in Thousands | Mar. 31, 2020USD ($) |
Debt Disclosure [Abstract] | |
2020 | $ 0 |
2021 | 11,667 |
2022 | 14,000 |
2023 | 9,333 |
2024 | 0 |
Thereafter | 0 |
Total | $ 35,000 |
Convertible Debt (Schedule of C
Convertible Debt (Schedule of Convertible Debt) (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Debt Instrument [Line Items] | ||
Deferred financing costs | $ (1,198) | $ (1,068) |
Long-term debt | 0 | 0 |
Convertible Debt | ||
Debt Instrument [Line Items] | ||
Convertible debt | 20,000 | 20,000 |
Deferred financing costs | (1,368) | (1,446) |
Long-term debt | $ 18,632 | $ 18,554 |
Convertible Debt (Narrative) (D
Convertible Debt (Narrative) (Details) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended | |||
Jan. 31, 2020shares | Aug. 31, 2019USD ($)d$ / shares | Mar. 31, 2020USD ($) | Mar. 31, 2019USD ($) | Dec. 31, 2019USD ($) | |
Debt Instrument [Line Items] | |||||
Interest expense | $ 1,041 | $ 1,274 | |||
Convertible Debt | |||||
Debt Instrument [Line Items] | |||||
Proceeds from convertible debt | $ 20,000 | ||||
Interest rate | 6.00% | ||||
Issuance of common stock for Convertible Debt interest, shares | shares | 164,797 | ||||
Accrued interest | $ 467 | ||||
Interest expense | $ 378 | ||||
Convertible Debt | Conversion Ratio Less Than 2.50 | |||||
Debt Instrument [Line Items] | |||||
Consecutive trading days (in days) | d | 10 | ||||
Convertible Debt | Conversion Ratio Of 3.25 | |||||
Debt Instrument [Line Items] | |||||
Consecutive trading days (in days) | d | 30 | ||||
Conversion price (USD per share) | $ / shares | $ 3.25 | ||||
Stock price trigger (USD per share) | $ / shares | $ 9.75 | ||||
Trading days (in days) | d | 20 |
Stock Based Compensation (Stock
Stock Based Compensation (Stock Option Activity) (Details) - Stock Option - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2020 | Dec. 31, 2019 | |
Options | ||
Options outstanding, beginning balance (in shares) | 1,927,194 | |
Options forfeited (in shares) | (30,338) | |
Options vested and expected to vest (in shares) | 1,896,856 | |
Options exercisable (in shares) | 1,051,196 | |
Weighted Average Exercise Price | ||
Weighted average exercise price, beginning balance (in USD per share) | $ 5.01 | |
Options forfeited (in USD per share) | $ 5.22 | |
Options vested and expected to vest (in USD per share) | 5.01 | |
Options exercisable (in USD per share) | $ 5.30 | |
Weighted Average Remaining Contractual Term | ||
Weighted Average Remaining Contractual Term | 7 years 6 months | |
Options vested and expected to vest | 7 years 2 months 12 days | |
Options exercisable | 6 years 1 month 6 days | |
Aggregate Intrinsic Value | ||
Aggregate intrinsic value | $ 87 | |
Options vested and expected to vest | $ 10 | |
Options exercisable | $ 10 |
Stock Based Compensation (Addit
Stock Based Compensation (Additional Information) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Options granted (in shares) | 0 | 0 |
Share-based compensation | $ 401 | $ 323 |
Unrecognized compensation expense related to unvested options | $ 1,986 | |
Remaining amortization period | 2 years 2 months 12 days | |
Stock Option | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Aggregate intrinsic value of options exercised during the period | $ 0 | $ 2 |
Restricted Stock Units | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Remaining amortization period | 2 years 7 months 6 days | |
Unrecognized compensation expense related to unvested restricted stock units | $ 689 |
Stock Based Compensation (Restr
Stock Based Compensation (Restricted Stock Units Activity) (Details) - Restricted Stock Units - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Dec. 31, 2019 | |
Units | ||
Unvested Units (shares) | 243,695 | |
Restricted stock units vested (shares) | (11,341) | |
Unvested Units (shares) | 232,354 | |
Weighted Average Grant Date Fair Value | ||
Unvested Units (USD per share) | $ 4.06 | |
Restricted stock units vested (USD per share) | 6.58 | |
Unvested Units (USD per share) | $ 3.94 | |
Aggregate Intrinsic Value | ||
Aggregate Intrinsic Value | $ 446 | $ 695 |
Income Taxes (Details)
Income Taxes (Details) | Mar. 31, 2020USD ($) |
Income Tax Disclosure [Abstract] | |
Unrecognized tax benefits | $ 0 |
Accrued interest | 0 |
Tax penalties | $ 0 |
Net Loss Per Share (Details)
Net Loss Per Share (Details) - shares | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of diluted loss per share | 9,626,657 | 1,806,511 |
Warrants for common stock | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of diluted loss per share | 1,204,371 | 251,189 |
Convertible Debt | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of diluted loss per share | 6,293,076 | 0 |
Common stock options | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of diluted loss per share | 1,896,856 | 1,481,631 |
Restricted Stock Units | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of diluted loss per share | 232,354 | 73,691 |
Liquidity and Capital Resourc_2
Liquidity and Capital Resources (Details) $ in Thousands | 1 Months Ended | |||
Aug. 31, 2019USD ($)d | Mar. 31, 2019USD ($) | Mar. 31, 2020USD ($) | Dec. 31, 2019USD ($) | |
Debt Instrument [Line Items] | ||||
Accumulated deficit | $ 260,418 | $ 250,162 | ||
Line of credit | $ 35,000 | |||
Convertible Debt | ||||
Debt Instrument [Line Items] | ||||
Proceeds from convertible debt | $ 20,000 | |||
Interest rate | 6.00% | |||
Convertible Debt | Conversion Ratio Less Than 2.50 | ||||
Debt Instrument [Line Items] | ||||
Consecutive trading days (in days) | d | 10 | |||
Term Loan Facility | Line of Credit | ||||
Debt Instrument [Line Items] | ||||
Line of credit | $ 35,000 | |||
Senior Secured Credit Facility | Line of Credit | ||||
Debt Instrument [Line Items] | ||||
Repayments of debt | $ 22,372 |
Fair Value Measurements (Detail
Fair Value Measurements (Details) $ in Thousands | Mar. 31, 2020USD ($) |
Fair Value Disclosures [Abstract] | |
Convertible debt, fair value | $ 20,000 |
Fair value of long-term debt | $ 38,000 |
Segment and Geographic Inform_3
Segment and Geographic Information (Segment Information) (Details) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020USD ($)segment | Mar. 31, 2019USD ($) | |
Segment Reporting [Abstract] | ||
Number of reportable segments | segment | 1 | |
Revenue, Major Customer [Line Items] | ||
Revenues | $ 10,718 | $ 13,211 |
Segment Revenue | Product Risk | ||
Revenue, Major Customer [Line Items] | ||
Percentage of revenue or sales | 100.00% | 100.00% |
U.S. | ||
Revenue, Major Customer [Line Items] | ||
Revenues | $ 4,980 | $ 5,149 |
U.S. | Segment Revenue | Product Risk | ||
Revenue, Major Customer [Line Items] | ||
Percentage of revenue or sales | 46.50% | 39.00% |
OUS | ||
Revenue, Major Customer [Line Items] | ||
Revenues | $ 5,738 | $ 8,062 |
OUS | Segment Revenue | Product Risk | ||
Revenue, Major Customer [Line Items] | ||
Percentage of revenue or sales | 53.50% | 61.00% |
OUS | Distributor Sales | Product Risk | ||
Revenue, Major Customer [Line Items] | ||
Percentage of revenue or sales | 34.00% | 27.90% |
Non-US, Next Largest Single Country | Distributor Sales | Product Risk | ||
Revenue, Major Customer [Line Items] | ||
Percentage of revenue or sales | 8.10% | 9.20% |
ESS | ||
Revenue, Major Customer [Line Items] | ||
Revenues | $ 6,832 | $ 6,498 |
ESS | Segment Revenue | Product Risk | ||
Revenue, Major Customer [Line Items] | ||
Percentage of revenue or sales | 63.70% | 49.20% |
ESS | U.S. | ||
Revenue, Major Customer [Line Items] | ||
Revenues | $ 3,755 | $ 3,007 |
ESS | OUS | ||
Revenue, Major Customer [Line Items] | ||
Revenues | 3,077 | 3,491 |
IGB | ||
Revenue, Major Customer [Line Items] | ||
Revenues | $ 3,526 | $ 4,322 |
IGB | Segment Revenue | Product Risk | ||
Revenue, Major Customer [Line Items] | ||
Percentage of revenue or sales | 32.90% | 32.70% |
IGB | U.S. | ||
Revenue, Major Customer [Line Items] | ||
Revenues | $ 898 | $ 1,459 |
IGB | OUS | ||
Revenue, Major Customer [Line Items] | ||
Revenues | 2,628 | 2,863 |
Endoscopy | ||
Revenue, Major Customer [Line Items] | ||
Revenues | $ 10,358 | $ 10,820 |
Endoscopy | Segment Revenue | Product Risk | ||
Revenue, Major Customer [Line Items] | ||
Percentage of revenue or sales | 96.60% | 81.90% |
Endoscopy | U.S. | ||
Revenue, Major Customer [Line Items] | ||
Revenues | $ 4,653 | $ 4,466 |
Endoscopy | OUS | ||
Revenue, Major Customer [Line Items] | ||
Revenues | 5,705 | 6,354 |
Surgical | ||
Revenue, Major Customer [Line Items] | ||
Revenues | $ 0 | $ 1,700 |
Surgical | Segment Revenue | Product Risk | ||
Revenue, Major Customer [Line Items] | ||
Percentage of revenue or sales | 0.00% | 12.90% |
Surgical | U.S. | ||
Revenue, Major Customer [Line Items] | ||
Revenues | $ 0 | $ 0 |
Surgical | OUS | ||
Revenue, Major Customer [Line Items] | ||
Revenues | 0 | 1,700 |
Other | ||
Revenue, Major Customer [Line Items] | ||
Revenues | $ 360 | $ 691 |
Other | Segment Revenue | Product Risk | ||
Revenue, Major Customer [Line Items] | ||
Percentage of revenue or sales | 3.40% | 5.20% |
Other | U.S. | ||
Revenue, Major Customer [Line Items] | ||
Revenues | $ 327 | $ 683 |
Other | OUS | ||
Revenue, Major Customer [Line Items] | ||
Revenues | $ 33 | $ 8 |
Segment and Geographic Inform_4
Segment and Geographic Information (Long-Lived Assets by Geographic Area) (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total property, equipment and right-of-use assets, net | $ 6,206 | $ 6,612 |
U.S. | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total property, equipment and right-of-use assets, net | 2,906 | 2,934 |
Costa Rica | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total property, equipment and right-of-use assets, net | 2,762 | 3,039 |
Other | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total property, equipment and right-of-use assets, net | $ 538 | $ 639 |
Subsequent Events (Details)
Subsequent Events (Details) - Subsequent Event | Apr. 30, 2020USD ($) | Apr. 20, 2020d | Apr. 15, 2020USD ($) | Apr. 27, 2020USD ($) |
Fifth Amendment and Limited Waiver | Line of Credit | ||||
Subsequent Event [Line Items] | ||||
Percent of outstanding amount due | 5.00% | |||
Fifth Amendment and Limited Waiver | Line of Credit | Earlier of August 14, 2020 | ||||
Subsequent Event [Line Items] | ||||
Increase in minimum liquidity requirement | $ 17,500,000 | |||
Increase in minimum cash balance required | 15,000,000 | |||
Fifth Amendment and Limited Waiver | Line of Credit | January 2021 | ||||
Subsequent Event [Line Items] | ||||
Increase in minimum liquidity requirement | 20,000,000 | |||
Decrease in minimum liquidity requirement | $ 12,500,000 | |||
Loan Under CARES ACT | ||||
Subsequent Event [Line Items] | ||||
Long-term debt | $ 2,824,000 | |||
Interest rate | 1.00% | |||
U.S. | ||||
Subsequent Event [Line Items] | ||||
Number of employees furloughed | d | 57 | |||
OUS | ||||
Subsequent Event [Line Items] | ||||
Number of employees furloughed | d | 34 | |||
COVID-19 | ||||
Subsequent Event [Line Items] | ||||
Maximum base salary | $ 100,000 |