Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2020 | Nov. 02, 2020 | |
Document and Entity Information | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2020 | |
Document Transition Report | false | |
Entity File Number | 001-36305 | |
Entity Registrant Name | Semler Scientific, Inc. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 26-1367393 | |
Entity Address, Address Line One | 2340-2348 Walsh Avenue, Suite 2344 | |
Entity Address, City or Town | Santa Clara | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 95051 | |
City Area Code | 877 | |
Local Phone Number | 774-4211 | |
Title of 12(b) Security | N/A | |
Trading Symbol | smlr | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 6,658,114 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q3 | |
Entity Central Index Key | 0001554859 | |
Amendment Flag | false |
Condensed Statements of Income
Condensed Statements of Income - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Condensed Statements of Income | ||||
Revenues | $ 10,727 | $ 8,902 | $ 26,530 | $ 23,616 |
Operating expenses: | ||||
Cost of revenues | 820 | 974 | 2,370 | 2,755 |
Engineering and product development | 672 | 617 | 2,277 | 1,777 |
Sales and marketing | 2,116 | 2,345 | 7,283 | 6,626 |
General and administrative | 1,564 | 1,855 | 4,634 | 4,798 |
Total operating expenses | 5,172 | 5,791 | 16,564 | 15,956 |
Income from operations | 5,555 | 3,111 | 9,966 | 7,660 |
Interest income (expense) | (2) | 2 | (5) | |
Other income (expense) | 38 | (1) | 64 | (3) |
Other expense | 40 | (3) | 69 | (3) |
Pre-tax net income | 5,595 | 3,108 | 10,035 | 7,657 |
Income tax provision (benefit) | 729 | (4,671) | 1,421 | (4,594) |
Net income | $ 4,866 | $ 7,779 | $ 8,614 | $ 12,251 |
Net income per share, basic | $ 0.74 | $ 1.20 | $ 1.31 | $ 1.91 |
Weighted average number of shares used in computing basic income per share | 6,578,808 | 6,492,501 | 6,553,522 | 6,410,588 |
Net income per share, diluted | $ 0.61 | $ 0.96 | $ 1.07 | $ 1.51 |
Weighted average number of shares used in computing diluted income per share | 8,038,513 | 8,108,053 | 8,046,759 | 8,121,996 |
Condensed Balance Sheets
Condensed Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Current Assets: | ||
Cash | $ 16,793 | $ 7,741 |
Trade accounts receivable, net of allowance for doubtful accounts of $56 and $36 respectively | 3,455 | 3,486 |
Prepaid expenses and other current assets | 1,530 | 216 |
Total current assets | 21,778 | 11,443 |
Assets for lease, net | 1,802 | 2,079 |
Property and equipment, net | 258 | 249 |
Notes receivable | 500 | |
Other non-current assets | 432 | 15 |
Long-term deferred tax assets | 3,277 | 4,501 |
Total assets | 28,047 | 18,287 |
Current liabilities: | ||
Accounts payable | 336 | 338 |
Accrued expenses | 4,277 | 3,914 |
Deferred revenue | 960 | 955 |
Other short-term liabilities | 78 | |
Total current liabilities | 5,651 | 5,207 |
Long-term liabilities: | ||
Other long-term liabilities | 345 | 7 |
Total long-term liabilities | 345 | 7 |
Stockholders' equity: | ||
Common stock, $0.001 par value; 50,000,000 shares authorized; 6,640,833, and 6,556,221 shares issued, and 6,615,833 and 6,531,221 shares outstanding (treasury shares of 25,000, and 25,000, respectively) | 7 | 7 |
Additional paid-in capital | 19,764 | 19,400 |
Retained earnings (accumulated deficit) | 2,280 | (6,334) |
Total stockholders' equity | 22,051 | 13,073 |
Total liabilities and stockholders' equity | $ 28,047 | $ 18,287 |
Condensed Balance Sheets (Paren
Condensed Balance Sheets (Parentheticals) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Condensed Balance Sheets | ||
Allowance for doubtful accounts on trade accounts receivable (in dollars) | $ 56 | $ 36 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 50,000,000 | 50,000,000 |
Common stock, shares issued | 6,640,833 | 6,556,221 |
Common stock, shares outstanding | 6,615,833 | 6,531,221 |
Treasury stock, shares | 25,000 | 25,000 |
Statements of Stockholders' Equ
Statements of Stockholders' Equity - USD ($) | Common Stock | Treasury Stock | Additional Paid-In Capital | Retained Earnings / (Accumulated Deficit) | Total |
Balance at Dec. 31, 2018 | $ 6,000 | $ 0 | $ 25,608,000 | $ (21,418,000) | $ 4,196,000 |
Balance (in shares) at Dec. 31, 2018 | 6,349,985 | (25,000) | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Warrant Re-purchase | $ 0 | $ 0 | (2,687,000) | 0 | (2,687,000) |
Warrant Exercises | $ 0 | $ 0 | 0 | 0 | 0 |
Warrant Exercises (in shares) | 36,197 | 0 | |||
Stock Option Exercises | $ 1,000 | $ 0 | 59,000 | 0 | 60,000 |
Stock Option Exercises (in shares) | 166,734 | 0 | |||
Stock-based Compensation | $ 0 | $ 0 | 282,000 | 0 | 282,000 |
Net income | 0 | 0 | 0 | 12,251,000 | 12,251,000 |
Balance at Sep. 30, 2019 | $ 7,000 | $ 0 | 23,262,000 | (9,167,000) | 14,102,000 |
Balance (in shares) at Sep. 30, 2019 | 6,552,916 | (25,000) | |||
Balance at Jun. 30, 2019 | $ 6,000 | $ 0 | 23,161,000 | (16,946,000) | 6,221,000 |
Balance (in shares) at Jun. 30, 2019 | 6,484,414 | (25,000) | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Warrant Exercises | $ 0 | $ 0 | 0 | 0 | 0 |
Warrant Exercises (in shares) | 13,670 | 0 | |||
Stock Option Exercises | $ 1,000 | $ 0 | 15,000 | 0 | 16,000 |
Stock Option Exercises (in shares) | 54,832 | 0 | |||
Stock-based Compensation | $ 0 | $ 0 | 86,000 | 0 | 86,000 |
Net income | 0 | 0 | 0 | 7,779,000 | 7,779,000 |
Balance at Sep. 30, 2019 | $ 7,000 | $ 0 | 23,262,000 | (9,167,000) | 14,102,000 |
Balance (in shares) at Sep. 30, 2019 | 6,552,916 | (25,000) | |||
Balance at Dec. 31, 2019 | $ 7,000 | $ 0 | 19,400,000 | (6,334,000) | 13,073,000 |
Balance (in shares) at Dec. 31, 2019 | 6,556,221 | (25,000) | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Employee Stock Grant | $ 0 | $ 0 | 0 | 0 | 0 |
Employee Stock Grant (in shares) | 641 | 0 | |||
Stock Option Exercises | $ 0 | $ 0 | 174,000 | 0 | $ 174,000 |
Stock Option Exercises (in shares) | 83,971 | 0 | 85,226 | ||
Stock-based Compensation | $ 0 | $ 0 | 190,000 | 0 | $ 190,000 |
Net income | 0 | 0 | 0 | 8,614,000 | 8,614,000 |
Balance at Sep. 30, 2020 | $ 7,000 | $ 0 | 19,764,000 | 2,280,000 | 22,051,000 |
Balance (in shares) at Sep. 30, 2020 | 6,640,833 | (25,000) | |||
Balance at Jun. 30, 2020 | $ 7,000 | $ 0 | 19,598,000 | (2,586,000) | 17,019,000 |
Balance (in shares) at Jun. 30, 2020 | 6,588,176 | (25,000) | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Employee Stock Grant | $ 0 | $ 0 | 0 | 0 | 0 |
Employee Stock Grant (in shares) | 641 | 0 | |||
Stock Option Exercises | $ 0 | $ 0 | 104,000 | 0 | 104,000 |
Stock Option Exercises (in shares) | 52,016 | 0 | |||
Stock-based Compensation | $ 0 | $ 0 | 62,000 | 0 | 62,000 |
Net income | 0 | 0 | 0 | 4,866,000 | 4,866,000 |
Balance at Sep. 30, 2020 | $ 7,000 | $ 0 | $ 19,764,000 | $ 2,280,000 | $ 22,051,000 |
Balance (in shares) at Sep. 30, 2020 | 6,640,833 | (25,000) |
Condensed Statements of Cash Fl
Condensed Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net income | $ 8,614 | $ 12,251 |
Reconciliation of Net Income to Net Cash Provided by Operating Activities: | ||
Depreciation | 412 | 470 |
Deferred tax expense | 1,224 | (4,709) |
Loss on disposal of assets for lease | 178 | 159 |
Bad debt expense | 43 | 42 |
Stock-based compensation expense | 190 | 282 |
Changes in Operating Assets and Liabilities: | ||
Trade accounts receivable | (13) | (512) |
Prepaid expenses and other assets | (1,315) | (122) |
Other non-current assets | (416) | |
Accounts payable | (2) | 389 |
Accrued expenses | 264 | 109 |
Deferred revenue | 5 | 734 |
Other current and non-current liabilities | 416 | |
Net Cash Provided by Operating Activities | 9,600 | 9,093 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Additions to property and equipment | (103) | (106) |
Notes receivable | (400) | |
Purchase of assets for lease | (219) | (1,102) |
Net Cash Used in Investing Activities | (722) | (1,208) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Re-purchase of warrants | (2,687) | |
Exercise of stock options | 174 | 60 |
Net Cash Provided by (Used in) Financing Activities | 174 | (2,627) |
INCREASE IN CASH | 9,052 | 5,258 |
CASH, BEGINNING OF PERIOD | 7,741 | 3,284 |
CASH, END OF PERIOD | $ 16,793 | $ 8,542 |
Basis of Presentation
Basis of Presentation | 9 Months Ended |
Sep. 30, 2020 | |
Basis of Presentation | |
Basis of Presentation | 1. Basis of Presentation Semler Scientific, Inc., a Delaware corporation (“Semler” or “the Company”), prepared the unaudited interim financial statements included in this report in accordance with United States generally accepted accounting principles (“GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (“SEC”) for interim financial reporting. Certain information and note disclosures normally included in the financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. As such, the information included in this quarterly report on Form 10-Q should be read in conjunction with the audited financial statements and notes thereto included in the Company’s annual report on Form 10-K for the year ended December 31, 2019 filed with the SEC on March 9, 2020 (the “Annual Report”). In the opinion of management, these financial statements include all adjustments (consisting of normal recurring adjustments) necessary for a fair statement of the financial position, results of operations and cash flows for the periods presented. The results of operations for the interim periods shown in this report are not necessarily indicative of the results that may be expected for any future period, including the full year. On January 30, 2020, the World Health Organization (“WHO”) declared the recent novel coronavirus (COVID-19) outbreak a global health emergency, which prompted national, state and local governments to begin putting actions in place to slow the spread of COVID-19. In March 2020, the WHO classified the COVID-19 outbreak as a pandemic. The outbreak of COVID-19 resulted in travel restrictions, quarantines, “stay-at-home” and “shelter-in-place” orders and extended shutdown of certain businesses around the world. While restrictions began to ease in the second quarter and activities began to resume, recent outbreaks could lead to restrictions being reimplemented. For the nine months ended September 30, 2020, the Company’s revenues, primarily from variable-fee licenses, were negatively impacted by the COVID-19 pandemic. For the three months ended September 30, 2020, the Company’s revenues, primarily from variable-fee licenses, rebounded to and even exceeded pre-COVID-19 levels. The extent and duration of the pandemic is unknown, and the future effects on the Company’s business are uncertain and difficult to predict. The Company is continuing to monitor the events and circumstances surrounding the COVID-19 pandemic, which may require adjustments to the Company’s estimates and assumptions in the future. Recently Issued Accounting Pronouncements Accounting Pronouncements Recently Adopted In November 2019, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2019-08 – Compensation – Stock Compensation (Topic 718) and Revenue from Contracts with Customer (Topic 606) In June 2018, the FASB issued ASU No. 2018-07, Compensation—Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement including interim periods within those fiscal years. The Company adopted the new standard on January 1, 2020 and determined that the adoption of this this new accounting guidance did not have a material impact on its financial statements. Accounting Pronouncements Not Yet Adopted In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (“Topic 326”) Codification Improvements to Topic 326 Financial Instruments—Credit Losses, Topic 815, Derivatives and Hedging, and Topic 825, Financial Instruments Financial Instruments – Credit Losses (Topic 326); Targeted Transition Relief In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes In January 2020, the FASB issued ASU No. 2020-01, Investments-Equity Securities (Topic 321), Investments-Equity Method and Joint Ventures (Topic 323), and Derivatives and Hedging (Topic 815) In March 2020, FASB issued ASU No. 2020-03, Codification Improvements to Financial Instruments In March 2020, the FASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting be discontinued. The ASU can be adopted no later than December 1, 2022, with early adoption permitted. The Company has not yet adopted this ASU and is evaluating the effect of adopting this new accounting guidance. |
Variable-fee Revenue
Variable-fee Revenue | 9 Months Ended |
Sep. 30, 2020 | |
Variable-fee Revenue | |
Variable-fee Revenue | 2. Variable-fee Revenue The Company recognizes variable-fee licenses (i.e., fee per test) and sales of hardware equipment and accessories in accordance with Topic 606. Total fees from variable-fee licenses represent approximately $4,088 and $2,660 of revenues for the three months ended September 30, 2020 and 2019, respectively. Total fees from variable-fee licenses represent approximately $7,080 and $6,166 for the nine months ended September 30, 2020 and 2019, respectively. Total sales of hardware and equipment accessories represent approximately $332 and $291 of revenues for the three months ended September 30, 2020 and 2019, respectively. Total sales of hardware and equipment accessories represent approximately $732 and $842 of revenues for the nine months ended September 30, 2020 and 2019, respectively. Essentially all of the variable-fee licenses are with large healthcare organizations. The remainder of the revenue is earned from leasing the Company's testing product for a fixed fee, which is not subject to Topic 606. |
Assets for Lease, net
Assets for Lease, net | 9 Months Ended |
Sep. 30, 2020 | |
Assets for Lease, net | |
Assets for Lease, net | 3. Assets for Lease, net The Company enters into contracts with customers for the Company’s QuantaFlo ® Assets for lease consist of the following: September 30, December 31, 2020 2019 Assets for lease $ 3,272 $ 3,374 Less: accumulated depreciation (1,470) (1,295) Assets for lease, net $ 1,802 $ 2,079 Depreciation expense amounted to $146 and $124 for the three months ended September 30, 2020 and 2019, respectively. Depreciation expense amounted to $318 and $361 for the nine months ended September 30, 2020 and 2019, respectively. Reduction to accumulated depreciation for returned items was $56 and $38 for the three months ended September 30, 2020 and 2019, respectively. Reduction to accumulated depreciation for returned items was $143 and $115 for the nine months ended September 30, 2020 and 2019, respectively. The Company recognized a loss on disposal of assets for lease in the amount of $54 and $62 for the three months ended September 30, 2020 and 2019, respectively. The Company recognized a loss on disposal of assets for lease in the amount of $178 and $159 for the nine months ended September 30, 2020 and 2019, respectively. |
Property and Equipment, net
Property and Equipment, net | 9 Months Ended |
Sep. 30, 2020 | |
Property and Equipment, net | |
Property and Equipment, net | 4. Property and Equipment, net Capital assets consist of the following: September 30, December 31, 2020 2019 Capital assets $ 739 $ 636 Less: accumulated depreciation (481) (387) Capital assets, net $ 258 $ 249 Depreciation expense amounted to $32 and $38 for the three months ended September 30, 2020 and 2019, respectively. Depreciation expense amounted to $94 and $109 for the nine months ended September 30, 2020 and 2019, respectively. |
Accrued Expenses
Accrued Expenses | 9 Months Ended |
Sep. 30, 2020 | |
Accrued Expenses | |
Accrued Expenses | 5. Accrued Expenses Accrued expenses consist of the following: September 30, December 31, 2020 2019 Compensation $ 2,953 $ 2,803 Accrued taxes 875 378 Miscellaneous accruals 449 733 Total accrued expenses $ 4,277 $ 3,914 |
Concentration of Credit Risk
Concentration of Credit Risk | 9 Months Ended |
Sep. 30, 2020 | |
Concentration of Credit Risk | |
Concentration of Credit Risk | 6. Concentration of Credit Risk Credit risk is the risk of loss from amounts owed by the financial counterparties. Credit risk can occur at multiple levels; as a result of broad economic conditions, challenges within specific sectors of the economy, or from issues affecting individual companies. Financial instruments that potentially subject the Company to credit risk consist of cash and accounts receivable. The Company maintains cash with major financial institutions. The Company’s cash consists of bank deposits held with banks that, at times, exceed federally insured limits. The Company limits its credit risk by dealing with counterparties that are considered to be of high credit quality and by performing periodic evaluations of the relative credit standing of these financial institutions. Management periodically monitors the creditworthiness of its customers and believes that it has adequately provided for any exposure to potential credit loss. For the three months ended September 30, 2019, three customers accounted for 47.0%, 15.7% and 12.4% of the Company’s revenues, respectively. For the nine months ended September 30, 2019, three customers accounted for 50.7%, 12.9%, and 12.8% of the Company’s revenues, respectively. For the three months ended September 30, 2020, two customers accounted for 39.2% and 29.8% of the Company’s revenues. For the nine months ended September 30, 2020, two customers accounted for 47.2% and 20.4% of the Company’s revenues, respectively. As of December 31, 2019, three customers accounted for 55.9%, 17.6% and 12.0% of the Company’s accounts receivable, respectively. As of September 30, 2020, three customers accounted for 42.2%, 11.6% and 11.1% of the Company’s accounts receivable, respectively. The Company’s largest customer in terms of both revenues and accounts receivable in the three months ended September 30, 2020 is a U.S. diversified healthcare company and its affiliated plans. As of December 31, 2019, two vendors accounted for 15.9% and 14.1% of the Company’s accounts payable, respectively. As of September 30, 2020, three vendors accounted for 19.4%, 17.5%, and 13.0% of the Company’s accounts payable, respectively. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2020 | |
Commitments and Contingencies | |
Commitments and Contingencies | 7. Commitments and Contingencies Facilities Leases The Company recognized facilities lease expenses of $32 and $17 for the three months ended September 30, 2020 and 2019, respectively. The Company recognized facilities lease expenses of $67 and $51 for the nine months ended September 30, 2020 and 2019, respectively. On July 31, 2020, the Company entered into a 61-month lease agreement for office space to use, as necessary, for office administration, lab space and assembly and storage purposes, located in Santa Clara, California. The Company took possession of the leased office space in September 2020, and the lease is effective through September 30, 2025. The following table summarizes the future minimum rental payments required under operating leases that had initial or remaining non-cancelable lease terms greater than one year as of September 30, 2020: Total October 2020 through December 2020 $ 21 2021 85 2022 87 2023 90 2024 93 2025 71 Thereafter — Total undiscounted future minimum payments 447 Less: present value discount (28) Total lease liabilities 419 Lease expense in excess of cash payments (7) Total right of use (“ROU”) asset $ 412 As of September 30, 2020, the Company’s ROU asset was $412, which is recorded on the Company’s balance sheet as other current assets. The Company’s current maturities of operating lease liabilities were $75, and the Company’s noncurrent lease liabilities were $345, which are recorded on the Company’s balance sheet as other short-term liabilities and other long-term liabilities, respectively. During the three and nine months ended September 30, 2020, the Company paid $0 in operating leases reflected as a reduction in operating cash flows. Indemnification Obligations The Company enters into agreements with customers, partners, lenders, consultants, lessors, contractors, sales representatives and parties to certain transactions in the ordinary course of the Company’s business. These agreements may require the Company to indemnify the other party against third party claims alleging that its product infringes a patent or copyright. Certain of these agreements require the Company to indemnify the other party against losses arising from: a breach of representations or covenants, claims relating to property damage, personal injury or acts or omissions of the Company, its employees, agents or representatives. The Company has also agreed to indemnify the directors and certain of the officers and employees in accordance with the by-laws of the Company. These indemnification provisions will vary based upon the nature and terms of the agreements. In many cases, these indemnification provisions do not contain limits on the Company’s liability, and the occurrence of contingent events that will trigger payment under these indemnities is difficult to predict. As a result, the Company cannot estimate its potential liability under these indemnities. The Company believes that the likelihood of conditions arising that would trigger these indemnities is remote and, historically, the Company has not made any significant payment under such indemnification provisions. Accordingly, the Company has not recorded any liabilities relating to these agreements. In certain cases, the Company has recourse against third parties with respect to the aforesaid indemnities, and the Company believes it maintains adequate levels of insurance coverage to protect the Company with respect to potential claims arising from such agreements. |
Stock Incentive Plan
Stock Incentive Plan | 9 Months Ended |
Sep. 30, 2020 | |
Stock Incentive Plan | |
Stock Incentive Plan | 8. Stock Incentive Plan The Company’s stock-based compensation program is designed to attract and retain employees while also aligning employees’ interests with the interests of its stockholders. Stock options have been granted to employees under the stockholder-approved 2007 Key Person Stock Option Plan (“2007 Plan”) and stock options and restricted stock have been granted to employees under the stockholder-approved 2014 Stock Incentive Plan (“2014 Plan”). Stockholder approval of the 2014 Plan became effective in September 2014. The 2014 Plan originally provided that the aggregate number of shares of common stock that may be issued pursuant to awards granted under the 2014 Plan may not exceed 450,000 shares (the “Share Reserve”), however in October 2015, the stockholders approved a 1,500,000 increase to the Share Reserve. In addition, the Share Reserve automatically increases on January 1st of each year, for a period of not more than 10 years, beginning on January 1st of the year following the year in which the 2014 Plan became effective and ending on (and including) January 1, 2024, in an amount equal to 4% of the total number of shares of common stock outstanding on December 31st of the preceding calendar year. The Company’s Board of Directors may act prior to January 1st of a given year to provide that there will be no January 1st increase in the Share Reserve for such year or that the increase in the Share Reserve for such year will be a lesser number of shares of common stock than would otherwise occur. On January 1, 2020, the Share Reserve increased by 261,249 shares due to the automatic 4% increase. The Share Reserve is currently 2,783,616 shares as of September 30, 2020. In light of stockholder approval of the 2014 Plan, the Company no longer grants equity awards under the 2007 Plan. As of September 30, 2020, 0 shares of an aggregate total of 407,500 shares were available for future stock-based compensation grants under the 2007 Plan and 1,259,200 shares of an aggregate total of 2,783,616 shares were available for future stock-based compensation grants under the 2014 Plan. Restricted Stock The Company granted 641 shares of restricted stock to an employee in the three and nine months ended September 30, 2020. Stock Options Aggregate intrinsic value represents the difference between the closing market value as of September 30, 2020 of the underlying common stock and the exercise price of outstanding, in-the-money options. A summary of the Company’s stock option activity and related information for the nine months ended September 30, 2020 is as follows: Options Outstanding Weighted Number of Weighted Average Stock Average Remaining Aggregate Options Exercise Contractual Intrinsic Value Outstanding Price Term (In Years) (in thousands) Balance, January 1, 2020 1,581,582 $ 3.23 5.86 $ 70,827 Options exercised (85,226) 2.77 — — Balance, September 30, 2020 1,496,356 $ 3.25 5.15 $ 75,023 Exercisable as of September 30, 2020 1,447,502 $ 3.14 5.08 $ 72,741 The total compensation cost related to unvested stock option awards not yet recognized was $244 as of September 30, 2020. The weighted average period over which the total unrecognized compensation cost related to these unvested stock awards will be recognized is 0.7 years. There were no options granted during the three or nine months ended September 30, 2020 or 2019. The Company has recorded an expense of $62 and $86 $190 and $282 Three months ended September 30, Nine months ended September 30, 2020 2019 2020 2019 Cost of Revenue $ — $ 1 $ — $ 1 Engineering and Product Development — 2 — 14 Sales and Marketing — 7 — 39 General and Administrative 62 76 190 228 Total $ 62 $ 86 $ 190 $ 282 |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2020 | |
Income Taxes | |
Income Taxes | 9. Income Taxes The Company’s income tax provision for the three and nine months ended September 30, 2020 and 2019, respectively, reflects its estimate of the effective tax rates expected to be applicable for the full year, adjusted for any discrete events that are recorded in the period in which they occur. The estimates are re-evaluated each quarter based on the estimated tax expense for the full year. The effective tax rate for the three months and nine months ended September 30, 2020 was 13.19% and 14.17%, respectively, compared to (150)% and (60)%, respectively, in the same periods of the prior year. The increase in the effective tax rate for the three months and nine months ended September 30, 2020 is primarily related to the release of the valuation allowance against the deferred tax assets for federal and state net operating loss (“NOL”) carryforwards and other related deferred tax assets in the quarter ended September 30, 2019. The effective tax rate for the three months and nine months ended September 30, 2020 differed from the U.S. federal statutory rate of 21%primarily due to state income taxes (net of federal benefit) partially offset by tax benefits associated with employee equity plans and federal and state research and development credit benefit. The effective tax rate for the three months and nine months ended September 30, 2019 differed from the U.S. federal statutory rate of 21% primarily due to NOL carryforwards that offset potential current taxes for which a full valuation allowance had been previously provided being fully released during the quarter ended September 30, 2019. On March 27, 2020, the Coronavirus Aid Relief, and Economic Security Act was signed into law. The Company has evaluated the impact of the new regulations and determined that there is no material impact to its financial statements. |
Net Income Per Share, Basic and
Net Income Per Share, Basic and Diluted | 9 Months Ended |
Sep. 30, 2020 | |
Net Income Per Share, Basic and Diluted | |
Net Income Per Share, Basic and Diluted | 10. Net Income Per Share, Basic and Diluted Basic earnings per share (“EPS”) represent net income attributable to common stockholders divided by the weighted average number of common shares outstanding during the measurement period. Diluted EPS represents net income attributable to common stockholders divided by the weighted average number of common shares outstanding during the measurement period while also giving effect to all potentially dilutive common shares that were outstanding during the period using the treasury stock method. Basic and diluted EPS is calculated as follows: Three months ended September 30, 2020 2019 Shares Net Income EPS Shares Net Income EPS Basic 6,578,808 $ 4,866 $ 0.74 6,492,501 $ 7,779 $ 1.20 Common stock warrants 70,291 — 155,490 — Common stock options 1,389,414 — 1,460,062 — Diluted 8,038,513 $ 4,866 $ 0.61 8,108,053 $ 7,779 $ 0.96 Nine months ended September 30, 2020 2019 Shares Net Income EPS Shares Net Income EPS Basic 6,553,522 $ 8,614 $ 1.31 6,410,588 $ 12,251 $ 1.91 Common stock warrants 69,682 — 190,144 — Common stock options 1,423,556 — 1,521,264 — Diluted 8,046,759 $ 8,614 $ 1.07 8,121,996 $ 12,251 $ 1.51 The were no weighted average shares outstanding of common stock equivalents excluded from the computation of diluted net loss per share for the three or nine months ended September 30, 2020 and 2019. |
Exclusive Distribution Agreemen
Exclusive Distribution Agreement | 9 Months Ended |
Sep. 30, 2020 | |
Exclusive Distribution Agreement. | |
Exclusive Distribution Agreement | 11. Exclusive Distribution Agreement In September 2020, the Company entered into an agreement to exclusively market and distribute a new product line in the United States, including Puerto Rico, for a privately-held company. Under this distribution agreement, the Company agreed to purchase $1,200 of product inventory. The Company also agreed to certain minimum quotas of product inventory during the term of the agreement and to make royalty payments ranging from 0% to 10% of net sales depending on the average net sales price of the distributed products. Unless early terminated in accordance with its terms, the exclusive distribution agreement will remain in full force and effect until December 31, 2024, and thereafter there is an option for this agreement to be automatically renewed for additional 4-year terms. In September 2020, the Company made a prepayment of $900 for inventory to be delivered during the quarter ending December 31, 2020, which has been recorded in the condensed balance sheet as prepaid expenses and other current assets. |
Note Receivable
Note Receivable | 9 Months Ended |
Sep. 30, 2020 | |
Note Receivable | |
Note Receivable | 12. Note Receivable In September 2020, the Company acquired a $500 promissory note from a privately-held company in a new product area. The Company funded $400 of the note, and the remaining $100 was retained for expense reimbursement. This note receivable is recorded on the Company’s balance sheet as of September 30, 2020. This note has an interest rate of 10%, has customary terms for default and fully matures upon the one-year anniversary of the issuance date. The Company expects to receive no payments on this note during the remainder of 2020 and full payment of $550 for the note and interest upon maturity in 2021. |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2020 | |
Subsequent Events | |
Subsequent Events | 13. Subsequent Events Following the note receivable investment referred to in Note 12, in October 2020, the Company made an investment in the equity securities of such privately-held company for 40,922 shares of the Company’s common stock. In October 2020, the Company acquired a convertible note in a third privately-held company in a new product area for a purchase price of $58, which note converted into shares of preferred stock concurrent with the Company’s purchase of additional shares of preferred stock for $250. Subsequently, the Company acquired a $1,500 convertible promissory note, which is convertible into shares of preferred stock, and warrants to purchase shares of common stock of this third privately-held company. The Company funded $1,400 of the note, and the remaining $100 was retained for expense reimbursement. |
Basis of Presentation (Policies
Basis of Presentation (Policies) | 9 Months Ended |
Sep. 30, 2020 | |
Basis of Presentation | |
Basis of Presentation | Semler Scientific, Inc., a Delaware corporation (“Semler” or “the Company”), prepared the unaudited interim financial statements included in this report in accordance with United States generally accepted accounting principles (“GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (“SEC”) for interim financial reporting. Certain information and note disclosures normally included in the financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. As such, the information included in this quarterly report on Form 10-Q should be read in conjunction with the audited financial statements and notes thereto included in the Company’s annual report on Form 10-K for the year ended December 31, 2019 filed with the SEC on March 9, 2020 (the “Annual Report”). In the opinion of management, these financial statements include all adjustments (consisting of normal recurring adjustments) necessary for a fair statement of the financial position, results of operations and cash flows for the periods presented. The results of operations for the interim periods shown in this report are not necessarily indicative of the results that may be expected for any future period, including the full year. On January 30, 2020, the World Health Organization (“WHO”) declared the recent novel coronavirus (COVID-19) outbreak a global health emergency, which prompted national, state and local governments to begin putting actions in place to slow the spread of COVID-19. In March 2020, the WHO classified the COVID-19 outbreak as a pandemic. The outbreak of COVID-19 resulted in travel restrictions, quarantines, “stay-at-home” and “shelter-in-place” orders and extended shutdown of certain businesses around the world. While restrictions began to ease in the second quarter and activities began to resume, recent outbreaks could lead to restrictions being reimplemented. For the nine months ended September 30, 2020, the Company’s revenues, primarily from variable-fee licenses, were negatively impacted by the COVID-19 pandemic. For the three months ended September 30, 2020, the Company’s revenues, primarily from variable-fee licenses, rebounded to and even exceeded pre-COVID-19 levels. The extent and duration of the pandemic is unknown, and the future effects on the Company’s business are uncertain and difficult to predict. The Company is continuing to monitor the events and circumstances surrounding the COVID-19 pandemic, which may require adjustments to the Company’s estimates and assumptions in the future. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements Accounting Pronouncements Recently Adopted In November 2019, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2019-08 – Compensation – Stock Compensation (Topic 718) and Revenue from Contracts with Customer (Topic 606) In June 2018, the FASB issued ASU No. 2018-07, Compensation—Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement including interim periods within those fiscal years. The Company adopted the new standard on January 1, 2020 and determined that the adoption of this this new accounting guidance did not have a material impact on its financial statements. Accounting Pronouncements Not Yet Adopted In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (“Topic 326”) Codification Improvements to Topic 326 Financial Instruments—Credit Losses, Topic 815, Derivatives and Hedging, and Topic 825, Financial Instruments Financial Instruments – Credit Losses (Topic 326); Targeted Transition Relief In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes In January 2020, the FASB issued ASU No. 2020-01, Investments-Equity Securities (Topic 321), Investments-Equity Method and Joint Ventures (Topic 323), and Derivatives and Hedging (Topic 815) In March 2020, FASB issued ASU No. 2020-03, Codification Improvements to Financial Instruments In March 2020, the FASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting be discontinued. The ASU can be adopted no later than December 1, 2022, with early adoption permitted. The Company has not yet adopted this ASU and is evaluating the effect of adopting this new accounting guidance. |
Assets for Lease, net (Tables)
Assets for Lease, net (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Assets for Lease, net | |
Schedule of assets for lease | September 30, December 31, 2020 2019 Assets for lease $ 3,272 $ 3,374 Less: accumulated depreciation (1,470) (1,295) Assets for lease, net $ 1,802 $ 2,079 |
Property and Equipment, net (Ta
Property and Equipment, net (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Property and Equipment, net | |
Schedule of capital assets | September 30, December 31, 2020 2019 Capital assets $ 739 $ 636 Less: accumulated depreciation (481) (387) Capital assets, net $ 258 $ 249 |
Accrued Expenses (Tables)
Accrued Expenses (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Accrued Expenses | |
Schedule of accrued expenses | September 30, December 31, 2020 2019 Compensation $ 2,953 $ 2,803 Accrued taxes 875 378 Miscellaneous accruals 449 733 Total accrued expenses $ 4,277 $ 3,914 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Commitments and Contingencies | |
Summary of the future minimum rental payments required under operating leases that had initial or remaining non-cancelable lease terms | minimum rental payments required under operating leases that had initial or remaining non-cancelable lease terms greater than one year as of September 30, 2020: Total October 2020 through December 2020 $ 21 2021 85 2022 87 2023 90 2024 93 2025 71 Thereafter — Total undiscounted future minimum payments 447 Less: present value discount (28) Total lease liabilities 419 Lease expense in excess of cash payments (7) Total right of use (“ROU”) asset $ 412 |
Stock Incentive Plan (Tables)
Stock Incentive Plan (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Stock Incentive Plan | |
Schedule of stock option activity | Options Outstanding Weighted Number of Weighted Average Stock Average Remaining Aggregate Options Exercise Contractual Intrinsic Value Outstanding Price Term (In Years) (in thousands) Balance, January 1, 2020 1,581,582 $ 3.23 5.86 $ 70,827 Options exercised (85,226) 2.77 — — Balance, September 30, 2020 1,496,356 $ 3.25 5.15 $ 75,023 Exercisable as of September 30, 2020 1,447,502 $ 3.14 5.08 $ 72,741 |
Schedule of stock-based compensation | Three months ended September 30, Nine months ended September 30, 2020 2019 2020 2019 Cost of Revenue $ — $ 1 $ — $ 1 Engineering and Product Development — 2 — 14 Sales and Marketing — 7 — 39 General and Administrative 62 76 190 228 Total $ 62 $ 86 $ 190 $ 282 |
Net Income Per Share, Basic a_2
Net Income Per Share, Basic and Diluted (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Net Income Per Share, Basic and Diluted | |
Schedule of basic and diluted net EPS | Three months ended September 30, 2020 2019 Shares Net Income EPS Shares Net Income EPS Basic 6,578,808 $ 4,866 $ 0.74 6,492,501 $ 7,779 $ 1.20 Common stock warrants 70,291 — 155,490 — Common stock options 1,389,414 — 1,460,062 — Diluted 8,038,513 $ 4,866 $ 0.61 8,108,053 $ 7,779 $ 0.96 Nine months ended September 30, 2020 2019 Shares Net Income EPS Shares Net Income EPS Basic 6,553,522 $ 8,614 $ 1.31 6,410,588 $ 12,251 $ 1.91 Common stock warrants 69,682 — 190,144 — Common stock options 1,423,556 — 1,521,264 — Diluted 8,046,759 $ 8,614 $ 1.07 8,121,996 $ 12,251 $ 1.51 |
Variable-fee Revenue (Details)
Variable-fee Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Variable-fee Revenue | ||||
Revenue from variable-fee licenses | $ 4,088 | $ 2,660 | $ 7,080 | $ 6,166 |
Revenue from sales of hardware and equipment accessories | $ 332 | $ 291 | $ 732 | $ 842 |
Assets for Lease, net (Details)
Assets for Lease, net (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Assets for Lease, net | ||
Assets for lease | $ 3,272 | $ 3,374 |
Less: accumulated depreciation | (1,470) | (1,295) |
Assets for lease, net | $ 1,802 | $ 2,079 |
Assets for Lease, net - Additio
Assets for Lease, net - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Assets for Lease, net | ||||
Lease revenue | $ 6,307 | $ 5,951 | $ 18,718 | $ 16,608 |
Depreciation expense | 146 | 124 | 318 | 361 |
Reduction to accumulated depreciation for returned items | 56 | 38 | 143 | 115 |
Loss on disposal of assets for lease | $ (54) | $ (62) | $ (178) | $ (159) |
Property and Equipment, net (De
Property and Equipment, net (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Property and Equipment, net | ||
Capital assets | $ 739 | $ 636 |
Less: accumulated depreciation | (481) | (387) |
Capital assets, net | $ 258 | $ 249 |
Property and Equipment, net - A
Property and Equipment, net - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Property and Equipment, net | ||||
Depreciation expense | $ 32 | $ 38 | $ 94 | $ 109 |
Accrued Expenses (Details)
Accrued Expenses (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Accrued Expenses | ||
Compensation | $ 2,953 | $ 2,803 |
Accrued taxes | 875 | 378 |
Miscellaneous accruals | 449 | 733 |
Total accrued expenses | $ 4,277 | $ 3,914 |
Concentration of Credit Risk (D
Concentration of Credit Risk (Details) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | |
Customer concentration risk | Revenue | |||||
Concentration of Credit Risk | |||||
Number of customers | 2 | 3 | 2 | 3 | |
Customer concentration risk | Revenue | Customer one | |||||
Concentration of Credit Risk | |||||
Concentration risk percentage | 39.20% | 47.00% | 47.20% | 50.70% | |
Customer concentration risk | Revenue | Customer two | |||||
Concentration of Credit Risk | |||||
Concentration risk percentage | 29.80% | 15.70% | 20.40% | 12.90% | |
Customer concentration risk | Revenue | Customer three | |||||
Concentration of Credit Risk | |||||
Concentration risk percentage | 12.40% | 12.80% | |||
Customer concentration risk | Accounts receivable | |||||
Concentration of Credit Risk | |||||
Number of customers | 3 | 3 | |||
Customer concentration risk | Accounts receivable | Customer one | |||||
Concentration of Credit Risk | |||||
Concentration risk percentage | 42.20% | 55.90% | |||
Customer concentration risk | Accounts receivable | Customer two | |||||
Concentration of Credit Risk | |||||
Concentration risk percentage | 11.60% | 17.60% | |||
Customer concentration risk | Accounts receivable | Customer three | |||||
Concentration of Credit Risk | |||||
Concentration risk percentage | 11.10% | 12.00% | |||
Vendor concentration risk | Accounts payable | |||||
Concentration of Credit Risk | |||||
Number of vendors | 3 | 2 | |||
Vendor concentration risk | Accounts payable | Vendor one | |||||
Concentration of Credit Risk | |||||
Concentration risk percentage | 19.40% | 15.90% | |||
Vendor concentration risk | Accounts payable | Vendor two | |||||
Concentration of Credit Risk | |||||
Concentration risk percentage | 17.50% | ||||
Vendor concentration risk | Accounts payable | Vendor three | |||||
Concentration of Credit Risk | |||||
Concentration risk percentage | 13.00% | ||||
Vendor concentration risk | Accounts payable | Vendor Four | |||||
Concentration of Credit Risk | |||||
Concentration risk percentage | 14.10% |
Commitments and Contingencies_2
Commitments and Contingencies (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Commitments and Contingencies | ||||
Facilities lease expense | $ 32 | $ 17 | $ 67 | $ 51 |
Total ROU asset | $ 412 | $ 412 |
Commitments and Contingencies -
Commitments and Contingencies - Minimum rental payments required under operating leases (Details) $ in Thousands | Sep. 30, 2020USD ($) |
Minimum rental payments required under operating leases | |
October 2020 through December 2020 | $ 21 |
2021 | 85 |
2022 | 87 |
2023 | 90 |
2024 | 93 |
2025 | 71 |
Total undiscounted future minimum payments | 447 |
Less: present value discount | (28) |
Total lease liabilities | 419 |
Lease expense in excess of cash payments | (7) |
Total ROU asset | $ 412 |
Stock Incentive Plan (Details)
Stock Incentive Plan (Details) $ / shares in Units, $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2020USD ($)$ / sharesshares | Dec. 31, 2019USD ($)$ / sharesshares | |
Number of Stock Options Outstanding | ||
Balance, Beginning | shares | 1,581,582 | |
Options exercised | shares | (85,226) | |
Balance, Ending | shares | 1,496,356 | 1,581,582 |
Exercisable, Ending | shares | 1,447,502 | |
Weighted Average Exercise Price | ||
Balance, Beginning | $ / shares | $ 3.23 | |
Options exercised | $ / shares | 2.77 | |
Balance, Ending | $ / shares | 3.25 | $ 3.23 |
Exercisable, Ending | $ / shares | $ 3.14 | |
Weighted Average Remaining Contractual Term, Options Outstanding (in years) | 5 years 1 month 24 days | 5 years 10 months 9 days |
Weighted Average Remaining Contractual Term, Options Exercisable (in years) | 5 years 29 days | |
Aggregate Intrinsic Value, Options Outstanding | $ | $ 75,023 | $ 70,827 |
Aggregate Intrinsic Value, Options Exercisable | $ | $ 72,741 |
Stock Incentive Plan - Stock-ba
Stock Incentive Plan - Stock-based compensation - Expenses (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock-based compensation expense | $ 62 | $ 86 | $ 190 | $ 282 |
Cost of Revenue | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock-based compensation expense | 1 | 1 | ||
Engineering and Product Development | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock-based compensation expense | 2 | 14 | ||
Sales and Marketing | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock-based compensation expense | 7 | 39 | ||
General and Administrative | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock-based compensation expense | $ 62 | $ 76 | $ 190 | $ 228 |
Stock Incentive Plan - Addition
Stock Incentive Plan - Additional information (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||||
Jan. 31, 2020 | Oct. 31, 2015 | Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Total unrecognized compensation cost related to non-vested stock options | $ 244 | $ 244 | |||||
Weighted average period of unvested stock awards | 8 months 12 days | ||||||
Stock-based compensation expense | $ 62 | $ 86 | $ 190 | $ 282 | |||
Number of stock option granted | 0 | 0 | 0 | 0 | |||
Restricted Stock | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Restricted shares granted | 641 | 641 | |||||
2007 Key Person Stock Option Plan | Options | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Number of shares available for future stock-based compensation grants | 0 | 0 | |||||
Maximum number of shares issued pursuant to awards granted under plan | 407,500 | 407,500 | |||||
2014 Stock Incentive Plan | Options | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Number of shares available for future stock-based compensation grants | 1,259,200 | 1,259,200 | |||||
Maximum number of shares issued pursuant to awards granted under plan | 2,783,616 | 2,783,616 | 450,000 | ||||
Maximum term of stock option grants | 10 years | ||||||
Number of share reserve increased | 261,249 | 1,500,000 | |||||
Percentage of shares reserve increased | 4.00% | 4.00% |
Income Taxes (Details)
Income Taxes (Details) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Income Taxes | ||||
Effective income tax rate | 13.19% | 150.00% | 14.17% | 60.00% |
Federal statutory rate | 21.00% | 21.00% | 21.00% | 21.00% |
Net Income Per Share, Basic a_3
Net Income Per Share, Basic and Diluted (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Net Income Per Share, Basic and Diluted | ||||
Basic EPS (in shares) | 6,578,808 | 6,492,501 | 6,553,522 | 6,410,588 |
Common stock warrants (in shares) | 70,291 | 155,490 | 69,682 | 190,144 |
Common stock options (in shares) | 1,389,414 | 1,460,062 | 1,423,556 | 1,521,264 |
Diluted EPS (in shares) | 8,038,513 | 8,108,053 | 8,046,759 | 8,121,996 |
Net Income - Basic EPS | $ 4,866 | $ 7,779 | $ 8,614 | $ 12,251 |
Net Income - Common stock warrants | 0 | 0 | 0 | 0 |
Net Income - Common stock options | 0 | 0 | 0 | 0 |
Net Income - Diluted EPS | $ 4,866 | $ 7,779 | $ 8,614 | $ 12,251 |
Basic EPS (in dollars per share) | $ 0.74 | $ 1.20 | $ 1.31 | $ 1.91 |
Diluted EPS (in dollars per share) | $ 0.61 | $ 0.96 | $ 1.07 | $ 1.51 |
Net Income Per Share, Basic a_4
Net Income Per Share, Basic and Diluted - Additional Information (Details) - shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Net Income Per Share, Basic and Diluted | ||||
Weighted average shares outstanding | 0 | 0 | 0 | 0 |
Exclusive Distribution Agreem_2
Exclusive Distribution Agreement (Details) $ in Thousands | 1 Months Ended |
Sep. 30, 2020USD ($) | |
Product inventory purchases | $ 1,200 |
Renewal term (in years) | 4 years |
Prepayment for inventory | $ 900 |
Minimum | |
Royalty on net sales (in percent) | 0.00% |
Maximum | |
Royalty on net sales (in percent) | 10.00% |
Note Receivable (Details)
Note Receivable (Details) $ in Thousands | 1 Months Ended |
Sep. 30, 2020USD ($) | |
Note Receivable | |
Notes acquired | $ 500 |
Funded note | 400 |
Retention of Expense | $ 100 |
Interest rate | 10.00% |
Payments receive on the note during the remainder of 2020 | $ 0 |
Payment of note and interest upon maturity in 2021 | $ 550 |
Subsequent Events - (Details)
Subsequent Events - (Details) - USD ($) $ in Thousands | 1 Months Ended | |
Oct. 31, 2020 | Sep. 30, 2020 | |
Subsequent Event [Line Items] | ||
Retention of Expense | $ 100 | |
Funded note | $ 400 | |
Subsequent Event | ||
Subsequent Event [Line Items] | ||
Equity interest acquired (in shares) | 40,922 | |
Convertible note purchase price | $ 58 | |
Preferred Stock Purchase Price | 250 | |
Convertible promissory note received | 1,500 | |
Retention of Expense | 100 | |
Funded note | $ 1,400 |