Document And Entity Information
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9 Months Ended | |
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Sep. 30, 2013
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Oct. 17, 2013
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Document Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2013 | |
Document Fiscal Year Focus | 2013 | |
Document Fiscal Period Focus | Q3 | |
Trading Symbol | NURO | |
Entity Common Stock, Shares Outstanding | 2,986,142 | |
Entity Registrant Name | NeuroMetrix, Inc. | |
Entity Central Index Key | 0001289850 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Smaller Reporting Company |
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Balance Sheets (Parenthetical) (USD $)
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Sep. 30, 2013
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Dec. 31, 2012
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Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 50,000,000 | 50,000,000 |
Common stock, shares issued | 2,836,142 | 2,140,871 |
Common stock, shares outstanding | 2,836,142 | 2,140,871 |
Convertible Preferred Stock [Member]
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Preferred stock, shares authorized | 4,438 | 0 |
Preferred stock, issued | 3,740.724 | 0 |
Preferred stock, outstanding | 3,740.724 | 0 |
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Statements of Operations (USD $)
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Sep. 30, 2013
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Sep. 30, 2012
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Sep. 30, 2013
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Sep. 30, 2012
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Revenues | $ 1,314,728 | $ 1,764,764 | $ 3,876,654 | $ 6,052,137 |
Cost of revenues | 578,484 | 793,990 | 1,649,429 | 2,912,284 |
Gross profit | 736,244 | 970,774 | 2,227,225 | 3,139,853 |
Operating expenses: | ||||
Research and development | 740,324 | 980,361 | 2,727,590 | 2,979,153 |
Sales and marketing | 581,079 | 1,457,079 | 2,241,138 | 4,586,822 |
General and administrative | 1,014,295 | 1,147,075 | 3,240,049 | 3,720,407 |
Total operating expenses | 2,335,698 | 3,584,515 | 8,208,777 | 11,286,382 |
Loss from operations | (1,599,454) | (2,613,741) | (5,981,552) | (8,146,529) |
Interest income | 1,407 | 3,487 | 4,570 | 11,812 |
Warrants offering costs | 0 | 0 | (376,306) | 0 |
Change in fair value of warrant liability | 881,783 | 0 | 2,037,779 | 0 |
Net loss | $ (716,264) | $ (2,610,254) | $ (4,315,509) | $ (8,134,717) |
Net loss per common share applicable to common stockholders, basic and diluted (See Note 3, Net Loss per Common Share) | $ (0.26) | $ (1.24) | $ (2.13) | $ (4.37) |
Weighted average number of common shares outstanding, basic and diluted | 2,725,466 | 2,098,600 | 2,387,462 | 1,860,622 |
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Business and Basis of Presentation
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Accounting Policies [Abstract] | |||||
Business and Basis of Presentation |
Our Business-An Overview NeuroMetrix, Inc., or the Company, a Delaware corporation, was founded in June 1996. The Company is a medical device company focused on the neurological complications of diabetes. The Company believes that its substantial experience in developing medical devices to stimulate and measure peripheral nerve function uniquely position it to address unmet medical needs related to diabetic neuropathy. Neuropathy is a common and serious, often painful, complication of diabetes that may lead to foot ulcers and limb amputation. The Company has over a decade of experience in neuropathy detection, starting with approval in 1998 by the United States Food and Drug Administration, or FDA, of the NC-stat System, a point-of-care device for the performance of general purpose nerve conduction studies. In the first quarter of 2013, the Company completed product development and launched the SENSUS Pain Management System, or SENSUS, which is designed for relief of chronic, intractable pain. The Company believes this product will be attractive to pain medicine physicians, neurologists, endocrinologists, podiatrists, primary care physicians, and other physicians that are challenged with trying to manage pain in their patients with painful diabetic neuropathy, or PDN and other forms of neuropathic pain. The Company also markets the NC-stat® DPNCheck® device, which is a fast, accurate, and quantitative nerve conduction test that is used to evaluate systemic neuropathies such as diabetic peripheral neuropathy, or DPN. NC-stat DPNCheck is designed to be used by endocrinologists, podiatrists, primary care physicians and other clinicians at the point-of-care to objectively detect, stage, and monitor DPN. Sales efforts for NC-stat DPNCheck are currently targeted at opportunities in the managed care market. The Company’s historical neurodiagnostic business is based on the ADVANCE NCS/EMG System, or the ADVANCE System, which is a comprehensive platform for the performance of traditional nerve conduction studies and invasive electromyography procedures and which is primarily used in physician offices and clinics. While the ADVANCE System contributes the majority of the Company’s revenues, the Company is not actively managing the ADVANCE business for growth. On June 4, 2013, the Company entered into a Securities Purchase Agreement, as amended (the “Purchase Agreement”), providing for the issuance of (i) 248,147 shares of common stock at a price of $2.095 per share, (ii) 1,066.254 shares of Series A-1 convertible preferred stock (the “Series A-1 Preferred Stock”) at a price of $1,000 per share, (iii) 3,370.510 shares of Series A-2 convertible preferred stock (the “Series A-2 Preferred Stock” and together with the Series A-1 Preferred Stock, the “Preferred Stock”) at a price of $1,000 per share, and (iv) five year warrants to purchase up to 2,365,934 shares of common stock with an exercise price of $2.00 per share (the “2013 Offering”). Each share of Preferred Stock is convertible into 477.327 shares of common stock, subject to adjustment, at any time at the option of the holder. The 2013 Offering resulted in approximately $5.0 million in gross proceeds, before deducting placement agent fees and other expenses. Net proceeds from the 2013 Offering were approximately $4.5 million. See Note 10, Stockholders’ Equity, for further details. As of September 30, 2013, 476.064 shares of Series A-1 Preferred Stock had been converted into 227,238 shares of common stock and 219.975 shares of Series A-2 Preferred Stock had been converted into 105,000 shares of common stock. The Company held cash and cash equivalents of $7.8 million as of September 30, 2013. The Company believes that these resources and the cash to be generated from expected product sales will be sufficient to meet its projected operating requirements into the third quarter of 2014. The Company continues to face significant challenges and uncertainties and, as a result, the Company’s available capital resources may be consumed more rapidly than currently expected due to (a) decreases in sales of the Company’s products and the uncertainty of future revenues from new products; (b) changes the Company may make to the business that affect ongoing operating expenses; (c) changes the Company may make in its business strategy; (d) regulatory developments affecting the Company’s existing products and delays in the FDA approval process for products under development; (e) changes the Company may make in its research and development spending plans; and (f) other items affecting the Company’s forecasted level of expenditures and use of cash resources. Accordingly, the Company will need to raise additional funds to support its operating and capital needs in the third quarter of 2014 and beyond. The Company will attempt to obtain additional funding through public or private financing, collaborative arrangements with strategic partners, or through additional credit lines or other debt financing sources to increase the funds available to fund operations. However, the Company may not be able to secure such financing in a timely manner or on favorable terms, if at all. Furthermore, if the Company issues equity or debt securities to raise additional funds, its existing stockholders may experience dilution, and the new equity or debt securities may have rights, preferences and privileges senior to those of the Company’s existing stockholders. If the Company raises additional funds through collaboration, licensing or other similar arrangements, it may be necessary to relinquish valuable rights to its potential products or proprietary technologies, or grant licenses on terms that are not favorable to the Company. Without additional funds, the Company may be forced to delay, scale back or eliminate some of its sales and marketing efforts, research and development activities, or other operations and potentially delay product development in an effort to provide sufficient funds to continue its operations. If any of these events occurs, the Company’s ability to achieve its development and commercialization goals would be adversely affected. At September 30, 2013, one customer accounted for 10.6% of gross accounts receivable. No single customer has accounted for more than 10% of our revenues in the periods presented in this Form 10-Q. Certain prior period amounts have been adjusted to reflect the Company's 1-for-6 reverse stock split of its common stock completed on February 15, 2013. See Note 11, Reverse Stock Split, for further details. Unaudited Interim Financial Statements The accompanying unaudited balance sheet as of September 30, 2013, unaudited statements of operations for the quarters and nine months ended September 30, 2013 and 2012 and the unaudited statements of cash flows for the nine months ended September 30, 2013 and 2012 have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States of America for complete financial statements. In the opinion of management, the financial statements include all normal and recurring adjustments considered necessary for a fair statement of the Company’s financial position and operating results. Operating results for the quarter and nine months ended September 30, 2013 are not necessarily indicative of the results that may be expected for the year ending December 31, 2013 or any other period. These financial statements and notes should be read in conjunction with the financial statements for the year ended December 31, 2012 included in the Company’s Annual Report on Form 10-K, as filed with the Securities and Exchange Commission, or the SEC, on February 25, 2013 (File No. 001-33351), or the Company’s 2012 Form 10-K. The accompanying balance sheet as of December 31, 2012 has been derived from audited financial statements prepared at that date, but does not include all disclosures required by accounting principles generally accepted in the United States of America. Revenues The Company recognizes revenue when the following criteria have been met: persuasive evidence of an arrangement exists, delivery has occurred and risk of loss has passed, the seller’s price to the buyer is fixed or determinable, and collection is reasonably assured. Revenues associated with the sale of the ADVANCE devices to customers and distributors are recognized upon shipment, provided that the selling price is fixed or determinable, persuasive evidence of an arrangement exists, collection of receivables is reasonably assured, product returns are reasonably estimable, and no continuing obligations exist. The revenues from the sale of an ADVANCE communication hub together with access to NeuroMetrix information systems are considered one unit of accounting and deferred and recognized on a straight-line basis over the estimated period of time that the Company provides the service associated with the information systems of three years. The resulting deferred revenue and deferred costs are presented as separate line items on the accompanying balance sheet. Revenues related to extended service agreements for the devices are recognized ratably over the term of the extended service agreement. Revenues associated with the sale of the SENSUS and NC-stat DPNCheck devices are recognized upon shipment, provided that the selling price is fixed or determinable, persuasive evidence of an arrangement exists, collection of receivables is reasonably assured, product returns are reasonably estimable, and no continuing obligations exist. Revenues also include sales of consumables, including single use nerve specific electrodes and other accessories. These revenues are recognized upon shipment provided that the selling price is fixed or determinable, persuasive evidence of an arrangement exists, collection of receivables is reasonably assured, and product returns are reasonably estimable. When multiple elements are contained in a single arrangement, the Company allocates revenue between the elements based on their relative selling prices. The Company determines selling price using vendor specific objective evidence, or VSOE, if it is available, third-party evidence, or TPE, if VSOE is not available, and best estimate of selling price, or BESP, if neither VSOE nor TPE are available. The Company generally expects that it will not be able to establish TPE due to the nature of the markets in which it competes, and, as such, it will typically determine selling price using VSOE or if not available, BESP. The objective of BESP is to determine the selling price of a deliverable on a standalone basis. The Company’s determination of BESP involves a weighting of several factors based on the specific facts and circumstances of an arrangement. Specifically, the Company considers the cost to produce the deliverable, the anticipated margin on that deliverable, the selling price and profit margin for similar parts, its ongoing pricing strategy, the value of any enhancements that have been built into the deliverable, and the characteristics of the varying markets in which the deliverable is sold. Revenue recognition involves judgments, including assessments of expected returns and expected customer relationship periods. The Company analyzes various factors, including a review of specific transactions, its historical returns, average customer relationship periods, customer usage, customer balances, and market and economic conditions. Changes in judgments or estimates on these factors could materially impact the timing and amount of revenues and costs recognized. Should market or economic conditions deteriorate, the Company’s actual return or bad debt experience could exceed its estimate. Certain product sales are made with a 30-day right of return. Since the Company can reasonably estimate future returns, it recognizes revenues associated with product sales that contain a right of return upon shipment and at the same time it records a sales return reserve, which reduces revenue and accounts receivable by the amount of estimated returns. Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make significant estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during reporting periods. Actual results could differ from those estimates. Recent Accounting Pronouncements There have been no recent accounting pronouncements or changes in accounting pronouncements since the recent accounting pronouncements described in the Company's 2012 Form 10-K that are of significance to the Company. |
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Sep. 30, 2013
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Comprehensive Loss |
For the quarters and nine months ended September 30, 2013 and 2012, the Company had no components of other comprehensive income or loss other than net loss itself. |
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Net Loss Per Common Share
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Net Loss Per Common Share |
Basic net loss per common share is computed by dividing net loss applicable to common stockholders by the weighted average number of common shares outstanding during the period. Unvested restricted shares, although legally issued and outstanding, are not considered outstanding for purposes of calculating basic net income per share. Diluted net loss per common share is computed by dividing net loss by the weighted average number of common shares outstanding during the period plus the dilutive effect of the weighted average number of outstanding instruments such as options, warrants, restricted stock, and preferred stock. Because the Company has reported a net loss for all periods presented, diluted loss per common share is the same as basic loss per common share, as the effect of utilizing the fully diluted share count would have reduced the net loss per common share. Therefore, in calculating net loss per share amounts, shares underlying the following potentially dilutive weighted average number of common stock equivalents were excluded from the calculation of diluted net income per common share because their effect was anti-dilutive for each of the periods presented:
The Beneficial Conversion Feature, or BCF, recorded in the 2013 Offering has been recognized as a deemed dividend attributable to the Preferred Stock and is reflected as an adjustment in the calculation of earnings per share. See Note 10, Stockholders’ Equity, for further details. Net loss per common share applicable to common stockholders, basic and diluted was determined as follows:
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Common Stock |
On June 4, 2013, the Company entered into a Securities Purchase Agreement, pursuant to which it issued (i) 248,147 shares of common stock at a price of $2.095 per share, (ii) 1,066.254 shares of Series A-1 Preferred Stock at a price of $1,000 per share, (iii) 3,370.510 shares of Series A-2 Preferred Stock at a price of $1,000 per share, and (iv) five year warrants to purchase up to 2,365,934 shares of common stock with an exercise price of $2.00 per share. Additionally, during the quarter ended September 30, 2013, 476.064 shares of Series A-1 Preferred Stock had been converted into 227,238 shares of common stock and 219.975 shares of Series A-2 Preferred Stock had been converted into 105,000 shares of common stock. See Note 10, Stockholders’ Equity, for further details. In March 2013, the Company awarded certain executives an aggregate of 119,370 shares of fully vested common stock with a value of $285,300 in settlement of 2012 incentive compensation obligations. The value of the shares issued reflected the $2.39 closing price of the Company’s common stock as reported on the NASDAQ Capital Market on March 4, 2013. In March 2012, the Company issued 23,127 shares of its common stock in satisfaction of the Company’s obligation to redeem certain warrants issued by the Company pursuant to Securities Purchase Agreements dated as of September 8, 2009. No cash was paid to redeem the warrants. On February 13, 2012, the Company completed a public offering of 1,421,735 Units at a price of $6.00 per Unit (the “2012 Offering”). Each Unit consisted of one share of the Company’s common stock and one warrant to purchase one half of a share of the Company’s common stock. The Company issued 1,421,735 shares of common stock and warrants to purchase 781,955 shares of common stock and received proceeds, net of discounts, commissions and expenses, of approximately $7.4 million. See Note 10, Stockholders’ Equity, for further details. |
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Accrued Compensation and Expenses |
Accrued compensation includes $290,305 of unpaid severance incurred in the second and third quarters of 2013. The following table provides a rollforward of the liability balance for severance, of which $382,900 and $136,900 was recorded as sales and marketing expense and research and development expense, respectively, in the Company’s Statement of Operations during the 9 months ended September 30, 2013. The balance as of September 30, 2013 will be paid out by March 31, 2014. There were no severance charges or payments in the nine months ended September 30, 2012.There were no severance charges accrued as of December 31, 2012.
Accrued expenses consist of the following:
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Commitments and Contingencies
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9 Months Ended | ||||
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Sep. 30, 2013
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Commitments and Contingencies Disclosure [Abstract] | |||||
Commitments and Contingencies |
Operating Leases The Company leases office and engineering laboratory space in Waltham, Massachusetts. In June 2013, the lease term was extended through March 31, 2015. Base rent for the period October 2013 through March 2015 is $52,917 per month. In July 2013, the Company entered into a non-cancelable operating lease for copiers located at its corporate headquarters, expiring in July 2016. Base rent for the period October 2013 through July 2016 is $1,728 per month. |
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Fair Value Measurements
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Fair Value Disclosures [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Fair Value Measurements |
The Fair Value Measurements and Disclosures topic of the Financial Accounting Standards Board, Accounting Standards Codification (the “Codification”) defines fair value, establishes a framework for measuring fair value in applying generally accepted accounting principles, and expands disclosures about fair value measurements. This Codification topic identifies two kinds of inputs that are used to determine the fair value of assets and liabilities: observable and unobservable. Observable inputs are based on market data or independent sources while unobservable inputs are based on the Company’s own market assumptions. Once inputs have been characterized, this Codification topic requires companies to prioritize the inputs used to measure fair value into one of three broad levels. Fair values determined by Level 1 inputs utilize quoted prices (unadjusted) in active markets for identical assets or liabilities. Fair values identified by Level 2 inputs utilize observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the related assets or liabilities. Fair values identified by Level 3 inputs are unobservable data points and are used to measure fair value to the extent that observable inputs are not available. Unobservable inputs reflect the Company’s own assumptions about the assumptions that market participants would use at pricing the asset or liability. The following tables present information about the Company’s assets and liabilities that are measured at fair value on a recurring basis for the periods presented and indicates the fair value hierarchy of the valuation techniques it utilized to determine such fair value. In general, fair values determined by Level 1 inputs utilize quoted prices (unadjusted) in active markets for identical assets or liabilities. Fair values determined by Level 2 inputs utilize data points that are observable such as quoted prices, interest rates, and yield curves. Fair values determined by Level 3 inputs are unobservable data points for the asset or liability, and include situations where there is little, if any, market activity for the asset or liability.
Due to the lack of market quotes relating to our common stock warrants, the fair value of the common stock warrants was determined at September 30, 2013 using the Black-Scholes model, which is based on Level 3 inputs. As of September 30, 2013, inputs used in the Black-Scholes model include our stock price as of that date of $1.65, exercise price of $2.00, expected volatility of 67.58%, risk free interest rate of 1.40%, expected term of approximately four years and 8 months, and no dividends. The assumptions used may change as the underlying sources of these assumptions and market conditions change. Based on this calculation, the Company recorded other non-operating income of $0.9 million during the quarter ended September 30, 2013, resulting in a common stock warrants liability of $2.0 million at September 30, 2013. The Company did not have any financial liabilities carried at fair value as of December 31, 2012. The following table provides a summary of changes in the fair value of the Company's Level 3 financial liabilities for the three and nine month periods ended September 30, 2013:
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Credit Facility
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Sep. 30, 2013
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Debt Disclosure [Abstract] | |||||
Credit Facility |
The Company is party to a Loan and Security Agreement, or the Credit Facility, with a bank. As of September 30, 2013, the Credit Facility permitted the Company to borrow up to $2.5 million on a revolving basis. The amended Credit Facility expires on January 31, 2014. Amounts borrowed under the Credit Facility will bear interest equal to the prime rate plus 0.5%. Any borrowings under the Credit Facility will be collateralized by the Company’s cash, accounts receivable, inventory, and equipment. The Credit Facility includes traditional lending and reporting covenants. These include certain financial covenants applicable to liquidity that are to be maintained by the Company. As of September 30, 2013 and December 31, 2012, the Company was in compliance with these covenants and had not borrowed any funds under the Credit Facility. Of the Credit Facility limit, $225,000 is restricted to support a letter of credit issued in favor of the Company’s landlord in the lease of its facilities in Waltham, Massachusetts. Consequently, the amount available for borrowing under the Credit Facility as of September 30, 2013 was $2,275,000. |
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Stockholders' Equity
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Sep. 30, 2013
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Stockholders’ Equity |
On June 4, 2013, the Company entered into a Purchase Agreement providing for the issuance of (i) 248,147 shares of common stock at a price of $2.095 per share, (ii) 1,066.254 shares of Series A-1 Preferred Stock at a price of $1,000 per share, (iii) 3,370.510 shares of Series A-2 Preferred Stock at a price of $1,000 per share, and (iv) five year warrants to purchase up to 2,365,934 shares of common stock with an exercise price of $2.00 per share. The 2013 Offering resulted in approximately $5.0 million in gross proceeds, before deducting placement agent fees and other expenses. Net proceeds from the 2013 Offering were approximately $4.5 million. The shares of Preferred Stock have a stated value of $1,000 and are convertible at the option of the holder into the number of shares of common stock determined by dividing the stated value by the initial conversion price of $2.095, which is subject to adjustment as provided in each Certificate of Designation for the Preferred Stock. The Preferred Stock has no dividend rights, liquidation preference or other preferences over common stock and has no voting rights except as provided in each Certificate of Designation for the Preferred Stock and as required by law. The warrants to purchase 2,365,934 shares of common stock were exercisable immediately, have a five-year term, and a per share exercise price of $2.00. The terms and conditions of the Preferred Stock were evaluated based on the guidance of the Derivatives and Hedging topic of the Codification to determine if the conversion feature was an embedded derivative requiring bifurcation. It was concluded that bifurcation was not required because the conversion feature was clearly and closely related to the Preferred Stock. The conversion price at which shares of Preferred Stock are convertible into shares of common stock was determined to be lower than the fair value of common stock at the date of the Purchase Agreement. This “in-the-money” beneficial conversion feature, or BCF, required separate recognition and measurement of its intrinsic value (i.e., the amount of the increase in value that holders of Preferred Stock would realize upon conversion based on the value of the conversion shares on the date of the Purchase Agreement). The BCF measurement totaled $766,900, an amount limited by the transaction proceeds which had been allocated to the Preferred Stock. Because there is not a stated redemption date for the shares of Preferred Stock, the BCF was recognized as a deemed dividend attributable to the Preferred Stock and is reflected as an adjustment in the calculation of earnings per share. The warrants issued in connection with the 2013 Offering are within the scope of the Derivatives and Hedging topic of the Codification. This Codification topic requires issuers to classify as liabilities (or assets under certain circumstances) financial instruments which require an issuer to settle in registered shares. As the warrants are required to be settled in registered shares when exercised, the Company has reflected the warrants as a liability in the balance sheet. The fair value of the warrants at the date of the 2013 Offering was estimated at $4.0 million using a Black-Scholes model with the following assumptions: stock price of $2.60, exercise price of $2.00, expected volatility of 73.6%, risk free interest rate of 1.05%, expected term of five years, and no dividends. The warrants were revalued at June 30, 2013 and September 30, 2013 using the same Black-Scholes model. The warrants liability was reflected in the balance sheet at September 30, 2013 in the amount of $2.0 million, resulting in the recognition of non-operating income of $2.0 million through September 30, 2013. The Company will continue to revalue unexercised warrants at each reporting period over the life of the warrants using the Black-Scholes model and the changes in the fair value of the warrants will be recognized in the Company's statement of operations. On July 8, 2013, 266.564 shares of Series A-1 Preferred Stock were converted into 127,238 shares of the Company’s common stock and 10.475 shares of Series A-2 Preferred Stock were converted into 5,000 shares of the Company’s common stock. On August 5, 2013, 209.5 shares of Series A-1 Preferred Stock were converted into 100,000 shares of the Company’s common stock and 209.5 shares of Series A-2 Preferred Stock were converted into 100,000 shares of the Company’s common stock. On October 2, 2013, 209.5 shares of Series A-1 Preferred Stock were converted into 100,000 shares of the Company’s common stock and on October 3, 2013, 104.75 shares of Series A-2 Preferred Stock were converted into 50,000 shares of the Company’s common stock. On July 26, 2013, the Company filed a Registration Statement on Form S-8 to register 386,111 additional shares of the Company’s common stock for issuance under the Company’s 2009 Non-Qualified Inducement Stock Plan (the “2009 Stock Plan”). An aggregate of 13,889 shares of common stock to be issued under the 2009 Stock Plan were previously registered on June 3, 2009. The amount previously registered reflects two 1-for-6 reverse splits of the Company’s common stock completed on September 1, 2011 and February 15, 2013. On February 13, 2012, the Company completed the 2012 Offering, which included 1,421,735 Units at a price of $6.00 per Unit. Each Unit consisted of one share of the Company’s common stock and one warrant to purchase one half of a share of the Company’s common stock. The Company issued 1,421,735 shares of common stock and warrants to purchase 710,868 shares of common stock and received proceeds, net of discounts, commissions and expenses, of approximately $7.4 million. Each warrant entitles the holder to purchase at any time during the period commencing 180 days after the date of the 2012 Offering until the date five years following the closing date of the 2012 Offering, one half of a share of the Company’s common stock. Two warrants would need to be exercised to acquire one share of the Company’s common stock at an exercise price of $6.90 (115% of the aggregate price of the 2012 Offering for a Unit). In addition, the placement agent for the 2012 Offering was issued warrants to purchase 71,087 shares of common stock (equal to 5.0% of the number of shares of common stock included in the Units sold in the 2012 Offering) at an exercise price of $7.50 per share (125% of the aggregate price for a Unit). The placement agent’s warrants became exercisable one year after the date of issuance and will expire on the fifth anniversary of the effectiveness of the registration statement related to the 2012 Offering. The fair value of the warrants issued in the 2012 Offering was estimated at $2.4 million using a Black-Scholes model with the following assumptions: expected volatility of 73.5%, risk free interest rate of 0.85%, expected term of five years, and no dividends. The volatility assumption is based on weekly historical volatility during the time period that corresponds to the expected option term, a review of comparable medical device companies, and expected future stock price volatility. The relative fair value of the warrants was recorded as equity. |
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Reverse Stock Split
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9 Months Ended | ||||
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Sep. 30, 2013
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Reverse Stock Split [Abstract] | |||||
Reverse Stock Split |
On February 15, 2013, the Company filed a Certificate of Amendment to its Restated Certificate of Incorporation, as amended, with the Secretary of State of the State of Delaware, to effect a 1-for-6 reverse stock split of its common stock. This action had previously been approved by the Company’s stockholders at a special meeting of stockholders held on December 7, 2012 and was intended to address the Company’s deficiency in compliance with the minimum bid listing requirements of the NASDAQ Stock Market. As a result of the reverse stock split, every six shares of the Company’s pre-reverse split common stock were combined and reclassified into one share of its common stock. No fractional shares were issued in connection with the reverse stock split. Stockholders who otherwise would have been entitled to receive a fractional share in connection with the reverse stock split received a cash payment in lieu thereof. The par value and other terms of the common stock were not affected by the reverse stock split. The Company’s shares outstanding immediately prior to the reverse stock split totaled 12,845,228. These were adjusted to 2,140,871 shares outstanding as a result of the reverse stock split. The Company’s common stock began trading at its post-reverse stock split price at the beginning of trading on February 19, 2013. Share, per share, and stock option amounts for all periods presented within this quarterly report on Form 10-Q and the amounts for common stock and additional paid-in capital have been retroactively adjusted to reflect the reverse stock split. On March 5, 2013, the Company received a letter from The NASDAQ Stock Market indicating that it had regained compliance with the minimum bid price requirement under NASDAQ Listing Rule 5550(a)(2) for continued listing on The NASDAQ Capital Market. The Company’s common stock continues to be listed on The NASDAQ Capital Market. |
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Reverse Stock Split [Text Block] No definition available.
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Business and Basis of Presentation (Policies)
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9 Months Ended | |
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Sep. 30, 2013
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Accounting Policies [Abstract] | ||
Our Business-An Overview | Our Business-An Overview NeuroMetrix, Inc., or the Company, a Delaware corporation, was founded in June 1996. The Company is a medical device company focused on the neurological complications of diabetes. The Company believes that its substantial experience in developing medical devices to stimulate and measure peripheral nerve function uniquely position it to address unmet medical needs related to diabetic neuropathy. Neuropathy is a common and serious, often painful, complication of diabetes that may lead to foot ulcers and limb amputation. The Company has over a decade of experience in neuropathy detection, starting with approval in 1998 by the United States Food and Drug Administration, or FDA, of the NC-stat System, a point-of-care device for the performance of general purpose nerve conduction studies. In the first quarter of 2013, the Company completed product development and launched the SENSUS Pain Management System, or SENSUS, which is designed for relief of chronic, intractable pain. The Company believes this product will be attractive to pain medicine physicians, neurologists, endocrinologists, podiatrists, primary care physicians, and other physicians that are challenged with trying to manage pain in their patients with painful diabetic neuropathy, or PDN and other forms of neuropathic pain. The Company also markets the NC-stat® DPNCheck® device, which is a fast, accurate, and quantitative nerve conduction test that is used to evaluate systemic neuropathies such as diabetic peripheral neuropathy, or DPN. NC-stat DPNCheck is designed to be used by endocrinologists, podiatrists, primary care physicians and other clinicians at the point-of-care to objectively detect, stage, and monitor DPN. Sales efforts for NC-stat DPNCheck are currently targeted at opportunities in the managed care market. The Company’s historical neurodiagnostic business is based on the ADVANCE NCS/EMG System, or the ADVANCE System, which is a comprehensive platform for the performance of traditional nerve conduction studies and invasive electromyography procedures and which is primarily used in physician offices and clinics. While the ADVANCE System contributes the majority of the Company’s revenues, the Company is not actively managing the ADVANCE business for growth. On June 4, 2013, the Company entered into a Securities Purchase Agreement, as amended (the “Purchase Agreement”), providing for the issuance of (i) 248,147 shares of common stock at a price of $2.095 per share, (ii) 1,066.254 shares of Series A-1 convertible preferred stock (the “Series A-1 Preferred Stock”) at a price of $1,000 per share, (iii) 3,370.510 shares of Series A-2 convertible preferred stock (the “Series A-2 Preferred Stock” and together with the Series A-1 Preferred Stock, the “Preferred Stock”) at a price of $1,000 per share, and (iv) five year warrants to purchase up to 2,365,934 shares of common stock with an exercise price of $2.00 per share (the “2013 Offering”). Each share of Preferred Stock is convertible into 477.327 shares of common stock, subject to adjustment, at any time at the option of the holder. The 2013 Offering resulted in approximately $5.0 million in gross proceeds, before deducting placement agent fees and other expenses. Net proceeds from the 2013 Offering were approximately $4.5 million. See Note 10, Stockholders’ Equity, for further details. As of September 30, 2013, 476.064 shares of Series A-1 Preferred Stock had been converted into 227,238 shares of common stock and 219.975 shares of Series A-2 Preferred Stock had been converted into 105,000 shares of common stock. The Company held cash and cash equivalents of $7.8 million as of September 30, 2013. The Company believes that these resources and the cash to be generated from expected product sales will be sufficient to meet its projected operating requirements into the third quarter of 2014. The Company continues to face significant challenges and uncertainties and, as a result, the Company’s available capital resources may be consumed more rapidly than currently expected due to (a) decreases in sales of the Company’s products and the uncertainty of future revenues from new products; (b) changes the Company may make to the business that affect ongoing operating expenses; (c) changes the Company may make in its business strategy; (d) regulatory developments affecting the Company’s existing products and delays in the FDA approval process for products under development; (e) changes the Company may make in its research and development spending plans; and (f) other items affecting the Company’s forecasted level of expenditures and use of cash resources. Accordingly, the Company will need to raise additional funds to support its operating and capital needs in the third quarter of 2014 and beyond. The Company will attempt to obtain additional funding through public or private financing, collaborative arrangements with strategic partners, or through additional credit lines or other debt financing sources to increase the funds available to fund operations. However, the Company may not be able to secure such financing in a timely manner or on favorable terms, if at all. Furthermore, if the Company issues equity or debt securities to raise additional funds, its existing stockholders may experience dilution, and the new equity or debt securities may have rights, preferences and privileges senior to those of the Company’s existing stockholders. If the Company raises additional funds through collaboration, licensing or other similar arrangements, it may be necessary to relinquish valuable rights to its potential products or proprietary technologies, or grant licenses on terms that are not favorable to the Company. Without additional funds, the Company may be forced to delay, scale back or eliminate some of its sales and marketing efforts, research and development activities, or other operations and potentially delay product development in an effort to provide sufficient funds to continue its operations. If any of these events occurs, the Company’s ability to achieve its development and commercialization goals would be adversely affected. At September 30, 2013, one customer accounted for 10.6% of gross accounts receivable. No single customer has accounted for more than 10% of our revenues in the periods presented in this Form 10-Q. Certain prior period amounts have been adjusted to reflect the Company's 1-for-6 reverse stock split of its common stock completed on February 15, 2013. See Note 11, Reverse Stock Split, for further details. |
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Unaudited Interim Financial Statements | Unaudited Interim Financial Statements The accompanying unaudited balance sheet as of September 30, 2013, unaudited statements of operations for the quarters and nine months ended September 30, 2013 and 2012 and the unaudited statements of cash flows for the nine months ended September 30, 2013 and 2012 have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States of America for complete financial statements. In the opinion of management, the financial statements include all normal and recurring adjustments considered necessary for a fair statement of the Company’s financial position and operating results. Operating results for the quarter and nine months ended September 30, 2013 are not necessarily indicative of the results that may be expected for the year ending December 31, 2013 or any other period. These financial statements and notes should be read in conjunction with the financial statements for the year ended December 31, 2012 included in the Company’s Annual Report on Form 10-K, as filed with the Securities and Exchange Commission, or the SEC, on February 25, 2013 (File No. 001-33351), or the Company’s 2012 Form 10-K. The accompanying balance sheet as of December 31, 2012 has been derived from audited financial statements prepared at that date, but does not include all disclosures required by accounting principles generally accepted in the United States of America. |
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Revenues | Revenues The Company recognizes revenue when the following criteria have been met: persuasive evidence of an arrangement exists, delivery has occurred and risk of loss has passed, the seller’s price to the buyer is fixed or determinable, and collection is reasonably assured. Revenues associated with the sale of the ADVANCE devices to customers and distributors are recognized upon shipment, provided that the selling price is fixed or determinable, persuasive evidence of an arrangement exists, collection of receivables is reasonably assured, product returns are reasonably estimable, and no continuing obligations exist. The revenues from the sale of an ADVANCE communication hub together with access to NeuroMetrix information systems are considered one unit of accounting and deferred and recognized on a straight-line basis over the estimated period of time that the Company provides the service associated with the information systems of three years. The resulting deferred revenue and deferred costs are presented as separate line items on the accompanying balance sheet. Revenues related to extended service agreements for the devices are recognized ratably over the term of the extended service agreement. Revenues associated with the sale of the SENSUS and NC-stat DPNCheck devices are recognized upon shipment, provided that the selling price is fixed or determinable, persuasive evidence of an arrangement exists, collection of receivables is reasonably assured, product returns are reasonably estimable, and no continuing obligations exist. Revenues also include sales of consumables, including single use nerve specific electrodes and other accessories. These revenues are recognized upon shipment provided that the selling price is fixed or determinable, persuasive evidence of an arrangement exists, collection of receivables is reasonably assured, and product returns are reasonably estimable. When multiple elements are contained in a single arrangement, the Company allocates revenue between the elements based on their relative selling prices. The Company determines selling price using vendor specific objective evidence, or VSOE, if it is available, third-party evidence, or TPE, if VSOE is not available, and best estimate of selling price, or BESP, if neither VSOE nor TPE are available. The Company generally expects that it will not be able to establish TPE due to the nature of the markets in which it competes, and, as such, it will typically determine selling price using VSOE or if not available, BESP. The objective of BESP is to determine the selling price of a deliverable on a standalone basis. The Company’s determination of BESP involves a weighting of several factors based on the specific facts and circumstances of an arrangement. Specifically, the Company considers the cost to produce the deliverable, the anticipated margin on that deliverable, the selling price and profit margin for similar parts, its ongoing pricing strategy, the value of any enhancements that have been built into the deliverable, and the characteristics of the varying markets in which the deliverable is sold. Revenue recognition involves judgments, including assessments of expected returns and expected customer relationship periods. The Company analyzes various factors, including a review of specific transactions, its historical returns, average customer relationship periods, customer usage, customer balances, and market and economic conditions. Changes in judgments or estimates on these factors could materially impact the timing and amount of revenues and costs recognized. Should market or economic conditions deteriorate, the Company’s actual return or bad debt experience could exceed its estimate. Certain product sales are made with a 30-day right of return. Since the Company can reasonably estimate future returns, it recognizes revenues associated with product sales that contain a right of return upon shipment and at the same time it records a sales return reserve, which reduces revenue and accounts receivable by the amount of estimated returns. |
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Use of Estimates | Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make significant estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during reporting periods. Actual results could differ from those estimates. |
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Recent Accounting Pronouncements | Recent Accounting Pronouncements There have been no recent accounting pronouncements or changes in accounting pronouncements since the recent accounting pronouncements described in the Company's 2012 Form 10-K that are of significance to the Company. |
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Net Loss Per Common Share (Tables)
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Schedule of antidilutive securities excluded from computation of earnings per share | Basic net loss per common share is computed by dividing net loss applicable to common stockholders by the weighted average number of common shares outstanding during the period. Unvested restricted shares, although legally issued and outstanding, are not considered outstanding for purposes of calculating basic net income per share. Diluted net loss per common share is computed by dividing net loss by the weighted average number of common shares outstanding during the period plus the dilutive effect of the weighted average number of outstanding instruments such as options, warrants, restricted stock, and preferred stock. Because the Company has reported a net loss for all periods presented, diluted loss per common share is the same as basic loss per common share, as the effect of utilizing the fully diluted share count would have reduced the net loss per common share. Therefore, in calculating net loss per share amounts, shares underlying the following potentially dilutive weighted average number of common stock equivalents were excluded from the calculation of diluted net income per common share because their effect was anti-dilutive for each of the periods presented:
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Determination of net loss per common share | Net loss per common share applicable to common stockholders, basic and diluted was determined as follows:
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Inventory Disclosure [Abstract] | ||||||||||||||||||||||||||||||||||||||||||
Inventories | Inventories consist of the following:
|
X | ||||||||||
- Details
|
X | ||||||||||
- Definition
No authoritative reference available. No definition available.
|
Accrued Compensation and Expenses (Tables)
|
9 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Sep. 30, 2013
|
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Payables and Accruals [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Accrued Liabilities Restructuring Actions | The following table provides a rollforward of the liability balance for severance, of which $382,900 and $136,900 was recorded as sales and marketing expense and research and development expense, respectively, in the Company’s Statement of Operations during the 9 months ended September 30, 2013. The balance as of September 30, 2013 will be paid out by March 31, 2014. There were no severance charges or payments in the nine months ended September 30, 2012.There were no severance charges accrued as of December 31, 2012.
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Accrued Expenses | Accrued expenses consist of the following:
|
X | ||||||||||
- Details
|
X | ||||||||||
- Definition
No authoritative reference available. No definition available.
|
X | ||||||||||
- Definition
No authoritative reference available. No definition available.
|
Fair Value Measurements (Tables)
|
9 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Sep. 30, 2013
|
||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Fair Value Disclosures [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Fair Value Measurements | The following tables present information about the Company’s assets and liabilities that are measured at fair value on a recurring basis for the periods presented and indicates the fair value hierarchy of the valuation techniques it utilized to determine such fair value. In general, fair values determined by Level 1 inputs utilize quoted prices (unadjusted) in active markets for identical assets or liabilities. Fair values determined by Level 2 inputs utilize data points that are observable such as quoted prices, interest rates, and yield curves. Fair values determined by Level 3 inputs are unobservable data points for the asset or liability, and include situations where there is little, if any, market activity for the asset or liability.
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Fair Value, Liabilities Measured on Recurring Basis | The following table provides a summary of changes in the fair value of the Company's Level 3 financial liabilities for the three and nine month periods ended September 30, 2013:
|
X | ||||||||||
- Definition
No authoritative reference available. No definition available.
|
X | ||||||||||
- Details
|
X | ||||||||||
- Definition
No authoritative reference available. No definition available.
|
Business and Basis of Presentation - Additional Information (Detail) (USD $)
|
0 Months Ended | 1 Months Ended | 9 Months Ended | 9 Months Ended | 0 Months Ended | 9 Months Ended | 0 Months Ended | 9 Months Ended | ||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Jun. 04, 2013
|
Feb. 15, 2013
|
Feb. 13, 2012
|
Sep. 01, 2011
|
Sep. 30, 2013
|
Dec. 31, 2012
|
Sep. 30, 2012
|
Dec. 31, 2011
|
Sep. 30, 2013
Customer One
Accounts Receivable
|
Jun. 04, 2013
Series A One Convertible Preferred Stock
|
Sep. 30, 2013
Series A One Convertible Preferred Stock
|
Oct. 02, 2013
Series A One Convertible Preferred Stock
|
Aug. 05, 2013
Series A One Convertible Preferred Stock
|
Jun. 04, 2013
Series A Two Convertible Preferred Stock
|
Sep. 30, 2013
Series A Two Convertible Preferred Stock
|
Oct. 03, 2013
Series A Two Convertible Preferred Stock
|
Aug. 05, 2013
Series A Two Convertible Preferred Stock
|
Jul. 08, 2013
Series A Two Convertible Preferred Stock
|
|
Organization And Basis Of Presentation [Line Items] | ||||||||||||||||||
Incorporation date | 1996-06 | |||||||||||||||||
Stock issued during period, shares, other | 248,147 | 1,066.254 | 3,370.510 | |||||||||||||||
Share price | $ 2.095 | $ 1.65 | $ 1,000 | $ 1,000 | ||||||||||||||
Preferred stock, issued | 1,066.254 | 476.064 | 209.5 | 209.5 | 3,370.510 | 219.975 | 104.75 | 209.5 | 10.475 | |||||||||
Preferred stock, stated value | $ 1,000 | $ 1,000 | $ 1,000 | |||||||||||||||
Exercise price of warrants or rights | 2.00 | |||||||||||||||||
Class Of Warrant Or Right Exercisable Period | 5 years | 5 years | ||||||||||||||||
Gross proceeds from issuance or sale of equity | $ 5,000,000 | |||||||||||||||||
Proceeds from issuance or sale of equity | 4,500,000 | 7,400,000 | ||||||||||||||||
Cash and cash equivalents | $ 7,836,168 | $ 8,699,478 | $ 10,925,643 | $ 10,290,446 | ||||||||||||||
Stockholders equity note reverse stock split conversion ratio | 1-for-6 | 1-for-6 | ||||||||||||||||
Shares of common stock issuable upon exercise of warrants | 2,365,934 | 781,955 | ||||||||||||||||
Conversion of preferred stock into common shares | 227,238 | 105,000 | ||||||||||||||||
Conversion Factor Preferred Stock Into Common Shares | 477.327 | |||||||||||||||||
Concentration Risk, Percentage | 10.60% |
X | ||||||||||
- Definition
Class of Warrant or Right, Exercisable Period No definition available.
|
X | ||||||||||
- Definition
CommonStockWarrantsIssued No definition available.
|
X | ||||||||||
- Definition
Conversion factor relating to conversion of preferred stock into common shares. No definition available.
|
X | ||||||||||
- Definition
Conversion of preferred stock into common shares No definition available.
|
X | ||||||||||
- Definition
Entity Date of Incorporation No definition available.
|
X | ||||||||||
- Definition
Gross Proceeds From Issuance Or Sale Of Equity No definition available.
|
X | ||||||||||
- Details
|
X | ||||||||||
- Definition
Stated value per share of preferred stock. No definition available.
|
X | ||||||||||
- Definition
No authoritative reference available. No definition available.
|
X | ||||||||||
- Definition
No authoritative reference available. No definition available.
|
X | ||||||||||
- Definition
No authoritative reference available. No definition available.
|
X | ||||||||||
- Definition
No authoritative reference available. No definition available.
|
X | ||||||||||
- Definition
No authoritative reference available. No definition available.
|
X | ||||||||||
- Definition
No authoritative reference available. No definition available.
|
X | ||||||||||
- Definition
No authoritative reference available. No definition available.
|
X | ||||||||||
- Definition
No authoritative reference available. No definition available.
|
Comprehensive Loss - Additional Information (Detail) (USD $)
|
3 Months Ended | 9 Months Ended |
---|---|---|
Sep. 30, 2013
|
Sep. 30, 2012
|
|
Other Comprehensive Income Loss [Line Items] | ||
Other Comprehensive Income (Loss), Net of Tax | $ 0 | $ 0 |
X | ||||||||||
- Details
|
X | ||||||||||
- Definition
No authoritative reference available. No definition available.
|
X | ||||||||||
- Definition
No authoritative reference available. No definition available.
|
X | ||||||||||
- Details
|
Determination of net loss per common share (Detail) (USD $)
|
3 Months Ended | 9 Months Ended | ||
---|---|---|---|---|
Sep. 30, 2013
|
Sep. 30, 2012
|
Sep. 30, 2013
|
Sep. 30, 2012
|
|
Determination of net loss per common share [Line Items] | ||||
Net loss | $ (716,264) | $ (2,610,254) | $ (4,315,509) | $ (8,134,717) |
Deemed dividend attributable to preferred stockholders in connection with beneficial conversion features | 0 | 0 | (766,872) | 0 |
Net loss applicable to common stockholders | $ (716,264) | $ (2,610,254) | $ (5,082,381) | $ (8,134,717) |
Net loss per common share applicable to common stockholders, basic and diluted | $ (0.26) | $ (1.24) | $ (2.13) | $ (4.37) |
Weighted average number of common shares outstanding, basic and diluted | 2,725,466 | 2,098,600 | 2,387,462 | 1,860,622 |
X | ||||||||||
- Definition
Deemed dividends attributable to preferred stock in connection with embedded features No definition available.
|
X | ||||||||||
- Details
|
X | ||||||||||
- Definition
No authoritative reference available. No definition available.
|
X | ||||||||||
- Definition
No authoritative reference available. No definition available.
|
X | ||||||||||
- Definition
No authoritative reference available. No definition available.
|
X | ||||||||||
- Definition
No authoritative reference available. No definition available.
|
Common Stock - Additional Information (Detail) (USD $)
|
0 Months Ended | 1 Months Ended | 0 Months Ended | 0 Months Ended | |||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Jun. 04, 2013
|
Feb. 13, 2012
|
Mar. 31, 2013
|
Mar. 31, 2012
|
Sep. 30, 2013
|
Mar. 04, 2013
|
Dec. 31, 2012
|
Jun. 04, 2013
Series A One Convertible Preferred Stock
|
Oct. 02, 2013
Series A One Convertible Preferred Stock
|
Sep. 30, 2013
Series A One Convertible Preferred Stock
|
Aug. 05, 2013
Series A One Convertible Preferred Stock
|
Jul. 08, 2013
Series A One Convertible Preferred Stock
|
Jun. 04, 2013
Series A Two Convertible Preferred Stock
|
Oct. 03, 2013
Series A Two Convertible Preferred Stock
|
Sep. 30, 2013
Series A Two Convertible Preferred Stock
|
Aug. 05, 2013
Series A Two Convertible Preferred Stock
|
Jul. 08, 2013
Series A Two Convertible Preferred Stock
|
|
Class of Stock [Line Items] | |||||||||||||||||
Public offering units | 1,421,735 | ||||||||||||||||
Unit issued during period price per unit new issues | $ 6.00 | ||||||||||||||||
Public offering of units description | Each Unit consisted of one share of the Companys common stock and one warrant to purchase one half of a share of the Companys common stock. | ||||||||||||||||
Issuance of common stock and warrants in public offering (In shares) | 1,421,735 | ||||||||||||||||
Shares of common stock issuable upon exercise of warrants | 2,365,934 | 781,955 | |||||||||||||||
Net proceed from offering common stock and warrants | $ 4,500,000 | $ 7,400,000 | |||||||||||||||
Issuance of common for redemption of Warrants | 23,127 | ||||||||||||||||
Closing price of shares | $ 2.39 | ||||||||||||||||
Stock issued during period, shares, new issues | 119,370 | ||||||||||||||||
Accrued bonuses | $ 285,300 | ||||||||||||||||
Stock issued during period, shares, other | 248,147 | 1,066.254 | 3,370.510 | ||||||||||||||
Share price | $ 2.095 | $ 1.65 | $ 1,000 | $ 1,000 | |||||||||||||
Class of warrant or right, Number of securities called by warrants or rights | 2,365,934 | ||||||||||||||||
Class of warrant or right, Exercise price of warrants or rights | 2.00 | ||||||||||||||||
Period over which warrants become exercisable | 5 years | 5 years | |||||||||||||||
Preferred stock, issued | 1,066.254 | 209.5 | 476.064 | 209.5 | 3,370.510 | 104.75 | 219.975 | 209.5 | 10.475 | ||||||||
Common stock, issued | 2,836,142 | 2,140,871 | 100,000 | 227,238 | 100,000 | 127,238 | 50,000 | 105,000 | 100,000 | 5,000 |
X | ||||||||||
- Definition
Class of Warrant or Right, Exercisable Period No definition available.
|
X | ||||||||||
- Definition
Closing price of shares No definition available.
|
X | ||||||||||
- Definition
CommonStockWarrantsIssued No definition available.
|
X | ||||||||||
- Definition
Public Offering Of Units Description. No definition available.
|
X | ||||||||||
- Definition
PublicOfferingUnits No definition available.
|
X | ||||||||||
- Definition
Number of shares issued during the period by an entity in a public offering. No definition available.
|
X | ||||||||||
- Definition
Stock Issued During Period Shares Stock Warrants Exercised No definition available.
|
X | ||||||||||
- Definition
Unit Issued During Period Price Per Unit New Issues. No definition available.
|
X | ||||||||||
- Definition
No authoritative reference available. No definition available.
|
X | ||||||||||
- Details
|
X | ||||||||||
- Definition
No authoritative reference available. No definition available.
|
X | ||||||||||
- Definition
No authoritative reference available. No definition available.
|
X | ||||||||||
- Definition
No authoritative reference available. No definition available.
|
X | ||||||||||
- Definition
No authoritative reference available. No definition available.
|
X | ||||||||||
- Definition
No authoritative reference available. No definition available.
|
X | ||||||||||
- Definition
No authoritative reference available. No definition available.
|
X | ||||||||||
- Definition
No authoritative reference available. No definition available.
|
X | ||||||||||
- Definition
No authoritative reference available. No definition available.
|
Inventories (Detail) (USD $)
|
Sep. 30, 2013
|
Dec. 31, 2012
|
---|---|---|
Inventory Disclosure [Line Items] | ||
Purchased components | $ 176,407 | $ 187,567 |
Finished goods | 367,812 | 646,959 |
Inventories | $ 544,219 | $ 834,526 |
X | ||||||||||
- Details
|
X | ||||||||||
- Definition
No authoritative reference available. No definition available.
|
X | ||||||||||
- Definition
No authoritative reference available. No definition available.
|
X | ||||||||||
- Definition
No authoritative reference available. No definition available.
|
Accrued Compensation and Expenses - Additional Information (Detail) (USD $)
|
6 Months Ended | 12 Months Ended | 9 Months Ended | |
---|---|---|---|---|
Sep. 30, 2013
|
Dec. 31, 2012
|
Sep. 30, 2013
Selling and Marketing Expense
|
Sep. 30, 2013
Research and Development Expense
|
|
Accrued Compensation and Expenses [Line Items] | ||||
Severance charges | $ 290,305 | $ 0 | $ 382,900 | $ 136,900 |
X | ||||||||||
- Details
|
X | ||||||||||
- Definition
No authoritative reference available. No definition available.
|
Roll forward of the Liability Balance for Restructuring Actions (Detail) (USD $)
|
3 Months Ended | 9 Months Ended |
---|---|---|
Sep. 30, 2013
|
Sep. 30, 2013
|
|
Restructuring Cost and Reserve [Line Items] | ||
Balance | $ 429,178 | $ 0 |
Accrual for severance | 90,652 | 519,830 |
Severance payments made | (229,525) | (229,525) |
Balance | $ 290,305 | $ 290,305 |
X | ||||||||||
- Definition
No authoritative reference available. No definition available.
|
X | ||||||||||
- Details
|
X | ||||||||||
- Definition
No authoritative reference available. No definition available.
|
X | ||||||||||
- Definition
No authoritative reference available. No definition available.
|
Accrued Expenses (Detail) (USD $)
|
Sep. 30, 2013
|
Dec. 31, 2012
|
---|---|---|
Schedule of Accrued Liabilities [Line Items] | ||
Technology fees | $ 450,000 | $ 450,000 |
Professional services | 254,692 | 248,759 |
Clinical study obligations | 46,988 | 24,490 |
Sales taxes | 34,956 | 62,385 |
Supplier obligations | 0 | 105,132 |
Other | 128,350 | 58,077 |
Accrued expenses | $ 914,986 | $ 948,843 |
X | ||||||||||
- Definition
Clinical study obligations No definition available.
|
X | ||||||||||
- Details
|
X | ||||||||||
- Definition
No authoritative reference available. No definition available.
|
X | ||||||||||
- Definition
No authoritative reference available. No definition available.
|
X | ||||||||||
- Definition
No authoritative reference available. No definition available.
|
X | ||||||||||
- Definition
No authoritative reference available. No definition available.
|
X | ||||||||||
- Definition
No authoritative reference available. No definition available.
|
X | ||||||||||
- Definition
No authoritative reference available. No definition available.
|
Commitments and Contingencies - Additional Information (Detail) (USD $)
|
1 Months Ended | 9 Months Ended | ||
---|---|---|---|---|
Jun. 30, 2013
Engineering Laboratory space in Waltham, Massachusetts
|
Jul. 31, 2013
Corporate Headquarters
|
Sep. 30, 2013
October 2013 through March 2015
|
Sep. 30, 2013
October 2013 through July 2016
|
|
Commitments and Contingencies Disclosure [Line Items] | ||||
Lease expiration date | Mar. 31, 2015 | Jul. 31, 2016 | ||
Base rent | $ 52,917 | $ 1,728 |
X | ||||||||||
- Details
|
X | ||||||||||
- Definition
No authoritative reference available. No definition available.
|
X | ||||||||||
- Definition
No authoritative reference available. No definition available.
|
Fair Value Measurements - Additional Information (Detail) (USD $)
|
0 Months Ended | 3 Months Ended | 9 Months Ended | |
---|---|---|---|---|
Feb. 13, 2012
|
Sep. 30, 2013
|
Sep. 30, 2013
|
Jun. 04, 2013
|
|
Fair Value Disclosures [Line Items] | ||||
Share price | $ 1.65 | $ 1.65 | $ 2.095 | |
Exercise price | $ 2.00 | $ 2.00 | ||
Risk free interest rate | 0.85% | 1.40% | ||
Expected term | 5 years | 4 years 8 months | ||
Expected volatility | 73.50% | 67.58% | ||
Common stock warrants liability | $ 1,973,426 | $ 1,973,426 | ||
Other non-operating income | $ 900,000 |
X | ||||||||||
- Definition
Common stock warrants fair value disclosure No definition available.
|
X | ||||||||||
- Details
|
X | ||||||||||
- Definition
No authoritative reference available. No definition available.
|
X | ||||||||||
- Definition
No authoritative reference available. No definition available.
|
X | ||||||||||
- Definition
No authoritative reference available. No definition available.
|
X | ||||||||||
- Definition
No authoritative reference available. No definition available.
|
X | ||||||||||
- Definition
No authoritative reference available. No definition available.
|
X | ||||||||||
- Definition
No authoritative reference available. No definition available.
|
Assets and Liabilities Measured at Fair Value on Recurring Basis (Detail) (USD $)
|
Sep. 30, 2013
|
Dec. 31, 2012
|
---|---|---|
Assets: | ||
Cash equivalents | $ 2,479,172 | $ 519,242 |
Total | 2,479,172 | 519,242 |
Liabilities: | ||
Common stock warrants | 1,973,426 | |
Total | 1,973,426 | |
Fair Value, Inputs, Level 1
|
||
Assets: | ||
Total | 2,479,172 | 519,242 |
Liabilities: | ||
Total | 0 | |
Fair Value, Inputs, Level 1 | Fair Value, Measurements, Recurring
|
||
Assets: | ||
Cash equivalents | 2,479,172 | 519,242 |
Liabilities: | ||
Common stock warrants | 0 | |
Fair Value, Inputs, Level 2
|
||
Assets: | ||
Total | 0 | 0 |
Liabilities: | ||
Total | 0 | |
Fair Value, Inputs, Level 2 | Fair Value, Measurements, Recurring
|
||
Assets: | ||
Cash equivalents | 0 | 0 |
Liabilities: | ||
Common stock warrants | 0 | |
Fair Value, Inputs, Level 3
|
||
Assets: | ||
Total | 0 | 0 |
Liabilities: | ||
Total | 1,973,426 | |
Fair Value, Inputs, Level 3 | Fair Value, Measurements, Recurring
|
||
Assets: | ||
Cash equivalents | 0 | 0 |
Liabilities: | ||
Common stock warrants | $ 1,973,426 |
X | ||||||||||
- Definition
Common stock warrants fair value disclosure No definition available.
|
X | ||||||||||
- Details
|
X | ||||||||||
- Definition
No authoritative reference available. No definition available.
|
X | ||||||||||
- Definition
No authoritative reference available. No definition available.
|
X | ||||||||||
- Details
|
X | ||||||||||
- Definition
No authoritative reference available. No definition available.
|
Summary of changes in the fair value of the company's level 3 financial liabilities (Details) (USD $)
|
3 Months Ended | 9 Months Ended |
---|---|---|
Sep. 30, 2013
|
Sep. 30, 2013
|
|
Summary of changes in the fair value [Line Items] | ||
Balance - beginning | $ 2,855,209 | $ 0 |
Initial fair value of warrants at issuance in June 2013 | 0 | 4,011,205 |
Change in fair value of warrant liability | (881,783) | (2,037,779) |
Balance at September 30, 2013 | $ 1,973,426 | $ 1,973,426 |
X | ||||||||||
- Definition
Fair value of warrant No definition available.
|
X | ||||||||||
- Details
|
X | ||||||||||
- Definition
Warrant fair value of adjustment No definition available.
|
X | ||||||||||
- Definition
No authoritative reference available. No definition available.
|
Credit Facility - Additional Information (Detail) (USD $)
|
9 Months Ended |
---|---|
Sep. 30, 2013
|
|
Line of Credit Facility [Line Items] | |
Revolving credit facility, maximum borrowing capacity | $ 2,500,000 |
Credit Facility expiration date | Jan. 31, 2014 |
Credit Facility limit restricted to support letter of credit | 225,000 |
Amount available for borrowing | $ 2,275,000 |
Prime Rate
|
|
Line of Credit Facility [Line Items] | |
Interest rate over prime rate | 0.50% |
X | ||||||||||
- Definition
Restricted Cash Collateral Letters of Credit No definition available.
|
X | ||||||||||
- Definition
No authoritative reference available. No definition available.
|
X | ||||||||||
- Definition
No authoritative reference available. No definition available.
|
X | ||||||||||
- Details
|
X | ||||||||||
- Definition
No authoritative reference available. No definition available.
|
X | ||||||||||
- Definition
No authoritative reference available. No definition available.
|
Stockholders' Equity - Additional Information (Detail) (USD $)
|
0 Months Ended | 1 Months Ended | 9 Months Ended | 0 Months Ended | 0 Months Ended | 9 Months Ended | 0 Months Ended | |||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Jun. 04, 2013
|
Feb. 15, 2013
|
Feb. 13, 2012
|
Sep. 01, 2011
|
Sep. 30, 2013
|
Dec. 31, 2012
|
Jul. 26, 2013
2009 Stock Plan
|
Jun. 03, 2009
2009 Stock Plan
|
Jun. 04, 2013
Series A One Convertible Preferred Stock
|
Oct. 02, 2013
Series A One Convertible Preferred Stock
|
Sep. 30, 2013
Series A One Convertible Preferred Stock
|
Aug. 05, 2013
Series A One Convertible Preferred Stock
|
Jul. 08, 2013
Series A One Convertible Preferred Stock
|
Jun. 04, 2013
Series A Two Convertible Preferred Stock
|
Oct. 03, 2013
Series A Two Convertible Preferred Stock
|
Sep. 30, 2013
Series A Two Convertible Preferred Stock
|
Aug. 05, 2013
Series A Two Convertible Preferred Stock
|
Jul. 08, 2013
Series A Two Convertible Preferred Stock
|
Sep. 30, 2013
Convertible Preferred Stock
|
Dec. 31, 2012
Convertible Preferred Stock
|
Sep. 30, 2013
Warrants
|
Feb. 13, 2012
Placement Agent
|
Feb. 13, 2012
Public Offering
|
Feb. 13, 2012
Minimum
Public Offering
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Public Offering Of Common Stock and Warrants [Line Items] | ||||||||||||||||||||||||
Public offering of units | 1,421,735 | |||||||||||||||||||||||
Public offering of units, price per unit | $ 6.00 | |||||||||||||||||||||||
Public offering of units, description | Each Unit consisted of one share of the Companys common stock and one warrant to purchase one half of a share of the Companys common stock. | |||||||||||||||||||||||
Shares of common stock issued in public offering | 1,421,735 | |||||||||||||||||||||||
Shares of common stock issuable upon exercise of warrants | 2,365,934 | 781,955 | 71,087 | 710,868 | ||||||||||||||||||||
Net proceed from offering common stock and warrants | $ 4,500,000 | $ 7,400,000 | ||||||||||||||||||||||
Period over which warrants become exercisable | 5 years | 5 years | 180 days | |||||||||||||||||||||
Number of warrants to be exercised to acquire one common share | 2 | |||||||||||||||||||||||
Warrant exercise price | 7.50 | 6.90 | ||||||||||||||||||||||
Warrant exercise price Rate | 125.00% | 115.00% | ||||||||||||||||||||||
Common stock warrants issued to placement agent as a percentage of total units sold | 5.00% | |||||||||||||||||||||||
Fair Value of Warrants | 2,400,000 | 4,000,000 | ||||||||||||||||||||||
Exercise price | $ 2.00 | $ 2.00 | ||||||||||||||||||||||
Expected volatility | 73.50% | 67.58% | 73.60% | |||||||||||||||||||||
Risk free interest rate | 0.85% | 1.40% | 1.05% | |||||||||||||||||||||
Expected life | 5 years | 4 years 8 months | 5 years | |||||||||||||||||||||
Stock issued during period, shares, other | 248,147 | 1,066.254 | 3,370.510 | |||||||||||||||||||||
Share price | $ 2.095 | $ 1.65 | $ 1,000 | $ 1,000 | $ 2.60 | |||||||||||||||||||
Preferred stock, issued | 1,066.254 | 209.5 | 476.064 | 209.5 | 3,370.510 | 104.75 | 219.975 | 209.5 | 10.475 | 3,740.724 | 0 | |||||||||||||
Preferred stock, stated value | $ 1,000 | $ 1,000 | $ 1,000 | |||||||||||||||||||||
Gross proceeds from issuance or sale of equity | 5,000,000 | |||||||||||||||||||||||
Convertible preferred stock, Terms of conversion | 2.095 | |||||||||||||||||||||||
Preferred stock, Discount on shares | 766,900 | |||||||||||||||||||||||
Class of warrant or right change in fair value | 2,000,000 | |||||||||||||||||||||||
Class of warrant or right, Number of securities called by warrants or rights | 2,365,934 | |||||||||||||||||||||||
Class of warrant or right, Exercise price of warrants or rights | 2.00 | |||||||||||||||||||||||
Common stock, issued | 2,836,142 | 2,140,871 | 386,111 | 13,889 | 100,000 | 227,238 | 100,000 | 127,238 | 50,000 | 105,000 | 100,000 | 5,000 | ||||||||||||
Stockholders equity note reverse stock split conversion ratio | 1-for-6 | 1-for-6 | ||||||||||||||||||||||
Non-Operating Income | $ 2,000,000 |
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Class of Warrant or Right, Exercisable Period No definition available.
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Class Of Warrant Or Right Change In Fair Value No definition available.
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CommonStockWarrantsIssued No definition available.
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Exercise price as percentage of aggregate offering price. No definition available.
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Exercise price of warrants. No definition available.
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Gross Proceeds From Issuance Or Sale Of Equity No definition available.
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Number of warrants to be exercised to acquire one common share. No definition available.
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Stated value per share of preferred stock. No definition available.
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Public Offering Of Units Description. No definition available.
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PublicOfferingUnits No definition available.
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Sale of stock, percentage of share issued in transaction. No definition available.
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Number of shares issued during the period by an entity in a public offering. No definition available.
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Unit Issued During Period Price Per Unit New Issues. No definition available.
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Reverse Stock Split - Additional Information (Detail)
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0 Months Ended | 1 Months Ended | 9 Months Ended |
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Feb. 15, 2013
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Sep. 01, 2011
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Sep. 30, 2013
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Stockholders equity note reverse stock split conversion ratio | 1-for-6 | 1-for-6 | |
Common stock outstanding immediately prior to reverse stock split | 12,845,228 | ||
Adjusted outstanding shares on reverse stock split | 2,140,871 |
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Adjusted outstanding shares on reverse stock split. No definition available.
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Number of shares outstanding before reserved stock split. No definition available.
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