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Property and Equipment and Intangible Assets
9 Months Ended
Sep. 30, 2013
Property, Plant and Equipment [Abstract]  
Property and Equipment and Intangible Assets
3. Property and Equipment and Intangible Assets
 
Property and equipment and intangible assets consist of the following:
 
 
 
December 31,
2012
 
September 30,
2013
 
 
 
 
 
 
(Unaudited)
 
Laboratory equipment
 
$
3,315,812
 
$
4,434,373
 
Furniture and equipment
 
 
660,626
 
 
726,558
 
Leasehold improvements
 
 
305,059
 
 
345,277
 
 
 
 
4,281,497
 
 
5,506,207
 
Less: Accumulated depreciation
 
 
(3,258,299)
 
 
(3,613,972)
 
Total property and equipment, net
 
$
1,023,198
 
$
1,892,235
 
Purchased software
 
$
562,699
 
$
707,698
 
Internally developed software and other intangible assets
 
 
108,362
 
 
246,360
 
 
 
 
671,061
 
 
954,058
 
Less: Accumulated amortization
 
 
(95,652)
 
 
(189,161)
 
Total intangible assets, net
 
$
575,409
 
$
764,897
 
 
Intangible assets are carried at the cost to obtain them. Purchased software and other intangible assets are amortized using the straight-line method over the estimated useful life of four to five years. Depreciation expense, included in cost of revenue, general and administrative expenses, and research and development expenses for the three months ended September 30, 2012 and 2013 was $118,153 and $162,328, respectively, and for the nine months ended September 30, 2012 and 2013 was $348,284 and $449,184, respectively.
 
During the second quarter of 2013, the Company committed to purchase laboratory equipment, software and related maintenance agreements totaling $360,000. During June 2013, the Company signed two financing agreements for $239,150 in aggregate and accounted for both of these financings as capital leases. In July 2013, the Company entered into a third financing agreement for the remaining $125,850 and accounted for this agreement as an operating lease. The Company recorded the cost of the purchased items in the balance sheet as $33,850 in prepaid expenses, $197,800 in laboratory equipment, and $7,500 in purchased software. The Company began depreciating and amortizing these amounts during August 2013.
 
On August 23, 2013, the Company entered into an asset purchase agreement (the “Pathwork Purchase Agreement”) with Pathwork (assignment for the benefit of creditors), LLC (“Seller”), pursuant to which the Company acquired substantially all of the assets of Pathwork Diagnostics, Inc. (“Pathwork”), which had previously assigned all of its assets to Seller for the benefit of its creditors pursuant to a General Assignment, dated as of April 2, 2013.  Pursuant to the Pathwork Purchase Agreement, the Company acquired all intellectual property, know-how, data, equipment and materials formerly owned by Pathwork which relate to its FDA-cleared Tissue of Origin (“TOO”) test. Management evaluated the assets acquired from the Seller and concluded the combined assets did not meet the definition of a business primarily because the necessary processes were not acquired.  Accordingly, the Company accounted for the transaction as a basket purchase of assets in which the purchase price was allocated to the individual assets acquired based upon relative fair value.
 
The Company acquired the assets for the following consideration: (i) an aggregate of 500,000 newly-issued registered shares of the Company’s common stock issued to two senior secured creditors of Pathwork which were designated by Seller in the Pathwork Purchase Agreement and (ii) a cash payment of $200,000 to Seller.
 
Based upon a valuation of the acquired Pathwork assets, the purchase price was allocated as follows: $257,000 to accounts receivable, $785,000 to laboratory equipment, $138,000 to internally developed software and other intangible assets. Currently, the Company anticipates that the assets will be placed in service during the first quarter of 2014. Upon deployment of these assets, the Company will begin depreciating or amortizing them over their expected useful lives, which range from four to five years.
 
Capital Lease
 
The Company leases certain equipment that is recorded as capital leases. This equipment is included in property and equipment on the accompanying balance sheet as of September 30, 2013, as follows:                      
 
 
 
(Unaudited)
 
Equipment purchased under capital leases
 
$
690,384
 
Less: Accumulated amortization
 
 
(346,548)
 
Equipment purchased under capital leases, net
 
$
343,836
 
 
Future minimum lease payments under capital leases as of September 30, 2013, are as follows:
 
Years ending December 31,
 
(Unaudited)
 
2013
 
$
66,155
 
2014
 
 
188,428
 
2015
 
 
101,309
 
2016
 
 
46,852
 
Total minimum lease payments
 
 
402,744
 
Less amount representing interest
 
 
(54,425)
 
Less current portion
 
 
(192,441)
 
Capital lease obligation, net of current portion
 
$
155,878