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Property and Equipment and Intangible Assets
12 Months Ended
Dec. 31, 2014
Property, Plant and Equipment [Abstract]  
Property and Equipment and Intangible Assets
3. Property and Equipment and Intangible Assets
 
Property and equipment consists of the following:
 
 
 
December 31,
 
December 31,
 
 
 
2013
 
2014
 
Laboratory equipment
 
$
4,468,055
 
$
4,543,019
 
Furniture and equipment
 
 
736,886
 
 
762,466
 
Leasehold improvements
 
 
487,843
 
 
496,523
 
 
 
 
5,692,784
 
 
5,802,008
 
Less: Accumulated depreciation
 
 
(3,758,202)
 
 
(4,395,603)
 
Total property and equipment, net
 
$
1,934,582
 
$
1,406,405
 
 
 
 
 
 
 
 
 
Purchased software
 
$
749,587
 
$
803,719
 
Internally developed software
 
 
213,361
 
 
213,361
 
Trademarks
 
 
33,000
 
 
33,000
 
 
 
 
995,948
 
 
1,050,080
 
Less: Accumulated amortization
 
 
(228,725)
 
 
(418,931)
 
Total intangible assets, net
 
$
767,223
 
$
631,149
 
 
Intangible assets are carried at the cost to obtain them. Internally developed intangible assets are amortized using the straight-line method over the estimated useful life of five years. During the first quarter of 2013, the Company deployed its new Laboratory Information Management System (“LIMS”) and began amortizing the cost.
 
Depreciation and amortization expense, included in general and administrative expenses for the years ended December 31, 2013 and 2014 was $632,975 and $827,609, respectively.
 
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 cancer test. Management evaluated the assets acquired from 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, and $138,000 to internally developed software and other intangible assets. The Company launched the Pathwork acquired Tissue of Origin test commercially as its ResponseDX: Tissue of Origin® test in February 2014. Therefore, depreciation and amortization of these assets began during the first quarter of 2014 over their expected useful lives, which are approximately five years.
  
Expected future amortization of intangible assets over the next five years ending December 31 is as follows: $193,926 in 2015, $179,887 in 2016, $160,028 in 2017, $59,413 in 2018 and $4,895 thereafter.
 
Capital Leases
 
The Company leases certain equipment and related software that is recorded as capital leases. This equipment and software is included in property and equipment on the accompanying balance sheet as of December 31, 2013 and 2014 as follows:
 
 
 
2013
 
2014
 
Equipment and software financed under capital leases
 
$
584,150
 
$
655,467
 
Less: Accumulated amortization
 
 
(320,769)
 
 
(472,679)
 
Equipment and software financed under capital leases, net
 
$
263,381
 
$
182,788
 
 
Future minimum lease payments under capital leases as of December 31, 2014 are as follows:
 
Years ending December 31,
 
 
 
 
2015
 
$
129,154
 
2016
 
 
68,792
 
2017
 
 
16,364
 
2018
 
 
16,364
 
Thereafter
 
 
9,546
 
Total minimum lease payments
 
 
240,220
 
Less amount represented by interest
 
 
(35,797)
 
Less current portion
 
 
(100,951)
 
Capital lease obligation, net of current portion
 
$
103,472