SEC Info - Biolase, Inc - ‘10-Q’ for 9/30/19

SEC Info℠

Home

Help

Please Sign In

Biolase, Inc – ‘10-Q’ for 9/30/19 – ‘R17’

On: Friday, 11/8/19, at 7:14pm ET · As of: 11/12/19 · For: 9/30/19 · Accession #: 1564590-19-42402 · File #: 1-36385

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

11/12/19  Biolase, Inc                      10-Q        9/30/19   86:10M                                    ActiveDisclosure/FA

Quarterly Report — Form 10-Q — Sect. 13 / 15(d) – SEA’34
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-Q        Quarterly Report                                    HTML    792K 
 7: EX-4.8      Instrument Defining the Rights of Security Holders  HTML     95K 
 2: EX-10.5     Material Contract                                   HTML     55K 
 3: EX-31.1     Certification -- §302 - SOA'02                      HTML     32K 
 4: EX-31.2     Certification -- §302 - SOA'02                      HTML     32K 
 5: EX-32.1     Certification -- §906 - SOA'02                      HTML     26K 
 6: EX-32.2     Certification -- §906 - SOA'02                      HTML     27K 
54: R1          Document and Entity Information                     HTML     78K 
32: R2          Consolidated Balance Sheets (Unaudited)             HTML    111K 
39: R3          Consolidated Balance Sheets (Unaudited)             HTML     47K 
                (Parenthetical)                                                  
83: R4          Consolidated Statements Of Operations And           HTML     97K 
                Comprehensive Loss (Unaudited)                                   
52: R5          Consolidated Statements of Stockholders' (Deficit)  HTML     58K 
                Equity (Unaudited)                                               
31: R6          Consolidated Statements Of Cash Flows (Unaudited)   HTML    134K 
38: R7          Description of Business and Basis of Presentation   HTML     42K 
81: R8          Summary of Significant Accounting Policies          HTML     40K 
55: R9          Revenue Recognition                                 HTML    215K 
48: R10         Stockholders' (Deficit) Equity                      HTML    300K 
21: R11         Inventory                                           HTML     46K 
64: R12         Property, Plant, and Equipment                      HTML     67K 
73: R13         Intangible Assets and Goodwill                      HTML     29K 
47: R14         Accrued Liabilities                                 HTML    117K 
20: R15         Debt                                                HTML    103K 
63: R16         Leases                                              HTML     74K 
72: R17         Commitments and Contingencies                       HTML     34K 
46: R18         Segment Information                                 HTML     75K 
22: R19         Concentrations                                      HTML    114K 
50: R20         Income Taxes                                        HTML     31K 
79: R21         Subsequent Events                                   HTML     36K 
34: R22         Summary of Significant Accounting Policies          HTML     77K 
                (Policies)                                                       
24: R23         Revenue Recognition (Tables)                        HTML    296K 
49: R24         Stockholders' (Deficit) Equity (Tables)             HTML    304K 
78: R25         Inventory (Tables)                                  HTML     47K 
33: R26         Property, Plant, and Equipment (Tables)             HTML     66K 
23: R27         Accrued Liabilities (Tables)                        HTML    118K 
51: R28         Debt (Tables)                                       HTML     79K 
77: R29         Leases (Tables)                                     HTML     75K 
74: R30         Segment Information (Tables)                        HTML     76K 
66: R31         Concentrations (Tables)                             HTML    166K 
18: R32         Description of Business and Basis of Presentation   HTML     69K 
                - Additional Information (Detail)                                
44: R33         Summary of Significant Accounting Policies -        HTML     36K 
                Additional Information (Detail)                                  
75: R34         Revenue Recognition - Additional Information        HTML     38K 
                (Detail)                                                         
67: R35         Summary of Opening and Closing Balances of          HTML     36K 
                Contract Liabilities (Detail)                                    
19: R36         Summary of Disaggregation of Revenues Related to    HTML     32K 
                Geographic Areas (Detail)                                        
45: R37         Summary of Revenues Disaggregated by Timing of      HTML     33K 
                Goods and Services Transferred (Detail)                          
76: R38         Summary of Sales by End Market (Detail)             HTML     33K 
65: R39         Summary of Percentages of Sales by Product line     HTML     40K 
                (Detail)                                                         
80: R40         Stockholders' (Deficit) Equity - Additional         HTML     84K 
                Information (Detail)                                             
56: R41         Classification of Compensation Expense Associated   HTML     38K 
                with Share-Based Payments (Detail)                               
29: R42         Assumptions Used in Estimating Fair Value of Stock  HTML     34K 
                Options Granted (Detail)                                         
40: R43         Summary of Option Activity (Detail)                 HTML     65K 
82: R44         Summary of Unvested Stock Option Activity (Detail)  HTML     47K 
57: R45         Cash Proceeds Along with Fair Value Disclosures     HTML     33K 
                Related to Grants, Exercises and Vested Options                  
                (Detail)                                                         
30: R46         Summary of Unvested Restricted Stock Units          HTML     50K 
                (Detail)                                                         
41: R47         Summary of Warrant Activity (Detail)                HTML     43K 
84: R48         Components of Inventory (Detail)                    HTML     35K 
53: R49         Inventory - Additional Information (Detail)         HTML     28K 
61: R50         Summary of Property, Plant, and Equipment (Detail)  HTML     49K 
70: R51         Property, Plant, and Equipment - Additional         HTML     28K 
                Information (Detail)                                             
43: R52         Intangible Assets and Goodwill - Additional         HTML     34K 
                Information (Detail)                                             
17: R53         Components of Accrued Liabilities (Detail)          HTML     52K 
60: R54         Changes in Initial Product Warranty Accrual and     HTML     41K 
                Expenses Under Initial and Extended Warranties                   
                (Detail)                                                         
69: R55         Accrued Liabilities - Additional Information        HTML     33K 
                (Detail)                                                         
42: R56         Debt - Summary of Principal Outstanding and         HTML     33K 
                Unamortized Discount (Detail)                                    
16: R57         Debt - Additional Information (Detail)              HTML    209K 
62: R58         Debt - Summary of Future Minimum Principal and      HTML     49K 
                Interest Payments (Detail)                                       
68: R59         Leases - Additional Information (Detail)            HTML     59K 
37: R60         Leases - Information related to Right-of-use        HTML     34K 
                Assets and Liabilities (Detail)                                  
27: R61         Leases - Schedule of Maturities of Lease            HTML     39K 
                Liabilities (Detail)                                             
59: R62         Leases - Future Minimum Rental Commitments Under    HTML     35K 
                Lease Agreements (Detail)                                        
86: R63         Commitments and Contingencies - Additional          HTML     56K 
                Information (Detail)                                             
36: R64         Segment Information - Additional Information        HTML     39K 
                (Detail)                                                         
26: R65         Summary of Net Revenue by Geographic Location       HTML     32K 
                (Detail)                                                         
58: R66         Summary of Property, Plant and Equipment by         HTML     33K 
                Geographic Location (Detail)                                     
85: R67         Concentrations - Summary of Net Revenue from        HTML     51K 
                Various Products (Detail)                                        
35: R68         Concentrations - Additional Information (Detail)    HTML     41K 
28: R69         Income Taxes - Additional Information (Detail)      HTML     37K 
15: R70         Subsequent Events - Additional Information          HTML     88K 
                (Detail)                                                         
14: XML         IDEA XML File -- Filing Summary                      XML    153K 
71: EXCEL       IDEA Workbook of Financial Reports                  XLSX     91K 
 8: EX-101.INS  XBRL Instance -- biol-20190930                       XML   2.79M 
10: EX-101.CAL  XBRL Calculations -- biol-20190930_cal               XML    170K 
11: EX-101.DEF  XBRL Definitions -- biol-20190930_def                XML    583K 
12: EX-101.LAB  XBRL Labels -- biol-20190930_lab                     XML   1.39M 
13: EX-101.PRE  XBRL Presentations -- biol-20190930_pre              XML   1.06M 
 9: EX-101.SCH  XBRL Schema -- biol-20190930                         XSD    215K 
25: ZIP         XBRL Zipped Folder -- 0001564590-19-042402-xbrl      Zip    178K

‘R17’ — Commitments and Contingencies

This is an IDEA Financial Report. [ Alternative Formats ]

Commitments and Contingencies

9 Months Ended

Sep. 30, 2019

Commitments And Contingencies Disclosure [Abstract]

Commitments and Contingencies

NOTE 11— COMMITMENTS AND CONTINGENCIES

On April 24, 2012, CAO Group, Inc. (“CAO”) filed a lawsuit against BIOLASE in the District of Utah alleging that BIOLASE’s ezlase dental laser infringes on U.S. Patent No. 7,485,116 (the “116 Patent”). On September 9, 2012, CAO amended its complaint, adding claims for (1) business disparagement/injurious falsehood under common law and (2) unfair competition under 15 U.S.C. Section 1125(a). The additional claims stem from a press release that BIOLASE issued on April 30, 2012, which CAO claims contained false statements that are disparaging to CAO and its diode product. The amended complaint sought injunctive relief, treble damages, attorneys’ fees, punitive damages, and interest. Until January 24, 2018, this lawsuit was stayed in connection with United States Patent and Trademark Office proceedings relating to the 116 Patent, which proceedings ultimately culminated in a January 27, 2017 decision by the United States Court of Appeals for the Federal Circuit, affirming the findings of the Patent Trial and Appeal Board, which were generally favorable to the Company. On January 25, 2018, CAO moved for leave to file a second amended complaint to add certain claims, which filing the Company is not opposing.

On January 23, 2018, CAO filed a lawsuit against BIOLASE in the Central District of California alleging that BIOLASE’s diode lasers infringe on U.S. Patent Nos. 8,337,097, 8,834,497, 8,961,040 and 8,967,883. The complaint seeks injunctive relief, treble damages, attorneys’ fees, punitive damages, and interest.

On January 25, 2019 (the “Effective Date”), BIOLASE entered into a settlement agreement (the “Settlement Agreement”) with CAO. Pursuant to the Settlement Agreement, CAO agreed to dismiss with prejudice the lawsuits filed by CAO against the Company in April 2012 and January 2018. In addition, CAO granted to the Company and its affiliates a non-exclusive, non-transferable (except as provided in the Settlement Agreement), royalty-free, fully-paid, worldwide license to the licensed patents for use in the licensed products and agreed not to sue the Company, its affiliates or any of its manufacturers, distributors, suppliers or customers for use of the licensed patents in the licensed products, and the parties agreed to a mutual release of claims. The Company has agreed (i) to pay to CAO, within five days of the Effective Date, $500,000 in cash, (ii) to issue to CAO, within 30 days of the Effective Date, 500,000 restricted shares of common stock of the Company (the “Stock Consideration”), and (iii) to pay to CAO, within 30 days of December 31, 2021, an amount in cash equal to the difference (if positive) between $1,000,000 and the value of the Stock Consideration on December 31, 2021. The Stock Consideration vests and becomes transferrable on December 31, 2021, subject to the terms of a restricted stock agreement to be entered into between the parties. The Company considered this a Type I subsequent event and recognized a $1.5 million contingent loss on patent litigation settlement in its statement of operations for the year ended December 31, 2018. In January 2019, the Company paid CAO $500,000 in cash. On January 31, 2019, the case was dismissed with prejudice. During the three and nine month periods ended September 30, 2019, the Company did not record any gain or loss on patent litigation which represents the change in fair value of the restricted stock to be issued to CAO. As of September 30, 2019, the total accrued liability is $1.0 million and is included in other long-term liabilities in the consolidated balance sheet.

Dates Referenced Herein and Documents Incorporated by Reference

This ‘10-Q’ Filing	Date	Other Filings

	12/31/21
Filed as of:	11/12/19
Filed on:	11/8/19
For Period end:	9/30/19	8-K
	1/31/19	8-K
	1/25/19	8-K
	12/31/18	10-K, SD
	1/25/18	4, EFFECT
	1/24/18
	1/23/18	CORRESP
	1/27/17
	9/9/12
	4/30/12	8-K
	4/24/12	8-K
		List all Filings

11 Subsequent Filings that Reference this Filing

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 1/03/23  Biolase, Inc.                     S-1/A                  6:1M                                     Donnelley … Solutions/FA
12/12/22  Biolase, Inc.                     S-1/A                  7:1.1M                                   Donnelley … Solutions/FA
11/22/22  Biolase, Inc.                     S-1                    3:655K                                   Donnelley … Solutions/FA
 3/17/22  Biolase, Inc.                     10-K       12/31/21   88:18M                                    Donnelley … Solutions/FA
11/10/21  Biolase, Inc.                     10-Q        9/30/21   84:13M                                    Donnelley … Solutions/FA
 8/13/21  Biolase, Inc.                     10-Q        6/30/21   80:12M                                    Donnelley … Solutions/FA
 5/13/21  Biolase, Inc.                     10-Q        3/31/21   81:9.4M                                   Donnelley … Solutions/FA
 3/31/21  Biolase, Inc.                     10-K       12/31/20   88:15M                                    ActiveDisclosure/FA
12/08/20  Biolase, Inc.                     S-1/A                  3:585K                                   Donnelley … Solutions/FA
11/13/20  Biolase, Inc.                     10-Q        9/30/20   81:11M                                    ActiveDisclosure/FA
 8/14/20  Biolase, Inc.                     10-Q        6/30/20   89:12M                                    ActiveDisclosure/FA

↑Top

Filing Submission 0001564590-19-042402 – Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)