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REDEEMABLE CONVERTIBLE PREFERRED STOCK
12 Months Ended
Dec. 31, 2017
Temporary Equity Disclosure [Abstract]  
REDEEMABLE CONVERTIBLE PREFERRED STOCK
REDEEMABLE CONVERTIBLE PREFERRED STOCK

Prior to the completion of our IPO on October 12, 2017, we had authorized 7,000,000 shares of redeemable convertible preferred stock, of which 5,446,978 shares were issued and outstanding as of December 31, 2016, designated in series, with the rights and preferences of each designated series determined by the Board of Directors. Upon completion of our IPO, all of our previously outstanding shares of Series A and Series B Preferred Stock were converted into common stock on a 1:1 conversion ratio. As of December 31, 2017 there are no redeemable convertible preferred shares outstanding. The carrying value of the redeemable convertible preferred stock was $0 and $71,303 as of December 31, 2017 and 2016, respectively.

Dividend and Liquidation Rights

Pursuant to the Preferred Stock Terms, Series A and B Preferred Stock, with respect to dividend and liquidation rights, ranked senior to common stock. The holders of the Series A and B Preferred Stock were entitled to receive dividends at the per annum rate of 8% of the original purchase price ($16.00 and $8.77 per share for Series A and B, respectively), as defined. Such dividends were cumulative and compounded on a quarterly basis. Any dividends paid with respect to the shares of Series A and B Preferred Stock are paid pro rata to the preferred stockholders. Accretion of dividends of the Series A and B Preferred Stock to redemption value was recognized as a reduction to additional paid-in capital and was $4,563, $5,876 and $4,797 for the years ended December 31, 2017, 2016, 2015, respectively.

In the event of a voluntary or involuntary liquidation of our Company, the holders of the Preferred Stock, before any payment to the holders of common stock or other junior securities, were entitled to an amount equal to the sum of the original Series A or Series B Preferred Stock issue price and all accrued but unpaid dividends.

In addition to the preferred dividend rights, the holders of the Series A and B Preferred Stock were entitled to participate fully in any dividends or distributions to common stockholders, after payment of any cumulative and unpaid preferred dividend, on a pro rata basis with the common stockholders.

Upon completion of our IPO, a portion of the proceeds were used to pay a portion of the accumulated and unpaid dividends on our Series B Preferred Stock of approximately $6,000. The accumulated and unpaid dividends on our Series A Preferred Stock of $8,900 were converted into shares of our common stock at a conversion price equal to the IPO price of $13.00 per share.

Conversion Rights

Each share of the Series A and B Preferred Stock was convertible at any time, at the option of the holder, into shares of common stock on a 1:1 conversion ratio. The Preferred Stock Terms also provided the holders of the preferred stock various anti-dilution and down round protection provisions designed to maintain the conversion ratio. If converted into common shares, the holders of the Series A and B Preferred Stock were entitled to receive payment of all accumulated and unpaid dividends at the time of such conversion.

The Preferred Stock Terms required mandatory conversion of the Series A and Series B Preferred Stock in connection with a qualified initial public offering or change in control, as defined in the Preferred Stock Terms, or upon consent of 51% of the holders thereof acting as a single class. In addition to the conversion to common stock upon mandatory conversion, the holders of Series A Preferred Stock were entitled to receive a payment equal to the original Series A issue price ($16,000) and all accrued but unpaid dividends, and the holders of the Series B Preferred Stock were entitled to receive a payment equal to 50% of the current accumulated but unpaid dividends.

Upon the conversion of all outstanding shares of Series A Preferred Stock into shares of common stock, Squadron was also entitled to a $16,000 cash preference payment which was converted into additional shares of common stock at a conversion price equal to the IPO price.

Redemption Rights

In April 2017, we entered into the Third Amended and Restated Loan and Security Agreement which extended the redemption date of the Series A and B Preferred Stock to May 30, 2019, subject to an automatic extension to May 31, 2020, if we met certain revenue goals. The Series A and B Preferred Stock was redeemable at the option of the holders at any time on or after May 30, 2019 upon approval of at least 51% of the holders of the Preferred Stock acting as a single class. Upon redemption, the holders of the Preferred Stock were entitled to receive cash payment equal to the greater of (i) the sum of the original Series A or Series B issue price and all accrued but unpaid dividends or (ii) fair market value, as were defined in the Preferred Stock Terms.

Board of Directors and Voting Rights

The Preferred Stock Terms provided holders of our Series A Preferred Stock, and shares of our common stock issued upon the conversion thereof, with the right, exclusively and as a separate class, to elect one member of our Board of Directors. The Preferred Stock Terms provided holders of our Series B Preferred Stock, and shares of our common stock issued upon the conversion thereof, with the right, exclusively and as a separate class, to elect two members of our Board of Directors. In addition, the holders of our Series A and Series B Preferred Stock were able to vote such shares as if they were converted to shares of common stock based on a 1:1 conversion ratio.