Document And Entity Information
Document And Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Mar. 01, 2016 | Jun. 30, 2015 | |
Document Information [Line Items] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2015 | ||
Document Fiscal Year Focus | 2,015 | ||
Document Fiscal Period Focus | FY | ||
Entity Registrant Name | TG THERAPEUTICS, INC. | ||
Entity Central Index Key | 1,001,316 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Accelerated Filer | ||
Entity Public Float | $ 570,132,000 | ||
Trading Symbol | TGTX | ||
Entity Common Stock, Shares Outstanding | 54,095,110 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Dec. 31, 2015 | Dec. 31, 2014 |
Current assets: | ||
Cash and cash equivalents | $ 55,061,329 | $ 55,713,784 |
Short-term investment securities | 22,166,512 | 23,062,034 |
Interest receivable | 186,021 | 85,516 |
Prepaid research and development | 9,151,142 | 6,179,743 |
Other current assets | 308,327 | 173,952 |
Total current assets | 86,873,331 | 85,215,029 |
Restricted cash | 579,143 | 575,012 |
Long-term investment securities | 25,003,032 | 0 |
Property, plant and equipment, net | 47,122 | 20,357 |
Goodwill | 799,391 | 799,391 |
Other assets | 171,182 | 137,101 |
Total assets | 113,473,201 | 86,746,890 |
Current liabilities: | ||
Accounts payable and accrued expenses | 9,346,068 | 3,991,625 |
Accrued compensation | 818,472 | 702,000 |
Current portion of deferred revenue | 152,381 | 152,381 |
Notes payable | 211,549 | 275,190 |
Total current liabilities | 10,528,470 | 5,121,196 |
Deferred revenue, net of current portion | 1,371,429 | 1,523,810 |
Total liabilities | $ 11,899,899 | $ 6,645,006 |
Commitments and contingencies | ||
Stockholders’ equity: | ||
Preferred stock, $0.001 par value per share (10,000,000 shares authorized, none issued and outstanding as of December 31, 2015 and 2014) | $ 0 | $ 0 |
Common stock, $0.001 par value per share (150,000,000 shares authorized, 54,095,110 and 44,974,248 shares issued, 54,053,801 and 44,932,939 shares outstanding at December 31, 2015 and 2014, respectively) | 54,095 | 44,974 |
Contingently issuable shares | 6 | 6 |
Additional paid-in capital | 259,887,464 | 175,476,521 |
Treasury stock, at cost, 41,309 shares at December 31, 2015 and 2014 | (234,337) | (234,337) |
Accumulated deficit | (158,133,926) | (95,185,280) |
Total stockholders’ equity | 101,573,302 | 80,101,884 |
Total liabilities and stockholders’ equity | $ 113,473,201 | $ 86,746,890 |
Consolidated Balance Sheets _Pa
Consolidated Balance Sheets [Parenthetical] - $ / shares | Dec. 31, 2015 | Dec. 31, 2014 |
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 150,000,000 | 150,000,000 |
Common stock, shares issued | 54,095,110 | 44,974,248 |
Common stock, shares outstanding | 54,053,801 | 44,932,939 |
Treasury stock, shares | 41,309 | 41,309 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
License revenue | $ 152,381 | $ 152,381 | $ 152,381 |
Research and development: | |||
Noncash stock expense associated with in-licensing agreements | 0 | 5,350,094 | 0 |
Noncash compensation | 4,261,406 | 8,731,566 | 1,041,519 |
Other research and development | 43,445,817 | 26,004,687 | 12,621,161 |
Total research and development | 47,707,223 | 40,086,347 | 13,662,680 |
General and administrative: | |||
Noncash compensation | 11,435,686 | 12,373,726 | 4,161,629 |
Other general and administrative | 4,189,488 | 3,413,400 | 2,496,461 |
Total general and administrative | 15,625,174 | 15,787,126 | 6,658,090 |
Impairment of in-process research and development | 0 | 0 | 2,797,600 |
Total costs and expenses | 63,332,397 | 55,873,473 | 23,118,370 |
Operating loss | (63,180,016) | (55,721,092) | (22,965,989) |
Other (income) expense: | |||
Interest income | (174,653) | (55,049) | (30,822) |
Other income | 0 | (95,427) | (108,894) |
Interest expense | 972,736 | 930,701 | 952,888 |
Change in fair value of notes payable | (1,029,453) | (720,040) | (3,300,951) |
Total other (income) expense, net | (231,370) | 60,185 | (2,487,779) |
Net loss | $ (62,948,646) | $ (55,781,277) | $ (20,478,210) |
Basic and diluted net loss per common share (in dollars per share) | $ (1.38) | $ (1.64) | $ (0.81) |
Weighted average shares used in computing basic and diluted net loss per common share (in shares) | 45,646,414 | 34,068,926 | 25,413,964 |
Consolidated Statements of Equi
Consolidated Statements of Equity - USD ($) | Total | Common Stock [Member] | Contingently Issuable Shares [Member] | Additional Paid-in Capital [Member] | Treasury Stock [Member] | Accumulated Deficit [Member] |
Balance at Dec. 31, 2012 | $ 15,550,301 | $ 25,821 | $ 34,534,805 | $ (84,538) | $ (18,925,793) | |
Balance (in shares) at Dec. 31, 2012 | 25,820,738 | 6 | 13,526 | |||
Issuance of common stock in connection with exercise of warrants | 2,280,773 | $ 1,013 | 2,279,760 | |||
Issuance of common stock in connection with exercise of warrants (in shares) | 1,013,009 | |||||
Issuance of common stock in connection with cashless exercise of warrants | (1) | $ 3 | (4) | |||
Issuance of common stock in connection with cashless exercise of warrants (in shares) | 3,024 | |||||
Issuance of restricted stock | 0 | $ 944 | (944) | |||
Issuance of restricted stock (in shares) | 944,464 | |||||
Issuance of common stock in At-the-Market offering (net of offering costs of $1,310,591) | 37,648,280 | $ 6,555 | 37,641,725 | |||
Issuance of common stock in At-the-Market offering (net of offering costs of $1,310,591) (in shares) | 6,555,000 | |||||
Compensation in respect of restricted stock granted to employees, directors and consultants | 5,203,148 | 5,203,148 | ||||
Surrender of common stock for tax withholding | (149,799) | $ (149,799) | ||||
Surrender of common stock for tax withholding (in shares) | 27,783 | |||||
Net loss | (20,478,210) | (20,478,210) | ||||
Balance at Dec. 31, 2013 | 40,054,492 | $ 34,336 | 79,658,490 | $ (234,337) | (39,404,003) | |
Balance (in shares) at Dec. 31, 2013 | 34,336,235 | 6 | 41,309 | |||
Issuance of common stock in connection with exercise of warrants | 3,556,624 | $ 1,561 | 3,555,063 | |||
Issuance of common stock in connection with exercise of warrants (in shares) | 1,560,826 | |||||
Issuance of common stock in connection with exercise of options | 202,400 | $ 46 | 202,354 | |||
Issuance of common stock in connection with exercise of options in shares (in shares) | 46,000 | |||||
Issuance of restricted stock | 0 | $ 983 | (983) | |||
Issuance of restricted stock (in shares) | 982,793 | |||||
Forfeiture of restricted stock | 0 | $ (1) | 1 | |||
Forfeiture of restricted stock (in shares) | (1,000) | |||||
Issuance of common stock in At-the-Market offering (net of offering costs of $1,310,591) | 16,791,408 | $ 2,703 | 16,788,705 | |||
Issuance of common stock in At-the-Market offering (net of offering costs of $1,310,591) (in shares) | 2,702,809 | |||||
Compensation in respect of restricted stock granted to employees, directors and consultants | 21,105,292 | 21,105,292 | ||||
Issuance of common stock in At the Market offering | 48,822,852 | $ 4,850 | 48,818,002 | |||
Issuance of common stock in At the Market offering (in shares) | 4,850,055 | |||||
Common stock issued in connection with in-licensing agreements | 5,350,093 | $ 496 | 5,349,597 | |||
Common stock issued in connection with in-licensing agreements (in shares) | 496,530 | |||||
Net loss | (55,781,277) | (55,781,277) | ||||
Balance at Dec. 31, 2014 | 80,101,884 | $ 44,974 | 175,476,521 | $ (234,337) | (95,185,280) | |
Balance (in shares) at Dec. 31, 2014 | 44,974,248 | 6 | 41,309 | |||
Issuance of common stock in connection with exercise of warrants | 1,067,339 | $ 2,946 | 1,064,393 | |||
Issuance of common stock in connection with exercise of warrants (in shares) | 2,946,703 | |||||
Issuance of common stock in connection with cashless exercise of warrants | 0 | $ 3 | (3) | |||
Issuance of common stock in connection with cashless exercise of warrants (in shares) | 2,915 | |||||
Issuance of common stock in connection with conversion of notes payable | 6,925 | $ 1 | 6,924 | |||
Issuance of common stock in connection with conversion of notes payable (in shares) | 522 | |||||
Issuance of restricted stock | 0 | $ 1,993 | (1,993) | |||
Issuance of restricted stock (in shares) | 1,992,535 | |||||
Forfeiture of restricted stock | 0 | $ (31) | 31 | |||
Forfeiture of restricted stock (in shares) | (31,166) | |||||
Issuance of common stock to related party for cash (See Note 9) | 750,005 | $ 115 | 749,890 | |||
Issuance of common stock to related party for cash (See Note 9) (in shares) | 114,855 | |||||
Compensation in respect of restricted stock granted to employees, directors and consultants | 15,697,092 | 15,697,092 | ||||
Issuance of common stock in At the Market offering | 66,898,703 | $ 4,094 | 66,894,609 | |||
Issuance of common stock in At the Market offering (in shares) | 4,094,498 | |||||
Net loss | (62,948,646) | (62,948,646) | ||||
Balance at Dec. 31, 2015 | $ 101,573,302 | $ 54,095 | $ 259,887,464 | $ (234,337) | $ (158,133,926) | |
Balance (in shares) at Dec. 31, 2015 | 54,095,110 | 6 | 41,309 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Equity [Parenthetical] - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Payments of Stock Issuance Costs | $ 1,310,591 | $ 1,101,572 | |
Adjustments to Additional Paid in Capital, Stock Issued, Issuance Costs | $ 1,344,440 | $ 2,664,970 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
CASH FLOWS FROM OPERATING ACTIVITIES | |||
Consolidated net loss | $ (62,948,646) | $ (55,781,277) | $ (20,478,210) |
Adjustments to reconcile consolidated net loss to net cash used in operating activities: | |||
Gain on settlement of notes payable | 0 | (95,427) | 0 |
Noncash stock compensation expense | 15,697,092 | 21,105,292 | 5,203,148 |
Noncash stock expense associated with in-licensing agreements | 0 | 5,350,094 | 0 |
Impairment of in-process research and development | 0 | 0 | 2,797,600 |
Depreciation | 15,452 | 3,931 | 1,127 |
Amortization of premium on investment securities | 536,142 | 193,581 | 975 |
Change in fair value of notes payable | (56,717) | 210,661 | (2,414,569) |
Changes in assets and liabilities: | |||
Increase in restricted cash | (4,131) | (575,012) | 0 |
(Increase) decrease in other current assets | (3,105,771) | (4,563,067) | 229,258 |
Increase in accrued interest receivable | (100,505) | (58,347) | (27,169) |
Increase in other assets | (41,722) | 0 | 0 |
Increase (decrease) in accounts payable and accrued expenses | 5,470,915 | (603,377) | 4,034,605 |
Increase (decrease) in interest payable | 0 | (94,590) | 66,506 |
Decrease in deferred revenue | (152,381) | (152,381) | (152,381) |
Net cash used in operating activities | (44,690,272) | (35,059,919) | (10,739,110) |
CASH FLOWS FROM INVESTING ACTIVITIES | |||
Purchases of property, plant and equipment | (42,217) | (18,570) | (5,681) |
Investment in held-to-maturity securities | (48,993,652) | (18,336,719) | (4,919,871) |
Proceeds from maturity of short-term securities | 24,350,000 | 0 | 0 |
Net cash used in investing activities | (24,685,869) | (18,355,289) | (4,925,552) |
CASH FLOWS FROM FINANCING ACTIVITIES | |||
Proceeds from the exercise of warrants | 1,067,339 | 3,556,624 | 2,280,773 |
Proceeds from the exercise of options | 0 | 202,400 | 0 |
Payment of notes payable | 0 | (677,778) | 0 |
Proceeds from sale of common stock, net | 67,760,517 | 65,614,260 | 37,648,280 |
Deferred financing costs paid | (104,170) | (51,980) | (85,121) |
Purchase of treasury stock | 0 | 0 | (149,799) |
Net cash provided by financing activities | 68,723,686 | 68,643,526 | 39,694,133 |
NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS | (652,455) | 15,228,318 | 24,029,471 |
Cash and cash equivalents at beginning of year | 55,713,784 | 40,485,466 | 16,455,995 |
CASH AND CASH EQUIVALENTS AT END OF YEAR | 55,061,329 | 55,713,784 | 40,485,466 |
NONCASH TRANSACTIONS | |||
Reclassification of deferred financing costs to additional paid-in capital | (111,810) | 0 | 0 |
Conversion of convertible notes payable to common stock | $ 6,924 | $ 0 | $ 0 |
ORGANIZATION AND SUMMARY OF SIG
ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies [Text Block] | NOTE 1 ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES We are a biopharmaceutical company focused on the acquisition, development and commercialization of novel treatments for B-cell malignancies and autoimmune diseases. Currently, the Company is developing two therapies targeting hematologic malignancies. TG-1101 (ublituximab) is a novel, glycoengineered monoclonal antibody that targets a specific and unique epitope on the CD20 antigen found on mature B-lymphocytes. We are also developing TGR-1202, an orally available PI3K delta inhibitor. The delta isoform of PI3K is strongly expressed in cells of hematopoietic origin and is believed to be important in the proliferation and survival of B-lymphocytes. Both TG-1101 and TGR-1202 are in clinical development for patients with hematologic malignancies. The Company also has pre-clinical programs seeking to develop IRAK4 (interleukin-1 receptor-associated kinase 4) inhibitors and anti-PD-L1 and anti-GITR antibodies. We also actively evaluate complementary products, technologies and companies for in-licensing, partnership, acquisition and/or investment opportunities. To date, we have not received approval for the sale of any of our drug candidates in any market and, therefore, have not generated any product sales from our drug candidates. We have incurred operating losses since our inception, and expect to continue to incur operating losses for the foreseeable future and may never become profitable. As of December 31, 2015, we have an accumulated deficit of $ 158.1 Our major sources of cash have been proceeds from the private placement and public offering of equity securities. We have not yet commercialized any of our drug candidates and cannot be sure if we will ever be able to do so. Even if we commercialize one or more of our drug candidates, we may not become profitable. Our ability to achieve profitability depends on many factors, including our ability to obtain regulatory approval for our drug candidates; successfully complete any post-approval regulatory obligations; and successfully commercialize our drug candidates alone or in partnership. We may continue to incur substantial operating losses even if we begin to generate revenues from our drug candidates. As of December 31, 2015, we had $ 102.4 24 Our common stock is quoted on the Nasdaq Capital Market In May 2014, the Financial Accounting Standards Board (“FASB”) issued an update to Accounting Standards Codification (“ASC”) 606, Revenue from Contracts with Customers. This update to ASC 606 provides a five-step process to determine when and how revenue is recognized. The core principle of the guidance is that a Company should recognize revenue upon transfer of promised goods or services to customers in an amount that reflects the expected consideration to be received in exchange for those goods or services. This update to ASC 606 will also result in enhanced disclosures about revenue, providing guidance for transactions that were not previously addressed comprehensively, and improving guidance for multiple-element arrangements. This update to ASC 606 is effective for us beginning in fiscal 2018. We are currently evaluating the impact of this update on our consolidated financial statements. In August 2014, the FASB issued Accounting Standards Update 2014-15, Presentation of Financial StatementsGoing Concern, which requires management of an entity to evaluate whether there are conditions or events, considered in the aggregate, that raise substantial doubt about the entity’s ability to continue as a going concern within one year after the date that the financial statements are issued or available to be issued. This update will become effective beginning January 1, 2017, with early adoption permitted. The provisions of this standard are not expected to significantly impact the Company. In November 2015, the FASB issued Accounting Standards Update 2015-17, Balance Sheet Classification of Deferred Taxes. This update requires that deferred tax liabilities and assets be classified as noncurrent in a classified statement of financial position. The amendments in this update apply to all entities that present a classified statement of financial position. This update will become effective for public business entities for annual periods beginning after December 15, 2016, and interim periods within those annual periods. The provisions of this standard are not expected to significantly impact the Company. In February 2016, the FASB issued ASU No. 2016-02, “Leases (Topic 842),” which requires lessees to recognize assets and liabilities for the rights and obligations created by most leases on their balance sheet. The guidance is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Early application is permitted. ASU 2016-02 requires modified retrospective adoption for all leases existing at, or entered into after, the date of initial application, with an option to use certain transition relief. The Company is currently evaluating the impact the standard may have on its consolidated financial statements and related disclosures. Other pronouncements issued by the FASB or other authoritative accounting standards group with future effective dates are either not applicable or not significant to our consolidated financial statements. The preparation of financial statements in conformity with U.S. generally accepted accounting principles (“GAAP”) requires management to make estimates and judgments that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the applicable reporting period. Actual results could differ from those estimates. Such differences could be material to the financial statements. We treat liquid investments with original maturities of less than three months when purchased as cash and cash equivalents. We record cash pledged or held in trust as restricted cash. As of December 31, 2015, we have approximately $ 0.6 pledged to secure a line of credit as a security deposit for a Desk Agreement (see Note 9). Investment securities at December 31, 2015 and 2014 consist of short-term and long-term government securities. We classify these securities as held-to-maturity. Held-to-maturity securities are those securities in which we have the ability and intent to hold the security until maturity. Held-to-maturity securities are recorded at amortized cost, adjusted for the amortization or accretion of premiums or discounts. Premiums and discounts are amortized or accreted over the life of the related held-to-maturity security as an adjustment to yield using the effective interest method. A decline in the market value of any investment security below cost, that is deemed to be other than temporary, results in a reduction in the carrying amount to fair value. The impairment is charged to operations and a new cost basis for the security is established. Other-than-temporary impairment charges are included in interest and other income (expense), net. Unrealized gains, if determined to be temporary, are included in accumulated other comprehensive income in equity. Dividend and interest income are recognized when earned. Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash and cash equivalents, short-term investments and long-term investments. The Company maintains its cash and cash equivalents with high-credit quality financial institutions. At times, such amounts may exceed federally-insured limits. We recognize license revenue in accordance with the revenue recognition guidance of the FASB Accounting Standards Codification, or Codification. We analyze each element of our licensing agreement to determine the appropriate revenue recognition. The terms of the license agreement may include payments to us of non-refundable up-front license fees, milestone payments if specified objectives are achieved, and/or royalties on product sales. We recognize revenue from upfront payments over the period of significant involvement under the related agreements unless the fee is in exchange for products delivered or services rendered that represent the culmination of a separate earnings process and no further performance obligation exists under the contract. We recognize milestone payments as revenue upon the achievement of specified milestones only if (1) the milestone payment is non-refundable, (2) substantive effort is involved in achieving the milestone, (3) the amount of the milestone is reasonable in relation to the effort expended or the risk associated with achievement of the milestone, and (4) the milestone is at risk for both parties. If any of these conditions are not met, we defer the milestone payment and recognize it as revenue over the estimated period of performance under the contract. Generally, research and development costs are expensed as incurred. Nonrefundable advance payments for goods or services that will be used or rendered for future research and development activities are deferred and amortized over the period that the goods are delivered or the related services are performed, subject to an assessment of recoverability. We make estimates of costs incurred in relation to external clinical research organizations, or CROs, and clinical site costs. We analyze the progress of clinical trials, including levels of patient enrollment, invoices received and contracted costs when evaluating the adequacy of the amount expensed and the related prepaid asset and accrued liability. Significant judgments and estimates must be made and used in determining the accrued balance and expense in any accounting period. We review and accrue CRO expenses and clinical trial study expenses based on work performed and rely upon estimates of those costs applicable to the stage of completion of a study. Accrued CRO costs are subject to revisions as such trials progress to completion. Revisions are charged to expense in the period in which the facts that give rise to the revision become known. With respect to clinical site costs, the financial terms of these agreements are subject to negotiation and vary from contract to contract. Payments under these contracts may be uneven, and depend on factors such as the achievement of certain events, the successful recruitment of patients, the completion of portions of the clinical trial or similar conditions. The objective of our policy is to match the recording of expenses in our financial statements to the actual services received and efforts expended. As such, expense accruals related to clinical site costs are recognized based on our estimate of the degree of completion of the event or events specified in the specific clinical study or trial contract. Prepaid research and development in our consolidated balance sheet includes, among other things, certain fees related to development and manufacturing services. These development and manufacturing agreements often require payments in advance of services performed or goods received. Accordingly, as of December 31, 2015 and 2014, we recorded approximately $ 7.7 5.8 INCOME TAXES Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases, operating losses and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in operations in the period that includes the enactment date. If the likelihood of realizing the deferred tax assets or liability is less than “more likely than not,” a valuation allowance is then created. We, and our subsidiaries, file income tax returns in the U.S. Federal jurisdiction and in various states. We have tax net operating loss carryforwards that are subject to examination for a number of years beyond the year in which they were generated for tax purposes. Since a portion of these net operating loss carryforwards may be utilized in the future, many of these net operating loss carryforwards will remain subject to examination. We recognize interest and penalties related to uncertain income tax positions in income tax expense. We recognize all share-based payments to employees and non-employee directors (as compensation for service) as noncash compensation expense in the consolidated financial statements based on the fair values of such payments. Stock-based compensation expense recognized each period is based on the value of the portion of share-based payment awards that is ultimately expected to vest during the period. Forfeitures are estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates. For share-based payments to consultants and other third-parties (including related parties), noncash compensation expense is determined at the “measurement date.” The expense is recognized over the vesting period of the award. Until the measurement date is reached, the total amount of compensation expense remains uncertain. We record compensation expense based on the fair value of the award at the reporting date. The awards to consultants and other third-parties (including related parties) are then revalued, or the total compensation is recalculated based on the then current fair value, at each subsequent reporting date. In addition, because some of the options, restricted stock and warrants issued to employees, consultants and other third-parties vest upon achievement of certain milestones, the total expense is uncertain. Compensation expense for such awards that vest upon the achievement of milestones is recognized when the achievement of such milestone becomes probable. Basic net loss per common share is calculated by dividing net loss applicable to common shares by the weighted-average number of common shares outstanding for the period. Diluted net loss per common share is the same as basic net loss per common share, since potentially dilutive securities from stock options, stock warrants and convertible preferred stock would have an antidilutive effect either because the Company incurred a net loss during the period presented or because such potentially dilutive securities were out of the money and the Company realized net income during the period presented. The amounts of potentially dilutive securities excluded from the calculation were 7,064,396 8,890,796 10,618,584 Long-lived assets are reviewed for an impairment loss when circumstances indicate that the carrying value of long-lived tangible and intangible assets with finite lives may not be recoverable. Management’s policy in determining whether an impairment indicator exists, a triggering event, comprises measurable operating performance criteria as well as qualitative measures. If an analysis is necessitated by the occurrence of a triggering event, we make certain assumptions in determining the impairment amount. If the carrying amount of an asset exceeds its estimated future cash flows, an impairment charge is recognized. Goodwill is reviewed for impairment annually, or when events arise that could indicate that an impairment exists. We test for goodwill impairment using a two-step process. The first step compares the fair value of the reporting unit with the unit's carrying value, including goodwill. When the carrying value of the reporting unit is greater than fair value, the unit’s goodwill may be impaired, and the second step must be completed to measure the amount of the goodwill impairment charge, if any. In the second step, the implied fair value of the reporting unit’s goodwill is compared with the carrying amount of the unit’s goodwill. If the carrying amount is greater than the implied fair value, the carrying value of the goodwill must be written down to its implied fair value. We will continue to perform impairment tests annually, at December 31, and whenever events or changes in circumstances suggest that the carrying value of an asset may not be recoverable. |
CASH AND CASH EQUIVALENTS
CASH AND CASH EQUIVALENTS | 12 Months Ended |
Dec. 31, 2015 | |
Cash and Cash Equivalents [Abstract] | |
Cash and Cash Equivalents Disclosure [Text Block] | NOTE 2 CASH AND CASH EQUIVALENTS The following tables summarize our cash and cash equivalents at December 31, 2015 and December 31, 2014: December 31, 2015 December 31, 2014 Money market funds $ 8,265,583 $ 12,364,537 Checking and bank deposits 46,795,746 43,349,247 Total $ 55,061,329 $ 55,713,784 |
INVESTMENT SECURITIES
INVESTMENT SECURITIES | 12 Months Ended |
Dec. 31, 2015 | |
Investments, Debt and Equity Securities [Abstract] | |
Investments in Debt and Marketable Equity Securities (and Certain Trading Assets) Disclosure [Text Block] | NOTE 3 INVESTMENT SECURITIES We record our investments as held-to-maturity. Held-to-maturity investments are recorded at amortized cost. December 31, 2015 Amortized cost, Gross Gross Estimated fair Short-term investments: Obligations of domestic governmental agencies (maturing between January 2016 and December 2016) (held-to-maturity) $ 22,166,512 $ $ 22,822 $ 22,143,690 Long-term investments: Obligations of domestic governmental agencies (maturing between January 2017 and December 2017) (held-to-maturity) 25,003,032 85,846 24,917,186 Total short-term and long-term investment securities $ 47,169,544 $ $ 108,668 $ 47,060,876 December 31, 2014 Amortized cost, Gross Gross Estimated Short-term investments: Obligations of domestic governmental agencies (maturing between January 2015 and December 2015) (held-to-maturity) $ 23,062,034 $ 922 $ 5,806 $ 23,057,150 Total short-term investment securities $ 23,062,034 $ 922 $ 5,806 $ 23,057,150 |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 12 Months Ended |
Dec. 31, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Value Disclosures [Text Block] | NOTE 4 FAIR VALUE MEASUREMENTS We measure certain financial assets and liabilities at fair value on a recurring basis in the financial statements. The fair value hierarchy ranks the quality and reliability of inputs, or assumptions, used in the determination of fair value and requires financial assets and liabilities carried at fair value to be classified and disclosed in one of the following three categories: · Level 1 quoted prices in active markets for identical assets and liabilities; · Level 2 inputs other than Level 1 quoted prices that are directly or indirectly observable; and · Level 3 unobservable inputs that are not corroborated by market data. As of December 31, 2015 and 2014, the fair values of cash and cash equivalents, restricted cash, and notes and interest payable, current portion approximate their carrying value. At the time of our merger (we were then known as Manhattan Pharmaceuticals, Inc. (“Manhattan”)) with Ariston Pharmaceuticals, Inc. (“Ariston”) in March 2010, Ariston issued $ 15.5 5 5 50 The cumulative liability including accrued and unpaid interest of the 5 19.9 19.5 5 In December 2011, we elected the fair value option for valuing the 5% Notes. The fair value option was elected in order to reflect in our financial statements the assumptions that market participants use in evaluating these financial instruments. As of December 31, 2013, as a result of expiring intellectual property rights and other factors, it was determined that net product cash flows from AST-726 were unlikely. As we have no other obligations under the 5% Notes aside from the net product cash flows and the conversion feature, the conversion feature was used to estimate the 5% Notes’ fair value as of December 31, 2015 and 2014. The assumptions, assessments and projections of future revenues are subject to uncertainties, difficult to predict, and require significant judgment. The use of different assumptions, applying different judgment to inherently subjective matters and changes in future market conditions could result in significantly different estimates of fair value and the differences could be material to our consolidated financial statements. Financial liabilities at fair value Level 1 Level 2 Level 3 Total 5% Notes $ $ $ 211,549 $ 211,549 Totals $ $ $ 211,549 $ 211,549 Financial liabilities at fair value Level 1 Level 2 Level 3 Total 5% Notes $ $ $ 275,190 $ 275,190 Totals $ $ $ 275,190 $ 275,190 The Level 3 amounts above represent the fair value of the 5% Notes and related accrued interest. Balance at January 1, 2014 $ 64,529 Interest accrued on face value of 5% Notes 930,701 Change in fair value of Level 3 liabilities (720,040) Balance at December 31, 2014 275,190 Interest accrued on face value of 5% Notes 972,736 Conversion of 5% Notes (6,924) Change in fair value of Level 3 liabilities (1,029,453) Balance at December 31, 2015 $ 211,549 The change in the fair value of the Level 3 liabilities is reported in other (income) expense in the accompanying consolidated statements of operations. Nonrecurring Fair Value Measurements Fair value measurements Level 1 Level 2 Level 3 Total impairment charge Assets: In-process research and development $ $ $ $ (2,797,600) Total $ $ $ $ (2,797,600) As of December 31, 2013, as a result of expiring intellectual property rights, uncertain regulatory pathways, and market changes affecting the commercial potential for the Ariston in-process research and development asset (AST-726), we determined that the asset's carrying value was no longer recoverable. Accordingly, during the year ended December 31, 2013, we recorded a non-cash impairment charge of $ 2,797,600 |
STOCKHOLDERS' EQUITY
STOCKHOLDERS' EQUITY | 12 Months Ended |
Dec. 31, 2015 | |
Stockholders' Equity Note [Abstract] | |
Shareholders Equity and Share-based Payments [Text Block] | NOTE 5 Preferred Stock Our amended and restated certificate of incorporation authorizes the issuance of up to 10,000,000 0.001 issuable in one or more series. Upon issuance, the Company can determine the rights, preferences, privileges and restrictions thereof. These rights, preferences and privileges could include dividend rights, conversion rights, voting rights, terms of redemption, liquidation preferences, sinking fund terms and the number of shares constituting any series or the designation of such series, any or all of which may be greater than the rights of common stock. Stockholder Rights Plan On July 18, 2014, we adopted a stockholder rights plan. The stockholder rights plan is embodied in the Stockholder Protection Rights Agreement dated as of July 18, 2014 (the “Rights Agreement”), between us and American Stock Transfer & Trust Company, LLC, as rights agent (the “Rights Agent”). Accordingly, the Board of Directors declared a distribution of one right (a “Right”) for each outstanding share of common stock, to stockholders of record at the close of business on July 28, 2014, for each share of common stock issued (including shares distributed from treasury) by us thereafter and prior to the Separation Time (as defined in the Rights Agreement), and for certain shares of common stock issued after the Separation 0.001 100.00 If a Person becomes an Acquiring Person, all holders of Rights, except the Acquiring Person, may purchase at the Right’s then-current exercise price, common stock having a market value equal to twice the exercise price. Moreover, at any time after a Person becomes an Acquiring Person (unless such Person acquires 50 percent or more of our common stock then outstanding, as more fully described in the Rights Agreement), the Board of Directors may exchange all (but not less than all) of the then outstanding Rights (other than rights owned by such Person, which would have become void) for shares of common stock at an exchange ratio of one share of common stock per Right, appropriately adjusted in order to protect the interests of holders of Rights. The Rights Agreement was approved by our Board of Directors on July 18, 2014. The Rights will expire at the close of business on its ten year anniversary, unless earlier exchanged or terminated by us. Common Stock Our amended and restated certificate of incorporation authorizes the issuance of up to 150,000,000 0.001 350,000,000 500,000,000 150,000,000 On July 18, 2013, we announced the pricing of an underwritten public offering of 5,700,000 6.15 35 855,000 37.6 2.7 On March 11, 2014, we announced the pricing of an underwritten sale of 2,702,809 6.71 18.1 16.8 1.3 On June 21, 2013, we entered into an At-the-Market Issuance Sales Agreement (the “2013 ATM”) with MLV & Co. LLC (“MLV”) under which we could issue and sell shares of our common stock, having an aggregate offering price of up to $ 50.0 3.0 During the year ended December 31, 2014, we sold a total of 4,850,055 shares of common stock under the 2013 ATM for aggregate total gross proceeds of approximately $ 50.0 10.31 48.9 In December 2014, we filed a shelf registration statement on Form S-3 (the “2015 S-3”), which was declared effective in January 2015. Under the 2015 S-3, the Company may sell up to a total of $ 250 75.0 3.0 During the year ended December 31, 2015, we sold a total of 4,094,498 68.2 16.66 67.0 We currently have two shelf registration statements on Form S-3 filed and declared effective by the SEC (File No. 333-189015 and File No. 333-201339). After deducting shares already sold, approximately $ 248 Treasury Stock As of December 31, 2015 and 2014, 41,309 234,000 Equity Incentive Plans In May 2012, we established the TG Therapeutics, Inc. Amended and Restated 2012 Incentive Plan (“2012 Incentive Plan”). Under the 2012 Incentive Plan, our compensation committee of board of directors is authorized to grant stock-based awards to directors, consultants, employees and officers. The 2012 Incentive Plan authorizes grants to purchase up to 6,000,000 An amendment to the 2012 Incentive Plan was approved by stockholders in June 2015. Pursuant to this amendment, 6,000,000 4,164,631 Stock Options Number Weighted- Weighted- Aggregate (in years) Outstanding at January 1, 2013 46,904 $ 61.08 9.44 Granted Exercised Forfeited (313) 2,249.85 Expired Outstanding at December 31, 2013 46,591 46.37 8.50 $ Granted Exercised (46,000) 4.40 Forfeited Expired (397) 4,457.57 Outstanding at December 31, 2014 194 971.70 3.50 $ Granted Exercised Forfeited (152) 463.32 Expired (42) 2,811.53 Outstanding at December 31, 2015 $ $ Exercisable at December 31, 2015 $ $ As of December 31, 2015, there are no unvested option awards and no unrecognized compensation cost related option awards. Restricted Stock Number of Shares Weighted Outstanding at January 1, 2013 6,614,243 $ 4.49 Granted 944,464 4.13 Vested (523,750) 2.48 Forfeited Outstanding at December 31, 2013 7,034,957 4.60 Granted 982,793 13.55 Vested (1,616,749) 6.53 Forfeited (1,000) 6.60 Outstanding at December 31, 2014 6,400,001 5.86 Granted 1,992,535 12.89 Vested (1,001,455) 5.04 Forfeited (31,166) 16.76 Outstanding at December 31, 2015 7,359,915 $ 7.83 Total expense associated with restricted stock grants was $ 15,697,092 20,726,512 5,146,743 22.9 2.2 411,172 2,371,167 Milestone-based non-cash compensation expense will be measured and recorded if and when a milestone becomes probable. Warrants Warrants Weighted- Aggregate Outstanding at January 1, 2013 6,781,007 $ 1.58 $ 14,563,539 Issued Exercised (1,018,068) 2.25 Expired (43,992) 16.26 Outstanding at December 31, 2013 5,718,947 1.34 $ 14,809,030 Issued Exercised (1,560,826) 2.28 Expired (9,893) 20.74 Outstanding at December 31, 2014 4,148,228 0.94 $ 61,792,184 Issued Exercised (2,950,115) 0.36 Expired (11,364) 2.25 Outstanding at December 31, 2015 1,186,749 $ 2.37 $ 11,341,452 Stock-Based Compensation The fair value of stock options granted is estimated at the date of grant using the Black-Scholes pricing model. The expected term of options granted is derived from historical data and the expected vesting period. Expected volatility is based on the historical volatility of our common stock. The risk-free interest rate is based on the U.S. Treasury yield for a period consistent with the expected term of the option in effect at the time of the grant. We have assumed no expected dividend yield, as dividends have never been paid to stock or option holders and will not be paid for the foreseeable future. The Company did not grant any stock options during the years ended December 31, 2015, 2014 and 2013. 2015 2014 2013 Stock-based compensation expense associated with restricted stock $ 15,697,092 $ 20,726,512 $ 5,146,743 Stock-based compensation expense associated with stock options 378,780 56,405 $ 15,697,092 $ 21,105,292 $ 5,203,148 |
NOTES PAYABLE
NOTES PAYABLE | 12 Months Ended |
Dec. 31, 2015 | |
Debt Disclosure [Abstract] | |
Debt Disclosure [Text Block] | NOTE 6 NOTES PAYABLE December 31, 2015 December 31, 2014 Current Non- Total Current Non- Total Convertible 5% Notes Payable $ 211,549 $ - $ 211,549 $ 275,190 $ - $ 275,190 Totals $ 211,549 $ - $ 211,549 $ 275,190 $ - $ 275,190 Convertible 5% Notes Payable On March 8, 2010, Manhattan entered into an Agreement and Plan of Merger (the "Merger Agreement") by and among Manhattan, Ariston and Ariston Merger Corp., a Delaware corporation and wholly-owned subsidiary of Manhattan (the "Merger Sub"). Pursuant to the terms and conditions of the Merger Agreement, on March 8, 2010, the Merger Sub merged with and into Ariston (the "Merger"), with Ariston being the surviving corporation of the Merger. As a result of the Merger, Ariston became a wholly-owned subsidiary of Manhattan. The 5 1,125 50 We have no obligation under the 5 50 March 8, 2015 The cumulative liability including accrued and unpaid interest of these notes was approximately $ 19.9 19.5 5 December 31 In December 2011, we elected the fair value option for valuing the 5 |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Tax Disclosure [Text Block] | NOTE 7 INCOME TAXES We account for income taxes under the asset and liability method. Deferred tax assets and liabilities are determined based on differences between the financial reporting and tax basis of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. A valuation allowance is established when necessary to reduce deferred tax assets to the amount expected to be realized. In determining the need for a valuation allowance, management reviews both positive and negative evidence, including current and historical results of operations, future income projections and the overall prospects of our business. Based upon management's assessment of all available evidence, we believe that it is more-likely-than-not that the deferred tax assets will not be realizable, and therefore, a valuation allowance has been established. The valuation allowance for deferred tax assets was approximately $ 86,359,000 69,084,000 46,283,000 As of December 31, 2015, we have U.S. net operating loss carryforwards (“NOLs”) of approximately $ 195,895,000 2035 2015 2014 Deferred tax assets (liabilities): Net operating loss carryforwards $ 68,700,379 $ 52,350,293 Research and development credit 4,962,298 3,358,934 Noncash compensation 12,087,968 12,417,815 Acquired in-process research and development Foreign tax credit Other 608,205 956,727 Deferred tax asset, excluding valuation allowance 86,358,850 69,083,769 Less valuation allowance (86,358,850) (69,083,769) Net deferred tax assets $ $ 34 For the year ended December 31, 2015 2014 2013 Loss before income taxes, as reported in the consolidated statements of operations $ (62,948,646) $ (55,781,277) $ (20,478,210) Computed “expected” tax benefit $ (21,402,540) $ (18,965,634) $ (6,962,592) Increase (decrease) in income taxes resulting from: Expected benefit from state and local taxes (672,306) (2,533,156) (917,810) Research and development credits (1,603,364) (1,092,767) (250,000) Other 566,310 35,459 43,026 Permanent difference related to contingent note payable (244,814) (1,924,558) Impact of change in state tax rates on deferred taxes 5,836,819 Change in the balance of the valuation allowance for deferred tax assets 17,275,081 22,800,912 10,011,934 $ $ $ We file income tax returns in the U.S. Federal and various state and local jurisdictions. With certain exceptions, the Company is no longer subject to U.S. Federal and state income tax examinations by tax authorities for years prior to 2011. However, NOLs and tax credits generated from those prior years could still be adjusted upon audit. The Company recognizes interest and penalties to uncertain tax position in income tax expense in the statement of operations. There was no accrual for interest and penalties related to uncertain tax positions for 2015 and 2014. We do not believe that there will be a material change in our unrecognized tax positions over the next twelve months. All of the unrecognized tax benefits, if recognized, would be offset by the valuation allowance. |
LICENSE AGREEMENTS
LICENSE AGREEMENTS | 12 Months Ended |
Dec. 31, 2015 | |
License Agreement [Abstract] | |
License Agreement Disclosure [Text Block] | Anti-PD-L1 and anti-GITR On March 3, 2015, we entered into a Global Collaboration Agreement (the “Collaboration”) with Checkpoint Therapeutics, Inc. (“Checkpoint”), a subsidiary of Fortress Biotech, Inc. (“Fortress”), a related party, for the development and commercialization of Checkpoint’s anti-PD-L1 and anti-GITR antibody research programs in the field of hematological malignancies. Checkpoint retains the rights to develop and commercialize these antibodies in solid tumors. Under the terms of the Collaboration, we made an up-front payment of $ 0.5 164 Michael Weiss, our Executive Chairman, Interim CEO and President is also the Executive Vice Chairman of Fortress and the Executive Chairman of Checkpoint (See Note 9). TGR-1202 On September 22, 2014, we exercised our option to license the global rights to TGR-1202, thereby entering into an exclusive licensing agreement (the “TGR-1202 License”) with Rhizen Pharmaceuticals, SA (“Rhizen”) for the development and commercialization of TGR-1202. Prior to this, we had been jointly developing TGR-1202 in a 50:50 joint venture with Rhizen. Under the terms of the TGR-1202 License, Rhizen received a $ 4.0 371,530 175 In connection with the TGR-1202 License, we recognized $ 4.1 4.0 IRAK4 On June 23, 2014, we entered into an exclusive licensing agreement with Ligand Pharmaceuticals Incorporated ("Ligand") for the development and commercialization of Ligand's interleukin-1 receptor associated kinase-4 ("IRAK4") inhibitor technology, which currently is in preclinical development for potential use against certain cancers and autoimmune diseases. IRAK4 is a serine/threonine protein kinase that is a key downstream signaling component of the interleukin-1 receptor and multiple toll-like receptors. Under the terms of the license agreement, Ligand received 125,000 207 6 1 9.5 In connection with the license agreement, we recognized $ 1,211,250 Additionally, Opus Point Partners, LLC, who identified the opportunity and advised us on the transaction, will also be entitled to receive a 1 1 TG-1101 In November 2012, we entered into an exclusive (within the territory) sublicense agreement with Ildong relating to the development and commercialization of TG-1101 in South Korea and Southeast Asia. Under the terms of the sublicense agreement, Ildong has been granted a royalty bearing, exclusive right, including the right to grant sublicenses, to develop and commercialize TG-1101 in South Korea, Taiwan, Singapore, Indonesia, Malaysia, Thailand, Philippines, Vietnam, and Myanmar. An upfront payment of $ 2.0 net of $ 0.3 152,000 December 31 December 31 1,524,000 1,676,000 1,829,000 2,000,000 We may receive up to an additional $ 5.0 |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 12 Months Ended |
Dec. 31, 2015 | |
Related Party Transactions [Abstract] | |
Related Party Transactions Disclosure [Text Block] | NOTE 9 RELATED PARTY TRANSACTIONS LFB Biotechnologies On January 30, 2012, we entered into an exclusive license agreement with LFB Biotechnologies, GTC Biotherapeutics and LFB/GTC LLC, all wholly-owned subsidiaries of LFB Group, relating to the development of ublituximab (the “LFB License Agreement”). In connection with the LFB License Agreement, LFB Group was issued 5,000,000 2,500,000 0.001 10 In connection with the LFB License Agreement, LFB Group maintained the right to purchase at least $ 750,000 114,855 6.53 750,000 2,500,000 0.001 Under the terms of the LFB License Agreement, we utilize LFB Group for certain development and manufacturing services. We incurred approximately $ 9,300,000 5,200,000 6,300,000 December 31 , 2015, 2014 and 2013, respectively, which have been included in other research and development expenses in the accompanying consolidated statements of operations. As of December 31 , 2015, and 2014, we had approximately $ 2.1 0.1 , respectively, recorded in accounts payable related to the LFB License Agreement. In conjunction with the development and manufacturing services discussed above, certain agreements between us and LFB Group require payments in advance of services performed or goods delivered. Accordingly, as of December 31, 2015 and 2014, we recorded $ 3.0 1.9 Other Parties In March 2014, we entered into a shared services agreement (the “Opus Shared Services Agreement”) with Opus Point Partners Management, LLC (“Opus”) in which the parties agreed to share a rented facility and costs for certain other services. Michael S. Weiss, our Executive Chairman and Interim Chief Executive Officer, is a Managing Member of Opus. During the years ended December 31 0.3 0.1 As of December 31 , 2015 and 2014, we had approximately $ 0.1 0.02 As discussed in Note 8 above, in connection with the licensing agreement with Ligand, Opus Point Partners, LLC, who identified the opportunity and advised us on the transaction, will be entitled to receive a 1% royalty for annual sales of up to $1 billion. As discussed in Note 8 above, with regard to the Collaboration with Checkpoint, our Executive Chairman and Interim Chief Executive Officer is also the Executive Vice Chairman of Fortress and the Executive Chairman of Checkpoint. In addition, Mr. Weiss holds equity interests in TG, Fortress and Checkpoint. On October 3, 2014, we entered into a Desk Space Agreement (the “Desk Agreement”) with Fortress, to occupy approximately 40 1.1 In connection with the Desk Agreement, we paid approximately $ 0.1 0.2 our share of project management services, related to this agreement, of which 0.1 Also in connection with this lease, in October 2014 we pledged $ 0.6 In July 2015, we entered into a Shared Services Agreement (the “Shared Services Agreement”) with Fortress to share the cost of certain services such as facilities use, shared personnel costs and other shared overhead and administrative costs. This Shared Services Agreement requires us to pay our respective share of services utilized. In connection with the Shared Services Agreement, we approximately $ 0.1 On September 1, 2015, we paid $ 25,000 As of December 31 , 2015, we had approximately $ 0.3 For the year ended December 31, 2015, we incurred expenses of approximately $ 23,000 |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Dec. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies Disclosure [Text Block] | NOTE 10 COMMITMENTS AND CONTINGENCIES As of December 31, 2015, we have known contractual obligations, commitments and contingencies of $ 16.3 (in thousands) Payment due by period Total Less than 1 1-3 years 3-5 years More than 5 Contractual obligations Operating leases $ 16,335 $ 128 $ 1,947 $ 1,992 $ 12,268 Total $ 16,335 $ 128 $ 1,947 $ 1,992 $ 12,268 Leases On October 3, 2014, we entered into a Desk Agreement with Fortress, to occupy approximately 40 15 1.1 Total rental expense was approximately $ 0.3 0.1 0.01 Future minimum lease commitments as of December 31, 2015, in the aggregate total approximately $ 16.3 |
QUARTERLY FINANCIAL INFORMATION
QUARTERLY FINANCIAL INFORMATION | 12 Months Ended |
Dec. 31, 2015 | |
Disclosure Text Block [Abstract] | |
Quarterly Financial Information [Text Block] | 3 Months Ended March 31, 2015 June 30, 2015 September 30, December 31, License revenue $ 38,095 $ 38,095 $ 38,096 $ 38,095 Total costs and expenses 14,640,946 17,149,675 13,863,680 17,678,096 Net loss $ (14,577,735) $ (17,103,183) $ (13,655,916) $ (17,611,812) Basic and diluted net loss per common share $ (0.35) $ (0.38) $ (0.28) $ (0.37) 3 Months Ended March 31, 2014 June 30, 2014 September 30, December 31, License revenue $ 38,095 $ 38,095 $ 38,096 $ 38,095 Total costs and expenses 7,643,220 11,993,592 17,477,442 18,759,219 Net loss $ (7,547,249) $ (11,986,430) $ (17,451,169) $ (18,796,429) Basic and diluted net loss per common share $ (0.25) $ (0.36) $ (0.51) $ (0.48) |
ORGANIZATION AND SUMMARY OF S19
ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
Business Description [Policy Text Block] | DESCRIPTION OF BUSINESS We are a biopharmaceutical company focused on the acquisition, development and commercialization of novel treatments for B-cell malignancies and autoimmune diseases. Currently, the Company is developing two therapies targeting hematologic malignancies. TG-1101 (ublituximab) is a novel, glycoengineered monoclonal antibody that targets a specific and unique epitope on the CD20 antigen found on mature B-lymphocytes. We are also developing TGR-1202, an orally available PI3K delta inhibitor. The delta isoform of PI3K is strongly expressed in cells of hematopoietic origin and is believed to be important in the proliferation and survival of B-lymphocytes. Both TG-1101 and TGR-1202 are in clinical development for patients with hematologic malignancies. The Company also has pre-clinical programs seeking to develop IRAK4 (interleukin-1 receptor-associated kinase 4) inhibitors and anti-PD-L1 and anti-GITR antibodies. We also actively evaluate complementary products, technologies and companies for in-licensing, partnership, acquisition and/or investment opportunities. To date, we have not received approval for the sale of any of our drug candidates in any market and, therefore, have not generated any product sales from our drug candidates. |
Liquidity Disclosure [Policy Text Block] | LIQUIDITY AND CAPITAL RESOURCES We have incurred operating losses since our inception, and expect to continue to incur operating losses for the foreseeable future and may never become profitable. As of December 31, 2015, we have an accumulated deficit of $ 158.1 Our major sources of cash have been proceeds from the private placement and public offering of equity securities. We have not yet commercialized any of our drug candidates and cannot be sure if we will ever be able to do so. Even if we commercialize one or more of our drug candidates, we may not become profitable. Our ability to achieve profitability depends on many factors, including our ability to obtain regulatory approval for our drug candidates; successfully complete any post-approval regulatory obligations; and successfully commercialize our drug candidates alone or in partnership. We may continue to incur substantial operating losses even if we begin to generate revenues from our drug candidates. As of December 31, 2015, we had $ 102.4 24 Our common stock is quoted on the Nasdaq Capital Market |
New Accounting Pronouncements, Policy [Policy Text Block] | RECENTLY ISSUED ACCOUNTING STANDARDS In May 2014, the Financial Accounting Standards Board (“FASB”) issued an update to Accounting Standards Codification (“ASC”) 606, Revenue from Contracts with Customers. This update to ASC 606 provides a five-step process to determine when and how revenue is recognized. The core principle of the guidance is that a Company should recognize revenue upon transfer of promised goods or services to customers in an amount that reflects the expected consideration to be received in exchange for those goods or services. This update to ASC 606 will also result in enhanced disclosures about revenue, providing guidance for transactions that were not previously addressed comprehensively, and improving guidance for multiple-element arrangements. This update to ASC 606 is effective for us beginning in fiscal 2018. We are currently evaluating the impact of this update on our consolidated financial statements. In August 2014, the FASB issued Accounting Standards Update 2014-15, Presentation of Financial StatementsGoing Concern, which requires management of an entity to evaluate whether there are conditions or events, considered in the aggregate, that raise substantial doubt about the entity’s ability to continue as a going concern within one year after the date that the financial statements are issued or available to be issued. This update will become effective beginning January 1, 2017, with early adoption permitted. The provisions of this standard are not expected to significantly impact the Company. In November 2015, the FASB issued Accounting Standards Update 2015-17, Balance Sheet Classification of Deferred Taxes. This update requires that deferred tax liabilities and assets be classified as noncurrent in a classified statement of financial position. The amendments in this update apply to all entities that present a classified statement of financial position. This update will become effective for public business entities for annual periods beginning after December 15, 2016, and interim periods within those annual periods. The provisions of this standard are not expected to significantly impact the Company. In February 2016, the FASB issued ASU No. 2016-02, “Leases (Topic 842),” which requires lessees to recognize assets and liabilities for the rights and obligations created by most leases on their balance sheet. The guidance is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Early application is permitted. ASU 2016-02 requires modified retrospective adoption for all leases existing at, or entered into after, the date of initial application, with an option to use certain transition relief. The Company is currently evaluating the impact the standard may have on its consolidated financial statements and related disclosures. Other pronouncements issued by the FASB or other authoritative accounting standards group with future effective dates are either not applicable or not significant to our consolidated financial statements. |
Use of Estimates, Policy [Policy Text Block] | USE OF ESTIMATES The preparation of financial statements in conformity with U.S. generally accepted accounting principles (“GAAP”) requires management to make estimates and judgments that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the applicable reporting period. Actual results could differ from those estimates. Such differences could be material to the financial statements. |
Cash and Cash Equivalents, Policy [Policy Text Block] | CASH AND CASH EQUIVALENTS We treat liquid investments with original maturities of less than three months when purchased as cash and cash equivalents. |
Cash and Cash Equivalents, Restricted Cash and Cash Equivalents, Policy [Policy Text Block] | RESTRICTED CASH We record cash pledged or held in trust as restricted cash. As of December 31, 2015, we have approximately $ 0.6 pledged to secure a line of credit as a security deposit for a Desk Agreement (see Note 9). |
Marketable Securities, Policy [Policy Text Block] | INVESTMENT SECURITIES Investment securities at December 31, 2015 and 2014 consist of short-term and long-term government securities. We classify these securities as held-to-maturity. Held-to-maturity securities are those securities in which we have the ability and intent to hold the security until maturity. Held-to-maturity securities are recorded at amortized cost, adjusted for the amortization or accretion of premiums or discounts. Premiums and discounts are amortized or accreted over the life of the related held-to-maturity security as an adjustment to yield using the effective interest method. A decline in the market value of any investment security below cost, that is deemed to be other than temporary, results in a reduction in the carrying amount to fair value. The impairment is charged to operations and a new cost basis for the security is established. Other-than-temporary impairment charges are included in interest and other income (expense), net. Unrealized gains, if determined to be temporary, are included in accumulated other comprehensive income in equity. Dividend and interest income are recognized when earned. |
Concentration Risk, Credit Risk, Policy [Policy Text Block] | CREDIT RISK Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash and cash equivalents, short-term investments and long-term investments. The Company maintains its cash and cash equivalents with high-credit quality financial institutions. At times, such amounts may exceed federally-insured limits. |
Revenue Recognition, Policy [Policy Text Block] | REVENUE RECOGNITION We recognize license revenue in accordance with the revenue recognition guidance of the FASB Accounting Standards Codification, or Codification. We analyze each element of our licensing agreement to determine the appropriate revenue recognition. The terms of the license agreement may include payments to us of non-refundable up-front license fees, milestone payments if specified objectives are achieved, and/or royalties on product sales. We recognize revenue from upfront payments over the period of significant involvement under the related agreements unless the fee is in exchange for products delivered or services rendered that represent the culmination of a separate earnings process and no further performance obligation exists under the contract. We recognize milestone payments as revenue upon the achievement of specified milestones only if (1) the milestone payment is non-refundable, (2) substantive effort is involved in achieving the milestone, (3) the amount of the milestone is reasonable in relation to the effort expended or the risk associated with achievement of the milestone, and (4) the milestone is at risk for both parties. If any of these conditions are not met, we defer the milestone payment and recognize it as revenue over the estimated period of performance under the contract. |
Research and Development Expense, Policy [Policy Text Block] | RESEARCH AND DEVELOPMENT COSTS Generally, research and development costs are expensed as incurred. Nonrefundable advance payments for goods or services that will be used or rendered for future research and development activities are deferred and amortized over the period that the goods are delivered or the related services are performed, subject to an assessment of recoverability. We make estimates of costs incurred in relation to external clinical research organizations, or CROs, and clinical site costs. We analyze the progress of clinical trials, including levels of patient enrollment, invoices received and contracted costs when evaluating the adequacy of the amount expensed and the related prepaid asset and accrued liability. Significant judgments and estimates must be made and used in determining the accrued balance and expense in any accounting period. We review and accrue CRO expenses and clinical trial study expenses based on work performed and rely upon estimates of those costs applicable to the stage of completion of a study. Accrued CRO costs are subject to revisions as such trials progress to completion. Revisions are charged to expense in the period in which the facts that give rise to the revision become known. With respect to clinical site costs, the financial terms of these agreements are subject to negotiation and vary from contract to contract. Payments under these contracts may be uneven, and depend on factors such as the achievement of certain events, the successful recruitment of patients, the completion of portions of the clinical trial or similar conditions. The objective of our policy is to match the recording of expenses in our financial statements to the actual services received and efforts expended. As such, expense accruals related to clinical site costs are recognized based on our estimate of the degree of completion of the event or events specified in the specific clinical study or trial contract. Prepaid research and development in our consolidated balance sheet includes, among other things, certain fees related to development and manufacturing services. These development and manufacturing agreements often require payments in advance of services performed or goods received. Accordingly, as of December 31, 2015 and 2014, we recorded approximately $ 7.7 5.8 |
Income Tax, Policy [Policy Text Block] | INCOME TAXES Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases, operating losses and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in operations in the period that includes the enactment date. If the likelihood of realizing the deferred tax assets or liability is less than “more likely than not,” a valuation allowance is then created. We, and our subsidiaries, file income tax returns in the U.S. Federal jurisdiction and in various states. We have tax net operating loss carryforwards that are subject to examination for a number of years beyond the year in which they were generated for tax purposes. Since a portion of these net operating loss carryforwards may be utilized in the future, many of these net operating loss carryforwards will remain subject to examination. We recognize interest and penalties related to uncertain income tax positions in income tax expense. |
Share-based Compensation, Option and Incentive Plans Policy [Policy Text Block] | STOCK - BASED COMPENSATION We recognize all share-based payments to employees and non-employee directors (as compensation for service) as noncash compensation expense in the consolidated financial statements based on the fair values of such payments. Stock-based compensation expense recognized each period is based on the value of the portion of share-based payment awards that is ultimately expected to vest during the period. Forfeitures are estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates. For share-based payments to consultants and other third-parties (including related parties), noncash compensation expense is determined at the “measurement date.” The expense is recognized over the vesting period of the award. Until the measurement date is reached, the total amount of compensation expense remains uncertain. We record compensation expense based on the fair value of the award at the reporting date. The awards to consultants and other third-parties (including related parties) are then revalued, or the total compensation is recalculated based on the then current fair value, at each subsequent reporting date. |
Earnings Per Share, Policy [Policy Text Block] | BASIC AND DILUTED NET LOSS PER COMMON SHARE Basic net loss per common share is calculated by dividing net loss applicable to common shares by the weighted-average number of common shares outstanding for the period. Diluted net loss per common share is the same as basic net loss per common share, since potentially dilutive securities from stock options, stock warrants and convertible preferred stock would have an antidilutive effect either because the Company incurred a net loss during the period presented or because such potentially dilutive securities were out of the money and the Company realized net income during the period presented. The amounts of potentially dilutive securities excluded from the calculation were 7,064,396 8,890,796 10,618,584 |
Impairment Of Tangible and Intangible Asset Including Goodwill [Policy Text Block] | LONG-LIVED ASSETS AND GOODWILL Long-lived assets are reviewed for an impairment loss when circumstances indicate that the carrying value of long-lived tangible and intangible assets with finite lives may not be recoverable. Management’s policy in determining whether an impairment indicator exists, a triggering event, comprises measurable operating performance criteria as well as qualitative measures. If an analysis is necessitated by the occurrence of a triggering event, we make certain assumptions in determining the impairment amount. If the carrying amount of an asset exceeds its estimated future cash flows, an impairment charge is recognized. Goodwill is reviewed for impairment annually, or when events arise that could indicate that an impairment exists. We test for goodwill impairment using a two-step process. The first step compares the fair value of the reporting unit with the unit's carrying value, including goodwill. When the carrying value of the reporting unit is greater than fair value, the unit’s goodwill may be impaired, and the second step must be completed to measure the amount of the goodwill impairment charge, if any. In the second step, the implied fair value of the reporting unit’s goodwill is compared with the carrying amount of the unit’s goodwill. If the carrying amount is greater than the implied fair value, the carrying value of the goodwill must be written down to its implied fair value. We will continue to perform impairment tests annually, at December 31, and whenever events or changes in circumstances suggest that the carrying value of an asset may not be recoverable. |
CASH AND CASH EQUIVALENTS (Tabl
CASH AND CASH EQUIVALENTS (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Cash and Cash Equivalents [Abstract] | |
Schedule of Cash and Cash Equivalents [Table Text Block] | December 31, 2015 December 31, 2014 Money market funds $ 8,265,583 $ 12,364,537 Checking and bank deposits 46,795,746 43,349,247 Total $ 55,061,329 $ 55,713,784 |
INVESTMENT SECURITIES (Tables)
INVESTMENT SECURITIES (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Investments, Debt and Equity Securities [Abstract] | |
Held-to-maturity Securities [Table Text Block] | The following tables summarize our investment securities at December 31, 2015 and 2014: December 31, 2015 Amortized cost, Gross Gross Estimated fair Short-term investments: Obligations of domestic governmental agencies (maturing between January 2016 and December 2016) (held-to-maturity) $ 22,166,512 $ $ 22,822 $ 22,143,690 Long-term investments: Obligations of domestic governmental agencies (maturing between January 2017 and December 2017) (held-to-maturity) 25,003,032 85,846 24,917,186 Total short-term and long-term investment securities $ 47,169,544 $ $ 108,668 $ 47,060,876 December 31, 2014 Amortized cost, Gross Gross Estimated Short-term investments: Obligations of domestic governmental agencies (maturing between January 2015 and December 2015) (held-to-maturity) $ 23,062,034 $ 922 $ 5,806 $ 23,057,150 Total short-term investment securities $ 23,062,034 $ 922 $ 5,806 $ 23,057,150 |
FAIR VALUE MEASUREMENTS (Tables
FAIR VALUE MEASUREMENTS (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Value, Liabilities Measured on Recurring and Nonrecurring Basis [Table Text Block] | The following tables provide the fair value measurements of applicable financial liabilities as of December 31, 2015 and 2014: Financial liabilities at fair value Level 1 Level 2 Level 3 Total 5% Notes $ $ $ 211,549 $ 211,549 Totals $ $ $ 211,549 $ 211,549 Financial liabilities at fair value Level 1 Level 2 Level 3 Total 5% Notes $ $ $ 275,190 $ 275,190 Totals $ $ $ 275,190 $ 275,190 |
Change In Level Three Fair Value During Period [Table Text Block] | The following table summarizes the changes in Level 3 instruments for the years ended December 31, 2014 and 2015: Balance at January 1, 2014 $ 64,529 Interest accrued on face value of 5% Notes 930,701 Change in fair value of Level 3 liabilities (720,040) Balance at December 31, 2014 275,190 Interest accrued on face value of 5% Notes 972,736 Conversion of 5% Notes (6,924) Change in fair value of Level 3 liabilities (1,029,453) Balance at December 31, 2015 $ 211,549 |
Fair Value Measurements, Nonrecurring [Table Text Block] | There were no nonrecurring fair value measurements during the year ended December 31, 2015. The following table summarizes the assets measured at fair value on a nonrecurring basis as of December 31, 2013: Fair value measurements Level 1 Level 2 Level 3 Total impairment charge Assets: In-process research and development $ $ $ $ (2,797,600) Total $ $ $ $ (2,797,600) |
STOCKHOLDERS' EQUITY (Tables)
STOCKHOLDERS' EQUITY (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Stockholders' Equity Note [Abstract] | |
Schedule of Share-based Compensation, Stock Options, Activity [Table Text Block] | The following table summarizes stock option activity for the years ended December 31, 2015, 2014 and 2013: Number Weighted- Weighted- Aggregate (in years) Outstanding at January 1, 2013 46,904 $ 61.08 9.44 Granted Exercised Forfeited (313) 2,249.85 Expired Outstanding at December 31, 2013 46,591 46.37 8.50 $ Granted Exercised (46,000) 4.40 Forfeited Expired (397) 4,457.57 Outstanding at December 31, 2014 194 971.70 3.50 $ Granted Exercised Forfeited (152) 463.32 Expired (42) 2,811.53 Outstanding at December 31, 2015 $ $ Exercisable at December 31, 2015 $ $ |
Schedule of Nonvested Restricted Stock Units Activity [Table Text Block] | Certain employees, directors and consultants have been awarded restricted stock. The restricted stock vesting consists of milestone and time-based vesting. The following table summarizes restricted share activity for the years ended December 31, 2015, 2014 and 2013: Number of Shares Weighted Outstanding at January 1, 2013 6,614,243 $ 4.49 Granted 944,464 4.13 Vested (523,750) 2.48 Forfeited Outstanding at December 31, 2013 7,034,957 4.60 Granted 982,793 13.55 Vested (1,616,749) 6.53 Forfeited (1,000) 6.60 Outstanding at December 31, 2014 6,400,001 5.86 Granted 1,992,535 12.89 Vested (1,001,455) 5.04 Forfeited (31,166) 16.76 Outstanding at December 31, 2015 7,359,915 $ 7.83 |
Schedule Of Warrants Activity [Table Text Block] | The following table summarizes warrant activity for the years ended December 31, 2015, 2014 and 2013: Warrants Weighted- Aggregate Outstanding at January 1, 2013 6,781,007 $ 1.58 $ 14,563,539 Issued Exercised (1,018,068) 2.25 Expired (43,992) 16.26 Outstanding at December 31, 2013 5,718,947 1.34 $ 14,809,030 Issued Exercised (1,560,826) 2.28 Expired (9,893) 20.74 Outstanding at December 31, 2014 4,148,228 0.94 $ 61,792,184 Issued Exercised (2,950,115) 0.36 Expired (11,364) 2.25 Outstanding at December 31, 2015 1,186,749 $ 2.37 $ 11,341,452 |
Schedule Of Share Based Compensation Expense [Table Text Block] | The following table summarizes stock-based compensation expense information about stock options and restricted stock for the years ended December 31, 2015, 2014 and 2013: 2015 2014 2013 Stock-based compensation expense associated with restricted stock $ 15,697,092 $ 20,726,512 $ 5,146,743 Stock-based compensation expense associated with stock options 378,780 56,405 $ 15,697,092 $ 21,105,292 $ 5,203,148 |
NOTES PAYABLE (Tables)
NOTES PAYABLE (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Debt Disclosure [Abstract] | |
Schedule of Debt [Table Text Block] | December 31, 2015 December 31, 2014 Current Non- Total Current Non- Total Convertible 5% Notes Payable $ 211,549 $ - $ 211,549 $ 275,190 $ - $ 275,190 Totals $ 211,549 $ - $ 211,549 $ 275,190 $ - $ 275,190 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
Schedule of Deferred Tax Assets and Liabilities [Table Text Block] | The tax effects of temporary differences that give rise to significant portions of the deferred tax assets and deferred tax liabilities at December 31, 2015 and 2014 are presented below. 2015 2014 Deferred tax assets (liabilities): Net operating loss carryforwards $ 68,700,379 $ 52,350,293 Research and development credit 4,962,298 3,358,934 Noncash compensation 12,087,968 12,417,815 Acquired in-process research and development Foreign tax credit Other 608,205 956,727 Deferred tax asset, excluding valuation allowance 86,358,850 69,083,769 Less valuation allowance (86,358,850) (69,083,769) Net deferred tax assets $ $ |
Schedule of Effective Income Tax Rate Reconciliation [Table Text Block] | There was no current or deferred income tax expense for the year ended December 31, 2015. Income tax expense differed from amounts computed by applying the US Federal income tax rate of 34 For the year ended December 31, 2015 2014 2013 Loss before income taxes, as reported in the consolidated statements of operations $ (62,948,646) $ (55,781,277) $ (20,478,210) Computed “expected” tax benefit $ (21,402,540) $ (18,965,634) $ (6,962,592) Increase (decrease) in income taxes resulting from: Expected benefit from state and local taxes (672,306) (2,533,156) (917,810) Research and development credits (1,603,364) (1,092,767) (250,000) Other 566,310 35,459 43,026 Permanent difference related to contingent note payable (244,814) (1,924,558) Impact of change in state tax rates on deferred taxes 5,836,819 Change in the balance of the valuation allowance for deferred tax assets 17,275,081 22,800,912 10,011,934 $ $ $ |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Loss Contingencies by Contingency [Table Text Block] | (in thousands) Payment due by period Total Less than 1 1-3 years 3-5 years More than 5 Contractual obligations Operating leases $ 16,335 $ 128 $ 1,947 $ 1,992 $ 12,268 Total $ 16,335 $ 128 $ 1,947 $ 1,992 $ 12,268 |
QUARTERLY FINANCIAL INFORMATI27
QUARTERLY FINANCIAL INFORMATION (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Table Text Block Supplement [Abstract] | |
Schedule of Quarterly Financial Information [Table Text Block] | 3 Months Ended March 31, 2015 June 30, 2015 September 30, December 31, License revenue $ 38,095 $ 38,095 $ 38,096 $ 38,095 Total costs and expenses 14,640,946 17,149,675 13,863,680 17,678,096 Net loss $ (14,577,735) $ (17,103,183) $ (13,655,916) $ (17,611,812) Basic and diluted net loss per common share $ (0.35) $ (0.38) $ (0.28) $ (0.37) 3 Months Ended March 31, 2014 June 30, 2014 September 30, December 31, License revenue $ 38,095 $ 38,095 $ 38,096 $ 38,095 Total costs and expenses 7,643,220 11,993,592 17,477,442 18,759,219 Net loss $ (7,547,249) $ (11,986,430) $ (17,451,169) $ (18,796,429) Basic and diluted net loss per common share $ (0.25) $ (0.36) $ (0.51) $ (0.48) |
ORGANIZATION AND SUMMARY OF S28
ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Textual) - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Significant Accounting Policies [Line Items] | |||
Accumulated deficit | $ 158,133,926 | $ 95,185,280 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 7,064,396 | 8,890,796 | 10,618,584 |
Cash, Cash Equivalents, and Short-term Investments, Total | $ 102,400,000 | ||
Restricted Cash and Investments | 600,000 | ||
Prepaid Manufacturing | $ 7,700,000 | $ 5,800,000 | |
Minimum [Member] | |||
Significant Accounting Policies [Line Items] | |||
Period Anticipated Sufficient To Fund Operating Cash Flow | 24 months |
CASH AND CASH EQUIVALENTS (Deta
CASH AND CASH EQUIVALENTS (Details) - USD ($) | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Cash and Cash Equivalents [Line Items] | ||||
Money market funds | $ 8,265,583 | $ 12,364,537 | ||
Checking and bank deposits | 46,795,746 | 43,349,247 | ||
Total | $ 55,061,329 | $ 55,713,784 | $ 40,485,466 | $ 16,455,995 |
INVESTMENT SECURITIES (Details)
INVESTMENT SECURITIES (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Schedule of Held-to-maturity Securities [Line Items] | ||
Amortized cost, as adjusted | $ 47,169,544 | $ 23,062,034 |
Gross unrealized holding gains | 0 | 922 |
Gross unrealized holding losses | 108,668 | 5,806 |
Estimated fair value | 47,060,876 | 23,057,150 |
Obligations of domestic governmental agencies [Member] | Short-term Investments [Member] | ||
Schedule of Held-to-maturity Securities [Line Items] | ||
Amortized cost, as adjusted | 22,166,512 | 23,062,034 |
Gross unrealized holding gains | 0 | 922 |
Gross unrealized holding losses | 22,822 | 5,806 |
Estimated fair value | 22,143,690 | $ 23,057,150 |
Obligations of domestic governmental agencies [Member] | Other Long-term Investments [Member] | ||
Schedule of Held-to-maturity Securities [Line Items] | ||
Amortized cost, as adjusted | 25,003,032 | |
Gross unrealized holding gains | 0 | |
Gross unrealized holding losses | 85,846 | |
Estimated fair value | $ 24,917,186 |
FAIR VALUE MEASUREMENTS (Detail
FAIR VALUE MEASUREMENTS (Details) - USD ($) | Dec. 31, 2015 | Dec. 31, 2014 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
5% Notes | $ 211,549 | $ 275,190 |
Totals | 211,549 | 275,190 |
Fair Value, Inputs, Level 1 [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
5% Notes | 0 | 0 |
Totals | 0 | 0 |
Fair Value, Inputs, Level 2 [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
5% Notes | 0 | 0 |
Totals | 0 | 0 |
Fair Value, Inputs, Level 3 [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
5% Notes | 211,549 | 275,190 |
Totals | $ 211,549 | $ 275,190 |
FAIR VALUE MEASUREMENTS (Deta32
FAIR VALUE MEASUREMENTS (Details 1) - USD ($) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Fair Value, Measurement Changes In Level 3 Instruments [Line Items] | ||
Balance at January | $ 275,190 | $ 64,529 |
Interest accrued on face value of 5% Notes | 972,736 | 930,701 |
Conversion of 5% Notes | (6,924) | |
Change in fair value of Level 3 liabilities | (1,029,453) | (720,040) |
Balance at December | $ 211,549 | $ 275,190 |
FAIR VALUE MEASUREMENTS (Deta33
FAIR VALUE MEASUREMENTS (Details 2) | 12 Months Ended |
Dec. 31, 2013USD ($) | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |
Asset Impairment Charges, Total | $ (2,797,600) |
Fair Value, Inputs, Level 1 [Member] | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |
Assets, Fair Value Disclosure, Nonrecurring | 0 |
Fair Value, Inputs, Level 2 [Member] | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |
Assets, Fair Value Disclosure, Nonrecurring | 0 |
Fair Value, Inputs, Level 3 [Member] | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |
Assets, Fair Value Disclosure, Nonrecurring | 0 |
In Process Research and Development [Member] | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |
Asset Impairment Charges, Total | (2,797,600) |
In Process Research and Development [Member] | Fair Value, Inputs, Level 1 [Member] | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |
Assets, Fair Value Disclosure, Nonrecurring | 0 |
In Process Research and Development [Member] | Fair Value, Inputs, Level 2 [Member] | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |
Assets, Fair Value Disclosure, Nonrecurring | 0 |
In Process Research and Development [Member] | Fair Value, Inputs, Level 3 [Member] | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |
Assets, Fair Value Disclosure, Nonrecurring | $ 0 |
FAIR VALUE MEASUREMENTS (Deta34
FAIR VALUE MEASUREMENTS (Details Textual) - USD ($) | 1 Months Ended | 12 Months Ended | ||||
Dec. 31, 2013 | Dec. 31, 2011 | Mar. 31, 2010 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Fair Value Measurement [Line Items] | ||||||
Debt Instrument, Convertible, Conversion Price | $ 1,125 | |||||
Impairment Of In Process Research And Development | $ 2,797,600 | $ 0 | $ 0 | $ 2,797,600 | ||
Debt Instrument, Interest Rate During Period | 5.00% | 5.00% | 5.00% | |||
Convertible Notes Payable [Member] | ||||||
Fair Value Measurement [Line Items] | ||||||
Debt Instrument, Convertible, Conversion Price | $ 1,125 | |||||
Long-term Debt, Gross | $ 19,900,000 | $ 19,500,000 | ||||
Debt Instrument, Interest Rate During Period | 5.00% | |||||
Manhattan and Ariston Pharmaceuticals Merger [Member] | ||||||
Fair Value Measurement [Line Items] | ||||||
Debt Instrument, Interest Rate During Period | 5.00% | |||||
Manhattan and Ariston Pharmaceuticals Merger [Member] | Convertible Notes Payable [Member] | ||||||
Fair Value Measurement [Line Items] | ||||||
Notes Issued | $ 15,500,000 | |||||
Debt Instrument, Convertible, Conversion Price | $ 1,125 | |||||
Percentage Of Cash Proceeds From Operation To Repay Convertible Debt | 50.00% | |||||
Debt Instrument, Term | 5 years |
STOCKHOLDERS' EQUITY (Details)
STOCKHOLDERS' EQUITY (Details) - Employee Stock Option [Member] - USD ($) | 12 Months Ended | |||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Equity Incentive Plans Stock Option Activity [Line Items] | ||||
Number of shares, Outstanding Beginning Balance | 194 | 46,591 | 46,904 | |
Number of shares, Granted | 0 | 0 | 0 | |
Number of shares, Exercised | 0 | (46,000) | 0 | |
Number of shares, Forfeited | (152) | 0 | (313) | |
Number of shares, Expired | (42) | (397) | 0 | |
Number of shares, Outstanding Ending Balance | 0 | 194 | 46,591 | 46,904 |
Number of shares, Exercisable at December 31, 2015 | 0 | |||
Weighted - average exercise price, Outstanding Beginning Balance | $ 971.70 | $ 46.37 | $ 61.08 | |
Weighted - average exercise price, Granted | 0 | |||
Weighted - average exercise price, Exercised | 0 | 4.40 | ||
Weighted - average exercise price, Forfeited | 463.32 | 2,249.85 | ||
Weighted - average exercise price, Expired | 2,811.53 | 4,457.57 | ||
Weighted - average exercise price, Outstanding Ending Balance | 0 | $ 971.70 | $ 46.37 | $ 61.08 |
Weighted - average exercise price, Exercisable at December 31, 2015 | $ 0 | |||
Weighted - average Contractual Term (in years) | 0 years | 3 years 6 months | 8 years 6 months | 9 years 5 months 8 days |
Weighted - average Contractual Term, Exercisable at December 31, 2015 (in years) | 0 years | |||
Aggregate Intrinsic Value, Outstanding Ending Balance | $ 0 | $ 0 | $ 0 | |
Aggregate Intrinsic Value, Exercisable at December 31, 2015 | $ 0 |
STOCKHOLDERS' EQUITY (Details 1
STOCKHOLDERS' EQUITY (Details 1) - Restricted Stock [Member] - $ / shares | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Equity Incentive Plans Restricted Stock Activity [Line Items] | |||
Number of Shares, Outstanding at Begining Balance | 6,400,001 | 7,034,957 | 6,614,243 |
Number of Shares, Granted | 1,992,535 | 982,793 | 944,464 |
Number of Shares, Vested | (1,001,455) | (1,616,749) | (523,750) |
Number of Shares, Forfeited | (31,166) | (1,000) | 0 |
Number of Shares, Outstanding at Ending Balance | 7,359,915 | 6,400,001 | 7,034,957 |
Weighted Average Grant Date Fair Value, Outstanding at Begining Balance | $ 5.86 | $ 4.6 | $ 4.49 |
Weighted Average Grant Date Fair Value, Granted | 12.89 | 13.55 | 4.13 |
Weighted Average Grant Date Fair Value, Vested | 5.04 | 6.53 | 2.48 |
Weighted Average Grant Date Fair Value, Forfeited | 16.76 | 6.60 | 0 |
Weighted Average Grant Date Fair Value, Outstanding at Ending Balance | $ 7.83 | $ 5.86 | $ 4.6 |
STOCKHOLDERS' EQUITY (Details 2
STOCKHOLDERS' EQUITY (Details 2) - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Equity Incentive Plans Warrant Activity [Line Items] | |||
Warrants, Outstanding at Beginning Balance | 4,148,228 | 5,718,947 | 6,781,007 |
Warrants, Issued | 0 | 0 | 0 |
Warrants, Exercised | (2,950,115) | (1,560,826) | (1,018,068) |
Warrants, Expired | (11,364) | (9,893) | (43,992) |
Warrants, Outstanding at Ending Balance | 1,186,749 | 4,148,228 | 5,718,947 |
Weighted - average exercise price of Warrants, Outstanding at Beginning Balance | $ 0.94 | $ 1.34 | $ 1.58 |
Weighted - average exercise price of Warrants, Exercised | 0.36 | 2.28 | 2.25 |
Weighted - average exercise price of Warrants, Expired | 2.25 | 20.74 | 16.26 |
Weighted - average exercise price of Warrants, Outstanding at Ending Balance | $ 2.37 | $ 0.94 | $ 1.34 |
Aggregate Intrinsic Value of Warrants, Outstanding at Beginning Balance | $ 61,792,184 | $ 14,809,030 | $ 14,563,539 |
Aggregate Intrinsic Value of Warrants, Outstanding at Ending Balance | $ 11,341,452 | $ 61,792,184 | $ 14,809,030 |
STOCKHOLDERS' EQUITY (Details 3
STOCKHOLDERS' EQUITY (Details 3) - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock compensation expense | $ 15,697,092 | $ 21,105,292 | $ 5,203,148 |
Restricted Stock [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation expense associated with restricted stock | 15,697,092 | 20,726,512 | 5,146,743 |
Employee Stock Option [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation expense associated with option grants | $ 0 | $ 378,780 | $ 56,405 |
STOCKHOLDERS' EQUITY (Details T
STOCKHOLDERS' EQUITY (Details Textual) - USD ($) | Mar. 11, 2014 | Jul. 18, 2013 | Jun. 21, 2013 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Jul. 18, 2014 | May. 31, 2012 |
Stockholders Equity [Line Items] | ||||||||
Preferred stock, shares authorized | 10,000,000 | 10,000,000 | ||||||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 | ||||||
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 | ||||||
Employee Service Share-based Compensation, Nonvested Awards, Total Compensation Cost Not yet Recognized, Period for Recognition | 2 years 2 months 12 days | |||||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Total | $ 22,900,000 | |||||||
Shares available from Shelf Registration Statement | 248,000,000 | |||||||
Share Price | $ 6.15 | |||||||
Proceeds From Issuance Of Common Stock | $ 35,000,000 | 67,000,000 | $ 48,900,000 | |||||
Stock Issued During Period Shares New Issues Over allotments | 855,000 | |||||||
Net Proceeds From Shares New Issues Over-Allotments | $ 37,600,000 | $ 67,760,517 | $ 65,614,260 | $ 37,648,280 | ||||
Underwriting discounts and offering expenses | $ 2,700,000 | |||||||
Common Stock, Shares Authorized | 150,000,000 | 150,000,000 | ||||||
Share-based Compensation, Total | $ 15,697,092 | $ 21,105,292 | $ 5,203,148 | |||||
Entities, Stock Issued, Shares, Issued for Cash | 4,094,498 | |||||||
Entities, Stock Issued, Value, Issued for Cash | $ 68,200,000 | $ 50,000,000 | ||||||
Treasury Stock, Shares | 41,309 | 41,309 | ||||||
Treasury Stock, Value | $ 234,337 | $ 234,337 | ||||||
Available-for-sale Securities, Equity Securities | $ 250,000,000 | |||||||
ATM [Member] | ||||||||
Stockholders Equity [Line Items] | ||||||||
Common Stock Value Reserved for Future Issuance | $ 50,000,000 | $ 75,000,000 | ||||||
Commission Percentage | 3.00% | |||||||
ATM [Member] | Maximum [Member] | ||||||||
Stockholders Equity [Line Items] | ||||||||
Commission Percentage | 3.00% | |||||||
Common Stock [Member] | ||||||||
Stockholders Equity [Line Items] | ||||||||
Stock Issued During Period, Shares, New Issues | 2,702,809 | 5,700,000 | 2,702,809 | 6,555,000 | ||||
Share Price | $ 6.71 | |||||||
Proceeds From Issuance Of Common Stock | $ 18,100,000 | |||||||
Net Proceeds From Shares New Issues Over-Allotments | 16,800,000 | |||||||
Underwriting discounts and offering expenses | $ 1,300,000 | |||||||
Common Stock, Shares Authorized | 150,000,000 | |||||||
Sale of Stock, Price Per Share | $ 16.66 | $ 10.31 | ||||||
Total authorized share capital | 500,000,000 | |||||||
Decrease Authorized Share Capital | 350,000,000 | |||||||
Non Employee Restricted Stock [Member] | ||||||||
Stockholders Equity [Line Items] | ||||||||
Restricted Stock, Outstanding, Number, Ending Balance | 2,371,167 | |||||||
Corporate Milestone [Member] | ||||||||
Stockholders Equity [Line Items] | ||||||||
Restricted Stock, Outstanding, Number, Ending Balance | 411,172 | |||||||
Restricted Stock [Member] | ||||||||
Stockholders Equity [Line Items] | ||||||||
Share-based Compensation, Total | $ 15,697,092 | $ 20,726,512 | $ 5,146,743 | |||||
Incentive Plan 2012 | ||||||||
Stockholders Equity [Line Items] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 6,000,000 | 6,000,000 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant | 4,164,631 | |||||||
Series A Junior Participating Preferred Stock [Member] | ||||||||
Stockholders Equity [Line Items] | ||||||||
Preferred stock, par value (in dollars per share) | $ 0.001 | |||||||
Stockholder Rights Plan Description | to the Separation Time (as defined in the Rights Agreement), and for certain shares of common stock issued after the Separation | |||||||
Purchase Price | $ 100 |
NOTES PAYABLE (Details)
NOTES PAYABLE (Details) - USD ($) | Dec. 31, 2015 | Dec. 31, 2014 |
Notes Payable [Line Items] | ||
Notes payable, Current portion, net | $ 211,549 | $ 275,190 |
Notes payable, Non-current portion, net | 0 | 0 |
Total | 211,549 | 275,190 |
Convertible Notes [Member] | ||
Notes Payable [Line Items] | ||
Notes payable, Current portion, net | 211,549 | 275,190 |
Notes payable, Non-current portion, net | 0 | 0 |
Total | $ 211,549 | $ 275,190 |
NOTES PAYABLE (Details Textual)
NOTES PAYABLE (Details Textual) - USD ($) $ / shares in Units, $ in Millions | 1 Months Ended | 12 Months Ended | ||
Dec. 31, 2011 | Mar. 31, 2010 | Dec. 31, 2015 | Dec. 31, 2014 | |
Notes Payable [Line Items] | ||||
Percentage Of Cash Proceeds From Operation To Repay Interest On Convertible Debt | 50.00% | |||
Debt Instrument, Convertible, Conversion Price | $ 1,125 | |||
Debt Instrument, Interest Rate During Period | 5.00% | 5.00% | 5.00% | |
Convertible Notes Payable [Member] | ||||
Notes Payable [Line Items] | ||||
Debt Instrument, Convertible, Conversion Price | $ 1,125 | |||
Long-term Debt, Gross | $ 19.9 | $ 19.5 | ||
Debt Instrument, Maturity Date | Mar. 8, 2015 | |||
Debt Instrument, Interest Rate During Period | 5.00% | |||
Ariston [Member] | ||||
Notes Payable [Line Items] | ||||
Debt Instrument, Interest Rate During Period | 5.00% | |||
Ariston [Member] | Convertible Notes Payable [Member] | ||||
Notes Payable [Line Items] | ||||
Percentage Of Cash Proceeds From Operation To Repay Interest On Convertible Debt | 50.00% | |||
Debt Instrument, Interest Rate During Period | 5.00% |
INCOME TAXES (Details)
INCOME TAXES (Details) - USD ($) | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Deferred tax assets (liabilities): | |||
Net operating loss carryforwards | $ 68,700,379 | $ 52,350,293 | |
Research and development credit | 4,962,298 | 3,358,934 | |
Noncash compensation | 12,087,968 | 12,417,815 | |
Acquired in-process research and development | 0 | 0 | |
Foreign tax credit | 0 | 0 | |
Other | 608,205 | 956,727 | |
Deferred tax asset, excluding valuation allowance | 86,358,850 | 69,083,769 | |
Less valuation allowance | (86,358,850) | (69,083,769) | $ (46,283,000) |
Net deferred tax assets | $ 0 | $ 0 |
INCOME TAXES (Details 1)
INCOME TAXES (Details 1) - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Deferred Tax Assets And Liabilities [Line Items] | |||
Loss before income taxes, as reported in the consolidated statements of operations | $ (62,948,646) | $ (55,781,277) | $ (20,478,210) |
Computed "expected" tax benefit | (21,402,540) | (18,965,634) | (6,962,592) |
Increase (decrease) in income taxes resulting from: | |||
Expected benefit from state and local taxes | (672,306) | (2,533,156) | (917,810) |
Research and development credits | (1,603,364) | (1,092,767) | (250,000) |
Other | 566,310 | 35,459 | 43,026 |
Permanent difference related to contingent note payable | 0 | (244,814) | (1,924,558) |
Impact of change in state tax rates on deferred taxes | 5,836,819 | 0 | 0 |
Change in the balance of the valuation allowance for deferred tax assets | 17,275,081 | 22,800,912 | 10,011,934 |
Income Tax Expense (Benefit) | $ 0 | $ 0 | $ 0 |
INCOME TAXES (Details Textual)
INCOME TAXES (Details Textual) - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Deferred Tax Assets And Liabilities [Line Items] | |||
Deferred Tax Assets, Valuation Allowance | $ 86,358,850 | $ 69,083,769 | $ 46,283,000 |
Operating Loss Carry forwards Expiration Period | 2,035 | ||
Us Federal Income Tax [Member] | |||
Deferred Tax Assets And Liabilities [Line Items] | |||
Operating Loss Carryforwards | $ 195,895,000 | ||
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 34.00% |
LICENSE AGREEMENTS (Details Tex
LICENSE AGREEMENTS (Details Textual) - USD ($) | 1 Months Ended | 12 Months Ended | |||
Jun. 23, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
License Agreement [Line Items] | |||||
License revenue | $ 152,381 | $ 152,381 | $ 152,381 | ||
Deferred Revenue | 1,524,000 | 1,676,000 | 1,829,000 | ||
Additional Amount Receivable On Achievement Of Pre Specified Milestones | 5,000,000 | ||||
Income taxes | 0 | 0 | 0 | ||
Non Cash Stock Expense | 0 | 5,350,094 | 0 | ||
Other Research and Development Expense | 43,445,817 | 26,004,687 | $ 12,621,161 | ||
Licensing Agreements [Member] | |||||
License Agreement [Line Items] | |||||
Upfront Fee Received From Sub License | $ 2,000,000 | ||||
Income taxes | $ 300,000 | ||||
Proceeds from Fees Received | 2,000,000 | ||||
Ligand [Member] | |||||
License Agreement [Line Items] | |||||
Stock Issued During Period, Shares, Issued for Services | 125,000 | ||||
Maximum Potential Payments Payable | $ 207,000,000 | ||||
Ligand [Member] | Maximum [Member] | |||||
License Agreement [Line Items] | |||||
Royalty payment Effective Percentage | 9.50% | ||||
Ligand [Member] | Minimum [Member] | |||||
License Agreement [Line Items] | |||||
Royalty payment Effective Percentage | 6.00% | ||||
Opus Point Partners, Llc [Member] | |||||
License Agreement [Line Items] | |||||
Royalty payment Effective Percentage | 1.00% | ||||
Maximum sales for royalty expense | $ 1,000,000,000 | ||||
Payments to Acquire Interest in Joint Venture | $ 1,000,000,000 | ||||
Rhizen [Member] | |||||
License Agreement [Line Items] | |||||
Payments to Acquire Interest in Joint Venture | $ 4,000,000 | ||||
Shares, Issued | 371,530 | ||||
Future Potential Milestone Based Payments | $ 175,000,000 | ||||
Other Research and Development Expense | 4,000,000 | ||||
Research and Development Expense [Member] | Ligand [Member] | |||||
License Agreement [Line Items] | |||||
Non Cash Stock Expense | 1,211,250 | ||||
Research and Development Expense [Member] | Rhizen [Member] | |||||
License Agreement [Line Items] | |||||
Non Cash Research And Development Expense | $ 4,100,000 | ||||
Collaboration Agreement [Member] | |||||
License Agreement [Line Items] | |||||
Upfront Payment Amount | 500,000 | ||||
Royalty Expense | 164,000,000 | ||||
TG-1101 [Member] | |||||
License Agreement [Line Items] | |||||
License revenue | $ 152,000 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details Textual) - USD ($) | Sep. 01, 2015 | May. 30, 2015 | Feb. 28, 2015 | Jan. 30, 2012 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Oct. 31, 2014 | Oct. 03, 2014 | Nov. 09, 2012 |
Related Party Transaction [Line Items] | ||||||||||
Other research and development | $ 43,445,817 | $ 26,004,687 | $ 12,621,161 | |||||||
Prepaid Research And Development | 9,151,142 | 6,179,743 | ||||||||
LFB License Agreement [Member] | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Sale of Stock, Number of Shares Issued in Transaction | 114,855 | |||||||||
Sale of Stock, Price Per Share | $ 6.53 | |||||||||
Sale of Stock, Consideration Received on Transaction | $ 750,000 | |||||||||
Minimum Value of Shares To Be Purchased | 750,000 | |||||||||
Collaboration Agreement [Member] | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Option Fee Paid | $ 25,000 | |||||||||
Accounts Payable, Related Parties, Current | 300,000 | |||||||||
Opus [Member] | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Accounts Payable | 100,000 | 20,000 | ||||||||
Costs and Expenses, Related Party | $ 300,000 | 100,000 | ||||||||
Royalty Revenue Description | Opus Point Partners, LLC, who identified the opportunity and advised us on the transaction, will be entitled to receive a 1% royalty for annual sales of up to $1 billion. | |||||||||
AOI Communications, L.P [Member] | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Related Party Transaction, Expenses from Transactions with Related Party | $ 23,000 | |||||||||
LFB Group [Member] | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Stock Issued During Period, Shares, New Issues | 5,000,000 | |||||||||
Other research and development | 9,300,000 | 5,200,000 | $ 6,300,000 | |||||||
Accounts Payable | 2,100,000 | 100,000 | ||||||||
Number Of Common Stock Shares Granted In Connection With License Agreement By Issue Of Warrants | 2,500,000 | |||||||||
Common Stock Purchase Price Per Share | $ 0.001 | |||||||||
Prepaid Research And Development | 3,000,000 | 1,900,000 | ||||||||
Number of Common Stock Shares Granted In Connection With License Agreement By Exercise Of Warrants | 2,500,000 | |||||||||
Common Stock Exercise of Warrants Purchase Price per Share | $ 0.001 | |||||||||
LFB Group [Member] | Maximum [Member] | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Equity Method Investment, Ownership Percentage | 10.00% | |||||||||
Desk Agreement [Member] | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Costs and Expenses, Related Party | 100,000 | $ 100,000 | ||||||||
Average Annual Rental Payments | $ 1,100,000 | |||||||||
Security Deposit | $ 600,000 | |||||||||
Percentage of Occupancy | 40.00% | |||||||||
Related Party Transaction, Expenses from Transactions with Related Party | 200,000 | |||||||||
Accounts Payable, Related Parties, Current | $ 100,000 |
COMMITMENTS AND CONTINGENCIES47
COMMITMENTS AND CONTINGENCIES (Details) $ in Thousands | Dec. 31, 2015USD ($) |
Payment due by period, Contractual obligations, Operating leases, Total | $ 16,335 |
Payment due by period, Contractual obligations, Operating leases, Less than 1 year | 128 |
Payment due by period, Contractual obligations, Operating leases, 1-3 years | 1,947 |
Payment due by period, Contractual obligations, Operating leases, 3-5 years | 1,992 |
Payment due by period, Contractual obligations, Operating leases, More than 5 years | 12,268 |
Contractual obligations [Member] | |
Payment due by period, Contractual obligations, Operating leases, Total | 16,335 |
Payment due by period, Contractual obligations, Operating leases, Less than 1 year | 128 |
Payment due by period, Contractual obligations, Operating leases, 1-3 years | 1,947 |
Payment due by period, Contractual obligations, Operating leases, 3-5 years | 1,992 |
Payment due by period, Contractual obligations, Operating leases, More than 5 years | $ 12,268 |
COMMITMENTS AND CONTINGENCIES48
COMMITMENTS AND CONTINGENCIES (Details Textual) - USD ($) $ in Thousands | Oct. 03, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Operating Leases, Rent Expense, Net, Total | $ 300 | $ 100 | $ 10 | |
Operating Leases, Future Minimum Payments Due, Total | 16,335 | |||
Desk Agreement [Member] | ||||
Percentage of Occupancy | 40.00% | |||
Lease payment term | 15 years | |||
Average Annual Rental Payments | $ 1,100 | |||
Contractual obligations [Member] | ||||
Operating Leases, Future Minimum Payments Due, Total | $ 16,335 |
QUARTERLY FINANCIAL INFORMATI49
QUARTERLY FINANCIAL INFORMATION (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
License revenue | $ 38,095 | $ 38,096 | $ 38,095 | $ 38,095 | $ 38,095 | $ 38,096 | $ 38,095 | $ 38,095 | |||
Total costs and expenses | 17,678,096 | 13,863,680 | 17,149,675 | 14,640,946 | 18,759,219 | 17,477,442 | 11,993,592 | 7,643,220 | $ 63,332,397 | $ 55,873,473 | $ 23,118,370 |
Net loss | $ (17,611,812) | $ (13,655,916) | $ (17,103,183) | $ (14,577,735) | $ (18,796,429) | $ (17,451,169) | $ (11,986,430) | $ (7,547,249) | |||
Basic and diluted net loss per common share | $ (0.37) | $ (0.28) | $ (0.38) | $ (0.35) | $ (0.48) | $ (0.51) | $ (0.36) | $ (0.25) | $ (1.38) | $ (1.64) | $ (0.81) |