Document_and_Entity_Informatio
Document and Entity Information | 9 Months Ended | |
Sep. 30, 2014 | Oct. 31, 2014 | |
Document And Entity Information [Abstract] | ' | ' |
Document Type | '10-Q | ' |
Amendment Flag | 'false | ' |
Document Period End Date | 30-Sep-14 | ' |
Document Fiscal Year Focus | '2014 | ' |
Document Fiscal Period Focus | 'Q3 | ' |
Trading Symbol | 'CYMA | ' |
Entity Registrant Name | 'CymaBay Therapeutics, Inc. | ' |
Entity Central Index Key | '0001042074 | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Entity Filer Category | 'Smaller Reporting Company | ' |
Entity Common Stock, Shares Outstanding | ' | 14,686,969 |
Condensed_Balance_Sheets
Condensed Balance Sheets (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Current assets: | ' | ' |
Cash and cash equivalents | $16,356 | $24,401 |
Marketable securities | 26,270 | 6,843 |
Contract receivables | 14 | 110 |
Accrued interest receivable | 223 | 68 |
Prepaid expenses | 1,402 | 364 |
Other current assets | 134 | 453 |
Total current assets | 44,399 | 32,239 |
Property and equipment, net | 91 | 3 |
Other assets | 159 | 258 |
Total assets | 44,649 | 32,500 |
Current liabilities: | ' | ' |
Accounts payable | 1,047 | 697 |
Accrued liabilities | 3,990 | 2,251 |
Warrant liability | 8,766 | 6,466 |
Facility loan | 1,193 | 38 |
Accrued interest payable | 36 | 36 |
Total current liabilities | 15,032 | 9,488 |
Facility loan, less current portion | 3,476 | 4,407 |
Other liabilities | 10 | 9 |
Total liabilities | 18,518 | 13,904 |
Commitments and contingencies | ' | ' |
Stockholders' equity: | ' | ' |
Preferred stock, $0.0001 par value: 10,000,000 shares authorized; no shares issued and outstanding | ' | ' |
Common stock, $0.0001 par value: 100,000,000 shares authorized; 14,684,788 and 9,455,064 shares issued and outstanding as of September 30, 2014 and December 31, 2013, respectively | 1 | 1 |
Additional paid-in capital | 394,182 | 367,435 |
Accumulated other comprehensive (loss) income | -15 | 2 |
Accumulated deficit | -368,037 | -348,842 |
Total stockholders' equity | 26,131 | 18,596 |
Total liabilities and stockholders' equity | $44,649 | $32,500 |
Condensed_Balance_Sheets_Paren
Condensed Balance Sheets (Parenthetical) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
Statement of Financial Position [Abstract] | ' | ' |
Preferred stock, par value | $0.00 | $0.00 |
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 | $0.00 | $0.00 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 14,684,788 | 9,455,064 |
Common stock, shares outstanding | 14,684,788 | 9,455,064 |
Condensed_Statements_of_Operat
Condensed Statements of Operations and Comprehensive Loss (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Operating expenses: | ' | ' | ' | ' |
Research and development | $3,848 | $703 | $10,546 | $3,162 |
General and administrative | 1,687 | 683 | 5,853 | 2,780 |
Total operating expenses | 5,535 | 1,386 | 16,399 | 5,942 |
Loss from operations | -5,535 | -1,386 | -16,399 | -5,942 |
Other (expense) income: | ' | ' | ' | ' |
Interest income | 19 | ' | 48 | 1 |
Interest expense | -191 | -219 | -565 | -640 |
Other (expense) income, net | -254 | 298 | -2,279 | 422 |
Net loss | -5,961 | -1,307 | -19,195 | -6,159 |
Net (loss) income attributable to common stockholders | -5,961 | 42,870 | -19,195 | 16,478 |
Net loss | -5,961 | -1,307 | -19,195 | -6,159 |
Other comprehensive loss: | ' | ' | ' | ' |
Unrealized loss on marketable securities | -15 | ' | -17 | ' |
Other comprehensive loss | -15 | ' | -17 | ' |
Comprehensive loss | ($5,976) | ($1,307) | ($19,212) | ($6,159) |
Basic net (loss) income per common share | ($0.44) | $422.95 | ($1.72) | $433.33 |
Diluted net loss per common share | ($0.44) | ($1.79) | ($1.72) | ($8.94) |
Weighted average common shares outstanding used to calculate basic net loss per common share | 13,468,081 | 101,358 | 11,148,695 | 38,027 |
Weighted average common shares outstanding used to calculate diluted net loss per common share | 13,468,081 | 731,970 | 11,148,695 | 688,825 |
Condensed_Statements_of_Cash_F
Condensed Statements of Cash Flows (USD $) | 9 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 |
Operating activities | ' | ' |
Net loss | ($19,195) | ($6,159) |
Adjustments to reconcile net loss to net cash used in operating activities: | ' | ' |
Depreciation and amortization | 13 | 50 |
Amortization of notes payable conversion option | ' | 10 |
Non-employee stock-based compensation expense | 5 | ' |
Employee and director stock-based compensation expense | 1,012 | 49 |
Amortization of premium on marketable securities | 289 | ' |
Non-cash interest associated with debt discount accretion | 144 | ' |
Change in fair value of warrant liability | 2,289 | ' |
Loss (gain) on sale of property and equipment | 2 | -425 |
Changes in assets and liabilities: | ' | ' |
Contract receivables | 96 | 108 |
Accrued interest receivable | -155 | 9 |
Prepaid expenses | -1,038 | 114 |
Other assets | -35 | ' |
Accounts payable | 350 | 382 |
Accrued liabilities | 2,491 | 310 |
Accrued interest payable | 80 | 632 |
Other liabilities | 10 | -1 |
Net cash used in operating activities | -13,642 | -4,921 |
Investing activities | ' | ' |
Purchases of property and equipment | -103 | ' |
Proceeds from sale of property and equipment | ' | 450 |
Purchases of marketable securities | -24,782 | ' |
Proceeds from sales and maturities of marketable securities | 5,049 | ' |
Net cash (used in) provided by investing activities | -19,836 | 450 |
Financing activities | ' | ' |
Proceeds from facility loan | ' | 4,853 |
Proceeds from issuance of common stock and warrants, net of issuance costs | 25,430 | 23,975 |
Repurchase of preferred stock | ' | -3 |
Proceeds from issuance of common stock upon exercise of employee stock options | 3 | ' |
Net cash provided by financing activities | 25,433 | 28,825 |
Net (decrease) increase in cash and cash equivalents | -8,045 | 24,354 |
Cash and cash equivalents at beginning of period | 24,401 | 7,726 |
Cash and cash equivalents at end of period | 16,356 | 32,080 |
Supplemental disclosure of cash flow information | ' | ' |
Cash paid for interest | 328 | ' |
Issuance of common stock warrants-lenders | 443 | 479 |
Issuance of common stock warrants-common stock | ' | 4,831 |
Conversion of preferred shares into common stock | ' | 323,155 |
Issuance of common stock for debt extinguishment | ' | 16,945 |
Issuance of common stock upon cashless warrant exercise | 432 | ' |
Noncash issuance costs incurred in common stock financing | 453 | ' |
Reclassification of incentive awards to equity | $121 | ' |
Organization_and_Description_o
Organization and Description of Business | 9 Months Ended |
Sep. 30, 2014 | |
Accounting Policies [Abstract] | ' |
Organization and Description of Business | ' |
1. Organization and Description of Business | |
CymaBay Therapeutics, Inc. (the “Company” or “CymaBay”) is a biopharmaceutical company focused on developing therapies to treat metabolic diseases with high unmet medical need, including serious rare and orphan disorders. The Company’s lead product candidate, arhalofenate, is being developed for the treatment of gout. The Company’s second product candidate, MBX-8025, is being considered for the treatment of certain orphan diseases. The Company was incorporated in Delaware in October 1988 as Transtech Corporation. The Company’s headquarters and operations are located in Newark, California and it operates in one segment. | |
On July 25, 2014, the Company completed a public offering of 4.6 million shares of its common stock at $5.50 per share which is referred to here as the 2014 public offering. Net proceeds to the Company in connection with the 2014 public offering were approximately $23.0 million after deducting underwriting discounts, commissions and offering expenses. | |
On September 30, 2013, the Company sold shares of its common stock and warrants to purchase shares of its common stock in a private placement for aggregate gross proceeds of $26.8 million, and raised an additional $5.0 million in venture debt financing pursuant to a $10.0 million loan agreement which it entered into simultaneously with the private placement on September 30, 2013, resulting in aggregate net proceeds to the Company of $28.8 million after deducting placement agent fees and estimated offering expenses. At the same time the Company issued shares of its common stock in cancellation of approximately $16.9 million of debt owed to the holder of that debt. On October 31, 2013, the Company sold additional shares of its common stock and warrants to purchase shares of its common stock, which sales are also part of the private placement, for net proceeds of $2.2 million after deducting placement agent fees and estimated offering expenses. Further, on November 22, 2013, the Company entered into an agreement with investors to purchase shares of its common stock and warrants to purchase shares of its common stock as part of the private placement for net proceeds of $2.7 million, which sales occurred on January 29, 2014. The Company refers to the private placement, the venture debt financing and the issuance of the Company’s common stock in cancellation of the $16.9 million of debt as the 2013 financing. | |
The Company has incurred net operating losses and negative cash flows from operations since its inception. During the nine months ended September 30, 2014, the Company incurred a loss from operations of $19.2 million and used $13.6 million of cash in operations. At September 30, 2014, the Company had an accumulated deficit of $368.0 million. CymaBay expects to incur increased research and development expenses as it continues to study its product candidates in clinical trials. |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 9 Months Ended | ||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||
Accounting Policies [Abstract] | ' | ||||||||||||||||
Summary of Significant Accounting Policies | ' | ||||||||||||||||
2. Summary of Significant Accounting Policies | |||||||||||||||||
Basis of Presentation | |||||||||||||||||
The accompanying interim condensed financial statements are unaudited. These unaudited interim financial statements have been prepared in accordance U.S. GAAP (“GAAP”) and following the requirements of the United States Securities and Exchange Commission (“SEC”) for interim reporting. As permitted under those rules, certain footnotes or other financial information that are normally required by GAAP can be condensed or omitted. In management’s opinion, the unaudited interim financial statements have been prepared on the same basis as the audited financial statements and include all adjustments, which include only normal recurring adjustments, necessary for the fair presentation of the Company’s financial position and its results of operations and comprehensive loss and its cash flows for the periods presented. These statements do not include all disclosures required by GAAP and should be read in conjunction with the Company’s financial statements and accompanying notes for the fiscal year ended December 31, 2013, which is contained in the Company’s Annual Report on Form 10-K as filed with the SEC on March 31, 2014. The results for the nine months ended September 30, 2014, are not necessarily indicative of results to be expected for the year or for any other period. | |||||||||||||||||
Use of Estimates | |||||||||||||||||
The financial statements have been prepared in accordance with GAAP, which requires management to make estimates and assumptions that affect the amounts and disclosures reported in the financial statements and accompanying notes. Management bases its estimates on historical experience and on assumptions believed to be reasonable under the circumstances. The estimation process often may yield a range of potentially reasonable estimates of the ultimate future outcomes, and management must select an amount that falls within that range of reasonable estimates. Actual results could differ materially from those estimates. The Company believes significant judgment is involved in estimating stock-based compensation, accrued clinical liabilities, and equity and liability instrument valuations. | |||||||||||||||||
Reverse Stock Split | |||||||||||||||||
On September 30, 2013, the Company filed an amended and restated certificate of incorporation under which the Company’s preferred stock and common stock was reverse split on a 1-for-79.5 basis. The accompanying financial statements and notes to the financial statements, give retroactive effect to the reverse split for all periods presented. | |||||||||||||||||
Fair Value of Financial Instruments | |||||||||||||||||
The Company’s financial instruments during the periods reported consist of cash and cash equivalents, contract receivables, short-term marketable securities, accounts payable, accrued expenses, warrant liabilities and convertible notes. Fair value estimates of these instruments are made at a specific point in time, based on relevant market information. These estimates may be subjective in nature and involve uncertainties and matters of significant judgment and therefore cannot be determined with precision. | |||||||||||||||||
Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants at the measurement date. Assets and liabilities that are measured at fair value are reported using a three-level fair value hierarchy that prioritizes the inputs used to measure fair value. This hierarchy maximizes the use of observable inputs and maximizes the use of unobservable inputs and is as follows: | |||||||||||||||||
Level 1—Quoted prices in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date. | |||||||||||||||||
Level 2—Inputs other than quoted prices in active markets that are observable for the asset or liability, either directly or indirectly. | |||||||||||||||||
Level 3—Inputs that are unobservable for the asset or liability. | |||||||||||||||||
The carrying amounts of financial instruments such as cash and cash equivalents, contract receivables, accounts payable and accrued expenses approximate the related fair values due to the short-term maturities of these instruments. | |||||||||||||||||
As of September 30, 2014 | |||||||||||||||||
(In thousands) | |||||||||||||||||
Description | Level 1 | Level 2 | Level 3 | Fair Value | |||||||||||||
Money market funds | $ | 15,275 | $ | — | $ | — | $ | 15,275 | |||||||||
Corporate debt and asset backed securities | — | 26,270 | — | 26,270 | |||||||||||||
Total assets measured at fair value | $ | 15,275 | $ | 26,270 | $ | — | $ | 41,545 | |||||||||
Warrant liability | $ | — | $ | — | $ | 8,766 | $ | 8,766 | |||||||||
Total liabilities measured at fair value | $ | — | $ | — | $ | 8,766 | $ | 8,766 | |||||||||
Marketable securities consist of available-for-sale securities that are reported at fair value, with the related unrealized gains and losses included in accumulated other comprehensive income (loss), a component of stockholders’ equity. The Company values cash equivalents and marketable securities using quoted market prices or alternative pricing sources and models utilizing observable market inputs and, as such, classifies cash equivalents and marketable securities within Level 1 or Level 2. | |||||||||||||||||
The Company holds a Level 3 liability associated with common stock warrants that were issued in connection with the Company’s 2013 financing. The warrants are considered a liability and are valued using an option-pricing model, the inputs for which include the exercise price of the warrants, market price of the underlying common shares, expected term, volatility based on a group of the Company’s peers and the risk-free rate corresponding to the expected term of the warrants. As of December 31, 2013, the Company also held a Level 3 liability associated with a forward contract which arose in connection with the Company’s November 22, 2013 execution of an equity purchase agreement with certain investors. The agreement required the Company to issue a fixed number of shares of common stock and warrants to purchase common stock at a predetermined price of $3.0 million provided the Company completes the listing of its common stock on a public stock exchange. The forward contract’s fair value was determined upon execution as the difference between the present value of the equity proceeds to be received under the agreement less the fair value of the underlying securities. The forward contract liability was presented in the balance sheet as a component of accrued liabilities and was revalued at each reporting period until contract settlement which occurred on January 29, 2014. The fair value of the underlying common stock and warrants were valued using an option-pricing model, the inputs of which are similar to those used in the valuation of the Company’s liability classified warrants. Changes to any of the inputs to the option-pricing models used by the Company can have a significant impact to the estimated fair value of the warrants and forward contract liabilities. | |||||||||||||||||
The following table sets forth an activity summary which includes the changes in the fair value of the Company’s Level 3 financial instruments (in thousands): | |||||||||||||||||
Warrant | Forward | ||||||||||||||||
Liability | Contract | ||||||||||||||||
Balance as of December 31, 2013 | $ | 6,466 | $ | 453 | |||||||||||||
Issuance of financial instrument | 443 | — | |||||||||||||||
Change in fair value | 2,289 | (10 | ) | ||||||||||||||
Settlement of financial instrument | (432 | ) | (443 | ) | |||||||||||||
Balance as of September 30, 2014 | $ | 8,766 | $ | — | |||||||||||||
The gains and losses from remeasurement of Level 3 financial liabilities are recorded through other income (expense), net on the accompanying statements of operations and comprehensive loss. | |||||||||||||||||
Cash, Cash Equivalents, and Marketable Securities | |||||||||||||||||
The Company considers all highly liquid investments with a remaining maturity of 90 days or less at the time of purchase to be cash equivalents. Cash and cash equivalents consist of deposits with commercial banks in checking, interest-bearing, and demand money market accounts. The Company invests excess cash in marketable securities with high credit ratings. These securities consist primarily of corporate debt and asset-backed securities and are classified as “available-for-sale.” Management may liquidate any of these investments in order to meet the Company’s liquidity needs in the next year. Accordingly, any investments with contractual maturities greater than one year from the balance sheet date are classified as short-term in the balance sheet. | |||||||||||||||||
Realized gains and losses from the sale of marketable securities, if any, are calculated using the specific identification method. Realized gains and losses and declines in value judged to be other-than-temporary are included in interest income or expense in the statements of operations. Unrealized holding gains and losses are reported in accumulated other comprehensive income (loss), in the balance sheet. To date, the Company has not recorded any impairment charges on its marketable securities related to other-than-temporary declines in market value. In determining whether a decline in market value is other-than-temporary, various factors are considered, including the cause, duration of time and severity of the impairment, any adverse changes in the investees’ financial condition, and the Company’s intent and ability to hold the security for a period of time sufficient to allow for an anticipated recovery in market value. | |||||||||||||||||
Restricted Cash | |||||||||||||||||
The Company is required to maintain compensating cash balances with financial institutions that provide the Company with its corporate credit cards. As of September 30, 2014 and December 31, 2013, cash restricted under these arrangements was $100,000 and $155,000, respectively. These amounts are presented in other assets on the accompanying condensed balance sheets. | |||||||||||||||||
Concentration of Credit Risk | |||||||||||||||||
Cash, cash equivalents, and marketable securities consist of financial instruments that potentially subject the Company to a concentration of credit risk to the extent of the fair value recorded in the balance sheet. The Company invests cash that is not required for immediate operating needs primarily in highly liquid instruments that bear minimal risk. The Company has established guidelines relating to the quality, diversification, and maturities of securities to enable the Company to manage its credit risk. | |||||||||||||||||
Property and Equipment | |||||||||||||||||
Property and equipment is stated at cost, less accumulated depreciation and amortization. Depreciation and amortization is calculated using the straight-line method, and the cost is amortized over the estimated useful lives of the respective assets, generally three to seven years. Leasehold improvements are amortized over the shorter of the useful lives or the non-cancelable term of the related lease. Maintenance and repair costs are charged as expense in the statements of operations and comprehensive income (loss) as incurred. | |||||||||||||||||
Impairment of Long-Lived Assets | |||||||||||||||||
The Company reviews long-lived assets for impairment whenever events or changes in business circumstances indicate that the carrying amount of the assets may not be fully recoverable. An impairment loss is recognized if the estimated undiscounted future cash flow expected to result from the use and eventual disposition of an asset is less than the carrying amount. While the Company’s current and historical operating losses and cash flows are indicators of impairment, the Company believes the future cash flows to be received support the carrying value of its long-lived assets. Accordingly, the Company has not recognized any impairment losses as of September 30, 2014 and December 31, 2013. | |||||||||||||||||
Deferred Rent | |||||||||||||||||
The Company records its costs under facility operating lease agreements as rent expense. Rent expense is recognized on a straight-line basis over the non-cancelable term of the operating lease. The difference between the actual amounts paid and amounts recorded as rent expense is recorded to deferred rent in the balance sheet. | |||||||||||||||||
Common Stock Warrant Liability | |||||||||||||||||
Warrants issued to common stock holders and lenders by the Company in conjunction with the 2013 financing were classified as liabilities in the accompanying condensed balance sheets, as the terms for redemption of the underlying security were outside the Company’s control. The warrants were recorded at fair value using either the Black-Scholes option pricing model, probability weighted expected return model or a binomial model, depending on the characteristics of the warrants. The fair value of these warrants is re-measured at each financial reporting period with any changes in fair value being recognized as a component of other income (expense), net in the accompanying condensed statements of operations and comprehensive loss. | |||||||||||||||||
Research and Development Expenses | |||||||||||||||||
Research and development expenses consist of costs incurred in identifying, developing, and testing product candidates. These expenses consist primarily of costs for research and development personnel (including related stock-based compensation); contract research organizations and other third parties that assist in managing, monitoring, and analyzing clinical trials; investigator and site fees; laboratory services; consultants; contract manufacturing services; non-clinical studies, including materials; and allocated expenses, such as depreciation of assets, and facilities and information technology that support research and development activities. Research and development costs are expensed as incurred, including expenses that may or may not be reimbursed under research and development funding arrangements. | |||||||||||||||||
The expenses related to clinical trials are based upon estimates of the services received and efforts expended pursuant to contracts with multiple research institutions and clinical research organizations (CROs) that conduct and manage clinical trials on behalf of the Company. Expenses related to clinical trials are accrued based upon the level of activity incurred under each contract as indicated by such factors as progress made against specified milestones or targets in each period, patient enrollment levels, and other trial activities as reported by CROs. Accordingly, the Company’s clinical trial accrual is dependent upon the timely and accurate reporting of expenses by clinical research organizations and other third-party vendors. Payments made to third parties under these clinical trial arrangements in advance of the receipt of the related services are recorded as prepaid assets, depending on the terms of the agreement, until the services are rendered. | |||||||||||||||||
Stock-Based Compensation | |||||||||||||||||
Employee and director stock-based compensation is measured at the grant date, based on the fair-value based measurements of the stock awards, and the portion that is ultimately expected to vest is recognized as an expense over the related vesting periods, net of estimated forfeitures. The Company calculates the fair-value based measurements of options using the Black-Scholes valuation model and recognizes expense using the straight-line attribution method. | |||||||||||||||||
Equity awards granted to non-employees are accounted for using the Black-Scholes valuation model to determine the fair value of such instruments. The fair value of equity awards granted to non-employees are re-measured over the related vesting period and amortized to expense as earned. | |||||||||||||||||
Income Taxes | |||||||||||||||||
The Company utilizes the liability method of accounting for income taxes. Under this method, deferred tax assets and liabilities are determined based on differences between the financial reporting and the tax bases of assets and liabilities and are measured using enacted tax rates and laws that will be in effect when the differences are expected to reverse. A valuation allowance is recorded when it is more likely than not that all or part of a deferred tax asset will not be realized. | |||||||||||||||||
The accounting guidance for uncertainty in income taxes prescribes a recognition threshold and measurement attribute criteria for the financial recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination based on the technical merits of the position. The Company records interest related to income taxes, if any, as interest, and any penalties would be recorded as other expense in the statements of comprehensive income (loss). There was no interest or penalties related to income taxes recorded during the three and nine months ended September 30, 2014 and 2013. | |||||||||||||||||
Comprehensive Loss | |||||||||||||||||
Comprehensive loss includes net loss and net unrealized gains and losses on marketable securities, which are presented in a single continuous statement. Accumulated other comprehensive income (loss) is disclosed in the condensed balance sheets, and is stated net of related tax effects, if any. | |||||||||||||||||
Net Loss Per Common Share | |||||||||||||||||
Basic net loss per share of common stock is based on the weighted average number of shares of common stock outstanding equivalents during the period. Prior to the 2013 financing, in addition to common stock, the Company had preferred stock outstanding that contractually entitled the holder to participate in dividends and earnings of the Company. Accordingly, the Company applied the two-class method for calculating net loss per share. Under this method, all undistributed earnings are allocated first to the preferred stockholders based on their contractual right to dividends. This right is calculated on a pro rated basis for the portion of the period the preferred shares were outstanding. On September 30, 2013, in connection with the 2013 financing, all outstanding shares of the Company’s preferred stock were converted into shares of the Company’s common stock. Accordingly, no preferred stock was outstanding during the three and nine months ended September 30, 2014. | |||||||||||||||||
Diluted net loss per share of common stock is calculated using the more dilutive of the two approaches: one, “as-converted” method, under which the weighted average number of common stock shares outstanding during the period is adjusted to include the assumed conversion of redeemable convertible preferred stock at the beginning of the period, and the other, the “two-class” method as described above. Under either approach, the weighted average number of shares outstanding is also adjusted to include the assumed exercises of stock options and warrants, if dilutive. | |||||||||||||||||
The calculation of diluted loss per share also requires that, to the extent the average market price of the underlying shares for the reporting period exceeds the exercise price of the warrants and the presumed exercise of such securities are dilutive to earnings (loss) per share for the period, adjustments to net income or net loss used in the calculation are required to remove the change in fair value of the warrants for the period. Likewise, adjustments to the denominator are required to reflect the related dilutive shares. | |||||||||||||||||
The Company’s computation of earnings per share is as follows (in thousands, except share and per share amounts): | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
Basic: | |||||||||||||||||
Numerator: | |||||||||||||||||
Net loss | $ | (5,961 | ) | $ | (1,307 | ) | $ | (19,195 | ) | $ | (6,159 | ) | |||||
Accretion to redemption value of redeemable convertible preferred stock | — | (3,036 | ) | — | (9,289 | ) | |||||||||||
Reduction in redeemable convertible preferred stock distribution entitlement upon extinguishment | — | 313,933 | — | 313,933 | |||||||||||||
Amounts allocated to participating redeemable convertible preferred stock | — | (266,720 | ) | — | (282,007 | ) | |||||||||||
Net (loss) income allocated to common stock—basic | $ | (5,961 | ) | $ | 42,870 | $ | (19,195 | ) | $ | 16,478 | |||||||
Denominator: | |||||||||||||||||
Weighted average number of common stock shares outstanding—basic | 13,468,081 | 101,358 | 11,148,695 | 38,027 | |||||||||||||
Net (loss) income per share-basic: | $ | (0.44 | ) | $ | 422.95 | $ | (1.72 | ) | $ | 433.33 | |||||||
Diluted: | |||||||||||||||||
Numerator: | |||||||||||||||||
Net (loss) income allocated to common stock | $ | (5,961 | ) | $ | 42,870 | $ | (19,195 | ) | $ | 16,478 | |||||||
Adjustments from assumed conversion of redeemable convertible preferred stock | — | (44,177 | ) | — | (22,637 | ) | |||||||||||
Net loss allocated to common stock—diluted | $ | (5,961 | ) | $ | (1,307 | ) | $ | (19,195 | ) | $ | (6,159 | ) | |||||
Denominator: | |||||||||||||||||
Weighted average number of common stock shares outstanding | 13,468,081 | 101,358 | 11,148,695 | 38,027 | |||||||||||||
Weighted average number of preferred stock shares outstanding | — | 630,612 | — | 650,798 | |||||||||||||
Total common stock equivalent shares | 13,468,081 | 731,970 | 11,148,695 | 688,825 | |||||||||||||
Net loss per share—diluted | $ | (0.44 | ) | $ | (1.79 | ) | $ | (1.72 | ) | $ | (8.94 | ) | |||||
The following table shows the total outstanding securities considered anti-dilutive and therefore excluded from the computation of diluted net loss per share. | |||||||||||||||||
Three and Nine Months | |||||||||||||||||
Ended September 30, | |||||||||||||||||
2014 | 2013 | ||||||||||||||||
(unaudited) | |||||||||||||||||
Warrants for common stock | 1,787,617 | 1,543,437 | |||||||||||||||
Common stock options | 992,033 | 89,609 | |||||||||||||||
Incentive awards | 247,515 | — | |||||||||||||||
3,027,165 | 1,633,046 | ||||||||||||||||
Certain_Balance_Sheet_Items
Certain Balance Sheet Items | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' | ||||||||
Certain Balance Sheet Items | ' | ||||||||
3. Certain Balance Sheet Items | |||||||||
Property and equipment consists of the following (in thousands): | |||||||||
September 30, | December 31, | ||||||||
2014 | 2013 | ||||||||
(unaudited) | |||||||||
Office and computer equipment | $ | 176 | $ | 556 | |||||
Purchased software | 46 | 166 | |||||||
Furniture and fixtures | 33 | 42 | |||||||
Leasehold improvements | 66 | 2,534 | |||||||
Total | 321 | 3,298 | |||||||
Less accumulated depreciation and amortization | (230 | ) | (3,295 | ) | |||||
Property and equipment, net | $ | 91 | $ | 3 | |||||
In March 2014, the Company ceased use of a substantial portion of its leased facility in Hayward, California. In connection with the closure of this facility, the Company disposed of certain fully depreciated leasehold improvements. In June 2014, the Company completed a physical inventory of its property and equipment and disposed of certain fully depreciated computers, equipment and software. | |||||||||
Accrued liabilities consist of the following (in thousands): | |||||||||
September 30, | December 31, | ||||||||
2014 | 2013 | ||||||||
(unaudited) | |||||||||
Accrued compensation | $ | 842 | $ | 518 | |||||
Accrued pre-clinical and clinical trial expenses | 2,815 | 418 | |||||||
Accrued professional fees | 242 | 782 | |||||||
Forward contract | — | 453 | |||||||
Other accruals | 91 | 80 | |||||||
Total accrued liabilities | $ | 3,990 | $ | 2,251 | |||||
Common_Stock_Warrants
Common Stock Warrants | 9 Months Ended |
Sep. 30, 2014 | |
Text Block [Abstract] | ' |
Common Stock Warrants | ' |
4. Common Stock Warrants | |
In January 2014, in connection with the 2013 financing, the Company completed the sale of common stock for aggregate proceeds of $3.0 million and as part of this transaction, the Company issued five-year warrants to purchase 120,800 shares of common stock at an exercise price of $5.75 per share. Due to certain provisions, the Company is required to account for the warrants issued as a liability at fair value. In addition, the estimated liability related to the warrants is required to be revalued at each reporting period until the earlier of the exercise of the warrants, at which time the liability will be reclassified to stockholders’ equity, or expiration of the warrants. At issuance date, the fair value of the total warrant liability was estimated to be $0.4 million using a binomial lattice options-pricing model. |
Collaboration_and_License_Agre
Collaboration and License Agreements | 9 Months Ended |
Sep. 30, 2014 | |
Text Block [Abstract] | ' |
Collaboration and License Agreements | ' |
5. Collaboration and License Agreements | |
In August 2006, CymaBay entered into a strategic alliance with Ortho-McNeil, Inc., a subsidiary of Johnson and Johnson. As part of the alliance, Janssen Pharmaceutical NV, an affiliate of Ortho-McNeil, granted to CymaBay an exclusive worldwide, royalty-bearing license to MBX-8025 and certain other PPARd compounds (the “PPARd Products”) with the right to grant sublicenses to third parties to make, use and sell such PPARd Products. Under the terms of the agreement, CymaBay has full control and responsibility over the research, development and registration of any PPARd Products and is required to use diligent efforts to conduct all such activities. Janssen has the sole responsibility for the preparation, filing, prosecution, maintenance of, and defense of the patents with respect to, the PPARd Products. Janssen has a right of first negotiation under the agreement to license a particular PPARd Product from CymaBay in the event that CymaBay elects to seek a third party corporate partner for the research, development, promotion, and/or commercialization of such PPARd Products. Under the terms of the agreement Janssen is entitled to receive up to an 8% royalty on net sales of PPARd Products. No payments were made and no royalties were received under this agreement during the three and nine months ended September 30, 2014 and 2013. | |
In June 2010, CymaBay entered into two development and license agreements with Janssen Pharmaceuticals, Inc. (Janssen), a subsidiary of Johnson and Johnson, to further develop and discover undisclosed metabolic disease target agonists for the treatment of T2DM and other disorders and received a one-time nonrefundable technology access fee related to the agreements. CymaBay is also eligible to receive up to $228 million in contingent payments if certain development and commercial events are achieved as well as royalties on worldwide net sales of products. No such payments have been made to date. Under the terms of the agreements, Janssen has full control and responsibility over the research, development and registration of any products developed and/or discovered from the metabolic disease targets and is required to use diligent efforts to conduct all such activities. | |
In June 1998, the Company entered into a license agreement with DiaTex, Inc. (DiaTex) relating to products containing halofenate, its enantiomers, derivatives, and analogs (the licensed products). The license agreement provides that DiaTex and the Company are joint owners of all of the patents and patent applications covering the licensed products and methods of producing or using such compounds, as well as certain other know-how (the covered IP). As part of the license agreement, the Company received an exclusive worldwide license, including as to DiaTex, to use the covered IP to develop and commercialize the licensed products. The Company also retained the right to sub-license the covered IP. The license agreement contains a $2,000 per month license fee as well as a requirement to make additional payments for development achievements and royalty payments on any sales of licensed products. Pursuant to the license agreement, all of the Company’s patents and patent applications related to arhalofenate, its use, and production are jointly owned with DiaTex. DiaTex is entitled to up to $0.8 million for the future development of arhalofenate, as well as a 2% royalty payment on net sales of products containing arhalofenate. No development payments were made in the three and nine months ended September 30, 2014 and 2013, and no royalties have been paid to date. |
Debt
Debt | 9 Months Ended |
Sep. 30, 2014 | |
Debt Disclosure [Abstract] | ' |
Debt | ' |
6. Debt | |
On June 20, 2006 the Company entered into an equity and loan facility with the Johnson and Johnson Development Corporation (“JJDC”) pursuant to which the Company could drawn down up to an aggregate of $30 million in loans in the form of convertible preferred stock promissory notes. In March and September 2008, the Company issued notes in the aggregate amount of $3.5 million and $10.5 million, respectively. The notes were due on March 17 and September 17, 2011, including interest that accrued at 7.57% per annum. In December 2010, the aggregate principal amount and all accrued interest under the notes issued in March and September 2008 were converted into the Company’s Series E-3 convertible preferred stock (Series E-3 Preferred) at $232.93 per share. | |
In February and July 2009, the Company issued notes in the aggregate amount of $7.0 million and $6.7 million, respectively, which represented the remaining amount available to the Company, in accordance with the terms of the equity and loan facility with JJDC. The notes were due in February 2012 and July 2012, including interest that accrued at 4.42% per annum and 4.960% per annum, respectively. In January 2012, the Company amended the maturity dates of the outstanding $7.0 million and $6.7 million convertible promissory notes to extend the maturity date to March 1, 2013, and interest rates were increased to 4.919% and 5.46% per annum, respectively. In addition, the conversion price of the notes to convert into shares of the Company’s Series C-1 Preferred Stock was decreased from $438.84 per share to $292.56 per share. All of these notes were further amended in March 2013, to extend the maturity date on the notes to August 1, 2013, and to make the notes subordinate to repayment of the Company’s severance obligations to all employees until January 1, 2014. On July 31, 2013, the maturity date was extended to December 31, 2013. There were no financial covenants associated with the notes. For the three and nine months ended September 30, 2013, the Company recognized $0.2 million and $0.6 million, respectively, of interest expense related to the convertible promissory notes. On September 30, 2013, the outstanding principal and accrued interest of $16.9 million under the equity and loan facility with JJDC was extinguished in exchange for 624,944 shares of common stock as an integral part of the 2013 financing. | |
Facility Loan | |
On September 30, 2013, the Company entered into a facility loan agreement with Silicon Valley Bank and Oxford Finance for a total loan amount of $10.0 million of which the first tranche of $5.0 million was drawn as part of the 2013 financing. The loan has a fixed interest rate of 8.75% payable as interest only for twelve months and a thirty-six month loan amortization period thereafter, with a final interest payment of $0.3 million at the end of the loan period. Until positive Phase 2b data is achieved, the Company must be in compliance with one of two financial covenants at all times: (1) maintain 1.3 times cash to outstanding debt or (2) maintain sufficient cash on hand to support eight months of operations based on a trailing average monthly cash burn. As of September 30, 2014, the Company was in compliance with both financial covenants. The first tranche loan under the term loan facility bears interest at a rate equal 8.75% per annum. Loans under the second tranche will bear interest at a rate fixed at the time of borrowing equal to the greater of (i) 8.75% per annum and (ii) the sum of the Wall Street Journal prime rate plus 4.25% per annum. The Company was also required to pay a facility fee of 1.00% on the term loan facility commitment. | |
At the time of the facility loan drawdown, the Company issued warrants exercisable for a total of 121,739 shares of the Company’s common stock to the lenders at an exercise price of $5.00 per share. As a result of this issuance, a warrant liability of $0.5 million was recorded in the accompanying condensed balance sheets and it must be revalued at each balance sheet date. |
Commitments_and_Contingencies
Commitments and Contingencies | 9 Months Ended | ||||
Sep. 30, 2014 | |||||
Commitments and Contingencies Disclosure [Abstract] | ' | ||||
Commitments and Contingencies | ' | ||||
7. Commitments and Contingencies | |||||
The Company leased office and laboratory space in a single building in Hayward, California. The facility lease, as amended on July 15, 2010, had a term of four years and expired on April 30, 2014. On November 8, 2013, the Company entered into a new lease commencing January 16, 2014, and expiring on December 31, 2018, for 8,894 square feet of office space in Newark, California. Rent expense was $0.1 million for each of the three months ended September 30, 2014 and 2013. | |||||
Future minimum lease payments are as follows (in thousands): | |||||
Lease | |||||
Payments | |||||
Year ending December 31: | |||||
2014 (remaining 3 months) | $ | 51 | |||
2015 | 209 | ||||
2016 | 216 | ||||
2017 | 222 | ||||
2018 | 228 | ||||
Total future minimum payments | $ | 926 | |||
Indemnification | |||||
In the normal course of business, the Company enters into contracts and agreements that contain a variety of representations and warranties and provide for general indemnification, including indemnification associated with product liability or infringement of intellectual property rights. The Company’s exposure under these agreements is unknown because it involves future claims that may be made against the Company that may be, but have not yet been, made. To date, the Company has not paid any claims or been required to defend any action related to these indemnification obligations, and no amounts have been accrued in the accompanying balance sheets related to these indemnification obligations. | |||||
The Company has agreed to indemnify its executive officers and directors for losses and costs incurred in connection with certain events or occurrences, including advancing money to cover certain costs, subject to certain limitations. The maximum potential amount of future payments the Company could be required to make under this indemnification is unlimited; however, the Company maintains insurance policies that may limit its exposure and may enable it to recover a portion of any future amounts paid. Assuming the applicability of coverage, the willingness of the insurer to assume coverage, and subject to certain retention, loss limits, and other policy provisions, the Company believes the fair value of these indemnification obligations is not material. Accordingly, the Company has not recognized any liabilities relating to these obligations as of September 30, 2014 and December 31, 2013. No assurances can be given that the covering insurers will not attempt to dispute the validity, applicability, or amount of coverage without expensive litigation against these insurers, in which case the Company may incur substantial liabilities as a result of these indemnification obligations. |
Stockholders_Equity
Stockholders' Equity | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Equity [Abstract] | ' | ||||||||
Stockholders' Equity | ' | ||||||||
8. Stockholders’ Equity | |||||||||
Upon the closing in the 2013 financing on September 30, 2013, all of the outstanding shares of redeemable convertible preferred stock of the Company were converted into 2,793,281 shares of common stock, and the related carrying value of $320.0 million was reclassified to additional paid-in capital. As of September 30, 2014, no shares of redeemable convertible preferred stock were issued or outstanding. | |||||||||
The Company is authorized to issue 100,000,000 shares of common stock with a par value of $0.0001 per share as of September 30, 2014. | |||||||||
On September 30, 2013, the Company sold 5,366,669 shares of common stock and 1,073,338 warrants to purchase shares of common stock in the 2013 financing for net proceeds to the Company of $22.8 million after deducting placement agent fees and estimated offering expenses. Also on that date, the Company issued 624,944 shares of common stock in cancellation of approximately $16.9 million of debt owed to JJDC, the holder of that debt (Note 6). On October 31, 2013, the Company sold an additional 664,300 shares of common stock and warrants to purchase 132,860 shares of common stock, which sales were also part of the 2013 financing, for net proceeds to CymaBay of $2.2 million after deducting placement agent fees and estimated offering expenses. On November 22, 2013, the Company entered into an agreement with investors to purchase 604,000 shares of common stock and 120,800 warrants to purchase shares of common stock as part of the 2013 financing for net proceeds of $2.7 million, which sales occurred on January 2014. | |||||||||
On July 25, 2014, the Company completed a public offering of 4.6 million shares of its common stock at $5.50 per share. Net proceeds to the Company in connection with the 2014 public offering were approximately $23.0 million after deducting underwriting discounts, commissions and offering expenses. | |||||||||
As of September 30, 2014 and December 31, 2013, the Company had reserved shares of authorized but unissued common stock as follows: | |||||||||
September 30, | December 31, | ||||||||
2014 | 2013 | ||||||||
(unaudited) | |||||||||
Common stock warrants | 1,787,617 | 1,742,727 | |||||||
Equity incentive plans | 1,549,716 | 577,294 | |||||||
Total reserved shares of common stock | 3,337,333 | 2,320,021 | |||||||
Stock_Plans_and_StockBased_Com
Stock Plans and Stock-Based Compensation | 9 Months Ended | ||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ' | ||||||||||||||||
Stock Plans and Stock-Based Compensation | ' | ||||||||||||||||
9. Stock Plans and Stock-Based Compensation | |||||||||||||||||
Stock Plans | |||||||||||||||||
On September 30, 2013, the Company’s stockholders approved the 2013 Equity Incentive Plan, or 2013 Plan, under which shares of the Company’s common stock are reserved for issuance pursuant to stock awards, including, but not limited to, incentive stock options, nonstatutory stock options, stock appreciation rights, restricted stock awards, restricted stock unit awards, performance stock awards, and performance cash awards. In addition, the share reserve automatically increased by 472,753 shares on January 1, 2014, and will continue to automatically increase on January 1st of each year, for a period of not more than ten years, in an amount equal to 5% of the total number of shares of capital stock outstanding on December 31st of the preceding calendar year, unless the Board determines otherwise prior to December 31st of such calendar year. In June 2014, the Company’s stockholders approved a proposal to increase the share reserve by an additional 500,000 shares. From plan inception through September 30, 2014, the Company had issued options for an aggregate of 933,647 shares of the Company’s common stock under the 2013 Plan. | |||||||||||||||||
Stock-Based Compensation Expense | |||||||||||||||||
Employee and Director Expense | |||||||||||||||||
Employee and director stock-based compensation expense recorded was as follows (in thousands): | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
(unaudited) | (unaudited) | ||||||||||||||||
Research and development | $ | 73 | $ | 5 | $ | 256 | $ | 16 | |||||||||
General and administrative | 152 | 11 | 761 | 33 | |||||||||||||
Total | $ | 225 | $ | 16 | $ | 1,017 | $ | 49 | |||||||||
On June 3, 2014, stockholders approved a proposal to increase the Company’s stock option plan share reserve with sufficient shares to enable the Company to share settle certain incentive awards previously issued to the Company’s employees and directors. Prior to the share reserve increase the Company could only cash settle the incentive awards and therefore these awards were required to be revalued at each reporting date and presented as liabilities on the condensed balance sheet. On June 3, 2014, the incentive awards became equity classified for accounting purposes and accordingly, the Company revalued the awards and reclassified $0.1 million from accrued liabilities to additional paid in capital. |
RelatedParty_Transactions
Related-Party Transactions | 9 Months Ended |
Sep. 30, 2014 | |
Related Party Transactions [Abstract] | ' |
Related-Party Transactions | ' |
10. Related-Party Transactions | |
The Company paid a former member of its Board of Directors, who is also a member of its Scientific and Clinical Advisory Boards, a total of $45,000 in the year ended December 31, 2013 and $40,000 for the nine months ended September 30, 2014, in monthly cash retainers. The Company also issued options to purchase shares of common stock and incentive awards to this individual in his capacity as a member of its Scientific Advisory Board. |
Subsequent_Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2014 | |
Subsequent Events [Abstract] | ' |
Subsequent Events | ' |
11. Subsequent Events | |
On November 7, 2014, the Company filed a $100 million registration statement on Form S-3 with the SEC and also entered into an at-the-market facility (ATM) to sell up to $25 million of common stock under the registration statement. |
Organization_and_Description_o1
Organization and Description of Business (Policies) | 9 Months Ended |
Sep. 30, 2014 | |
Accounting Policies [Abstract] | ' |
Liquidity | ' |
The Company has incurred net operating losses and negative cash flows from operations since its inception. During the nine months ended September 30, 2014, the Company incurred a loss from operations of $19.2 million and used $13.6 million of cash in operations. At September 30, 2014, the Company had an accumulated deficit of $368.0 million. CymaBay expects to incur increased research and development expenses as it continues to study its product candidates in clinical trials. | |
Basis of Presentation | ' |
Basis of Presentation | |
The accompanying interim condensed financial statements are unaudited. These unaudited interim financial statements have been prepared in accordance U.S. GAAP (“GAAP”) and following the requirements of the United States Securities and Exchange Commission (“SEC”) for interim reporting. As permitted under those rules, certain footnotes or other financial information that are normally required by GAAP can be condensed or omitted. In management’s opinion, the unaudited interim financial statements have been prepared on the same basis as the audited financial statements and include all adjustments, which include only normal recurring adjustments, necessary for the fair presentation of the Company’s financial position and its results of operations and comprehensive loss and its cash flows for the periods presented. These statements do not include all disclosures required by GAAP and should be read in conjunction with the Company’s financial statements and accompanying notes for the fiscal year ended December 31, 2013, which is contained in the Company’s Annual Report on Form 10-K as filed with the SEC on March 31, 2014. The results for the nine months ended September 30, 2014, are not necessarily indicative of results to be expected for the year or for any other period. | |
Use of Estimates | ' |
Use of Estimates | |
The financial statements have been prepared in accordance with GAAP, which requires management to make estimates and assumptions that affect the amounts and disclosures reported in the financial statements and accompanying notes. Management bases its estimates on historical experience and on assumptions believed to be reasonable under the circumstances. The estimation process often may yield a range of potentially reasonable estimates of the ultimate future outcomes, and management must select an amount that falls within that range of reasonable estimates. Actual results could differ materially from those estimates. The Company believes significant judgment is involved in estimating stock-based compensation, accrued clinical liabilities, and equity and liability instrument valuations. | |
Reverse Stock Split | ' |
Reverse Stock Split | |
On September 30, 2013, the Company filed an amended and restated certificate of incorporation under which the Company’s preferred stock and common stock was reverse split on a 1-for-79.5 basis. The accompanying financial statements and notes to the financial statements, give retroactive effect to the reverse split for all periods presented. | |
Fair Value of Financial Instruments | ' |
Fair Value of Financial Instruments | |
The Company’s financial instruments during the periods reported consist of cash and cash equivalents, contract receivables, short-term marketable securities, accounts payable, accrued expenses, warrant liabilities and convertible notes. Fair value estimates of these instruments are made at a specific point in time, based on relevant market information. These estimates may be subjective in nature and involve uncertainties and matters of significant judgment and therefore cannot be determined with precision. | |
Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants at the measurement date. Assets and liabilities that are measured at fair value are reported using a three-level fair value hierarchy that prioritizes the inputs used to measure fair value. This hierarchy maximizes the use of observable inputs and maximizes the use of unobservable inputs and is as follows: | |
Level 1—Quoted prices in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date. | |
Level 2—Inputs other than quoted prices in active markets that are observable for the asset or liability, either directly or indirectly. | |
Level 3—Inputs that are unobservable for the asset or liability. | |
The carrying amounts of financial instruments such as cash and cash equivalents, contract receivables, accounts payable and accrued expenses approximate the related fair values due to the short-term maturities of these instruments. | |
Marketable securities consist of available-for-sale securities that are reported at fair value, with the related unrealized gains and losses included in accumulated other comprehensive income (loss), a component of stockholders’ equity. The Company values cash equivalents and marketable securities using quoted market prices or alternative pricing sources and models utilizing observable market inputs and, as such, classifies cash equivalents and marketable securities within Level 1 or Level 2. | |
The Company holds a Level 3 liability associated with common stock warrants that were issued in connection with the Company’s 2013 financing. The warrants are considered a liability and are valued using an option-pricing model, the inputs for which include the exercise price of the warrants, market price of the underlying common shares, expected term, volatility based on a group of the Company’s peers and the risk-free rate corresponding to the expected term of the warrants. As of December 31, 2013, the Company also held a Level 3 liability associated with a forward contract which arose in connection with the Company’s November 22, 2013 execution of an equity purchase agreement with certain investors. The agreement required the Company to issue a fixed number of shares of common stock and warrants to purchase common stock at a predetermined price of $3.0 million provided the Company completes the listing of its common stock on a public stock exchange. The forward contract’s fair value was determined upon execution as the difference between the present value of the equity proceeds to be received under the agreement less the fair value of the underlying securities. The forward contract liability was presented in the balance sheet as a component of accrued liabilities and was revalued at each reporting period until contract settlement which occurred on January 29, 2014. The fair value of the underlying common stock and warrants were valued using an option-pricing model, the inputs of which are similar to those used in the valuation of the Company’s liability classified warrants. Changes to any of the inputs to the option-pricing models used by the Company can have a significant impact to the estimated fair value of the warrants and forward contract liabilities. | |
The gains and losses from remeasurement of Level 3 financial liabilities are recorded through other income (expense), net on the accompanying statements of operations and comprehensive loss. | |
Cash, Cash Equivalents, and Marketable Securities | ' |
Cash, Cash Equivalents, and Marketable Securities | |
The Company considers all highly liquid investments with a remaining maturity of 90 days or less at the time of purchase to be cash equivalents. Cash and cash equivalents consist of deposits with commercial banks in checking, interest-bearing, and demand money market accounts. The Company invests excess cash in marketable securities with high credit ratings. These securities consist primarily of corporate debt and asset-backed securities and are classified as “available-for-sale.” Management may liquidate any of these investments in order to meet the Company’s liquidity needs in the next year. Accordingly, any investments with contractual maturities greater than one year from the balance sheet date are classified as short-term in the balance sheet. | |
Realized gains and losses from the sale of marketable securities, if any, are calculated using the specific identification method. Realized gains and losses and declines in value judged to be other-than-temporary are included in interest income or expense in the statements of operations. Unrealized holding gains and losses are reported in accumulated other comprehensive income (loss), in the balance sheet. To date, the Company has not recorded any impairment charges on its marketable securities related to other-than-temporary declines in market value. In determining whether a decline in market value is other-than-temporary, various factors are considered, including the cause, duration of time and severity of the impairment, any adverse changes in the investees’ financial condition, and the Company’s intent and ability to hold the security for a period of time sufficient to allow for an anticipated recovery in market value. | |
Restricted Cash | ' |
Restricted Cash | |
The Company is required to maintain compensating cash balances with financial institutions that provide the Company with its corporate credit cards. As of September 30, 2014 and December 31, 2013, cash restricted under these arrangements was $100,000 and $155,000, respectively. These amounts are presented in other assets on the accompanying condensed balance sheets. | |
Concentration of Credit Risk | ' |
Concentration of Credit Risk | |
Cash, cash equivalents, and marketable securities consist of financial instruments that potentially subject the Company to a concentration of credit risk to the extent of the fair value recorded in the balance sheet. The Company invests cash that is not required for immediate operating needs primarily in highly liquid instruments that bear minimal risk. The Company has established guidelines relating to the quality, diversification, and maturities of securities to enable the Company to manage its credit risk. | |
Property and Equipment | ' |
Property and Equipment | |
Property and equipment is stated at cost, less accumulated depreciation and amortization. Depreciation and amortization is calculated using the straight-line method, and the cost is amortized over the estimated useful lives of the respective assets, generally three to seven years. Leasehold improvements are amortized over the shorter of the useful lives or the non-cancelable term of the related lease. Maintenance and repair costs are charged as expense in the statements of operations and comprehensive income (loss) as incurred. | |
Impairment of Long-Lived Assets | ' |
Impairment of Long-Lived Assets | |
The Company reviews long-lived assets for impairment whenever events or changes in business circumstances indicate that the carrying amount of the assets may not be fully recoverable. An impairment loss is recognized if the estimated undiscounted future cash flow expected to result from the use and eventual disposition of an asset is less than the carrying amount. While the Company’s current and historical operating losses and cash flows are indicators of impairment, the Company believes the future cash flows to be received support the carrying value of its long-lived assets. Accordingly, the Company has not recognized any impairment losses as of September 30, 2014 and December 31, 2013. | |
Deferred Rent | ' |
Deferred Rent | |
The Company records its costs under facility operating lease agreements as rent expense. Rent expense is recognized on a straight-line basis over the non-cancelable term of the operating lease. The difference between the actual amounts paid and amounts recorded as rent expense is recorded to deferred rent in the balance sheet. | |
Common Stock Warrant Liability | ' |
Common Stock Warrant Liability | |
Warrants issued to common stock holders and lenders by the Company in conjunction with the 2013 financing were classified as liabilities in the accompanying condensed balance sheets, as the terms for redemption of the underlying security were outside the Company’s control. The warrants were recorded at fair value using either the Black-Scholes option pricing model, probability weighted expected return model or a binomial model, depending on the characteristics of the warrants. The fair value of these warrants is re-measured at each financial reporting period with any changes in fair value being recognized as a component of other income (expense), net in the accompanying condensed statements of operations and comprehensive loss. | |
Research and Development Expenses | ' |
Research and Development Expenses | |
Research and development expenses consist of costs incurred in identifying, developing, and testing product candidates. These expenses consist primarily of costs for research and development personnel (including related stock-based compensation); contract research organizations and other third parties that assist in managing, monitoring, and analyzing clinical trials; investigator and site fees; laboratory services; consultants; contract manufacturing services; non-clinical studies, including materials; and allocated expenses, such as depreciation of assets, and facilities and information technology that support research and development activities. Research and development costs are expensed as incurred, including expenses that may or may not be reimbursed under research and development funding arrangements. | |
The expenses related to clinical trials are based upon estimates of the services received and efforts expended pursuant to contracts with multiple research institutions and clinical research organizations (CROs) that conduct and manage clinical trials on behalf of the Company. Expenses related to clinical trials are accrued based upon the level of activity incurred under each contract as indicated by such factors as progress made against specified milestones or targets in each period, patient enrollment levels, and other trial activities as reported by CROs. Accordingly, the Company’s clinical trial accrual is dependent upon the timely and accurate reporting of expenses by clinical research organizations and other third-party vendors. Payments made to third parties under these clinical trial arrangements in advance of the receipt of the related services are recorded as prepaid assets, depending on the terms of the agreement, until the services are rendered. | |
Stock-Based Compensation | ' |
Stock-Based Compensation | |
Employee and director stock-based compensation is measured at the grant date, based on the fair-value based measurements of the stock awards, and the portion that is ultimately expected to vest is recognized as an expense over the related vesting periods, net of estimated forfeitures. The Company calculates the fair-value based measurements of options using the Black-Scholes valuation model and recognizes expense using the straight-line attribution method. | |
Equity awards granted to non-employees are accounted for using the Black-Scholes valuation model to determine the fair value of such instruments. The fair value of equity awards granted to non-employees are re-measured over the related vesting period and amortized to expense as earned. | |
Income Taxes | ' |
Income Taxes | |
The Company utilizes the liability method of accounting for income taxes. Under this method, deferred tax assets and liabilities are determined based on differences between the financial reporting and the tax bases of assets and liabilities and are measured using enacted tax rates and laws that will be in effect when the differences are expected to reverse. A valuation allowance is recorded when it is more likely than not that all or part of a deferred tax asset will not be realized. | |
The accounting guidance for uncertainty in income taxes prescribes a recognition threshold and measurement attribute criteria for the financial recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination based on the technical merits of the position. The Company records interest related to income taxes, if any, as interest, and any penalties would be recorded as other expense in the statements of comprehensive income (loss). There was no interest or penalties related to income taxes recorded during the three and nine months ended September 30, 2014 and 2013. | |
Comprehensive Loss | ' |
Comprehensive Loss | |
Comprehensive loss includes net loss and net unrealized gains and losses on marketable securities, which are presented in a single continuous statement. Accumulated other comprehensive income (loss) is disclosed in the condensed balance sheets, and is stated net of related tax effects, if any. | |
Net Loss Per Common Share | ' |
Net Loss Per Common Share | |
Basic net loss per share of common stock is based on the weighted average number of shares of common stock outstanding equivalents during the period. Prior to the 2013 financing, in addition to common stock, the Company had preferred stock outstanding that contractually entitled the holder to participate in dividends and earnings of the Company. Accordingly, the Company applied the two-class method for calculating net loss per share. Under this method, all undistributed earnings are allocated first to the preferred stockholders based on their contractual right to dividends. This right is calculated on a pro rated basis for the portion of the period the preferred shares were outstanding. On September 30, 2013, in connection with the 2013 financing, all outstanding shares of the Company’s preferred stock were converted into shares of the Company’s common stock. Accordingly, no preferred stock was outstanding during the three and nine months ended September 30, 2014. | |
Diluted net loss per share of common stock is calculated using the more dilutive of the two approaches: one, “as-converted” method, under which the weighted average number of common stock shares outstanding during the period is adjusted to include the assumed conversion of redeemable convertible preferred stock at the beginning of the period, and the other, the “two-class” method as described above. Under either approach, the weighted average number of shares outstanding is also adjusted to include the assumed exercises of stock options and warrants, if dilutive. | |
The calculation of diluted loss per share also requires that, to the extent the average market price of the underlying shares for the reporting period exceeds the exercise price of the warrants and the presumed exercise of such securities are dilutive to earnings (loss) per share for the period, adjustments to net income or net loss used in the calculation are required to remove the change in fair value of the warrants for the period. Likewise, adjustments to the denominator are required to reflect the related dilutive shares. |
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||
Accounting Policies [Abstract] | ' | ||||||||||||||||
Schedule of Fair Value Assets and Liabilities Measured on Recurring Basis | ' | ||||||||||||||||
As of September 30, 2014 | |||||||||||||||||
(In thousands) | |||||||||||||||||
Description | Level 1 | Level 2 | Level 3 | Fair Value | |||||||||||||
Money market funds | $ | 15,275 | $ | — | $ | — | $ | 15,275 | |||||||||
Corporate debt and asset backed securities | — | 26,270 | — | 26,270 | |||||||||||||
Total assets measured at fair value | $ | 15,275 | $ | 26,270 | $ | — | $ | 41,545 | |||||||||
Warrant liability | $ | — | $ | — | $ | 8,766 | $ | 8,766 | |||||||||
Total liabilities measured at fair value | $ | — | $ | — | $ | 8,766 | $ | 8,766 | |||||||||
Schedule of Changes in Fair Value of Financial Instruments | ' | ||||||||||||||||
The following table sets forth an activity summary which includes the changes in the fair value of the Company’s Level 3 financial instruments (in thousands): | |||||||||||||||||
Warrant | Forward | ||||||||||||||||
Liability | Contract | ||||||||||||||||
Balance as of December 31, 2013 | $ | 6,466 | $ | 453 | |||||||||||||
Issuance of financial instrument | 443 | — | |||||||||||||||
Change in fair value | 2,289 | (10 | ) | ||||||||||||||
Settlement of financial instrument | (432 | ) | (443 | ) | |||||||||||||
Balance as of September 30, 2014 | $ | 8,766 | $ | — | |||||||||||||
Computation of Earnings per Share | ' | ||||||||||||||||
The Company’s computation of earnings per share is as follows (in thousands, except share and per share amounts): | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
Basic: | |||||||||||||||||
Numerator: | |||||||||||||||||
Net loss | $ | (5,961 | ) | $ | (1,307 | ) | $ | (19,195 | ) | $ | (6,159 | ) | |||||
Accretion to redemption value of redeemable convertible preferred stock | — | (3,036 | ) | — | (9,289 | ) | |||||||||||
Reduction in redeemable convertible preferred stock distribution entitlement upon extinguishment | — | 313,933 | — | 313,933 | |||||||||||||
Amounts allocated to participating redeemable convertible preferred stock | — | (266,720 | ) | — | (282,007 | ) | |||||||||||
Net (loss) income allocated to common stock—basic | $ | (5,961 | ) | $ | 42,870 | $ | (19,195 | ) | $ | 16,478 | |||||||
Denominator: | |||||||||||||||||
Weighted average number of common stock shares outstanding—basic | 13,468,081 | 101,358 | 11,148,695 | 38,027 | |||||||||||||
Net (loss) income per share-basic: | $ | (0.44 | ) | $ | 422.95 | $ | (1.72 | ) | $ | 433.33 | |||||||
Diluted: | |||||||||||||||||
Numerator: | |||||||||||||||||
Net (loss) income allocated to common stock | $ | (5,961 | ) | $ | 42,870 | $ | (19,195 | ) | $ | 16,478 | |||||||
Adjustments from assumed conversion of redeemable convertible preferred stock | — | (44,177 | ) | — | (22,637 | ) | |||||||||||
Net loss allocated to common stock—diluted | $ | (5,961 | ) | $ | (1,307 | ) | $ | (19,195 | ) | $ | (6,159 | ) | |||||
Denominator: | |||||||||||||||||
Weighted average number of common stock shares outstanding | 13,468,081 | 101,358 | 11,148,695 | 38,027 | |||||||||||||
Weighted average number of preferred stock shares outstanding | — | 630,612 | — | 650,798 | |||||||||||||
Total common stock equivalent shares | 13,468,081 | 731,970 | 11,148,695 | 688,825 | |||||||||||||
Net loss per share—diluted | $ | (0.44 | ) | $ | (1.79 | ) | $ | (1.72 | ) | $ | (8.94 | ) | |||||
Anti-Dilutive Securities Excluded from the Computation of Diluted Net Loss per Share | ' | ||||||||||||||||
The following table shows the total outstanding securities considered anti-dilutive and therefore excluded from the computation of diluted net loss per share. | |||||||||||||||||
Three and Nine Months | |||||||||||||||||
Ended September 30, | |||||||||||||||||
2014 | 2013 | ||||||||||||||||
(unaudited) | |||||||||||||||||
Warrants for common stock | 1,787,617 | 1,543,437 | |||||||||||||||
Common stock options | 992,033 | 89,609 | |||||||||||||||
Incentive awards | 247,515 | — | |||||||||||||||
3,027,165 | 1,633,046 | ||||||||||||||||
Certain_Balance_Sheet_Items_Ta
Certain Balance Sheet Items (Tables) | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' | ||||||||
Property and Equipment | ' | ||||||||
Property and equipment consists of the following (in thousands): | |||||||||
September 30, | December 31, | ||||||||
2014 | 2013 | ||||||||
(unaudited) | |||||||||
Office and computer equipment | $ | 176 | $ | 556 | |||||
Purchased software | 46 | 166 | |||||||
Furniture and fixtures | 33 | 42 | |||||||
Leasehold improvements | 66 | 2,534 | |||||||
Total | 321 | 3,298 | |||||||
Less accumulated depreciation and amortization | (230 | ) | (3,295 | ) | |||||
Property and equipment, net | $ | 91 | $ | 3 | |||||
Accrued Liabilities | ' | ||||||||
Accrued liabilities consist of the following (in thousands): | |||||||||
September 30, | December 31, | ||||||||
2014 | 2013 | ||||||||
(unaudited) | |||||||||
Accrued compensation | $ | 842 | $ | 518 | |||||
Accrued pre-clinical and clinical trial expenses | 2,815 | 418 | |||||||
Accrued professional fees | 242 | 782 | |||||||
Forward contract | — | 453 | |||||||
Other accruals | 91 | 80 | |||||||
Total accrued liabilities | $ | 3,990 | $ | 2,251 | |||||
Commitments_and_Contingencies_
Commitments and Contingencies (Tables) | 9 Months Ended | ||||
Sep. 30, 2014 | |||||
Commitments and Contingencies Disclosure [Abstract] | ' | ||||
Future Minimum Lease Payments | ' | ||||
Future minimum lease payments are as follows (in thousands): | |||||
Lease | |||||
Payments | |||||
Year ending December 31: | |||||
2014 (remaining 3 months) | $ | 51 | |||
2015 | 209 | ||||
2016 | 216 | ||||
2017 | 222 | ||||
2018 | 228 | ||||
Total future minimum payments | $ | 926 | |||
Stockholders_Equity_Tables
Stockholders' Equity (Tables) | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Equity [Abstract] | ' | ||||||||
Reserved Shares of Authorized but Unissued Common Stock | ' | ||||||||
As of September 30, 2014 and December 31, 2013, the Company had reserved shares of authorized but unissued common stock as follows: | |||||||||
September 30, | December 31, | ||||||||
2014 | 2013 | ||||||||
(unaudited) | |||||||||
Common stock warrants | 1,787,617 | 1,742,727 | |||||||
Equity incentive plans | 1,549,716 | 577,294 | |||||||
Total reserved shares of common stock | 3,337,333 | 2,320,021 | |||||||
Stock_Plans_and_StockBased_Com1
Stock Plans and Stock-Based Compensation (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ' | ||||||||||||||||
Summary of Stock-Based Compensation Expense | ' | ||||||||||||||||
Employee and director stock-based compensation expense recorded was as follows (in thousands): | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
(unaudited) | (unaudited) | ||||||||||||||||
Research and development | $ | 73 | $ | 5 | $ | 256 | $ | 16 | |||||||||
General and administrative | 152 | 11 | 761 | 33 | |||||||||||||
Total | $ | 225 | $ | 16 | $ | 1,017 | $ | 49 | |||||||||
Organization_and_Description_o2
Organization and Description of Business - Additional Information (Detail) (USD $) | 0 Months Ended | 3 Months Ended | 9 Months Ended | ||||||||
Jul. 25, 2014 | Nov. 22, 2013 | Oct. 31, 2013 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Jul. 25, 2014 | Dec. 31, 2013 | Jun. 20, 2006 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Shares issued in public offering | 4,600,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock offering price | ' | ' | ' | ' | ' | ' | ' | ' | $5.50 | ' | ' |
Net proceeds from public offering | $23,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Gross proceeds from issuance of common stock and warrants in a private placement | ' | 2,700,000 | ' | 26,800,000 | ' | ' | ' | ' | ' | ' | ' |
Additional proceeds from venture debt financing | ' | ' | ' | 5,000,000 | ' | ' | ' | ' | ' | ' | ' |
Venture debt financing loan agreement amount | ' | ' | ' | ' | ' | 10,000,000 | ' | 10,000,000 | ' | ' | 30,000,000 |
Net proceeds after deducting placement agent fees and estimated offering expenses | ' | ' | ' | 28,800,000 | ' | ' | ' | ' | ' | ' | ' |
Net proceeds from issuance of private placement | ' | ' | 2,200,000 | 22,800,000 | ' | ' | ' | ' | ' | ' | ' |
Issued shares of common stock in cancellation of debt | ' | ' | ' | 16,900,000 | ' | ' | ' | ' | ' | ' | ' |
Net losses | ' | ' | ' | ' | -5,961,000 | -1,307,000 | -19,195,000 | -6,159,000 | ' | ' | ' |
Cash flows from operating activities | ' | ' | ' | ' | ' | ' | -13,642,000 | ' | ' | ' | ' |
Accumulated deficit | ' | ' | ' | ' | ($368,037,000) | ' | ($368,037,000) | ' | ' | ($348,842,000) | ' |
Summary_of_Significant_Account2
Summary of Significant Accounting Policies - Additional Information (Detail) (USD $) | 0 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2013 | |
Product Information [Line Items] | ' | ' | ' | ' | ' | ' |
Reverse stock split | 0.01258 | ' | ' | ' | ' | ' |
Proceeds from sale of common stock | ' | ' | ' | $25,430,000 | $23,975,000 | ' |
Cash and cash equivalents, maturity description | ' | ' | ' | '90 days or less | ' | ' |
Short-term contractual maturities | ' | ' | ' | '1 year | ' | ' |
Restricted cash | ' | 100,000 | ' | 100,000 | ' | 155,000 |
Impairment losses | ' | ' | ' | 0 | ' | 0 |
Interest or penalties related to income taxes | ' | 0 | 0 | 0 | 0 | ' |
Preferred stock outstanding | ' | 0 | ' | 0 | ' | 0 |
Warrants, Exercise price of $5.75 per share [Member] | ' | ' | ' | ' | ' | ' |
Product Information [Line Items] | ' | ' | ' | ' | ' | ' |
Proceeds from sale of common stock | ' | ' | ' | $3,000,000 | ' | ' |
Summary_of_Significant_Account3
Summary of Significant Accounting Policies - Schedule of Fair Value Assets and Liabilities Measured on Recurring Basis (Detail) (USD $) | Sep. 30, 2014 |
In Thousands, unless otherwise specified | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Total assets measured at fair value | $41,545 |
Total liabilities measured at fair value | 8,766 |
Warrant liability [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Total liabilities measured at fair value | 8,766 |
Money market funds [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Total assets measured at fair value | 15,275 |
Corporate debt and asset backed securities [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Total assets measured at fair value | 26,270 |
Level 1 [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Total assets measured at fair value | 15,275 |
Level 1 [Member] | Money market funds [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Total assets measured at fair value | 15,275 |
Level 2 [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Total assets measured at fair value | 26,270 |
Level 2 [Member] | Corporate debt and asset backed securities [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Total assets measured at fair value | 26,270 |
Level 3 [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Total liabilities measured at fair value | 8,766 |
Level 3 [Member] | Warrant liability [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Total liabilities measured at fair value | $8,766 |
Summary_of_Significant_Account4
Summary of Significant Accounting Policies - Schedule of Changes in Fair Value of Financial Instruments (Detail) (Level 3 [Member], USD $) | 9 Months Ended |
In Thousands, unless otherwise specified | Sep. 30, 2014 |
Warrants [Member] | ' |
Fair Value, Instruments Classified in Shareholders' Equity Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ' |
Balance as of December 31, 2013 | $6,466 |
Issuance of financial instrument | 443 |
Change in fair value | 2,289 |
Settlement of financial instrument | -432 |
Balance as of September 30, 2014 | 8,766 |
Forward Contract [Member] | ' |
Fair Value, Instruments Classified in Shareholders' Equity Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ' |
Balance as of December 31, 2013 | 453 |
Change in fair value | -10 |
Settlement of financial instrument | ($443) |
Summary_of_Significant_Account5
Summary of Significant Accounting Policies - Additional Information 1 (Detail) | 9 Months Ended |
Sep. 30, 2014 | |
Minimum [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Property and equipment, estimated useful lives | '3 years |
Maximum [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Property and equipment, estimated useful lives | '7 years |
Summary_of_Significant_Account6
Summary of Significant Accounting Policies - Computation of Earnings per Share (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Basic: | ' | ' | ' | ' |
Net loss | ($5,961) | ($1,307) | ($19,195) | ($6,159) |
Accretion to redemption value of redeemable convertible preferred stock | ' | -3,036 | ' | -9,289 |
Reduction in redeemable convertible preferred stock distribution entitlement upon extinguishment | ' | 313,933 | ' | 313,933 |
Amounts allocated to participating redeemable convertible preferred stock | ' | -266,720 | ' | -282,007 |
Net (loss) income allocated to common stock-basic | -5,961 | 42,870 | -19,195 | 16,478 |
Weighted average number of common stock shares outstanding-basic | 13,468,081 | 101,358 | 11,148,695 | 38,027 |
Net (loss) income per share-basic: | ($0.44) | $422.95 | ($1.72) | $433.33 |
Diluted: | ' | ' | ' | ' |
Net (loss) income allocated to common stock | -5,961 | 42,870 | -19,195 | 16,478 |
Adjustments from assumed conversion of redeemable convertible preferred stock | ' | -44,177 | ' | -22,637 |
Net loss allocated to common stock-diluted | ($5,961) | ($1,307) | ($19,195) | ($6,159) |
Total common stock equivalent shares | 13,468,081 | 731,970 | 11,148,695 | 688,825 |
Net loss per share-diluted | ($0.44) | ($1.79) | ($1.72) | ($8.94) |
Common Stock [Member] | ' | ' | ' | ' |
Diluted: | ' | ' | ' | ' |
Total common stock equivalent shares | 13,468,081 | 101,358 | 11,148,695 | 38,027 |
Preferred Stock [Member] | ' | ' | ' | ' |
Diluted: | ' | ' | ' | ' |
Total common stock equivalent shares | ' | 630,612 | ' | 650,798 |
Summary_of_Significant_Account7
Summary of Significant Accounting Policies - Anti-Dilutive Securities Excluded from the Computation of Diluted Net Loss per Share (Detail) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' | ' |
Anti-dilutive securities excluded from the computation of diluted loss per share | 3,027,165 | 1,633,046 | 3,027,165 | 1,633,046 |
Warrants for common stock [Member] | ' | ' | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' | ' |
Anti-dilutive securities excluded from the computation of diluted loss per share | 1,787,617 | 1,543,437 | 1,787,617 | 1,543,437 |
Common Stock [Member] | ' | ' | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' | ' |
Anti-dilutive securities excluded from the computation of diluted loss per share | 992,033 | 89,609 | 992,033 | 89,609 |
Incentive awards [Member] | ' | ' | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' | ' |
Anti-dilutive securities excluded from the computation of diluted loss per share | 247,515 | ' | 247,515 | ' |
Certain_Balance_Sheet_Items_Pr
Certain Balance Sheet Items - Property and Equipment (Detail) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Property, Plant and Equipment [Line Items] | ' | ' |
Property and equipment, gross | $321 | $3,298 |
Less accumulated depreciation and amortization | -230 | -3,295 |
Property and equipment, net | 91 | 3 |
Office and computer equipment [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property and equipment, gross | 176 | 556 |
Purchased software [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property and equipment, gross | 46 | 166 |
Furniture and fixtures [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property and equipment, gross | 33 | 42 |
Leasehold improvements [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property and equipment, gross | $66 | $2,534 |
Certain_Balance_Sheet_Items_Ac
Certain Balance Sheet Items - Accrued Liabilities (Detail) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Statement of Financial Position [Abstract] | ' | ' |
Accrued compensation | $842 | $518 |
Accrued pre-clinical and clinical trial expenses | 2,815 | 418 |
Accrued professional fees | 242 | 782 |
Forward contract | ' | 453 |
Other accruals | 91 | 80 |
Total accrued liabilities | $3,990 | $2,251 |
Common_Stock_Warrants_Addition
Common Stock Warrants - Additional Information (Detail) (USD $) | 9 Months Ended | |
Sep. 30, 2014 | Sep. 30, 2013 | |
Class of Warrant or Right [Line Items] | ' | ' |
Proceeds from sale of common stock | $25,430,000 | $23,975,000 |
Fair value of warrant liabilities | 400,000 | ' |
Warrants, Exercise price of $5.75 per share [Member] | ' | ' |
Class of Warrant or Right [Line Items] | ' | ' |
Issued warrants to purchase common stock | 120,800 | ' |
Proceeds from sale of common stock | $3,000,000 | ' |
Exercise price of common stock | $5.75 | ' |
Warrant term | '5 years | ' |
Collaboration_and_License_Agre1
Collaboration and License Agreements - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Jun. 30, 1998 | |
Collaborations And License Agreements [Line Items] | ' | ' | ' | ' | ' |
Percentage of royalty received on net sales | ' | ' | 2.00% | ' | ' |
License agreement date | ' | ' | 30-Jun-98 | ' | ' |
Monthly license fees | ' | ' | ' | ' | $2,000 |
Potential future development payments | ' | ' | ' | ' | 800,000 |
Development payment | 0 | 0 | 0 | 0 | ' |
Royalty payment | 0 | 0 | 0 | 0 | ' |
Ortho-McNeil Inc. [Member] | ' | ' | ' | ' | ' |
Collaborations And License Agreements [Line Items] | ' | ' | ' | ' | ' |
Entered into a collaboration agreement | ' | ' | 31-Aug-06 | ' | ' |
Payments made under agreement | 0 | 0 | 0 | 0 | ' |
Royalties received | 0 | 0 | 0 | 0 | ' |
Ortho-McNeil Inc. [Member] | Maximum [Member] | ' | ' | ' | ' | ' |
Collaborations And License Agreements [Line Items] | ' | ' | ' | ' | ' |
Percentage of royalty received on net sales | ' | ' | 8.00% | ' | ' |
Janssen Pharmaceuticals, Inc. [Member] | ' | ' | ' | ' | ' |
Collaborations And License Agreements [Line Items] | ' | ' | ' | ' | ' |
License agreement date | ' | ' | 30-Jun-10 | ' | ' |
Number of development and license agreements | ' | ' | 2 | ' | ' |
Contingent payment eligible to receive on development and commercial events | $228,000,000 | ' | $228,000,000 | ' | ' |
Debt_Additional_Information_De
Debt - Additional Information (Detail) (USD $) | 0 Months Ended | 3 Months Ended | 9 Months Ended | 1 Months Ended | 0 Months Ended | 0 Months Ended | |||||||||||||||||||
Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2014 | Jun. 20, 2006 | Dec. 31, 2010 | Jul. 31, 2009 | Feb. 28, 2009 | Jan. 31, 2012 | Mar. 31, 2008 | Sep. 30, 2008 | Feb. 28, 2009 | Jul. 31, 2013 | Mar. 31, 2013 | Jan. 31, 2012 | Jul. 31, 2009 | Jul. 31, 2013 | Mar. 31, 2013 | Jan. 31, 2012 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | |
Series E-1 Preferred [Member] | Series C-1 Preferred [Member] | Series C-1 Preferred [Member] | Series C-1 Preferred [Member] | First Issuance [Member] | Second Issuance [Member] | Third Issuance [Member] | Third Issuance [Member] | Third Issuance [Member] | Third Issuance [Member] | Fourth Issuance [Member] | Fourth Issuance [Member] | Fourth Issuance [Member] | Fourth Issuance [Member] | Facility Loan Agreement [Member] | Facility Loan Agreement [Member] | Facility Loan Agreement [Member] | Facility Loan Agreement [Member] | Facility Loan Agreement [Member] | Warrants, Exercise price of $5.00 per share [Member] | ||||||
As Amended [Member] | As Amended [Member] | As Amended [Member] | As Amended [Member] | As Amended [Member] | As Amended [Member] | As Amended [Member] | First Tranche [Member] | Scenario one, conversion basis [Member] | Scenario two [Member] | ||||||||||||||||
Second Tranche [Member] | Second Tranche [Member] | ||||||||||||||||||||||||
Wall Street Journal Prime Rate [Member] | |||||||||||||||||||||||||
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Maximum borrowing capacity | ' | $10,000,000 | $10,000,000 | ' | $30,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $10,000,000 | ' | ' | ' | ' |
Notes issued | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3,500,000 | 10,500,000 | 7,000,000 | ' | ' | ' | 6,700,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Maturity date of debt | ' | ' | ' | ' | ' | ' | ' | ' | ' | 17-Mar-11 | 17-Sep-11 | 28-Feb-12 | 31-Dec-13 | 1-Aug-13 | 1-Mar-13 | 31-Jul-12 | 31-Dec-13 | 1-Aug-13 | 1-Mar-13 | ' | ' | ' | ' | ' | ' |
Facility loan, fixed interest rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | 7.57% | 7.57% | 4.42% | ' | ' | 4.92% | 4.96% | ' | ' | 5.46% | ' | ' | ' | 8.75% | ' | ' |
Conversion price | ' | ' | ' | ' | ' | $232.93 | $438.84 | $438.84 | $292.56 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Interest expense | ' | 200,000 | 600,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Loan facility, outstanding principal and accrued interest settled | 16,900,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Loan facility extinguished in exchange of common stock | 624,944 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Facility loan, drawn | ' | ' | 4,853,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5,000,000 | ' | ' | ' | ' | ' |
Facility loan, interest amortization period | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '36 months | ' | ' | ' | ' | ' |
Facility loan, final interest payment | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 300,000 | ' | ' | ' | ' |
Facility loan, financial covenants | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'Until positive Phase 2b data is achieved, the Company must be in compliance with one of two financial covenants at all times (1) maintain 1.3 times cash to outstanding debt or (2) maintain sufficient cash on hand to support eight months of operations based on a trailing average monthly cash burn. | ' | ' | ' | ' | ' |
Facility loan, fixed interest rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 8.75% | ' | ' | ' |
Facility loan, prime rate plus | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 4.25% | ' |
Facility fee | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1.00% | ' | ' | ' | ' | ' |
Warrants issued | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 121,739 |
Exercise price | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $5 |
Long term warrant liability | ' | ' | ' | $400,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $500,000 |
Commitments_and_Contingencies_1
Commitments and Contingencies - Additional Information (Detail) (USD $) | 3 Months Ended | 0 Months Ended | ||
Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2013 | Nov. 08, 2013 | |
New Lease Agreement [Member] | ||||
sqft | ||||
Loss Contingencies [Line Items] | ' | ' | ' | ' |
Rent expenses | $100,000 | $100,000 | ' | ' |
Operating leases term | '4 years | ' | ' | ' |
Lease start date | ' | ' | ' | 16-Jan-14 |
Lease expiration date | 30-Apr-14 | ' | ' | 31-Dec-18 |
Area of office space | ' | ' | ' | 8,894 |
Accrued in the balance sheets related to indemnification obligations | 0 | ' | ' | ' |
Indemnification liabilities | $0 | ' | $0 | ' |
Commitments_and_Contingencies_2
Commitments and Contingencies - Future Minimum Lease Payments (Detail) (USD $) | Sep. 30, 2014 |
In Thousands, unless otherwise specified | |
Commitments and Contingencies Disclosure [Abstract] | ' |
2014 (remaining 3 months) | $51 |
2015 | 209 |
2016 | 216 |
2017 | 222 |
2018 | 228 |
Total future minimum payments | $926 |
Stockholders_Equity_Additional
Stockholders' Equity - Additional Information (Detail) (USD $) | 0 Months Ended | 9 Months Ended | ||||||||
Jul. 25, 2014 | Nov. 22, 2013 | Oct. 31, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2014 | Jul. 25, 2014 | Dec. 31, 2013 | Nov. 22, 2013 | Oct. 31, 2013 | |
Class of Stock [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Issuance of common stock upon conversion of redeemable convertible preferred stock | ' | ' | ' | 2,793,281 | ' | ' | ' | ' | ' | ' |
Conversion of preferred stock to common stock | ' | ' | ' | $320,000,000 | $323,155,000 | ' | ' | ' | ' | ' |
Convertible preferred stock issued | ' | ' | ' | ' | ' | 0 | ' | 0 | ' | ' |
Convertible preferred stock outstanding | ' | ' | ' | ' | ' | 0 | ' | 0 | ' | ' |
Common stock, shares authorized | ' | ' | ' | ' | ' | 100,000,000 | ' | 100,000,000 | ' | ' |
Common stock, par value | ' | ' | ' | ' | ' | $0.00 | ' | $0.00 | ' | ' |
Common stock shares sold | ' | ' | ' | 5,366,669 | 5,366,669 | 14,684,788 | ' | 9,455,064 | 604,000 | 664,300 |
Warrants to purchase shares of common stock in 2013 financing | ' | ' | ' | 1,073,338 | 1,073,338 | ' | ' | ' | 120,800 | 132,860 |
Net proceeds from issuance of 2013 financing | ' | ' | 2,200,000 | 22,800,000 | ' | ' | ' | ' | ' | ' |
Loan facility extinguished in exchange of common stock | ' | ' | ' | 624,944 | ' | ' | ' | ' | ' | ' |
Amount of debt cancelled upon issuance of common stock shares | ' | ' | ' | 16,900,000 | ' | ' | ' | ' | ' | ' |
Net proceeds from issuance of 2013 financing | ' | 2,700,000 | ' | 26,800,000 | ' | ' | ' | ' | ' | ' |
Shares issued in public offering | 4,600,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock offering price | ' | ' | ' | ' | ' | ' | $5.50 | ' | ' | ' |
Net proceeds from public offering | $23,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Series B-1 Preferred [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Class of Stock [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock, shares authorized | ' | ' | ' | ' | ' | 100,000,000 | ' | ' | ' | ' |
Common stock, par value | ' | ' | ' | ' | ' | $0.00 | ' | ' | ' | ' |
Stockholders_Equity_Reserved_S
Stockholders' Equity - Reserved Shares of Authorized but Unissued Common Stock (Detail) | Sep. 30, 2014 | Dec. 31, 2013 |
Class of Stock [Line Items] | ' | ' |
Total reserved shares of common stock | 3,337,333 | 2,320,021 |
Warrants for common stock [Member] | ' | ' |
Class of Stock [Line Items] | ' | ' |
Total reserved shares of common stock | 1,787,617 | 1,742,727 |
Equity incentive plans [Member] | ' | ' |
Class of Stock [Line Items] | ' | ' |
Total reserved shares of common stock | 1,549,716 | 577,294 |
Stock_Plans_and_StockBased_Com2
Stock Plans and Stock-Based Compensation - Additional Information (Detail) (USD $) | 0 Months Ended | 1 Months Ended | 0 Months Ended | ||
In Millions, except Share data, unless otherwise specified | Jun. 03, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2013 |
2013 Equity Incentive Plan [Member] | 2013 Equity Incentive Plan [Member] | 2013 Equity Incentive Plan [Member] | 2013 Equity Incentive Plan [Member] | ||
Maximum [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' | ' |
Increased in shares available for issuance | ' | 472,753 | ' | ' | ' |
Share based compensation arrangement by share based payment award, expiration period | ' | ' | ' | ' | '10 years |
Share based compensation arrangement percentage increase in share reserved | ' | ' | ' | 5.00% | ' |
Number of additional shares authorized | ' | ' | 500,000 | ' | ' |
Share based compensation arrangement number of issued options | ' | ' | 933,647 | ' | ' |
Adjusted accrued liability to additional paid in capital | $0.10 | ' | ' | ' | ' |
Stock_Plans_and_StockBased_Com3
Stock Plans and Stock-Based Compensation - Summary of Stock-Based Compensation Expense (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ' | ' | ' | ' |
Stock-based compensation expense | ' | ' | $1,012 | $49 |
Stock-based compensation expense | 225 | 16 | 1,017 | 49 |
Research and development [Member] | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ' | ' | ' | ' |
Stock-based compensation expense | 73 | 5 | 256 | 16 |
General and administrative [Member] | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ' | ' | ' | ' |
Stock-based compensation expense | $152 | $11 | $761 | $33 |
RelatedParty_Transactions_Addi
Related-Party Transactions - Additional Information (Detail) (USD $) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2014 | Dec. 31, 2013 | |
Related Party Transactions [Abstract] | ' | ' |
Advisory fee paid to related party | $40,000 | $45,000 |
Subsequent_Events_Additional_I
Subsequent Events - Additional Information (Detail) (USD $) | 9 Months Ended | |
In Millions, unless otherwise specified | Sep. 30, 2014 | Nov. 07, 2014 |
Subsequent Event [Member] | ||
Subsequent Event [Line Items] | ' | ' |
Registration filed on From S-3 | ' | $100 |
Registration statement, event description | 'Entered into an at-the-market facility (ATM) to sell up to $25 million of common stock under the registration statement. | ' |
Registration statement, sale on common stock | ' | $25 |