Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2016 | Apr. 30, 2016 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q1 | |
Trading Symbol | SNSS | |
Entity Registrant Name | SUNESIS PHARMACEUTICALS INC | |
Entity Central Index Key | 1,061,027 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 86,934,956 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 | ||
Current assets: | ||||
Cash and cash equivalents | $ 23,858 | $ 26,886 | [1] | |
Marketable securities | 16,158 | 19,544 | [1] | |
Prepaids and other current assets | 701 | 558 | [1] | |
Total current assets | 40,717 | 46,988 | [1] | |
Property and equipment, net | 11 | 14 | [1] | |
Total assets | 40,728 | 47,002 | [1] | |
Current liabilities: | ||||
Accounts payable | 2,581 | 2,453 | [1] | |
Accrued clinical expense | 2,185 | 1,954 | [1] | |
Accrued compensation | 929 | 1,606 | [1] | |
Other accrued liabilities | 1,639 | 2,711 | [1] | |
Current portion of deferred revenue | 2,441 | 2,441 | [1] | |
Current portion of notes payable | [1] | 7,834 | ||
Total current liabilities | 9,775 | 18,999 | [1] | |
Non-current portion of deferred revenue | [1] | $ 610 | ||
Non-current portion of notes payable | $ 11,685 | |||
Commitments | [1] | |||
Stockholders’ equity: | ||||
Convertible Preferred stock | $ 16,459 | $ 16,459 | [1] | |
Common stock | 9 | 9 | [1] | |
Additional paid-in capital | 572,257 | 570,309 | [1] | |
Accumulated other comprehensive income (loss) | 2 | (11) | [1] | |
Accumulated deficit | (569,459) | (559,373) | [1] | |
Total stockholders’ equity | 19,268 | 27,393 | [1] | |
Total liabilities and stockholders’ equity | $ 40,728 | $ 47,002 | [1] | |
[1] | The condensed consolidated balance sheet as of December 31, 2015 has been derived from the audited financial statements as of that date included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2015. |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Revenue: | ||
License and other revenue | $ 640 | $ 854 |
Total revenues | 640 | 854 |
Operating expenses: | ||
Research and development | 6,209 | 4,512 |
General and administrative | 4,295 | 5,111 |
Total operating expenses | 10,504 | 9,623 |
Loss from operations | (9,864) | (8,769) |
Interest expense | (298) | (239) |
Other income (expense), net | 76 | (120) |
Net loss | (10,086) | (9,128) |
Unrealized gain on available-for-sale securities | 13 | 2 |
Comprehensive loss | (10,073) | (9,126) |
Basic and diluted loss per common share: | ||
Net loss | $ (10,086) | $ (9,128) |
Shares used in computing basic and diluted loss per common share | 86,660 | 67,641 |
Basic and diluted loss per common share | $ (0.12) | $ (0.13) |
CONDENSED CONSOLIDATED STATEME4
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | ||
Cash flows from operating activities | |||
Net loss | $ (10,086) | $ (9,128) | |
Adjustments to reconcile loss to net cash used in operating activities: | |||
Stock-based compensation expense | 1,453 | 1,964 | |
Depreciation and amortization | 3 | 11 | |
Amortization of debt discount and debt issuance costs | 122 | 44 | |
Write-off debt discount upon note repayment | 27 | ||
Change in fair value of warrant liability | 89 | ||
Changes in operating assets and liabilities: | |||
Prepaids and other assets | (143) | (259) | |
Accounts payable | 128 | (1,056) | |
Accrued clinical expense | 231 | (887) | |
Accrued compensation | (677) | (1,258) | |
Other accrued liabilities | (1,163) | (268) | |
Deferred revenue | (610) | (853) | |
Net cash used in operating activities | (10,715) | (11,601) | |
Cash flows from investing activities | |||
Purchases of marketable securities | (43,514) | (7,942) | |
Proceeds from maturities of marketable securities | 46,913 | 7,730 | |
Net cash provided by (used in) investing activities | 3,399 | (212) | |
Cash flows from financing activities | |||
Proceeds from notes payable | 12,500 | ||
Principal payments on notes payable | (830) | (1,642) | |
Payoff notes payable and final payment | (7,153) | ||
Payment of financing fees and debt issuance costs | (229) | ||
Proceeds from issuance of common stock through controlled equity offering facilities, net | 10,011 | ||
Proceeds from exercise of warrants, stock options and stock purchase rights | 42 | ||
Net cash provided by financing activities | 4,288 | 8,411 | |
Net decrease in cash and cash equivalents | (3,028) | (3,402) | |
Cash and cash equivalents at beginning of period | 26,886 | [1] | 22,186 |
Cash and cash equivalents at end of period | 23,858 | 18,784 | |
Supplemental disclosure of non-cash activities | |||
Fair value of warrants issued in connection with notes payable | $ 537 | $ 100 | |
[1] | The condensed consolidated balance sheet as of December 31, 2015 has been derived from the audited financial statements as of that date included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2015. |
Company Overview
Company Overview | 3 Months Ended |
Mar. 31, 2016 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Company Overview | 1. Company Overview Description of Business Sunesis Pharmaceuticals, Inc. (the “Company” or “Sunesis”) was incorporated in the state of Delaware on February 10, 1998, and its facilities are located in South San Francisco, California. Sunesis is a biopharmaceutical company focused on the development and commercialization of new oncology therapeutics for the treatment of solid and hematologic cancers. The Company’s primary activities since incorporation have been conducting research and development internally and through corporate collaborators, in-licensing and out-licensing pharmaceutical compounds and technology, conducting clinical trials and raising capital. Our most advanced program is QINPREZO TM filed an filing in the U.S . In January 2014, we announced the expansion of our oncology pipeline through separate global licensing agreements for two preclinical kinase inhibitor programs. The first agreement, with Biogen Idec MA, Inc., or Biogen, is for global commercial rights to SNS-062, a selective non-covalently binding oral inhibitor of BTK. We filed a Clinical Trial Authorization, or CTA, application with the EMA in the first quarter of 2016 and enrolled the first patients in a Phase 1A study of SNS-062 in healthy volunteers. The second agreement, with Milennium Pharmaceuticals, Inc., a wholly-owned subsidiary of Takeda Pharmaceutical Company Limited, or Takeda, is for global commercial rights to several potential first-in class, pre-clinical inhibitors of the novel target PDK1. In 2014, we selected two PDK1 inhibitors, SNS-229 and SNS-510, of which we have taken one, SNS-229 into IND-enabling absorption, distribution, metabolism and excretion, or ADME, and safety studies. In addition, we are in a collaboration with Takeda for the development of TAK-580 (formerly MLN2480), an oral pan-RAF inhibitor, for which Takeda recently initiated a multi-arm, open-label Phase 1B study in combination with MLN0128, an oral mTORC 1/2 inhibitor; alisertib, an oral aurora A kinase inhibitor; or paclitaxel, in adult patients with advanced non-hematologic malignancies. Significant Risks and Uncertainties The Company has incurred significant losses and negative cash flows from operations since its inception, and as of March 31, 2016, had cash, cash equivalents and marketable securities totaling $40.0 million and an accumulated deficit of $569.5 million. The Company will need to raise substantial additional capital to pursue a regulatory strategy for the potential commercialization of QINPREZO TM its product candidate for the potential treatment of acute myeloid leukemia, However, the Company does not know whether additional funding will be available on acceptable terms, or at all. If the Company is unable to raise required funding on acceptable terms or at all, it will need to reduce operating expenses, enter into a collaboration or other similar arrangement with respect to development and/or commercialization rights to vosaroxin, outlicense intellectual property rights to vosaroxin or our other development programs, sell unsecured assets, or a combination of the above, or be forced to delay or reduce the scope of its vosaroxin development program, potentially including any regulatory filings related to the VALOR trial, and/or limit or cease its operations. Concentrations of Credit Risk In accordance with its investment policy, the Company invests cash that is not currently being used for operational purposes. The policy allows for the purchase of low risk debt securities issued by: (a) the United States and certain European governments and government agencies, and (b) highly rated banks and corporations, denominated in U.S. dollars, Euros or British pounds, subject to certain concentration limits. The policy limits maturities of securities purchased to no longer than 24 months and the weighted average maturity of the portfolio to 12 months. Management believes these guidelines ensure both the safety and liquidity of any investment portfolio the Company may hold. Financial instruments that potentially subject the Company to concentrations of credit risk generally consist of cash, cash equivalents and marketable securities. The Company is exposed to credit risk in the event of default by the institutions holding its cash, cash equivalents and any marketable securities to the extent of the amounts recorded in the balance sheets. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2016 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and notes required by GAAP for complete financial statements. The financial statements include all adjustments (consisting only of normal recurring adjustments) that management believes are necessary for a fair presentation of the periods presented. The balance sheet as of December 31, 2015 was derived from the audited financial statements as of that date. These interim financial results are not necessarily indicative of results to be expected for the full year or any other period. These unaudited condensed consolidated financial statements and the notes accompanying them should be read in conjunction with the Company’s Annual Report on Form 10-K for the year ended December 31, 2015. During the first three months of fiscal 2016, the Company adopted Accounting Standards Update (ASU) 2016-06 “Derivatives and Hedging (Topic 815): Contingent Put and Call Options in Debt Instruments (a consensus of the FASB Emerging Issues Task Force)” on a modified retrospective basis. Pursuant to ASU 2016-06, a four-step decision sequence is required to assess whether contingent call (put) options that can accelerate the payment of principal on debt instruments are clearly and closely related to their debt hosts. The economic characteristics and risks of embedded derivatives that are not clearly and closed related to their debt hosts is a criteria pursuant to Topic 815 that requires embedded derivatives be separated from the host contract and accounted for separately as derivatives. There have been no adjustments to existing debt instruments as of the beginning of fiscal 2016 and no significant changes in our reported financial position or results of operations and cash flows as a result of the adoption of ASU 2016-06. Recent Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update No. 2014-09, Revenue from Contracts with Customers Revenue from Contracts with Customers In August Disclosure of Uncertainties about an Entity's Ability to Continue as a Going Concern which will require a reporting entity to evaluate, at each annual and interim reporting period, whether there are conditions or events that raise substantial doubt about the reporting entity's ability to continue as a going concern within one year after the date the financial statements are issued and provide related disclosures. . In January 2016, the FASB issued ASU 2016-01, Recognition and Measurement of Financial Assets and Financial Liabilities In February 2016, the FASB issued ASU No. 2016-02, Leases In March 2016, the FASB issued ASU No. 2016-09, Improvements to Employee Share-Based payment Accounting Principles of Consolidation The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries, Sunesis Europe Limited, a United Kingdom corporation, and Sunesis Pharmaceuticals (Bermuda) Ltd., a Bermuda corporation, as well as a Bermuda limited partnership, Sunesis Pharmaceuticals International LP. All intercompany balances and transactions have been eliminated in consolidation. Segment Reporting Management has determined that the Company operates as a single reportable segment. Significant Estimates and Judgments The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the Company’s consolidated financial statements and accompanying notes thereto. Actual results could differ materially from these estimates. Estimates, assumptions and judgments made by management include those related to the valuation of equity and related instruments, debt instruments, revenue recognition, stock-based compensation and clinical trial accounting. Cash Equivalents and Marketable Securities Invoices for certain services provided to the Company are denominated in foreign currencies. To manage the risk of future movements in foreign exchange rates that would affect such amounts, the Company may purchase certain European currencies or highly-rated investments denominated in those currencies, subject to similar criteria as for other investments defined in the Company’s investment policy. There is no guarantee that the related gains and losses will substantially offset each other, and the Company may be subject to exchange gains or losses as currencies fluctuate from quarter to quarter. To date, the Company has purchased Euros and Euro-denominated obligations of foreign governments and corporate debt. As of March 31, 2016 and December 31, 2015, the Company held cash and investments denominated in Euros with an aggregate fair value of $0.8 million and $0.7 million, respectively. Any cash, cash equivalent and marketable securities balances denominated in foreign currencies are recorded at their fair value based on the current exchange rate as of each balance sheet date. The resulting exchange gains or losses and those from amounts payable for services originally denominated in foreign currencies are recorded in other income (expense), net in the statements of operations and comprehensive loss. Fair Value Measurements The Company measures cash equivalents, marketable securities and warrant liabilities at fair value on a recurring basis and warrants issued in connection with debt on a non-recurring basis using the following hierarchy to prioritize valuation inputs, in accordance with applicable GAAP: Level 1 - quoted prices (unadjusted) in active markets for identical assets and liabilities that can be accessed at the measurement date. Level 2 - inputs other than quoted prices included within Level 1 that are observable, either directly or indirectly. Level 3 - unobservable inputs. The Company’s Level 2 valuations of marketable securities are generally derived from independent pricing services based upon quoted prices in active markets for similar securities, with prices adjusted for yield and number of days to maturity, or based on industry models using data inputs, such as interest rates and prices that can be directly observed or corroborated in active markets. The fair value of the warrants issued in connection with a loan security agreement (see Note 7) is determined using the Black-Scholes model, which requires inputs such as the expected term of the warrants, share price volatility and risk-free interest rate. As some of these inputs are unobservable, and require significant analysis and judgment to measure, these variables are classified as Level 3. The Company does not measure cash, prepayments, accounts payable, accrued liabilities, deferred revenue and notes payable at fair value, as their carrying amounts approximated their fair value as of March 31, 2016 and December 31, 2015. |
Loss per Common Share
Loss per Common Share | 3 Months Ended |
Mar. 31, 2016 | |
Earnings Per Share [Abstract] | |
Loss per Common Share | 3. Loss per Common Share Basic loss per common share is calculated by dividing net loss by the weighted-average number of common shares outstanding for the period. Diluted loss per common share is computed by dividing (a) net loss, less any anti-dilutive amounts recorded during the period for the change in the fair value of warrant liabilities, by (b) the weighted-average number of common shares outstanding for the period plus dilutive potential common shares as determined using the treasury stock method for options and warrants to purchase common stock. The following table represents the potential common shares issuable pursuant to outstanding securities as of the related period end dates that were excluded from the computation of diluted loss per common share because their inclusion would have had an anti-dilutive effect (in thousands): Three months ended March 31, 2016 2015 Warrants to purchase shares of common stock 2,226 11,898 Convertible preferred stock 20,200 — Options to purchase shares of common stock 12,205 10,649 Restricted stock units 395 — Outstanding securities not included in calculations 35,026 22,547 |
Financial Instruments
Financial Instruments | 3 Months Ended |
Mar. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Financial Instruments | 4. Financial Instruments Financial Assets The following tables summarize the estimated fair value of the Company’s financial assets measured on a recurring basis as of the dates indicated, which were comprised solely of available-for-sale marketable securities with remaining contractual maturities of one year or less (in thousands): March 31, 2015 Input Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value Money market funds Level 1 $ 8,309 $ — $ — $ 8,309 U.S. Treasury securities Level 1 1,016 $ — $ — $ 1,016 U.S. certificates of deposit Level 1 7,298 $ — $ — $ 7,298 Debt securities of U.S. government agencies Level 2 2,998 $ 1 $ — $ 2,999 U.S. corporate debt obligations Level 2 9,810 $ 2 $ — $ 9,812 Total available-for-sale securities 29,431 3 — 29,434 Less amounts classified as cash equivalents (13,276 ) — — (13,276 ) Amounts classified as marketable securities $ 16,155 $ 3 $ — $ 16,158 December 31, 2015 Input Level Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Value Money market funds Level 1 $ 17,200 $ — $ — $ 17,200 U.S. Treasury securities Level 1 1,003 $ 1,003 U.S. certificates of deposit Level 1 5,001 — — $ 5,001 Debt securities of U.S. government agencies Level 2 4,494 $ 4,494 U.S. corporate debt obligations Level 2 11,660 — (11 ) $ 11,649 Total available-for-sale securities 39,358 — (11 ) 39,347 Less amounts classified as cash equivalents (19,803 ) — — (19,803 ) Amounts classified as marketable securities $ 19,555 $ — $ (11 ) $ 19,544 There were no available-for-sale securities that were in an unrealized loss position, having been in such a position for less than 12 months, and deemed to be other-than-temporarily impaired as of March 31, 2016. As of March 31, 2016 the Company had U.S. corporate debt obligation with an estimated fair value of $9.8 million and does not intend to sell these securities before maturity.. There were no sales of available-for-sale securities during either the three months ended March 31, 2016 or 2015. |
Royalty Agreement
Royalty Agreement | 3 Months Ended |
Mar. 31, 2016 | |
Revenue Recognition [Abstract] | |
Royalty Agreement | 5. Royalty Agreement In March 2012, the Company entered into a Revenue Participation Agreement (the “Royalty Agreement”), with RPI Finance Trust (“RPI”), an entity related to Royalty Pharma. In September 2012, pursuant to the provisions of the Royalty Agreement, RPI made a $25.0 million cash payment to the Company. The payment, less $3.1 million representing the fair value of the warrants granted under the arrangement, was initially classified as deferred revenue and is being amortized to revenue over the related performance period. Revenue participation right payments will be made to RPI when and if vosaroxin is commercialized, at a rate of 6.75% of net sales of vosaroxin, on a product-by-product and country-by-country basis world-wide through the later of: (a) the expiration of the last to expire of certain specifically identified patents; (b) 10 years from the date of first commercial sale of such product in such country; or (c) the expiration of all applicable periods of data, market or other regulatory exclusivity in such country with respect to such product. |
License Agreements
License Agreements | 3 Months Ended |
Mar. 31, 2016 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
License Agreements | 6. License Agreements Biogen In December 2013, the Company entered into a second amended and restated collaboration agreement with Biogen Idec MA, Inc. (the “Biogen 2nd ARCA”), to provide the Company with an exclusive worldwide license to develop, manufacture and commercialize SNS-062, a BTK inhibitor synthesized under the first amended and restated collaboration agreement with Biogen (the “Biogen 1st ARCA”), solely for oncology indications. The Company may be required to make a $2.5 million milestone payment depending on its development of SNS-062 and royalty payments depending on related product sales of SNS-062. All other of Sunesis’ rights and obligations contained in the Biogen 1st ARCA remain unchanged, except that potential future royalty payments to Sunesis were reduced to equal those amounts due to Biogen for potential future sales of SNS-062. Takeda In March 2011, Takeda Pharmaceuticals, Inc., a wholly-owned subsidiary of Takeda Pharmaceutical Company Limited (“Takeda”) purchased and exclusively licensed Biogen ’s rights to a PDK1 inhibitor program and a pan-Raf inhibitor program which were both originally developed through a collaboration agreement between Sunesis and Biogen. In January 2014, the Company entered into an amended and restated license agreement with Takeda (the “Amended Takeda Agreement”), to provide the Company with an exclusive worldwide license to develop and commercialize preclinical inhibitors of PDK1. In connection with the execution of the Amended Takeda Agreement, the Company paid an upfront fee and may be required to make up to $9.2 million in pre-commercialization milestone payments depending on its development of PDK1 inhibitors and royalty payments depending on related product sales, if any. With respect to the pan-Raf inhibitor program, the Company may in the future receive up to $57.5 million in pre-commercialization event-based payments related to the development by Takeda of the first two indications for each of the licensed products directed against the Raf target and royalty payments depending on related product sales. Under this program, Takeda is currently conducting Phase 1 clinical studies of an oral investigative drug, TAK-580 (formerly MLN2480). |
Notes Payable
Notes Payable | 3 Months Ended |
Mar. 31, 2016 | |
Debt Disclosure [Abstract] | |
Notes Payable | 7. Notes Payable On March 31, 2016, the Company entered into a loan and security agreement (the “Loan Agreement”) with Western Alliance Bank (“Western Bank”) and Solar Capital Ltd. (“Solar Capital,” and collectively with Western Bank, the “Lenders”) and Western Alliance, as Collateral Agent (the “Collateral Agent”). Pursuant to the terms of the Loan Agreement, the Lenders provided the Company with a loan in the principal amount of $15,000,000 of which $12,500,000 was funded on March 31, 2016 and $2,500,000 was funded on April 1, 2016, for working capital, to fund its general business requirements and to repay indebtedness of the Company to Oxford Finance LLC, Silicon Valley Bank and Horizon Technology Finance Corporation (collectively, the “Existing Lenders”) pursuant to the Loan and Security Agreement, dated as of October 18, 2011, entered into by and among the Existing Lenders and the Company (the “Oxford Loan Agreement”). On March 31, 2016, the Company used $7.2 million of the loan proceeds to repay the outstanding principal of $6.0 million, a final payment fee of $1.2 million and accrued interest of $45,000 under the Oxford Loan Agreement. The Company paid the Lenders a $0.1 million facility fee and $0.1 million in legal fees, and incurred legal fees of $49,000 in connection with closing the loan. The Company will be required to pay interest on the borrowings under the Loan Agreement at a per annum rate equal to 8.54% plus the then effective one-month U.S. LIBOR rate. Payments under the Loan Agreement are monthly in arrears and interest-only for the first 12-months. Thereafter and until the scheduled maturity date of April 1, 2020, in addition to interest accrued during such period, the monthly payments will include an amount equal to the outstanding principal divided by 36 months, unless the interest only period is extended by a further six months, in which case the amortization period will be 30 months. A final payment equal to 3.75% of the original principal amount borrowed will be due upon maturity or such earlier date specified in the Loan Agreement. If the Company repays all amounts owed under the Loan Agreement prior to the maturity date, the Company will pay a prepayment fee equal to 2.0% of the amount prepaid if the prepayment occurs on or prior to March 31, 2017, 1.0% of the amount prepaid if the prepayment occurs after March 31, 2017 but on or prior to March 31, 2018 and 0.5% of the amount prepaid if the prepayment occurs thereafter. The facility fee and legal fees related to the debt are being accounted for as a debt discount and classified within notes payable on the Company’s balance sheet and amortized as interest expense over the term of the loan using the effective interest method. The final payment is being accreted as interest expense over the term of the loan using the effective interest method In conjunction with the Loan Agreement, the Lenders were issued five-year warrants to purchase an aggregate of up to 1,248,012 shares of the Company’s common stock at a per share exercise price of $0.5409. The fair value of the warrants issued was estimated to be $0.5 million using a Black-Scholes valuation model with the following assumptions: common stock price at issuance of $0.54; exercise price of $0.5409; risk-free interest rate of 1.21% based upon observed risk-free interest rates; expected volatility of 111.96% based on the Company’s average historical volatility; expected term of five years, which is the contractual life of the warrants; and a dividend yield of 0%. The fair value was recorded as a debt discount within notes payable and an increase to additional paid-in capital on the Company’s balance sheet. The debt discount is being amortized as interest expense over the term of the Loan Agreement, using the effective interest method. Pursuant to the Loan Agreement, the Company is bound by a variety of affirmative covenants during the term of the Loan Agreement, including, without limitation, certain information delivery requirements, notice requirements and obligations to maintain certain insurance. Additionally, the Company is bound by certain negative covenants setting forth actions that are not permitted to be taken during the term of the Loan Agreement without the Lenders’ consent, including, without limitation, incurring certain additional indebtedness, making certain asset dispositions, entering into certain mergers, acquisitions or other business combination transactions or incurring any non-permitted lien or other encumbrance on the Company’s assets. Upon the occurrence of an event of default under the Loan Agreement (subject to cure periods for certain events of default), all amounts owed by the Company thereunder would begin to bear interest at a rate that is 5.0% higher than the rate that would otherwise be applicable and may be declared immediately due and payable by the Collateral Agent. Events of default under the Loan Agreement include, among other things, the following: the occurrence of certain bankruptcy events; the failure to make payments under the Loan Agreement when due; the occurrence of a material impairment on the Collateral Agent’s security interest over the collateral, a material adverse change in the business, operations or condition (financial or otherwise) of the Company or material impairment of the prospect of repayment of the obligations under the Loan Agreement; the occurrence of a default under certain other agreements entered into by the Company; the rendering of certain types of judgments against the Company; the revocation of certain government approvals of the Company; any breach by the Company of any covenant (subject to cure periods for certain covenants) made in the Loan Agreement; and the failure of any representation or warranty made by the Company in connection with the Loan Agreement to be correct in all material respects when made. The Collateral Agent, for the benefit of the Lenders, has a perfected security interest in substantially all of the Company’s property, rights and assets, except for intellectual property, to secure the payment of all amounts owed to the Lenders under the Loan Agreement. Upon marketing approval of vosaroxin, the Collateral Agent, for the benefit of the Lenders, will also have a perfected security interest in the Company’s intellectual property rights relating to vosaroxin. Aggregate future minimum payments due under the Loan Agreement as of March 31, 2016 were as follows (in thousands): Year ending December 31, Total 2016 $ 901 2017 4,593 2018 5,842 2019 5,393 2020 2,259 Total minimum payments 18,988 Less amount representing interest (3,988 ) Notes payable, gross 15,000 Proceeds received on April 1, 2016 (2,500 ) Total notes payable as of March 31, 2016 12,500 Unamortized debt discount and issuance costs (815 ) Less current portion of notes payable — Non-current portion of notes payable $ 11,685 |
Stockholders' Equity
Stockholders' Equity | 3 Months Ended |
Mar. 31, 2016 | |
Equity [Abstract] | |
Stockholders' Equity | 8. Stockholders’ Equity Controlled Equity Offerings In August 2011, the Company entered into a Controlled Equity Offering SM During the three months ended March 31, 2016, no shares of common stock were sold under the Sales Agreement. As of March 31, 2016, $18.2 million of common stock remained available to be sold under this facility, subject to certain conditions as specified in the Sales Agreement, as amended. |
Stock-Based Compensation
Stock-Based Compensation | 3 Months Ended |
Mar. 31, 2016 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stock-Based Compensation | 9. Stock-Based Compensation Employee stock-based compensation expense is calculated based on the grant-date fair value of awards ultimately expected to vest, and is recorded on a straight-line basis over the vesting period of the awards. Forfeitures are estimated at the time of grant, based on historical option cancellation information, and revised in subsequent periods if actual forfeitures differ from those estimates. The following table summarizes stock-based compensation expense related to the Company’s stock-based awards for the periods indicated (in thousands): Three months ended March 31, 2016 2015 Research and development $ 550 $ 699 General and administrative 893 1,157 Employee stock-based compensation expense 1,443 1,856 Non-employee stock-based compensation expense 10 108 Total stock-based compensation expense $ 1,453 $ 1,964 |
Summary of Significant Accoun14
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2016 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and notes required by GAAP for complete financial statements. The financial statements include all adjustments (consisting only of normal recurring adjustments) that management believes are necessary for a fair presentation of the periods presented. The balance sheet as of December 31, 2015 was derived from the audited financial statements as of that date. These interim financial results are not necessarily indicative of results to be expected for the full year or any other period. These unaudited condensed consolidated financial statements and the notes accompanying them should be read in conjunction with the Company’s Annual Report on Form 10-K for the year ended December 31, 2015. During the first three months of fiscal 2016, the Company adopted Accounting Standards Update (ASU) 2016-06 “Derivatives and Hedging (Topic 815): Contingent Put and Call Options in Debt Instruments (a consensus of the FASB Emerging Issues Task Force)” on a modified retrospective basis. Pursuant to ASU 2016-06, a four-step decision sequence is required to assess whether contingent call (put) options that can accelerate the payment of principal on debt instruments are clearly and closely related to their debt hosts. The economic characteristics and risks of embedded derivatives that are not clearly and closed related to their debt hosts is a criteria pursuant to Topic 815 that requires embedded derivatives be separated from the host contract and accounted for separately as derivatives. There have been no adjustments to existing debt instruments as of the beginning of fiscal 2016 and no significant changes in our reported financial position or results of operations and cash flows as a result of the adoption of ASU 2016-06. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update No. 2014-09, Revenue from Contracts with Customers Revenue from Contracts with Customers In August Disclosure of Uncertainties about an Entity's Ability to Continue as a Going Concern which will require a reporting entity to evaluate, at each annual and interim reporting period, whether there are conditions or events that raise substantial doubt about the reporting entity's ability to continue as a going concern within one year after the date the financial statements are issued and provide related disclosures. . In January 2016, the FASB issued ASU 2016-01, Recognition and Measurement of Financial Assets and Financial Liabilities In February 2016, the FASB issued ASU No. 2016-02, Leases In March 2016, the FASB issued ASU No. 2016-09, Improvements to Employee Share-Based payment Accounting |
Principles of Consolidation | Principles of Consolidation The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries, Sunesis Europe Limited, a United Kingdom corporation, and Sunesis Pharmaceuticals (Bermuda) Ltd., a Bermuda corporation, as well as a Bermuda limited partnership, Sunesis Pharmaceuticals International LP. All intercompany balances and transactions have been eliminated in consolidation. |
Segment Reporting | Segment Reporting Management has determined that the Company operates as a single reportable segment. |
Significant Estimates and Judgments | Significant Estimates and Judgments The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the Company’s consolidated financial statements and accompanying notes thereto. Actual results could differ materially from these estimates. Estimates, assumptions and judgments made by management include those related to the valuation of equity and related instruments, debt instruments, revenue recognition, stock-based compensation and clinical trial accounting. |
Cash Equivalents and Marketable Securities | Cash Equivalents and Marketable Securities Invoices for certain services provided to the Company are denominated in foreign currencies. To manage the risk of future movements in foreign exchange rates that would affect such amounts, the Company may purchase certain European currencies or highly-rated investments denominated in those currencies, subject to similar criteria as for other investments defined in the Company’s investment policy. There is no guarantee that the related gains and losses will substantially offset each other, and the Company may be subject to exchange gains or losses as currencies fluctuate from quarter to quarter. To date, the Company has purchased Euros and Euro-denominated obligations of foreign governments and corporate debt. As of March 31, 2016 and December 31, 2015, the Company held cash and investments denominated in Euros with an aggregate fair value of $0.8 million and $0.7 million, respectively. Any cash, cash equivalent and marketable securities balances denominated in foreign currencies are recorded at their fair value based on the current exchange rate as of each balance sheet date. The resulting exchange gains or losses and those from amounts payable for services originally denominated in foreign currencies are recorded in other income (expense), net in the statements of operations and comprehensive loss. |
Fair Value Measurements | Fair Value Measurements The Company measures cash equivalents, marketable securities and warrant liabilities at fair value on a recurring basis and warrants issued in connection with debt on a non-recurring basis using the following hierarchy to prioritize valuation inputs, in accordance with applicable GAAP: Level 1 - quoted prices (unadjusted) in active markets for identical assets and liabilities that can be accessed at the measurement date. Level 2 - inputs other than quoted prices included within Level 1 that are observable, either directly or indirectly. Level 3 - unobservable inputs. The Company’s Level 2 valuations of marketable securities are generally derived from independent pricing services based upon quoted prices in active markets for similar securities, with prices adjusted for yield and number of days to maturity, or based on industry models using data inputs, such as interest rates and prices that can be directly observed or corroborated in active markets. The fair value of the warrants issued in connection with a loan security agreement (see Note 7) is determined using the Black-Scholes model, which requires inputs such as the expected term of the warrants, share price volatility and risk-free interest rate. As some of these inputs are unobservable, and require significant analysis and judgment to measure, these variables are classified as Level 3. The Company does not measure cash, prepayments, accounts payable, accrued liabilities, deferred revenue and notes payable at fair value, as their carrying amounts approximated their fair value as of March 31, 2016 and December 31, 2015. |
Loss per Common Share (Tables)
Loss per Common Share (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Earnings Per Share [Abstract] | |
Schedule of Potential Common Shares Issuable Pursuant to Outstanding Securities Excluded from Computation of Diluted Loss per Common Share | The following table represents the potential common shares issuable pursuant to outstanding securities as of the related period end dates that were excluded from the computation of diluted loss per common share because their inclusion would have had an anti-dilutive effect (in thousands): Three months ended March 31, 2016 2015 Warrants to purchase shares of common stock 2,226 11,898 Convertible preferred stock 20,200 — Options to purchase shares of common stock 12,205 10,649 Restricted stock units 395 — Outstanding securities not included in calculations 35,026 22,547 |
Financial Instruments (Tables)
Financial Instruments (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Company's Financial Assets Measured on Recurring Basis | The following tables summarize the estimated fair value of the Company’s financial assets measured on a recurring basis as of the dates indicated, which were comprised solely of available-for-sale marketable securities with remaining contractual maturities of one year or less (in thousands): March 31, 2015 Input Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value Money market funds Level 1 $ 8,309 $ — $ — $ 8,309 U.S. Treasury securities Level 1 1,016 $ — $ — $ 1,016 U.S. certificates of deposit Level 1 7,298 $ — $ — $ 7,298 Debt securities of U.S. government agencies Level 2 2,998 $ 1 $ — $ 2,999 U.S. corporate debt obligations Level 2 9,810 $ 2 $ — $ 9,812 Total available-for-sale securities 29,431 3 — 29,434 Less amounts classified as cash equivalents (13,276 ) — — (13,276 ) Amounts classified as marketable securities $ 16,155 $ 3 $ — $ 16,158 December 31, 2015 Input Level Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Value Money market funds Level 1 $ 17,200 $ — $ — $ 17,200 U.S. Treasury securities Level 1 1,003 $ 1,003 U.S. certificates of deposit Level 1 5,001 — — $ 5,001 Debt securities of U.S. government agencies Level 2 4,494 $ 4,494 U.S. corporate debt obligations Level 2 11,660 — (11 ) $ 11,649 Total available-for-sale securities 39,358 — (11 ) 39,347 Less amounts classified as cash equivalents (19,803 ) — — (19,803 ) Amounts classified as marketable securities $ 19,555 $ — $ (11 ) $ 19,544 |
Notes Payable (Tables)
Notes Payable (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Debt Disclosure [Abstract] | |
Summary of Future Minimum Payments Under Loan Agreement | Aggregate future minimum payments due under the Loan Agreement as of March 31, 2016 were as follows (in thousands): Year ending December 31, Total 2016 $ 901 2017 4,593 2018 5,842 2019 5,393 2020 2,259 Total minimum payments 18,988 Less amount representing interest (3,988 ) Notes payable, gross 15,000 Proceeds received on April 1, 2016 (2,500 ) Total notes payable as of March 31, 2016 12,500 Unamortized debt discount and issuance costs (815 ) Less current portion of notes payable — Non-current portion of notes payable $ 11,685 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Summary of Stock-Based Compensation Expense Related to Company's Stock-Based Awards | The following table summarizes stock-based compensation expense related to the Company’s stock-based awards for the periods indicated (in thousands): Three months ended March 31, 2016 2015 Research and development $ 550 $ 699 General and administrative 893 1,157 Employee stock-based compensation expense 1,443 1,856 Non-employee stock-based compensation expense 10 108 Total stock-based compensation expense $ 1,453 $ 1,964 |
Company Overview - Additional I
Company Overview - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2016 | Dec. 31, 2015 | [1] | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |||
Date of incorporation | Feb. 10, 1998 | ||
Cash, cash equivalents and marketable securities | $ 40,000 | ||
Accumulated deficit | $ (569,459) | $ (559,373) | |
Maturity limits period | 24 months | ||
Dollars weighted average maturity limit period | 12 months | ||
[1] | The condensed consolidated balance sheet as of December 31, 2015 has been derived from the audited financial statements as of that date included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2015. |
Summary of Significant Accoun20
Summary of Significant Accounting Policies - Additional Information (Detail) $ in Millions | 3 Months Ended | |
Mar. 31, 2016USD ($)Segment | Dec. 31, 2015USD ($) | |
Accounting Policies [Abstract] | ||
Number of reportable segment | Segment | 1 | |
Fair value of investments denominated in Euros | $ | $ 0.8 | $ 0.7 |
Loss per Common Share - Schedul
Loss per Common Share - Schedule of Potential Common Shares Issuable Pursuant to Outstanding Securities Excluded from Computation of Diluted Loss per Common Share (Detail) - shares shares in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Outstanding securities not included in calculations | 35,026 | 22,547 |
Warrants to purchase shares of common stock [Member] | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Outstanding securities not included in calculations | 2,226 | 11,898 |
Convertible Preferred Stock [Member] | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Outstanding securities not included in calculations | 20,200 | |
Options to purchase shares of common stock [Member] | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Outstanding securities not included in calculations | 12,205 | 10,649 |
Restricted stock units [Member] | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Outstanding securities not included in calculations | 395 |
Financial Instruments - Fair Va
Financial Instruments - Fair Value of Company's Financial Assets Measured on Recurring Basis (Detail) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 | Mar. 31, 2015 | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||
Available-for-sale securities, Amortized Cost | $ 39,358 | $ 29,431 | ||
Available-for-sale securities, Gross Unrealized Gains | 3 | |||
Available-for-sale securities, Gross Unrealized Losses | (11) | |||
Available-for-sale securities, Estimated Fair Value | 39,347 | 29,434 | ||
Less amounts classified as cash equivalents, Amortized Cost | (19,803) | (13,276) | ||
Amounts classified as marketable securities, Amortized Cost | 19,555 | 16,155 | ||
Amounts classified as marketable securities, Gross Unrealized Gains | 3 | |||
Amounts classified as marketable securities, Gross Unrealized Losses | (11) | |||
Less amounts classified as cash equivalents, Estimated Fair Value | (19,803) | (13,276) | ||
Amounts classified as marketable securities, Estimated Fair Value | $ 16,158 | 19,544 | [1] | 16,158 |
U.S. Treasury securities [Member] | ||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||
Available-for-sale securities, Amortized Cost | 1,003 | 1,016 | ||
Available-for-sale securities, Estimated Fair Value | 1,003 | 1,016 | ||
U.S. certificates of deposit [Member] | ||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||
Available-for-sale securities, Amortized Cost | 5,001 | 7,298 | ||
Available-for-sale securities, Estimated Fair Value | 5,001 | 7,298 | ||
Level 1 [Member] | Money market funds [Member] | ||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||
Available-for-sale securities, Amortized Cost | 17,200 | 8,309 | ||
Available-for-sale securities, Estimated Fair Value | 17,200 | 8,309 | ||
Level 2 [Member] | U.S. corporate debt obligations [Member] | ||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||
Available-for-sale securities, Amortized Cost | 11,660 | 9,810 | ||
Available-for-sale securities, Gross Unrealized Gains | 2 | |||
Available-for-sale securities, Gross Unrealized Losses | (11) | |||
Available-for-sale securities, Estimated Fair Value | 11,649 | 9,812 | ||
Level 2 [Member] | Debt securities of U.S. government agencies [Member] | ||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||
Available-for-sale securities, Amortized Cost | 4,494 | 2,998 | ||
Available-for-sale securities, Gross Unrealized Gains | 1 | |||
Available-for-sale securities, Estimated Fair Value | $ 4,494 | $ 2,999 | ||
[1] | The condensed consolidated balance sheet as of December 31, 2015 has been derived from the audited financial statements as of that date included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2015. |
Financial Instruments - Additio
Financial Instruments - Additional Information (Detail) - USD ($) | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Available-for-sale Securities, Unrealized Loss Position | $ 0 | |
Sales of available-for-sale securities | 0 | $ 0 |
U.S. corporate debt obligations [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Debt obligation estimated fair value | $ 9,800,000 |
Royalty Agreement - Additional
Royalty Agreement - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2016 | Sep. 30, 2012 | |
Royalty Agreement [Line Items] | ||
Revenue participation right payments, rate | 6.75% | |
Revenue participation right payments, term | 10 years from the date of first commercial sale | |
Maximum term of revenue participation right payments | 10 years | |
Royalty Agreement [Member] | ||
Royalty Agreement [Line Items] | ||
Revenue participation right payments | $ 25 | |
Fair value of warrants issued in connection with participation agreement | $ 3.1 |
License Agreements - Additional
License Agreements - Additional Information (Detail) - USD ($) $ in Millions | 1 Months Ended | ||
Dec. 31, 2013 | Mar. 31, 2016 | Jan. 31, 2014 | |
License Agreement Terms [Member] | Takeda License Agreements [Member] | |||
Research And Development Arrangement Contract To Perform For Others [Line Items] | |||
Potential pre-commercialization milestone payments payable | $ 9.2 | ||
Potential pre-commercialization payments receivable | $ 57.5 | ||
Biogen [Member] | Development Events [Member] | |||
Research And Development Arrangement Contract To Perform For Others [Line Items] | |||
Milestone payment depending on development | $ 2.5 |
Notes Payable - Additional Info
Notes Payable - Additional Information (Detail) - USD ($) | Apr. 01, 2016 | Mar. 31, 2016 | Mar. 31, 2016 |
Debt Instrument [Line Items] | |||
Proceeds from notes payable | $ 12,500,000 | ||
Loan Agreement [Member] | |||
Debt Instrument [Line Items] | |||
Maximum borrowing capacity | $ 15,000,000 | $ 15,000,000 | |
Proceeds from notes payable | 12,500,000 | ||
Date of Loan and Security Agreement | Oct. 18, 2011 | ||
Loan proceeds to repay the outstanding principal | 7,200,000 | ||
Repayment of outstanding principal | 6,000,000 | $ 6,000,000 | |
Final payment fee | 1,200,000 | $ 1,200,000 | |
Accrued interest | 45,000 | ||
Facility fee | 100,000 | ||
Legal fees | 100,000 | ||
Legal fees incurred in connection with closing the loan | $ 49,000 | ||
Description of monthly interest payment | Payments under the Loan Agreement are monthly in arrears and interest-only for the first 12-months. Thereafter and until the scheduled maturity date of April 1, 2020, in addition to interest accrued during such period, the monthly payments will include an amount equal to the outstanding principal divided by 36 months, unless the interest only period is extended by a further six months, in which case the amortization period will be 30 months. | ||
Line of credit facility final payment percentage | 3.75% | 3.75% | |
Percentage of penalty for prepaying loan before maturity | 2.00% | 2.00% | |
Percentage of penalty for prepaying loan after maturity | 0.50% | 0.50% | |
Prepayment penalty expiration date | Mar. 31, 2017 | ||
Maturity date | Apr. 1, 2020 | ||
Warrants Expiration Term | 5 years | ||
Number of warrants issued | 1,248,012 | ||
Warrants exercise price for shares | $ 0.5409 | ||
Estimated fair value of warrants issued | $ 500,000 | $ 500,000 | |
Loan, Covenant description | Pursuant to the Loan Agreement, the Company is bound by a variety of affirmative covenants during the term of the Loan Agreement, including, without limitation, certain information delivery requirements, notice requirements and obligations to maintain certain insurance. Additionally, the Company is bound by certain negative covenants setting forth actions that are not permitted to be taken during the term of the Loan Agreement without the Lenders’ consent, including, without limitation, incurring certain additional indebtedness, making certain asset dispositions, entering into certain mergers, acquisitions or other business combination transactions or incurring any non-permitted lien or other encumbrance on the Company’s assets. Upon the occurrence of an event of default under the Loan Agreement (subject to cure periods for certain events of default), all amounts owed by the Company thereunder would begin to bear interest at a rate that is 5.0% higher than the rate that would otherwise be applicable and may be declared immediately due and payable by the Collateral Agent. Events of default under the Loan Agreement include, among other things, the following: the occurrence of certain bankruptcy events; the failure to make payments under the Loan Agreement when due; the occurrence of a material impairment on the Collateral Agent’s security interest over the collateral, a material adverse change in the business, operations or condition (financial or otherwise) of the Company or material impairment of the prospect of repayment of the obligations under the Loan Agreement; the occurrence of a default under certain other agreements entered into by the Company; the rendering of certain types of judgments against the Company; the revocation of certain government approvals of the Company; any breach by the Company of any covenant (subject to cure periods for certain covenants) made in the Loan Agreement; and the failure of any representation or warranty made by the Company in connection with the Loan Agreement to be correct in all material respects when made | ||
Loan Agreement [Member] | Warrants to purchase shares of common stock [Member] | |||
Debt Instrument [Line Items] | |||
Common stock price | $ 0.54 | $ 0.54 | |
Exercise price | $ 0.5409 | $ 0.5409 | |
Risk-free interest rates | 1.21% | ||
Expected volatility | 111.96% | ||
Expected term | 5 years | ||
Dividend yield | 0.00% | ||
Loan Agreement [Member] | Extension of Maturity Date [Member] | |||
Debt Instrument [Line Items] | |||
Percentage of penalty for prepaying loan before maturity | 1.00% | 1.00% | |
Prepayment penalty expiration date | Mar. 31, 2018 | ||
Loan Agreement [Member] | LIBOR Rate [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Interest Rate, Effective Percentage | 8.54% | 8.54% | |
Loan Agreement [Member] | Subsequent Event [Member] | |||
Debt Instrument [Line Items] | |||
Proceeds from notes payable | $ 2,500,000 |
Notes Payable - Summary of Futu
Notes Payable - Summary of Future Minimum Payments Under Loan Agreement (Detail) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 | |
Debt Instrument [Line Items] | |||
Proceeds received on April 1, 2016 | $ (2,500) | ||
Total notes payable as of March 31, 2016 | 12,500 | ||
Less current portion of notes payable | [1] | $ (7,834) | |
Non-current portion of notes payable | 11,685 | ||
Notes payable [Member] | |||
Debt Instrument [Line Items] | |||
2,016 | 901 | ||
2,017 | 4,593 | ||
2,018 | 5,842 | ||
2,019 | 5,393 | ||
2,020 | 2,259 | ||
Total minimum payments | 18,988 | ||
Less amount representing interest | (3,988) | ||
Notes payable, gross | 15,000 | ||
Unamortized debt discount and issuance costs | $ (815) | ||
[1] | The condensed consolidated balance sheet as of December 31, 2015 has been derived from the audited financial statements as of that date included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2015. |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Detail) - USD ($) $ in Millions | 1 Months Ended | 3 Months Ended | ||
Mar. 31, 2015 | Apr. 30, 2013 | Mar. 31, 2016 | Aug. 31, 2011 | |
Controlled Equity Offering Facilities [Member] | ||||
Stockholders Equity [Line Items] | ||||
Issuance of common stock, offering value | $ 20 | |||
Common stock sales agreement, date | 2011-08 | |||
Issuance of common stock, remaining offering value | $ 18.2 | |||
Controlled Equity Offering Facilities [Member] | Common Stock [Member] | ||||
Stockholders Equity [Line Items] | ||||
Issuance of preferred stock, shares | 0 | |||
Additional Controlled Equity Offerings Facilities [Member] | ||||
Stockholders Equity [Line Items] | ||||
Increase in aggregate controlled equity offering agreement as per amendment | $ 30 | $ 30 | ||
Issuance of common stock, commission percentage | 3.00% | |||
Common stock sales agreement amended, date | 2013-04 | |||
Common stock sales agreement further amended, date | 2015-03 | |||
Issuance of common stock, commission percentage, maximum | 3.00% |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Stock-Based Compensation Expense Related to Company's Stock-Based Awards (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Share-based Compensation, Allocation and Classification in Financial Statements | ||
Total stock-based compensation expense | $ 1,453 | $ 1,964 |
Employee stock-based compensation expense [Member] | ||
Share-based Compensation, Allocation and Classification in Financial Statements | ||
Total stock-based compensation expense | 1,443 | 1,856 |
Non-employee stock-based compensation expense [Member] | ||
Share-based Compensation, Allocation and Classification in Financial Statements | ||
Total stock-based compensation expense | 10 | 108 |
Research and development [Member] | ||
Share-based Compensation, Allocation and Classification in Financial Statements | ||
Total stock-based compensation expense | 550 | 699 |
General and administrative [Member] | ||
Share-based Compensation, Allocation and Classification in Financial Statements | ||
Total stock-based compensation expense | $ 893 | $ 1,157 |