Nature of Operations and Going Concern | 6 Months Ended |
Jun. 30, 2014 |
Accounting Policies [Abstract] | ' |
Nature of Operations and Going Concern | ' |
1. Nature of Operations and Going Concern |
Business Overview |
Telik, Inc., or Telik, we or, the Company, was incorporated in the state of Delaware in October 1988. We are engaged in the discovery and development of small molecule therapeutics. We operate in only one business segment. |
We have incurred net losses since inception and we expect to incur substantial losses for the foreseeable future as we continue our research and development activities. To date, we have funded operations primarily through the sale of equity securities, non-equity payments from collaborators and interest income. The process of developing our products will require significant additional research and development, preclinical testing and clinical trials, as well as regulatory approval. We expect these activities, together with general and administrative expenses, to result in substantial operating losses for the foreseeable future. We will not receive product revenue unless we, or our collaborative partners, complete clinical trials, obtain regulatory approval and successfully commercialize one or more of our products. |
Private Financing |
On May 12, 2014, we entered into a securities purchase agreement, or the PIPE agreement, to sell 1,250,000 shares of our Series B redeemable convertible preferred stock at $2.00 per share for a total of $2.5 million along with warrants to purchase 625,000 shares of common stock at $3.33 per share to a group of private investors led by Hudson Bay Capital Management LP, or Hudson Bay (such transaction, the “PIPE financing”). We received approximately $2.3 million in net proceeds from the sale of shares, after deducting related issuance costs, and used these proceeds to bridge us to the closing of the merger described below. |
Merger Agreement |
Concurrently on May 12, 2014, we entered into a merger agreement, or Merger Agreement, with MabVax Therapeutics, Inc., or MabVax, a privately held cancer immunotherapy company, or the Merger. On July 8, 2014, or the Closing Date, Telik and MabVax completed the Merger. As a result of the consummation of the Merger, as of the Closing Date, the former stockholders, option holders and warrant holders of MabVax owned approximately 85% of the outstanding shares of Telik common stock on a fully diluted basis and the stockholders, option holders and warrant holders of Telik prior to the Merger owned approximately 15% of the outstanding shares of Telik common stock on a fully diluted basis and a change of control occurred. |
For accounting purposes, the Merger is treated as a “reverse acquisition” and MabVax is considered the accounting acquirer. Accordingly, MabVax will be reflected as the predecessor and acquirer in Telik’s financial statements for periods ending from and after the Closing Date. Telik’s financial statements will reflect the historical financial statements for periods ending from and after the Closing Date of MabVax as Telik’s historical financial statements, except for the legal capital which will reflect Telik’s legal capital (common stock). |
The accompanying financial statements have been prepared in accordance with U.S. generally accepted accounting principles applicable to a going concern which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. Our ability to continue as a going concern is dependent upon our ability to obtain additional equity or debt financing, attain further operating efficiencies and, ultimately, to generate revenue. The financial statements do not include any adjustments that might result from the outcome of this uncertainty. |