Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Mar. 06, 2014 | Jun. 30, 2013 | |
Document and Entity Information | ' | ' | ' |
Entity Registrant Name | 'SYNTA PHARMACEUTICALS CORP | ' | ' |
Entity Central Index Key | '0001157601 | ' | ' |
Document Type | '10-K | ' | ' |
Document Period End Date | 31-Dec-13 | ' | ' |
Amendment Flag | 'false | ' | ' |
Current Fiscal Year End Date | '--12-31 | ' | ' |
Entity Well-known Seasoned Issuer | 'No | ' | ' |
Entity Voluntary Filers | 'No | ' | ' |
Entity Current Reporting Status | 'Yes | ' | ' |
Entity Filer Category | 'Accelerated Filer | ' | ' |
Entity Public Float | ' | ' | $195,204,458.70 |
Entity Common Stock, Shares Outstanding | ' | 85,435,631 | ' |
Document Fiscal Year Focus | '2013 | ' | ' |
Document Fiscal Period Focus | 'FY | ' | ' |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Current assets: | ' | ' |
Cash and cash equivalents | $48,490 | $81,512 |
Marketable securities | 42,986 | 19,087 |
Prepaid expenses and other current assets | 765 | 786 |
Total current assets | 92,241 | 101,385 |
Property and equipment, net | 1,553 | 1,174 |
Other assets | 1,409 | 458 |
Total assets | 95,203 | 103,017 |
Current liabilities: | ' | ' |
Accounts payable | 6,589 | 5,661 |
Accrued contract research costs | 10,407 | 4,761 |
Other accrued liabilities | 5,718 | 5,127 |
Current portion of capital lease obligations | 42 | 13 |
Current portion of term loans | 9,451 | 7,924 |
Total current liabilities | 32,207 | 23,486 |
Long-term liabilities: | ' | ' |
Capital lease obligations, net of current portion | 85 | 1 |
Term loans, net of current portion | 13,820 | 4,464 |
Total long-term liabilities | 13,905 | 4,465 |
Total liabilities | 46,112 | 27,951 |
Commitments and contingencies (Note 11) | ' | ' |
Stockholders' equity: | ' | ' |
Preferred stock, par value $0.0001 per share Authorized: 5,000,000 shares at December 31, 2013 and 2012; no shares issued and outstanding at December 31, 2013 and 2012 | ' | ' |
Common stock, par value $0.0001 per share Authorized: 200,000,000 shares at December 31, 2013 and 100,000,000 shares at December 31, 2012; 85,232,506 and 68,930,082 shares issued and outstanding at December 31, 2013 and 2012, respectively | 9 | 7 |
Additional paid-in-capital | 600,477 | 536,277 |
Accumulated other comprehensive income | 17 | 2 |
Accumulated deficit | -551,412 | -461,220 |
Total stockholders' equity | 49,091 | 75,066 |
Total liabilities and stockholders' equity | $95,203 | $103,017 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
Consolidated Balance Sheets | ' | ' |
Preferred stock, par value (in dollars per share) | $0.00 | $0.00 |
Preferred stock, Authorized shares | 5,000,000 | 5,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value (in dollars per share) | $0.00 | $0.00 |
Common stock, Authorized shares | 200,000,000 | 100,000,000 |
Common stock, shares issued | 85,232,506 | 68,930,082 |
Common stock, shares outstanding | 85,232,506 | 68,930,082 |
Consolidated_Statements_of_Ope
Consolidated Statements of Operations (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Collaboration revenues: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
License and milestone revenue | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $6,731 |
Total collaboration revenues | ' | ' | ' | ' | ' | ' | ' | ' | 0 | 0 | 6,731 |
Grant revenue | ' | ' | ' | ' | ' | ' | ' | 147 | 0 | 147 | 853 |
Total revenues | ' | ' | ' | ' | ' | ' | ' | 147 | ' | 147 | 7,584 |
Operating expenses: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Research and development | 19,981 | 17,623 | 17,876 | 16,380 | 14,351 | 11,743 | 11,252 | 12,066 | 71,860 | 49,412 | 41,464 |
General and administrative | 3,463 | 4,171 | 4,187 | 3,878 | 3,352 | 2,796 | 2,882 | 2,646 | 15,699 | 11,676 | 11,552 |
Total operating expenses | 23,444 | 21,794 | 22,063 | 20,258 | 17,703 | 14,539 | 14,134 | 14,712 | 87,559 | 61,088 | 53,016 |
Loss from operations | -23,444 | -21,794 | -22,063 | -20,258 | -17,703 | -14,539 | -14,134 | -14,565 | -87,559 | -60,941 | -45,432 |
Interest expense, net | -718 | -721 | -724 | -470 | -420 | -457 | -486 | -486 | -2,633 | -1,849 | -1,948 |
Net loss | ($24,162) | ($22,515) | ($22,787) | ($20,728) | ($18,123) | ($14,996) | ($14,620) | ($15,051) | ($90,192) | ($62,790) | ($47,380) |
Net loss per common share: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Basic and diluted net loss per common share (in dollars per share) | ($0.31) | ($0.33) | ($0.33) | ($0.30) | ($0.29) | ($0.25) | ($0.25) | ($0.27) | ($1.27) | ($1.06) | ($1) |
Basic and diluted weighted average number of common shares outstanding (in shares) | 76,769,199 | 69,047,161 | 69,034,823 | 68,991,371 | 62,914,546 | 60,661,720 | 57,650,412 | 56,366,992 | 70,976,705 | 59,411,476 | 47,197,572 |
Consolidated_Statements_of_Com
Consolidated Statements of Comprehensive Loss (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Consolidated Statements of Comprehensive Loss | ' | ' | ' |
Net loss | ($90,192) | ($62,790) | ($47,380) |
Other comprehensive income (loss): | ' | ' | ' |
Unrealized gain (loss) on marketable securities | 15 | -1 | 6 |
Comprehensive loss | ($90,177) | ($62,791) | ($47,374) |
Consolidated_Statements_of_Sto
Consolidated Statements of Stockholders' Equity (USD $) | Total | Common stock | Additional paid-in Capital | Accumulated other comprehensive income (loss) | Accumulated deficit |
In Thousands, except Share data, unless otherwise specified | |||||
Balance at Dec. 31, 2010 | $23,479 | $4 | $374,528 | ($3) | ($351,050) |
Balance (in shares) at Dec. 31, 2010 | ' | 42,090,205 | ' | ' | ' |
Increase (Decrease) in Stockholders' Equity | ' | ' | ' | ' | ' |
Issuance of common shares in equity offering, excluding to related parties, net | 27,102 | 1 | 27,101 | ' | ' |
Issuance of common shares in equity offering, net (in shares) | ' | 5,610,238 | ' | ' | ' |
Issuance of common shares to related parties | 7,734 | ' | 7,734 | ' | ' |
Issuance of common shares to related parties (in shares) | ' | 1,581,493 | ' | ' | ' |
Issuance of restricted common shares (in shares) | ' | 70,585 | ' | ' | ' |
Forfeitures of restricted common shares (in shares) | ' | -6,531 | ' | ' | ' |
Exercise of stock options | 479 | ' | 479 | ' | ' |
Exercise of stock options (in shares) | ' | 193,818 | ' | ' | ' |
Compensation expense related to stock options for services | 3,354 | ' | 3,354 | ' | ' |
Unrealized gain (loss) on marketable securities | 6 | ' | ' | 6 | ' |
Net loss | -47,380 | ' | ' | ' | -47,380 |
Balance at Dec. 31, 2011 | 14,774 | 5 | 413,196 | 3 | -398,430 |
Balance (in shares) at Dec. 31, 2011 | ' | 49,539,808 | ' | ' | ' |
Increase (Decrease) in Stockholders' Equity | ' | ' | ' | ' | ' |
Issuance of common shares in equity offering, excluding to related parties, net | 65,107 | 1 | 65,106 | ' | ' |
Issuance of common shares in equity offering, net (in shares) | ' | 11,264,102 | ' | ' | ' |
Issuance of common shares to related parties | 53,545 | 1 | 53,544 | ' | ' |
Issuance of common shares to related parties (in shares) | ' | 7,762,600 | ' | ' | ' |
Issuance of restricted common shares (in shares) | ' | 45,243 | ' | ' | ' |
Exercise of stock options | 1,141 | ' | 1,141 | ' | ' |
Exercise of stock options (in shares) | ' | 322,298 | ' | ' | ' |
Purchase and retirement of common shares from an officer | -32 | ' | -32 | ' | ' |
Purchase and retirement of common shares from an officer (in shares) | ' | -3,969 | ' | ' | ' |
Compensation expense related to stock options for services | 3,322 | ' | 3,322 | ' | ' |
Unrealized gain (loss) on marketable securities | -1 | ' | ' | -1 | ' |
Net loss | -62,790 | ' | ' | ' | -62,790 |
Balance at Dec. 31, 2012 | 75,066 | 7 | 536,277 | 2 | -461,220 |
Balance (in shares) at Dec. 31, 2012 | 68,930,082 | 68,930,082 | ' | ' | ' |
Increase (Decrease) in Stockholders' Equity | ' | ' | ' | ' | ' |
Issuance of common shares in equity offering, excluding to related parties, net | 37,629 | 1 | 37,628 | ' | ' |
Issuance of common shares in equity offering, net (in shares) | ' | 10,916,667 | ' | ' | ' |
Issuance of common shares to related parties | 19,437 | 1 | 19,436 | ' | ' |
Issuance of common shares to related parties (in shares) | ' | 5,183,333 | ' | ' | ' |
Issuance of restricted common shares (in shares) | ' | 140,000 | ' | ' | ' |
Forfeitures of restricted common shares (in shares) | ' | -75,000 | ' | ' | ' |
Exercise of stock options | 1,106 | ' | 1,106 | ' | ' |
Exercise of stock options (in shares) | ' | 137,424 | ' | ' | ' |
Compensation expense related to stock options for services | 6,030 | ' | 6,030 | ' | ' |
Unrealized gain (loss) on marketable securities | 15 | ' | ' | 15 | ' |
Net loss | -90,192 | ' | ' | ' | -90,192 |
Balance at Dec. 31, 2013 | $49,091 | $9 | $600,477 | $17 | ($551,412) |
Balance (in shares) at Dec. 31, 2013 | 85,232,506 | 85,232,506 | ' | ' | ' |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Cash flows from operating activities: | ' | ' | ' |
Net loss | ($90,192) | ($62,790) | ($47,380) |
Adjustments to reconcile net loss to net cash used in operating activities: | ' | ' | ' |
Stock-based compensation expense | 6,030 | 3,322 | 3,354 |
Depreciation and amortization | 516 | 738 | 1,464 |
Changes in operating assets and liabilities: | ' | ' | ' |
Collaboration receivable | ' | ' | 116 |
Prepaid expenses and other current assets | 21 | -225 | -130 |
Other assets | -951 | 173 | -265 |
Accounts payable | 928 | 2,194 | 1,542 |
Accrued contract research costs | 5,646 | 1,920 | 330 |
Other accrued liabilities | 591 | 533 | 400 |
Deferred collaboration revenue | ' | ' | -6,731 |
Net cash used in operating activities | -77,411 | -54,135 | -47,300 |
Cash flows from investing activities: | ' | ' | ' |
Purchases of marketable securities | -114,151 | -50,033 | -50,726 |
Maturities of marketable securities | 90,267 | 40,595 | 60,745 |
Purchases of property and equipment | -769 | -505 | -690 |
Net cash (used in) provided by investing activities | -24,653 | -9,943 | 9,329 |
Cash flows from financing activities: | ' | ' | ' |
Proceeds from issuances of common stock, excluding to related parties, and exercise of common stock options, net of transaction costs | 38,735 | 66,248 | 27,581 |
Proceeds from the sale of common stock to related parties | 19,437 | 53,545 | 7,734 |
Purchase and retirement of common stock from an officer | ' | -32 | ' |
Proceeds from term loans | 13,500 | ' | 2,000 |
Payment of term loans | -2,617 | -4,234 | -378 |
Payment of capital lease obligations | -13 | -12 | -201 |
Net cash provided by financing activities | 69,042 | 115,515 | 36,736 |
Net increase (decrease) in cash and cash equivalents | -33,022 | 51,437 | -1,235 |
Cash and cash equivalents at beginning of period | 81,512 | 30,075 | 31,310 |
Cash and cash equivalents at end of period | 48,490 | 81,512 | 30,075 |
Supplemental disclosure of cash flow information: | ' | ' | ' |
Cash paid for interest | 2,512 | 1,696 | 1,911 |
Assets acquired under capital lease | $126 | ' | ' |
Nature_of_Business
Nature of Business | 12 Months Ended |
Dec. 31, 2013 | |
Nature of Business | ' |
Nature of Business | ' |
(1) Nature of Business | |
Synta Pharmaceuticals Corp. (the Company) was incorporated in March 2000 and commenced operations in July 2001. The Company is a biopharmaceutical company focusing on discovering, developing and commercializing small molecule drugs to extend and enhance the lives of patients with severe medical conditions, including cancer and chronic inflammatory diseases. | |
The Company is subject to risks common to emerging companies in the drug development and pharmaceutical industry including, but not limited to, uncertainty of product development and commercialization, lack of marketing and sales history, dependence on key personnel, uncertainty of market acceptance of products, product liability, uncertain protection of proprietary technology, potential inability to raise additional financing and compliance with the U.S. Food and Drug Administration and other government regulations. | |
The Company has incurred significant operating losses since its inception and, as a result, at December 31, 2013 had an accumulated deficit of $551.4 million. Operations have been funded principally through the sale of common stock and convertible preferred stock, capital leases, non-refundable payments under the former collaboration agreements with GlaxoSmithKline (GSK) and Hoffman-La Roche (Roche), and proceeds from term loans by General Electric Capital Corporation (GECC) and Oxford Finance Corporation (Oxford) (see Note 9). At December 31, 2013, the Company had approximately $91.5 million in cash, cash equivalents and marketable securities. | |
Based on the Company's current operating levels, it expects its cash resources will be sufficient to fund operations at least through the end of 2014. This estimate assumes that certain activities contemplated for 2014 will be conducted subject to the availability of sufficient financial resources. The Company expects to continue evaluating additional potential sources of funding, including partnership agreements, cost or risk-sharing agreements, equity financings or other sources. | |
The Company may require significant additional funds earlier than it currently expects in order to conduct additional clinical trials and continue to fund its operations. There can be no assurances, however, that additional funding will be available on favorable terms, or at all. If adequate funds are not available, the Company may be required to delay, significantly modify or terminate its research and development programs or reduce its planned commercialization efforts. | |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 12 Months Ended | ||||||||||
Dec. 31, 2013 | |||||||||||
Summary of Significant Accounting Policies | ' | ||||||||||
Summary of Significant Accounting Policies | ' | ||||||||||
(2) Summary of Significant Accounting Policies | |||||||||||
Principles of Consolidation | |||||||||||
The consolidated financial statements include the financial statements of the Company and its wholly owned subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation. | |||||||||||
Use of Estimates | |||||||||||
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect certain reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting periods. Significant items subject to such estimates and assumptions include contract research accruals, recoverability of long-lived assets, measurement of stock-based compensation, and the periods of performance under collaborative research and development agreements. The Company bases its estimates on historical experience and various other assumptions that management believes to be reasonable under the circumstances. Changes in estimates are recorded in the period in which they become known. Actual results could differ from those estimates. | |||||||||||
Cash and Cash Equivalents | |||||||||||
The Company considers all highly liquid investments with original maturities of three months or less at the date of purchase and an investment in a money market fund to be cash equivalents. Changes in the level of cash and cash equivalents may be affected by changes in investment portfolio maturities, as well as actual cash disbursements to fund operations. | |||||||||||
The primary objective of the Company's investment activities is to preserve its capital for the purpose of funding operations and the Company does not enter into investments for trading or speculative purposes. The Company invests in money market funds and high-grade, short-term commercial paper and corporate bonds, which are subject to minimal credit and market risk. The Company's cash is deposited in a highly rated financial institution in the United States. Declines in interest rates, however, would reduce future investment income. | |||||||||||
Marketable Securities | |||||||||||
Marketable securities consist of investments in high-grade corporate obligations, and government and government agency obligations that are classified as available-for-sale. Since these securities are available to fund current operations they are classified as current assets on the consolidated balance sheets. | |||||||||||
The Company adjusts the cost of available-for-sale debt securities for amortization of premiums and accretion of discounts to maturity. The Company includes such amortization and accretion as a component of interest expense, net. Realized gains and losses and declines in value, if any, that the Company judges to be other-than-temporary on available-for-sale securities are reported as a component of interest expense, net. To determine whether an other-than-temporary impairment exists, the Company considers whether it intends to sell the debt security and, if the Company does not intend to sell the debt security, it considers available evidence to assess whether it is more likely than not that it will be required to sell the security before the recovery of its amortized cost basis. During the years ended December 31, 2013, 2012 and 2011, the Company determined it did not have any securities that were other-than-temporarily impaired. | |||||||||||
Marketable securities are stated at fair value, including accrued interest, with their unrealized gains and losses included as a component of accumulated other comprehensive income or loss, which is a separate component of stockholders' equity. The fair value of these securities is based on quoted prices and observable inputs on a recurring basis. Realized gains and losses are determined on the specific identification method. During the years ended December 31, 2013, 2012 and 2011, the Company did not have any realized gains or losses on marketable securities. | |||||||||||
Fair Value of Financial Instruments | |||||||||||
The carrying amounts of the Company's financial instruments, which include cash equivalents, marketable securities and capital lease and term loan obligations, approximate their fair values. The fair value of the Company's financial instruments reflects the amounts that would be received upon sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value hierarchy has the following three levels: | |||||||||||
Level 1—quoted prices in active markets for identical assets and liabilities. | |||||||||||
Level 2—observable inputs other than Level 1 inputs. Examples of Level 2 inputs include quoted prices in active markets for similar assets or liabilities and quoted prices for identical assets or liabilities in markets that are not active. | |||||||||||
Level 3—unobservable inputs that reflect the Company's own assumptions about the assumptions market participants would use in pricing the asset or liability. | |||||||||||
Financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. The Company measures the fair value of its marketable securities by taking into consideration valuations obtained from third-party pricing sources. The pricing services utilize industry standard valuation models, including both income and market based approaches, for which all significant inputs are observable, either directly or indirectly, to estimate fair value. These inputs include reported trades of and broker-dealer quotes on the same or similar securities, issuer credit spreads, benchmark securities and other observable inputs. As of December, 2013, the Company's financial assets valued based on Level 1 inputs consisted of cash and cash equivalents in a money market fund and its financial assets valued based on Level 2 inputs consisted of high-grade corporate bonds and commercial paper. During the year ended December 31, 2013, the Company did not have any transfers of financials assets between Levels 1 and 2. As of December 31, 2013, the Company did not have any financial liabilities that were recorded at fair value on the balance sheet. The disclosed fair value of the Company's term loan obligations is determined using current applicable rates for similar instruments as of the balance sheet date. The carrying value of the Company's term loan obligations approximates fair value as the Company's interest rate yield is near current market rate yields. The disclosed fair value of the Company's term loan obligations is based on Level 3 inputs. | |||||||||||
Property and Equipment | |||||||||||
Property, equipment and software is carried at cost and depreciated using the straight-line method over the estimated useful lives of the related assets, which range from three to five years. Leasehold improvements are amortized over the lesser of the lease term or estimated useful life. Repairs and maintenance costs are expensed as incurred. | |||||||||||
Research and Development Costs | |||||||||||
Research and development costs are expensed as incurred. Research and development costs are comprised of costs incurred in performing research and development activities, including internal costs for salaries, benefits, facilities, research-related overhead and stock compensation, and external costs for payments to third party contract research organizations, investigative sites and consultants in connection with the Company's preclinical and clinical programs, costs associated with drug formulation and supply of drugs for clinical trials, and other external costs. | |||||||||||
Patents | |||||||||||
Costs to secure and defend patents are expensed as incurred and are classified as general and administrative expense in the Company's consolidated statements of operations. Patent expenses were approximately $2.9 million, $1.8 million, and $2.3 million for the years ended December 31, 2013, 2012 and 2011, respectively. | |||||||||||
Income Taxes | |||||||||||
The Company uses the liability method to account for income taxes. Deferred tax assets and liabilities are determined based on the expected future tax consequences of temporary differences between the Company's consolidated financial statement carrying amounts and the tax basis of assets and liabilities using enacted tax rates expected to be in effect in the years in which the differences are expected to reverse. A valuation allowance is provided to reduce the deferred tax assets to the amount that will more likely than not be realized. | |||||||||||
As of December 31, 2013 and 2012, the Company had no items that were considered to be uncertain tax items or accrued interest or penalties related to uncertain tax positions. | |||||||||||
The tax years 2010 through 2013 remain open to examination by the major taxing jurisdictions to which the Company is subject. | |||||||||||
Impairment of Long-Lived Assets | |||||||||||
The Company assesses the potential impairments of its long-lived assets whenever events or changes in circumstances indicate that an asset's carrying value may not be recoverable. If the carrying value exceeds the undiscounted future cash flows estimated to result from the use and eventual disposition of the asset, the Company writes down the asset to its estimated fair value. Management believes that no long-lived assets were impaired as of December 31, 2013 and 2012. | |||||||||||
Revenue Recognition | |||||||||||
Collaboration and License Agreements | |||||||||||
The Company's principal source of revenue to date has been its former collaboration and license agreements, which included upfront license payments, development milestones, reimbursement of research and development costs, potential profit sharing payments, commercial and sales-based milestones and royalties. In the years ended December 31, 2013, 2012 and 2011, the Company recognized $0, $0 and $6.7 million, respectively, in collaboration revenues. The accounting for collaboration and license agreements requires subjective analysis and requires management to make estimates and assumptions about whether deliverables within multiple-element arrangements are separable from the other aspects of the contractual arrangement into separate units of accounting and to determine the arrangement consideration to be allocated to each unit of accounting. | |||||||||||
For multiple-element arrangements entered into or materially modified after January 1, 2011, the Company follows the provisions of Financial Accounting Standards Board (FASB) Accounting Standards Update (ASU) No. 2009-13—Multiple-deliverable Revenue Arrangements (ASU No. 2009-13). This standard addresses the determination of the unit(s) of accounting for multiple-element arrangements and how an arrangement's consideration should be allocated to each unit of accounting. | |||||||||||
Pursuant to this standard, each required deliverable is evaluated to determine if it qualifies as a separate unit of accounting. For the Company this determination includes an assessment as to whether the deliverable has "stand-alone value" to the customer separate from the undelivered elements. The arrangement's consideration is then allocated to each separate unit of accounting based on the relative selling price of each deliverable. The estimated selling price of each deliverable is determined using the following hierarchy of values: (i) vendor-specific objective evidence of fair value, (ii) third-party evidence of selling price, or (iii) the Company's best estimate of the selling price (BESP). The BESP reflects the Company's best estimate of what the selling price would be if the deliverable was regularly sold by it on a stand-alone basis. The Company expects, in general, to use BESP for allocating consideration to each deliverable in future collaboration agreements. In general, the consideration allocated to each unit of accounting is then recognized as the related goods or services are delivered limited to the consideration not contingent upon future deliverables. | |||||||||||
The Company accounts for development milestones under collaboration and license agreements pursuant to ASU No. 2010-17 Milestone Method of Revenue Recognition (ASU No. 2010-17). ASU No. 2010-17 codified a method of revenue recognition that has been common practice. Under this method, contingent consideration from research and development activities that is earned upon the achievement of a substantive milestone is recognized in its entirety in the period in which the milestone is achieved. At the inception of each arrangement that includes milestone payments, the Company evaluates whether each milestone is substantive. This evaluation includes an assessment of whether (a) the consideration is commensurate with either (1) the entity's performance to achieve the milestone, or (2) the enhancement of the value of the delivered item(s) as a result of a specific outcome resulting from the entity's performance to achieve the milestone, (b) the consideration relates solely to past performance and (c) the consideration is reasonable relative to all of the deliverables and payment terms within the arrangement. The Company evaluates factors such as the scientific, clinical, regulatory, commercial and other risks that must be overcome to achieve the respective milestone, the level of effort and investment required and whether the milestone consideration is reasonable relative to all deliverables and payment terms in the arrangement in making this assessment. The Company does not have any ongoing collaboration and license agreements under which milestones may be achieved. | |||||||||||
Royalty revenues are based upon a percentage of net sales. Royalties from the sales of products will be recorded on the accrual basis when results are reliably measurable, collectability is reasonably assured and all other revenue recognition criteria are met. Commercial and sales-based milestones, which are based upon the achievement of certain agreed-upon sales thresholds, will be recognized in the period in which the respective sales threshold is achieved and collectability is reasonably assured. The Company does not have any ongoing collaboration and license agreements under which royalties or commercial and sales-based milestones may be achieved. | |||||||||||
Grant Revenue | |||||||||||
In March 2011, the Company received a grant from the Department of Defense, in the approximate amount of $1 million, for the development of STA-9584 in advanced prostate cancer. The Company conducted work on this study during the grant period from April 2011 through March 2012. Reimbursements were based on actual costs agreed upon in the proposal (salary, fringe benefits, overhead, and direct costs such as materials and subcontractors). In the years ended December 31, 2013, 2012 and 2011, the Company recognized $0, $147,000 and $853,000, respectively, in grant revenues. | |||||||||||
Stock-Based Compensation | |||||||||||
The Company recognizes stock-based compensation expense based on the grant date fair value of stock options granted to employees, officers and directors. The Company uses the Black-Scholes option pricing model to determine the grant date fair value as it is the most appropriate valuation method for its option grants. The Black-Scholes model requires inputs for risk-free interest rate, dividend yield, volatility and expected lives of the options. Expected volatility is based upon the weighted average historical volatility data of the Company's common stock. The risk-free rate for periods within the expected life of the option is based on the U.S. Treasury yield curve in effect at the time of the grant. The expected lives for options granted represent the period of time that options granted are expected to be outstanding. The Company uses the simplified method for determining the expected lives of options. The Company estimates the forfeiture rate based on historical data. This analysis is re-evaluated at least annually and the forfeiture rate is adjusted as necessary. | |||||||||||
For awards with graded vesting, the Company allocates compensation costs on a straight-line basis over the requisite service period. The Company amortizes the fair value of each option over each option's service period, which is generally the vesting period. | |||||||||||
Certain of the employee stock options granted by the Company are structured to qualify as incentive stock options (ISOs). Under current tax regulations, the Company does not receive a tax deduction for the issuance, exercise or disposition of ISOs if the employee meets certain holding requirements. If the employee does not meet the holding requirements, a disqualifying disposition occurs, at which time the Company may receive a tax deduction. The Company does not record tax benefits related to ISOs unless and until a disqualifying disposition is reported. In the event of a disqualifying disposition, the entire tax benefit is recorded as a reduction of income tax expense. The Company has not recognized any income tax benefit for its share-based compensation arrangements due to the fact that the Company does not believe it is more likely than not it will realize the related deferred tax assets. | |||||||||||
Comprehensive Loss | |||||||||||
Comprehensive loss is defined as the change in equity of a business enterprise during a period from transactions and other events and circumstances from non-owner sources. Changes in unrealized gains and losses on marketable securities represent the only difference between the Company's net loss and comprehensive loss. | |||||||||||
In February 2013, the FASB issued ASU No. 2013-02, Comprehensive Income (Topic 220): Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income (ASU No. 2013-02). ASU No. 2013-02 amended existing guidance by requiring additional disclosure either on the face of the income statement or in the notes to the financial statements of significant amounts reclassified out of accumulated other comprehensive income. In addition, ASU No. 2013-02 requires disclosure regarding changes in accumulated other comprehensive income balances. ASU No. 2013-02 became effective for the Company on January 1, 2013. The adoption of ASU No. 2013-02 did not have an effect on the Company's results of operations or financial position. | |||||||||||
Segment Reporting | |||||||||||
Operating segments are determined based on the way management organizes its business for making operating decisions and assessing performance. The Company has a single operating segment, the discovery, development and commercialization of drug products. | |||||||||||
Basic and Diluted Loss Per Common Share | |||||||||||
Basic net loss per share is computed using the weighted average number of common shares outstanding during the period, excluding restricted stock that has been issued but is not yet vested. Diluted net loss per common share is computed using the weighted average number of common shares outstanding and the weighted average dilutive potential common shares outstanding using the treasury stock method. However, for the years ended December 31, 2013, 2012 and 2011, diluted net loss per share is the same as basic net loss per share as the inclusion of weighted average shares of unvested restricted common stock and common stock issuable upon the exercise of stock options would be anti-dilutive. | |||||||||||
The following table summarizes outstanding securities not included in the computation of diluted net loss per common share as their inclusion would be anti-dilutive: | |||||||||||
Years Ended December 31, | |||||||||||
2013 | 2012 | 2011 | |||||||||
Common stock options | 6,814,417 | 5,521,584 | 5,821,073 | ||||||||
Unvested restricted stock | 45,000 | 35,122 | 82,450 |
Cash_Cash_Equivalents_and_Mark
Cash, Cash Equivalents and Marketable Securities | 12 Months Ended | |||||||||||||
Dec. 31, 2013 | ||||||||||||||
Cash, Cash Equivalents and Marketable Securities | ' | |||||||||||||
Cash, Cash Equivalents and Marketable Securities | ' | |||||||||||||
(3) Cash, Cash Equivalents and Marketable Securities | ||||||||||||||
A summary of cash, cash equivalents and available-for-sale marketable securities held by the Company as of December 31, 2013 and December 31, 2012 was as follows (see Note 2): | ||||||||||||||
December 31, 2013 | ||||||||||||||
Cost | Unrealized | Unrealized | Fair | |||||||||||
gains | losses | value | ||||||||||||
(in thousands) | ||||||||||||||
Cash and cash equivalents: | ||||||||||||||
Cash and money market funds (Level 1) | $ | 40,586 | $ | — | $ | — | $ | 40,586 | ||||||
Corporate debt securities due within 3 months of date of purchase (Level 2) | 7,904 | — | — | 7,904 | ||||||||||
| | | | | | | | | | | | | | |
Total cash and cash equivalents | $ | 48,490 | $ | — | $ | — | $ | 48,490 | ||||||
Marketable securities: | ||||||||||||||
Corporate debt securities due within 1 year of date of purchase (Level 2) | 42,969 | 18 | (1 | ) | 42,986 | |||||||||
| | | | | | | | | | | | | | |
Total cash, cash equivalents and marketable securities | $ | 91,459 | $ | 18 | $ | (1 | ) | $ | 91,476 | |||||
| | | | | | | | | | | | | | |
| | | | | | | | | | | | | | |
December 31, 2012 | ||||||||||||||
Cost | Unrealized | Unrealized | Fair | |||||||||||
gains | losses | value | ||||||||||||
(in thousands) | ||||||||||||||
Cash and cash equivalents: | ||||||||||||||
Cash and money market funds (Level 1) | $ | 81,512 | $ | — | $ | — | $ | 81,512 | ||||||
Marketable securities: | ||||||||||||||
Corporate debt securities due within 1 year of date of purchase (Level 2) | 19,085 | 3 | (1 | ) | 19,087 | |||||||||
| | | | | | | | | | | | | | |
Total cash, cash equivalents and marketable securities | $ | 100,597 | $ | 3 | $ | (1 | ) | $ | 100,599 | |||||
| | | | | | | | | | | | | | |
| | | | | | | | | | | | | | |
Property_and_Equipment
Property and Equipment | 12 Months Ended | |||||||
Dec. 31, 2013 | ||||||||
Property and Equipment | ' | |||||||
Property and Equipment | ' | |||||||
(4) Property and Equipment | ||||||||
Property and equipment consist of the following: | ||||||||
December 31, | December 31, | |||||||
2013 | 2012 | |||||||
(in thousands) | ||||||||
Laboratory equipment | $ | 12,681 | $ | 12,531 | ||||
Leasehold improvements | 4,958 | 4,939 | ||||||
Computers and software | 3,220 | 2,630 | ||||||
Furniture and fixtures | 1,170 | 1,170 | ||||||
| | | | | | | | |
22,029 | 21,270 | |||||||
Less accumulated depreciation and amortization | (20,476 | ) | (20,096 | ) | ||||
| | | | | | | | |
$ | 1,553 | $ | 1,174 | |||||
| | | | | | | | |
| | | | | | | | |
Depreciation and amortization expenses of property and equipment, including equipment purchased under capital leases, were approximately $0.5 million, $0.7 million and $1.5 million for the years ended December 31, 2013, 2012 and 2011, respectively. | ||||||||
The net book value and accumulated amortization of equipment under capital lease was approximately $126,000 and $0 respectively, at December 31, 2013, and $1,000 and $57,000, respectively, at December 31, 2012. | ||||||||
Stockholders_Equity
Stockholders' Equity | 12 Months Ended |
Dec. 31, 2013 | |
Stockholders' Equity | ' |
Stockholders' Equity | ' |
(5) Stockholders' Equity | |
Common Stock | |
Each common stockholder is entitled to one vote for each common share of stock held. The common stock will vote together with all other classes and series of stock of the Company as a single class on all actions to be taken by the Company's stockholders. Each share of common stock is entitled to receive dividends, as and when declared by the Company's board of directors. | |
The Company has never declared cash dividends on its common stock and does not expect to do so in the foreseeable future. | |
Public Offering | |
In November 2013, the Company raised approximately $60.4 million in gross proceeds from the sale of an aggregate 16,100,000 shares of its common stock in a public offering at a public offering price of $3.75 per share, including 14,000,000 shares in the initial offering and 2,100,000 shares upon the full exercise of the underwriters' option to purchase additional shares. Certain of the Company's directors and their affiliates, including its largest stockholder, purchased an aggregate of 5,183,333 shares in this offering. The net offering proceeds to the Company were approximately $57.1 million after deducting underwriters' discounts, fees and commissions, and other offering expenses payable by the Company. | |
Registered Direct Offering | |
In December 2012, the Company entered into common stock purchase agreements with investors and certain directors, including its largest stockholder, pursuant to which the Company sold 7,000,000 shares of its common stock in a registered direct offering at a purchase price of $8.60 per share. These shares were sold directly to these investors and directors without a placement agent, underwriter, broker or dealer. The net proceeds to the Company were approximately $59.8 million after deducting estimated offering expenses payable by the Company. | |
Registered Direct Offering | |
In July 2012, the Company entered into subscription agreements with certain directors, including its largest stockholder, pursuant to which the Company sold 3,976,702 shares of its common stock in a registered direct offering at a purchase price of $6.49 per share. These shares were sold directly to these directors without a placement agent, underwriter, broker or dealer. The net proceeds to the Company were approximately $25.8 million after deducting estimated offering expenses payable by the Company. | |
Public Offering | |
In January 2012 and February 2012, the Company raised approximately $35.4 million in gross proceeds from the sale of an aggregate 8,050,000 shares of its common stock in a public offering at $4.40 per share, including 7,000,000 shares in the initial closing in January 2012 and 1,050,000 shares in a second closing in February 2012 upon the full exercise of the over-allotment option granted to the underwriters. One of the Company's directors, who is its largest stockholder, purchased 1,136,363 shares in this offering. The net offering proceeds to the Company were approximately $33.0 million after deducting underwriters' discounts, fees and commissions, and other offering expenses payable by the Company. | |
Issuer-Directed Registered Direct Offering | |
In April 2011, the Company raised approximately $35.2 million in gross proceeds from the sale of an aggregate of 7,191,731 shares of its common stock at a purchase price of $4.89 per share, which was the closing price of the Company's common stock on the date of sale, in an issuer-directed registered direct offering. The shares were sold directly to investors without a placement agent, underwriter, broker or dealer, and no warrants were issued as part of this transaction. 1,581,493 shares were sold to certain of the Company's directors and entities affiliated with these directors, and the remainder of the shares were sold to institutional investors. The proceeds to the Company were approximately $34.8 million after deducting estimated offering expenses payable by the Company. | |
At-The-Market Issuance Sales Agreement | |
On May 2, 2012, the Company entered into an at-the-market issuance sales agreement, as amended, (Sales Agreement) with MLV & Co. LLC (MLV), pursuant to which the Company may issue and sell shares of its common stock having an aggregate offering price of up to $28 million from time to time, at the Company's option, through MLV as its sales agent. Sales of common stock through MLV, if any, will be made by any method that is deemed an "at-the-market" offering as defined in Rule 415 promulgated under the Securities Act of 1933, as amended, including by means of ordinary brokers' transactions at market prices, in block transactions or as otherwise agreed by the Company and MLV. Subject to the terms and conditions of the Sales Agreement, MLV will use commercially reasonable efforts to sell the common stock based upon the Company's instructions (including any price, time or size limits or other customary parameters or conditions the Company may impose). The Company is not obligated to make any sales of its common stock under the Sales Agreement. Any shares sold will be sold pursuant to the Company's effective shelf registration statement on Form S-3. The Company will pay MLV a commission of up to 3% of the gross proceeds. The Sales Agreement will terminate upon the earlier of the sale of all common stock subject to the Sales Agreement or termination of the Sales Agreement by the Company or MLV. To date, the Company has not sold any of its common stock under the Sales Agreement. | |
StockBased_Compensation
Stock-Based Compensation | 12 Months Ended | |||||||||||||
Dec. 31, 2013 | ||||||||||||||
Stock-Based Compensation | ' | |||||||||||||
Stock-Based Compensation | ' | |||||||||||||
(6) Stock-Based Compensation | ||||||||||||||
The Company's 2006 Stock Plan provides for the grant of incentive stock options, non-statutory stock options and non-vested restricted stock to employees, officers, directors and consultants of the Company. In January 2014, the number of shares of common stock reserved for issuance under the 2006 Stock Plan was increased from 9,000,000 to 10,300,000 pursuant to an "evergreen" provision, which provides for an annual increase based on the lesser of 1,300,000 shares, 5% of the Company's then outstanding shares of common stock, or such other amount as the board of directors may determine. This increase was approved by the board of directors in December 2013. The administration of the 2006 Stock Plan is under the general supervision of the compensation committee of the board of directors. The exercise price of the stock options is determined by the compensation committee of the board of directors, provided that incentive stock options are granted at not less than fair market value of the common stock on the date of grant and expire no later than ten years from the date the option is granted. Options generally vest over four years. As of December 31, 2013, the Company had options outstanding to purchase 6,814,417 shares of its common stock, which includes options outstanding under its 2001 Stock Plan that was terminated in March 2006, and had 45,000 restricted shares of common stock outstanding. As of December 31, 2013, 1,519,584 shares were available for future issuance. | ||||||||||||||
The following table summarizes stock option activity during the year ended December 31, 2013: | ||||||||||||||
Shares | Weighted | Weighted | Aggregate | |||||||||||
average | average | intrinsic | ||||||||||||
exercise | remaining | value | ||||||||||||
price | contractual | |||||||||||||
life (years) | ||||||||||||||
Outstanding at January 1 | 5,521,584 | $ | 6.4 | |||||||||||
Options granted | 1,981,799 | 9.07 | ||||||||||||
Options exercised | (137,424 | ) | 8.04 | |||||||||||
Options cancelled | (551,542 | ) | 9.48 | |||||||||||
| | | | | | | | | | | | | | |
Outstanding at December 31 | 6,814,417 | $ | 6.9 | 6.86 | $ | 3,569,813 | ||||||||
| | | | | | | | | | | | | | |
| | | | | | | | | | | | | | |
Exercisable at December 31 | 3,885,183 | $ | 6.51 | 5.46 | $ | 2,690,355 | ||||||||
The aggregate intrinsic value of all options outstanding and exercisable represents the total pre-tax amount, net of the exercise price, which would have been received by option holders if all option holders had exercised all options with an exercise price lower than the closing stock price of $5.24 on December 31, 2013, which was the last trading day of the year. The total intrinsic value of options exercised during the years ended December 31, 2013, 2012 and 2011was approximately $385,000, $904,000 and $518,000, respectively. The total cash received by the Company as a result of stock option exercises during 2013, 2012 and 2011 was $1.1 million, $1.1 million and $0.5 million, respectively. The weighted-average grant date fair values of options granted during the years ended December 31, 2013, 2012 and 2011 were $7.28, $4.10 and $4.26, respectively. | ||||||||||||||
Non-Vested ("Restricted") Stock Awards With Service Conditions | ||||||||||||||
The Company's share-based compensation plan provides for awards of restricted shares of common stock to employees, officers, directors and consultants to the Company. Restricted stock awards are subject to forfeiture if employment or service terminates during the prescribed retention period. Restricted shares vest over the service period. The total fair value of restricted stock that vested during 2013, 2012 and 2011 was $0.3 million, $0.6 million and $0.6 million, respectively. | ||||||||||||||
The following table summarizes unvested restricted share activity during the year ended December 31, 2013: | ||||||||||||||
Shares | Weighted | |||||||||||||
average | ||||||||||||||
grant date | ||||||||||||||
fair value | ||||||||||||||
Outstanding at January 1 | 35,122 | $ | 5.04 | |||||||||||
Vested | (55,122 | ) | 5.02 | |||||||||||
Granted | 140,000 | 7.34 | ||||||||||||
Forfeited | (75,000 | ) | 9.59 | |||||||||||
| | | | | | | | |||||||
Outstanding at December 31 | 45,000 | $ | 4.63 | |||||||||||
| | | | | | | | |||||||
| | | | | | | | |||||||
Stock-Based Compensation Expense | ||||||||||||||
For the years ended December 31, 2013, 2012 and 2011, the fair value of each employee stock option award was estimated on the date of grant based on the fair value method using the Black-Scholes option pricing valuation model with the following weighted average assumptions: | ||||||||||||||
Years ended December 31, | ||||||||||||||
2013 | 2012 | 2011 | ||||||||||||
Risk-free interest rate | 1.2 | % | 1.11 | % | 2.48 | % | ||||||||
Expected life in years | 6.25 years | 6.25 years | 6.25 years | |||||||||||
Volatility | 102 | % | 101 | % | 101 | % | ||||||||
Expected dividend yield | — | — | — | |||||||||||
Stock-based compensation expense during the years ended December 31, 2013, 2012 and 2011 was as follows (in thousands): | ||||||||||||||
Years ended December 31, | ||||||||||||||
2013 | 2012 | 2011 | ||||||||||||
Stock-based compensation expense by type of award: | ||||||||||||||
Employee stock options | $ | 5,757 | $ | 3,082 | $ | 2,951 | ||||||||
Restricted stock | 273 | 240 | 403 | |||||||||||
| | | | | | | | | | | ||||
Total stock-based compensation expense | $ | 6,030 | $ | 3,322 | $ | 3,354 | ||||||||
| | | | | | | | | | | ||||
| | | | | | | | | | | ||||
Effect of stock-based compensation expense by line item: | ||||||||||||||
Research and development | $ | 3,220 | $ | 2,485 | $ | 2,494 | ||||||||
General and administrative | 2,810 | 837 | 860 | |||||||||||
| | | | | | | | | | | ||||
Total stock-based compensation expense included in net loss | $ | 6,030 | $ | 3,322 | $ | 3,354 | ||||||||
| | | | | | | | | | | ||||
| | | | | | | | | | | ||||
Unrecognized stock-based compensation expense as of December 31, 2013 was as follows (dollars in thousands): | ||||||||||||||
Unrecognized | Weighted | |||||||||||||
stock | average | |||||||||||||
compensation | remaining | |||||||||||||
expense as of | period | |||||||||||||
December 31, | (in years) | |||||||||||||
2013 | ||||||||||||||
Employee stock options | $ | 12,818 | 2.71 | |||||||||||
Restricted stock | 208 | 1.78 | ||||||||||||
| | | | | | | | |||||||
Total | $ | 13,026 | 2.7 | |||||||||||
| | | | | | | | |||||||
| | | | | | | | |||||||
Other_Accrued_Liabilities
Other Accrued Liabilities | 12 Months Ended | |||||||
Dec. 31, 2013 | ||||||||
Other Accrued Liabilities | ' | |||||||
Other Accrued Liabilities | ' | |||||||
7) Other Accrued Liabilities | ||||||||
Other accrued liabilities consist of the following: | ||||||||
December 31, | December 31, | |||||||
2013 | 2012 | |||||||
(in thousands) | ||||||||
Compensation and benefits | $ | 3,137 | $ | 3,272 | ||||
Professional fees | 1,585 | 999 | ||||||
Other | 996 | 856 | ||||||
| | | | | | | | |
$ | 5,718 | $ | 5,127 | |||||
| | | | | | | | |
| | | | | | | | |
License_and_Development_Agreem
License and Development Agreements | 12 Months Ended |
Dec. 31, 2013 | |
License and Development Agreements | ' |
License and Development Agreements | ' |
(8) License and Development Agreements | |
Roche | |
In December 2008, as amended in February 2010, February 2011 and July 2011, the Company and Roche entered into a collaborative license agreement (the Roche Agreement) to discover, develop, and commercialize small-molecule drugs targeting calcium release-activated calcium modulator (CRACM) channels. The goal of this alliance was to develop a novel category of oral, disease-modifying agents for the treatment of rheumatoid arthritis and other autoimmune diseases and inflammatory conditions. The Roche Agreement consisted of the following funding streams: an upfront license payment, reimbursements of certain research and development costs, product development milestones, sales milestones and product royalty payments. | |
Pursuant to the Roche Agreement, the Company received a non-refundable upfront license payment of $16 million in January 2009. Roche reimbursed all of the Company's research and certain early development costs over the two year research term that concluded on December 31, 2010. The Company received approximately $21.2 million in research and development support under the Roche Agreement. | |
Roche terminated the Roche Agreement effective February 16, 2012. All rights to certain products, referred to as Licensed Compounds, which were identified and studied prior to the end of the two year research term, reverted to the Company upon the effectiveness of the termination. The Company may pay Roche a low single-digit royalty on any potential future sales of licensed products. The Company did not incur any termination costs or penalties as a result of the termination of the Roche Agreement. No development milestones were achieved under the Roche Agreement. | |
The $16 million non-refundable upfront license payment was being recognized ratably using the time-based model over the estimated performance period through June 2012. In the fourth quarter of 2011, upon notification of Roche's election to terminate the Roche Agreement, the Company accelerated the recognition of approximately $2.1 million of remaining deferred revenue from the upfront payment because the Company had no remaining substantial performance obligations. In the years ended December 31, 2013, 2012 and 2011, the Company recognized $0, $0 million and $6.7 million, respectively, of license revenue under the Roche Agreement. Reimbursements of research and development costs to the Company by Roche were recorded as cost sharing revenue in the period in which the related research and development costs were incurred. The Company recognized $0 cost sharing revenue in each of the years ended December 31, 2013, 2012 and 2011 under the Roche Agreement. | |
Co-Development Agreement | |
In July 2011, the Company entered into a co-development agreement with a clinical research organization (CRO) for the conduct of certain company-sponsored clinical trials. Under the co-development agreement, this CRO was performing clinical research services under a reduced fee structure in exchange for a share of licensing payments and commercial revenues, if any, resulting from the product under development up to a specified maximum payment, which is defined as a multiple of the fee reduction realized. Research and development expenses were being recognized based on the reduced fee structure and expected payments will be recorded in the future if and when payment is probable. The maximum amount of the service fee discount was realized in the year ended December 31, 2013. | |
Term_Loans
Term Loans | 12 Months Ended | ||||
Dec. 31, 2013 | |||||
Term Loans | ' | ||||
Term Loans | ' | ||||
(9) Term Loans | |||||
General Electric Capital Corporation | |||||
In March 2013, the Company amended its loan and security agreement entered into in September 2010 with General Electric Capital Corporation (GECC) and another lender (the GECC Term Loan) and obtained $12.9 million in additional loan funding and, as a result, increased the principal balance to $22.5 million at March 31, 2013. This amendment was accounted for as a loan modification. Interest on the borrowings under the GECC Term Loan remains at the annual rate of 9.75%. The Company made interest-only payments for the period from April 2013 through December 2013. In January 2014, the Company began making 30 equal monthly payments of principal plus accrued interest on the outstanding balance. During the period from July 2012 through March 2013, the Company made equal monthly payments of principal plus accrued interest on the outstanding balance. Prior to July 2012, the Company made interest-only payments. | |||||
The Company has paid various transaction fees and expenses in connection with the GECC Term Loan, which are deferred and are being amortized as interest expense over the remaining term of the GECC Term Loan. In addition, the Company is obligated to pay an exit fee of $788,000 at the time of the final principal payment which is being accreted and expensed as interest over the remaining term of the GECC Term Loan. In the years ended December 31, 2013, 2012 and 2011, the Company recognized GECC Term Loan interest expense of $2.5 million, $1.7 million and $1.8 million, respectively, of which $566,000, $321,000 and $275,000, respectively, was in connection with these transaction and exit fees and expenses. The Company may prepay the full amount of the GECC Term Loan, subject to prepayment premiums under certain circumstances. The Company did not issue any warrants in connection with the GECC Term Loan. | |||||
The GECC Term Loan is secured by substantially all of the Company's assets, except its intellectual property. The Company has granted GECC a springing security interest in its intellectual property in the event the Company is not in compliance with certain cash usage covenants, as defined therein. The GECC Term Loan contains restrictive covenants, including the requirement for the Company to receive the prior written consent of GECC to enter into loans, other than up to $4.0 million of equipment financing, restrictions on the declaration or payment of dividends, restrictions on acquisitions, and customary default provisions that include material adverse events, as defined therein. The Company has determined that the risk of subjective acceleration under the material adverse events clause is remote and therefore has classified the outstanding principal in current and long-term liabilities based on the timing of scheduled principal payments. | |||||
Oxford Finance Corporation | |||||
In March 2011, the Company entered into a loan and security agreement with Oxford Finance Corporation (Oxford) and received $2.0 million in loan funding (the Oxford Term Loan). Interest on the borrowings under the Oxford Term Loan accrues at an annual rate of 13.35%. Beginning in May 2011, the Company began making 36 equal monthly payments of principal plus accrued interest on the outstanding balance. In December 2012, the Company entered into a loan modification agreement, as amended, under which the Company may draw down up to an additional $0.6 million in equipment financing until June 30, 2013 that would be payable in 36 equal monthly payments of principal plus accrued interest on the outstanding balance. As of June 30, 2013, the Company had fully utilized the $0.6 million in additional equipment financing. The Company recognized approximately $127,000, $172,000 and $192,000 in the years ended December 31, 2013, 2012 and 2011, respectively, in interest expense related to the outstanding principal under the Oxford Term Loan. In addition to the interest payable under the Oxford Term Loan, the Company paid approximately $108,000 of administrative and legal fees and expenses in connection with the Oxford Term Loan. These expenses have been deferred and are being expensed over the term of the Oxford Term Loan. The Company did not issue any warrants in connection with the Oxford Term Loan. The Company may prepay the full amount of the Oxford Term Loan, subject to prepayment premiums under certain circumstances. Oxford has the right to require the Company to prepay the full amount of the Oxford Term Loan if the Company prepays the full amount of the GECC Term Loan under certain circumstances. | |||||
The Oxford Term Loan is secured by certain laboratory and office equipment, furniture and fixtures. In connection with the Oxford Term Loan, Oxford and GECC entered into a Lien Subordination Agreement, whereby GECC granted Oxford a first priority perfected security interest in the loan collateral. The Oxford Term Loan contains restrictive covenants, including the requirement for the Company to receive the prior written consent of Oxford to enter into acquisitions in which the Company incurs more than $2.0 million of related indebtedness, and customary default provisions that include material adverse events, as defined therein. The Company has determined that the risk of subjective acceleration under the material adverse events clause is remote and therefore has classified the outstanding principal in current and long-term liabilities based on the timing of scheduled principal payments. | |||||
Future principal payments under the GECC and Oxford Term Loans as of December 31, 2013 are approximately as follows (in thousands): | |||||
Years ending December 31, | |||||
2014 | $ | 9,451 | |||
2015 | 9,214 | ||||
2016 | 4,606 | ||||
| | | | | |
Total principal payments | 23,271 | ||||
Less current portion | (9,451 | ) | |||
| | | | | |
Long term portion | $ | 13,820 | |||
| | | | | |
| | | | | |
Income_Taxes
Income Taxes | 12 Months Ended | ||||||||||
Dec. 31, 2013 | |||||||||||
Income Taxes | ' | ||||||||||
Income Taxes | ' | ||||||||||
(10) Income Taxes | |||||||||||
Differences between the actual tax provision (benefit) and the tax provision (benefit) computed using the United States federal income tax rate is as follows: | |||||||||||
Years ended December 31, | |||||||||||
2013 | 2012 | 2011 | |||||||||
(in thousands) | |||||||||||
Benefit at statutory rate | $ | (30,665 | ) | $ | (21,349 | ) | $ | (16,109 | ) | ||
State taxes, net of federal benefit | (3,735 | ) | (3,220 | ) | (2,379 | ) | |||||
State tax rate change | — | — | 84 | ||||||||
State net operating loss expiration | 661 | 3,167 | 2,867 | ||||||||
Stock-based compensation | 1,118 | 382 | 373 | ||||||||
Tax credits | (2,462 | ) | (411 | ) | (1,537 | ) | |||||
Foreign rate differential | 5,252 | — | — | ||||||||
Other | (47 | ) | 22 | 259 | |||||||
Increase in valuation allowance | 29,878 | 21,409 | 16,442 | ||||||||
| | | | | | | | | | | |
Income tax provision (benefit) | $ | — | $ | — | $ | — | |||||
| | | | | | | | | | | |
| | | | | | | | | | | |
The effects of temporary differences that give rise to significant portions of deferred tax assets and deferred tax liabilities at December 31 are presented below: | |||||||||||
2013 | 2012 | ||||||||||
(in thousands) | |||||||||||
Deferred tax assets: | |||||||||||
Federal and state net operating loss carryforwards | $ | 170,557 | $ | 143,988 | |||||||
Federal and state research and development credits | 19,675 | 17,225 | |||||||||
Depreciation and amortization | 2,412 | 2,594 | |||||||||
Deferred compensation | 6,254 | 5,368 | |||||||||
Other | 1,169 | 1,014 | |||||||||
| | | | | | | | ||||
Deferred tax assets | 200,067 | 170,189 | |||||||||
Less valuation allowance | (200,067 | ) | (170,189 | ) | |||||||
| | | | | | | | ||||
Net deferred tax assets | $ | — | $ | — | |||||||
| | | | | | | | ||||
| | | | | | | | ||||
The total valuation allowance increased by approximately $29.9 million, $21.4 million and $16.4 million in the years ended December 31, 2013, 2012 and 2011, respectively. | |||||||||||
The Company has established valuation allowances against its deferred tax assets because management believes that, after considering all of the available objective evidence, both historical and prospective, the realization of the deferred tax assets does not meet the "more likely than not" criteria. The Company evaluates the need for a valuation allowance on a quarterly basis. | |||||||||||
For tax years through 2013 the Company performed analyses to determine if there were changes in ownership, as defined by Section 382 of the Internal Revenue Code that would limit its ability to utilize certain net operating loss and tax credit carryforwards. The Company determined that it experienced an ownership change, as defined by Section 382, in connection with its acquisition of Principia Associates, Inc. on September 20, 2002, but did not experience a change in ownership upon the effectiveness of the Company's IPO, or any other equity offerings to date. As a result, the utilization of the Company's federal tax net operating loss carryforwards generated prior to the ownership change is limited. As of December 31, 2013, the Company has net operating loss carryforwards for U.S. federal tax purposes of approximately $469.6 million, after excluding net operating losses that have expired unused as a result of Section 382 limitations, with the remainder expiring in varying amounts through 2033 unless utilized. At December 31, 2013, the Company has state net operating loss carryforwards of approximately $216.0 million, which will expire through 2033 unless utilized. The net operating loss carryforwards include approximately $1.3 million of deductions related to the exercise of common stock options. This amount represents an excess tax benefit and has not been included in the gross deferred tax asset reflected for net operating losses. The utilization of these net operating loss carryforwards may be further limited if the Company experiences future ownership changes as defined in Section 382 of the Internal Revenue Code. Approximately $10.6 million of state net operating loss carryforwards expired in 2013. | |||||||||||
At December 31, 2013, the Company had approximately $15.3 million and $6.6 million, respectively, in federal and state research and development credits. Unless utilized, the federal credits will expire from 2020 through 2033, state research credits will expire from 2018 through 2028 and state investment tax credits will expire from 2014 through 2016. | |||||||||||
The Company is currently open to examination under the statute of limitations by the Internal Revenue Service and state jurisdictions for the tax years ended 2010 through 2013. Carryforward tax attributes generated in years past may still be adjusted upon future examination if they have or will be used in a future period. The Company is currently not under examination by the Internal Revenue Service or any other jurisdictions for any tax years. | |||||||||||
The Company does not consider any of its tax positions to be uncertain and accordingly there are no tax reserves for the years ended December 31, 2013, 2012 and 2011. The Company will recognize interest expense and penalties related to uncertain tax positions in income tax expense. The Company has not, as yet, conducted a study of its domestic research and development credit carryforwards. This study may result in an increase or decrease to the Company's research and development credit carryforwards; however, until a study is completed and any adjustment is known, no amounts are being presented as an uncertain tax position. A full valuation allowance has been provided against the Company's research and development credits, and if an adjustment is required, this adjustment would be offset by an adjustment to the valuation allowance. As a result, there would be no impact to the consolidated balance sheet, statement of operations and comprehensive loss or cash flows if an adjustment were required. | |||||||||||
Commitments_and_Contingencies
Commitments and Contingencies | 12 Months Ended | |||||||
Dec. 31, 2013 | ||||||||
Commitments and Contingencies | ' | |||||||
Commitments and Contingencies | ' | |||||||
(11) Commitments and Contingencies | ||||||||
Leases | ||||||||
The Company leases its research and office facilities under three non-cancelable and renewable operating leases with terms expiring in the fourth quarter of 2016. These lease agreements include customary provisions for rent increases, escalations for operating costs and renewals. The Company also leases equipment under various other non-cancellable operating leases. The Company recognizes rent expense on a straight-line basis over the non-cancelable term of the lease. | ||||||||
Future minimum payments, excluding operating costs and taxes, under the Company's capital and non-cancellable operating leases are approximately as follows (in thousands): | ||||||||
Operating | Capital | |||||||
leases | leases | |||||||
Years ending December 31, | ||||||||
2014 | $ | 2,190 | $ | 45 | ||||
2015 | 2,226 | 45 | ||||||
2016 | 1,995 | 44 | ||||||
2017 | 25 | — | ||||||
| | | | | | | | |
Total minimum payments | $ | 6,436 | 134 | |||||
| | | | | | | | |
| | | | | | | | |
Less: amount representing interest | (7 | ) | ||||||
| | | | | | | | |
Present value of minimum payments | 127 | |||||||
Less current portions of obligations | (42 | ) | ||||||
| | | | | | | | |
Long term obligation | $ | 85 | ||||||
| | | | | | | | |
| | | | | | | | |
Rent expense under operating leases was approximately $2.2 million, $2.2 million and $1.9 million, for the years ended December 31, 2013, 2012 and 2011, respectively. | ||||||||
Guarantees | ||||||||
As permitted under Delaware law, the Company's Certificate of Incorporation and Bylaws provide that the Company will indemnify certain of its officers and directors for certain claims asserted against them in connection with their service as an officer or director. The maximum potential amount of future payments that the Company could be required to make under these indemnification provisions is unlimited. However, the Company has purchased a directors' and officers' liability insurance policy that reduces its monetary exposure and enables it to recover a portion of any future amounts paid. The Company believes the estimated fair value of these indemnification arrangements is minimal. | ||||||||
The Company customarily agrees in the ordinary course of its business to indemnification provisions in agreements with clinical trial investigators in its drug development programs, in sponsored research agreements with academic and not-for-profit institutions, in various comparable agreements involving parties performing services for the Company in the ordinary course of business, and in its real estate leases. The Company expects to agree to certain indemnification provisions in drug discovery and development collaboration agreements the Company may enter into. With respect to the Company's clinical trials and sponsored research agreements, these indemnification provisions typically apply to any claim asserted against the investigator or the investigator's institution relating to personal injury or property damage, violations of law or certain breaches of the Company's contractual obligations arising out of the research or clinical testing of the Company's compounds or drug candidates. With respect to lease agreements, the indemnification provisions typically apply to claims asserted against the landlord relating to personal injury or property damage caused by the Company, to violations of law by the Company or to certain breaches of the Company's contractual obligations. The indemnification provisions appearing in collaboration agreements are similar, but in addition provide some limited indemnification for the collaborator in the event of third-party claims alleging infringement of intellectual property rights. In each of the cases above, the term of these indemnification provisions generally survives the termination of the agreement, although the provision has the most relevance during the contract term and for a short period of time thereafter. The maximum potential amount of future payments that the Company could be required to make under these provisions is generally unlimited. The Company purchases insurance policies covering personal injury, property damage and general liability that reduce its exposure for indemnification and would enable it in many cases to recover a portion of any future amounts paid. The Company has never paid any material amounts to defend lawsuits or settle claims related to these indemnification provisions. Accordingly, the Company believes the estimated fair value of these indemnification arrangements is minimal. | ||||||||
Related_Party_Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2013 | |
Related Party Transactions | ' |
Related Party Transactions | ' |
(12) Related Party Transactions | |
In November 2013, the Company sold an aggregate of 5,183,333 shares of common stock to certain of the Company's directors and their affiliates, including its largest stockholder, at a purchase price of $3.75 per share in a public offering (see Note 5). | |
In January 2013, a director exercised an aggregate of 114,250 shares of common stock options that resulted in $1.0 million in proceeds to the Company. | |
In December 2012, the Company entered into common stock purchase agreements with certain directors, including its largest stockholder, pursuant to which the Company sold 2,649,535 shares of its common stock in a registered direct offering at a purchase price of $8.60 per share (see Note 5). | |
In November 2012, the Company purchased and retired 3,969 shares from an officer upon the vesting of restricted common stock in order to fund the related tax liability. | |
In July 2012, the Company entered into subscription agreements with certain directors, including its largest stockholder, pursuant to which the Company sold 3,976,702 shares of its common stock in a registered direct offering at a purchase price of $6.49 per share (see Note 5). | |
In January 2012, the Company sold 1,136,363 shares of common stock to a director, who is its largest stockholder, at a purchase price of $4.40 per share in a public offering (see Note 5). | |
In April 2011, the Company sold an aggregate of 1,581,493 shares of common stock to certain of the Company's directors and entities affiliated with these directors at a purchase price of $4.89 per share in an issuer-directed registered direct offering (see Note 5). | |
The Company paid its founder and a member of the board of directors consulting fees of $120,000 in the year ended in December 31, 2011 | |
Retirement_Plan
Retirement Plan | 12 Months Ended |
Dec. 31, 2013 | |
Retirement Plan | ' |
Retirement Plan | ' |
(13) Retirement Plan | |
In 2003, the Company implemented a 401(k) retirement plan (the Synta 401(k) Plan) in which substantially all of its permanent employees are eligible to participate. Participants may contribute a percentage of their annual compensation to the plan, subject to statutory limitations. The Company may declare discretionary matching contributions to the Synta 401(k) Plan. | |
In April 2006, the Company began matching participants' contributions up to 50% of the first 6% of the employee's salary. The match is subject to a three-year equally graded vesting schedule and any forfeitures will be applied to reduce the Company's contributions. Company contributions for the years ended December 31, 2013, 2012 and 2011 were approximately $413,000, $376,000 and $372,000, respectively, subject to forfeitures. | |
Quarterly_Financial_Data_unaud
Quarterly Financial Data (unaudited) | 12 Months Ended | |||||||||||||
Dec. 31, 2013 | ||||||||||||||
Quarterly Financial Data (unaudited) | ' | |||||||||||||
Quarterly Financial Data (unaudited) | ' | |||||||||||||
(14) Quarterly Financial Data (unaudited) | ||||||||||||||
The following tables present a summary of quarterly results of operations for 2013 and 2012: | ||||||||||||||
Three Months Ended | ||||||||||||||
March 31, | June 30, | September 30, | December 31, | |||||||||||
2013 | 2013 | 2013 | 2013 | |||||||||||
(in thousands, except shares and per share data) | ||||||||||||||
Revenues: | ||||||||||||||
License and milestone revenue | $ | — | $ | — | $ | — | $ | — | ||||||
Cost sharing reimbursements, net | — | — | — | — | ||||||||||
| | | | | | | | | | | | | | |
Total collaboration revenues | — | — | — | — | ||||||||||
Grant revenue | — | — | — | — | ||||||||||
| | | | | | | | | | | | | | |
Total revenues | — | — | — | — | ||||||||||
Operating expenses: | ||||||||||||||
Research and development | 16,380 | 17,876 | 17,623 | 19,981 | ||||||||||
General and administrative | 3,878 | 4,187 | 4,171 | 3,463 | ||||||||||
| | | | | | | | | | | | | | |
Total operating expenses | 20,258 | 22,063 | 21,794 | 23,444 | ||||||||||
| | | | | | | | | | | | | | |
Loss from operations | (20,258 | ) | (22,063 | ) | (21,794 | ) | (23,444 | ) | ||||||
Interest expense, net | (470 | ) | (724 | ) | (721 | ) | (718 | ) | ||||||
| | | | | | | | | | | | | | |
Net loss | $ | (20,728 | ) | $ | (22,787 | ) | $ | (22,515 | ) | $ | (24,162 | ) | ||
| | | | | | | | | | | | | | |
| | | | | | | | | | | | | | |
Basic and diluted net loss per common share | $ | (0.30 | ) | $ | (0.33 | ) | $ | (0.33 | ) | $ | (0.31 | ) | ||
| | | | | | | | | | | | | | |
| | | | | | | | | | | | | | |
Basic and diluted weighted average number of common shares outstanding | 68,991,371 | 69,034,823 | 69,047,161 | 76,769,199 | ||||||||||
Three Months Ended | ||||||||||||||
March 31, | June 30, | September 30, | December 31, | |||||||||||
2012 | 2012 | 2012 | 2012 | |||||||||||
(in thousands, except shares and per share data) | ||||||||||||||
Revenues: | ||||||||||||||
License and milestone revenue | $ | — | $ | — | $ | — | $ | — | ||||||
Cost sharing reimbursements, net | — | — | — | — | ||||||||||
| | | | | | | | | | | | | | |
Total collaboration revenues | — | — | — | — | ||||||||||
Grant revenue | 147 | — | — | — | ||||||||||
| | | | | | | | | | | | | | |
Total revenues | 147 | — | — | — | ||||||||||
Operating expenses: | ||||||||||||||
Research and development | 12,066 | 11,252 | 11,743 | 14,351 | ||||||||||
General and administrative | 2,646 | 2,882 | 2,796 | 3,352 | ||||||||||
| | | | | | | | | | | | | | |
Total operating expenses | 14,712 | 14,134 | 14,539 | 17,703 | ||||||||||
| | | | | | | | | | | | | | |
Loss from operations | (14,565 | ) | (14,134 | ) | (14,539 | ) | (17,703 | ) | ||||||
Interest expense, net | (486 | ) | (486 | ) | (457 | ) | (420 | ) | ||||||
| | | | | | | | | | | | | | |
Net loss | $ | (15,051 | ) | $ | (14,620 | ) | $ | (14,996 | ) | $ | (18,123 | ) | ||
| | | | | | | | | | | | | | |
| | | | | | | | | | | | | | |
Basic and diluted net loss per common share | $ | (0.27 | ) | $ | (0.25 | ) | $ | (0.25 | ) | $ | (0.29 | ) | ||
| | | | | | | | | | | | | | |
| | | | | | | | | | | | | | |
Basic and diluted weighted average number of common shares outstanding | 56,366,992 | 57,650,412 | 60,661,720 | 62,914,546 |
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policies) | 12 Months Ended | ||||||||||
Dec. 31, 2013 | |||||||||||
Summary of Significant Accounting Policies | ' | ||||||||||
Principles of Consolidation | ' | ||||||||||
Principles of Consolidation | |||||||||||
The consolidated financial statements include the financial statements of the Company and its wholly owned subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation. | |||||||||||
Use of Estimates | ' | ||||||||||
Use of Estimates | |||||||||||
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect certain reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting periods. Significant items subject to such estimates and assumptions include contract research accruals, recoverability of long-lived assets, measurement of stock-based compensation, and the periods of performance under collaborative research and development agreements. The Company bases its estimates on historical experience and various other assumptions that management believes to be reasonable under the circumstances. Changes in estimates are recorded in the period in which they become known. Actual results could differ from those estimates. | |||||||||||
Cash and Cash Equivalents | ' | ||||||||||
Cash and Cash Equivalents | |||||||||||
The Company considers all highly liquid investments with original maturities of three months or less at the date of purchase and an investment in a money market fund to be cash equivalents. Changes in the level of cash and cash equivalents may be affected by changes in investment portfolio maturities, as well as actual cash disbursements to fund operations. | |||||||||||
The primary objective of the Company's investment activities is to preserve its capital for the purpose of funding operations and the Company does not enter into investments for trading or speculative purposes. The Company invests in money market funds and high-grade, short-term commercial paper and corporate bonds, which are subject to minimal credit and market risk. The Company's cash is deposited in a highly rated financial institution in the United States. Declines in interest rates, however, would reduce future investment income. | |||||||||||
Marketable Securities | ' | ||||||||||
Marketable Securities | |||||||||||
Marketable securities consist of investments in high-grade corporate obligations, and government and government agency obligations that are classified as available-for-sale. Since these securities are available to fund current operations they are classified as current assets on the consolidated balance sheets. | |||||||||||
The Company adjusts the cost of available-for-sale debt securities for amortization of premiums and accretion of discounts to maturity. The Company includes such amortization and accretion as a component of interest expense, net. Realized gains and losses and declines in value, if any, that the Company judges to be other-than-temporary on available-for-sale securities are reported as a component of interest expense, net. To determine whether an other-than-temporary impairment exists, the Company considers whether it intends to sell the debt security and, if the Company does not intend to sell the debt security, it considers available evidence to assess whether it is more likely than not that it will be required to sell the security before the recovery of its amortized cost basis. During the years ended December 31, 2013, 2012 and 2011, the Company determined it did not have any securities that were other-than-temporarily impaired. | |||||||||||
Marketable securities are stated at fair value, including accrued interest, with their unrealized gains and losses included as a component of accumulated other comprehensive income or loss, which is a separate component of stockholders' equity. The fair value of these securities is based on quoted prices and observable inputs on a recurring basis. Realized gains and losses are determined on the specific identification method. During the years ended December 31, 2013, 2012 and 2011, the Company did not have any realized gains or losses on marketable securities. | |||||||||||
Fair Value of Financial Instruments | ' | ||||||||||
Fair Value of Financial Instruments | |||||||||||
The carrying amounts of the Company's financial instruments, which include cash equivalents, marketable securities and capital lease and term loan obligations, approximate their fair values. The fair value of the Company's financial instruments reflects the amounts that would be received upon sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value hierarchy has the following three levels: | |||||||||||
Level 1—quoted prices in active markets for identical assets and liabilities. | |||||||||||
Level 2—observable inputs other than Level 1 inputs. Examples of Level 2 inputs include quoted prices in active markets for similar assets or liabilities and quoted prices for identical assets or liabilities in markets that are not active. | |||||||||||
Level 3—unobservable inputs that reflect the Company's own assumptions about the assumptions market participants would use in pricing the asset or liability. | |||||||||||
Financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. The Company measures the fair value of its marketable securities by taking into consideration valuations obtained from third-party pricing sources. The pricing services utilize industry standard valuation models, including both income and market based approaches, for which all significant inputs are observable, either directly or indirectly, to estimate fair value. These inputs include reported trades of and broker-dealer quotes on the same or similar securities, issuer credit spreads, benchmark securities and other observable inputs. As of December, 2013, the Company's financial assets valued based on Level 1 inputs consisted of cash and cash equivalents in a money market fund and its financial assets valued based on Level 2 inputs consisted of high-grade corporate bonds and commercial paper. During the year ended December 31, 2013, the Company did not have any transfers of financials assets between Levels 1 and 2. As of December 31, 2013, the Company did not have any financial liabilities that were recorded at fair value on the balance sheet. The disclosed fair value of the Company's term loan obligations is determined using current applicable rates for similar instruments as of the balance sheet date. The carrying value of the Company's term loan obligations approximates fair value as the Company's interest rate yield is near current market rate yields. The disclosed fair value of the Company's term loan obligations is based on Level 3 inputs. | |||||||||||
Property and Equipment | ' | ||||||||||
Property and Equipment | |||||||||||
Property, equipment and software is carried at cost and depreciated using the straight-line method over the estimated useful lives of the related assets, which range from three to five years. Leasehold improvements are amortized over the lesser of the lease term or estimated useful life. Repairs and maintenance costs are expensed as incurred. | |||||||||||
Research and Development Costs | ' | ||||||||||
Research and Development Costs | |||||||||||
Research and development costs are expensed as incurred. Research and development costs are comprised of costs incurred in performing research and development activities, including internal costs for salaries, benefits, facilities, research-related overhead and stock compensation, and external costs for payments to third party contract research organizations, investigative sites and consultants in connection with the Company's preclinical and clinical programs, costs associated with drug formulation and supply of drugs for clinical trials, and other external costs. | |||||||||||
Patents | ' | ||||||||||
Patents | |||||||||||
Costs to secure and defend patents are expensed as incurred and are classified as general and administrative expense in the Company's consolidated statements of operations. Patent expenses were approximately $2.9 million, $1.8 million, and $2.3 million for the years ended December 31, 2013, 2012 and 2011, respectively. | |||||||||||
Income Taxes | ' | ||||||||||
Income Taxes | |||||||||||
The Company uses the liability method to account for income taxes. Deferred tax assets and liabilities are determined based on the expected future tax consequences of temporary differences between the Company's consolidated financial statement carrying amounts and the tax basis of assets and liabilities using enacted tax rates expected to be in effect in the years in which the differences are expected to reverse. A valuation allowance is provided to reduce the deferred tax assets to the amount that will more likely than not be realized. | |||||||||||
As of December 31, 2013 and 2012, the Company had no items that were considered to be uncertain tax items or accrued interest or penalties related to uncertain tax positions. | |||||||||||
The tax years 2010 through 2013 remain open to examination by the major taxing jurisdictions to which the Company is subject. | |||||||||||
Impairment of Long-Lived Assets | ' | ||||||||||
Impairment of Long-Lived Assets | |||||||||||
The Company assesses the potential impairments of its long-lived assets whenever events or changes in circumstances indicate that an asset's carrying value may not be recoverable. If the carrying value exceeds the undiscounted future cash flows estimated to result from the use and eventual disposition of the asset, the Company writes down the asset to its estimated fair value. Management believes that no long-lived assets were impaired as of December 31, 2013 and 2012. | |||||||||||
Revenue Recognition | ' | ||||||||||
Revenue Recognition | |||||||||||
Collaboration and License Agreements | |||||||||||
The Company's principal source of revenue to date has been its former collaboration and license agreements, which included upfront license payments, development milestones, reimbursement of research and development costs, potential profit sharing payments, commercial and sales-based milestones and royalties. In the years ended December 31, 2013, 2012 and 2011, the Company recognized $0, $0 and $6.7 million, respectively, in collaboration revenues. The accounting for collaboration and license agreements requires subjective analysis and requires management to make estimates and assumptions about whether deliverables within multiple-element arrangements are separable from the other aspects of the contractual arrangement into separate units of accounting and to determine the arrangement consideration to be allocated to each unit of accounting. | |||||||||||
For multiple-element arrangements entered into or materially modified after January 1, 2011, the Company follows the provisions of Financial Accounting Standards Board (FASB) Accounting Standards Update (ASU) No. 2009-13—Multiple-deliverable Revenue Arrangements (ASU No. 2009-13). This standard addresses the determination of the unit(s) of accounting for multiple-element arrangements and how an arrangement's consideration should be allocated to each unit of accounting. | |||||||||||
Pursuant to this standard, each required deliverable is evaluated to determine if it qualifies as a separate unit of accounting. For the Company this determination includes an assessment as to whether the deliverable has "stand-alone value" to the customer separate from the undelivered elements. The arrangement's consideration is then allocated to each separate unit of accounting based on the relative selling price of each deliverable. The estimated selling price of each deliverable is determined using the following hierarchy of values: (i) vendor-specific objective evidence of fair value, (ii) third-party evidence of selling price, or (iii) the Company's best estimate of the selling price (BESP). The BESP reflects the Company's best estimate of what the selling price would be if the deliverable was regularly sold by it on a stand-alone basis. The Company expects, in general, to use BESP for allocating consideration to each deliverable in future collaboration agreements. In general, the consideration allocated to each unit of accounting is then recognized as the related goods or services are delivered limited to the consideration not contingent upon future deliverables. | |||||||||||
The Company accounts for development milestones under collaboration and license agreements pursuant to ASU No. 2010-17 Milestone Method of Revenue Recognition (ASU No. 2010-17). ASU No. 2010-17 codified a method of revenue recognition that has been common practice. Under this method, contingent consideration from research and development activities that is earned upon the achievement of a substantive milestone is recognized in its entirety in the period in which the milestone is achieved. At the inception of each arrangement that includes milestone payments, the Company evaluates whether each milestone is substantive. This evaluation includes an assessment of whether (a) the consideration is commensurate with either (1) the entity's performance to achieve the milestone, or (2) the enhancement of the value of the delivered item(s) as a result of a specific outcome resulting from the entity's performance to achieve the milestone, (b) the consideration relates solely to past performance and (c) the consideration is reasonable relative to all of the deliverables and payment terms within the arrangement. The Company evaluates factors such as the scientific, clinical, regulatory, commercial and other risks that must be overcome to achieve the respective milestone, the level of effort and investment required and whether the milestone consideration is reasonable relative to all deliverables and payment terms in the arrangement in making this assessment. The Company does not have any ongoing collaboration and license agreements under which milestones may be achieved. | |||||||||||
Royalty revenues are based upon a percentage of net sales. Royalties from the sales of products will be recorded on the accrual basis when results are reliably measurable, collectability is reasonably assured and all other revenue recognition criteria are met. Commercial and sales-based milestones, which are based upon the achievement of certain agreed-upon sales thresholds, will be recognized in the period in which the respective sales threshold is achieved and collectability is reasonably assured. The Company does not have any ongoing collaboration and license agreements under which royalties or commercial and sales-based milestones may be achieved. | |||||||||||
Grant Revenue | |||||||||||
In March 2011, the Company received a grant from the Department of Defense, in the approximate amount of $1 million, for the development of STA-9584 in advanced prostate cancer. The Company conducted work on this study during the grant period from April 2011 through March 2012. Reimbursements were based on actual costs agreed upon in the proposal (salary, fringe benefits, overhead, and direct costs such as materials and subcontractors). In the years ended December 31, 2013, 2012 and 2011, the Company recognized $0, $147,000 and $853,000, respectively, in grant revenues. | |||||||||||
Stock-Based Compensation | ' | ||||||||||
Stock-Based Compensation | |||||||||||
The Company recognizes stock-based compensation expense based on the grant date fair value of stock options granted to employees, officers and directors. The Company uses the Black-Scholes option pricing model to determine the grant date fair value as it is the most appropriate valuation method for its option grants. The Black-Scholes model requires inputs for risk-free interest rate, dividend yield, volatility and expected lives of the options. Expected volatility is based upon the weighted average historical volatility data of the Company's common stock. The risk-free rate for periods within the expected life of the option is based on the U.S. Treasury yield curve in effect at the time of the grant. The expected lives for options granted represent the period of time that options granted are expected to be outstanding. The Company uses the simplified method for determining the expected lives of options. The Company estimates the forfeiture rate based on historical data. This analysis is re-evaluated at least annually and the forfeiture rate is adjusted as necessary. | |||||||||||
For awards with graded vesting, the Company allocates compensation costs on a straight-line basis over the requisite service period. The Company amortizes the fair value of each option over each option's service period, which is generally the vesting period. | |||||||||||
Certain of the employee stock options granted by the Company are structured to qualify as incentive stock options (ISOs). Under current tax regulations, the Company does not receive a tax deduction for the issuance, exercise or disposition of ISOs if the employee meets certain holding requirements. If the employee does not meet the holding requirements, a disqualifying disposition occurs, at which time the Company may receive a tax deduction. The Company does not record tax benefits related to ISOs unless and until a disqualifying disposition is reported. In the event of a disqualifying disposition, the entire tax benefit is recorded as a reduction of income tax expense. The Company has not recognized any income tax benefit for its share-based compensation arrangements due to the fact that the Company does not believe it is more likely than not it will realize the related deferred tax assets. | |||||||||||
Comprehensive Loss | ' | ||||||||||
Comprehensive Loss | |||||||||||
Comprehensive loss is defined as the change in equity of a business enterprise during a period from transactions and other events and circumstances from non-owner sources. Changes in unrealized gains and losses on marketable securities represent the only difference between the Company's net loss and comprehensive loss. | |||||||||||
In February 2013, the FASB issued ASU No. 2013-02, Comprehensive Income (Topic 220): Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income (ASU No. 2013-02). ASU No. 2013-02 amended existing guidance by requiring additional disclosure either on the face of the income statement or in the notes to the financial statements of significant amounts reclassified out of accumulated other comprehensive income. In addition, ASU No. 2013-02 requires disclosure regarding changes in accumulated other comprehensive income balances. ASU No. 2013-02 became effective for the Company on January 1, 2013. The adoption of ASU No. 2013-02 did not have an effect on the Company's results of operations or financial position. | |||||||||||
Segment Reporting | ' | ||||||||||
Segment Reporting | |||||||||||
Operating segments are determined based on the way management organizes its business for making operating decisions and assessing performance. The Company has a single operating segment, the discovery, development and commercialization of drug products. | |||||||||||
Basic and Diluted Loss Per Common Share | ' | ||||||||||
Basic and Diluted Loss Per Common Share | |||||||||||
Basic net loss per share is computed using the weighted average number of common shares outstanding during the period, excluding restricted stock that has been issued but is not yet vested. Diluted net loss per common share is computed using the weighted average number of common shares outstanding and the weighted average dilutive potential common shares outstanding using the treasury stock method. However, for the years ended December 31, 2013, 2012 and 2011, diluted net loss per share is the same as basic net loss per share as the inclusion of weighted average shares of unvested restricted common stock and common stock issuable upon the exercise of stock options would be anti-dilutive. | |||||||||||
The following table summarizes outstanding securities not included in the computation of diluted net loss per common share as their inclusion would be anti-dilutive: | |||||||||||
Years Ended December 31, | |||||||||||
2013 | 2012 | 2011 | |||||||||
Common stock options | 6,814,417 | 5,521,584 | 5,821,073 | ||||||||
Unvested restricted stock | 45,000 | 35,122 | 82,450 |
Summary_of_Significant_Account2
Summary of Significant Accounting Policies (Tables) | 12 Months Ended | ||||||||||
Dec. 31, 2013 | |||||||||||
Summary of Significant Accounting Policies | ' | ||||||||||
Summary of the outstanding securities not included in the computation of diluted net loss per common share as their inclusion would be anti-dilutive | ' | ||||||||||
Years Ended December 31, | |||||||||||
2013 | 2012 | 2011 | |||||||||
Common stock options | 6,814,417 | 5,521,584 | 5,821,073 | ||||||||
Unvested restricted stock | 45,000 | 35,122 | 82,450 |
Cash_Cash_Equivalents_and_Mark1
Cash, Cash Equivalents and Marketable Securities (Tables) | 12 Months Ended | |||||||||||||
Dec. 31, 2013 | ||||||||||||||
Cash, Cash Equivalents and Marketable Securities | ' | |||||||||||||
Summary of cash, cash equivalents and available-for-sale marketable securities | ' | |||||||||||||
December 31, 2013 | ||||||||||||||
Cost | Unrealized | Unrealized | Fair | |||||||||||
gains | losses | value | ||||||||||||
(in thousands) | ||||||||||||||
Cash and cash equivalents: | ||||||||||||||
Cash and money market funds (Level 1) | $ | 40,586 | $ | — | $ | — | $ | 40,586 | ||||||
Corporate debt securities due within 3 months of date of purchase (Level 2) | 7,904 | — | — | 7,904 | ||||||||||
| | | | | | | | | | | | | | |
Total cash and cash equivalents | $ | 48,490 | $ | — | $ | — | $ | 48,490 | ||||||
Marketable securities: | ||||||||||||||
Corporate debt securities due within 1 year of date of purchase (Level 2) | 42,969 | 18 | (1 | ) | 42,986 | |||||||||
| | | | | | | | | | | | | | |
Total cash, cash equivalents and marketable securities | $ | 91,459 | $ | 18 | $ | (1 | ) | $ | 91,476 | |||||
| | | | | | | | | | | | | | |
| | | | | | | | | | | | | | |
December 31, 2012 | ||||||||||||||
Cost | Unrealized | Unrealized | Fair | |||||||||||
gains | losses | value | ||||||||||||
(in thousands) | ||||||||||||||
Cash and cash equivalents: | ||||||||||||||
Cash and money market funds (Level 1) | $ | 81,512 | $ | — | $ | — | $ | 81,512 | ||||||
Marketable securities: | ||||||||||||||
Corporate debt securities due within 1 year of date of purchase (Level 2) | 19,085 | 3 | (1 | ) | 19,087 | |||||||||
| | | | | | | | | | | | | | |
Total cash, cash equivalents and marketable securities | $ | 100,597 | $ | 3 | $ | (1 | ) | $ | 100,599 | |||||
| | | | | | | | | | | | | | |
| | | | | | | | | | | | | | |
Property_and_Equipment_Tables
Property and Equipment (Tables) | 12 Months Ended | |||||||
Dec. 31, 2013 | ||||||||
Property and Equipment | ' | |||||||
Schedule of property and equipment | ' | |||||||
December 31, | December 31, | |||||||
2013 | 2012 | |||||||
(in thousands) | ||||||||
Laboratory equipment | $ | 12,681 | $ | 12,531 | ||||
Leasehold improvements | 4,958 | 4,939 | ||||||
Computers and software | 3,220 | 2,630 | ||||||
Furniture and fixtures | 1,170 | 1,170 | ||||||
| | | | | | | | |
22,029 | 21,270 | |||||||
Less accumulated depreciation and amortization | (20,476 | ) | (20,096 | ) | ||||
| | | | | | | | |
$ | 1,553 | $ | 1,174 | |||||
| | | | | | | | |
| | | | | | | | |
StockBased_Compensation_Tables
Stock-Based Compensation (Tables) | 12 Months Ended | |||||||||||||
Dec. 31, 2013 | ||||||||||||||
Stock-Based Compensation | ' | |||||||||||||
Summary of stock option activity | ' | |||||||||||||
Shares | Weighted | Weighted | Aggregate | |||||||||||
average | average | intrinsic | ||||||||||||
exercise | remaining | value | ||||||||||||
price | contractual | |||||||||||||
life (years) | ||||||||||||||
Outstanding at January 1 | 5,521,584 | $ | 6.4 | |||||||||||
Options granted | 1,981,799 | 9.07 | ||||||||||||
Options exercised | (137,424 | ) | 8.04 | |||||||||||
Options cancelled | (551,542 | ) | 9.48 | |||||||||||
| | | | | | | | | | | | | | |
Outstanding at December 31 | 6,814,417 | $ | 6.9 | 6.86 | $ | 3,569,813 | ||||||||
| | | | | | | | | | | | | | |
| | | | | | | | | | | | | | |
Exercisable at December 31 | 3,885,183 | $ | 6.51 | 5.46 | $ | 2,690,355 | ||||||||
Summary of unvested restricted share activity | ' | |||||||||||||
Shares | Weighted | |||||||||||||
average | ||||||||||||||
grant date | ||||||||||||||
fair value | ||||||||||||||
Outstanding at January 1 | 35,122 | $ | 5.04 | |||||||||||
Vested | (55,122 | ) | 5.02 | |||||||||||
Granted | 140,000 | 7.34 | ||||||||||||
Forfeited | (75,000 | ) | 9.59 | |||||||||||
| | | | | | | | |||||||
Outstanding at December 31 | 45,000 | $ | 4.63 | |||||||||||
| | | | | | | | |||||||
| | | | | | | | |||||||
Schedule of weighted average assumptions used to estimate fair value of each employee stock option award | ' | |||||||||||||
Years ended December 31, | ||||||||||||||
2013 | 2012 | 2011 | ||||||||||||
Risk-free interest rate | 1.2 | % | 1.11 | % | 2.48 | % | ||||||||
Expected life in years | 6.25 years | 6.25 years | 6.25 years | |||||||||||
Volatility | 102 | % | 101 | % | 101 | % | ||||||||
Expected dividend yield | — | — | — | |||||||||||
Schedule of stock-based compensation expense | ' | |||||||||||||
Stock-based compensation expense during the years ended December 31, 2013, 2012 and 2011 was as follows (in thousands): | ||||||||||||||
Years ended December 31, | ||||||||||||||
2013 | 2012 | 2011 | ||||||||||||
Stock-based compensation expense by type of award: | ||||||||||||||
Employee stock options | $ | 5,757 | $ | 3,082 | $ | 2,951 | ||||||||
Restricted stock | 273 | 240 | 403 | |||||||||||
| | | | | | | | | | | ||||
Total stock-based compensation expense | $ | 6,030 | $ | 3,322 | $ | 3,354 | ||||||||
| | | | | | | | | | | ||||
| | | | | | | | | | | ||||
Effect of stock-based compensation expense by line item: | ||||||||||||||
Research and development | $ | 3,220 | $ | 2,485 | $ | 2,494 | ||||||||
General and administrative | 2,810 | 837 | 860 | |||||||||||
| | | | | | | | | | | ||||
Total stock-based compensation expense included in net loss | $ | 6,030 | $ | 3,322 | $ | 3,354 | ||||||||
| | | | | | | | | | | ||||
| | | | | | | | | | | ||||
Schedule of unrecognized stock-based compensation expense | ' | |||||||||||||
Unrecognized stock-based compensation expense as of December 31, 2013 was as follows (dollars in thousands): | ||||||||||||||
Unrecognized | Weighted | |||||||||||||
stock | average | |||||||||||||
compensation | remaining | |||||||||||||
expense as of | period | |||||||||||||
December 31, | (in years) | |||||||||||||
2013 | ||||||||||||||
Employee stock options | $ | 12,818 | 2.71 | |||||||||||
Restricted stock | 208 | 1.78 | ||||||||||||
| | | | | | | | |||||||
Total | $ | 13,026 | 2.7 | |||||||||||
| | | | | | | | |||||||
| | | | | | | | |||||||
Other_Accrued_Liabilities_Tabl
Other Accrued Liabilities (Tables) | 12 Months Ended | |||||||
Dec. 31, 2013 | ||||||||
Other Accrued Liabilities | ' | |||||||
Schedule of other accrued liabilities | ' | |||||||
December 31, | December 31, | |||||||
2013 | 2012 | |||||||
(in thousands) | ||||||||
Compensation and benefits | $ | 3,137 | $ | 3,272 | ||||
Professional fees | 1,585 | 999 | ||||||
Other | 996 | 856 | ||||||
| | | | | | | | |
$ | 5,718 | $ | 5,127 | |||||
| | | | | | | | |
| | | | | | | | |
Term_Loans_Tables
Term Loans (Tables) | 12 Months Ended | ||||
Dec. 31, 2013 | |||||
Term Loans | ' | ||||
Schedule of future principal payments under the GECC and Oxford Term Loans | ' | ||||
Future principal payments under the GECC and Oxford Term Loans as of December 31, 2013 are approximately as follows (in thousands): | |||||
Years ending December 31, | |||||
2014 | $ | 9,451 | |||
2015 | 9,214 | ||||
2016 | 4,606 | ||||
| | | | | |
Total principal payments | 23,271 | ||||
Less current portion | (9,451 | ) | |||
| | | | | |
Long term portion | $ | 13,820 | |||
| | | | | |
| | | | | |
Income_Taxes_Tables
Income Taxes (Tables) | 12 Months Ended | ||||||||||
Dec. 31, 2013 | |||||||||||
Income Taxes | ' | ||||||||||
Schedule of differences between the actual tax provision (benefit) and the tax provision (benefit) computed using the United States federal income tax rate | ' | ||||||||||
Years ended December 31, | |||||||||||
2013 | 2012 | 2011 | |||||||||
(in thousands) | |||||||||||
Benefit at statutory rate | $ | (30,665 | ) | $ | (21,349 | ) | $ | (16,109 | ) | ||
State taxes, net of federal benefit | (3,735 | ) | (3,220 | ) | (2,379 | ) | |||||
State tax rate change | — | — | 84 | ||||||||
State net operating loss expiration | 661 | 3,167 | 2,867 | ||||||||
Stock-based compensation | 1,118 | 382 | 373 | ||||||||
Tax credits | (2,462 | ) | (411 | ) | (1,537 | ) | |||||
Foreign rate differential | 5,252 | — | — | ||||||||
Other | (47 | ) | 22 | 259 | |||||||
Increase in valuation allowance | 29,878 | 21,409 | 16,442 | ||||||||
| | | | | | | | | | | |
Income tax provision (benefit) | $ | — | $ | — | $ | — | |||||
| | | | | | | | | | | |
| | | | | | | | | | | |
Schedule of effects of temporary differences that give rise to significant portions of deferred tax assets and deferred tax liabilities | ' | ||||||||||
2013 | 2012 | ||||||||||
(in thousands) | |||||||||||
Deferred tax assets: | |||||||||||
Federal and state net operating loss carryforwards | $ | 170,557 | $ | 143,988 | |||||||
Federal and state research and development credits | 19,675 | 17,225 | |||||||||
Depreciation and amortization | 2,412 | 2,594 | |||||||||
Deferred compensation | 6,254 | 5,368 | |||||||||
Other | 1,169 | 1,014 | |||||||||
| | | | | | | | ||||
Deferred tax assets | 200,067 | 170,189 | |||||||||
Less valuation allowance | (200,067 | ) | (170,189 | ) | |||||||
| | | | | | | | ||||
Net deferred tax assets | $ | — | $ | — | |||||||
| | | | | | | | ||||
| | | | | | | | ||||
Commitments_and_Contingencies_
Commitments and Contingencies (Tables) | 12 Months Ended | |||||||
Dec. 31, 2013 | ||||||||
Commitments and Contingencies | ' | |||||||
Schedule of future minimum payments, excluding operating costs and taxes, under the Company's capital and non-cancellable operating leases | ' | |||||||
Future minimum payments, excluding operating costs and taxes, under the Company's capital and non-cancellable operating leases are approximately as follows (in thousands): | ||||||||
Operating | Capital | |||||||
leases | leases | |||||||
Years ending December 31, | ||||||||
2014 | $ | 2,190 | $ | 45 | ||||
2015 | 2,226 | 45 | ||||||
2016 | 1,995 | 44 | ||||||
2017 | 25 | — | ||||||
| | | | | | | | |
Total minimum payments | $ | 6,436 | 134 | |||||
| | | | | | | | |
| | | | | | | | |
Less: amount representing interest | (7 | ) | ||||||
| | | | | | | | |
Present value of minimum payments | 127 | |||||||
Less current portions of obligations | (42 | ) | ||||||
| | | | | | | | |
Long term obligation | $ | 85 | ||||||
| | | | | | | | |
| | | | | | | | |
Quarterly_Financial_Data_unaud1
Quarterly Financial Data (unaudited) (Tables) | 12 Months Ended | |||||||||||||
Dec. 31, 2013 | ||||||||||||||
Quarterly Financial Data (unaudited) | ' | |||||||||||||
Schedule of quarterly results of operations | ' | |||||||||||||
Three Months Ended | ||||||||||||||
March 31, | June 30, | September 30, | December 31, | |||||||||||
2013 | 2013 | 2013 | 2013 | |||||||||||
(in thousands, except shares and per share data) | ||||||||||||||
Revenues: | ||||||||||||||
License and milestone revenue | $ | — | $ | — | $ | — | $ | — | ||||||
Cost sharing reimbursements, net | — | — | — | — | ||||||||||
| | | | | | | | | | | | | | |
Total collaboration revenues | — | — | — | — | ||||||||||
Grant revenue | — | — | — | — | ||||||||||
| | | | | | | | | | | | | | |
Total revenues | — | — | — | — | ||||||||||
Operating expenses: | ||||||||||||||
Research and development | 16,380 | 17,876 | 17,623 | 19,981 | ||||||||||
General and administrative | 3,878 | 4,187 | 4,171 | 3,463 | ||||||||||
| | | | | | | | | | | | | | |
Total operating expenses | 20,258 | 22,063 | 21,794 | 23,444 | ||||||||||
| | | | | | | | | | | | | | |
Loss from operations | (20,258 | ) | (22,063 | ) | (21,794 | ) | (23,444 | ) | ||||||
Interest expense, net | (470 | ) | (724 | ) | (721 | ) | (718 | ) | ||||||
| | | | | | | | | | | | | | |
Net loss | $ | (20,728 | ) | $ | (22,787 | ) | $ | (22,515 | ) | $ | (24,162 | ) | ||
| | | | | | | | | | | | | | |
| | | | | | | | | | | | | | |
Basic and diluted net loss per common share | $ | (0.30 | ) | $ | (0.33 | ) | $ | (0.33 | ) | $ | (0.31 | ) | ||
| | | | | | | | | | | | | | |
| | | | | | | | | | | | | | |
Basic and diluted weighted average number of common shares outstanding | 68,991,371 | 69,034,823 | 69,047,161 | 76,769,199 | ||||||||||
Three Months Ended | ||||||||||||||
March 31, | June 30, | September 30, | December 31, | |||||||||||
2012 | 2012 | 2012 | 2012 | |||||||||||
(in thousands, except shares and per share data) | ||||||||||||||
Revenues: | ||||||||||||||
License and milestone revenue | $ | — | $ | — | $ | — | $ | — | ||||||
Cost sharing reimbursements, net | — | — | — | — | ||||||||||
| | | | | | | | | | | | | | |
Total collaboration revenues | — | — | — | — | ||||||||||
Grant revenue | 147 | — | — | — | ||||||||||
| | | | | | | | | | | | | | |
Total revenues | 147 | — | — | — | ||||||||||
Operating expenses: | ||||||||||||||
Research and development | 12,066 | 11,252 | 11,743 | 14,351 | ||||||||||
General and administrative | 2,646 | 2,882 | 2,796 | 3,352 | ||||||||||
| | | | | | | | | | | | | | |
Total operating expenses | 14,712 | 14,134 | 14,539 | 17,703 | ||||||||||
| | | | | | | | | | | | | | |
Loss from operations | (14,565 | ) | (14,134 | ) | (14,539 | ) | (17,703 | ) | ||||||
Interest expense, net | (486 | ) | (486 | ) | (457 | ) | (420 | ) | ||||||
| | | | | | | | | | | | | | |
Net loss | $ | (15,051 | ) | $ | (14,620 | ) | $ | (14,996 | ) | $ | (18,123 | ) | ||
| | | | | | | | | | | | | | |
| | | | | | | | | | | | | | |
Basic and diluted net loss per common share | $ | (0.27 | ) | $ | (0.25 | ) | $ | (0.25 | ) | $ | (0.29 | ) | ||
| | | | | | | | | | | | | | |
| | | | | | | | | | | | | | |
Basic and diluted weighted average number of common shares outstanding | 56,366,992 | 57,650,412 | 60,661,720 | 62,914,546 |
Nature_of_Business_Details
Nature of Business (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
Nature of Business | ' | ' |
Accumulated deficit | $551,412,000 | $461,220,000 |
Cash, cash equivalents and marketable securities | $91,500,000 | ' |
Summary_of_Significant_Account3
Summary of Significant Accounting Policies (Details) (USD $) | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2011 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Patents | ' | ' | ' | ' | ' |
Patent expenses | ' | ' | $2,900,000 | $1,800,000 | $2,300,000 |
Income Taxes | ' | ' | ' | ' | ' |
Uncertain tax items | ' | ' | 0 | 0 | ' |
Amount of accrued interest or penalties related to uncertain tax positions | ' | ' | 0 | 0 | ' |
Impairment of Long-Lived Assets | ' | ' | ' | ' | ' |
Impairment of assets | ' | ' | 0 | 0 | ' |
Collaboration Revenue | ' | ' | ' | ' | ' |
Collaboration revenues | ' | ' | 0 | 0 | 6,731,000 |
Grant Revenue | ' | ' | ' | ' | ' |
Amount of grant awarded | 1,000,000 | ' | ' | ' | ' |
Grant revenue | ' | $147,000 | $0 | $147,000 | $853,000 |
Minimum | ' | ' | ' | ' | ' |
Property and Equipment | ' | ' | ' | ' | ' |
Estimated useful lives | ' | ' | '3 years | ' | ' |
Maximum | ' | ' | ' | ' | ' |
Property and Equipment | ' | ' | ' | ' | ' |
Estimated useful lives | ' | ' | '5 years | ' | ' |
Summary_of_Significant_Account4
Summary of Significant Accounting Policies (Details 2) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Common stock options | ' | ' | ' |
Anti-dilutive securities | ' | ' | ' |
Outstanding securities not included in the computation of diluted net income (loss) per common share as their inclusion would be anti-dilutive (in shares) | 6,814,417 | 5,521,584 | 5,821,073 |
Unvested restricted stock | ' | ' | ' |
Anti-dilutive securities | ' | ' | ' |
Outstanding securities not included in the computation of diluted net income (loss) per common share as their inclusion would be anti-dilutive (in shares) | 45,000 | 35,122 | 82,450 |
Cash_Cash_Equivalents_and_Mark2
Cash, Cash Equivalents and Marketable Securities (Details) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 |
Cash, Cash Equivalents and Marketable Securities | ' | ' |
Total cash, cash equivalents and marketable securities | 91,500 | ' |
Cash, cash equivalents and marketable securities, unrealized gains | 18 | 3 |
Cash, cash equivalents and marketable securities, unrealized losses | -1 | -1 |
Cost | ' | ' |
Cash, Cash Equivalents and Marketable Securities | ' | ' |
Cash and cash equivalents | 48,490 | ' |
Total cash, cash equivalents and marketable securities | 91,459 | 100,597 |
Fair value | ' | ' |
Cash, Cash Equivalents and Marketable Securities | ' | ' |
Cash and cash equivalents | 48,490 | ' |
Total cash, cash equivalents and marketable securities | 91,476 | 100,599 |
Corporate debt securities due within 1 year of date of purchase | ' | ' |
Cash, Cash Equivalents and Marketable Securities | ' | ' |
Marketable securities, Unrealized gains | 18 | 3 |
Marketable securities, Unrealized losses | -1 | -1 |
Corporate debt securities due within 1 year of date of purchase | Cost | ' | ' |
Cash, Cash Equivalents and Marketable Securities | ' | ' |
Marketable securities | 42,969 | 19,085 |
Corporate debt securities due within 1 year of date of purchase | Fair value | Level 2 | ' | ' |
Cash, Cash Equivalents and Marketable Securities | ' | ' |
Marketable securities | 42,986 | 19,087 |
Cash and money market funds | Cost | ' | ' |
Cash, Cash Equivalents and Marketable Securities | ' | ' |
Cash and cash equivalents | 40,586 | 81,512 |
Cash and money market funds | Fair value | Level 1 | ' | ' |
Cash, Cash Equivalents and Marketable Securities | ' | ' |
Cash and cash equivalents | 40,586 | 81,512 |
Corporate debt securities due within 3 months of date of purchase | Cost | ' | ' |
Cash, Cash Equivalents and Marketable Securities | ' | ' |
Cash and cash equivalents | 7,904 | ' |
Corporate debt securities due within 3 months of date of purchase | Fair value | Level 2 | ' | ' |
Cash, Cash Equivalents and Marketable Securities | ' | ' |
Cash and cash equivalents | 7,904 | ' |
Maximum | Corporate debt securities due within 1 year of date of purchase | ' | ' |
Cash, Cash Equivalents and Marketable Securities | ' | ' |
Maturity period from date of purchase to classify an investment as marketable securities | '1 year | '1 year |
Maximum | Corporate debt securities due within 3 months of date of purchase | ' | ' |
Cash, Cash Equivalents and Marketable Securities | ' | ' |
Maturity period from date of purchase to classify an investment as cash and cash equivalents | '3 months | ' |
Property_and_Equipment_Details
Property and Equipment (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Property and Equipment | ' | ' | ' |
Property and equipment, gross | $22,029,000 | $21,270,000 | ' |
Less accumulated depreciation and amortization | -20,476,000 | -20,096,000 | ' |
Property and equipment, net | 1,553,000 | 1,174,000 | ' |
Depreciation and amortization | 516,000 | 738,000 | 1,464,000 |
Laboratory equipment | ' | ' | ' |
Property and Equipment | ' | ' | ' |
Property and equipment, gross | 12,681,000 | 12,531,000 | ' |
Leasehold improvements | ' | ' | ' |
Property and Equipment | ' | ' | ' |
Property and equipment, gross | 4,958,000 | 4,939,000 | ' |
Computers and software | ' | ' | ' |
Property and Equipment | ' | ' | ' |
Property and equipment, gross | 3,220,000 | 2,630,000 | ' |
Furniture and fixtures | ' | ' | ' |
Property and Equipment | ' | ' | ' |
Property and equipment, gross | 1,170,000 | 1,170,000 | ' |
Equipment under capital lease | ' | ' | ' |
Property and Equipment | ' | ' | ' |
Less accumulated depreciation and amortization | 0 | -57,000 | ' |
Property and equipment, net | $126,000 | $1,000 | ' |
Stockholders_Equity_Details
Stockholders' Equity (Details) (USD $) | 12 Months Ended | 1 Months Ended | 2 Months Ended | 1 Months Ended | 2 Months Ended | 1 Months Ended | |||||||||
In Millions, except Share data, unless otherwise specified | Dec. 31, 2013 | Nov. 30, 2013 | Feb. 29, 2012 | Nov. 30, 2013 | Jan. 31, 2012 | Feb. 29, 2012 | Nov. 30, 2013 | Jan. 31, 2012 | Nov. 30, 2013 | Feb. 29, 2012 | Dec. 31, 2012 | Dec. 31, 2012 | Jul. 31, 2012 | Apr. 30, 2011 | Apr. 30, 2011 |
vote | Public Offering | Public Offering | Public Offering | Public Offering | Public Offering | Public offering, initial closing | Public offering, initial closing | Public offering, second closing, underwriters' option to purchase additional shares | Public offering, second closing, underwriters' option to purchase additional shares | Registered Direct Offering | Registered Direct Offering | Registered Direct Offering | Issuer-Directed Registered Direct Offering | Issuer-Directed Registered Direct Offering | |
Directors and their affiliates, including its largest stockholder | Director who is largest shareholder | Director who is largest shareholder | Directors, including the largest stockholder | Directors, including the largest stockholder | Directors and entities affiliated with the directors | ||||||||||
Common Stock | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of votes per share that common stockholders are entitled to receive | 1 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stockholders' Equity | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Gross proceeds from the sale of common stock | ' | $60.40 | $35.40 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $35.20 | ' |
Number of shares sold by the entity | ' | 16,100,000 | 8,050,000 | 5,183,333 | 1,136,363 | 1,136,363 | 14,000,000 | 7,000,000 | 2,100,000 | 1,050,000 | 7,000,000 | 2,649,535 | 3,976,702 | 7,191,731 | 1,581,493 |
Selling price per share (in dollars per share) | ' | $3.75 | $4.40 | $3.75 | $4.40 | ' | ' | ' | ' | ' | $8.60 | $8.60 | $6.49 | $4.89 | $4.89 |
Warrants issued (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0 | ' |
Net proceeds after deducting underwriters' discounts, fees and commissions and offering expenses payable | ' | $57.10 | $33 | ' | ' | ' | ' | ' | ' | ' | $59.80 | ' | $25.80 | $34.80 | ' |
Stockholders_Equity_Details_2
Stockholders' Equity (Details 2) (MLV & Co. LLC, Maximum, At-The-Market Issuance Sales Agreement, USD $) | 0 Months Ended |
In Millions, unless otherwise specified | 2-May-12 |
MLV & Co. LLC | Maximum | At-The-Market Issuance Sales Agreement | ' |
Equity Line of Credit | ' |
Maximum aggregate offering price | $28 |
Percentage of gross proceeds payable as commission | 3.00% |
StockBased_Compensation_Detail
Stock-Based Compensation (Details) (USD $) | 12 Months Ended | 1 Months Ended | 12 Months Ended | ||||||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Jan. 31, 2014 | Dec. 31, 2013 | |
Stock option | Stock option | Stock option | Restricted stock awards | Restricted stock awards | Restricted stock awards | 2006 Stock Plan | 2006 Stock Plan | 2006 Stock Plan | |
Subsequent event | Stock option | ||||||||
Maximum | |||||||||
Stock-Based Compensation | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Shares reserved for issuance | ' | ' | ' | ' | ' | ' | 9,000,000 | 10,300,000 | ' |
Increase in number of shares reserved for issuance | ' | ' | ' | ' | ' | ' | ' | 1,300,000 | ' |
Percentage of outstanding shares of common stock used to compute annual increase in number of shares reserved for issuance | ' | ' | ' | ' | ' | ' | ' | 5.00% | ' |
Expiration period | ' | ' | ' | ' | ' | ' | ' | ' | '10 years |
Vesting period | ' | ' | ' | ' | ' | ' | ' | ' | '4 years |
Shares available for future issuance | ' | ' | ' | ' | ' | ' | 1,519,584 | ' | ' |
Shares | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Outstanding at the beginning of the period (in shares) | 5,521,584 | ' | ' | ' | ' | ' | ' | ' | ' |
Options granted (in shares) | 1,981,799 | ' | ' | ' | ' | ' | ' | ' | ' |
Options exercised (in shares) | -137,424 | ' | ' | ' | ' | ' | ' | ' | ' |
Options cancelled (in shares) | -551,542 | ' | ' | ' | ' | ' | ' | ' | ' |
Outstanding at the end of the period (in shares) | 6,814,417 | 5,521,584 | ' | ' | ' | ' | ' | ' | ' |
Exercisable at the end of the period (in shares) | 3,885,183 | ' | ' | ' | ' | ' | ' | ' | ' |
Weighted average exercise price | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Outstanding at the beginning of the period (in dollars per share) | $6.40 | ' | ' | ' | ' | ' | ' | ' | ' |
Options granted (in dollars per share) | $9.07 | ' | ' | ' | ' | ' | ' | ' | ' |
Options exercised (in dollars per share) | $8.04 | ' | ' | ' | ' | ' | ' | ' | ' |
Options cancelled (in dollars per share) | $9.48 | ' | ' | ' | ' | ' | ' | ' | ' |
Outstanding at the end of the period (in dollars per share) | $6.90 | $6.40 | ' | ' | ' | ' | ' | ' | ' |
Exercisable at the end of the period (in dollars per share) | $6.51 | ' | ' | ' | ' | ' | ' | ' | ' |
Weighted average remaining contractual life | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Outstanding at the end of the period | '6 years 10 months 10 days | ' | ' | ' | ' | ' | ' | ' | ' |
Exercisable at the end of the period | '5 years 5 months 16 days | ' | ' | ' | ' | ' | ' | ' | ' |
Aggregate intrinsic value | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Outstanding at the end of the period | $3,569,813 | ' | ' | ' | ' | ' | ' | ' | ' |
Exercisable at the end of the period | 2,690,355 | ' | ' | ' | ' | ' | ' | ' | ' |
Additional disclosures | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Closing stock price (in dollars per share) | $5.24 | ' | ' | ' | ' | ' | ' | ' | ' |
Total intrinsic value of options exercised | 385,000 | 904,000 | 518,000 | ' | ' | ' | ' | ' | ' |
Total cash received from stock option exercises | 1,100,000 | 1,100,000 | 500,000 | ' | ' | ' | ' | ' | ' |
Weighted-average grant date fair value of options (in dollars per share) | $7.28 | $4.10 | $4.26 | ' | ' | ' | ' | ' | ' |
Total fair value of restricted stock vested during the period | ' | ' | ' | $300,000 | $600,000 | $600,000 | ' | ' | ' |
Shares | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Outstanding at the beginning of the period (in shares) | ' | ' | ' | 35,122 | ' | ' | ' | ' | ' |
Vested (in shares) | ' | ' | ' | -55,122 | ' | ' | ' | ' | ' |
Granted (in shares) | ' | ' | ' | 140,000 | ' | ' | ' | ' | ' |
Forfeited (in shares) | ' | ' | ' | -75,000 | ' | ' | ' | ' | ' |
Outstanding at the end of the period (in shares) | ' | ' | ' | 45,000 | 35,122 | ' | ' | ' | ' |
Weighted average grant date fair value | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Outstanding at the beginning of the period (in dollars per share) | ' | ' | ' | $5.04 | ' | ' | ' | ' | ' |
Vested (in dollars per share) | ' | ' | ' | $5.02 | ' | ' | ' | ' | ' |
Granted (in dollars per share) | ' | ' | ' | $7.34 | ' | ' | ' | ' | ' |
Forfeited (in dollars per share) | ' | ' | ' | $9.59 | ' | ' | ' | ' | ' |
Outstanding at the end of the period (in dollars per share) | ' | ' | ' | $4.63 | $5.04 | ' | ' | ' | ' |
Weighted average assumptions used to estimate fair value of each employee stock option award | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Risk-free interest rate (as a percent) | 1.20% | 1.11% | 2.48% | ' | ' | ' | ' | ' | ' |
Expected life in years | '6 years 3 months | '6 years 3 months | '6 years 3 months | ' | ' | ' | ' | ' | ' |
Volatility (as a percent) | 102.00% | 101.00% | 101.00% | ' | ' | ' | ' | ' | ' |
StockBased_Compensation_Detail1
Stock-Based Compensation (Details 2) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Stock-based compensation expense | ' | ' | ' |
Stock-based compensation expense | $6,030 | $3,322 | $3,354 |
Research and development | ' | ' | ' |
Stock-based compensation expense | ' | ' | ' |
Stock-based compensation expense | 3,220 | 2,485 | 2,494 |
General and administrative | ' | ' | ' |
Stock-based compensation expense | ' | ' | ' |
Stock-based compensation expense | 2,810 | 837 | 860 |
Employee stock options | ' | ' | ' |
Stock-based compensation expense | ' | ' | ' |
Stock-based compensation expense | 5,757 | 3,082 | 2,951 |
Restricted stock | ' | ' | ' |
Stock-based compensation expense | ' | ' | ' |
Stock-based compensation expense | $273 | $240 | $403 |
StockBased_Compensation_Detail2
Stock-Based Compensation (Details 3) (USD $) | 12 Months Ended |
In Thousands, unless otherwise specified | Dec. 31, 2013 |
Unrecognized stock-based compensation expense | ' |
Unrecognized stock compensation expense | $13,026 |
Weighted average remaining period | '2 years 8 months 12 days |
Employee stock options | ' |
Unrecognized stock-based compensation expense | ' |
Unrecognized stock compensation expense | 12,818 |
Weighted average remaining period | '2 years 8 months 16 days |
Restricted stock | ' |
Unrecognized stock-based compensation expense | ' |
Unrecognized stock compensation expense | $208 |
Weighted average remaining period | '1 year 9 months 11 days |
Other_Accrued_Liabilities_Deta
Other Accrued Liabilities (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Other Accrued Liabilities | ' | ' |
Compensation and benefits | $3,137 | $3,272 |
Professional fees | 1,585 | 999 |
Other | 996 | 856 |
Other accrued liabilities | $5,718 | $5,127 |
License_and_Development_Agreem1
License and Development Agreements (Details) (Collaborative agreement, Roche, USD $) | 1 Months Ended | 3 Months Ended | 12 Months Ended | 24 Months Ended | ||
In Millions, unless otherwise specified | Jan. 31, 2009 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 |
Collaborative agreement | Roche | ' | ' | ' | ' | ' | ' |
License and Development Agreements | ' | ' | ' | ' | ' | ' |
Non-refundable upfront license payment received | $16 | ' | ' | ' | ' | ' |
Initial term for research | '2 years | ' | ' | ' | ' | ' |
Amount received related to research and development support | ' | ' | ' | ' | ' | 21.2 |
Accelerated recognition of remaining deferred revenue from upfront payment | ' | 2.1 | ' | ' | ' | ' |
License revenue recognized | ' | ' | 0 | 0 | 6.7 | ' |
Cost sharing revenue recognized | ' | ' | $0 | $0 | $0 | ' |
Term_Loans_Details
Term Loans (Details) (USD $) | 12 Months Ended | 1 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | 1 Months Ended | 6 Months Ended | 12 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2013 | Dec. 31, 2011 | Dec. 31, 2012 | Mar. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Jan. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | 31-May-11 | Mar. 31, 2011 | Jun. 30, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2012 | Dec. 31, 2013 | |
GECC Term Loan | GECC Term Loan | GECC Term Loan | GECC Term Loan | GECC Term Loan | GECC Term Loan | Oxford Term Loan | Oxford Term Loan | Oxford Term Loan | Oxford Term Loan | Oxford Term Loan | Oxford Term Loan | Oxford Term Loan | Oxford Term Loan | Oxford Term Loan | ||||
Subsequent event | Maximum | payment | payment | Maximum | Minimum | |||||||||||||
payment | ||||||||||||||||||
Term Loans | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Proceeds from term loans | $13,500,000 | $2,000,000 | ' | $12,900,000 | ' | ' | ' | ' | ' | ' | ' | $2,000,000 | ' | ' | ' | ' | ' | ' |
Principal balance | 23,271,000 | ' | ' | 22,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Annual interest rate on term loan (as a percent) | ' | ' | ' | ' | 9.75% | ' | ' | ' | ' | ' | ' | 13.35% | ' | ' | ' | ' | ' | ' |
Number of equal monthly payments of principal plus accrued interest | ' | ' | ' | ' | ' | ' | ' | 30 | ' | ' | 36 | ' | ' | ' | ' | ' | ' | ' |
Exit fee to be paid | ' | ' | ' | ' | 788,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Interest expense recognized | ' | ' | ' | ' | 2,500,000 | 1,700,000 | 1,800,000 | ' | ' | ' | ' | ' | ' | 127,000 | 172,000 | 192,000 | ' | ' |
Transaction and exit fees and expenses recognized in interest expense | ' | ' | ' | ' | 566,000 | 321,000 | 275,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Amount of equipment financing allowed under covenants without any restriction | ' | ' | ' | ' | ' | ' | ' | ' | 4,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Amount of debt assumption from acquisitions requiring prior written consent under covenants | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,000,000 |
Additional amount that the Company may fully utilized in equipment financing | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 600,000 | ' |
Principal amount of debt issued | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 600,000 | ' | ' | ' | ' | ' |
Number of equal monthly payments of principal plus accrued interest | ' | ' | ' | ' | ' | ' | ' | ' | ' | 36 | ' | ' | ' | ' | ' | ' | ' | ' |
Legal fees and expenses paid | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 108,000 | ' | ' | ' | ' |
Future principal payments under the GECC and Oxford Term Loans | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
2014 | 9,451,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
2015 | 9,214,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
2016 | 4,606,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total principal payments | 23,271,000 | ' | ' | 22,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Less current portion | -9,451,000 | ' | -7,924,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Long term obligation | $13,820,000 | ' | $4,464,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Income_Taxes_Details
Income Taxes (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Differences between the actual tax provision (benefit) and the tax provision (benefit) computed using the United States federal income tax rate | ' | ' | ' |
Benefit at statutory rate | ($30,665,000) | ($21,349,000) | ($16,109,000) |
State taxes, net of federal benefit | -3,735,000 | -3,220,000 | -2,379,000 |
State tax rate change | ' | ' | 84,000 |
State net operating loss expiration | 661,000 | 3,167,000 | 2,867,000 |
Stock-based compensation | 1,118,000 | 382,000 | 373,000 |
Tax credits | -2,462,000 | -411,000 | -1,537,000 |
Foreign rate differential | 5,252,000 | ' | ' |
Other | -47,000 | 22,000 | 259,000 |
Increase in valuation allowance | 29,878,000 | 21,409,000 | 16,442,000 |
Deferred tax assets: | ' | ' | ' |
Federal and state net operating loss carryforwards | 170,557,000 | 143,988,000 | ' |
Federal and state research and development credits | 19,675,000 | 17,225,000 | ' |
Depreciation and amortization | 2,412,000 | 2,594,000 | ' |
Deferred compensation | 6,254,000 | 5,368,000 | ' |
Other | 1,169,000 | 1,014,000 | ' |
Deferred tax assets | 200,067,000 | 170,189,000 | ' |
Less valuation allowance | -200,067,000 | -170,189,000 | ' |
Increase (decrease) in valuation allowance | $29,900,000 | $21,400,000 | $16,400,000 |
Income_Taxes_Details_2
Income Taxes (Details 2) (USD $) | 12 Months Ended |
In Millions, unless otherwise specified | Dec. 31, 2013 |
Income Taxes | ' |
Deductions related to the exercise of common stock options included in net operating loss carryforwards | $1.30 |
Federal | ' |
Income Taxes | ' |
Net operating loss carryforwards | 469.6 |
State | ' |
Income Taxes | ' |
Net operating loss carryforwards | 216 |
Net operating loss carryforwards expired | $10.60 |
Income_Taxes_Details_3
Income Taxes (Details 3) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Income Taxes | ' | ' | ' |
Reserves for uncertain tax positions | $0 | $0 | $0 |
Liability for uncertain tax positions | 0 | 0 | ' |
Federal | Research and development credits | ' | ' | ' |
Income Taxes | ' | ' | ' |
Research and development tax credit carryforwards | 15,300,000 | ' | ' |
State | Research and development credits | ' | ' | ' |
Income Taxes | ' | ' | ' |
Research and development tax credit carryforwards | $6,600,000 | ' | ' |
Commitments_and_Contingencies_1
Commitments and Contingencies (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
lease | |||
Commitments and Contingencies | ' | ' | ' |
Number of non-cancelable and renewable operating leases | 3 | ' | ' |
Operating leases | ' | ' | ' |
2014 | $2,190,000 | ' | ' |
2015 | 2,226,000 | ' | ' |
2016 | 1,995,000 | ' | ' |
2017 | 25,000 | ' | ' |
Total minimum payments | 6,436,000 | ' | ' |
Rent expense under operating leases | 2,200,000 | 2,200,000 | 1,900,000 |
Capital leases | ' | ' | ' |
2014 | 45,000 | ' | ' |
2015 | 45,000 | ' | ' |
2016 | 44,000 | ' | ' |
Total minimum payments | 134,000 | ' | ' |
Less: amount representing interest | -7,000 | ' | ' |
Present value of minimum payments | 127,000 | ' | ' |
Less current portions of obligations | -42,000 | -13,000 | ' |
Long term obligation | $85,000 | $1,000 | ' |
Related_Party_Transactions_Det
Related Party Transactions (Details) (USD $) | 1 Months Ended | 2 Months Ended | 1 Months Ended | 2 Months Ended | 1 Months Ended | 12 Months Ended | |||||||
Nov. 30, 2013 | Feb. 29, 2012 | Dec. 31, 2012 | Apr. 30, 2011 | Nov. 30, 2013 | Jan. 31, 2013 | Dec. 31, 2012 | Jul. 31, 2012 | Nov. 30, 2012 | Jan. 31, 2012 | Feb. 29, 2012 | Apr. 30, 2011 | Dec. 31, 2011 | |
Public Offering | Public Offering | Registered Direct Offering | Issuer-Directed Registered Direct Offering | Directors and their affiliates, including its largest stockholder | Director | Directors, including the largest stockholder | Directors, including the largest stockholder | Officer | Director who is largest shareholder | Director who is largest shareholder | Directors and entities affiliated with the directors | Founder and a member of the board of directors | |
Public Offering | Registered Direct Offering | Registered Direct Offering | Public Offering | Public Offering | Issuer-Directed Registered Direct Offering | ||||||||
Related Party Transactions | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Shares sold by the entity | 16,100,000 | 8,050,000 | 7,000,000 | 7,191,731 | 5,183,333 | ' | 2,649,535 | 3,976,702 | ' | 1,136,363 | 1,136,363 | 1,581,493 | ' |
Selling price per share (in dollars per share) | $3.75 | $4.40 | $8.60 | $4.89 | $3.75 | ' | $8.60 | $6.49 | ' | $4.40 | ' | $4.89 | ' |
Aggregate number of shares of common stock options exercised | ' | ' | ' | ' | ' | 114,250 | ' | ' | ' | ' | ' | ' | ' |
Proceeds resulting from exercise of stock options | ' | ' | ' | ' | ' | $1,000,000 | ' | ' | ' | ' | ' | ' | ' |
Number of shares purchased and retired upon the vesting of restricted common stock in order to fund the related tax liability | ' | ' | ' | ' | ' | ' | ' | ' | 3,969 | ' | ' | ' | ' |
Consulting fees paid | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $120,000 |
Retirement_Plan_Details
Retirement Plan (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Matching contribution percentage | ' | ' | ' |
Percentage of employee's salary that is subject to Company matching | 6.00% | ' | ' |
Vesting schedule of employer's matching contribution | '3 years | ' | ' |
Company contributions | $413,000 | $376,000 | $372,000 |
Maximum | ' | ' | ' |
Matching contribution percentage | ' | ' | ' |
Percentage of participants' contributions matched by Company on the first 6% of the employee's salary | 50.00% | ' | ' |
Quarterly_Financial_Data_unaud2
Quarterly Financial Data (unaudited) (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Revenues: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
License and milestone revenue | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $6,731 |
Total collaboration revenues | ' | ' | ' | ' | ' | ' | ' | ' | 0 | 0 | 6,731 |
Grant revenue | ' | ' | ' | ' | ' | ' | ' | 147 | 0 | 147 | 853 |
Total revenues | ' | ' | ' | ' | ' | ' | ' | 147 | ' | 147 | 7,584 |
Operating expenses: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Research and development | 19,981 | 17,623 | 17,876 | 16,380 | 14,351 | 11,743 | 11,252 | 12,066 | 71,860 | 49,412 | 41,464 |
General and administrative | 3,463 | 4,171 | 4,187 | 3,878 | 3,352 | 2,796 | 2,882 | 2,646 | 15,699 | 11,676 | 11,552 |
Total operating expenses | 23,444 | 21,794 | 22,063 | 20,258 | 17,703 | 14,539 | 14,134 | 14,712 | 87,559 | 61,088 | 53,016 |
Loss from operations | -23,444 | -21,794 | -22,063 | -20,258 | -17,703 | -14,539 | -14,134 | -14,565 | -87,559 | -60,941 | -45,432 |
Interest expense, net | -718 | -721 | -724 | -470 | -420 | -457 | -486 | -486 | -2,633 | -1,849 | -1,948 |
Net loss | ($24,162) | ($22,515) | ($22,787) | ($20,728) | ($18,123) | ($14,996) | ($14,620) | ($15,051) | ($90,192) | ($62,790) | ($47,380) |
Basic and diluted net loss per common share (in dollars per share) | ($0.31) | ($0.33) | ($0.33) | ($0.30) | ($0.29) | ($0.25) | ($0.25) | ($0.27) | ($1.27) | ($1.06) | ($1) |
Basic and diluted weighted average number of common shares outstanding | 76,769,199 | 69,047,161 | 69,034,823 | 68,991,371 | 62,914,546 | 60,661,720 | 57,650,412 | 56,366,992 | 70,976,705 | 59,411,476 | 47,197,572 |