Description of Business (Policies) | 9 Months Ended |
Sep. 30, 2013 |
Accounting Policies [Abstract] | ' |
Unaudited Interim Financial Information | ' |
Unaudited Interim Financial Information |
The accompanying financial information as of September 30, 2013 is unaudited. The Condensed Financial Statements included in this report reflect all adjustments (consisting only of normal recurring adjustments) that our management considers necessary for the fair statement of the results of operations for the interim periods covered and of the financial condition of the Company at the date of the interim balance sheet. The December 31, 2012 Condensed Balance Sheet was derived from audited financial statements, but does not include all disclosures required by generally accepted accounting principles in the United States of America, or GAAP. The results for interim periods are not necessarily indicative of the results for the entire year or any other interim period. The accompanying Condensed Financial Statements and related financial information should be read in conjunction with the audited financial statements and the related notes thereto for the year ended December 31, 2012 included in the Company’s prospectus filed pursuant to Rule 424(b)(4) on September 18, 2013 with the U.S. Securities and Exchange Commission. |
Initial Public Offering | ' |
Initial Public Offering |
In September 2013, we completed our initial public offering of shares of our common stock, or IPO, pursuant to which we issued 5,520,000 shares of common stock, which includes shares we issued pursuant to our underwriters’ exercise of their over-allotment option, and received net proceeds of $63.9 million, after underwriting discounts, commissions and estimated offering expenses. In addition, in connection with the completion of our IPO, all convertible preferred stock converted into common stock. |
Use of Estimates | ' |
Use of Estimates |
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ materially from those estimates. |
Reverse Stock Split | ' |
Reverse Stock Split |
On September 4, 2013, the Company effected a 1-for-12.3 reverse stock split. All information in this report relating to the number of shares, price per share and per share amounts of stock gives retroactive effect to the 1-for-12.3 reverse stock split of the Company’s stock. |
Fair Value of Financial Instruments | ' |
Fair Value of Financial Instruments |
We determine the fair value of financial and nonfinancial assets and liabilities using the fair value hierarchy, which describes three levels of inputs that may be used to measure fair value, as follows: |
Level 1—Quoted prices in active markets for identical assets or liabilities; |
Level 2—Observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities, quoted prices for identical or similar assets or liabilities in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities; and |
Level 3—Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. |
We determine the fair value of Level 1 assets using quoted prices in active markets for identical assets. We review trading activity and pricing for Level 2 investments as of each measurement date. Level 2 inputs, obtained from various third-party data providers, represent quoted prices for similar assets in active markets, were derived from observable market data, or, if not directly observable, were derived from or corroborated by other observable market data. |
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In certain cases where there is limited activity or less transparency around inputs to valuation, we classify securities as Level 3 within the valuation hierarchy. As of December 31, 2012, our Level 3 liability consists of a preferred stock warrant liability that we measured at estimated fair value. |
The following table summarizes, for assets and the liability recorded at fair value, the respective fair value and the classification by level of input within the fair value hierarchy defined above (in thousands): |
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| | SEPTEMBER 30, 2013 | |
| | | | | BASIS OF FAIR VALUE | |
MEASUREMENTS |
| | TOTAL | | | LEVEL 1 | | | LEVEL 2 | | | LEVEL 3 | |
Assets | | | | | | | | | | | | | | | | |
Money market funds | | $ | 75,463 | | | $ | 75,463 | | | $ | — | | | $ | — | |
U.S. government agency securities | | | 9,740 | | | | — | | | | 9,740 | | | | — | |
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Total cash equivalents and marketable securities | | $ | 85,203 | | | $ | 75,463 | | | $ | 9,740 | | | $ | — | |
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| | DECEMBER 31, 2012 | |
| | | | | BASIS OF FAIR VALUE | |
MEASUREMENTS |
| | TOTAL | | | LEVEL 1 | | | LEVEL 2 | | | LEVEL 3 | |
Assets | | | | | | | | | | | | | | | | |
Money market funds | | $ | 6,910 | | | $ | 6,910 | | | $ | — | | | $ | — | |
U.S. Treasury securities | | | 3,577 | | | | 3,577 | | | | — | | | | — | |
U.S. government agency securities | | | 23,047 | | | | — | | | | 23,047 | | | | — | |
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Total cash equivalents and marketable securities | | $ | 33,534 | | | $ | 10,487 | | | $ | 23,047 | | | $ | — | |
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Liability | | | | | | | | | | | | | | | | |
Preferred stock warrant liability | | $ | 563 | | | $ | — | | | $ | — | | | $ | 563 | |
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Prior to our IPO in September 2013, we had outstanding warrants which were classified as a liability and remeasured to fair value each reporting period. We measured the estimated fair value of the preferred stock warrant liability using the Black-Scholes option-pricing model. Inputs used to determine estimated fair value include the estimated fair value of the underlying stock at the valuation measurement date, the remaining contractual term of the warrants, risk-free interest rates, expected dividends, and the expected volatility of the price of the underlying stock. In connection with the completion of the Company’s IPO in September 2013, substantially all of the warrants were automatically net exercised for a total of 4,376 shares, pursuant to the terms of the warrants. As a result of the net exercises, we recorded an $83,000 gain related to the change in fair value as part of other income, net on our Condensed Statement of Operations and reclassified the fair value of $57,000 to permanent equity. These warrants were remeasured using the intrinsic value of the warrant and the net settlement value based on the $13.00 per share IPO price. The remaining outstanding warrant to purchase Series A convertible preferred stock converted into a warrant to purchase 2,304 shares of common stock at $12.30 per share, expiring in January 2014. We remeasured the fair value of these remaining warrants through the date of the conversion to a common stock warrant and we recorded a $3,000 loss related to the change in fair value as part of other income, net on our Condensed Statement of Operations and reclassified the fair value of $6,000 to permanent equity. |
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The change in the estimated fair value of the preferred stock warrant liability is summarized below (in thousands): |
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| | NINE MONTHS ENDED | | | | | | | | | |
SEPTEMBER 30, | | | | | | | | |
| | 2013 | | | 2012 | | | | | | | | | |
Balance, beginning | | $ | 563 | | | $ | 682 | | | | | | | | | |
Change in fair value recorded in other income, net | | | (500 | ) | | | (82 | ) | | | | | | | | |
Exercises | | | (57 | ) | | | — | | | | | | | | | |
Conversion of preferred stock warrant to common stock warrants and reclassification to permanent equity | | | (6 | ) | | | — | | | | | | | | | |
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Balance, ending | | $ | — | | | $ | 600 | | | | | | | | | |
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As of September 30, 2012, the fair value of the above warrants was determined using the following assumptions: |
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Risk-free interest rate | | | 0.1-0.4 | % | | | | | | | | | | | | |
Estimated term (years) | | | 2.3 | | | | | | | | | | | | | |
Volatility | | | 85 | % | | | | | | | | | | | | |
Net Loss Per Share of Common Stock | ' |
Net Loss Per Share of Common Stock |
We compute basic net loss per common share dividing net loss attributable to common stockholders by the weighted-average number of common shares outstanding during the period. We did not include potentially dilutive securities consisting of stock options, the preferred stock warrants, the common stock warrant and convertible preferred stock in the diluted net loss per common share calculations for all periods presented, because the inclusion of such shares would have had an antidilutive effect. The convertible preferred stock contains certain participation rights. |
For the three months and nine months ended September 30, 2013 and 2012, we excluded the following securities from the calculation of diluted net loss per share as the effect would have been antidilutive (in thousands): |
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| | SEPTEMBER 30, | | | | | | | | | |
| | 2013 | | | 2012 | | | | | | | | | |
Convertible preferred stock | | | — | | | | 9,929 | | | | | | | | | |
Options to purchase common stock | | | 2,235 | | | | 2,526 | | | | | | | | | |
Warrants to purchase common stock | | | 2 | | | | — | | | | | | | | | |
Warrants to purchase convertible preferred stock | | | — | | | | 88 | | | | | | | | | |
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| | | 2,237 | | | | 12,543 | | | | | | | | | |
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