Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Mar. 01, 2017 | Jun. 30, 2016 | |
Document And Entity Information [Abstract] | |||
Entity Registrant Name | SCYNEXIS INC | ||
Entity Central Index Key | 1,178,253 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Accelerated Filer | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2016 | ||
Document Fiscal Year Focus | 2,016 | ||
Document Fiscal Period Focus (Q1,Q2,Q3,FY) | FY | ||
Amendment Flag | false | ||
Entity Common Stock, Shares Outstanding | 25,527,366 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Public Float | $ 50,059,758 |
Balance Sheets
Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 35,656 | $ 46,985 |
Short-term investments | 22,930 | 0 |
Prepaid expenses and other current assets | 741 | 1,452 |
Total current assets | 59,327 | 48,437 |
Other assets | 120 | 419 |
Deferred offering costs | 345 | 417 |
Total assets | 59,792 | 49,273 |
Current liabilities: | ||
Accounts payable | 2,192 | 619 |
Accrued expenses | 1,268 | 3,149 |
Accrued severance and retention costs (Note 12) | 0 | 2,639 |
Deferred revenue, current portion | 257 | 257 |
Total current liabilities | 3,717 | 6,664 |
Deferred revenue, non-current | 378 | 635 |
Deferred rent | 25 | 25 |
Warrant liability | 6,601 | 0 |
Loan payable, long term | 14,252 | 0 |
Total liabilities | 24,973 | 7,324 |
Commitments and contingencies | ||
Stockholders’ equity: | ||
Preferred stock, $0.001 par value, authorized 5,000,000 shares as of December 31, 2016 and December 31, 2015; 0 shares issued and outstanding as of December 31, 2016 and December 31, 2015 | 0 | 0 |
Common stock, $0.001 par value, authorized 125,000,000 shares as of December 31, 2016 and December 31, 2015; 24,609,411 and 13,905,599 shares issued and outstanding as of December 31, 2016, and December 31, 2015, respectively | 24 | 14 |
Additional paid-in capital | 214,918 | 192,069 |
Accumulated deficit | (180,123) | (150,134) |
Total stockholders’ equity | 34,819 | 41,949 |
Total liabilities and stockholders’ equity | $ 59,792 | $ 49,273 |
Balance Sheets (Parenthetical)
Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | May 07, 2014 |
Statement of Financial Position [Abstract] | ||||
Preferred shares par value (in dollars per share) | $ 0.001 | $ 0.001 | $ 0.001 | |
Preferred shares authorized (in shares) | 5,000,000 | 5,000,000 | 5,000,000 | |
Preferred shares issued (in shares) | 0 | 0 | ||
Preferred shares outstanding (in shares) | 0 | 0 | ||
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 | ||
Common stock, shares authorized (in shares) | 125,000,000 | 125,000,000 | ||
Common stock, shares issued (in shares) | 24,609,411 | 13,905,599 | ||
Common stock, shares outstanding (in shares) | 24,609,411 | 13,905,599 | 8,512,103 |
Statements of Operations
Statements of Operations - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Statement [Abstract] | |||
Revenue | $ 257,000 | $ 257,000 | $ 1,256,000 |
Operating expenses: | |||
Research and development, net | 20,076,000 | 16,440,000 | 8,287,000 |
Selling, general and administrative | 7,998,000 | 12,166,000 | 7,616,000 |
Total operating expenses | 28,074,000 | 28,606,000 | 15,903,000 |
Loss from operations | (27,817,000) | (28,349,000) | (14,647,000) |
Other expense (income): | |||
Amortization of deferred financing costs and debt discount | 100,000 | 0 | 755,000 |
Loss on extinguishment of debt | 0 | 0 | 1,389,000 |
Interest income | (185,000) | 0 | 0 |
Interest expense | 351,000 | (11,000) | 48,000 |
Warrant liability fair value adjustment | 1,906,000 | 0 | 0 |
Derivative fair value adjustment | 0 | 0 | (10,080,000) |
Other expense | 0 | 0 | 10,000 |
Total other expense (income): | 2,172,000 | (11,000) | (7,878,000) |
Loss from continuing operations before taxes | (29,989,000) | (28,338,000) | (6,769,000) |
Income tax benefit | 0 | 0 | 1,166,000 |
Loss from continuing operations | (29,989,000) | (28,338,000) | (5,603,000) |
(Loss) income from discontinued operations, net of tax expense of $0, $0, and $1,166 for the years ended December 31, 2016, 2015 and 2014, respectively | 0 | (4,285,000) | 1,369,000 |
Net loss | (29,989,000) | (32,623,000) | (4,234,000) |
Deemed dividend for beneficial conversion feature on Series D-2 preferred stock | 0 | 0 | (909,000) |
Deemed dividend for antidilution adjustments to convertible preferred stock | 0 | 0 | (214,000) |
Accretion of convertible preferred stock | 0 | 0 | (510,000) |
Net loss attributable to common stockholders - basic | (29,989,000) | (32,623,000) | (5,867,000) |
Derivative fair value adjustment | 0 | 0 | (10,080,000) |
Net loss attributable to common stockholders - diluted | $ (29,989,000) | $ (32,623,000) | $ (15,947,000) |
Net (loss) income per share attributable to common stockholders - basic | |||
Continuing operations (in dollars per share) | $ (1.58) | $ (2.33) | $ (1.28) |
Discontinued operations (in dollars per share) | 0 | (0.35) | 0.24 |
Net loss per share - basic (in dollars per share) | (1.58) | (2.68) | (1.04) |
Net (loss) income per share attributable to common stockholders - diluted | |||
Continuing operations (in dollars per share) | (1.58) | (2.33) | (2.92) |
Discontinued operations (in dollars per share) | 0 | (0.35) | 0.23 |
Net loss per share - diluted (in dollars per share) | $ (1.58) | $ (2.68) | $ (2.69) |
Weighted average common shares outstanding: | |||
Basic (in shares) | 19,035,299 | 12,163,559 | 5,663,311 |
Diluted (in shares) | 19,035,299 | 12,163,559 | 5,937,087 |
Statements of Operations (Paren
Statements of Operations (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Statement [Abstract] | |||
Tax effect of discontinued operations | $ 0 | $ 0 | $ 1,166 |
Statements of Changes in Conver
Statements of Changes in Convertible Preferred Stock and Stockholders' Equity - USD ($) $ in Thousands | Total | Preferred StockSeries A Convertible Preferred Stock | Preferred StockSeries B Convertible Preferred Stock | Preferred StockSeries C Convertible Preferred Stock | Preferred StockSeries C-1 Convertible Preferred Stock | Preferred StockSeries C-2 Convertible Preferred Stock | Preferred StockSeries D-1 Convertible Preferred Stock | Preferred StockSeries D-2 Convertible Preferred Stock | Common Stock | Additional Paid-in Capital | Accumulated Deficit |
Beginning balance at Dec. 31, 2013 | $ (108,109) | $ 250 | $ 4,215 | $ 28,121 | $ 0 | $ 13,500 | $ 16,952 | $ 24,119 | $ 0 | $ 5,168 | $ (113,277) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Net loss | (4,234) | (4,234) | |||||||||
Exercise of stock options | 9 | 9 | |||||||||
Stock-based compensation expense (Note 10) | 1,201 | 1,201 | |||||||||
Issuance of stock | 54,583 | 544 | 6 | 54,577 | |||||||
Reclassification of warrants issued with preferred stock to derivative liability | (544) | ||||||||||
Beneficial conversion feature for sale of preferred stock | (909) | 909 | (909) | ||||||||
Beneficial conversion feature for antidilution adjustment | (214) | 18 | 153 | 43 | (214) | ||||||
Adjustment of preferred stock to liquidation value | (510) | (18) | (153) | (43) | 724 | (510) | |||||
Conversion of preferred stock into shares of common stock | 88,790 | (250) | (4,215) | (28,121) | (13,500) | (16,952) | (25,752) | 2 | 88,788 | ||
Warrant derivative liability reclassified to additional paid-in capital | 2,701 | 2,701 | |||||||||
Exercise of common stock warrants | 55 | 55 | |||||||||
Issuance of common stock - ESPP | 68 | 68 | |||||||||
Ending balance at Dec. 31, 2014 | 33,431 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 8 | 150,934 | (117,511) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Net loss | (32,623) | (32,623) | |||||||||
Stock-based compensation expense (Note 10) | 3,023 | 3,023 | |||||||||
Issuance of stock | 38,012 | 6 | 38,006 | ||||||||
Issuance of common stock - ESPP | 106 | 106 | |||||||||
Ending balance at Dec. 31, 2015 | 41,949 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 14 | 192,069 | (150,134) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Net loss | (29,989) | (29,989) | |||||||||
Stock-based compensation expense (Note 10) | 1,210 | 1,210 | |||||||||
Debt discount for Solar Warrant | 244 | 244 | |||||||||
Issuance of stock | 21,386 | 10 | 21,376 | ||||||||
Issuance of common stock - ESPP | 19 | 19 | |||||||||
Ending balance at Dec. 31, 2016 | $ 34,819 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 24 | $ 214,918 | $ (180,123) |
Statements of Cash Flows
Statements of Cash Flows - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Cash flows from operating activities: | |||
Net loss | $ (29,989,000) | $ (32,623,000) | $ (4,234,000) |
Adjustments to reconcile net loss to net cash used in operating activities: | |||
Non-cash component of impairment loss on classification of assets as held for sale | 0 | 586,000 | 0 |
Gain on insurance recovery | 0 | 0 | (165,000) |
Loss on disposal of Services Business | 0 | 73,000 | 0 |
Loss on extinguishment of debt | 0 | 0 | 1,389,000 |
Write off of deferred offering costs | 111,000 | 0 | 0 |
Depreciation | 26,000 | 447,000 | 1,238,000 |
Stock-based compensation expense | 1,210,000 | 3,023,000 | 1,201,000 |
Amortization of investment premium | 315,000 | 0 | 0 |
Amortization of deferred financing costs and debt discount | 100,000 | 0 | 755,000 |
Change in fair value of derivative liability | 1,906,000 | 0 | 0 |
Derivative fair value adjustment | 0 | 0 | (10,080,000) |
Changes in deferred rent | 1,000 | (108,000) | (187,000) |
Changes in operating assets and liabilities: | |||
Accounts receivable and unbilled services | 0 | 31,000 | (439,000) |
Prepaid expenses, other assets, and deferred costs | 172,000 | (633,000) | (490,000) |
Accounts payable and accrued expenses | (309,000) | 1,066,000 | 1,575,000 |
Accrued severance and retention cost obligations | (2,639,000) | 2,639,000 | 0 |
Deferred revenue | (257,000) | 954,000 | (35,000) |
Net cash used in operating activities | (29,353,000) | (24,545,000) | (9,472,000) |
Cash flows from investing activities: | |||
Maturities of investments | 12,300,000 | 0 | 0 |
Proceeds from insurance recovery | 0 | 0 | 216,000 |
Proceeds from sale of Services Business | 500,000 | 2,549,000 | 0 |
Maturity of a security | 300,000 | 0 | 0 |
Purchase of a security | 0 | (300,000) | 0 |
Payment of security deposit | 0 | (74,000) | 0 |
Purchases of property and equipment | (27,000) | (589,000) | (704,000) |
Purchase of investments | (35,545,000) | 0 | 0 |
Net cash (used in) provided by investing activities | (22,472,000) | 1,586,000 | (488,000) |
Cash flows from financing activities: | |||
Proceeds from common stock issued | 28,077,000 | 41,400,000 | 62,000,000 |
Proceeds from sale of preferred stock | 0 | 0 | 544,000 |
Repayment of debt | 0 | 0 | (15,000,000) |
Proceeds from Loan Agreement | 15,000,000 | 0 | 0 |
Payments of Loan Agreement issuance costs | (604,000) | 0 | 0 |
Payments of offering costs and underwriting discounts and commissions | (1,996,000) | (3,805,000) | (6,875,000) |
Proceeds from employee stock purchase plan issuances | 19,000 | 106,000 | 68,000 |
Proceeds from exercise of stock warrants | 0 | 0 | 55,000 |
Proceeds from exercise of stock options | 0 | 0 | 9,000 |
Net cash provided by financing activities | 40,496,000 | 37,701,000 | 40,801,000 |
Net (decrease) increase in cash and cash equivalents | (11,329,000) | 14,742,000 | 30,841,000 |
Cash and cash equivalents, beginning of period | 46,985,000 | 32,243,000 | 1,402,000 |
Cash and cash equivalents, end of period | 35,656,000 | 46,985,000 | 32,243,000 |
Supplemental cash flow information: | |||
Cash paid for interest | 351,000 | 0 | 49,000 |
Cash received for interest | 478,000 | 0 | 0 |
Noncash financing and investing activities: | |||
Beneficial conversion feature on sale of Series D-2 preferred stock | 0 | 0 | 909,000 |
Beneficial conversion feature for antidilution adjustment | 0 | 0 | 214,000 |
Adjustment of preferred stock to redemption value | 0 | 0 | 510,000 |
Issuance of warrants allocated to debt discount | 0 | 0 | 906,000 |
Equipment purchases in accounts payable and accrued expenses | 0 | 0 | 34,000 |
Impairment of fixed asset | 0 | 0 | 51,000 |
Deferred offering costs reclassified to additional paid-in capital | 79,000 | 3,388,000 | 4,126,000 |
Warrant derivative liability reclassified to additional paid-in capital | 0 | 0 | 2,701,000 |
Conversion of convertible preferred stock to common stock | 0 | 0 | 88,790,000 |
Proceeds from sale of Services Business held in escrow | $ 0 | $ 500,000 | $ 0 |
Description of Business and Bas
Description of Business and Basis of Preparation | 12 Months Ended |
Dec. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Description of Business and Basis of Preparation | Description of Business and Basis of Preparation Organization SCYNEXIS, Inc. (“SCYNEXIS” or the “Company”) is a Delaware corporation formed on November 4, 1999 . SCYNEXIS is a drug development company, headquartered in Jersey City, New Jersey committed to the development and commercialization of novel anti-infectives to address significant unmet therapeutic needs. The Company has incurred losses and negative cash flows from operations since its initial public offering ("IPO") in May 2014 and expects to continue to incur losses. The Company's liquidity over the next 12 months could be materially affected by, among other things: its ability to raise capital through equity offerings, debt financings, other non-dilutive third-party funding (e.g., grants), strategic alliances and licensing or collaboration arrangements; key SCY-078 development and regulatory events; costs related to its development of SCY-078; and other factors. Initial Public Offering On May 7, 2014, the Company completed an initial public offering (“IPO”) of its common stock. The Company sold an aggregate of 6,200,000 shares of common stock under the registration statement on Form S-1 declared effective by the Securities and Exchange Commission ("SEC") on May 2, 2014, at a public offering price of $10.00 per share. Net proceeds were $54,583 , after deducting underwriting discounts and commissions of $3,290 and offering expenses of $4,127 . Upon the completion of the IPO, all outstanding shares of the Company’s convertible preferred stock were automatically converted into 1,691,884 shares of common stock and certain outstanding warrants were exercised for an additional 275,687 shares of common stock. In connection with the consummation of the IPO, the Company repaid outstanding debt with a principal balance of $15,000 , plus all accrued interest, to the holder of such debt, which was outstanding pursuant to a credit agreement referred to herein as the 2013 Credit Agreement. April 2015 Follow-On Public Offering On April 28, 2015, the Company completed a follow-on public offering (the "April 2015 Offering") of its common stock. The Company sold an aggregate of 5,376,622 shares of common stock at a public offering price of $7.70 per share. Net proceeds were approximately $38,012 , after deducting underwriting discounts and commissions and offering expenses of approximately $3,388 . The significant increase in the shares outstanding beginning in April 2015 has impacted the comparability of the Company's net income (loss) per share calculations between the 2015 and 2014 periods. Shelf Registration Filing On October 30, 2015, the Company filed a shelf registration statement on Form S-3 with the SEC which was declared effective on November 16, 2015. The registration statement contained two prospectuses: • a base prospectus which covers the offering, issuance and sale by the Company of up to a maximum aggregate offering price of $150,000 of the Company's common stock, preferred stock, debt securities and warrants, including common stock or preferred stock issuable upon conversion of debt securities, common stock issuable upon conversion of preferred stock, or common stock, preferred stock or debt securities issuable upon the exercise of warrants (the "Shelf Registration"), and • a prospectus covering the offering, issuance and sale by the Company of up to a maximum aggregate offering price of $40,000 of the Company's common stock that may be issued and sold under a sales agreement with Cowen and Company, LLC ("Cowen"). On April 10, 2016, the Company terminated the sales agreement with Cowen and on April 11, 2016, entered into a Controlled Equity Offering Sales Agreement SM (the “Sales Agreement”) with Cantor Fitzgerald & Co. (“Cantor”). Pursuant to the Sales Agreement, the Company may sell from time to time, at its option, up to an aggregate of $40,000 of the Company’s common stock, through Cantor, as sales agent (the “ATM Offering”). Pursuant to the Sales Agreement, sales of the common stock, if any, will be made under the Company’s previously filed and currently effective registration statement on Form S-3 (File No. 333-207705). The common stock that may be offered, issued and sold by the Company under the Sales Agreement is included in the $150,000 of securities that may be offered, issued and sold by the Company under the base prospectus. Upon termination of the Sales Agreement with Cantor, any portion of the $40,000 included in the Sales Agreement that is not sold pursuant to the Sales Agreement will be available for sale in other offerings pursuant to the base prospectus and a corresponding prospectus supplement, and if no shares are sold under the Sales Agreement, the full $150,000 of securities may be sold in other offerings pursuant to the base prospectus. June 2016 Public Offering On June 21, 2016, the Company completed a public offering (the "June 2016 Public Offering") of its common stock and warrants pursuant to the Company's effective Shelf Registration. The Company sold an aggregate of 9,375,000 shares of common stock and warrants to purchase up to 4,218,750 shares of the Company's common stock at a public offering price of $2.40 per share. The warrant exercise price is $3.00 per share. Net proceeds from the June 2016 Public Offering were approximately $20,754 , after deducting underwriting discounts and commissions and offering expenses of approximately $1,746 . See Note 8 for further details. Loan and Security Agreement On September 30, 2016, the Company entered into a Loan and Security Agreement (the “Loan Agreement”) with Solar Capital Ltd. (“Solar”), in its capacity as administrative and collateral agent and as lender. Pursuant to the Loan Agreement, Solar is providing the Company with a 48 -month secured term loan in the amount of $15,000 (the “Term Loan”) and the Term Loan matures on September 30, 2020 (the “Maturity Date”). See Note 6 for further details. Discontinued Operations As described more fully in Note 13, the Company completed the sale of its contract research and development services business (the "Services Business") on July 21, 2015. The accompanying audited financial statements reflect the retrospective adjustments for the periods presented to include the Services Business in discontinued operations pursuant to FASB Topic 205-20, Presentation of Financial Statements--Discontinued Operations , and FASB Topic 360, Property, Plant, and Equipment . Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires the Company to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Significant estimates include: the fair value of the Company’s common stock used to measure stock-based compensation for options granted to employees and nonemployees and to determine the fair value of common stock warrants; the estimate of services and effort expended by third-party research and development service providers used to recognize research and development expense; and the estimates and assumptions utilized in measuring the warrant liability fair value each reporting period. Reverse Stock-splits On March 17, 2014, the Company amended its amended and restated certificate of incorporation to implement a 1-for-4 reverse stock split of its common stock. The reverse stock split did not cause an adjustment to the par value or the authorized shares of the common stock. As a result of the reverse stock split, the Company adjusted the share amounts under its employee incentive plans, outstanding options and common stock warrant agreements with third parties. On April 25, 2014, the Company amended its amended and restated certificate of incorporation to implement an additional 1-for-5.1 reverse stock split of its common stock. The reverse stock split did not cause an adjustment to the par value or the authorized shares of the common stock. As a result of the reverse stock split, the Company further adjusted the share amounts under its employee incentive plans, outstanding options and common stock warrant agreements with third parties. All disclosures of common shares and per common share data in the accompanying financial statements and related notes reflect these two reverse stock splits for all periods presented. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Concentration of Credit Risk Financial instruments, which potentially expose the Company to concentrations of credit risk, consist principally of cash on deposit and cash equivalents held with one bank which exceed FDIC insured limits. Ongoing credit evaluations of the customer’s financial condition are performed and independent credit ratings for the associated bank are reviewed by the Company and collateral is not required. The Company's money market fund investment (recognized as cash and cash equivalents) is with what the Company believes to be a high quality issuer. The Company has not experienced any losses in such account. Revenue recognized from a non-refundable upfront license fee payment received from Waterstone Pharmaceuticals (HK Limited), or Waterstone, a licensing partner, accounted for 0% , 0% , and 80% , of the Company's total revenue in continuing operations for the years ended December 31, 2016 , 2015 , and 2014, respectively. Revenue recognized from a non-refundable upfront payment from R-Pharm, CJSC (“R-Pharm”), a collaboration partner (see Note 15), accounted for 100% , 100% and 20% of the Company's total revenue in continuing operations for the years ended December 31, 2016 , 2015 , and 2014, respectively. No other parties contributed to the Company's total revenue in continuing operations in 2016 , 2015 , and 2014. Cash and Cash Equivalents The Company considers any highly liquid investments with a remaining maturity of three months or less when purchased to be cash and cash equivalents. Deferred Offering Costs Deferred offering costs are expenses directly related to the IPO, the April 2015 Offering, or the Company's Shelf Registration (see Note 1). These costs consist of legal, accounting, printing, and filing fees that the Company has capitalized, including fees incurred by the independent registered public accounting firm directly related to the offerings. The IPO deferred offering costs were offset against the IPO proceeds in May 2014 and were reclassified to additional paid-in capital upon completion of the IPO. Deferred costs associated with the April 2015 Offering were offset against the proceeds from the April 2015 Offering and were reclassified to additional paid-in capital upon completion of the April 2015 Offering. Deferred costs associated with the Shelf Registration will be reclassified to additional paid in capital on a pro-rata basis in the event the Company completes an offering under the Shelf Registration, with any remaining deferred offering costs charged to the results of operations at the end of the three -year life of the Shelf Registration. As of December 31, 2016 and 2015 , the amount capitalized as deferred offering costs was $345 and $417 , respectively. Warrant Liability On June 21, 2016, the Company sold an aggregate of 9,375,000 shares of common stock and warrants to purchase up to 4,218,750 shares of the Company's common stock under the Shelf Registration at a public offering price of $2.40 per share of common stock sold. The Company accounted for these warrants as a liability instrument measured at its fair value. The fair values of these warrants have been determined using the Black-Scholes valuation model ("Black-Scholes"). The warrants are subject to remeasurement at each balance sheet date, using Black-Scholes, with any changes in the fair value of the outstanding warrants recognized in the accompanying statements of operation. See Note 8 for further details. Comprehensive Loss The Company has no items of comprehensive income or loss other than net loss. Revenue Recognition and Deferred Revenue The Company has entered into collaboration arrangements in exchange for non-refundable upfront payments and consideration as services are performed. These arrangements include multiple elements, such as the sale of licenses and the provision of services. Under these arrangements, the Company also is entitled to receive development milestone payments and royalties in the form of a designated percentage of product sales. The Company classifies non-refundable upfront payments, milestone payments and royalties received under collaboration and licensing agreements as revenues within its statements of operations because the Company views such activities as being central to its business operations. Revenue is recognized when all of the following conditions are met: (i) persuasive evidence of an arrangement exists; (ii) delivery has occurred or services have been rendered; (iii) fees are fixed or determinable; and (iv) collection of fees is reasonably assured. The Company’s contract research and development services revenue is recognized in the period in which the services are performed. When entering into an arrangement, the Company first determines whether the arrangement includes multiple deliverables and is subject to accounting guidance in ASC subtopic 605-25, Multiple-Element Arrangements . If the Company determines that an arrangement includes multiple elements, it determines whether the arrangement should be divided into separate units of accounting and how the arrangement consideration should be measured and allocated among the separate units of accounting. An element qualifies as a separate unit of accounting when the delivered element has standalone value to the customer. The Company’s arrangements do not include a general right of return relative to delivered elements. Any delivered elements that do not qualify as separate units of accounting are combined with other undelivered elements within the arrangement as a single unit of accounting. If the arrangement constitutes a single combined unit of accounting, the Company determines the revenue recognition method for the combined unit of accounting and recognizes the revenue over the period from inception through the date the last deliverable within the single unit of accounting is delivered. Non-refundable upfront license fees are recorded as deferred revenue and recognized into revenue on a straight-line basis over the estimated period of the Company’s substantive performance obligations. If the Company does not have substantive performance obligations, the Company recognizes non-refundable upfront fees into revenue through the date the deliverable is satisfied. Analyzing the arrangement to identify deliverables requires the use of judgment and each deliverable may be an obligation to deliver services, a right or license to use an asset, or another performance obligation. In arrangements that include license rights and other non-contingent deliverables, such as participation in a steering committee, these deliverables do not have standalone value because the non-contingent deliverables are dependent on the license rights. That is, the non-contingent deliverables would not have value without the license rights, and only the Company can perform the related services. Upfront license rights and non-contingent deliverables, such as participation in a steering committee, do not have standalone value as they are not sold separately and they cannot be resold. In addition, when non-contingent deliverables are sold with upfront license rights, the license rights do not represent the culmination of a separate earnings process. As such, the Company accounts for the license and the non-contingent deliverables as a single combined unit of accounting. In such instances, the license revenue in the form of non-refundable upfront payments is deferred and recognized over the applicable relationship period, which historically has been the estimated period of the Company’s substantive performance obligations or the period the rights granted are in effect. The Company recognizes contingent event-based payments under license agreements when the payments are received. The Company has not received any royalty payments to date. The Company will recognize a milestone payment as revenue when earned if it is substantive and the Company has no ongoing performance obligations related to the milestone. A milestone payment is considered substantive if it: 1) is commensurate with either the Company’s performance to achieve the milestone or the enhanced value of the delivered item as a result of a specific outcome from the Company’s performance to achieve the milestone; 2) relates solely to past performance; and 3) is reasonable relative to all of the deliverables and payment terms, including other potential milestone consideration, within the arrangement. Amounts received prior to satisfying all revenue recognition criteria are recorded as deferred revenue in the accompanying balance sheets. The Company’s deferred revenue includes non-refundable upfront payments received under certain licensing and collaboration arrangements that contain substantive prospective performance obligations that the Company is providing over respective defined service or estimated relationship periods. Such non-refundable upfront payments are recognized over these defined service or estimated relationship periods. The Company received a non-refundable upfront payment of $1,500 from R-Pharm in August 2013 which is being recognized over a period of 70 months. The Company recognized revenue in continuing operations from this upfront payment of $257 , $257 and $256 for the years ended December 31, 2016, 2015, and 2014, respectively. In July 2016, the Company entered into an Asset Purchase agreement with UK-based Cypralis Limited (or "Cypralis"), a life sciences company, for the sale of its cyclophilin inhibitor assets. Cypralis also acquired all patents, patent applications and know-how related to the acquired portfolio. In connection with the Asset Purchase agreement, the Company is eligible to receive milestone payments upon the successful progression of Cypralis clinical candidates into later stage clinical studies and royalties payable upon product commercialization. The Company retains the right to repurchase the portfolio assets from Cypralis if abandoned or deprioritized. For the year ended December 31, 2016, there was no revenue recognized associated with this agreement. Collaboration Arrangements The Company assesses its contractual arrangements, and presents costs incurred and payments received under contractual arrangements, in accordance with FASB ASC 808, Collaborative Arrangements (Topic 808), when the Company determines that the contractual arrangement incudes a joint operating activity, has active participation by both parties, and both parties are subject to significant risks and rewards under the arrangement. When reimbursement payments are due to the Company under a collaborative arrangement within the scope of Topic 808, the Company determines the appropriate classification for each specific reimbursement payment in the statements of operations by considering (i) the nature of the arrangement, (ii) the nature of the Company’s business operations, and (iii) the contractual terms of the arrangement. The Company has concluded that the August 2013 development, license, and supply agreement with R-Pharm, combined with the supplemental arrangement in November 2014, is a collaborative arrangement pursuant to Topic 808 and the Company’s previously described accounting policy. This agreement and supplemental arrangement is further described in Note 15. The reimbursements due from R-Pharm for specified research and development costs incurred by the Company are classified as a reduction to research and development expense in the accompanying statements of operations. The reimbursements due to the Company are recorded as a reduction of expense when (i) the reimbursable expenses have been incurred by the Company, (ii) persuasive evidence of a cost reimbursement arrangement exists, (iii) reimbursable costs are fixed or determinable, and (iv) the collection of the reimbursement payment is reasonably assured. Unpaid reimbursement amounts due from R-Pharm at period end are presented as an other current asset in the accompanying balance sheets. Research and Development Major components of research and development costs include clinical trial activities and services, including related drug formulation, manufacturing, and other development, preclinical studies, cash compensation, stock-based compensation, fees paid to consultants and other entities that conduct certain research and development activities on the Company’s behalf, materials and supplies, legal services, and regulatory compliance. The Company is required to estimate its expenses resulting from its obligations under contracts with clinical research organizations, clinical site agreements, vendors, and consultants in connection with conducting SCY-078 clinical trials and preclinical development. The financial terms of these contracts are subject to negotiations which vary from contract to contract, and may result in payment flows that do not match the periods over which materials or services are provided to the Company under such contracts. The Company’s objective is to reflect the appropriate development and trial expenses in its financial statements by matching those expenses with the period in which the services and efforts are expended. For clinical trials, the Company accounts for these expenses according to the progress of the trial as measured by actual hours expended by CRO personnel, investigator performance or completion of specific tasks, patient progression, or timing of various aspects of the trial. For preclinical development services performed by outside service providers, the Company determines accrual estimates through financial models, taking into account development progress data received from outside service providers and discussions with applicable Company and service provider personnel. Reimbursements of certain research and development costs by parties under collaborative arrangements have been recorded as a reduction of research and development expense presented within the statement of operations. Such reimbursements were made under the collaboration arrangement with R-Pharm, which is further described in Note 15. Information about the Company’s research and development expenses and reimbursements due under collaboration arrangements for the years ended December 31, 2016, 2015 and 2014 is presented as follows: Years Ended December 31, 2016 2015 2014 Research and development expense, gross $ 20,706 $ 17,380 $ 8,717 Less: Reimbursement of research and development expense 630 940 430 Research and development expense, net of reimbursements $ 20,076 $ 16,440 $ 8,287 Patent Expenses Costs related to filing and pursuing patent applications, as well as costs related to maintaining the Company's existing patent portfolio, are recorded as expense as incurred since recoverability of such expenditures is uncertain. Fair Value of Financial Instruments Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date, based on the Company’s principal or, in absence of a principal, most advantageous market for the specific asset or liability. The Company uses a three-tier fair value hierarchy to classify and disclose all assets and liabilities measured at fair value on a recurring basis, as well as assets and liabilities measured at fair value on a non-recurring basis, in periods subsequent to their initial measurement. The hierarchy requires the Company to use observable inputs when available, and to minimize the use of unobservable inputs when determining fair value. The three tiers are defined as follows: • Level 1 — Observable inputs that reflect quoted market prices (unadjusted) for identical assets or liabilities in active markets; • Level 2 — Observable inputs other than quoted prices in active markets that are observable either directly or indirectly in the marketplace for identical or similar assets and liabilities; and • Level 3 — Unobservable inputs that are supported by little or no market data, which require the Company to develop its own assumptions about the assumptions market participants would use in pricing the asset or liability based on the best information available in the circumstances. Amortization of Deferred Financing Costs and Debt Discount Amortization of deferred financing costs and debt discount includes the amortization of debt discount related to the warrants issued with the convertible notes, the amortization of issuance costs related to the convertible notes, amortization of the deferred financing costs related to a deemed contribution for a guarantee from a related party, and the amortization of the debt discount related to the long term loan payable with Solar. Income Taxes The Company provides for deferred income taxes under the asset and liability method, whereby deferred income taxes result from temporary differences between the tax bases of assets and liabilities and their reported amounts in the financial statements. Valuation allowances are established when necessary to reduce deferred tax assets to the amount that the Company believes is more likely than not to be realized. The Company recognizes uncertain tax positions when the positions will be more likely than not sustained based solely upon the technical merits of the positions. The Company applies intraperiod tax allocation guidance pursuant to FASB ASC 740, Income Taxes (Topic 740) to allocate income tax (expense) benefit between pre-tax income (loss) from continuing operations and discontinued operations. For periods in which the Company reports pre-tax income from discontinued operations for financial reporting purposes and pre-tax loss from continuing operations, the Company presents income from discontinued operations net of income tax expense attributable to its discontinued operations using the effective tax rate of the Services Business. The Company also recognizes a corresponding income tax benefit on its loss from continuing operations for the same affected period. Certain modifications made to an outstanding incentive stock option award at any time after the initial grant dates which are considered to be “material modifications”, as defined within the Internal Revenue Code, may result in the affected award being recharacterized as a non-statutory stock option. The effects of any recharacterization modification for purposes of income tax accounting are recognized on a prospective basis. Stock-Based Compensation The Company measures and recognizes compensation expense for all stock-based payment awards made to employees, officers, and directors based on the estimated fair values of the awards as of grant date. The Company values equity instruments and stock options granted to employees and non-employee directors using the Black-Scholes valuation model. The value of the portion of the award that is ultimately expected to vest is recorded as expense over the requisite service periods. The Company estimated the fair value of common stock warrants granted to lenders at their intrinsic value, which was the estimated fair value of the common stock less the exercise price for the warrant. Basic and Diluted Net Loss per Share of Common Stock The Company uses the two-class method to compute net loss per share because the Company has issued securities, other than common stock, that contractually entitle the holders to participate in dividends and earnings of the Company. The two-class method requires earnings for the period to be allocated between common stock and participating securities based upon their respective rights to receive distributed and undistributed earnings. Holders of each series of the Company’s convertible preferred stock were entitled to participate in dividends, when and if declared by the SCYNEXIS Board of Directors (the "board of directors" or the "board"), that were made to common stockholders, and as a result were considered participating securities. Under the two-class method, for periods with net income, basic net income per common share is computed by dividing the net income attributable to common stockholders by the weighted average number of shares of common stock outstanding during the period. Net income attributable to common stockholders is computed by subtracting from net income the portion of current year earnings that the participating securities would have been entitled to receive pursuant to their dividend rights had all of the year’s earnings been distributed. No such adjustment to earnings is made during periods with a net loss, as the holders of the participating securities have no obligation to fund losses. Diluted net loss per common share is computed under the two-class method by using the weighted average number of shares of common stock outstanding, plus, for periods with net income attributable to common stockholders, the potential dilutive effects of stock options and warrants. In addition, the Company analyzes the potential dilutive effect of the outstanding participating securities when calculating diluted earnings per share. Under the “treasury stock” method, it is assumed that the warrants and options were exercised at the beginning of the period and that the funds obtained from the exercise were used to reacquire the Company’s common stock at the average market price for the period and includes those securities when they are dilutive. Under the “if-converted” method, it is assumed that the outstanding participating securities convert into common stock at the beginning of the period. The Company reports the more dilutive of the approaches as its diluted net income or net loss per share during the period. The following potentially dilutive shares of common stock have not been included in the computation of diluted net loss per share for all periods as the result would be anti-dilutive December 31, 2016 2015 Warrants to purchase Series C-1 Preferred 14,033 14,033 Warrants to purchase common stock associated with June 2016 Public Offering 4,218,750 — Warrants to purchase common stock associated with Loan Agreement 122,435 — Stock options 1,819,444 1,379,727 Segment and Geographic Information Operating segments are defined as components of an enterprise (business activity from which it earns revenue and incurs expenses) about which discrete financial information is available and regularly reviewed by the chief operating decision maker in deciding how to allocate resources and in assessing performance. The Company’s chief operating decision maker (“CODM”) is the Chief Executive Officer. The CODM reviews consolidated operating results to make decisions about allocating resources and assessing performance for the entire Company. The Company views its operations and manages its business as one operating segment. All assets of the Company were held in the United States for the years ended December 31, 2016 and 2015 . Although all operations are based in the United States, the Company generated a portion of its revenue, including revenue in discontinued operations, from customers outside of the United States. All of the Company's revenue from continuing operations was generated from non-refundable upfront payments received under certain licensing and collaboration arrangements with partners located in Russia and China. Information about the Company’s revenue, including revenue in continuing operations and discontinued operations, from different geographic regions for the years ended December 31, 2016 , 2015 , and 2014 is presented as follows: Years Ended December 31, 2016 2015 2014 United States $ — — % $ 6,931 90 % $ 16,422 86 % Europe — — 477 7 % 1,235 7 % Other non-US 257 100 % 257 3 % 1,367 7 % Total revenue 257 100 % 7,665 100 % 19,024 100 % Less: Revenue from discontinued operations — — 7,408 97 % 17,768 93 % Revenue from continuing operations $ 257 100 % $ 257 3 % $ 1,256 7 % All sales, including sales outside of the United States, are denominated in United States dollars. Effect of Recent Accounting Pronouncements In April 2014, the FASB issued ASU 2014-08, Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity, or ASU 2014-08. Under ASU 2014-08, only disposals representing a strategic shift in operations that have a major effect on the Company’s operations and financial results should be presented as discontinued operations. Additionally, ASU 2014-08 requires expanded disclosures about discontinued operations that will provide financial statement users with more information about the assets, liabilities, income, and expenses of discontinued operations. The amendments in ASU 2014-08 are effective for fiscal years, and interim periods within those years, beginning after December 15, 2014. The Company adopted this guidance in the first quarter of 2015 and has applied it in the accompanying financial statements for presentation and disclosure of the Services Business as discontinued operations (see Note 13). The Company will also apply, as applicable, the guidance to future dispositions or classifications as held for sale. In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers: Topic 606, or ASU 2014-09. ASU 2014-09 establishes the principles for recognizing revenue and develops a common revenue standard for U.S. GAAP. The standard outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes most current revenue recognition guidance, including industry-specific guidance. In applying the new revenue recognition model to contracts with customers, an entity: (1) identifies the contract(s) with a customer; (2) identifies the performance obligations in the contract(s); (3) determines the transaction price; (4) allocates the transaction price to the performance obligations in the contract(s); and (5) recognizes revenue when (or as) the entity satisfies a performance obligation. The accounting standards update applies to all contracts with customers except those that are within the scope of other topics in the FASB Accounting Standards Codification. The accounting standards update also requires significantly expanded quantitative and qualitative disclosures regarding the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers. This guidance is effective for fiscal years and interim periods within those years beginning after December 15, 2017. In April 2016, the FASB issued ASU No. 2016-10, Revenue from Contracts with Customers , or ASU 2016-10. The new guidance is an update to ASC 606 and provides clarity on: identifying performance obligations and licensing implementation. For public companies, ASU 2016-10 is effective for annual periods, including interim periods within those annual periods, beginning after December 15, 2017. As the Company has not yet received regulatory approval for any products, the impact of this standard is not expected to be material. However, the new standard will require the Company to estimate variable consideration associated with the prior sale of intellectual property to Cypralis, the effects of which have yet to be determined. Additionally, the Company is currently evaluating whether any changes to the accounting for the arrangement with R-Pharm and other third party collaborators may be necessary, as well as the implementation method that will be applied upon adoption. In August 2014, the FASB issued ASU No. 2014-15, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern , or ASU 2014-15. ASU 2014-15 will explicitly require management to assess an entity’s ability to continue as a going concern, and to provide related footnote disclosure in certain circumstances. The new standard will be effective for all entities in the first annual period ending after December 15, 2016. The adoption of ASU 2014-15 did not have an impact on the Company's financial statements. In February 2016, the FASB issued ASU No. 2016-02, Leases , or ASU 2016-02 . The new guidance requires lessees to recognize the assets and liabilities arising from leases on the balance sheet. For public companies, ASU 2016-02 is effective for annual periods, including interim periods within those annual periods, beginning after December 15, 2018, and early adoption is permitted. The Company does not expect that the adoption of ASU 2016-02 will have a material impact on its financial statements. In March 2016, the FASB issued ASU No. 2016-09, Compensation-Stock Compensation , or ASU 2016-09. The new guidance is an update to ASC 718 and simplifies several aspects of the accounting for share-based transactions. For public companies, ASU 2016-09 is effective for annual periods, including interim periods within those annual periods, beginning after December 15, 2016. Early adoption is permitted for an entity in any interim or annual period and the Company is evaluating the impact of the implementation that ASU 2016-09 will have on the Company's financial statements. |
Short-term Investments
Short-term Investments | 12 Months Ended |
Dec. 31, 2016 | |
Investments, Debt and Equity Securities [Abstract] | |
Short-term Investments | Short-term Investments The following table summarizes the held-to-maturity securities held at December 31, 2016: Amortized Cost Unrealized Gains Unrealized Losses Fair Value As of December 31, 2016 U.S. government securities $ 22,930 31 62 $ 22,899 Total short-term investments $ 22,930 31 62 $ 22,899 As of December 31, 2016, the Company has $22,930 of held-to-maturity investments with contractual maturities less than one year. |
Prepaid Expenses and Other Curr
Prepaid Expenses and Other Current Assets | 12 Months Ended |
Dec. 31, 2016 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Prepaid Expenses and Other Current Assets | Prepaid Expenses and Other Current Assets December 31, 2016 2015 Prepaid SCY-078 development services $ 153 $ 108 Prepaid insurance 243 285 Other prepaid expenses 71 91 Other receivable due from R-Pharm 233 430 Escrow receivable due from Accuratus (Note 13) — 500 Other current assets 41 38 Total prepaid expenses and other current assets $ 741 $ 1,452 |
Accrued Expense
Accrued Expense | 12 Months Ended |
Dec. 31, 2016 | |
Payables and Accruals [Abstract] | |
Accrued Expense | Accrued Expense December 31, 2016 2015 Accrued research and development expenses $ 318 $ 1,903 Accrued employee bonus compensation 730 776 Employee withholdings 22 42 Other accrued expenses 198 428 Total accrued expenses $ 1,268 $ 3,149 |
Borrowings
Borrowings | 12 Months Ended |
Dec. 31, 2016 | |
Debt Disclosure [Abstract] | |
Borrowings | Borrowings On September 30, 2016, the Company entered into the Loan Agreement with Solar, in its capacity as administrative and collateral agent and as lender. Pursuant to the Loan Agreement, Solar is providing the Company with a 48 -month secured Term Loan in the amount of $15,000 . The Term Loan bears interest at a floating rate equal to the LIBOR rate in effect plus 8.49% and the Company is required to make interest-only payments on the Term Loan beginning November 1, 2016 and continuing through March 1, 2018. Beginning April 1, 2018 (the “Amortization Date”), the Company is required to make monthly payments of interest plus equal monthly principal payments from the Amortization Date through the Maturity Date of the Term Loan. If the Company receives certain positive clinical data prior to March 31, 2018, and receives unrestricted net cash proceeds of not less than $20,000 after September 8, 2016, from certain financing, licensing, or other non-dilutive agreements, the Amortization Date is extended for an additional six months (extending the interest-only time period by six months ). However, the ultimate term of the Term Loan is not extended and the equal monthly payments of principal will be calculated based on the remaining term of the Term Loan. The obligations under the Loan Agreement are secured by a lien on substantially all assets of the Company other than its intellectual property, which is subject to a negative pledge. The Loan Agreement contains customary affirmative covenants, including covenants regarding the payment of taxes and other obligations, maintenance of insurance, reporting requirements and compliance with applicable laws and regulations. Further, the Loan Agreement contains customary negative covenants limiting the ability of the Company, among other things, to incur debt, grant liens, make investments, make acquisitions, make certain restricted payments and sell assets, subject to certain exceptions, and maintain certain minimum liquidity requirements. Upon the occurrence and during the continuance of an event of default, the lenders may declare all outstanding principal and accrued but unpaid interest under the Loan Agreement immediately due and payable and may exercise the other rights and remedies provided for under the Loan Agreement and related loan documents. The events of default under the Loan Agreement include payment defaults, cross defaults with certain other agreements, breaches of covenants or representations and warranties, the occurrence of a material adverse effect and certain bankruptcy events. The Company has the right to prepay the Term Loan in whole at any time and the Loan Agreement contains customary prepayment and closing fees. Pursuant to the Loan Agreement, on September 30, 2016 (the "Closing Date"), the Company issued to Solar a warrant (the “Solar Warrant”) to purchase an aggregate of up to 122,435 shares of the Company’s common stock at an exercise price of $3.6754 per share. The Solar Warrant will expire five years from the date of the grant. The Solar Warrant is classified as equity and was recorded at its relative fair value at issuance in the stockholders' equity section of the balance sheet (See Note 8). Future principal debt payments on the currently outstanding Term Loan payable as of December 31, 2016 are as follows: 2017 $ — 2018 4,500 2019 6,000 2020 4,500 Total principal payments 15,000 Final fee due at maturity 750 Total principal and final fee payment 15,750 Unamortized discount and debt issuance costs (1,498 ) Less current portion — Loan payable, long term $ 14,252 |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Leases On July 13, 2015, the Company entered into a sublease (the "Sublease") that became effective July 22, 2015, to sublet certain premises consisting of 10,141 square feet of space (the "Subleased Premises") located at 101 Hudson Street, Jersey City, New Jersey from Optimer Pharmaceuticals, Inc. The term of the Sublease commenced on August 1, 2015 (the "Commencement Date") and is scheduled to expire on July 30, 2018. No base rent was due under the Sublease until one month after the Commencement Date. Under the Sublease, the Company is obligated to pay monthly base rent of approximately $25 per month, which amount increases by 3% annually on each anniversary of the Commencement Date. In addition, the Company was required to fund a security deposit with the sublandlord in the amount of $74 . Rent expense for continuing operations was approximately $294 , $247 , and $125 for the years ended December 31, 2016 , 2015 and 2014. Future minimum lease payments for all operating leases as of December 31, 2016 are as follows: 2017 $ 307 2018 182 Thereafter — Total $ 489 License Arrangements with Potential Future Expenditures As of December 31, 2016 , the Company had a license arrangement with Merck Sharp & Dohme Corp., or Merck, as amended, that involves potential future expenditures. Under the license arrangement, executed in May 2013, the Company exclusively licensed from Merck its rights to SCY-078 in the field of human health. In January 2014, Merck assigned the patents related to SCY-078 that it had exclusively licensed to the Company. SCY-078 is the Company's lead product candidate. Pursuant to the terms of the license agreement, Merck is eligible to receive milestone payments from the Company that could total $19,000 upon occurrence of specific events, including initiation of a Phase 3 clinical study, new drug application, and marketing approvals in each of the U.S., major European markets, and Japan. In addition, Merck is eligible to receive tiered royalties from the Company based on a percentage of worldwide net sales of SCY-078. The aggregate royalties are mid- to high-single digits. In December 2014, the Company and Merck entered into an amendment to the license agreement that defers the remittance of a milestone payment due to Merck, such that no amount will be due upon initiation of the first Phase 2 clinical trial of a product containing the SCY-078 compound (the "Deferred Milestone"). The amendment also increases, in an amount equal to the Deferred Milestone, the milestone payment that will be due upon initiation of the first Phase 3 clinical trial of a product containing the SCY-078 compound. In December 2016, the Company entered into a second amendment to the license agreement with Merck which clarified what would constitute the initiation of a Phase 3 clinical trial for the purpose of milestone payment. Except as described above, all other terms and provisions of the license agreement remain in full force and effect. The Company has two additional licensing agreements for other compounds that could require it to make payments of up to $2,300 upon achievement of certain milestones by the Company. Clinical Development Arrangement The Company has entered into, and expects to continue to enter into, contracts in the normal course of business with various third parties who support its clinical trials, preclinical research studies, and other services related to its development activities. The scope of the services under these agreements can generally be modified at any time, and the agreement can be terminated by either party after a period of notice and receipt of written notice. |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Dec. 31, 2016 | |
Equity [Abstract] | |
Stockholders' Equity | Stockholders' Equity Authorized, Issued, and Outstanding Common Shares The Company’s common stock has a par value of $0.001 per share and consists of 125,000,000 authorized shares as of December 31, 2016 and 2015 , respectively; 24,609,411 and 13,905,599 shares were issued and outstanding as of December 31, 2016 , and December 31, 2015 , respectively. The following table summarizes common stock share activity for the years ended December 31, 2016 and 2015 : Shares of Balance, December 31, 2014 8,512,103 Common stock issued through April 2015 Offering 5,376,622 Common stock issued through employee stock purchase plan 16,874 Balance, December 31, 2015 13,905,599 Common stock issued through Shelf Registration 10,696,456 Common stock issued through employee stock purchase plan 7,356 Balance, December 31, 2016 24,609,411 Shares Reserved for Future Issuance The Company had reserved shares of common stock for future issuance as follows: December 31, 2016 2015 Outstanding stock options 1,819,444 1,379,727 Outstanding Series C-1 Preferred warrants 14,033 14,033 Warrants to purchase common stock associated with June 2016 Public Offering 4,218,750 — Warrants to purchase common stock associated with Loan Agreement 122,435 — For possible future issuance under 2014 Equity Incentive Plan (Note 10) 668,921 552,415 For possible future issuance under 2014 Employee Stock Purchase Plan (Note 10) 72,338 50,283 For possible future issuance under 2015 Inducement Plan (Note 10) 165,000 165,000 Total common shares reserved for future issuance 7,080,921 2,161,458 Liquidation Rights In the event of any liquidation or dissolution of the Company, the holders of the common stock are entitled to the remaining assets of the Company legally available for distribution. Dividends and Voting Rights The holders of the common stock are entitled to receive dividends if and when declared by the Company. The holders of the common stock have the right to one vote per share. Preferred Stock On May 7, 2014, the Company amended and restated its articles of incorporation relating to its approved capital structure. The Company's board of directors has authorized the Company, subject to limitations prescribed by Delaware law, to issue up to 5,000,000 shares of preferred stock with a par value of $0.001 per share in one or more series, to establish from time to time the number of shares to be included in each series and to fix the designation, powers, preferences and rights of the shares of each series and any of its qualifications, limitations or restrictions. The Company's board of directors can also increase or decrease the number of shares of any series of preferred stock, but not below the number of shares of that series then outstanding, without any further vote or action by the stockholders. The Company's board of directors may authorize the issuance of preferred stock with voting or conversion rights that could adversely affect the voting power or other rights of the holders of the common stock. There were no shares of preferred stock issued and outstanding as of December 31, 2016 and 2015, respectively. Warrants Associated with Convertible Preferred Stock Issuances In July 2006, the Company issued warrants to purchase 196,923 shares of Series C-1 Preferred Stock, which converted into the right to purchase 14,033 shares of common stock in connection with our IPO, however, we refer to these warrants as our Series C-1 Preferred warrants. The Series C-1 Preferred warrants were issued in conjunction with a loan financing agreement with an original exercise price of $3.25 per share of Series C-1 Preferred, which converted into an exercise price of $45.61 per share of common stock in connection with our IPO. These warrants remain outstanding as of December 31, 2016 and will expire on May 7, 2019 , which is the five year anniversary of the Company's IPO. The fair value at the date of grant for these instruments was $459 , which was recorded as a debt discount. The debt discount related to these warrants was fully amortized as of December 31, 2010. The Company determined that the warrants should be recorded as a derivative liability and stated at fair value at each reporting period. As of December 31, 2016 and 2015, the fair value of the warrant derivative liability was zero . Warrants Associated with June 2016 Public Offering On June 21, 2016, the Company completed the June 2016 Public Offering of its common stock and warrants pursuant to the Company's effective Shelf Registration (see Note 1). Each purchaser received a warrant to purchase 0.45 of a share for each share purchased in the June 2016 Public Offering. There is not expected to be any trading market for the warrants. Each warrant was exercisable immediately upon issuance, will expire five years from the date of issuance, and has an exercise price of $3.00 per share. The warrants contain a provision where the warrant holder has the option to receive cash, equal to the Black-Scholes fair value of the remaining unexercised portion of the warrant, as cash settlement in the event that there is a fundamental transaction (contractually defined to include various merger, acquisition or stock transfer activities). Due to this provision, ASC 480, Distinguishing Liabilities from Equity requires that these warrants be classified as liabilities. The fair values of these warrants have been determined using the Black-Scholes valuation model, and the changes in the fair value are recorded in the accompanying statements of operations. During the year ended December 31, 2016, the Company recorded a loss of $ 1,906 due to the change in fair value of the warrant liability. As of December 31, 2016, the fair value of the warrant liability was $ 6,601 . Warrant Associated with Loan Agreement Pursuant to the Loan Agreement, on the Closing Date the Company issued to Solar the Solar Warrant to purchase an aggregate of up to 122,435 shares of the Company’s common stock at an exercise price of $3.6754 per share. The Solar Warrant will expire five years from the date of the grant. The Solar Warrant was classified as equity and recorded at its relative fair value at issuance in the stockholders' equity section of the balance sheet. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The Company’s financial statements include total tax benefit of $0 , $0 and $1,166 on net losses from continuing operations before taxes of $29,989 , $28,338 and $6,769 for the years ended December 31, 2016, 2015 and 2014, respectively. Reconciliations of the differences between the benefit for income taxes and income taxes at the statutory U.S. federal income tax rate is as follows: Years Ended December 31, 2016 2015 2014 Amount Percent of Pretax Income Amount Percent of Pretax Income Amount Percent of Pretax Income Income taxes from continuing operations at statutory rate $ (10,196 ) 34.0 % $ (9,635 ) 34.0 % $ (2,301 ) 34.0 % State income taxes (1,287 ) 4.3 % (196 ) 0.7 % (471 ) 7.0 % Stock warrant derivative liability — — — — (3,427 ) 50.6 % Stock-based compensation 215 (0.8 )% 15 (0.1 )% 268 (4.0 )% R&D tax credits (955 ) 3.2 % (1,152 ) 4.1 % (320 ) 4.7 % Loss on sale of discontinued operations, net of reduction in related valuation allowances — — (1,458 ) 5.1 % — — Warrants issuance 730 (2.4 )% — — — — Other 719 (2.4 )% (127 ) 0.5 % (190 ) 2.8 % Increase in valuation allowance 10,774 (35.9 )% 12,553 (44.3 )% 5,275 (77.9 )% Total income tax benefit $ — — % $ — — % $ (1,166 ) 17.2 % The components of deferred tax assets and liabilities as of December 31, 2016 and 2015 are as follows: December 31, 2016 2015 Current deferred tax assets: Accrued expenses $ 215 $ 783 Stock-based compensation 1,664 1,507 Other 39 19 1,918 2,309 Noncurrent deferred tax assets (liabilities); Net operating loss carryforwards 53,173 42,358 Research and development credits 4,185 3,836 57,358 46,194 Total deferred tax assets 59,276 48,503 Valuation allowances (59,276 ) (48,503 ) Net deferred tax assets $ — $ — As of December 31, 2016 and 2015 , the Company had available federal net operating loss ("NOL") carryforwards of approximately $144,374 and $117,272 , respectively, North Carolina net economic loss ("NEL") carryforwards of approximately $110,954 and $117,721 , respectively, and New Jersey NOL carryforwards of approximately $28,255 and $0 , respectively. The federal NOL and North Carolina NEL carryforwards begin to expire in 2020 and 2015 , respectively. The New Jersey NOL carryforwards begin to expire in 2036. As of December 31, 2016 , the Company had available federal research and development credit carryforwards of $4,022 and North Carolina credit carryforwards of $156 , which begin to expire in 2020 and 2015 , respectively. As of December 31, 2016 and 2015 , the Company has concluded that it is more likely than not that the Company will not realize the benefit of its deferred tax assets due to its history of losses. Accordingly, the net deferred tax assets have been fully reserved. In accordance with Section 382 of the Internal Revenue Code of 1986, as amended, a change in equity ownership of greater than 50% within a three-year period results in an annual limitation on the Company’s ability to utilize its NOL carryforwards created during the tax periods prior to the change in ownership. The Company has determined that ownership changes have occurred and as a result, a portion of the Company’s NOL carryforwards are limited. Because the Company has incurred cumulative net operating losses since inception, all tax years remain open to examination by U.S. federal and state income tax authorities. The Company adopted FASB Accounting Standards Codification 740-10-25-5, Income Taxes , formerly FASB Interpretation No. 48, Accounting for Uncertainty in Income Taxes , as amended, on January 1, 2009. The difference between the tax benefit recognized in the financial statements and the tax benefit claimed in the tax return is referred to as an unrecognized tax benefit. The following is a tabular reconciliation of the total amounts of unrecognized tax benefits as of December 31, 2016 and 2015: December 31, 2016 2015 Unrecognized tax benefit—January 1 $ 623 $ 623 Additions for tax positions of current period — — Additions for tax positions of prior periods — — Other — — Unrecognized tax benefit—December 31 $ 623 $ 623 None of the unrecognized tax benefits would, if recognized, affect the effective tax rate because the Company has recorded a valuation allowance to fully offset federal and state deferred tax assets. The Company has no tax positions for which it is reasonably possible that the total amount of unrecognized tax benefits will significantly increase or decrease within the coming year. The Company has $0 provided for interest and penalties associated with uncertain tax positions. |
Stock-based Compensation
Stock-based Compensation | 12 Months Ended |
Dec. 31, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-based Compensation | Stock-based Compensation 2009 Stock Option Plan The Company had a share-based compensation plan (the “2009 Stock Option Plan”) under which the Company granted options to purchase shares of common stock to employees, directors, and consultants as either incentive stock options or nonqualified stock options. Incentive stock options could be granted with exercise prices not less than 100% to 110% of the fair market value of the common stock. Options granted under the plan generally vest over three to four years and expire in 10 years from the date of grant. 2014 Equity Incentive Plan In February 2014, the Company’s board of directors adopted the 2014 Equity Incentive Plan (the "2014 Plan") which was subsequently ratified by its stockholders and became effective on May 2, 2014 (the “Effective Date”). The 2014 Plan is the successor to and continuation of the 2009 Stock Option Plan. As of the Effective Date, no additional awards will be granted under the 2009 Stock Option Plan, but all stock awards granted under the 2009 Stock Option Plan prior to the Effective Date will remain subject to the terms of the 2009 Stock Option Plan. All awards granted on and after the Effective Date will be subject to the terms of the 2014 Plan. The 2014 Plan provides for the grant of the following awards: (i) incentive stock options, (ii) nonstatutory stock options, (iii) stock appreciation rights, (iv) restricted stock awards, (v) restricted stock unit awards, and (vi) other stock awards. Employees, directors, and consultants are eligible to receive awards. Under the 2014 Plan, after giving effect to the increases to the share reserve approved by the Company’s stockholders in September 2014, and June 2015, discussed below, the aggregate number of shares of common stock that could be issued from and after the Effective Date (the “share reserve”) could not exceed the sum of (i) 1,122,731 new shares, (ii) the shares that represented the 2009 Stock Option Plan’s available reserve on the Effective Date, and (iii) any returning shares from the 2009 Stock Option Plan. Under the 2014 Plan, the share reserve will automatically increase on January 1 st of each year, for a period of not more than 10 years, commencing on January 1, 2015 and ending on January 1, 2024, in an amount equal to 4.0% of the total number of shares of capital stock outstanding on December 31 st of the preceding calendar year. The board of directors may act prior to January 1 st of a given year to provide that there will be no increase in the share reserve or that the increase will be a lesser number of shares than would otherwise occur. On June 18, 2014, the Company’s board of directors and compensation committee approved an amendment of the 2014 Plan, subject to stockholder approval, to increase the aggregate number of shares of the Company’s common stock that may be issued under the 2014 Plan by an additional 351,653 shares. All other material terms of the 2014 Plan remained unchanged. The Company’s stockholders approved the 2014 Plan amendment on September 11, 2014. On February 25, 2015, the Company's board of directors approved an amendment of the 2014 Plan, subject to stockholder approval, to increase the aggregate number of shares of common stock that may be issued pursuant to awards under the 2014 Plan by an additional 510,726 shares. The Company's stockholders approved the 2014 Plan amendment on June 4, 2015. All other material terms of the 2014 Plan otherwise remain unchanged. Pursuant to the terms of the 2014 Plan, on January 1, 2016 and 2015, the Company automatically added 556,223 and 340,484 shares to the total number shares of common stock available for future issuance under the 2014 Plan, respectively. As of December 31, 2016 , there were 668,921 shares of common stock available for future issuance under the 2014 Plan. See Note 17 for certain events occurring after December 31, 2016 that affected the number of shares of common stock available for future issuance under the 2014 Plan. 2015 Inducement Plan On March 26, 2015, the Company's board of directors adopted the 2015 Inducement Plan (the "2015 Plan"). The 2015 Plan provides for the grant of nonstatutory stock options, stock appreciation rights, restricted stock awards, restricted stock unit awards, and other forms of equity compensation (collectively, stock awards), all of which may be granted to persons not previously employees or directors of the Company, or following a bona fide period of non-employment, as an inducement material to the individuals’ entering into employment with the Company within the meaning of NASDAQ Listing Rule 5635(c)(4). The 2015 Plan has a share reserve covering 450,000 shares of common stock. During the year ended December 31, 2016 , there were no granted options of the Company's common stock under the 2015 Inducement Plan. As of December 31, 2016 , there were 165,000 shares of common stock available for future issuance under the 2015 Plan. Option Valuation Method The fair value of a stock option is estimated using an option-pricing model that takes into account as of the grant date the exercise price and expected life of the option, the current price of the underlying stock and its expected volatility, expected dividends on the stock, and the risk-free interest rate for the expected term of the option. The Company has used the simplified method in calculating the expected term of all option grants based on the vesting period. Compensation costs related to share-based payment transactions are recognized in the financial statements upon satisfaction of the requisite service or vesting requirements. Forfeitures are estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates. The Company based its estimated forfeiture rate on historical forfeitures of all stock option grants. The Company has elected to use the Black-Scholes option-pricing model. The Black-Scholes option-pricing model was developed for use in estimating the fair value of traded options that have no vesting restrictions and are fully transferable rather than for use in estimating the fair value of stock options subject to vesting and transferability restrictions. Using the Black-Scholes option-pricing model, the weighted-average fair value of options granted during 2016, 2015, and 2014 was $2.57 , $4.79 and $6.24 per option, respectively. The aggregate fair value of options granted during 2016, 2015, and 2014 was $1,279 , $4,217 and $3,249 , respectively. The assumptions used to estimate fair value and the resulting grant date fair values are as follows: Employees Non-employee Directors Years Ended December 31, Years Ended December 31, 2016 2015 2014 2016 2015 2014 Expected dividend yield — — — — — — Weighted average expected volatility 67.18% 64.42% 68.57% 67.61% 63.46% 64.10% Weighted average risk-free interest rate 1.48% 1.60% 2.05% 1.41% 1.62% 1.75% Weighted average expected term (in years) 6.08 6.07 6.04 5.30 5.32 5.30 Forfeiture rate 5.00% 5.00% 5.00% 5.00% 5.00% 5.00% The activity for the 2009 Plan, 2014 Plan and 2015 Plan for the years ended December 31, 2016 and 2015 is summarized as follows: Number of Shares Weighted- Average Exercise Price Weighted- Average Remaining Contractual Life (in years) Aggregate Intrinsic Value Outstanding — January 1, 2015 615,322 $ 9.55 9.48 $ 265 Granted 880,116 8.17 Exercised — — Canceled (115,711 ) 9.05 Outstanding — December 31, 2015 1,379,727 $ 8.71 7.18 $ — Exercisable — December 31, 2015 635,548 $ 9.41 4.56 $ — Vested or expected to vest — December 31, 2015 1,342,518 $ 8.73 7.11 $ — Outstanding — January 1, 2016 1,379,727 $ 8.71 7.18 $ — Granted 497,978 $ 4.23 Exercised — $ — Canceled (58,261 ) $ 7.47 Outstanding — December 31, 2016 1,819,444 $ 7.52 6.98 $ 32 Exercisable — December 31, 2016 1,022,515 $ 8.59 5.51 $ 15 Vested or expected to vest —December 31, 2016 1,779,597 $ 7.55 6.94 $ 31 The intrinsic values in the table above represent the total intrinsic value (the difference between the Company’s closing stock price as of December 31, 2016 and 2015 , and the exercise price multiplied by the number of options). The total fair value of shares vested during the years ended December 31, 2016 , 2015 and 2014 was $1,534 , $595 and $458 , respectively, which exclude the effects of the 2015 option amendments (described in further detail below) that resulted in accelerated vesting and related incremental fair value. As of December 31, 2016 , there was approximately $2,739 of total unrecognized compensation cost related to unvested share-based compensation arrangements granted under the plan. That cost is expected to be recognized over weighted-average periods of 2.7 . The aggregate intrinsic value of options exercised during the year ended December 31, 2016, 2015 , and 2014 was $0 , $0 , and $11 respectively. 2015 Option Amendments During the year ended December 31, 2015, the following events resulted in the amendment to terms of outstanding stock option awards: • As described in Note 12, Charles F. Osborne, Jr., the Company’s former chief financial officer, resigned from the Company effective June 30, 2015. The Company's compensation committee of the board of directors approved the following modifications to Mr. Osborne's outstanding options to purchase the Company's common stock: (i) accelerated vesting of all unvested stock options as of June 30, 2015, and (ii) an extension to the existing 90 -day post-employment option exercise period to 36 months. As of June 30, 2015, Mr. Osborne held outstanding options to purchase an aggregate of 74,490 shares of the Company's common stock at a weighted average exercise price of $9.53 per share, including unvested options to purchase 50,814 shares at a weighted average exercise price of $9.49 per share. • Yves J. Ribeill, Ph.D. resigned as President effective July 21, 2015. The Company and Dr. Ribeill entered into a Separation Agreement which included the following modifications to Dr. Ribeill's outstanding options to purchase the Company's common stock: (i) accelerated vesting of all unvested stock options as of July 21, 2015, and (ii) an extension to the existing 90 -day post-employment option exercise period to 48 months. As of July 23, 2015, Dr. Ribeill held 84,613 vested options and 183,268 unvested options to purchase shares of the Company’s common stock at a weighted average exercise price of $9.61 and $9.41 per share, respectively. The Company determined the additional compensation cost associated with the previously described modifications in addition to the modifications of options associated with the sale of the Services Business pursuant to applicable guidance in FASB ASC Topic 718, Compensation—Stock Compensation . The additional compensation cost was determined by calculating the difference between (a) the estimated fair value of each option award immediately prior to the modifications and (b) the estimated fair value of each option award immediately after the modifications. The fair value of each option award immediately prior to and immediately after modification was estimated using the Black-Scholes option-pricing model to determine an incremental fair value, consistent with and in accordance with the Company’s existing accounting policy for stock compensation (see Note 2). Using the Black-Scholes option-pricing model, the weighted-average incremental fair value of outstanding modified option awards was $3.77 per option share. The total additional compensation cost associated with the previously described modifications was determined to be $1,869 , which was expensed in the year ended December 31, 2015. The remaining additional compensation cost is associated with future service periods and will be recognized as those services are performed. 2014 Employee Stock Purchase Plan In February 2014, the Company’s board of directors adopted the 2014 Employee Stock Purchase Plan (“ESPP”), which was subsequently ratified by the Company’s stockholders and became effective on May 2, 2014 . The purpose of the ESPP is to provide means by which eligible employees of the Company and of certain designated related corporations may be given an opportunity to purchase shares of the Company’s common stock, and to seek and retain services of new and existing employees and to provide incentives for such persons to exert maximum efforts for the success of the Company. Common stock that may be issued under the ESPP will not exceed 47,794 shares, plus the number of shares of common stock that are automatically added on January 1 st of each year for a period of ten years, commencing on January 1, 2015 and ending on January 1, 2024, in an amount equal to the lesser of (i) 0.8% of the total number of shares of outstanding common stock on December 31 of the preceding calendar year, and (ii) 29,411 shares of common stock. Similar to the 2014 Plan, the board of directors may act prior to January 1 st of a given year to provide that there will be no increase in the share reserve or that the increase will be a lesser number of shares than would otherwise occur. The ESPP is intended to qualify as an “employee stock purchase plan” within the meaning of Section 423 of the Internal Revenue Code. During the year ended December 31, 2014, the Company issued 10,048 shares of common stock under the ESPP. During the years ended December 31, 2016 and 2015, the number of shares of common stock available for issuance under the ESPP was automatically increased by 29,411 shares and the Company issued a total of 7,356 and 16,874 shares of common stock under the ESPP, respectively. As of December 31, 2016 , there were 72,338 shares of common stock available for future issuance under the ESPP. Compensation Cost The compensation cost that has been charged against income for stock awards under the 2009 Stock Option Plan, the 2014 Plan, and the ESPP was $1,210 , $3,023 and $1,201 for the years ended December 31, 2016, 2015, and 2014, respectively. The total income tax benefit recognized in the statements of operations for share-based compensation arrangements was $0 for the years ended December 31, 2016, 2015, and 2014, respectively. Cash received from options exercised was $0 for both the years ended December 31, 2016 and 2015, and $9 for the year ended December 31, 2014. Stock-based compensation expense related to stock options is included in the following line items in the accompanying statements of operations: Years Ended December 31, 2016 2015 2014 Research and development, net $ 299 $ 300 $ 394 Selling, general and administrative 911 2,515 648 Discontinued operations — 208 159 Total stock-based compensation expense $ 1,210 $ 3,023 $ 1,201 |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements The carrying amounts of certain financial instruments, including cash and cash equivalents, accounts receivable, unbilled services, prepaid expenses and other current assets, accounts payable, and accrued expenses approximate their respective fair values due to the short-term nature of such instruments. Assets and Liabilities Measured at Fair Value on a Non-Recurring Basis As discussed in Note 13, the Company met the relevant criteria for reporting the Service Business as held for sale on May 4, 2015 (the "Measurement Date"), and as a result, assessed the asset group for impairment pursuant to FASB Topic 360, Property, Plant, and Equipment. The net carrying value of the Services Business asset group was compared to its fair value as of May 4, 2015. The Company determined that the selling price paid by Accuratus to acquire the Services Business asset group was the best estimate of fair value, which the Company concluded was a Level 2 input. The Company determined that the Services Business asset group's net carrying value exceeded its fair value by $572 on the Measurement Date. The Company also estimated selling costs directly attributable to the sale of the Services Business to be $778 . As a result, the Company recorded a $1,350 impairment charge on property and equipment assets classified as held for sale in the quarterly period ended June 30, 2015. The Company subsequently recorded a $73 loss on disposal, after the effects of $764 of actual selling costs, in the quarterly period ended September 30, 2015, due to (i) a difference between estimated and final direct selling costs and (ii) a change in estimated working capital of the Services Business between June 30, 2015 and the effective date of the sale on July 17, 2015. Assets and Liabilities Measured at Fair Value on a Recurring Basis The Company evaluates its financial assets and liabilities subject to fair value measurements on a recurring basis to determine the appropriate level in which to classify them for each reporting period, pursuant to the policy described in Note 2. This determination requires significant judgments to be made. The following table summarizes the conclusions reached as of December 31, 2016 and 2015 for financial instruments measured at fair value on a recurring basis: Fair Value Hierarchy Classification Balance Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) December 31, 2015 Cash on deposit $ 46,935 $ 46,935 — — Money market funds 50 50 — — Total assets $ 46,985 $ 46,985 — — December 31, 2016 Cash on deposit $ 9,767 $ 9,767 — — Money market funds 25,889 25,889 Total assets $ 35,656 $ 35,656 — — Warrant liability $ 6,601 — — $ 6,601 Total liabilities $ 6,601 — — $ 6,601 The Company measures cash equivalents at fair value on a recurring basis. The fair value of cash equivalents is determined based on “Level 1” inputs, which consist of quoted prices in active markets for identical assets. Level 3 financial liabilities consist of the warrant liability for which there is no current market such that the determination of fair value requires significant judgment or estimation. Changes in fair value measurements categorized within Level 3 of the fair value hierarchy are analyzed each period based on changes in estimates or assumptions and recorded as appropriate. The Company uses the Black-Scholes option valuation model to value the Level 3 warrant liability at inception and on subsequent valuation dates. This model incorporates transaction details such as the Company’s stock price, contractual terms, maturity, risk free rates, as well as volatility. A reconciliation of the beginning and ending balances for liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3) is as follows: Year Ended December 31, 2016 Balance - January 1, 2016 $ — Issuance of warrants 4,695 Loss adjustment to fair value 1,906 Balance - December 31, 2016 $ 6,601 |
Compensatory Plan Obligations
Compensatory Plan Obligations | 12 Months Ended |
Dec. 31, 2016 | |
Restructuring and Related Activities [Abstract] | |
Compensatory Plan Obligations | Compensatory Plan Obligations Compensatory Plan with Services Business Employees In connection with the Company's sale of its Services Business, which is more fully described in Note 13, the Company designed a compensatory plan to promote the retention of services of its non-executive employees supporting that business (the "Services Business Plan"). The Company's board of directors adopted, and the Company communicated, the material terms of the Services Business Plan prior to June 30, 2015, to all non-executive employees of the Services Business. The Services Business Plan terms provided for certain cash compensation payments, as well as modifications to the terms of currently outstanding stock options held by such non-executive employees, as more completely described below, upon the successful closing of the sale of the Services Business. The sale closed in July 2015 (see Note 13). The Services Business Plan meets the definition of an exit and disposal activity pursuant to FASB ASC 420-- Exit and Disposal Cost Obligations and all related expenses incurred have been presented in discontinued operations in the statements of operations in the period incurred. The Services Business Plan provided that in the event a non-executive employee of the Services Business was not offered a comparable position by Accuratus, the Company would provide severance payments to such employees. The Company terminated certain employees in June 2015 (the "June 2015 Terminated Employees") who became eligible for severance benefits totaling approximately $999 pursuant to the terms of the Services Business Plan, which was expensed in the quarterly period ended June 30, 2015. As of December 31, 2016 , the remaining severance obligation for the June 2015 Terminated Employees was $0 . The Services Business Plan also provided for certain amendments to the terms of the outstanding stock option awards held by the June 2015 terminated employees. In July 2015, pursuant to the Services Business Plan, the Company paid cash totaling approximately $215 to certain non-executive employees of the Services Business representing an incentive payment upon the closing of the sale of the Services Business. In addition, all non-executive employees of the Services Business were eligible to receive a cash retention compensation payment from the Company on the earlier of (i) the six month anniversary of the closing of the sale transaction, provided that they remained employed by Accuratus as of such date, or (ii) the date of termination of such employee by Accuratus without good cause. Maximum cash retention compensation payments could have totaled approximately $814 under the Services Business Plan, if all service business employees had remained eligible pursuant to the terms of the Services Business Plan. The Company incurred these obligations on the date of the sale of the Services Business in July 2015; therefore, the estimated fair value of the compensation expense associated with these cash payments and obligations was recognized during the quarterly period ended September 30, 2015. As of December 31, 2016 , after adjusting for employees who forfeited their benefits under the Services Business Plan, the Company's liability is $0 . This liability was satisfied in January 2016 when the Company paid all cash retention compensation payments to the former employees. The Services Business Plan also includes certain amendments to the terms of the eligible employees' outstanding stock option awards. Compensatory Arrangement with Employees of the Company's Continuing Operations In connection with the Company's relocation of its continuing operations to Jersey City, New Jersey, the Company designed a compensatory plan to promote the retention of services of non-executive employees supporting its continuing operations (the "Retention Plan"). The Company's board of directors adopted, and the Company communicated, the material terms of the Retention Plan prior to June 30, 2015, to all non-executive employees supporting the Company's continuing operations. The Retention Plan terms provided for certain cash compensation payments and severance payments, as well as modifications to the terms of currently outstanding stock options held by such non-executive employees, as more completely described below. The Company has concluded that the Retention Plan meets the definition of an exit and disposal activity pursuant to FASB ASC 420-- Exit and Disposal Cost Obligations as of June 30, 2015, and all related expenses incurred have been presented in continuing operations in the statements of operations. The Retention Plan provided that non-executive employees were eligible to receive cash bonuses, severance payments and related benefit premiums, provided that all current employees remained employed through December 31, 2015 and were not terminated for cause. The Retention Plan also provided that if the Company and an employee agreed upon a services termination date earlier than December 31, 2015 (the "Release Date"), the employee would remain eligible for all terms of the Retention Plan. The Company accrued this obligation over the remaining future service period required by the employees through the earlier of the Release Date or December 31, 2015. During the year ended December 31, 2015, the Company recognized total expense of $1,012 , which was included in research and development and selling, general, and administrative expenses in the accompanying statements of operations. As of December 31, 2016 , the remaining obligation was $0 . The Retention Plan also includes certain amendments to the terms of the eligible employees' outstanding stock option awards. Compensatory Arrangements with Former Executive Officers Charles F. Osborne, Jr., the Company’s former chief financial officer, resigned from the Company effective June 30, 2015. The Company's compensation committee of the board of directors approved a compensatory arrangement for Mr. Osborne that provided for certain payments and benefits, including: (i) a cash payment of approximately $138 upon his resignation on June 30, 2015; (ii) cash severance payments totaling approximately $179 , which was equal to seven months of Mr. Osborne’s then effective base salary, paid over seven months commencing with the first payroll period following the resignation date; (iii) a payment representing a contribution Mr. Osborne can use towards continuing COBRA premiums for medical, dental, and vision group health coverage for a period up to seven months after the resignation date; and (iv) certain amendments to the terms of Mr. Osborne's outstanding stock option awards (see Note 10). The cash severance payments and related benefit premiums and payroll taxes totaled approximately $335 and were expensed in the quarterly period ended June 30, 2015. As of December 31, 2016 , the remaining obligation of $0 is included in accrued severance and retention liabilities in the accompanying balance sheet. Yves J. Ribeill, Ph.D. resigned as President effective July 21, 2015. The Company and Dr. Ribeill entered into an agreement, effective July 21, 2015, (the “Separation Agreement”), providing for certain payments and benefits to Dr. Ribeill, including: (i) a cash payment of approximately $100 upon the effective date of his resignation; (ii) cash severance payments totaling approximately $900 , paid over 12 months commencing with the first payroll period following the resignation date; (iii) a payment representing a contribution Dr. Ribeill can use towards continuing COBRA premiums for medical, dental, and vision group health coverage after the resignation date; and (iv) certain amendments to the terms of Dr. Ribeill's outstanding stock option awards (see Note 10). The cash severance payments and related benefit premiums and payroll taxes totaled approximately $1,046 as of July 21, 2015, which was recognized as expense in the quarterly period ended September 30, 2015. As of December 31, 2016 , the remaining obligation of $0 is included in accrued severance and retention liabilities in the accompanying balance sheet. |
Discontinued Operations
Discontinued Operations | 12 Months Ended |
Dec. 31, 2016 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued Operations | Discontinued Operations On May 4, 2015, the Company's board of directors directed management to pursue a plan to sell the Service Business to Accuratus, representing a strategic shift in the Company's operations. The Company met the relevant criteria for reporting the Service Business as held for sale and in discontinued operations in the second quarter of 2015, pursuant to FASB ASC 205-20, Presentation of Financial Statements-Discontinued Operations , and FASB ASC 360, Property, Plant, and Equipment . The Company assessed the Services Business net asset group for impairment pursuant to FASB Topic 360 and recorded a $1,350 impairment charge on classification of property and equipment assets as held for sale in the quarterly period ended June 30, 2015. The fair value measurement used to determine the impairment charge has been described in Note 11. Sale of the Services Business On July 21, 2015, the Company completed the sale of the Services Business to Accuratus pursuant to the Purchase Agreement, with an effective date of July 17, 2015 for an aggregate purchase price of $3,875 , subject to a working capital adjustment of $824 , which reduced the proceeds at closing. In addition, a portion of the consideration payable at closing equal to $500 was withheld and is subject to an escrow for a period of 12 months from the date of closing to satisfy indemnification obligations of the Company in connection with breaches of any representation and warranties and other customary obligations under the terms of the Purchase Agreement. The escrow funds were received in full on July 19, 2016 in accordance with the Purchase Agreement. The net cash consideration received by the Company upon closing in July 2015 was $2,549 , after adjusting for the items described above and a nominal escrow fee. Additionally, in May 2014, the Company paid a $500 success fee to Burrill Securities, an affiliate of Burrill Biotechnology Capital Fund, L.P., a previous holder of the Company’s capital stock, pursuant to an engagement letter. The fee was recognized as general and administrative expense in the accompanying statements of operations. The following table describes the net proceeds from the sale and the assets and liabilities sold, net of impairment charges and loss on disposal: July 16, 2015 Net proceeds from sale of the Services Business Net cash consideration received at closing $ 2,549 Consideration in escrow 500 Total consideration 3,049 Less: selling costs 764 Proceeds from sale, net of selling costs $ 2,285 Services Business assets and liabilities disposed of on July 16, 2015 Accounts and unbilled receivables, net $ 1,470 Prepaid expenses and other current assets 713 Property and equipment, net of accumulated depreciation 4,900 Other assets 59 Assets of Services Business, net $ 7,142 Accounts payable and accrued expenses $ 616 Deferred revenue 1,657 Deferred rent 1,161 Liabilities related to assets of the Services Business $ 3,434 Assets of the Services Business, net of liabilities $ 3,708 Less: Impairment charge recognized upon classification as held for sale 1,350 Less: Loss on disposal 73 Assets of the Services Business, net of liabilities and impairment charges $ 2,285 Continuing Involvement with Accuratus The Company and Accuratus also entered into the Services Agreement pursuant to which Accuratus provided the Company with certain contract research and development services for 18 months (the "Initial Term") following the closing of the sale of the Services Business for a minimum purchase obligation of at least $3,300 due from the Company over the Initial Term of the Services Agreement and was satisfied at December 31, 2016. On January 17, 2017, the Services Agreement was amended to extend the Initial Term to December 31, 2018. The amendment did not include any further minimum purchase obligation due from the Company. The purpose of the Services Agreement is to replace services that were previously provided internally by employees of the Company prior to the sale of the Services Business. The employees performing these services became employees of Accuratus in connection with this sale transaction. During the year ended December 31, 2016 , the Company recognized $3,131 of expense for services provided by Accuratus under the Services Agreement, which is included in research and development expense in the accompanying audited statements of operations. The following table presents revenue, (expenses), gains, and (losses) attributable to discontinued operations: Years Ended December 31, 2016 2015 2014 Major line items constituting income of discontinued operations: Total revenue $ — $ 7,408 $ 17,768 Cost of revenue — (7,296 ) (15,446 ) Research and development — (860 ) — Selling, general, and administrative — — 48 Gain on insurance recovery — — 165 Severance and exit costs — (2,114 ) — Impairment charge from classification of assets as held for sale — (1,350 ) — Gain (loss) on disposal, net of associated transaction costs of $764 — (73 ) — Income tax expense — — (1,166 ) Loss (income) from discontinued operations, net of income tax expense $ — $ (4,285 ) $ 1,369 Sanofi owns 100% of a subsidiary, Merial, which was a customer of the Services Business. Both Sanofi and the subsidiary have an investment in the Company. The Company’s related-party revenue with Merial composed 29% and 41% of total revenue in discontinued operations for the years ended December 31, 2015 and 2014, respectively. The following table presents depreciation, capital expenditures, and significant operating and investing non-cash items related to the discontinued operations: Years Ended December 31, 2016 2015 2014 Depreciation expense $ — $ 391 $ 1,132 Purchases of property and equipment — (547 ) (704 ) Proceeds from insurance recovery — — 216 Gain on insurance recovery — — (165 ) Stock-based compensation — 208 159 Changes in deferred rent — (133 ) (187 ) Equipment purchases in accounts payable and accrued expenses — — 34 Impairment of fixed asset — — 51 |
Employee Benefit Plan
Employee Benefit Plan | 12 Months Ended |
Dec. 31, 2016 | |
Compensation and Retirement Disclosure [Abstract] | |
Employee Benefit Plan | Employee Benefit Plan The Company has a 401(k) retirement plan, which covers all U.S. employees scheduled for and working more than 20 hours per week. The Company may provide a discretionary match with a maximum amount of 50% of the first 6% of eligible participant’s compensation, which vests ratably over four years . Continuing operations contributions under the plan were approximately $77 , $79 , and $63 during the years ended December 31, 2016 , 2015 and 2014, respectively. |
Significant Agreements
Significant Agreements | 12 Months Ended |
Dec. 31, 2016 | |
Research and Development [Abstract] | |
Significant Agreements | Significant Agreements R-Pharm Collaboration Arrangement In August 2013, the Company entered into a development, license, and supply agreement (the “original agreement”) with R-Pharm, granting it exclusive rights to develop and commercialize SCY-078, the Company's lead antifungal compound, in the field of human health in Russia and certain smaller non-core markets. The Company received an upfront payment of $1,500 , the unamortized portion of which comprises its deferred revenue balance as of December 31, 2016, and is entitled to receive payments on contingent events, including 1) a development milestone payment of $3,000 upon the first registration of SCY-078 in any country covered by the agreement; 2) sales-based payments of up to $15,000 upon R-Pharm’s achievement of specified targets for cumulative net sales of SCY-078; and 3) percentage royalties of up to the mid-teens on SCY-078 net sales. The Company deferred the upfront payment received and is recognizing it over the estimated relationship period of 70 months, which includes the product development period and an additional period during which the Company is required to participate in a product development committee. The development milestone payment is considered substantive and will be recognized when R-Pharm achieves certain specified milestones. The sales-based payments will not be recognized until the Company 1) receives the payments, and 2) has no continuing performance obligations. If the Company has any continuing performance obligations when the sales-based payments are received, those payments will be deferred and recognized over the remaining period of continuing performance obligations. Royalties will be recognized when payment is received. The original agreement also included terms whereby R-Pharm would reimburse the Company for certain research and development costs associated with Phase 2 and Phase 3 clinical trials of oral SCY-078 and the development of an IV formulation of SCY-078. However, these cost reimbursement terms required that the clinical trials and the IV formulation development follow a global development plan that was agreed upon by both parties in August 2013. Subsequent to August 2013, modifications were made to the global development plan that caused the clinical trial cost reimbursement terms in the original agreement to no longer be enforceable. As a result, the Company concluded that persuasive evidence of a cost reimbursement arrangement did not exist under the original agreement with R-Pharm. Further, the IV formulation development cost reimbursement terms in the original agreement did not specify which IV formulation and development costs were reimbursable by R-Pharm. Because of this lack of specificity, the Company concluded that the reimbursable fees due from R-Pharm were not determinable under the original agreement. In November 2014, the Company entered into a supplemental arrangement with R-Pharm, whereby R-Pharm was informed of the modified IV formulation development plan and R-Pharm agreed to reimburse the Company for specifically identified IV formulation development and manufacturing costs incurred by the Company. The specifically identified costs were defined as all costs incurred by the Company under a separate arrangement between the Company and a third-party service provider, whereby the third-party service provider is performing certain IV formulation and development services. The Company concluded that the original agreement, when combined with the November 2014 supplemental arrangement, provided persuasive evidence of a cost reimbursement arrangement between the Company and R-Pharm as of December 31, 2014. Therefore, the Company has recognized receivables due from R-Pharm and has received reimbursement payments from R-Pharm during 2016, 2015, and 2014. The presentation and disclosure associated with this cost reimbursement receivable is in accordance with the Company's research and development expenses accounting policy described in Note 2. The agreement with R-Pharm relates to the Company's continuing operations and was not associated with the sale of the Services Business in July 2015 (see Note 13). Waterstone Licensing Agreement On October 29, 2014, the Company entered into a license agreement with Waterstone Pharmaceutical (HK Limited), or Waterstone, under which the Company granted Waterstone an exclusive, worldwide license to develop and commercialize SCY-635 for the treatment of viral diseases in humans. In addition, under the same agreement, the Company granted Waterstone an option for an exclusive, worldwide license to develop and commercialize two additional compounds of the Company, SCY-575 and SCY-116, for the treatment of viral diseases in humans. The option is exercisable for a period of 18 months from the date of the agreement. In addition, the Company agreed that during the term of the agreement, it would not develop or commercialize, or grant any right or license to any third party to develop or commercialize, in Asia (excluding Japan), any cyclophilin inhibitor for treatment of viral diseases in humans. The agreement expires upon Waterstone’s last royalty payment, which is the later of ten years from the last registration of the product, or the last to expire of the patents. Either party may terminate the agreement if the other party breaches and fails to remedy the breach after receiving notice from the nonbreaching party. Specifically, the Company has the ability to terminate the agreement if the Company determines that Waterstone failed to make reasonable progress in the development and commercialization of SCY-635 or the optioned compounds. If the Company gives Waterstone notice of failure to make reasonable progress, Waterstone will have the opportunity to correct the deficiencies. If Waterstone fails to do so, the Company has the right to terminate the license. The Company received a non-refundable upfront license fee payment of $1,000 in November 2014 for SCY-635, and may receive an additional upfront payment of $500 if Waterstone exercises its option for the two additional compounds. The Company is also entitled to receive certain payments on contingent future events, including 1) a development milestone payment of $4,000 upon the first registration of a product, and 2) royalties based on a specified percentage of net sales (which percentage is in the mid-single digits), varying based on whether the product contains SCY-635 or one of the two additional compounds. The Company analyzed the license agreement and concluded that, as of December 31, 2014, it had no remaining substantive obligations to perform under the arrangement. As a result, the Company recognized revenue of $ 1,000 from the non-refundable upfront payment in the year ended December 31, 2014. The development milestone payment and the royalties will be recognized as revenue if and when the Company receives the payments. The Waterstone Licensing Agreement relates to the Company's continuing operations and was not associated with the sale of the Services Business in July 2015. |
Quarterly Results of Operations
Quarterly Results of Operations (Unaudited) | 12 Months Ended |
Dec. 31, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Results of Operations (Unaudited) | Quarterly Results of Operations (Unaudited) Three Months Ended March 31, 2016 June 30, 2016 September 30, 2016 December 31, 2016 Total Revenue $ 64 $ 64 $ 64 $ 65 $ 257 Loss from operations (7,212 ) (8,268 ) (6,706 ) (5,631 ) (27,817 ) Net loss (7,184 ) (8,128 ) (11,228 ) (3,449 ) (29,989 ) Net loss per share - basic and diluted $ (0.52 ) $ (0.56 ) $ (0.48 ) $ (0.02 ) $ (1.58 ) Three Months Ended March 31, 2015 June 30, 2015 September 30, 2015 December 31, 2015 Total Revenue $ 65 $ 64 $ 64 $ 64 $ 257 Operating loss (5,932 ) (6,493 ) (7,537 ) (8,387 ) (28,349 ) Net loss (6,384 ) (9,497 ) (8,355 ) (8,387 ) (32,623 ) Net loss per share - basic and diluted $ (0.75 ) $ (0.78 ) $ (0.60 ) $ (0.55 ) $ (2.68 ) See Notes 10, 11, 12, and 13 for details of the effect of the sale of the Company's Services Business in July 2015. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2016 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events Pursuant to the terms of the 2014 Plan (see Note 10), on January 1, 2017, the Company automatically added 984,376 shares to the total number shares of common stock available for future issuance under the 2014 Plan. Pursuant to the terms of the 2014 ESPP (see Note 10), on January 1, 2017, the Company automatically added 29,411 shares to the total number shares of common stock available for future issuance under the 2014 ESPP. On March 8, 2017, a purported stockholder class action lawsuit was filed in the United States District Court for the District of New Jersey against the Company and certain of its current and former officers. The Company believes that the claims lack merit and intend to defend the litigation vigorously. |
Summary of Significant Accoun25
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
Concentration of Credit Risk | Financial instruments, which potentially expose the Company to concentrations of credit risk, consist principally of cash on deposit and cash equivalents held with one bank which exceed FDIC insured limits. Ongoing credit evaluations of the customer’s financial condition are performed and independent credit ratings for the associated bank are reviewed by the Company and collateral is not required. The Company's money market fund investment (recognized as cash and cash equivalents) is with what the Company believes to be a high quality issuer. The Company has not experienced any losses in such account. |
Cash and Cash Equivalents | The Company considers any highly liquid investments with a remaining maturity of three months or less when purchased to be cash and cash equivalents. |
Deferred Offering Costs | Deferred offering costs are expenses directly related to the IPO, the April 2015 Offering, or the Company's Shelf Registration (see Note 1). These costs consist of legal, accounting, printing, and filing fees that the Company has capitalized, including fees incurred by the independent registered public accounting firm directly related to the offerings. The IPO deferred offering costs were offset against the IPO proceeds in May 2014 and were reclassified to additional paid-in capital upon completion of the IPO. Deferred costs associated with the April 2015 Offering were offset against the proceeds from the April 2015 Offering and were reclassified to additional paid-in capital upon completion of the April 2015 Offering. Deferred costs associated with the Shelf Registration will be reclassified to additional paid in capital on a pro-rata basis in the event the Company completes an offering under the Shelf Registration, with any remaining deferred offering costs charged to the results of operations at the end of the three -year life of the Shelf Registration. |
Warrant Liability | On June 21, 2016, the Company sold an aggregate of 9,375,000 shares of common stock and warrants to purchase up to 4,218,750 shares of the Company's common stock under the Shelf Registration at a public offering price of $2.40 per share of common stock sold. The Company accounted for these warrants as a liability instrument measured at its fair value. The fair values of these warrants have been determined using the Black-Scholes valuation model ("Black-Scholes"). The warrants are subject to remeasurement at each balance sheet date, using Black-Scholes, with any changes in the fair value of the outstanding warrants recognized in the accompanying statements of operation. |
Comprehensive Loss | The Company has no items of comprehensive income or loss other than net loss. |
Revenue Recognition and Deferred Revenue | The Company has entered into collaboration arrangements in exchange for non-refundable upfront payments and consideration as services are performed. These arrangements include multiple elements, such as the sale of licenses and the provision of services. Under these arrangements, the Company also is entitled to receive development milestone payments and royalties in the form of a designated percentage of product sales. The Company classifies non-refundable upfront payments, milestone payments and royalties received under collaboration and licensing agreements as revenues within its statements of operations because the Company views such activities as being central to its business operations. Revenue is recognized when all of the following conditions are met: (i) persuasive evidence of an arrangement exists; (ii) delivery has occurred or services have been rendered; (iii) fees are fixed or determinable; and (iv) collection of fees is reasonably assured. The Company’s contract research and development services revenue is recognized in the period in which the services are performed. When entering into an arrangement, the Company first determines whether the arrangement includes multiple deliverables and is subject to accounting guidance in ASC subtopic 605-25, Multiple-Element Arrangements . If the Company determines that an arrangement includes multiple elements, it determines whether the arrangement should be divided into separate units of accounting and how the arrangement consideration should be measured and allocated among the separate units of accounting. An element qualifies as a separate unit of accounting when the delivered element has standalone value to the customer. The Company’s arrangements do not include a general right of return relative to delivered elements. Any delivered elements that do not qualify as separate units of accounting are combined with other undelivered elements within the arrangement as a single unit of accounting. If the arrangement constitutes a single combined unit of accounting, the Company determines the revenue recognition method for the combined unit of accounting and recognizes the revenue over the period from inception through the date the last deliverable within the single unit of accounting is delivered. Non-refundable upfront license fees are recorded as deferred revenue and recognized into revenue on a straight-line basis over the estimated period of the Company’s substantive performance obligations. If the Company does not have substantive performance obligations, the Company recognizes non-refundable upfront fees into revenue through the date the deliverable is satisfied. Analyzing the arrangement to identify deliverables requires the use of judgment and each deliverable may be an obligation to deliver services, a right or license to use an asset, or another performance obligation. In arrangements that include license rights and other non-contingent deliverables, such as participation in a steering committee, these deliverables do not have standalone value because the non-contingent deliverables are dependent on the license rights. That is, the non-contingent deliverables would not have value without the license rights, and only the Company can perform the related services. Upfront license rights and non-contingent deliverables, such as participation in a steering committee, do not have standalone value as they are not sold separately and they cannot be resold. In addition, when non-contingent deliverables are sold with upfront license rights, the license rights do not represent the culmination of a separate earnings process. As such, the Company accounts for the license and the non-contingent deliverables as a single combined unit of accounting. In such instances, the license revenue in the form of non-refundable upfront payments is deferred and recognized over the applicable relationship period, which historically has been the estimated period of the Company’s substantive performance obligations or the period the rights granted are in effect. The Company recognizes contingent event-based payments under license agreements when the payments are received. The Company has not received any royalty payments to date. The Company will recognize a milestone payment as revenue when earned if it is substantive and the Company has no ongoing performance obligations related to the milestone. A milestone payment is considered substantive if it: 1) is commensurate with either the Company’s performance to achieve the milestone or the enhanced value of the delivered item as a result of a specific outcome from the Company’s performance to achieve the milestone; 2) relates solely to past performance; and 3) is reasonable relative to all of the deliverables and payment terms, including other potential milestone consideration, within the arrangement. Amounts received prior to satisfying all revenue recognition criteria are recorded as deferred revenue in the accompanying balance sheets. The Company’s deferred revenue includes non-refundable upfront payments received under certain licensing and collaboration arrangements that contain substantive prospective performance obligations that the Company is providing over respective defined service or estimated relationship periods. Such non-refundable upfront payments are recognized over these defined service or estimated relationship periods. |
Collaboration Arrangements | The Company assesses its contractual arrangements, and presents costs incurred and payments received under contractual arrangements, in accordance with FASB ASC 808, Collaborative Arrangements (Topic 808), when the Company determines that the contractual arrangement incudes a joint operating activity, has active participation by both parties, and both parties are subject to significant risks and rewards under the arrangement. When reimbursement payments are due to the Company under a collaborative arrangement within the scope of Topic 808, the Company determines the appropriate classification for each specific reimbursement payment in the statements of operations by considering (i) the nature of the arrangement, (ii) the nature of the Company’s business operations, and (iii) the contractual terms of the arrangement. The Company has concluded that the August 2013 development, license, and supply agreement with R-Pharm, combined with the supplemental arrangement in November 2014, is a collaborative arrangement pursuant to Topic 808 and the Company’s previously described accounting policy. This agreement and supplemental arrangement is further described in Note 15. The reimbursements due from R-Pharm for specified research and development costs incurred by the Company are classified as a reduction to research and development expense in the accompanying statements of operations. The reimbursements due to the Company are recorded as a reduction of expense when (i) the reimbursable expenses have been incurred by the Company, (ii) persuasive evidence of a cost reimbursement arrangement exists, (iii) reimbursable costs are fixed or determinable, and (iv) the collection of the reimbursement payment is reasonably assured. Unpaid reimbursement amounts due from R-Pharm at period end are presented as an other current asset in the accompanying balance sheets. |
Research and Development | Major components of research and development costs include clinical trial activities and services, including related drug formulation, manufacturing, and other development, preclinical studies, cash compensation, stock-based compensation, fees paid to consultants and other entities that conduct certain research and development activities on the Company’s behalf, materials and supplies, legal services, and regulatory compliance. The Company is required to estimate its expenses resulting from its obligations under contracts with clinical research organizations, clinical site agreements, vendors, and consultants in connection with conducting SCY-078 clinical trials and preclinical development. The financial terms of these contracts are subject to negotiations which vary from contract to contract, and may result in payment flows that do not match the periods over which materials or services are provided to the Company under such contracts. The Company’s objective is to reflect the appropriate development and trial expenses in its financial statements by matching those expenses with the period in which the services and efforts are expended. For clinical trials, the Company accounts for these expenses according to the progress of the trial as measured by actual hours expended by CRO personnel, investigator performance or completion of specific tasks, patient progression, or timing of various aspects of the trial. For preclinical development services performed by outside service providers, the Company determines accrual estimates through financial models, taking into account development progress data received from outside service providers and discussions with applicable Company and service provider personnel. Reimbursements of certain research and development costs by parties under collaborative arrangements have been recorded as a reduction of research and development expense presented within the statement of operations. Such reimbursements were made under the collaboration arrangement with R-Pharm, which is further described in Note 15. |
Patent Expenses | Costs related to filing and pursuing patent applications, as well as costs related to maintaining the Company's existing patent portfolio, are recorded as expense as incurred since recoverability of such expenditures is uncertain. |
Fair Value of Financial Instruments | Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date, based on the Company’s principal or, in absence of a principal, most advantageous market for the specific asset or liability. The Company uses a three-tier fair value hierarchy to classify and disclose all assets and liabilities measured at fair value on a recurring basis, as well as assets and liabilities measured at fair value on a non-recurring basis, in periods subsequent to their initial measurement. The hierarchy requires the Company to use observable inputs when available, and to minimize the use of unobservable inputs when determining fair value. The three tiers are defined as follows: • Level 1 — Observable inputs that reflect quoted market prices (unadjusted) for identical assets or liabilities in active markets; • Level 2 — Observable inputs other than quoted prices in active markets that are observable either directly or indirectly in the marketplace for identical or similar assets and liabilities; and • Level 3 — Unobservable inputs that are supported by little or no market data, which require the Company to develop its own assumptions about the assumptions market participants would use in pricing the asset or liability based on the best information available in the circumstances. |
Amortization of Deferred Financing Costs and Debt Discount | Amortization of deferred financing costs and debt discount includes the amortization of debt discount related to the warrants issued with the convertible notes, the amortization of issuance costs related to the convertible notes, amortization of the deferred financing costs related to a deemed contribution for a guarantee from a related party, and the amortization of the debt discount related to the long term loan payable with Solar. |
Income Taxes | The Company provides for deferred income taxes under the asset and liability method, whereby deferred income taxes result from temporary differences between the tax bases of assets and liabilities and their reported amounts in the financial statements. Valuation allowances are established when necessary to reduce deferred tax assets to the amount that the Company believes is more likely than not to be realized. The Company recognizes uncertain tax positions when the positions will be more likely than not sustained based solely upon the technical merits of the positions. The Company applies intraperiod tax allocation guidance pursuant to FASB ASC 740, Income Taxes (Topic 740) to allocate income tax (expense) benefit between pre-tax income (loss) from continuing operations and discontinued operations. For periods in which the Company reports pre-tax income from discontinued operations for financial reporting purposes and pre-tax loss from continuing operations, the Company presents income from discontinued operations net of income tax expense attributable to its discontinued operations using the effective tax rate of the Services Business. The Company also recognizes a corresponding income tax benefit on its loss from continuing operations for the same affected period. Certain modifications made to an outstanding incentive stock option award at any time after the initial grant dates which are considered to be “material modifications”, as defined within the Internal Revenue Code, may result in the affected award being recharacterized as a non-statutory stock option. The effects of any recharacterization modification for purposes of income tax accounting are recognized on a prospective basis. |
Stock-Based Compensation | The Company measures and recognizes compensation expense for all stock-based payment awards made to employees, officers, and directors based on the estimated fair values of the awards as of grant date. The Company values equity instruments and stock options granted to employees and non-employee directors using the Black-Scholes valuation model. The value of the portion of the award that is ultimately expected to vest is recorded as expense over the requisite service periods. The Company estimated the fair value of common stock warrants granted to lenders at their intrinsic value, which was the estimated fair value of the common stock less the exercise price for the warrant. |
Basic and Diluted Net Loss per Share of Common Stock | The Company uses the two-class method to compute net loss per share because the Company has issued securities, other than common stock, that contractually entitle the holders to participate in dividends and earnings of the Company. The two-class method requires earnings for the period to be allocated between common stock and participating securities based upon their respective rights to receive distributed and undistributed earnings. Holders of each series of the Company’s convertible preferred stock were entitled to participate in dividends, when and if declared by the SCYNEXIS Board of Directors (the "board of directors" or the "board"), that were made to common stockholders, and as a result were considered participating securities. Under the two-class method, for periods with net income, basic net income per common share is computed by dividing the net income attributable to common stockholders by the weighted average number of shares of common stock outstanding during the period. Net income attributable to common stockholders is computed by subtracting from net income the portion of current year earnings that the participating securities would have been entitled to receive pursuant to their dividend rights had all of the year’s earnings been distributed. No such adjustment to earnings is made during periods with a net loss, as the holders of the participating securities have no obligation to fund losses. Diluted net loss per common share is computed under the two-class method by using the weighted average number of shares of common stock outstanding, plus, for periods with net income attributable to common stockholders, the potential dilutive effects of stock options and warrants. In addition, the Company analyzes the potential dilutive effect of the outstanding participating securities when calculating diluted earnings per share. Under the “treasury stock” method, it is assumed that the warrants and options were exercised at the beginning of the period and that the funds obtained from the exercise were used to reacquire the Company’s common stock at the average market price for the period and includes those securities when they are dilutive. Under the “if-converted” method, it is assumed that the outstanding participating securities convert into common stock at the beginning of the period. The Company reports the more dilutive of the approaches as its diluted net income or net loss per share during the period. |
Segment and Geographic Information | Operating segments are defined as components of an enterprise (business activity from which it earns revenue and incurs expenses) about which discrete financial information is available and regularly reviewed by the chief operating decision maker in deciding how to allocate resources and in assessing performance. The Company’s chief operating decision maker (“CODM”) is the Chief Executive Officer. The CODM reviews consolidated operating results to make decisions about allocating resources and assessing performance for the entire Company. The Company views its operations and manages its business as one operating segment. All assets of the Company were held in the United States for the years ended December 31, 2016 and 2015 . Although all operations are based in the United States, the Company generated a portion of its revenue, including revenue in discontinued operations, from customers outside of the United States. All of the Company's revenue from continuing operations was generated from non-refundable upfront payments received under certain licensing and collaboration arrangements with partners located in Russia and China. |
Effect of Recent Accounting Pronouncements | In April 2014, the FASB issued ASU 2014-08, Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity, or ASU 2014-08. Under ASU 2014-08, only disposals representing a strategic shift in operations that have a major effect on the Company’s operations and financial results should be presented as discontinued operations. Additionally, ASU 2014-08 requires expanded disclosures about discontinued operations that will provide financial statement users with more information about the assets, liabilities, income, and expenses of discontinued operations. The amendments in ASU 2014-08 are effective for fiscal years, and interim periods within those years, beginning after December 15, 2014. The Company adopted this guidance in the first quarter of 2015 and has applied it in the accompanying financial statements for presentation and disclosure of the Services Business as discontinued operations (see Note 13). The Company will also apply, as applicable, the guidance to future dispositions or classifications as held for sale. In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers: Topic 606, or ASU 2014-09. ASU 2014-09 establishes the principles for recognizing revenue and develops a common revenue standard for U.S. GAAP. The standard outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes most current revenue recognition guidance, including industry-specific guidance. In applying the new revenue recognition model to contracts with customers, an entity: (1) identifies the contract(s) with a customer; (2) identifies the performance obligations in the contract(s); (3) determines the transaction price; (4) allocates the transaction price to the performance obligations in the contract(s); and (5) recognizes revenue when (or as) the entity satisfies a performance obligation. The accounting standards update applies to all contracts with customers except those that are within the scope of other topics in the FASB Accounting Standards Codification. The accounting standards update also requires significantly expanded quantitative and qualitative disclosures regarding the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers. This guidance is effective for fiscal years and interim periods within those years beginning after December 15, 2017. In April 2016, the FASB issued ASU No. 2016-10, Revenue from Contracts with Customers , or ASU 2016-10. The new guidance is an update to ASC 606 and provides clarity on: identifying performance obligations and licensing implementation. For public companies, ASU 2016-10 is effective for annual periods, including interim periods within those annual periods, beginning after December 15, 2017. As the Company has not yet received regulatory approval for any products, the impact of this standard is not expected to be material. However, the new standard will require the Company to estimate variable consideration associated with the prior sale of intellectual property to Cypralis, the effects of which have yet to be determined. Additionally, the Company is currently evaluating whether any changes to the accounting for the arrangement with R-Pharm and other third party collaborators may be necessary, as well as the implementation method that will be applied upon adoption. In August 2014, the FASB issued ASU No. 2014-15, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern , or ASU 2014-15. ASU 2014-15 will explicitly require management to assess an entity’s ability to continue as a going concern, and to provide related footnote disclosure in certain circumstances. The new standard will be effective for all entities in the first annual period ending after December 15, 2016. The adoption of ASU 2014-15 did not have an impact on the Company's financial statements. In February 2016, the FASB issued ASU No. 2016-02, Leases , or ASU 2016-02 . The new guidance requires lessees to recognize the assets and liabilities arising from leases on the balance sheet. For public companies, ASU 2016-02 is effective for annual periods, including interim periods within those annual periods, beginning after December 15, 2018, and early adoption is permitted. The Company does not expect that the adoption of ASU 2016-02 will have a material impact on its financial statements. In March 2016, the FASB issued ASU No. 2016-09, Compensation-Stock Compensation , or ASU 2016-09. The new guidance is an update to ASC 718 and simplifies several aspects of the accounting for share-based transactions. For public companies, ASU 2016-09 is effective for annual periods, including interim periods within those annual periods, beginning after December 15, 2016. Early adoption is permitted for an entity in any interim or annual period and the Company is evaluating the impact of the implementation that ASU 2016-09 will have on the Company's financial statements. |
Summary of Significant Accoun26
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
Schedule of Research and Development Expenses and Reimbursements | Information about the Company’s research and development expenses and reimbursements due under collaboration arrangements for the years ended December 31, 2016, 2015 and 2014 is presented as follows: Years Ended December 31, 2016 2015 2014 Research and development expense, gross $ 20,706 $ 17,380 $ 8,717 Less: Reimbursement of research and development expense 630 940 430 Research and development expense, net of reimbursements $ 20,076 $ 16,440 $ 8,287 |
Summary of Antidilutive Securities Excluded from Computation of Weighted Average Common Stock Outstanding | The following potentially dilutive shares of common stock have not been included in the computation of diluted net loss per share for all periods as the result would be anti-dilutive December 31, 2016 2015 Warrants to purchase Series C-1 Preferred 14,033 14,033 Warrants to purchase common stock associated with June 2016 Public Offering 4,218,750 — Warrants to purchase common stock associated with Loan Agreement 122,435 — Stock options 1,819,444 1,379,727 |
Schedule of Segment Reporting Information, by Segment | Information about the Company’s revenue, including revenue in continuing operations and discontinued operations, from different geographic regions for the years ended December 31, 2016 , 2015 , and 2014 is presented as follows: Years Ended December 31, 2016 2015 2014 United States $ — — % $ 6,931 90 % $ 16,422 86 % Europe — — 477 7 % 1,235 7 % Other non-US 257 100 % 257 3 % 1,367 7 % Total revenue 257 100 % 7,665 100 % 19,024 100 % Less: Revenue from discontinued operations — — 7,408 97 % 17,768 93 % Revenue from continuing operations $ 257 100 % $ 257 3 % $ 1,256 7 % |
Short-term Investments (Tables)
Short-term Investments (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Investments, Debt and Equity Securities [Abstract] | |
Held-to-maturity Securities | The following table summarizes the held-to-maturity securities held at December 31, 2016: Amortized Cost Unrealized Gains Unrealized Losses Fair Value As of December 31, 2016 U.S. government securities $ 22,930 31 62 $ 22,899 Total short-term investments $ 22,930 31 62 $ 22,899 |
Prepaid Expenses and Other Cu28
Prepaid Expenses and Other Current Assets (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Schedule of Prepaid Expenses and Other Current Assets | December 31, 2016 2015 Prepaid SCY-078 development services $ 153 $ 108 Prepaid insurance 243 285 Other prepaid expenses 71 91 Other receivable due from R-Pharm 233 430 Escrow receivable due from Accuratus (Note 13) — 500 Other current assets 41 38 Total prepaid expenses and other current assets $ 741 $ 1,452 |
Accrued Expense (Tables)
Accrued Expense (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Expenses | December 31, 2016 2015 Accrued research and development expenses $ 318 $ 1,903 Accrued employee bonus compensation 730 776 Employee withholdings 22 42 Other accrued expenses 198 428 Total accrued expenses $ 1,268 $ 3,149 |
Borrowings Borrowings (Tables)
Borrowings Borrowings (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Debt Disclosure [Abstract] | |
Schedule of Future Principal Debt Payments | Future principal debt payments on the currently outstanding Term Loan payable as of December 31, 2016 are as follows: 2017 $ — 2018 4,500 2019 6,000 2020 4,500 Total principal payments 15,000 Final fee due at maturity 750 Total principal and final fee payment 15,750 Unamortized discount and debt issuance costs (1,498 ) Less current portion — Loan payable, long term $ 14,252 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Future Minimum Lease Payments | Future minimum lease payments for all operating leases as of December 31, 2016 are as follows: 2017 $ 307 2018 182 Thereafter — Total $ 489 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Equity [Abstract] | |
Summary of Common Stock Shares Activity | The following table summarizes common stock share activity for the years ended December 31, 2016 and 2015 : Shares of Balance, December 31, 2014 8,512,103 Common stock issued through April 2015 Offering 5,376,622 Common stock issued through employee stock purchase plan 16,874 Balance, December 31, 2015 13,905,599 Common stock issued through Shelf Registration 10,696,456 Common stock issued through employee stock purchase plan 7,356 Balance, December 31, 2016 24,609,411 |
Common Stock Reserved For Future Issuances Table | The Company had reserved shares of common stock for future issuance as follows: December 31, 2016 2015 Outstanding stock options 1,819,444 1,379,727 Outstanding Series C-1 Preferred warrants 14,033 14,033 Warrants to purchase common stock associated with June 2016 Public Offering 4,218,750 — Warrants to purchase common stock associated with Loan Agreement 122,435 — For possible future issuance under 2014 Equity Incentive Plan (Note 10) 668,921 552,415 For possible future issuance under 2014 Employee Stock Purchase Plan (Note 10) 72,338 50,283 For possible future issuance under 2015 Inducement Plan (Note 10) 165,000 165,000 Total common shares reserved for future issuance 7,080,921 2,161,458 |
Income Taxes Income Taxes (Tabl
Income Taxes Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Schedule of Effective Income Tax Rate Reconciliation | Reconciliations of the differences between the benefit for income taxes and income taxes at the statutory U.S. federal income tax rate is as follows: Years Ended December 31, 2016 2015 2014 Amount Percent of Pretax Income Amount Percent of Pretax Income Amount Percent of Pretax Income Income taxes from continuing operations at statutory rate $ (10,196 ) 34.0 % $ (9,635 ) 34.0 % $ (2,301 ) 34.0 % State income taxes (1,287 ) 4.3 % (196 ) 0.7 % (471 ) 7.0 % Stock warrant derivative liability — — — — (3,427 ) 50.6 % Stock-based compensation 215 (0.8 )% 15 (0.1 )% 268 (4.0 )% R&D tax credits (955 ) 3.2 % (1,152 ) 4.1 % (320 ) 4.7 % Loss on sale of discontinued operations, net of reduction in related valuation allowances — — (1,458 ) 5.1 % — — Warrants issuance 730 (2.4 )% — — — — Other 719 (2.4 )% (127 ) 0.5 % (190 ) 2.8 % Increase in valuation allowance 10,774 (35.9 )% 12,553 (44.3 )% 5,275 (77.9 )% Total income tax benefit $ — — % $ — — % $ (1,166 ) 17.2 % |
Schedule of Deferred Tax Assets and Liabilities | The components of deferred tax assets and liabilities as of December 31, 2016 and 2015 are as follows: December 31, 2016 2015 Current deferred tax assets: Accrued expenses $ 215 $ 783 Stock-based compensation 1,664 1,507 Other 39 19 1,918 2,309 Noncurrent deferred tax assets (liabilities); Net operating loss carryforwards 53,173 42,358 Research and development credits 4,185 3,836 57,358 46,194 Total deferred tax assets 59,276 48,503 Valuation allowances (59,276 ) (48,503 ) Net deferred tax assets $ — $ — |
Schedule of Unrecognized Tax Benefits Roll Forward | The following is a tabular reconciliation of the total amounts of unrecognized tax benefits as of December 31, 2016 and 2015: December 31, 2016 2015 Unrecognized tax benefit—January 1 $ 623 $ 623 Additions for tax positions of current period — — Additions for tax positions of prior periods — — Other — — Unrecognized tax benefit—December 31 $ 623 $ 623 |
Stock-based Compensation (Table
Stock-based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Fair Value Measurement Techniques | The assumptions used to estimate fair value and the resulting grant date fair values are as follows: Employees Non-employee Directors Years Ended December 31, Years Ended December 31, 2016 2015 2014 2016 2015 2014 Expected dividend yield — — — — — — Weighted average expected volatility 67.18% 64.42% 68.57% 67.61% 63.46% 64.10% Weighted average risk-free interest rate 1.48% 1.60% 2.05% 1.41% 1.62% 1.75% Weighted average expected term (in years) 6.08 6.07 6.04 5.30 5.32 5.30 Forfeiture rate 5.00% 5.00% 5.00% 5.00% 5.00% 5.00% |
Schedule of Share-based Compensation, Stock Options, Activity | The activity for the 2009 Plan, 2014 Plan and 2015 Plan for the years ended December 31, 2016 and 2015 is summarized as follows: Number of Shares Weighted- Average Exercise Price Weighted- Average Remaining Contractual Life (in years) Aggregate Intrinsic Value Outstanding — January 1, 2015 615,322 $ 9.55 9.48 $ 265 Granted 880,116 8.17 Exercised — — Canceled (115,711 ) 9.05 Outstanding — December 31, 2015 1,379,727 $ 8.71 7.18 $ — Exercisable — December 31, 2015 635,548 $ 9.41 4.56 $ — Vested or expected to vest — December 31, 2015 1,342,518 $ 8.73 7.11 $ — Outstanding — January 1, 2016 1,379,727 $ 8.71 7.18 $ — Granted 497,978 $ 4.23 Exercised — $ — Canceled (58,261 ) $ 7.47 Outstanding — December 31, 2016 1,819,444 $ 7.52 6.98 $ 32 Exercisable — December 31, 2016 1,022,515 $ 8.59 5.51 $ 15 Vested or expected to vest —December 31, 2016 1,779,597 $ 7.55 6.94 $ 31 |
Stock-Based Compensation Expense Related to Stock Options | Stock-based compensation expense related to stock options is included in the following line items in the accompanying statements of operations: Years Ended December 31, 2016 2015 2014 Research and development, net $ 299 $ 300 $ 394 Selling, general and administrative 911 2,515 648 Discontinued operations — 208 159 Total stock-based compensation expense $ 1,210 $ 3,023 $ 1,201 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value, Assets Measured on Recurring Basis | The following table summarizes the conclusions reached as of December 31, 2016 and 2015 for financial instruments measured at fair value on a recurring basis: Fair Value Hierarchy Classification Balance Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) December 31, 2015 Cash on deposit $ 46,935 $ 46,935 — — Money market funds 50 50 — — Total assets $ 46,985 $ 46,985 — — December 31, 2016 Cash on deposit $ 9,767 $ 9,767 — — Money market funds 25,889 25,889 Total assets $ 35,656 $ 35,656 — — Warrant liability $ 6,601 — — $ 6,601 Total liabilities $ 6,601 — — $ 6,601 |
Summary of Reconciliation of Beginning and Ending Balances for Liabilities Measured at Fair Value on Recurring Basis | A reconciliation of the beginning and ending balances for liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3) is as follows: Year Ended December 31, 2016 Balance - January 1, 2016 $ — Issuance of warrants 4,695 Loss adjustment to fair value 1,906 Balance - December 31, 2016 $ 6,601 |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued Operations Financial Statement Impact | The following table presents depreciation, capital expenditures, and significant operating and investing non-cash items related to the discontinued operations: Years Ended December 31, 2016 2015 2014 Depreciation expense $ — $ 391 $ 1,132 Purchases of property and equipment — (547 ) (704 ) Proceeds from insurance recovery — — 216 Gain on insurance recovery — — (165 ) Stock-based compensation — 208 159 Changes in deferred rent — (133 ) (187 ) Equipment purchases in accounts payable and accrued expenses — — 34 Impairment of fixed asset — — 51 The following table presents revenue, (expenses), gains, and (losses) attributable to discontinued operations: Years Ended December 31, 2016 2015 2014 Major line items constituting income of discontinued operations: Total revenue $ — $ 7,408 $ 17,768 Cost of revenue — (7,296 ) (15,446 ) Research and development — (860 ) — Selling, general, and administrative — — 48 Gain on insurance recovery — — 165 Severance and exit costs — (2,114 ) — Impairment charge from classification of assets as held for sale — (1,350 ) — Gain (loss) on disposal, net of associated transaction costs of $764 — (73 ) — Income tax expense — — (1,166 ) Loss (income) from discontinued operations, net of income tax expense $ — $ (4,285 ) $ 1,369 The following table describes the net proceeds from the sale and the assets and liabilities sold, net of impairment charges and loss on disposal: July 16, 2015 Net proceeds from sale of the Services Business Net cash consideration received at closing $ 2,549 Consideration in escrow 500 Total consideration 3,049 Less: selling costs 764 Proceeds from sale, net of selling costs $ 2,285 Services Business assets and liabilities disposed of on July 16, 2015 Accounts and unbilled receivables, net $ 1,470 Prepaid expenses and other current assets 713 Property and equipment, net of accumulated depreciation 4,900 Other assets 59 Assets of Services Business, net $ 7,142 Accounts payable and accrued expenses $ 616 Deferred revenue 1,657 Deferred rent 1,161 Liabilities related to assets of the Services Business $ 3,434 Assets of the Services Business, net of liabilities $ 3,708 Less: Impairment charge recognized upon classification as held for sale 1,350 Less: Loss on disposal 73 Assets of the Services Business, net of liabilities and impairment charges $ 2,285 |
Quarterly Results of Operatio37
Quarterly Results of Operations (Unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Results of Operations | Three Months Ended March 31, 2016 June 30, 2016 September 30, 2016 December 31, 2016 Total Revenue $ 64 $ 64 $ 64 $ 65 $ 257 Loss from operations (7,212 ) (8,268 ) (6,706 ) (5,631 ) (27,817 ) Net loss (7,184 ) (8,128 ) (11,228 ) (3,449 ) (29,989 ) Net loss per share - basic and diluted $ (0.52 ) $ (0.56 ) $ (0.48 ) $ (0.02 ) $ (1.58 ) Three Months Ended March 31, 2015 June 30, 2015 September 30, 2015 December 31, 2015 Total Revenue $ 65 $ 64 $ 64 $ 64 $ 257 Operating loss (5,932 ) (6,493 ) (7,537 ) (8,387 ) (28,349 ) Net loss (6,384 ) (9,497 ) (8,355 ) (8,387 ) (32,623 ) Net loss per share - basic and diluted $ (0.75 ) $ (0.78 ) $ (0.60 ) $ (0.55 ) $ (2.68 ) |
Description of Business and B38
Description of Business and Basis of Preparation (Details) | Sep. 30, 2016USD ($) | Jun. 21, 2016USD ($)$ / sharesshares | Oct. 30, 2015USD ($) | Apr. 28, 2015USD ($)$ / sharesshares | May 07, 2014USD ($)$ / sharesshares | Apr. 25, 2014 | Mar. 17, 2014 | Dec. 31, 2016USD ($)shares | Dec. 31, 2015USD ($)shares | Dec. 31, 2014USD ($) | Jul. 31, 2006$ / sharesshares |
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items] | |||||||||||
Number of shares of common stock sold (in shares) | shares | 5,376,622 | 6,200,000 | 10,696,456 | 5,376,622 | |||||||
Public offering price (in dollars per share) | $ / shares | $ 7.70 | $ 10 | |||||||||
Net proceeds from initial public offering (IPO) (shares) | $ 54,583,000 | ||||||||||
Underwriting discounts and commissions | 3,290,000 | ||||||||||
Offering expenses | $ 4,127,000 | ||||||||||
Number of outstanding shares of convertible preferred stock converted into common stock (in shares) | shares | 1,691,884 | ||||||||||
Outstanding warrants exercised (in shares) | shares | 275,687 | ||||||||||
Proceeds from follow-on offering | $ 38,012,000 | ||||||||||
Payments of stock issuance costs | $ 3,388,000 | ||||||||||
Number of warrants issued to purchase common stock (in shares) | shares | 14,033 | 14,033 | |||||||||
Issuance of common stock from Shelf Registration, net of underwriting discounts and commissions and offering expenses (Note 1) | $ 21,386,000 | $ 38,012,000 | $ 54,583,000 | ||||||||
Secured Debt | Term Loan | |||||||||||
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items] | |||||||||||
Loan agreement term | 48 months | ||||||||||
Term loan, face amount | $ 15,000,000 | ||||||||||
June 2016 Public Offering | |||||||||||
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items] | |||||||||||
Number of shares of common stock sold (in shares) | shares | 9,375,000 | ||||||||||
Public offering price (in dollars per share) | $ / shares | $ 2.40 | ||||||||||
Payments of stock issuance costs | $ 1,746,000 | ||||||||||
Number of warrants issued to purchase common stock (in shares) | shares | 4,218,750 | ||||||||||
Exercise price of warrants (in dollars per share) | $ / shares | $ 3 | ||||||||||
Issuance of common stock from Shelf Registration, net of underwriting discounts and commissions and offering expenses (Note 1) | $ 20,754,000 | ||||||||||
Common Stock | |||||||||||
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items] | |||||||||||
Maximum aggregate offering price | $ 150,000,000 | ||||||||||
Number of warrants issued to purchase common stock (in shares) | shares | 14,033 | ||||||||||
Exercise price of warrants (in dollars per share) | $ / shares | $ 45.61 | ||||||||||
Reverse stock split ratio | 0.1961 | 0.250 | |||||||||
Common Stock | Sales Agreement Prospectus | |||||||||||
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items] | |||||||||||
Maximum aggregate offering price | $ 40,000,000 | ||||||||||
2013 Credit Agreement | |||||||||||
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items] | |||||||||||
Repayment of debt | $ 15,000,000 |
Summary of Significant Accoun39
Summary of Significant Accounting Policies - Concentration Risk (Details) - Customer Concentration Risk - Sales | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Waterstone Pharmaceuticals | |||
Concentration Risk [Line Items] | |||
Percentage of total revenue | 0.00% | 0.00% | 80.00% |
R-Pharm, CJSC | |||
Concentration Risk [Line Items] | |||
Percentage of total revenue | 100.00% | 100.00% | 20.00% |
Summary of Significant Accoun40
Summary of Significant Accounting Policies - Additional Information (Detail) | Jun. 21, 2016$ / sharesshares | Apr. 28, 2015$ / sharesshares | May 07, 2014$ / sharesshares | Apr. 30, 2015 | Aug. 31, 2013USD ($) | Dec. 31, 2016USD ($)segmentshares | Dec. 31, 2015USD ($)shares | Dec. 31, 2014USD ($) |
Accounting Policies [Abstract] | ||||||||
Shelf registration (years) | 3 years | |||||||
Deferred offering costs | $ | $ 345,000 | $ 417,000 | ||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||
Number of shares of common stock sold (in shares) | shares | 5,376,622 | 6,200,000 | 10,696,456 | 5,376,622 | ||||
Number of warrants issued to purchase common stock (in shares) | shares | 14,033 | 14,033 | ||||||
Public offering price (in dollars per share) | $ / shares | $ 7.70 | $ 10 | ||||||
Upfront payment received | $ | $ 1,500,000 | |||||||
Deferred revenue recognition period (in months) | 70 months | |||||||
Revenue recognized from upfront payments | $ | $ 257,000 | $ 257,000 | $ 256,000 | |||||
Revenue from asset purchase agreement | $ | $ 0 | |||||||
Operating segments (number) | segment | 1 | |||||||
June 2016 Public Offering | ||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||
Number of shares of common stock sold (in shares) | shares | 9,375,000 | |||||||
Number of warrants issued to purchase common stock (in shares) | shares | 4,218,750 | |||||||
Public offering price (in dollars per share) | $ / shares | $ 2.40 |
Summary of Significant Accoun41
Summary of Significant Accounting Policies - Research and Development Expenses and Reimbursements (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Accounting Policies [Abstract] | |||
Research and development expense, gross | $ 20,706 | $ 17,380 | $ 8,717 |
Less: Reimbursement of research and development expense | 630 | 940 | 430 |
Research and development expense, net of reimbursements | $ 20,076 | $ 16,440 | $ 8,287 |
Summary of Significant Accoun42
Summary of Significant Accounting Policies - Antidilutive Securities Excluded from Computation of Earnings per Share (Details) - shares | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Warrants | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Anti-dilutive securities (in shares) | 14,033 | |
Warrants | Warrants to purchase Series C-1 Preferred | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Anti-dilutive securities (in shares) | 14,033 | |
Warrants | June 2016 Public Offering | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Anti-dilutive securities (in shares) | 4,218,750 | 0 |
Warrants | Warrants Associated with Loan Agreement | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Anti-dilutive securities (in shares) | 122,435 | 0 |
Stock options | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Anti-dilutive securities (in shares) | 1,819,444 | 1,379,727 |
Summary of Significant Accoun43
Summary of Significant Accounting Policies - Summary of Revenue, by Segment (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Segment Reporting Information [Line Items] | |||||||||||
Revenue | $ 65 | $ 64 | $ 64 | $ 64 | $ 64 | $ 64 | $ 64 | $ 65 | $ 257 | $ 257 | $ 1,256 |
Net Sales Revenue | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | $ 257 | $ 7,665 | $ 19,024 | ||||||||
Percentage of total revenue | 100.00% | 100.00% | 100.00% | ||||||||
Net Sales Revenue | United States | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | $ 0 | $ 6,931 | $ 16,422 | ||||||||
Percentage of total revenue | 0.00% | 90.00% | 86.00% | ||||||||
Net Sales Revenue | Europe | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | $ 0 | $ 477 | $ 1,235 | ||||||||
Percentage of total revenue | 0.00% | 7.00% | 7.00% | ||||||||
Net Sales Revenue | Other non-US | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | $ 257 | $ 257 | $ 1,367 | ||||||||
Percentage of total revenue | 100.00% | 3.00% | 7.00% | ||||||||
Discontinued operations | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Less: Revenue from discontinued operations | $ 0 | $ 7,408 | $ 17,768 | ||||||||
Percentage of total revenue | 0.00% | 97.00% | 93.00% | ||||||||
Continuing Operations | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | $ 257 | $ 257 | $ 1,256 | ||||||||
Percentage of total revenue | 100.00% | 3.00% | 7.00% |
Short-term Investments (Details
Short-term Investments (Details) $ in Thousands | Dec. 31, 2016USD ($) |
Schedule of Held-to-maturity Securities [Line Items] | |
Amortized Cost | $ 22,930 |
Unrealized Gains | 31 |
Unrealized Losses | 62 |
Fair Value | 22,899 |
Held-to-maturity investments with contractual maturities less than one year. | 22,930 |
U.S. government securities | |
Schedule of Held-to-maturity Securities [Line Items] | |
Amortized Cost | 22,930 |
Unrealized Gains | 31 |
Unrealized Losses | 62 |
Fair Value | $ 22,899 |
Prepaid Expenses and Other Cu45
Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
Prepaid SCY-078 development services | $ 153 | $ 108 |
Prepaid insurance | 243 | 285 |
Other prepaid expenses | 71 | 91 |
Other receivable due from R-Pharm | 233 | 430 |
Escrow receivable due from Accuratus (Note 13) | 0 | 500 |
Other current assets | 41 | 38 |
Total prepaid expenses and other current assets | $ 741 | $ 1,452 |
Accrued Expense (Details)
Accrued Expense (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Payables and Accruals [Abstract] | ||
Accrued research and development expenses | $ 318 | $ 1,903 |
Accrued employee bonus compensation | 730 | 776 |
Employee withholdings | 22 | 42 |
Other accrued expenses | 198 | 428 |
Total accrued expenses | $ 1,268 | $ 3,149 |
Borrowings (Details)
Borrowings (Details) - USD ($) | Sep. 30, 2016 | Dec. 31, 2016 | Dec. 31, 2015 |
Debt Instrument [Line Items] | |||
Number of warrants issued to purchase common stock (in shares) | 14,033 | 14,033 | |
Warrants Associated with Loan Agreement | |||
Debt Instrument [Line Items] | |||
Number of warrants issued to purchase common stock (in shares) | 122,435 | ||
Exercise price of warrants (in dollars per share) | $ 3.6754 | ||
Warrants issued, expiration period (in years) | 5 years | ||
Secured Debt | Term Loan | |||
Debt Instrument [Line Items] | |||
Loan agreement term | 48 months | ||
Term loan, face amount | $ 15,000,000 | ||
Cash proceeds limit | $ 20,000,000 | ||
Amortization period, extension (in months) | 6 months | ||
Future principal debt payments on the currently outstanding Term Loan | |||
2,017 | $ 0 | ||
2,018 | 4,500,000 | ||
2,019 | 6,000,000 | ||
2,020 | 4,500,000 | ||
Total principal payments | 15,000,000 | ||
Final fee due at maturity | 750,000 | ||
Total principal and final fee payment | 15,750,000 | ||
Unamortized discount and debt issuance costs | (1,498,000) | ||
Less current portion | 0 | ||
Loan payable, long term | $ 14,252,000 | ||
Secured Debt | Term Loan | LIBOR | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate (as a percent) | 8.49% |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) $ in Thousands | Jul. 22, 2015USD ($)ft² | Dec. 31, 2016USD ($)Agreement | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) |
Unrecorded Unconditional Purchase Obligation [Line Items] | ||||
Payment of security deposit | $ 0 | $ 74 | $ 0 | |
Rent expense | 294 | $ 247 | $ 125 | |
Milestone payments from the Company | $ 19,000 | |||
Number of additional license agreements | Agreement | 2 | |||
License agreements fee (up to) | $ 2,300 | |||
Jersey City, New Jersey | ||||
Unrecorded Unconditional Purchase Obligation [Line Items] | ||||
Sublet premises area (in square feet) | ft² | 10,141 | |||
Monthly base rent | $ 25 | |||
Percent increase in base rent annually | 3.00% | |||
Payment of security deposit | $ 74 |
Commitments and Contingencies49
Commitments and Contingencies - Future Minimum Lease Payments (Detail) $ in Thousands | Dec. 31, 2016USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2,017 | $ 307 |
2,018 | 182 |
Thereafter | 0 |
Total | $ 489 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Detail) - USD ($) | Sep. 30, 2016 | Jun. 21, 2016 | Jul. 31, 2006 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | May 07, 2014 |
Equity [Abstract] | |||||||
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 | |||||
Common stock, shares authorized (in shares) | 125,000,000 | 125,000,000 | |||||
Common stock, shares outstanding (in shares) | 24,609,411 | 13,905,599 | 8,512,103 | ||||
Common stock, shares issued (in shares) | 24,609,411 | 13,905,599 | |||||
Preferred shares authorized (in shares) | 5,000,000 | 5,000,000 | 5,000,000 | ||||
Preferred shares par value (in dollars per share) | $ 0.001 | $ 0.001 | $ 0.001 | ||||
Preferred shares issued (in shares) | 0 | 0 | |||||
Preferred shares outstanding (in shares) | 0 | 0 | |||||
Schedule of Capitalization, Equity [Line Items] | |||||||
Number of warrants issued to purchase common stock (in shares) | 14,033 | 14,033 | |||||
Change in fair value of derivative liability | $ 1,906,000 | $ 0 | $ 0 | ||||
Warrant liability | 6,601,000 | 0 | |||||
Warrants Associated with Loan Agreement | |||||||
Schedule of Capitalization, Equity [Line Items] | |||||||
Number of warrants issued to purchase common stock (in shares) | 122,435 | ||||||
Exercise price of warrants (in dollars per share) | $ 3.6754 | ||||||
Warrants issued, expiration period (in years) | 5 years | ||||||
June 2016 Public Offering | |||||||
Schedule of Capitalization, Equity [Line Items] | |||||||
Number of warrants issued to purchase common stock (in shares) | 4,218,750 | ||||||
Exercise price of warrants (in dollars per share) | $ 3 | ||||||
Number of shares received per warrant (in shares) | 0.45 | ||||||
Warrants issued, expiration period (in years) | 5 years | ||||||
Series C-1 Convertible Preferred Stock | |||||||
Schedule of Capitalization, Equity [Line Items] | |||||||
Number of warrants issued to purchase common stock (in shares) | 196,923 | ||||||
Exercise price of warrants (in dollars per share) | $ 3.25 | ||||||
Fair value of warrant on issuance date | $ 459,000 | ||||||
Derivative liability | $ 0 | $ 0 | |||||
Common Stock | |||||||
Schedule of Capitalization, Equity [Line Items] | |||||||
Number of warrants issued to purchase common stock (in shares) | 14,033 | ||||||
Exercise price of warrants (in dollars per share) | $ 45.61 |
Stockholders' Equity - Summary
Stockholders' Equity - Summary of Common Stock Shares Activity (Detail) - shares | Apr. 28, 2015 | May 07, 2014 | Dec. 31, 2016 | Dec. 31, 2015 |
Common Stock Outstanding Roll Forward [Roll Forward] | ||||
Beginning Balance (in shares) | 13,905,599 | 8,512,103 | ||
Common stock issued (in shares) | 5,376,622 | 6,200,000 | 10,696,456 | 5,376,622 |
Common stock issued through employee stock purchase plan (in shares) | 7,356 | 16,874 | ||
Ending Balance (in shares) | 24,609,411 | 13,905,599 |
Stockholders' Equity - Schedule
Stockholders' Equity - Schedule of Reserved Shares of Common Stock for Future Issuance (Detail) - shares | Dec. 31, 2016 | Sep. 30, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Class of Stock [Line Items] | ||||
Outstanding stock options (in shares) | 1,819,444 | 1,379,727 | 615,322 | |
Outstanding Series C-1 convertible preferred stock warrants (in shares) | 14,033 | 14,033 | ||
Total common shares reserved for future issuance (in shares) | 7,080,921 | 2,161,458 | ||
2014 Equity Incentive Plan | ||||
Class of Stock [Line Items] | ||||
For possible future issuance under stock option plan (in shares) | 668,921 | 552,415 | ||
2014 Employee Stock Purchase Plan | ||||
Class of Stock [Line Items] | ||||
For possible future issuance under stock option plan (in shares) | 72,338 | 50,283 | ||
2015 Inducement Plan | ||||
Class of Stock [Line Items] | ||||
For possible future issuance under stock option plan (in shares) | 165,000 | 165,000 | ||
June 2016 Public Offering | ||||
Class of Stock [Line Items] | ||||
Warrants to purchase common stock (shares) | 4,218,750 | 0 | ||
Warrants Associated with Loan Agreement | ||||
Class of Stock [Line Items] | ||||
Outstanding Series C-1 convertible preferred stock warrants (in shares) | 122,435 | |||
Warrants to purchase common stock (shares) | 122,435 | 0 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Tax Disclosure [Abstract] | |||
Income tax benefit | $ 0 | $ 0 | $ 1,166,000 |
Loss from continuing operations before taxes | 29,989,000 | 28,338,000 | $ 6,769,000 |
Federal | |||
Operating Loss Carryforwards [Line Items] | |||
Net operating loss carryforward | 144,374,000 | 117,272,000 | |
Tax credit carryforward | 4,022,000 | ||
State | North Carolina | |||
Operating Loss Carryforwards [Line Items] | |||
Net operating loss carryforward | 110,954,000 | 117,721,000 | |
Tax credit carryforward | 156,000 | ||
State | New Jersey | |||
Operating Loss Carryforwards [Line Items] | |||
Net operating loss carryforward | $ 28,255,000 | $ 0 |
Income Taxes - Income Tax Recon
Income Taxes - Income Tax Reconciliation (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Amount | |||
Income taxes from continuing operations at statutory rate | $ (10,196,000) | $ (9,635,000) | $ (2,301,000) |
State income taxes | (1,287,000) | (196,000) | (471,000) |
Stock warrant derivative liability | 0 | 0 | (3,427,000) |
Stock-based compensation | 215,000 | 15,000 | 268,000 |
R&D tax credits | (955,000) | (1,152,000) | (320,000) |
Loss on sale of discontinued operations, net of reduction in related valuation allowances | 0 | (1,458,000) | 0 |
Warrants issuance | 730,000 | 0 | 0 |
Other | 719,000 | (127,000) | (190,000) |
Increase in valuation allowance | 10,774,000 | 12,553,000 | 5,275,000 |
Total income tax benefit | $ 0 | $ 0 | $ (1,166,000) |
Percent of Pretax Income | |||
Income taxes from continuing operations at statutory rate | 34.0001% | 34.00028% | 33.9932% |
State income taxes | 4.30% | 0.70% | 7.00% |
Stock warrant derivative liability | 0.00% | 0.00% | 50.60% |
Stock-based compensation | (0.80%) | (0.10%) | (4.00%) |
R&D tax credits | 3.20% | 4.10% | 4.70% |
Loss on sale of discontinued operations, net of reduction in related valuation allowances | 0.00% | 5.10% | 0.00% |
Warrants issuance | (2.40%) | 0.00% | 0.00% |
Other | (2.40%) | 0.50% | 2.80% |
Increase in valuation allowance | (35.90%) | (44.30%) | (77.90%) |
Total income tax benefit | 0.00% | 0.00% | 17.20% |
Income Taxes - Deferred Tax Ass
Income Taxes - Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Income Tax Disclosure [Abstract] | ||
Accrued expenses | $ 215 | $ 783 |
Stock-based compensation | 1,664 | 1,507 |
Other | 39 | 19 |
Current deferred tax assets | 1,918 | 2,309 |
Net operating loss carryforwards | 53,173 | 42,358 |
Research and development credits | 4,185 | 3,836 |
Noncurrent deferred tax assets (liabilities) | 57,358 | 46,194 |
Total deferred tax assets | 59,276 | 48,503 |
Valuation allowances | (59,276) | (48,503) |
Net deferred tax assets | $ 0 | $ 0 |
Income Taxes - Unrecognized Tax
Income Taxes - Unrecognized Tax Benefits (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | ||
Unrecognized tax benefits | $ 623,000 | $ 623,000 |
Additions for tax positions of current period | 0 | 0 |
Additions for tax positions of prior periods | 0 | 0 |
Other | 0 | 0 |
Unrecognized tax benefits | 623,000 | $ 623,000 |
Unrecognized tax benefits that would impact effective tax rate | 0 | |
Significant change in unrecognized tax benefits is reasonably possible, amount of unrecorded benefit | 0 | |
Income tax examination, penalties and interest accrued | $ 0 |
Stock-based Compensation - 2009
Stock-based Compensation - 2009 Stock Option Plan (Details) - 2009 Stock Option Plan | 12 Months Ended |
Dec. 31, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Expiration period of options | 10 years |
Minimum | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Percentage of exercise price | 100.00% |
Vesting period of options | 3 years |
Maximum | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Percentage of exercise price | 110.00% |
Vesting period of options | 4 years |
Stock-based Compensation - 2014
Stock-based Compensation - 2014 Equity Incentive Plan (Details) - shares | Jan. 01, 2016 | Feb. 25, 2015 | Jan. 01, 2015 | Jun. 18, 2014 | May 02, 2014 | Dec. 31, 2016 | Dec. 31, 2015 |
2009 Stock Option Plan | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Number of additional awards expected to be granted (in shares) | 0 | ||||||
2014 Equity Incentive Plan | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Base number of new shares available for future issuance under equity incentive plan | 1,122,731 | ||||||
Common stock outstanding percentage | 4.00% | ||||||
Number of shares of common stock for future issuance, board of directors prerogative, increase in period (in shares) | 0 | ||||||
Aggregate number of shares of the Company's common stock that may be issued (in shares) | 556,223 | 510,726 | 340,484 | 351,653 | |||
For possible future issuance under stock option plan (in shares) | 668,921 | 552,415 | |||||
2014 Equity Incentive Plan | Maximum | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Common stock issuable period | 10 years |
Stock-based Compensation - 2015
Stock-based Compensation - 2015 Inducement Plan (Details) - shares | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Mar. 26, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of shares granted (in shares) | 497,978 | 880,116 | |
2015 Inducement Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
For possible future issuance under employee stock purchase plan (in shares) | 450,000 | ||
Number of shares granted (in shares) | 0 | ||
For possible future issuance under stock option plan (in shares) | 165,000 |
Stock-based Compensation - Opti
Stock-based Compensation - Option Valuation Method (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||
Weighted average value of options granted in period (in dollars per share) | $ 2.57 | $ 4.79 | $ 6.24 |
Aggregate fair value of options | $ 1,279 | $ 4,217 | $ 3,249 |
Expected dividend yield | 0.00% | 0.00% | 0.00% |
Expected dividend yield, non-employees directors | 0.00% | 0.00% | 0.00% |
Weighted average expected volatility | 67.18% | 64.42% | 68.57% |
Weighted average expected volatility, non-employees directors | 67.61% | 63.46% | 64.10% |
Weighted average risk-free interest rate | 1.48% | 1.60% | 2.05% |
Weighted average risk-free interest rate, non-employees directors | 1.41% | 1.62% | 1.75% |
Weighted average expected term (in years) | 6 years 29 days | 6 years 26 days | 6 years 15 days |
Weighted average expected term (in years), non-employees directors | 5 years 3 months 18 days | 5 years 3 months 26 days | 5 years 3 months 17 days |
Forfeiture rate | 5.00% | 5.00% | 5.00% |
Forfeiture rate, non-employees directors | 5.00% | 5.00% | 5.00% |
Stock-based Compensation - Stoc
Stock-based Compensation - Stock-based Compensation Plan Activity (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Number of Shares | |||
Number of Outstanding Stock Options, beginning balance (in shares) | 1,379,727 | 615,322 | |
Number of Shares Granted (in shares) | 497,978 | 880,116 | |
Number of Shares Exercised (in shares) | 0 | 0 | |
Number of Shares Canceled (in shares) | (58,261) | (115,711) | |
Number of Outstanding Stock Options, ending balance (in shares) | 1,819,444 | 1,379,727 | 615,322 |
Number of Shares Exercisable (in shares) | 1,022,515 | 635,548 | |
Number of Options Vested or Expected to Vest (in shares) | 1,779,597 | 1,342,518 | |
Weighted- Average Exercise Price | |||
Beginning balance (in dollars per share) | $ 8.71 | $ 9.55 | |
Granted in Period, per share (in dollars per share) | 4.23 | 8.17 | |
Exercised, per share (in dollars per share) | 0 | 0 | |
Canceled, per share (in dollars per share) | 7.47 | 9.05 | |
Ending balance (in dollars per share) | 7.52 | 8.71 | $ 9.55 |
Weighted Average Exercise Price of Options Exercisable, per share (in dollars per share) | 8.59 | 9.41 | |
Weighted Average Exercise Price of Options Vested or Expected to Vest, per share (in dollars per share) | $ 7.55 | $ 8.73 | |
Weighted- Average Remaining Contractual Life (in years) | 6 years 11 months 23 days | 7 years 2 months 5 days | 9 years 5 months 23 days |
Weighted- Average Remaining Contractual Life, Exercisable (in years) | 5 years 6 months 4 days | 4 years 6 months 22 days | |
Weighted- Average Remaining Contractual Life, Vested or Expected to Vest (in years) | 6 years 11 months 9 days | 7 years 1 month 10 days | |
Aggregate Intrinsic Value | $ 32,000 | $ 0 | $ 265,000 |
Aggregate Intrinsic Value of Options Exercisable | 15,000 | 0 | |
Aggregate Intrinsic Value of Options Vested or Expected to Vest | 31,000 | 0 | |
Total fair value of shares vested during the year | 1,534,000 | 595,000 | 458,000 |
Stock option compensation not yet recognized | $ 2,739,000 | ||
Share based compensation cost recognition period | 2 years 8 months 12 days | ||
Intrinsic value of options exercised | $ 0 | $ 0 | $ 11,000 |
Stock-based Compensation - 2062
Stock-based Compensation - 2015 Option Amendments (Details) - USD ($) $ / shares in Units, $ in Thousands | Jul. 21, 2015 | Jun. 30, 2015 | Dec. 31, 2015 | Dec. 31, 2016 | Jul. 23, 2015 | Dec. 31, 2014 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Outstanding stock options (in shares) | 1,379,727 | 1,819,444 | 615,322 | |||
Exercise price (in dollars per share) | $ 8.71 | $ 7.52 | $ 9.55 | |||
Number of shares exercisable (in shares) | 635,548 | 1,022,515 | ||||
Weighted average exercise price (in dollars per share) | $ 9.41 | $ 8.59 | ||||
2014 Equity Incentive Plan | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Weighted-average incremental fair value (in dollars per share) | $ 3.77 | |||||
Expected incremental compensation cost | $ 1,869 | |||||
2014 Equity Incentive Plan | Chief Financial Officer | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Post employment options exercise period | 90 days | |||||
Post employment extended options exercise period | 36 months | |||||
Outstanding stock options (in shares) | 74,490 | |||||
Exercise price (in dollars per share) | $ 9.53 | |||||
Number of unvested shares (in shares) | 50,814 | |||||
Weighted average exercise price (in dollars per share) | $ 9.49 | |||||
Compensatory Arrangement with Executive Officer | President | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Post employment options exercise period | 90 days | |||||
Post employment extended options exercise period | 48 months | |||||
Number of unvested shares (in shares) | 183,268 | |||||
Number of shares exercisable (in shares) | 84,613 | |||||
Weighted average exercise price (in dollars per share) | $ 9.61 | |||||
Nonvested options weighted average grant date fair value (in dollars per share) | $ 9.41 |
Stock-based Compensation - 2063
Stock-based Compensation - 2014 Employee Stock Purchase Plan (Details) - shares | 1 Months Ended | 12 Months Ended | ||
Feb. 28, 2014 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Common stock issued through employee stock purchase plan (in shares) | 7,356 | 16,874 | ||
2014 Employee Stock Purchase Plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Common stock issuable period | 10 years | |||
Common stock outstanding percentage | 0.80% | |||
Employee stock purchase plan, number of shares, which might be added to common stock outstanding (in shares) | 29,411 | |||
Number of shares of common stock for future issuance, board of directors prerogative, increase in period (in shares) | 0 | |||
Common stock issued through employee stock purchase plan (in shares) | 7,356 | 16,874 | 10,048 | |
Shares available for grant, increase over period (in shares) | 29,411 | 29,411 | ||
For possible future issuance under stock option plan (in shares) | 72,338 | 50,283 | ||
2014 Employee Stock Purchase Plan | Maximum | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
For possible future issuance under employee stock purchase plan (in shares) | 47,794 |
Stock-based Compensation - Comp
Stock-based Compensation - Compensation Cost (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||
Stock-based compensation | $ 1,210,000 | $ 3,023,000 | $ 1,201,000 |
Tax benefit from compensation expense | 0 | 0 | 0 |
Cash received from option exercised | $ 0 | $ 0 | $ 9,000 |
Stock-based Compensation - St65
Stock-based Compensation - Stock-based Compensation Expense Related to Stock Options (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total stock-based compensation expense | $ 1,210 | $ 3,023 | $ 1,201 |
Research and development, net | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total stock-based compensation expense | 299 | 300 | 394 |
Selling, general and administrative | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total stock-based compensation expense | 911 | 2,515 | 648 |
Discontinued operations | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total stock-based compensation expense | $ 0 | $ 208 | $ 159 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Details) - USD ($) $ in Thousands | Jul. 16, 2015 | May 04, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Impairment charges recorded | $ 0 | $ 586 | $ 0 | ||||
Loss on disposal, net of associated transaction costs | $ 73 | ||||||
Services Business | Discontinued Operations Disposed of by Sale | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Impairment charges recorded | 0 | 1,350 | 0 | ||||
Loss on disposal, net of associated transaction costs | $ 73 | $ 0 | 73 | $ 0 | |||
Selling costs | $ 764 | $ 764 | $ 764 | ||||
Nonrecurring Fair Value Measurements | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Service Business assets, fair value | $ 572 | ||||||
Estimate selling costs | 778 | ||||||
Nonrecurring Fair Value Measurements | Services Business | Discontinued Operations Held-for-sale | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Impairment charges recorded | $ 1,350 | $ 1,350 |
Fair Value Measurements - Asset
Fair Value Measurements - Assets Measured on a Recurring Basis (Details) - Recurring Fair Value Measurements - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Fair value of cash equivalents | $ 35,656 | $ 46,985 |
Fair value of liabilities | 6,601 | |
Warrant liability | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Fair value of liabilities | 6,601 | |
Cash on deposit | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Fair value of cash equivalents | 9,767 | 46,935 |
Money market funds | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Fair value of cash equivalents | 25,889 | 50 |
Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Fair value of cash equivalents | 35,656 | 46,985 |
Fair value of liabilities | 0 | |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Warrant liability | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Fair value of liabilities | 0 | |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Cash on deposit | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Fair value of cash equivalents | 9,767 | 46,935 |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Money market funds | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Fair value of cash equivalents | 25,889 | 50 |
Significant Other Observable Inputs (Level 2) | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Fair value of cash equivalents | 0 | 0 |
Fair value of liabilities | 0 | |
Significant Other Observable Inputs (Level 2) | Warrant liability | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Fair value of liabilities | 0 | |
Significant Other Observable Inputs (Level 2) | Cash on deposit | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Fair value of cash equivalents | 0 | 0 |
Significant Other Observable Inputs (Level 2) | Money market funds | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Fair value of cash equivalents | 0 | |
Significant Unobservable Inputs (Level 3) | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Fair value of cash equivalents | 0 | 0 |
Fair value of liabilities | 6,601 | |
Significant Unobservable Inputs (Level 3) | Warrant liability | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Fair value of liabilities | 6,601 | |
Significant Unobservable Inputs (Level 3) | Cash on deposit | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Fair value of cash equivalents | $ 0 | 0 |
Significant Unobservable Inputs (Level 3) | Money market funds | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Fair value of cash equivalents | $ 0 |
Fair Value Measurements - Summa
Fair Value Measurements - Summary of Reconciliation of Beginning and Ending Balances for Liabilities Measured at Fair Value on Recurring Basis (Detail) $ in Thousands | 12 Months Ended |
Dec. 31, 2016USD ($) | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |
Beginning balance | $ 0 |
Issuance of warrants | 4,695 |
Loss adjustment to fair value | 1,906 |
Ending balance | $ 6,601 |
Compensatory Plan Obligations (
Compensatory Plan Obligations (Details) - USD ($) | Jul. 21, 2015 | Jun. 30, 2015 | Jul. 31, 2015 | Dec. 31, 2015 | Dec. 31, 2016 |
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring costs | $ 1,012,000 | ||||
Accrued restructuring costs | $ 2,639,000 | $ 0 | |||
Chief Financial Officer | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Cash award granted | $ 138,000 | ||||
Deferred compensation payable | $ 179,000 | ||||
Effective base salary (period) | 7 months | ||||
Severance paid (period) | 7 months | ||||
Payment contribution for COBRA premiums (period) | 7 months | ||||
Accrued restructuring costs | $ 335,000 | 0 | |||
President | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Cash award granted | $ 100,000 | ||||
Deferred compensation payable | 900,000 | ||||
Accrued restructuring costs | $ 1,046,000 | 0 | |||
Severance costs, payment period | 12 months | ||||
Services Business | Discontinued Operations Disposed of by Sale | Employee Severance | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring reserve | $ 999,000 | ||||
Remaining severance obligation | $ 0 | ||||
Payments for restructuring | $ 215,000 | ||||
Retention compensation payable, maximum | $ 814,000 |
Discontinued Operations - Addit
Discontinued Operations - Additional Information (Details) - USD ($) $ in Thousands | Jul. 21, 2015 | Jul. 17, 2015 | May 04, 2015 | May 31, 2014 | Jun. 30, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Jul. 16, 2015 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||
Impairment charges recorded | $ 0 | $ 586 | $ 0 | ||||||
Consideration in escrow | 0 | 500 | |||||||
Research and development | 20,076 | $ 16,440 | $ 8,287 | ||||||
Continuing Operations | |||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||
Research and development | $ 3,131 | ||||||||
Research and Development Services | |||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||
Contract initial term | 18 months | ||||||||
Recorded unconditional purchase obligation | $ 3,300 | ||||||||
Affiliate | |||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||
General and administrative expense | $ 500 | ||||||||
Investor | Merial | Sanofi | |||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||
Ownership percentage of a related party in a customer of the company | 100.00% | ||||||||
Investor | Customer Concentration Risk | Merial | Sales | |||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||
Percentage of total revenue | 29.00% | 41.00% | |||||||
Services Business | Discontinued Operations Held-for-sale | Nonrecurring Fair Value Measurements | |||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||
Impairment charges recorded | $ 1,350 | $ 1,350 | |||||||
Services Business | Discontinued Operations Disposed of by Sale | |||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||
Impairment charges recorded | $ 0 | $ 1,350 | $ 0 | ||||||
Aggregate purchase price | $ 3,875 | ||||||||
Working capital adjustment | 824 | ||||||||
Consideration in escrow | $ 500 | $ 500 | |||||||
Consideration held in escrow, period held in escrow | 12 months | ||||||||
Net cash consideration received at closing | $ 2,549 | $ 2,549 |
Discontinued Operations - Proce
Discontinued Operations - Proceeds from and Carrying Amount of Assets from the Sale of the Services Business (Details) - USD ($) $ in Thousands | Jul. 16, 2015 | Sep. 30, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Jul. 21, 2015 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Consideration in escrow | $ 0 | $ 500 | ||||
Less: Loss on disposal | $ 73 | |||||
Services Business | Discontinued Operations Disposed of by Sale | ||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Net cash consideration received at closing | $ 2,549 | $ 2,549 | ||||
Consideration in escrow | 500 | $ 500 | ||||
Total consideration | 3,049 | |||||
Less: selling costs | 764 | $ 764 | 764 | |||
Proceeds from sale, net of selling costs | 2,285 | |||||
Accounts and unbilled receivables, net | 1,470 | |||||
Prepaid expenses and other current assets | 713 | |||||
Property and equipment, net of accumulated depreciation | 4,900 | |||||
Other assets | 59 | |||||
Assets of Services Business, net | 7,142 | |||||
Accounts payable and accrued expenses | 616 | |||||
Deferred revenue | 1,657 | |||||
Deferred rent | 1,161 | |||||
Liabilities related to assets of the Services Business | 3,434 | |||||
Assets of the Services Business, net of liabilities | 3,708 | |||||
Less: Impairment charge recognized upon classification as held for sale | 1,350 | |||||
Less: Loss on disposal | 73 | $ 0 | $ 73 | $ 0 | ||
Assets of the Services Business, net of liabilities and impairment charges | $ 2,285 |
Discontinued Operations - Reven
Discontinued Operations - Revenue, Expense, Gain, and Losses Attributable to Discontinued Operations (Details) (Details) - USD ($) $ in Thousands | Jul. 16, 2015 | Sep. 30, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Impairment charge from classification of assets as held for sale | $ 0 | $ (586) | $ 0 | ||
Gain (loss) on disposal, net of associated transaction costs of $764 | $ (73) | ||||
Services Business | Discontinued Operations Disposed of by Sale | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Total revenue | 0 | 7,408 | 17,768 | ||
Cost of revenue | 0 | (7,296) | (15,446) | ||
Research and development | 0 | (860) | 0 | ||
Selling, general, and administrative | 0 | 0 | 48 | ||
Gain on insurance recovery | 0 | 0 | 165 | ||
Severance and exit costs | 0 | (2,114) | 0 | ||
Impairment charge from classification of assets as held for sale | 0 | (1,350) | 0 | ||
Gain (loss) on disposal, net of associated transaction costs of $764 | $ (73) | 0 | (73) | 0 | |
Income tax expense | 0 | 0 | (1,166) | ||
Loss (income) from discontinued operations, net of income tax expense | $ 0 | (4,285) | $ 1,369 | ||
Selling costs | $ 764 | $ 764 | $ 764 |
Discontinued Operations - Depre
Discontinued Operations - Depreciation, Capital Expenditures, and Significant Operating and Investing Non-Cash Items Related to Discontinued Operations (Details) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Proceeds from insurance recovery | $ 0 | $ 0 | $ 216 |
Gain on insurance recovery | 0 | 0 | (165) |
Stock-based compensation | 1,210 | 3,023 | 1,201 |
Changes in deferred rent | 1 | (108) | (187) |
Impairment of fixed asset | 0 | 0 | 51 |
Services Business | Discontinued Operations Held-for-sale | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Depreciation expense | 0 | 391 | 1,132 |
Purchases of property and equipment | 0 | (547) | (704) |
Proceeds from insurance recovery | 0 | 0 | 216 |
Gain on insurance recovery | 0 | 0 | (165) |
Stock-based compensation | 0 | 208 | 159 |
Changes in deferred rent | 0 | (133) | (187) |
Equipment purchases in accounts payable and accrued expenses | 0 | 0 | 34 |
Impairment of fixed asset | $ 0 | $ 0 | $ 51 |
Employee Benefit Plan (Details)
Employee Benefit Plan (Details) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016USD ($)hour | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | |
Compensation and Retirement Disclosure [Abstract] | |||
Work hours per week | hour | 20 | ||
Employer matching percent | 50.00% | ||
Maximum percentage of contributions per employee | 6.00% | ||
Vesting period | 4 years | ||
Contribution amount | $ | $ 77 | $ 79 | $ 63 |
Significant Agreements (Details
Significant Agreements (Details) $ in Millions | Oct. 29, 2014compound | Nov. 30, 2014USD ($) | Aug. 31, 2013USD ($) | Dec. 31, 2014USD ($) |
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||||
Deferred revenue recognition period (in months) | 70 months | |||
Number of compounds | compound | 2 | |||
Waterstone Licensing Agreement | Licensing Agreement | ||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||||
Milestone payment for first product registration | $ 4 | |||
Option exercise period | 18 months | |||
Contract term | 10 years | |||
Upfront payment | 1 | |||
Additional upfront payment | $ 0.5 | |||
Revenue from non-refundable upfront payment | $ 1 | |||
Development, License, and Supply Agreement | R-Pharm Collaboration Arrangement | ||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||||
Proceeds from collaborators | $ 1.5 | |||
Milestone payment for first product registration | 3 | |||
Sales based payments | $ 15 | |||
Deferred revenue recognition period (in months) | 70 months |
Quarterly Results of Operatio76
Quarterly Results of Operations (Unaudited) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Revenue | $ 65 | $ 64 | $ 64 | $ 64 | $ 64 | $ 64 | $ 64 | $ 65 | $ 257 | $ 257 | $ 1,256 |
Loss from operations | (5,631) | (6,706) | (8,268) | (7,212) | (8,387) | (7,537) | (6,493) | (5,932) | (27,817) | (28,349) | (14,647) |
Net loss | $ (3,449) | $ (11,228) | $ (8,128) | $ (7,184) | $ (8,387) | $ (8,355) | $ (9,497) | $ (6,384) | $ (29,989) | $ (32,623) | $ (4,234) |
Net loss per share - basic and diluted (in dollars per share) | $ (0.02) | $ (0.48) | $ (0.56) | $ (0.52) | $ (0.55) | $ (0.60) | $ (0.78) | $ (0.75) | $ (1.58) | $ (2.68) |
Subsequent Events (Details)
Subsequent Events (Details) - shares | Jan. 01, 2017 | Jan. 01, 2016 | Feb. 25, 2015 | Jan. 01, 2015 | Jun. 18, 2014 |
2014 Equity Incentive Plan | |||||
Subsequent Event [Line Items] | |||||
Aggregate number of shares of the Company's common stock that may be issued (in shares) | 556,223 | 510,726 | 340,484 | 351,653 | |
Subsequent Event | 2014 Equity Incentive Plan | |||||
Subsequent Event [Line Items] | |||||
Aggregate number of shares of the Company's common stock that may be issued (in shares) | 984,376 | ||||
Subsequent Event | 2014 Employee Stock Purchase Plan | |||||
Subsequent Event [Line Items] | |||||
Aggregate number of shares of the Company's common stock that may be issued (in shares) | 29,411 |