Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2015 | Oct. 23, 2015 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2015 | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q3 | |
Trading Symbol | THLD | |
Entity Registrant Name | THRESHOLD PHARMACEUTICALS INC | |
Entity Central Index Key | 1,183,765 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 71,457,059 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Current assets: | ||
Cash and cash equivalents | $ 13,709 | $ 8,391 |
Marketable securities, current | 42,705 | 50,209 |
Collaboration receivable | 4,032 | 7,248 |
Prepaid expenses and other current assets | 1,785 | 832 |
Total current assets | 62,231 | 66,680 |
Property and equipment, net | 404 | 557 |
Other assets | 1,329 | 1,159 |
Total assets | 63,964 | 68,396 |
Current liabilities: | ||
Accounts payable | 436 | 2,074 |
Accrued clinical and development expenses | 5,898 | 5,998 |
Accrued liabilities | 3,202 | 3,180 |
Deferred revenue, current | 14,722 | 14,722 |
Total current liabilities | 24,258 | 25,974 |
Warrant liability | 19,295 | 3,961 |
Deferred revenue, non-current | 51,153 | 62,194 |
Deferred rent | 153 | 243 |
Total liabilities | $ 94,859 | $ 92,372 |
Commitments and contingencies (Note 7) | ||
Stockholders’ equity (deficit): | ||
Preferred stock, $0.001 par value, 2,000,000 shares authorized; no shares issued and outstanding | ||
Common stock, $0.001 par value, shares authorized: 150,000,000 shares; issued and outstanding: 71,431,059 shares at September 30, 2015 and 62,898,233 shares at December 31, 2014 | $ 71 | $ 63 |
Additional paid-in capital | 368,190 | 349,236 |
Accumulated other comprehensive loss | (3) | (13) |
Accumulated deficit | (399,153) | (373,262) |
Total stockholders’ equity (deficit) | (30,895) | (23,976) |
Total liabilities and stockholders’ equity (deficit) | $ 63,964 | $ 68,396 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Sep. 30, 2015 | Dec. 31, 2014 |
Statement Of Financial Position [Abstract] | ||
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 2,000,000 | 2,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 150,000,000 | 150,000,000 |
Common stock, shares issued | 71,431,059 | 62,898,233 |
Common stock, shares outstanding | 71,431,059 | 62,898,233 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Loss (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Income Statement [Abstract] | ||||
Revenue | $ 3,680 | $ 3,680 | $ 11,041 | $ 11,041 |
Operating expenses: | ||||
Research and development | 8,081 | 8,906 | 28,902 | 27,223 |
General and administrative | 2,372 | 2,407 | 7,468 | 7,518 |
Total operating expenses | 10,453 | 11,313 | 36,370 | 34,741 |
Loss from operations | (6,773) | (7,633) | (25,329) | (23,700) |
Interest income (expense), net | 27 | 27 | 99 | 97 |
Other income (expense), net | 315 | (341) | (661) | 7,781 |
Loss before provision (benefit) for income taxes | (6,431) | (7,947) | (25,891) | (15,822) |
Provision (benefit) for income taxes | (202) | (202) | ||
Net loss | (6,431) | (7,745) | (25,891) | (15,620) |
Other comprehensive income (loss): | ||||
Unrealized gain (loss) on available-for-sale securities | 15 | (13) | 10 | (24) |
Comprehensive loss | $ (6,416) | $ (7,758) | $ (25,881) | $ (15,644) |
Net loss per common share: | ||||
Basic | $ (0.09) | $ (0.13) | $ (0.37) | $ (0.26) |
Diluted | $ (0.09) | $ (0.15) | $ (0.37) | $ (0.37) |
Weighted average number of shares used in per common share calculations: | ||||
Basic | 71,382 | 59,845 | 69,833 | 59,500 |
Diluted | 71,382 | 61,494 | 69,833 | 63,419 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Cash flows from operating activities: | ||
Net loss | $ (25,891) | $ (15,620) |
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | ||
Depreciation and amortization | 753 | 1,034 |
Stock-based compensation expense | 4,792 | 3,932 |
Change in common stock warrant value | 659 | (7,781) |
(Gain) loss on sale of investments, property and equipment | 14 | |
Changes in operating assets and liabilities: | ||
Collaboration receivable | 3,216 | 13,631 |
Prepaid expenses and other assets | (1,123) | 258 |
Accounts payable | (1,638) | 1,725 |
Accrued clinical and development expenses | (100) | (3,302) |
Accrued liabilities | 22 | (464) |
Deferred rent | (90) | 20 |
Deferred revenue | (11,041) | (11,042) |
Net cash (used in) provided by operating activities | (30,427) | (17,609) |
Cash flows from investing activities: | ||
Acquisition of property and equipment | (109) | (212) |
Acquisition of marketable securities | (46,622) | (43,275) |
Proceeds from sale of marketable securities | 1,997 | 13,234 |
Proceeds from maturities of marketable securities | 51,634 | 46,715 |
Net cash (used in) provided by investing activities | 6,900 | 16,462 |
Cash flows from financing activities: | ||
Proceeds from issuance of common stock and warrants, net of offering expenses | 28,845 | 5,108 |
Net cash provided by financing activities | 28,845 | 5,108 |
Net increase (decrease) in cash and cash equivalents | 5,318 | 3,961 |
Cash and cash equivalents, beginning of period | 8,391 | 7,279 |
Cash and cash equivalents, end of period | $ 13,709 | $ 11,240 |
Organization and Summary of Sig
Organization and Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2015 | |
Accounting Policies [Abstract] | |
Organization and Summary of Significant Accounting Policies | NOTE 1 — ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The Company Threshold Pharmaceuticals, Inc. (the “Company”) is a biotechnology company using its expertise in the tumor microenvironment to discover and develop therapeutic agents that selectively target tumor cells for the treatment of patients living with cancer. Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States of America for complete financial statements. The unaudited interim condensed consolidated financial statements have been prepared on the same basis as the annual consolidated financial statements. In the opinion of management, all adjustments, consisting of normal recurring adjustments necessary for the fair statement of results for the periods presented, have been included. The results of operations of any interim period are not necessarily indicative of the results of operations for the full year or any other interim period. The preparation of condensed consolidated financial statements requires management to make estimates and assumptions that affect the recorded amounts reported therein. A change in facts or circumstances surrounding the estimate could result in a change to estimates and impact future operating results. The unaudited condensed consolidated financial statements and related disclosures have been prepared with the presumption that users of the interim unaudited condensed consolidated financial statements have read or have access to the audited consolidated financial statements for the preceding fiscal year. The condensed consolidated balance sheet at December 31, 2014 has been derived from the audited financial statements at that date but does not include all the information and footnotes required by accounting principles generally accepted in the United States of America. Accordingly, these unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto for the year ended December 31, 2014 included in the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission (“SEC”) on March 3, 2015. The unaudited condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiary, and reflect the elimination of intercompany accounts and transactions. Revenue Recognition The Company recognizes revenue in accordance with ASC 605 “Revenue Recognition”, subtopic ASC 605-25 “Revenue with Multiple Element Arrangements” and subtopic ASC 605-28 “Revenue Recognition-Milestone Method”, which provide accounting guidance for revenue recognition for arrangements with multiple deliverables and guidance on defining the milestone and determining when the use of the milestone method of revenue recognition for research and development transactions is appropriate, respectively. The Company’s revenues are related to its collaboration arrangement with Merck KGaA, which was entered in February 2012. The collaboration with Merck KGaA provides for various types of payments to the Company, including non-refundable upfront license, milestone and royalty payments. The Company recognizes revenue when persuasive evidence of an arrangement exists, delivery has occurred or services have been rendered, the price is fixed or determinable, and collectability is reasonably assured. The Company also receives reimbursement for Merck KGaA’s 70% share for eligible worldwide development expenses for evofosfamide (formerly TH-302). Such reimbursement is reflected as a reduction of operating expenses. For multiple-element arrangements, each deliverable within a multiple deliverable revenue arrangement is accounted for as a separate unit of accounting if both of the following criteria are met: (1) the delivered item or items have value to the customer on a standalone basis and (2) for an arrangement that includes a general right of return relative to the delivered item(s), delivery or performance of the undelivered item(s) is considered probable and substantially in the Company’s control. The deliverables under the Merck KGaA agreement have been determined to be a single unit of accounting and as such the revenue relating to this unit of accounting is recorded as deferred revenue and recognized ratably over the term of its estimated performance period under the agreement, which is the product development period. The Company determines the estimated performance period and is periodically reviewed based on the progress of the related product development plan. The effect of a change made to an estimated performance period, and the related ratably recognized revenue, would occur on a prospective basis in the period that the change was made. Deferred revenue associated with a non-refundable payment received under a collaborative agreement for which the performance obligations are terminated will result in an immediate recognition of any remaining deferred revenue in the period that termination occurred provided that all performance obligations have been satisfied. The Company recognizes revenue from milestone payments when: (i) the milestone event is substantive and its achievability has substantive uncertainty at the inception of the agreement, and (ii) the Company does not have ongoing performance obligations related to the achievement of the milestone earned. Milestone payments are considered substantive if all of the following conditions are met: the milestone payment (a) is commensurate with either the Company’s performance subsequent to the inception of the arrangement to achieve the milestone or the enhancement of the value of the delivered item or items as a result of a specific outcome resulting from the Company’s performance subsequent to the inception of the arrangement to achieve the milestone, (b) relates solely to past performance, and (c) is reasonable relative to all of the deliverables and payment terms (including other potential milestone consideration) within the arrangements. See Note 3, “Collaboration Arrangements,” for analysis of milestone events deemed to be substantive or non-substantive. |
Net Loss Per Common Share
Net Loss Per Common Share | 9 Months Ended |
Sep. 30, 2015 | |
Earnings Per Share [Abstract] | |
Net Loss Per Common Share | NOTE 2 — NET LOSS PER COMMON SHARE Basic net loss per common share is computed by dividing net loss by the weighted-average number of common shares outstanding during the period. Diluted net loss per common share is computed by giving effect to all potential dilutive common shares, including outstanding options and warrants. Potential dilutive common shares also include the dilutive effect of the common stock underlying in-the-money stock options and warrants that were calculated based on the average share price for each period using the treasury stock method. Under the treasury stock method, the exercise price of an option or warrant is assumed to be used to repurchase shares in the current period. In addition, the average amount of compensation cost for in-the-money options, if any, for future service that the Company has not yet recognized when the option is exercised, is also assumed to repurchase shares in the current period. A reconciliation of the numerator and denominator used in the calculation is as follows (in thousands, except per share amounts): Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 Numerator: Net loss - basic $ (6,431 ) $ (7,745 ) $ (25,891 ) $ (15,620 ) Less: noncash income from change in fair value of common stock warrants — (1,558 ) — (7,781 ) Net loss - diluted (6,431 ) (9,303 ) (25,891 ) (23,401 ) Denominator: Weighted average common shares outstanding 71,382 59,845 69,833 59,500 Dilutive effect of warrants — 1,649 — 3,919 Weighted-average common shares outstanding and dilutive potential common shares — diluted 71,382 61,494 69,833 63,419 Net loss per share Basic $ (0.09 ) $ (0.13 ) $ (0.37 ) $ (0.26 ) Diluted $ (0.09 ) $ (0.15 ) $ (0.37 ) $ (0.37 ) The following outstanding warrants, options and purchase rights under the Company’s 2004 Employee Stock Purchase Plan (“2004 Purchase Plan”) were excluded from the computation of diluted net loss per share for the periods presented because including them would have had an antidilutive effect (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 Shares issuable upon exercise of warrants 12,136 649 12,136 — Shares issuable upon exercise of stock options 10,287 8,173 10,287 8,173 Shares issuable related to the 2004 Purchase Plan 40 33 40 33 |
Collaboration Arrangements
Collaboration Arrangements | 9 Months Ended |
Sep. 30, 2015 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Collaboration Arrangements | NOTE 3 — COLLABORATION ARRANGEMENTS On February 3, 2012, the Company entered into a global license and co-development agreement with Merck KGaA, Darmstadt, Germany, to co-develop and commercialize evofosfamide, the Company’s small molecule hypoxia-targeted drug candidate. Under the terms of the agreement, Merck KGaA received co-development rights, exclusive global commercialization rights and provided the Company with an option to co-commercialize evofosfamide in the United States. To date, the Company has received $110 million in upfront and milestone payments. The milestones earned to date were not deemed to be substantive milestones because the work related to the achievement of these items was predominately completed prior to the inception of the arrangement or was not commensurate with Company’s performance subsequent to the inception of the arrangement to achieve the milestone. The Company is eligible to earn additional potential milestone payments of up to $100 million in regulatory and development milestones, and $340 million in commercialization milestones. In the United States, the Company has primary responsibility for development of evofosfamide in the soft tissue sarcoma indication. The Company and Merck KGaA will jointly develop evofosfamide in all other cancer indications being pursued. Merck KGaA will pay 70% of worldwide development expenses for evofosfamide. Subject to FDA approval in the United States, Merck KGaA will initially be responsible for commercialization of evofosfamide with the Company receiving a tiered, double-digit royalty on sales. Under the royalty-bearing portion of the agreement, Threshold retains the option to co-promote evofosfamide in the United States. Additionally, the Company retains the option to co-commercialize evofosfamide in the United States, upon the achievement of certain sales and regulatory milestones, allowing the Company to participate in up to 50% of the profits in the United States depending on total sales. Outside of the United States, Merck KGaA will be solely responsible for the commercialization of evofosfamide with the Company receiving a tiered, double-digit royalty on sales in these territories. The agreement will continue on a country-by-country and product-by-product basis until the later of the last to expire patent covering such product containing evofosfamide in such country or ten years following the commercial launch of a product containing evofosfamide in such country, unless terminated earlier. Merck KGaA has the right to terminate the agreement on limited notice to the Company, and each party has the right to terminate the agreement following an uncured material breach by the other party. The Company’s deliverables under the Merck KGaA agreement, which include delivery of the rights and license for evofosfamide and performance of research and development activities, have been determined to be a single unit of accounting. The delivered license does not have standalone value at the inception of the arrangement due to the Company’s proprietary expertise with respect to the licensed compound and related ongoing developmental participation under the global license and co-development agreement, which is required for Merck KGaA to fully realize the value from the delivered license. Therefore, the revenue relating to this unit of accounting will be recorded as deferred revenue and recognized over the estimated performance period under the agreement, which is the product development period. The Company has recorded $110 million of the upfront payment and milestones payments as deferred revenue and is amortizing them ratably over its estimated period of performance, which the Company currently estimates to end on March 31, 2020. As a result, the Company recognized $3.7 million and $11.0 million of revenue during the three and nine months ended September 30, 2015, respectively, and $3.7 million and $11.0 million of revenue during the three and nine months ended September 30, 2014, respectively. The Company will periodically review and, if necessary, revise the estimated periods of performance of its collaboration. The Company also earned $3.8 million and $9.5 million reimbursement for eligible worldwide development expenses for evofosfamide from Merck KGaA during the three and nine months ended September 30, 2015, respectively, compared to $4.8 million and $14.2 million during the three and nine months ended September 30, 2014, respectively. Such earned reimbursement has been reflected as a reduction of research and development expenses. Of the remaining potential future milestones, $100 million are related to regulatory and development milestones and $340 million are related to commercialization milestones that may be received under the Merck KGaA Agreement. Regulatory milestones include the filing and acceptance of regulatory applications for marketing approval in major markets. Development milestones include primarily the initiation of various phases of clinical trials. Commercialization milestones include the achievement of first commercial sales in a particular market or annual product sales in excess of a pre-specified threshold. At the inception of the collaboration agreement the Company assessed regulatory and development milestones to be substantive where there was substantive scientific and regulatory uncertainty of achievement, the amounts of payments assigned were considered to be commensurate with the enhancement that occurred subsequent to inception of the Merck KGaA agreement, of the value of the delivered rights and license of evofosfamide and the Company’s performance is necessary to the achievement of the milestone. Accordingly, the Company will recognize payments related to the achievement of such milestones, if any, when such milestone is achieved. Regulatory and development milestones that do not meet these conditions were considered non-substantive and payments related to the achievement of such milestones, if any, will be recorded as deferred revenue and amortized ratably over the estimated period of performance. Under the Merck KGaA agreement, Merck KGaA will initially be responsible for commercialization activities and the Company initially may not be involved in the achievement of these commercialization milestones. These commercialization milestones would typically be achieved after the completion of the Company’s regulatory and development activities. If there are no future development obligations, the Company expects to account for the commercialization milestones in the same manner as royalties, with revenue recognized upon achievement of the milestone. |
Stockholders' Equity (Deficit)
Stockholders' Equity (Deficit) | 9 Months Ended |
Sep. 30, 2015 | |
Equity [Abstract] | |
Stockholders' Equity (Deficit) | NOTE 4 — STOCKHOLDERS’ EQUITY (DEFICIT) Common Stock On February 18, 2015, the Company completed an underwritten public offering of 8.3 million shares of its common stock and accompanying The warrants issued in the February 2015 offering carry an initial exercise price of $10.86 per share and are exercisable through the date that is five years from the issuance date. On the 30th trading day following the earlier of (i) the date two years from the issuance date or (ii) the later to occur of (a) the date on which top-line efficacy data from the Company’s Phase 3 clinical trial of evofosfamide plus doxorubicin versus doxorubicin alone in patients with locally advanced unresectable or metastatic soft tissue sarcoma is publicly announced by the Company or (b) the date on which top-line efficacy data from the Phase 3 MAESTRO clinical trial of evofosfamide in combination with gemcitabine in patients with previously untreated, locally advanced unresectable or metastatic pancreatic adenocarcinoma is publicly announced by the Company, the warrant exercise price will be adjusted to equal the average of the volume-weighted average price of the Company’s common stock for each of the 20 trading days immediately preceding the applicable date, provided that in no event will the exercise price be adjusted above $10.86 or below $3.62. After the date of foregoing adjustment to the warrant exercise price (such date, the “Adjustment Date”), the exercise price of the warrants will then be subject to price-based anti-dilution protection such that to the extent the Company’s issues and sells any shares of common stock, or any securities convertible or exchangeable for shares of common stock (in each case subject to certain exceptions), at a price per share below the warrant exercise price then in effect, the warrant exercise price will be adjusted downward to equal the price at which such securities are issued and sold by the Company (but in no event will the warrant exercise price be reduced below $3.62 per share). The exercise price of the warrants is also subject to adjustment in the event of certain stock dividends and distributions, stock splits, stock combinations, reclassifications or similar events affecting the Company’s common stock. The warrants must be exercised for cash, except that if the Company fails to maintain an effective registration statement covering the exercise of the warrants, the warrants may be exercised on a net, or cashless basis. In addition, subject to the satisfaction of certain conditions set forth in the warrants, at the Company’s option, the Company has the right to force the holders of the warrants to exercise their warrants in full if the volume-weighted average price of the Company’s common stock for any 20 consecutive trading-day period beginning after the 90th day following the Adjustment Date exceeds $18.00 per share. Common Stock Warrant Valuation The Company accounts for its common stock warrants under guidance in ASC 815 that clarifies the determination of whether an instrument (or an embedded feature) is indexed to an entity’s own stock, which would qualify for classification as liabilities. The guidance requires the Company’s outstanding warrants to be classified as liabilities and to be fair valued at each reporting period, with the changes in fair value recognized as other income (expense) in the Company’s consolidated statements of operations. At both September 30, 2015 and February 18, 2015, the Company had warrants outstanding to purchase 8.3 million shares of common stock, having an initial exercise price of $10.86 per share, which warrants were issued by the Company in the February 2015 offering. The fair value of these warrants on September 30, 2015 and February 18, 2015 was determined using a Monte-Carlo simulation model that accounted for the estimated changes to the exercise price between the issuance date and the Adjustment Date along with the following key level 3 inputs: September 30, 2015 February 18, 2015 Risk-free interest rate 1.23 % 1.52 % Expected life (in years) 4.38 5.00 Dividend yield — — Volatility 50 % 50 % Stock price $ 4.07 $ 4.26 On February 18, 2015, the Company determined the fair value of the February 2015 warrants to be $14.7 million and classified that amount of the net proceeds from the February 2015 offering to warrant liability. During the three and nine months ended September 30, 2015, the change in fair value of $0.3 million and $1.7 million of noncash income, respectively, related to the February 2015 warrants was recorded as other income (expense) in the Company’s consolidated statement of operations. At both September 30, 2015 and December 31, 2014, the Company also had warrants outstanding to purchase 3.8 million shares of common stock, having an exercise price of $2.46 per share, which warrants were initially issued by the Company in an underwritten public offering in March 2011. The fair value of these warrants on September 30, 2015 and December 31, 2014 was determined using a Black Scholes valuation model with the following key level 3 inputs: September 30, 2015 December 31, 2014 Risk-free interest rate 0.08 % 0.67 % Expected life (in years) 0.46 1.21 Dividend yield — — Volatility 53 % 49 % Stock price $ 4.07 $ 3.18 During the three and nine months ended September 30, 2015, the change in fair value of $38,000 of noncash income and $2.4 million of noncash expense, respectively, related to the March 2011 warrants was recorded as other income (expense) in the Company’s condensed consolidated statement of operations. The following table sets forth the Company’s financial liabilities, related to warrants issued in the February 2015 and March 2011 offerings, subject to fair value measurements as of September 30, 2015 and December 31, 2014: Fair Value as of September 30, 2015 Basis of Fair Value Measurements (in thousands) Level 1 Level 2 Level 3 February 2015 warrants $ 12,965 $ — $ — $ 12,965 March 2011 warrants 6,330 — — 6,330 Total common stock warrants $ 19,295 $ — $ — $ 19,295 Fair Value as of December 31, 2014 Basis of Fair Value Measurements (in thousands) Level 1 Level 2 Level 3 March 2011 warrants 3,961 — — 3,961 Total common stock warrants $ 3,961 $ — $ — $ 3,961 The following table is a reconciliation of the warrant liability measured at fair value using level 3 inputs (in thousands): Warrant Liability Balance at December 31, 2014 $ 3,961 Initial fair value of common stock warrants related to February 2015 offering 14,692 Change in fair value of common stock warrants during nine months ended September 30, 2015 659 Exercise of warrants during nine months ended September 30, 2015 (17 ) Balance at September 30, 2015 $ 19,295 |
Stock Based Compensation
Stock Based Compensation | 9 Months Ended |
Sep. 30, 2015 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stock Based Compensation | NOTE 5 — STOCK BASED COMPENSATION The Company recognizes stock-based compensation in accordance with ASC 718, “Compensation—Stock Compensation.” Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 Amortization of stock-based compensation: Research and development $ 846 $ 663 $ 2,837 $ 2,180 General and administrative 630 535 1,955 1,752 $ 1,476 $ 1,198 $ 4,792 $ 3,932 Valuation Assumptions The Company estimated the fair value of stock options granted using the Black-Scholes option-pricing formula and a single option award approach. This fair value is being amortized ratably over the requisite service periods of the awards, which is generally the vesting period. The fair value of employee stock options and employee purchase rights under the 2004 Purchase Plan was estimated using the following weighted-average assumptions for the three and nine months ended September 30, 2015 and 2014: Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 Employee Stock Options: Risk-free interest rate 1.77 % 1.96 % 1.70 % 1.83 % Expected term (in years) 6.08 6.08 5.99 5.98 Dividend yield — — — — Volatility 79 % 94 % 82 % 94 % Weighted-average fair value of stock options granted $ 2.98 $ 3.30 $ 3.08 $ 2.90 Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 Employee Stock Purchase Plan (ESPP): Risk-free interest rate 0.45 % 0.22 % 0.39 % 0.20 % Expected term (in years) 1.25 1.25 1.24 1.24 Dividend yield — — — — Volatility 50 % 46 % 50 % 49 % Weighted-average fair value of ESPP purchase rights $ 1.55 $ 1.46 $ 1.58 $ 1.60 To determine the expected term of the Company’s employee stock options granted, the Company utilized the simplified approach as defined by SEC Staff Accounting Bulletin No. 107, “Share-Based Payment” Employee Stock-based Compensation Expense As required by ASC 718, the Company recognized $1.5 million and $4.8 million of stock-based compensation expense related to stock options and purchase rights, under the Company’s equity incentive plans and 2004 Purchase Plan, for the three and nine months ended September 30, 2015, respectively, and $1.2 million and $3.9 million of stock-based compensation for the three and nine months ended September 30, 2014, respectively. As of September 30, 2015, the total unrecognized compensation cost related to unvested stock-based awards granted to employees under the Company’s equity incentive plans was approximately $12.0 million before forfeitures. This cost will be recorded as compensation expense on a straight-line basis over the remaining weighted average requisite service period of approximately 2.6 years. Non-employee Stock-based Compensation Expense The Company accounts for equity instruments issued to non-employees in accordance with ASC 505, “Equity.” Equity Incentive Plans Equity Incentive Plans At September 30, 2015, 2,236,211 shares were authorized and available for issuance under the 2014 Equity Incentive Plan. The following table summarizes stock option activity under the Company’s equity incentive plans: Options Number of Shares Weighted- Average Exercise Price Weighted- Average Remaining Contractual Term Aggregate Intrinsic Value Outstanding at December 31, 2014 8,168,942 $ 3.69 — — Granted 2,278,500 $ 4.38 — — Exercised (68,759 ) $ 1.98 — — Forfeitures (91,218 ) $ 4.53 — — Outstanding at September 30, 2015 10,287,465 $ 3.84 7.11 $ 8,850,855 Vested and expected to vest September 30, 2015 10,215,027 $ 3.84 7.10 $ 8,842,746 Exercisable at September 30, 2015 6,481,218 $ 3.50 6.14 $ 8,345,365 The total intrinsic value of stock options exercised during the nine months ended September 30, 2015 and 2014 were $0.2 million and $0.2 million, respectively, as determined at the date of the option exercise. Cash received from stock option exercises was $0.1 million and $0.1 million for the nine months ended September 30, 2015 and 2014, respectively. The Company issues new shares of common stock upon exercise of options. In connection with these exercises, there was no tax benefit realized by the Company due to the Company’s current loss position. 2004 Employee Stock Purchase Plan On January 1, 2015, an additional 100,000 shares was authorized for issuance under the 2004 Purchase Plan pursuant to the annual automatic increase to the authorized shares under the 2004 Purchase Plan. For the nine months ended September 30, 2015, plan participants had purchased 154,067 shares at an average purchase price of $3.49 for total cash proceeds of $0.5 million. At September 30, 2015, 126,837 shares were authorized and available for issuance under the 2004 Purchase Plan. |
Marketable Securities and Fair
Marketable Securities and Fair Value | 9 Months Ended |
Sep. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Marketable Securities and Fair Value | NOTE 6 —MARKETABLE SECURITIES AND FAIR VALUE The Company accounts for its marketable securities in accordance with ASC 820 “Fair Value Measurements and Disclosures.” Level 1 —Quoted prices in active markets for identical assets or liabilities. Level 2 —Observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3 —Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. The Company utilizes the market approach to measure fair value for its financial assets and liabilities. The market approach uses prices and other relevant information generated by market transactions involving identical or comparable assets or liabilities. For Level 2 securities that have market prices from multiples sources, a “consensus price” or a weighted average price for each of these securities can be derived from a distribution-curve-based algorithm which includes market prices obtained from a variety of industrial standard data providers (e.g. Bloomberg), security master files from large financial institutions, and other third-party sources. Level 2 securities with short maturities and infrequent secondary market trades are typically priced using mathematical calculations adjusted for observable inputs when available. The following table sets forth the Company’s financial assets (cash equivalents and marketable securities) at fair value on a recurring basis as of September 30, 2015 and December 31, 2014: Fair Value as of September 30, 2015 Basis of Fair Value Measurements (in thousands) Level 1 Level 2 Level 3 Money market funds $ 4,867 $ 4,867 $ — $ — Certificates of deposit 841 — 841 — Corporate debt securities 18,128 — 18,128 — Government securities 17,253 — 17,253 — Municipal securities 1,933 — 1,933 — Commercial paper 13,392 — 13,392 — Total cash equivalents and marketable securities $ 56,414 $ 4,867 $ 51,547 $ — Fair Value as of December 31, 2014 Basis of Fair Value Measurements (in thousands) Level 1 Level 2 Level 3 Money market funds $ 3,369 $ 3,369 $ — $ — Certificates of deposit 2,505 — 2,505 — Corporate debt securities 28,081 — 28,081 — Government securities 19,123 — 19,123 — Commercial paper 5,499 — 5,499 — Total cash equivalents and marketable securities $ 58,577 $ 3,369 $ 55,208 $ — The Company invests in highly-liquid, investment-grade securities. The following is a summary of the Company’s available-for-sale securities at September 30, 2015 and December 31, 2014: As of September 30, 2015 (in thousands): Cost Basis Unrealized Gain Unrealized Loss Fair Value Money market funds $ 4,867 $ — $ — $ 4,867 Certificates of deposit 841 — — 841 Corporate debt securities 18,136 2 (10 ) 18,128 U.S. Government securities 17,249 4 — 17,253 Municipal securities 1,932 1 — 1,933 Commercial paper 13,392 — — 13,392 56,417 7 (10 ) 56,414 Less cash equivalents 13,709 — — 13,709 Total marketable securities $ 42,708 $ 7 $ (10 ) $ 42,705 As of December 31, 2014 (in thousands): Cost Basis Unrealized Gain Unrealized Loss Fair Value Money market funds $ 3,369 $ — $ — $ 3,369 Certificates of deposit 2,505 — — 2,505 Corporate debt securities 28,094 1 (14 ) 28,081 U.S. Government securities 19,123 3 (3 ) 19,123 Commercial paper 5,499 — — 5,499 58,590 4 (17 ) 58,577 Less cash equivalents 8,368 — — 8,368 Total marketable securities $ 50,222 $ 4 $ (17 ) $ 50,209 There were no realized gains or losses in the three and nine months ended September 30, 2015 and 2014, respectively. As of September 30, 2015, the weighted average maturity for the Company’s available for sale securities was 3.3 months, with the longest maturity being May 2016. The following table provides the breakdown of the marketable securities with unrealized losses at September 30, 2015 (in thousands): In loss position for less than twelve months As of September 30, 2015 (in thousands): Fair Value Unrealized Loss Corporate debt securities 11,234 (10 ) The Company determined the fair value of the liability associated with its February 2015 and March 2011 warrants to purchase in aggregate 12.1 million shares of outstanding common stock using a Monte Carlo Simulation Model and a Black-Scholes Model, respectively. See detailed discussion in Note 4 — |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2015 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | NOTE 7 — COMMITMENTS AND CONTINGENCIES The Company leases certain of its facilities under noncancelable leases, which qualify for operating lease accounting treatment under ASC 840, “Leases,” Years Ending December 31, 2015 $ 191 2016 768 2017 260 Thereafter Total $ 1,219 Indemnification The Company enters into indemnification provisions under its agreements with other companies in the ordinary course of business, including business partners, contractors and parties performing its clinical trials. Pursuant to these arrangements, the Company indemnifies, holds harmless, and agrees to reimburse the indemnified parties for losses suffered or incurred by the indemnified party as a result of the Company’s activities. The duration of these indemnification agreements is generally perpetual. The maximum potential amount of future payments the Company could be required to make under these agreements is not determinable. The Company has never incurred costs to defend lawsuits or settle claims related to these indemnification agreements. As a result, the Company believes the estimated fair value of these agreements is minimal. The Company maintains commercial general liability insurance and products liability insurance to offset certain of its potential liabilities under these indemnification provisions. Accordingly, the Company has not recognized any liabilities relating to these agreements as of September 30, 2015. The Company’s bylaws provide that it is required to indemnify its directors and officers against liabilities that may arise by reason of their status or service as directors or officers, other than liabilities arising from willful misconduct of a culpable nature, to the fullest extent permissible by applicable law; and to advance their expenses incurred as a result of any proceeding against them as to which they could be indemnified. |
Organization and Summary of S13
Organization and Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2015 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States of America for complete financial statements. The unaudited interim condensed consolidated financial statements have been prepared on the same basis as the annual consolidated financial statements. In the opinion of management, all adjustments, consisting of normal recurring adjustments necessary for the fair statement of results for the periods presented, have been included. The results of operations of any interim period are not necessarily indicative of the results of operations for the full year or any other interim period. The preparation of condensed consolidated financial statements requires management to make estimates and assumptions that affect the recorded amounts reported therein. A change in facts or circumstances surrounding the estimate could result in a change to estimates and impact future operating results. The unaudited condensed consolidated financial statements and related disclosures have been prepared with the presumption that users of the interim unaudited condensed consolidated financial statements have read or have access to the audited consolidated financial statements for the preceding fiscal year. The condensed consolidated balance sheet at December 31, 2014 has been derived from the audited financial statements at that date but does not include all the information and footnotes required by accounting principles generally accepted in the United States of America. Accordingly, these unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto for the year ended December 31, 2014 included in the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission (“SEC”) on March 3, 2015. The unaudited condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiary, and reflect the elimination of intercompany accounts and transactions. |
Revenue Recognition | Revenue Recognition The Company recognizes revenue in accordance with ASC 605 “Revenue Recognition”, subtopic ASC 605-25 “Revenue with Multiple Element Arrangements” and subtopic ASC 605-28 “Revenue Recognition-Milestone Method”, which provide accounting guidance for revenue recognition for arrangements with multiple deliverables and guidance on defining the milestone and determining when the use of the milestone method of revenue recognition for research and development transactions is appropriate, respectively. The Company’s revenues are related to its collaboration arrangement with Merck KGaA, which was entered in February 2012. The collaboration with Merck KGaA provides for various types of payments to the Company, including non-refundable upfront license, milestone and royalty payments. The Company recognizes revenue when persuasive evidence of an arrangement exists, delivery has occurred or services have been rendered, the price is fixed or determinable, and collectability is reasonably assured. The Company also receives reimbursement for Merck KGaA’s 70% share for eligible worldwide development expenses for evofosfamide (formerly TH-302). Such reimbursement is reflected as a reduction of operating expenses. For multiple-element arrangements, each deliverable within a multiple deliverable revenue arrangement is accounted for as a separate unit of accounting if both of the following criteria are met: (1) the delivered item or items have value to the customer on a standalone basis and (2) for an arrangement that includes a general right of return relative to the delivered item(s), delivery or performance of the undelivered item(s) is considered probable and substantially in the Company’s control. The deliverables under the Merck KGaA agreement have been determined to be a single unit of accounting and as such the revenue relating to this unit of accounting is recorded as deferred revenue and recognized ratably over the term of its estimated performance period under the agreement, which is the product development period. The Company determines the estimated performance period and is periodically reviewed based on the progress of the related product development plan. The effect of a change made to an estimated performance period, and the related ratably recognized revenue, would occur on a prospective basis in the period that the change was made. Deferred revenue associated with a non-refundable payment received under a collaborative agreement for which the performance obligations are terminated will result in an immediate recognition of any remaining deferred revenue in the period that termination occurred provided that all performance obligations have been satisfied. The Company recognizes revenue from milestone payments when: (i) the milestone event is substantive and its achievability has substantive uncertainty at the inception of the agreement, and (ii) the Company does not have ongoing performance obligations related to the achievement of the milestone earned. Milestone payments are considered substantive if all of the following conditions are met: the milestone payment (a) is commensurate with either the Company’s performance subsequent to the inception of the arrangement to achieve the milestone or the enhancement of the value of the delivered item or items as a result of a specific outcome resulting from the Company’s performance subsequent to the inception of the arrangement to achieve the milestone, (b) relates solely to past performance, and (c) is reasonable relative to all of the deliverables and payment terms (including other potential milestone consideration) within the arrangements. See Note 3, “Collaboration Arrangements,” for analysis of milestone events deemed to be substantive or non-substantive. |
Net Loss Per Common Share (Tabl
Net Loss Per Common Share (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Earnings Per Share [Abstract] | |
Reconciliation of Numerator and Denominator | A reconciliation of the numerator and denominator used in the calculation is as follows (in thousands, except per share amounts): Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 Numerator: Net loss - basic $ (6,431 ) $ (7,745 ) $ (25,891 ) $ (15,620 ) Less: noncash income from change in fair value of common stock warrants — (1,558 ) — (7,781 ) Net loss - diluted (6,431 ) (9,303 ) (25,891 ) (23,401 ) Denominator: Weighted average common shares outstanding 71,382 59,845 69,833 59,500 Dilutive effect of warrants — 1,649 — 3,919 Weighted-average common shares outstanding and dilutive potential common shares — diluted 71,382 61,494 69,833 63,419 Net loss per share Basic $ (0.09 ) $ (0.13 ) $ (0.37 ) $ (0.26 ) Diluted $ (0.09 ) $ (0.15 ) $ (0.37 ) $ (0.37 ) |
Warrants, Options and Purchase Rights Excluded from Computation of Diluted Net Loss Per Share | The following outstanding warrants, options and purchase rights under the Company’s 2004 Employee Stock Purchase Plan (“2004 Purchase Plan”) were excluded from the computation of diluted net loss per share for the periods presented because including them would have had an antidilutive effect (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 Shares issuable upon exercise of warrants 12,136 649 12,136 — Shares issuable upon exercise of stock options 10,287 8,173 10,287 8,173 Shares issuable related to the 2004 Purchase Plan 40 33 40 33 |
Stockholders' Equity (Deficit)
Stockholders' Equity (Deficit) (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Fair Value Inputs Liabilities Quantitative Information [Line Items] | |
Financial Liabilities Subject to Fair Value Measurements | The following table sets forth the Company’s financial liabilities, related to warrants issued in the February 2015 and March 2011 offerings, subject to fair value measurements as of September 30, 2015 and December 31, 2014: Fair Value as of September 30, 2015 Basis of Fair Value Measurements (in thousands) Level 1 Level 2 Level 3 February 2015 warrants $ 12,965 $ — $ — $ 12,965 March 2011 warrants 6,330 — — 6,330 Total common stock warrants $ 19,295 $ — $ — $ 19,295 Fair Value as of December 31, 2014 Basis of Fair Value Measurements (in thousands) Level 1 Level 2 Level 3 March 2011 warrants 3,961 — — 3,961 Total common stock warrants $ 3,961 $ — $ — $ 3,961 |
Reconciliation of Warrant Liability Measured at Fair Value | The following table is a reconciliation of the warrant liability measured at fair value using level 3 inputs (in thousands): Warrant Liability Balance at December 31, 2014 $ 3,961 Initial fair value of common stock warrants related to February 2015 offering 14,692 Change in fair value of common stock warrants during nine months ended September 30, 2015 659 Exercise of warrants during nine months ended September 30, 2015 (17 ) Balance at September 30, 2015 $ 19,295 |
February 2015 Warrants | |
Fair Value Inputs Liabilities Quantitative Information [Line Items] | |
Outstanding Warrants Valuation Assumption | The fair value of these warrants on September 30, 2015 and February 18, 2015 was determined using a Monte-Carlo simulation model that accounted for the estimated changes to the exercise price between the issuance date and the Adjustment Date along with the following key level 3 inputs: September 30, 2015 February 18, 2015 Risk-free interest rate 1.23 % 1.52 % Expected life (in years) 4.38 5.00 Dividend yield — — Volatility 50 % 50 % Stock price $ 4.07 $ 4.26 |
March 2011 Warrants | |
Fair Value Inputs Liabilities Quantitative Information [Line Items] | |
Outstanding Warrants Valuation Assumption | The fair value of these warrants on September 30, 2015 and December 31, 2014 was determined using a Black Scholes valuation model with the following key level 3 inputs: September 30, 2015 December 31, 2014 Risk-free interest rate 0.08 % 0.67 % Expected life (in years) 0.46 1.21 Dividend yield — — Volatility 53 % 49 % Stock price $ 4.07 $ 3.18 |
Stock Based Compensation (Table
Stock Based Compensation (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stock-Based Compensation Expense | The Company recognizes stock-based compensation in accordance with ASC 718, “Compensation—Stock Compensation.” Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 Amortization of stock-based compensation: Research and development $ 846 $ 663 $ 2,837 $ 2,180 General and administrative 630 535 1,955 1,752 $ 1,476 $ 1,198 $ 4,792 $ 3,932 |
Weighted-Average Fair Value Valuation Assumptions | The fair value of employee stock options and employee purchase rights under the 2004 Purchase Plan was estimated using the following weighted-average assumptions for the three and nine months ended September 30, 2015 and 2014: Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 Employee Stock Options: Risk-free interest rate 1.77 % 1.96 % 1.70 % 1.83 % Expected term (in years) 6.08 6.08 5.99 5.98 Dividend yield — — — — Volatility 79 % 94 % 82 % 94 % Weighted-average fair value of stock options granted $ 2.98 $ 3.30 $ 3.08 $ 2.90 Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 Employee Stock Purchase Plan (ESPP): Risk-free interest rate 0.45 % 0.22 % 0.39 % 0.20 % Expected term (in years) 1.25 1.25 1.24 1.24 Dividend yield — — — — Volatility 50 % 46 % 50 % 49 % Weighted-average fair value of ESPP purchase rights $ 1.55 $ 1.46 $ 1.58 $ 1.60 |
Stock Option Activity Under Equity Incentive Plan | The following table summarizes stock option activity under the Company’s equity incentive plans: Options Number of Shares Weighted- Average Exercise Price Weighted- Average Remaining Contractual Term Aggregate Intrinsic Value Outstanding at December 31, 2014 8,168,942 $ 3.69 — — Granted 2,278,500 $ 4.38 — — Exercised (68,759 ) $ 1.98 — — Forfeitures (91,218 ) $ 4.53 — — Outstanding at September 30, 2015 10,287,465 $ 3.84 7.11 $ 8,850,855 Vested and expected to vest September 30, 2015 10,215,027 $ 3.84 7.10 $ 8,842,746 Exercisable at September 30, 2015 6,481,218 $ 3.50 6.14 $ 8,345,365 |
Marketable Securities and Fai17
Marketable Securities and Fair Value (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Financial Assets at Fair Value on Recurring Basis | The following table sets forth the Company’s financial assets (cash equivalents and marketable securities) at fair value on a recurring basis as of September 30, 2015 and December 31, 2014: Fair Value as of September 30, 2015 Basis of Fair Value Measurements (in thousands) Level 1 Level 2 Level 3 Money market funds $ 4,867 $ 4,867 $ — $ — Certificates of deposit 841 — 841 — Corporate debt securities 18,128 — 18,128 — Government securities 17,253 — 17,253 — Municipal securities 1,933 — 1,933 — Commercial paper 13,392 — 13,392 — Total cash equivalents and marketable securities $ 56,414 $ 4,867 $ 51,547 $ — Fair Value as of December 31, 2014 Basis of Fair Value Measurements (in thousands) Level 1 Level 2 Level 3 Money market funds $ 3,369 $ 3,369 $ — $ — Certificates of deposit 2,505 — 2,505 — Corporate debt securities 28,081 — 28,081 — Government securities 19,123 — 19,123 — Commercial paper 5,499 — 5,499 — Total cash equivalents and marketable securities $ 58,577 $ 3,369 $ 55,208 $ — |
Summary of Company's Available-for-Sale Securities | The Company invests in highly-liquid, investment-grade securities. The following is a summary of the Company’s available-for-sale securities at September 30, 2015 and December 31, 2014: As of September 30, 2015 (in thousands): Cost Basis Unrealized Gain Unrealized Loss Fair Value Money market funds $ 4,867 $ — $ — $ 4,867 Certificates of deposit 841 — — 841 Corporate debt securities 18,136 2 (10 ) 18,128 U.S. Government securities 17,249 4 — 17,253 Municipal securities 1,932 1 — 1,933 Commercial paper 13,392 — — 13,392 56,417 7 (10 ) 56,414 Less cash equivalents 13,709 — — 13,709 Total marketable securities $ 42,708 $ 7 $ (10 ) $ 42,705 As of December 31, 2014 (in thousands): Cost Basis Unrealized Gain Unrealized Loss Fair Value Money market funds $ 3,369 $ — $ — $ 3,369 Certificates of deposit 2,505 — — 2,505 Corporate debt securities 28,094 1 (14 ) 28,081 U.S. Government securities 19,123 3 (3 ) 19,123 Commercial paper 5,499 — — 5,499 58,590 4 (17 ) 58,577 Less cash equivalents 8,368 — — 8,368 Total marketable securities $ 50,222 $ 4 $ (17 ) $ 50,209 |
Marketable Securities with Unrealized Losses | The following table provides the breakdown of the marketable securities with unrealized losses at September 30, 2015 (in thousands): In loss position for less than twelve months As of September 30, 2015 (in thousands): Fair Value Unrealized Loss Corporate debt securities 11,234 (10 ) |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Commitments And Contingencies Disclosure [Abstract] | |
Future Rental Payments under Noncancelable Operating Leases | The future rental payments required by the Company for all of its facilities under noncancelable operating leases are as follows (in thousands): Years Ending December 31, 2015 $ 191 2016 768 2017 260 Thereafter Total $ 1,219 |
Organization and Summary of S19
Organization and Summary of Significant Accounting Policies - Additional Information (Detail) | 9 Months Ended |
Sep. 30, 2015 | |
Evofosfamide | Collaborative Arrangement Product Agreement | Merck KGaA | |
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |
Percentage share of eligible worldwide development expenses | 70.00% |
Net Loss Per Common Share - Rec
Net Loss Per Common Share - Reconciliation of Numerator and Denominator (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Numerator: | ||||
Net loss - basic | $ (6,431) | $ (7,745) | $ (25,891) | $ (15,620) |
Less: noncash income from change in fair value of common stock warrants | (1,558) | (7,781) | ||
Net loss - diluted | $ (6,431) | $ (9,303) | $ (25,891) | $ (23,401) |
Denominator: | ||||
Weighted average common shares outstanding | 71,382 | 59,845 | 69,833 | 59,500 |
Dilutive effect of warrants | 1,649 | 3,919 | ||
Weighted-average common shares outstanding and dilutive potential common shares — diluted | 71,382 | 61,494 | 69,833 | 63,419 |
Net loss per share | ||||
Basic | $ (0.09) | $ (0.13) | $ (0.37) | $ (0.26) |
Diluted | $ (0.09) | $ (0.15) | $ (0.37) | $ (0.37) |
Net Loss Per Common Share - War
Net Loss Per Common Share - Warrants, Options and Purchase Rights Excluded from Computation of Diluted Net Loss Per Share (Detail) - shares shares in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Warrants | ||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Shares issuable | 12,136 | 649 | 12,136 | |
Stock Options | ||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Shares issuable | 10,287 | 8,173 | 10,287 | 8,173 |
2004 Purchase Plan | ||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Shares issuable | 40 | 33 | 40 | 33 |
Collaboration Arrangements - Ad
Collaboration Arrangements - Additional Information (Detail) - Merck KGaA - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||
Upfront and milestone payments received to date | $ 110,000,000 | |||
Revenue recognized by the Company | $ 3,700,000 | $ 3,700,000 | 11,000,000 | $ 11,000,000 |
Company received a reimbursement for eligible worldwide development expenses | $ 3,800,000 | $ 4,800,000 | $ 9,500,000 | $ 14,200,000 |
United States | ||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||
Portion of profits that Company is eligible to participate, depending upon total sales | 50.00% | |||
Regulatory and Development Milestones | Maximum | ||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||
Potential future milestones | $ 100,000,000 | |||
Commercialization Milestones | Maximum | ||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||
Potential future milestones | $ 340,000,000 | |||
Collaborative Arrangement Product Agreement | Evofosfamide | ||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||
Merck KGaA's percentage share of worldwide development expenses | 70.00% |
Stockholders' Equity (Deficit23
Stockholders' Equity (Deficit) - Additional Information (Detail) - USD ($) $ / shares in Units, shares in Millions | Feb. 18, 2015 | Feb. 28, 2015 | Sep. 30, 2015 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 |
Class Of Warrant Or Right [Line Items] | ||||||
Common stock sold, shares | 8.3 | |||||
Warrants to purchase shares of common stock | 8.3 | |||||
Proceeds from issuance of common stock and warrants, net of offering expenses | $ 28,100,000 | $ 28,845,000 | $ 5,108,000 | |||
Initial exercise price of the warrants | $ 10.86 | |||||
Maximum exercise price of warrants after adjustment date | 10.86 | |||||
Minimum exercise price of warrants after adjustment date | $ 3.62 | |||||
Term of warrant | 5 years | |||||
Company can force exercise of warrant if 20 day VWAP price exceeds | $ 18 | |||||
February 2015 Warrants | ||||||
Class Of Warrant Or Right [Line Items] | ||||||
Warrants outstanding | 8.3 | 8.3 | 8.3 | |||
Warrant exercise price | $ 10.86 | $ 10.86 | $ 10.86 | |||
February 2015 Warrants | Warrants | ||||||
Class Of Warrant Or Right [Line Items] | ||||||
Initial fair value of warrants at issuance date classified as warrant liability | $ 14,700,000 | |||||
Change in fair value of common stock warrants | $ 300,000 | $ 1,700,000 | ||||
March 2011 Warrants | ||||||
Class Of Warrant Or Right [Line Items] | ||||||
Warrants outstanding | 3.8 | 3.8 | 3.8 | |||
Warrant exercise price | $ 2.46 | $ 2.46 | $ 2.46 | |||
March 2011 Warrants | Warrants | ||||||
Class Of Warrant Or Right [Line Items] | ||||||
Change in fair value of common stock warrants | $ 38,000 | $ 2,400,000 |
Stockholders' Equity (Deficit24
Stockholders' Equity (Deficit) - Outstanding Warrants Valuation Assumption (Detail) - $ / shares | Feb. 18, 2015 | Sep. 30, 2015 | Dec. 31, 2014 |
March 2011 Warrants | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items] | |||
Risk-free interest rate | 0.08% | 0.67% | |
Expected life (in years) | 5 months 16 days | 1 year 2 months 16 days | |
Dividend yield | 0.00% | 0.00% | |
Volatility | 53.00% | 49.00% | |
Stock price | $ 4.07 | $ 3.18 | |
February 2015 Warrants | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items] | |||
Risk-free interest rate | 1.52% | 1.23% | |
Expected life (in years) | 5 years | 4 years 4 months 17 days | |
Dividend yield | 0.00% | 0.00% | |
Volatility | 50.00% | 50.00% | |
Stock price | $ 4.26 | $ 4.07 |
Stockholders' Equity (Deficit25
Stockholders' Equity (Deficit) - Financial Liabilities Subject to Fair Value Measurements (Detail) - Warrants - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Fair Value Inputs Liabilities Quantitative Information [Line Items] | ||
Financial liabilities subject to fair value measurements | $ 19,295 | $ 3,961 |
Basis of Fair Value Measurements, Level 3 | ||
Fair Value Inputs Liabilities Quantitative Information [Line Items] | ||
Financial liabilities subject to fair value measurements | 19,295 | 3,961 |
February 2015 Warrants | ||
Fair Value Inputs Liabilities Quantitative Information [Line Items] | ||
Financial liabilities subject to fair value measurements | 12,965 | |
February 2015 Warrants | Basis of Fair Value Measurements, Level 3 | ||
Fair Value Inputs Liabilities Quantitative Information [Line Items] | ||
Financial liabilities subject to fair value measurements | 12,965 | |
March 2011 Warrants | ||
Fair Value Inputs Liabilities Quantitative Information [Line Items] | ||
Financial liabilities subject to fair value measurements | 6,330 | 3,961 |
March 2011 Warrants | Basis of Fair Value Measurements, Level 3 | ||
Fair Value Inputs Liabilities Quantitative Information [Line Items] | ||
Financial liabilities subject to fair value measurements | $ 6,330 | $ 3,961 |
Stockholders' Equity (Deficit26
Stockholders' Equity (Deficit) - Reconciliation of Warrant Liability Measured at Fair Value (Detail) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Equity [Abstract] | ||
Beginning Balance | $ 3,961 | |
Initial fair value of common stock warrants related to February 2015 offering | 14,692 | |
Change in common stock warrant value | 659 | $ (7,781) |
Exercise of warrants | (17) | |
Ending Balance | $ 19,295 |
Stock Based Compensation - Stoc
Stock Based Compensation - Stock-Based Compensation Expense (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | $ 1,476 | $ 1,198 | $ 4,792 | $ 3,932 |
Research and Development | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | 846 | 663 | 2,837 | 2,180 |
General and Administrative | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | $ 630 | $ 535 | $ 1,955 | $ 1,752 |
Stock Based Compensation - Weig
Stock Based Compensation - Weighted-Average Fair Value Valuation Assumptions (Detail) - $ / shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Employee Stock Options | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Risk-free interest rate | 1.77% | 1.96% | 1.70% | 1.83% |
Expected term (in years) | 6 years 29 days | 6 years 29 days | 5 years 11 months 27 days | 5 years 11 months 23 days |
Volatility | 79.00% | 94.00% | 82.00% | 94.00% |
Weighted-average fair value of stock options granted | $ 2.98 | $ 3.30 | $ 3.08 | $ 2.90 |
Employee Stock Purchase Plan (ESPP) | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Risk-free interest rate | 0.45% | 0.22% | 0.39% | 0.20% |
Expected term (in years) | 1 year 3 months | 1 year 3 months | 1 year 2 months 27 days | 1 year 2 months 27 days |
Volatility | 50.00% | 46.00% | 50.00% | 49.00% |
Weighted-average fair value of ESPP purchase rights | $ 1.55 | $ 1.46 | $ 1.58 | $ 1.60 |
Stock Based Compensation - Addi
Stock Based Compensation - Additional Information (Detail) - USD ($) | Jan. 01, 2015 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Stock-based compensation expense | $ 1,476,000 | $ 1,198,000 | $ 4,792,000 | $ 3,932,000 | |
Unrecognized compensation cost related to unvested stock-based awards granted to employees under the stock option plans | 12,000,000 | $ 12,000,000 | |||
Unrecognized compensation cost related to unvested stock-based awards granted to employees under the stock option plans, period for recognition | 2 years 7 months 6 days | ||||
Non-employee stock-based compensation expense | $ 32,000 | $ 17,000 | $ 100,000 | 100,000 | |
Total intrinsic value of stock options exercised | 200,000 | 200,000 | |||
Cash received from stock option exercises | 100,000 | 100,000 | |||
Tax benefit realized upon exercise of option | $ 0 | $ 0 | |||
2014 Equity Incentive Plan | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Remaining shares available for issuance | 2,236,211 | 2,236,211 | |||
2004 Employee Stock Purchase Plan | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Remaining shares available for issuance | 126,837 | 126,837 | |||
Additional shares authorized for issuance | 100,000 | ||||
Plan participants purchased shares | 154,067 | ||||
Average purchase price under 2004 Employee Stock Purchase Plan | $ 3.49 | $ 3.49 | |||
Cash proceeds | $ 500,000 |
Stock Based Compensation - St30
Stock Based Compensation - Stock Option Activity Under Equity Incentive Plan (Detail) | 9 Months Ended |
Sep. 30, 2015USD ($)$ / sharesshares | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Number of Shares, Outstanding Beginning Balance | shares | 8,168,942 |
Number of Shares, Granted | shares | 2,278,500 |
Number of Shares, Exercised | shares | (68,759) |
Number of Shares, Forfeitures | shares | (91,218) |
Number of Shares, Outstanding Ending Balance | shares | 10,287,465 |
Number of Shares, Vested and expected to vest | shares | 10,215,027 |
Number of Shares, Exercisable | shares | 6,481,218 |
Weighted-Average Exercise Price, Outstanding at beginning of period | $ 3.69 |
Weighted-Average Exercise Price, Granted | 4.38 |
Weighted-Average Exercise Price, Exercised | 1.98 |
Weighted-Average Exercise Price, Forfeitures | 4.53 |
Weighted-Average Exercise Price, Outstanding at end of period | 3.84 |
Weighted-Average Exercise Price, Vested and expected to vest | 3.84 |
Weighted-Average Exercise Price, Exercisable | $ 3.50 |
Weighted-Average Remaining Contractual Term, Outstanding | 7 years 1 month 10 days |
Weighted-Average Remaining Contractual Term, Vested and expected to vest | 7 years 1 month 6 days |
Weighted-Average Remaining Contractual Term, Exercisable | 6 years 1 month 21 days |
Aggregate Intrinsic Value, Outstanding | $ | $ 8,850,855 |
Aggregate Intrinsic Value, Vested and expected to vest | $ | 8,842,746 |
Aggregate Intrinsic Value, Exercisable | $ | $ 8,345,365 |
Marketable Securities and Fai31
Marketable Securities and Fair Value - Financial Assets at Fair Value on Recurring Basis (Detail) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Total cash equivalents and marketable securities | $ 56,414 | $ 58,577 |
Basis of Fair Value Measurements, Level 1 | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Total cash equivalents and marketable securities | 4,867 | 3,369 |
Basis of Fair Value Measurements, Level 2 | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Total cash equivalents and marketable securities | 51,547 | 55,208 |
Basis of Fair Value Measurements, Level 3 | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Total cash equivalents and marketable securities | 0 | 0 |
Money Market Funds | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Total cash equivalents and marketable securities | 4,867 | 3,369 |
Money Market Funds | Basis of Fair Value Measurements, Level 1 | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Total cash equivalents and marketable securities | 4,867 | 3,369 |
Money Market Funds | Basis of Fair Value Measurements, Level 3 | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Total cash equivalents and marketable securities | 0 | 0 |
Certificates of Deposit | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Total cash equivalents and marketable securities | 841 | 2,505 |
Certificates of Deposit | Basis of Fair Value Measurements, Level 2 | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Total cash equivalents and marketable securities | 841 | 2,505 |
Certificates of Deposit | Basis of Fair Value Measurements, Level 3 | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Total cash equivalents and marketable securities | 0 | 0 |
Corporate Debt Securities | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Total cash equivalents and marketable securities | 18,128 | 28,081 |
Corporate Debt Securities | Basis of Fair Value Measurements, Level 2 | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Total cash equivalents and marketable securities | 18,128 | 28,081 |
Corporate Debt Securities | Basis of Fair Value Measurements, Level 3 | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Total cash equivalents and marketable securities | 0 | 0 |
Government Securities | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Total cash equivalents and marketable securities | 17,253 | 19,123 |
Government Securities | Basis of Fair Value Measurements, Level 2 | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Total cash equivalents and marketable securities | 17,253 | 19,123 |
Government Securities | Basis of Fair Value Measurements, Level 3 | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Total cash equivalents and marketable securities | 0 | 0 |
Municipal Securities | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Total cash equivalents and marketable securities | 1,933 | |
Municipal Securities | Basis of Fair Value Measurements, Level 2 | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Total cash equivalents and marketable securities | 1,933 | |
Municipal Securities | Basis of Fair Value Measurements, Level 3 | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Total cash equivalents and marketable securities | 0 | |
Commercial Paper | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Total cash equivalents and marketable securities | 13,392 | 5,499 |
Commercial Paper | Basis of Fair Value Measurements, Level 2 | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Total cash equivalents and marketable securities | 13,392 | 5,499 |
Commercial Paper | Basis of Fair Value Measurements, Level 3 | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Total cash equivalents and marketable securities | $ 0 | $ 0 |
Marketable Securities and Fai32
Marketable Securities and Fair Value - Summary of Company's Available-for-Sale Securities (Detail) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Schedule Of Available For Sale Securities [Line Items] | ||
Cost Basis | $ 42,708 | $ 50,222 |
Unrealized Gain | 7 | 4 |
Unrealized Loss | (10) | (17) |
Fair Value | 42,705 | 50,209 |
Money Market Funds | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Cost Basis | 4,867 | 3,369 |
Unrealized Gain | 0 | 0 |
Unrealized Loss | 0 | 0 |
Fair Value | 4,867 | 3,369 |
Certificates of Deposit | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Cost Basis | 841 | 2,505 |
Unrealized Gain | 0 | 0 |
Unrealized Loss | 0 | 0 |
Fair Value | 841 | 2,505 |
Corporate Debt Securities | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Cost Basis | 18,136 | 28,094 |
Unrealized Gain | 2 | 1 |
Unrealized Loss | (10) | (14) |
Fair Value | 18,128 | 28,081 |
U.S. Government Securities | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Cost Basis | 17,249 | 19,123 |
Unrealized Gain | 4 | 3 |
Unrealized Loss | 0 | (3) |
Fair Value | 17,253 | 19,123 |
Municipal Securities | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Cost Basis | 1,932 | |
Unrealized Gain | 1 | |
Unrealized Loss | 0 | |
Fair Value | 1,933 | |
Commercial Paper | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Cost Basis | 13,392 | 5,499 |
Unrealized Gain | 0 | 0 |
Unrealized Loss | 0 | 0 |
Fair Value | 13,392 | 5,499 |
Marketable Securities Including Cash Equivalents | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Cost Basis | 56,417 | 58,590 |
Unrealized Gain | 7 | 4 |
Unrealized Loss | (10) | (17) |
Fair Value | 56,414 | 58,577 |
Less Cash Equivalents | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Cost Basis | 13,709 | 8,368 |
Unrealized Gain | 0 | 0 |
Unrealized Loss | 0 | 0 |
Fair Value | $ 13,709 | $ 8,368 |
Marketable Securities and Fai33
Marketable Securities and Fair Value - Additional Information (Detail) - USD ($) shares in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Schedule Of Available For Sale Securities [Line Items] | ||||
Realized gain or losses | $ 0 | $ 0 | $ 0 | $ 0 |
Weighted average maturity for available for sale securities | 3 months 9 days | |||
February 2015 and March 2011 Offering | ||||
Schedule Of Available For Sale Securities [Line Items] | ||||
Shares of common stock to be purchased with warrants | 12.1 | 12.1 | ||
Maximum | ||||
Schedule Of Available For Sale Securities [Line Items] | ||||
Available for sale securities, longest maturity date | 2016-05 |
Marketable Securities and Fai34
Marketable Securities and Fair Value - Marketable Securities with Unrealized Losses (Detail) - Corporate Debt Securities $ in Thousands | Sep. 30, 2015USD ($) |
Schedule Of Available For Sale Securities [Line Items] | |
Marketable securities, in loss position for less than twelve months, Fair Value | $ 11,234 |
Marketable securities, in loss position for less than twelve months, Unrealized Loss | $ (10) |
Commitments and Contingencies -
Commitments and Contingencies - Future Rental Payments under Noncancelable Operating Leases (Detail) $ in Thousands | Sep. 30, 2015USD ($) |
Leases [Abstract] | |
2,015 | $ 191 |
2,016 | 768 |
2,017 | 260 |
Total | $ 1,219 |