Summary of Significant Accounting Polices | 9 Months Ended |
Sep. 30, 2014 |
Summary of Significant Accounting Polices | ' |
Summary of Significant Accounting Polices | ' |
2. Summary of Significant Accounting Polices |
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The Company’s complete listing of significant accounting policies are described in Note 2 to the Company’s audited financial statements as of December 31, 2013 included in the Prospectus that forms a part of the Company’s Registration Statement on Form S-1 dated May 22, 2014. |
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Use of Estimates |
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The preparation of the Company’s financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. The Company bases its estimates and judgments on historical experience and various other assumptions that it believes are reasonable under the circumstances. |
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The amounts of assets and liabilities reported in the Company’s balance sheets and the amounts of expenses reported for each of the periods presented are affected by estimates and assumptions, which are used for, but not limited to, the accounting for preferred stock warrants, stock-based compensation, income taxes, and accounting for research and development costs. Actual results could differ from those estimates. |
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Stock Split |
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On May 5, 2014, the Company effected a 1.4-for-1 stock split of the Company’s common stock. All share and per share amounts of common stock contained in the Company’s financial statements have been restated for all periods to give retroactive effect to the stock split. The shares of common stock retained a par value of $0.0001 per share. Accordingly, the stockholders’ deficit reflects the stock split by reclassifying from “Additional paid-in Capital” to “Common Stock” in an amount equal to the par value of the increased shares resulting from the stock split. |
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Fair Value of Financial Instruments |
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In accordance with ASC 825, Financial Instruments, disclosures of fair value information about financial instruments are required, whether or not recognized in the balance sheet, for which it is practicable to estimate that value. Cash and cash equivalents are carried at fair value (see Note 3). |
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Financial instruments, including accounts payable and accrued liabilities, are carried at cost, which approximates fair value given their short-term nature. |
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Warrants |
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The Company accounts for its warrants to purchase redeemable convertible stock in accordance with ASC 480, Distinguishing Liabilities from Equity. ASC 480 requires that a financial instrument, other than outstanding share, that, at inception, is indexed to an obligation to repurchase the issuer’s equity shares, regardless of the timing or the probability of the redemption feature, and may require the issuer to settle the obligation by transferring assets be classified as a liability. The Company measures the fair value of its warrant liability using an option pricing model with changes in fair value recognized as increases or reductions to other income (expense) in the statement of operations. |
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In connection with the completion of the Company’s initial public offering in May 2014, the warrants to purchase shares of Series A-1 and Series A-2 preferred stock expired unexercised and the warrants to purchase shares of Series C preferred stock automatically converted into warrants to purchase shares of common stock. Warrants with non-standard anti-dilution provisions (referred to as down round protection) are classified as liabilities and re-measured each reporting period. |
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Stock-Based Compensation |
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The Company accounts for stock-based compensation in accordance with ASC 718, Compensation-Stock Compensation. The Company grants stock options for a fixed number of shares to employees and non-employees with an exercise price equal to the fair value of the shares at grant date. Compensation cost is recognized for all share-based payments granted and is based on the grant- date fair value estimated using the weighted-average assumption of the Black- Scholes option pricing model based on key assumptions such as stock price, expected volatility and expected term. The equity instrument is not considered to be issued until the instrument vests. As a result, compensation cost is recognized over the requisite service period with an offsetting credit to additional paid-in capital. |
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Awards for consultants are accounted for under ASC 505-50, Equity Based Payments to Non-Employees. Any compensation expense related to consultants is marked-to-market over the applicable vesting period as they vest. |
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Net Loss Per Share |
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Basic net loss per share is calculated by dividing the net loss attributable to common stockholders by the weighted average number of common shares outstanding for the period, without consideration for common stock equivalents. Diluted net loss per share is calculated by dividing the net loss attributable to common stockholders by the weighted-average number of common shares outstanding plus the effect of dilutive potential common shares outstanding during the period determined using the treasury-stock and if-converted methods. For purposes of diluted net loss per share calculation, convertible preferred stock, convertible preferred stock warrants, common stock warrants and stock options are considered to be potentially dilutive securities but are excluded from the calculation of diluted net loss per share because their effect would be anti-dilutive and therefore, basic and diluted net loss per share were the same for all periods presented. |
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The following table sets forth the outstanding potentially dilutive securities that have been excluded from the calculation of diluted net loss per share because to do so would be anti-dilutive (in common equivalent shares): |
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| | September 30 | | | |
| | 2013 | | 2014 | | | |
Convertible preferred stock | | 8,809,325 | | — | | | |
Convertible preferred stock warrants | | 287,028 | | — | | | |
Common stock warrants | | — | | 62,505 | | | |
Common stock options | | 1,272,090 | | 1,785,452 | | | |
Total | | 10,368,443 | | 1,847,957 | | | |
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The following tables summarizes the Company’s computation of basic and diluted net loss per share for common stockholders: |
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| | Three Months Ended | |
September 30 |
| | 2013 | | 2014 | |
Numerator | | | | | |
Net loss | | $ | (3,690,955 | ) | $ | (6,353,362 | ) |
Denominator | | | | | |
Denominator for basic and diluted net loss per share | | 51,499 | | 18,592,968 | |
Net loss per share, basic and diluted | | $ | (71.67 | ) | $ | (0.34 | ) |
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| | Nine Months Ended | |
September 30 |
| | 2013 | | 2014 | |
Numerator | | | | | |
Net loss | | $ | (11,907,064 | ) | $ | (9,232,470 | ) |
Denominator | | | | | |
Denominator for basic and diluted net loss per share | | 48,427 | | 8,967,324 | |
Net loss per share, basic and diluted | | $ | (245.88 | ) | $ | (1.03 | ) |
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Recent Accounting Pronouncements |
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In June 2014, the Financial Accounting Standards Board (FASB) issued ASU No. 2014-10, which eliminates the concept of a development stage entity, or DSE, in its entirety from GAAP. Under current guidance, DSEs are required to report incremental information, including inception-to-date financial information, in their financial statements. A DSE is an entity devoting substantially all of its efforts to establishing a new business and for which either planned principal operations have not yet commenced or have commenced but there has been no significant revenue generated from that business. Entities classified as DSEs will no longer be subject to these incremental reporting requirements after adopting ASU No. 2014-10. ASU No. 2014 is effective for fiscal years beginning after December 15, 2014, with early adoption permitted. Retrospective application is required for the elimination of incremental DSE disclosures. Prior to the issuance of ASU No. 2014-10, the Company had met the definition of a DSE since its inception. The Company elected to adopt this ASU early, and therefore it has eliminated the incremental disclosures previously required of DSEs, beginning with its Quarterly Report on Form 10-Q for the period ended June 30, 2014. |