Convertible Notes | 9 Months Ended |
Sep. 30, 2013 |
Convertible Notes | ' |
Convertible Notes | ' |
7. Convertible Notes |
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On March 16, 2010, in connection with the redemption of the Series A preferred stock, the Company issued a Senior Convertible Note (“the 2.45% Convertible Note”) in the amount of $1.25 million. The 2.45% Convertible Note was initially recorded at fair value of $0.90 million. The 2.45% Convertible Note and the related interest expense were due on March 16, 2015. Interest is being charged at a rate of 2.45% per annum. |
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Upon the occurrence of a qualified financing event as defined in the agreement, the 2.45% Convertible Note and any accrued interest were mandatorily convertible into shares of the same securities issued in the qualified financing at the same price per share used in the qualified financing. In addition, upon the occurrence of a non-qualified financing event, as defined in the agreement, the 2.45% Convertible Note and any accrued interest were convertible at the option of the holder into cash or shares (the “Put Option”) of the same securities issued in the non-qualified financing event at the same price per share used in the non-qualified financing event, or the holder may elect to continue to retain the note. |
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The Put Option was recorded at approximately $111,000, its fair value on the date of issuance and is marked to fair value at each reporting period. |
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On July 26, 2012, the Company and NB Athyrium LLC, the holder of the 2.45% Convertible Note, entered into an amendment to the 2.45% Convertible Note pursuant to which NB Athyrium agreed to accelerate repayment of $625,000 in principal amount, plus accrued interest thereon, of such note in cash, at the time of the initial public offering, and convert the remaining $625,000 in principal amount, plus accrued interest thereon, into shares of our common stock at the initial public offering price. On November 14, 2012, the Company and NB Athyrium LLC, entered into an additional amendment to the 2.45% Convertible Note pursuant to which NB Athyrium agreed to cancel the acceleration and defer the repayment of $625,000 in principal amount, plus accrued interest thereon, of such note in cash until February 28, 2014 |
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As a result of the successful completion of the IPO in January 2013, $625,000 in principal amount, plus accrued interest thereon, of the 2.45% Convertible Note converted into 66,913 shares of our common stock at the initial public offering price of $10.00 per share. In April 2013, the Company and NB Athyrium LLC, the holder of the 2.45% Convertible Note, entered into an amendment to the 2.45% Convertible Notes pursuant to which NB Athyrium agreed to convert the remaining $625,000 in principal amount, plus accrued interest thereon, into 67,198 shares of our common stock at the initial public offering price of $10.00 per share. As of September 30, 2013, all of the obligations under the 2.45% Convertible Note had been satisfied. |
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In January 2012, the Company issued $0.9 million of convertible notes (the “1.27% Convertible Notes”) at face value for cash. As a result of the successful completion of the IPO in January 2013, the 1.27% Convertible Notes and related accrued interest were converted into 99,856 shares of our common stock at a conversion price equal to 87.5% of the initial public offering of $10.00 per share. A beneficial conversion charge of $125,000, the difference between the conversion price and the fair value of the new shares multiplied by the number of shares, was recorded to earnings with a corresponding credit to additional paid-in capital. |
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During the three months ended September 30, 2013 and 2012, the Company recorded interest expense of approximately $0, and $18,999, respectively, related to the amortization of the debt discount. During the nine months ended September 30, 2013 and 2012, the Company recorded interest expense of approximately $76,355 and $55,070, respectively, related to the amortization of the debt discount. |