Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2016 | Aug. 04, 2016 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | ALIMERA SCIENCES INC | |
Entity Central Index Key | 1,267,602 | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2016 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q2 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 45,759,253 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Jun. 30, 2016 | Dec. 31, 2015 |
CURRENT ASSETS: | ||
Cash and cash equivalents | $ 16,627,000 | $ 31,075,000 |
Restricted cash | 38,000 | 37,000 |
Accounts receivable, net | 13,257,000 | 9,799,000 |
Prepaid expenses and other current assets | 3,532,000 | 2,696,000 |
Inventory, net (Note 5) | 1,210,000 | 1,552,000 |
Total current assets | 34,664,000 | 45,159,000 |
Property and equipment, net | 2,293,000 | 2,553,000 |
Intangible asset, net (Note 6) | 21,582,000 | 22,549,000 |
Deferred tax asset, net | 227,000 | 223,000 |
TOTAL ASSETS | 58,766,000 | 70,484,000 |
CURRENT LIABILITIES: | ||
Accounts payable | 5,651,000 | 4,002,000 |
Accrued expenses (Note 7) | 5,483,000 | 3,911,000 |
Note payable, net of discount (Note 9) | 33,809,000 | 31,786,000 |
Capital lease obligations | 245,000 | 234,000 |
Total current liabilities | 45,188,000 | 39,933,000 |
NON-CURRENT LIABILITIES: | ||
Derivative warrant liability | 472,000 | 2,815,000 |
Capital lease obligations — less current portion | 486,000 | 582,000 |
Other non-current liabilities | 817,000 | 834,000 |
COMMITMENTS AND CONTINGENCIES | ||
STOCKHOLDERS’ EQUITY: | ||
Preferred stock | ||
Common stock, $.01 par value — 100,000,000 shares authorized, 45,375,439 shares issued and outstanding at June 30, 2016 and 45,005,833 shares issued and outstanding at December 31, 2015 | 454,000 | 450,000 |
Additional paid-in capital | 302,507,000 | 299,376,000 |
Common stock warrants | 3,049,000 | 2,747,000 |
Accumulated deficit | (361,903,000) | (343,900,000) |
Accumulated other comprehensive loss | (1,099,000) | (1,148,000) |
TOTAL STOCKHOLDERS’ EQUITY | 11,803,000 | 26,320,000 |
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | 58,766,000 | 70,484,000 |
Series A convertible preferred stock | ||
STOCKHOLDERS’ EQUITY: | ||
Preferred stock | 19,227,000 | 19,227,000 |
Series B Convertible Preferred Stock | ||
STOCKHOLDERS’ EQUITY: | ||
Preferred stock | $ 49,568,000 | $ 49,568,000 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) | Jun. 30, 2016 | Dec. 31, 2015 |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 45,375,439 | 45,005,833 |
Common stock, shares outstanding | 45,375,439 | 45,005,833 |
Series A Convertible Preferred Stock | ||
Preferred stock, shares authorized | 1,300,000 | 1,300,000 |
Preferred stock, shares issued | 600,000 | 600,000 |
Preferred stock, shares outstanding | 600,000 | 600,000 |
Preferred stock, liquidation preference | $ 24,000,000 | $ 24,000,000 |
Series B Convertible Preferred Stock | ||
Preferred stock, shares authorized | 8,417 | 8,417 |
Preferred stock, shares issued | 8,416.251 | 8,416.251 |
Preferred stock, shares outstanding | 8,416.251 | 8,416.251 |
Preferred stock, liquidation preference | $ 50,750,000 | $ 50,750,000 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Income Statement [Abstract] | ||||
NET REVENUE | $ 9,557 | $ 5,776 | $ 15,358 | $ 9,714 |
COST OF GOODS SOLD, EXCLUDING DEPRECIATION AND AMORTIZATION | (556) | (376) | (934) | (659) |
GROSS PROFIT | 9,001 | 5,400 | 14,424 | 9,055 |
RESEARCH, DEVELOPMENT AND MEDICAL AFFAIRS EXPENSES | 3,205 | 3,815 | 6,225 | 7,144 |
GENERAL AND ADMINISTRATIVE EXPENSES | 4,039 | 3,821 | 7,434 | 7,440 |
SALES AND MARKETING EXPENSES | 7,510 | 6,925 | 14,619 | 14,054 |
DEPRECIATION AND AMORTIZATION | 696 | 639 | 1,385 | 1,211 |
OPERATING EXPENSES | 15,450 | 15,200 | 29,663 | 29,849 |
NET LOSS FROM OPERATIONS | (6,449) | (9,800) | (15,239) | (20,794) |
INTEREST EXPENSE, NET AND OTHER | (1,177) | (1,151) | (2,512) | (2,273) |
UNREALIZED FOREIGN CURRENCY (LOSS) GAIN, NET | (14) | 143 | 20 | 29 |
CHANGE IN FAIR VALUE OF DERIVATIVE WARRANT LIABILITY | 824 | 2,216 | 2,343 | 4,722 |
LOSS ON EARLY EXTINGUISHMENT OF DEBT | 0 | 0 | (2,564) | 0 |
NET LOSS BEFORE TAXES | (6,816) | (8,592) | (17,952) | (18,316) |
PROVISION FOR TAXES | (42) | (4) | (51) | (73) |
NET LOSS APPLICABLE TO COMMON STOCKHOLDERS | $ (6,858) | $ (8,596) | $ (18,003) | $ (18,389) |
NET LOSS PER SHARE APPLICABLE TO COMMON STOCKHOLDERS — Basic and diluted (in dollars per share) | $ (0.15) | $ (0.19) | $ (0.40) | $ (0.41) |
WEIGHTED AVERAGE SHARES OUTSTANDING — Basic and diluted | 45,088,072 | 44,396,656 | 45,046,952 | 44,372,283 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Statement of Comprehensive Income [Abstract] | ||||
NET LOSS APPLICABLE TO COMMON STOCKHOLDERS | $ (6,858) | $ (8,596) | $ (18,003) | $ (18,389) |
OTHER COMPREHENSIVE (LOSS) INCOME | ||||
Foreign currency translation adjustments | (70) | 70 | 49 | (288) |
TOTAL OTHER COMPREHENSIVE (LOSS) INCOME | (70) | 70 | 49 | (288) |
COMPREHENSIVE LOSS | $ (6,928) | $ (8,526) | $ (17,954) | $ (18,677) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2016 | Jun. 30, 2015 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | $ (18,003) | $ (18,389) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 1,385 | 1,211 |
Inventory reserve | 50 | 0 |
Unrealized foreign currency transaction gain | (20) | (29) |
Loss on early extinguishment of debt | 2,564 | 0 |
Amortization of debt discount | 517 | 349 |
Stock-based compensation expense | 2,619 | 2,309 |
Change in fair value of derivative warrant liability | (2,343) | (4,722) |
Changes in assets and liabilities: | ||
Accounts receivable | (3,456) | (6,831) |
Prepaid expenses and other current assets | (652) | 9 |
Inventory | 301 | (16) |
Accounts payable | 264 | (1,206) |
Accrued expenses and other current liabilities | 2,604 | (450) |
Other non-current liabilities | (26) | 111 |
Net cash used in operating activities | (14,196) | (27,654) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Purchases of property and equipment | (116) | (337) |
Net cash used in investing activities | (116) | (337) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from exercise of stock options | 88 | 138 |
Proceeds from sale of common stock | 287 | 42 |
Payment of issuance cost of common stock | (52) | 0 |
Payment of Series B Convertible Preferred Stock offering costs | 0 | (327) |
Payment of debt costs | (357) | 0 |
Payment of capital lease obligations | (124) | (150) |
Net cash used in financing activities | (158) | (297) |
EFFECT OF EXCHANGE RATES ON CASH AND CASH EQUIVALENTS | 22 | (273) |
NET DECREASE IN CASH AND CASH EQUIVALENTS | (14,448) | (28,561) |
CASH AND CASH EQUIVALENTS — Beginning of period | 31,075 | 76,697 |
CASH AND CASH EQUIVALENTS — End of period | 16,627 | 48,136 |
SUPPLEMENTAL DISCLOSURES: | ||
Cash paid for interest | 2,006 | 1,934 |
Cash paid for income taxes | 263 | 0 |
Supplemental schedule of non-cash investing and financing activities: | ||
Property and equipment acquired under capital leases | 56 | 941 |
Proceeds receivable from sale of common stock | 172 | 0 |
Common stock issuance costs accrued but unpaid | 32 | 0 |
Note payable end of term payment accrued but unpaid | $ 1,400 | $ 0 |
Nature of Operations
Nature of Operations | 6 Months Ended |
Jun. 30, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of Operations | NATURE OF OPERATIONS Alimera Sciences, Inc., and its subsidiaries (the Company), is a pharmaceutical company that specializes in the research, development and commercialization of prescription ophthalmic pharmaceuticals. The Company was formed on June 4, 2003 under the laws of the State of Delaware. The Company is presently focused on diseases affecting the back of the eye, or retina, because the Company’s management believes these diseases are not well treated with current therapies and represent a significant market opportunity. The Company’s only commercial product is ILUVIEN ® , which has received marketing authorization in the United States (U.S.), Austria, Belgium, the Czech Republic, Denmark, Finland, France, Germany, Ireland, Italy, Luxembourg, the Netherlands, Norway, Poland, Portugal, Spain, Sweden and the United Kingdom. In the U.S., ILUVIEN is indicated for the treatment of diabetic macular edema (DME) in patients who have been previously treated with a course of corticosteroids and did not have a clinically significant rise in intraocular pressure (IOP). In the European Economic Area (EEA) countries in which ILUVIEN has received marketing authorization, it is indicated for the treatment of vision impairment associated with DME considered insufficiently responsive to available therapies. As part of the approval process in the EEA, the Company has committed to conduct a five -year, post-authorization, open label registry study in 800 patients treated with ILUVIEN per the labeled indication. The Company launched ILUVIEN in Germany and the United Kingdom in the second quarter of 2013 and in the U.S. and Portugal in the first quarter of 2015. In addition, the Company has entered into various agreements under which distributors will provide regulatory, reimbursement or sales and marketing support for future commercialization of ILUVIEN in numerous countries in the Middle East, Canada, Italy, Australia and New Zealand. |
Basis of Presentation
Basis of Presentation | 6 Months Ended |
Jun. 30, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | BASIS OF PRESENTATION The Company has prepared the accompanying unaudited interim condensed consolidated financial statements and notes thereto (Interim Financial Statements) in accordance with accounting principles generally accepted in the U.S. (U.S. GAAP) for interim financial information and the instructions to Form 10-Q and Article 10-01 of Regulation S-X of the Securities and Exchange Commission (SEC). Accordingly, they do not include all of the information and disclosures required by U.S. GAAP for complete financial statements. In the opinion of the Company’s management, the accompanying Interim Financial Statements reflect all adjustments, which include normal recurring adjustments, necessary to present fairly the Company’s interim financial information. The accompanying interim financial statements and related notes should be read in conjunction with the Company’s audited financial statements for the year ended December 31, 2015 and related notes included in the Company’s Annual Report on Form 10-K, which was filed with the SEC on March 15, 2016. The financial results for any interim period are not necessarily indicative of the expected financial results for the full year. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2016 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The accounting policies followed for quarterly financial reporting are the same as those disclosed in the Notes to Financial Statements included in the Company’s Annual Report on Form 10-K filed with the SEC for the year ended December 31, 2015. Allowance for Doubtful Accounts on Accounts Receivable Allowance for doubtful accounts on accounts receivable were $42,000 and $118,000 as of June 30, 2016 and December 31, 2015, respectively. Research and Development Expenses Research and development expenses were $1,464,000 and $1,595,000 for the three months ended June 30, 2016 and 2015, respectively. Research and development expenses were $2,871,000 and $2,901,000 for the six months ended June 30, 2016 and 2015, respectively. Recent Accounting Pronouncements From time to time, new accounting pronouncements are issued by the Financial Accounting Standards Board (FASB) or other standard setting bodies that are adopted by us as of the specified effective date. Unless otherwise discussed, we believe that the impact of recently issued standards that are not yet effective will not have a material impact on our financial position or results of operations upon adoption. In May 2014, the FASB issued Accounting Standards Update (ASU) 2014-09, Revenue from Contracts with Customers (Topic 606) . ASU 2014-09 provides a single, comprehensive revenue recognition model for all contracts with customers. The revenue guidance contains principles that an entity will apply to determine the measurement of revenue and timing of when it is recognized. The underlying principle is that an entity will recognize revenue to depict the transfer of goods or services to customers at an amount that the entity expects to be entitled to in exchange for those goods or services. The standard is effective for the first interim period within annual reporting periods beginning after December 15, 2017 for public entities, with early adoption permitted in the annual reporting period beginning after December 15, 2016. The Company is still evaluating the potential impact of adopting this guidance on its financial statements. In August 2014, the FASB issued ASU 2014-15, Presentation of Financial Statements-Going Concern . ASU 2014-15 provides guidance around management’s responsibility to evaluate whether there is substantial doubt about an entity’s ability to continue as a going concern and to provide related footnote disclosures. For each reporting period, management will be required to evaluate whether there are conditions or events that raise substantial doubt about a company’s ability to continue as a going concern within one year from the date the financial statements are issued. The new standard is effective for fiscal years and interim periods within those fiscal years, beginning after December 15, 2016. Early adoption is permitted. The Company is currently in the process of evaluating the potential impact of adopting this guidance on its financial statements. In July 2015, FASB issued ASU 2015-11, Inventory (Topic 330): Simplifying the Measurement of Inventory. This update requires entities to measure inventory at the lower of cost and net realizable value. Net realizable value is the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. Subsequent measurement is unchanged for inventory measured using LIFO or the retail inventory method. This ASU is effective for annual reporting periods beginning after December 15, 2016 and interim periods within those years. The Company is currently in the process of evaluating the impact of the adoption on its financial statements. In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) . This standard requires all leases with durations greater than twelve months to be recognized on the balance sheet and is effective for interim and annual reporting periods beginning after December 15, 2018, although early adoption is permitted. The Company is currently in the process of evaluating the impact of the adoption on its financial statements. In March 2016, the FASB issued ASU No. 2016-09, Compensation—Stock Compensation (Topic 718) . This standard makes several modifications to Topic 718 related to the accounting for forfeitures, employer tax withholding on share-based compensation and the financial statement presentation of excess tax benefits or deficiencies. ASU 2016-09 also clarifies the statement of cash flows presentation for certain components of share-based awards. The standard is effective for interim and annual reporting periods beginning after December 15, 2016, although early adoption is permitted. The Company is currently in the process of evaluating the impact of the adoption on its financial statements. |
Factors Affecting Operations
Factors Affecting Operations | 6 Months Ended |
Jun. 30, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Factors Affecting Operations | FACTORS AFFECTING OPERATIONS To date, the Company has incurred negative cash flow from operations and has accumulated a deficit of $361,903,000 from inception through June 30, 2016 . As of June 30, 2016 , the Company had approximately $16,627,000 in cash and cash equivalents. As of June 30, 2016, the Company did not meet the liquidity threshold covenant under the Company’s loan and security agreement with Hercules Capital, Inc. (Hercules) (see Note 9 Loan Agreements). While this violation was waived by Hercules, the Company’s current financial forecast for the remainder of 2016 projects that the Company must obtain alternative or additional financing or it is probable that the Company will not be in compliance with its covenants in the future. While these financial covenant requirements may be waived in the future, there can be no certainty that this will be the case. The Company is currently pursuing alternative or additional debt financing and has an at-the-market offering in place under which it can sell up to approximately $33,784,000 of its common stock as of June 30, 2016. In an event of default, all amounts may become due under our loan agreement with Hercules and there would be substantial doubt about our ability to continue as a going concern. Further, due to the limited revenue generated by ILUVIEN to date, even if the Company is able to refinance its loan and security agreement with Hercules and maintain compliance with its debt covenants, it will need to raise additional capital to fund the continued commercialization of ILUVIEN. If the Company is unable to raise additional financing, the Company will need to adjust its commercial plans so that it can continue to operate with its existing cash resources. The actual amount of funds that the Company will need will be determined by many factors, some of which are beyond its control and the Company may need funds sooner than currently anticipated. The accompanying Interim Financial Statements have been prepared assuming the Company will continue as a going concern. The Company’s negative cash flow from operations and accumulated deficit raise substantial doubt about its ability to continue as a going concern. The Interim Financial Statements do not include any adjustments that might result from the outcome of this uncertainty. |
Inventory
Inventory | 6 Months Ended |
Jun. 30, 2016 | |
Inventory Disclosure [Abstract] | |
Inventory | INVENTORY Inventory consisted of the following: June 30, 2016 December 31, 2015 (In thousands) Component parts (1) $ 132 $ 131 Work-in-process (2) 650 333 Finished goods 485 1,525 Total inventory 1,267 1,989 Inventory reserve (57 ) (437 ) Inventory — net $ 1,210 $ 1,552 (1) Component parts inventory consists of manufactured components of the ILUVIEN applicator. (2) Work-in-process primarily consists of completed units of ILUVIEN that are undergoing, but have not completed, quality assurance testing as required by regulatory authorities in Europe. |
Intangible Asset
Intangible Asset | 6 Months Ended |
Jun. 30, 2016 | |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | |
Intangible Asset | INTANGIBLE ASSET As a result of the U.S. Food and Drug Administration’s (FDA) approval of the New Drug Application (NDA) for ILUVIEN in September 2014, the Company was required to pay pSivida US, Inc. (pSivida) a milestone payment of $25,000,000 (the pSivida Milestone Payment) in October 2014 (see Note 8 License Agreements). The Company had no intangible assets prior to September 2014. The gross carrying amount of the intangible asset was $25,000,000 , which is being amortized over approximately 13 years from the acquisition date. The amortization expense related to the intangible asset was $484,000 and $483,000 for the three months ended June 30, 2016 and 2015, respectively. The amortization expense related to the intangible asset was $967,000 and $962,000 for the six months ended June 30, 2016 and 2015, respectively. The net book value of the intangible asset was $21,582,000 and $22,549,000 as of June 30, 2016 and December 31, 2015, respectively. The estimated future amortization expense as of June 30, 2016 for the remaining periods in the next five years and thereafter is as follows (in thousands): Years Ending December 31 2016 $ 978 2017 1,940 2018 1,940 2019 1,940 2020 1,940 Thereafter 12,844 Total $ 21,582 |
Accrued Expenses
Accrued Expenses | 6 Months Ended |
Jun. 30, 2016 | |
Payables and Accruals [Abstract] | |
Accrued Expenses | ACCRUED EXPENSES Accrued expenses consisted of the following: June 30, 2016 December 31, 2015 (In thousands) Accrued compensation expenses $ 1,338 $ 804 Accrued clinical investigator expenses 1,214 732 Accrued rebate and other revenue reserves 616 452 Accrued End of Term Payment (Note 9) 1,400 1,050 Other accrued expenses 915 873 Total accrued expenses $ 5,483 $ 3,911 |
License Agreements
License Agreements | 6 Months Ended |
Jun. 30, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
License Agreements | LICENSE AGREEMENTS The Company entered into an agreement with pSivida for the use of fluocinolone acetonide (FAc) in pSivida’s proprietary delivery device in February 2005, which was subsequently amended in 2008. The agreement with pSivida provides the Company with a worldwide exclusive license to utilize certain underlying technology used in the development and commercialization of ILUVIEN. The Company’s license rights to pSivida’s proprietary delivery device could revert to pSivida if the Company were to (i) fail twice to cure its breach of an obligation to make certain payments to pSivida following receipt of written notice thereof; (ii) fail to cure other breaches of material terms of its agreement with pSivida within 30 days after notice of such breaches or such longer period (up to 90 days ) as may be reasonably necessary if the breach cannot be cured within such 30 -day period; (iii) file for protection under the bankruptcy laws, make an assignment for the benefit of creditors, appoint or suffer appointment of a receiver or trustee over its property, file a petition under any bankruptcy or insolvency act or have any such petition filed against it and such proceeding remains undismissed or unstayed for a period of more than 60 days ; or (iv) notify pSivida in writing of its decision to abandon its license with respect to a certain product using pSivida’s proprietary delivery device. As a result of the FDA’s approval of the NDA for ILUVIEN in September 2014, the Company made the pSivida Milestone Payment of $25,000,000 in October 2014. The Company must share 20% of the net profits of ILUVIEN, determined on a cash basis in each country and 33% of any lump sum milestone payments received from a sub-licensee of ILUVIEN, as defined by the agreement with pSivida. In connection with this arrangement, the Company is entitled to recover 20% of commercialization costs of ILUVIEN, as defined in the agreement, incurred prior to product profitability out of pSivida’s share of net profits. As of June 30, 2016 and December 31, 2015 , the Company was owed approximately $23,831,000 and $21,565,000 , respectively, in commercialization costs. Due to the uncertainty of future net profits, the Company has fully reserved these amounts in the accompanying Interim Financial Statements. In the second quarter of 2016, pSivida disputed portions of the Company's claimed commercialization costs for the year ended December 31, 2014. As part of this dispute, pSivida notified the Company that it disagreed with $1,290,000 of the $12,956,000 in commercialization costs receivable that the Company had reported as of December 31, 2014 and claimed incremental profit sharing payments of $136,000 for the year ended December 31, 2014. The Company is disputing pSivida’s assertions through the alternative dispute resolution mechanism under the agreement with pSivida. If pSivida’s assertions were to prevail in the alternative dispute resolution mechanism and their assertions were then applied to the commercialization cost calculations for the year ended December 31, 2015 and the six months ended June 30, 2016, then the Company believes the commercialization costs receivable from pSivida would be reduced from $21,565,000 to $18,504,000 at December 31, 2015 and from $23,831,000 to $19,951,000 at June 30, 2016. If pSivida’s assertions were to prevail in the alternative dispute resolution mechanism, the impact on the statements of operations for the year ended December 31, 2015 and the six months ended June 30, 2016 would be immaterial. |
Loan Agreements
Loan Agreements | 6 Months Ended |
Jun. 30, 2016 | |
Debt Disclosure [Abstract] | |
Loan Agreements | LOAN AGREEMENTS 2014 Loan Agreement, 2015 Loan Amendment and 2016 Loan Amendment In April 2014, Alimera Sciences Limited (Limited), a subsidiary of the Company, entered into a loan and security agreement (2014 Loan Agreement) with Hercules providing for a term loan of up to $35,000,000 (2014 Term Loan) which Limited and Hercules amended in November 2015 (the 2015 Loan Amendment and, together with the 2014 Loan Agreement and the 2016 Loan Amendment (as defined below), the Term Loan Agreement). Under the 2014 Loan Agreement, Hercules made an advance in the initial principal amount of $10,000,000 to Limited at closing to provide Limited with additional working capital for general corporate purposes and to repay a 2013 term loan with Silicon Valley Bank. Hercules made an additional advance of $25,000,000 to Limited in September 2014, following the approval of ILUVIEN by the FDA to fund the pSivida Milestone Payment. The 2014 Loan Agreement provided for interest only payments through November 2015. Interest on the 2014 Term Loan accrues at a floating per annum rate equal to the greater of (i) 10.90% , or (ii) the sum of (A) 7.65% , plus (B) the prime rate. Following the interest only period the 2014 Term Loan was due and payable to Hercules in equal monthly payments of principal and interest through May 1, 2018. The interest rate on the Term Loan Agreement was 11.15% as of June 30, 2016. In connection with the initial advance under the 2014 Loan Agreement, Limited paid to Hercules a facility charge of $262,500 and incurred legal and other fees of approximately $383,000 . Limited incurred approximately $375,000 in additional fees in connection with the second advance. If Limited repays the 2014 Term Loan prior to maturity, it will pay Hercules a prepayment penalty of 1.25% of the total principal amount repaid. In November 2015, Limited and Hercules amended the 2014 Term Loan to extend the interest only payments through May 2017. Beginning in June 2017, Limited will make 11 equal monthly payments of principal and interest based upon a 30 -month amortization schedule followed by a final payment of all remaining outstanding principal and interest in May 2018. In connection with the 2015 Loan Amendment, Limited paid to Hercules an amendment fee of $262,500 and agreed to make an additional payment of $1,050,000 , equal to 3% of the 2014 Term Loan at the time of the final payment in May 2018 (End of Term Payment). Limited and the Company, on a consolidated basis with the Company’s other subsidiaries, agreed to customary affirmative and negative covenants and events of default in connection with these arrangements. The occurrence of an event of default could result in the acceleration of Limited’s obligations under the Term Loan Agreement and an increase to the applicable interest rate and would permit Hercules to exercise remedies with respect to the collateral under the Term Loan Agreement. In connection with the 2015 Loan Amendment, Limited agreed to covenants regarding certain revenue thresholds and a liquidity threshold of $20,000,000 for the Company of which at least $10,000,000 had to be in cash. In January 2016, the revenue threshold covenant was not met by the Company. As a result, in March 2016, Limited entered into an additional loan amendment with Hercules, which further amended certain terms of the Term Loan Agreement (the 2016 Loan Amendment). In conjunction with the 2016 Loan Amendment, Hercules waived the covenant violation. The 2016 Loan Amendment amended the revenue covenant to a rolling three-month calculation to first be measured for the three months ended May 31, 2016. In addition, the 2016 Loan Amendment increased the liquidity covenant, requiring the Company to keep at least $25,000,000 in liquid assets, with a minimum of $17,500,000 in cash. However, in any month in which the Company has $25,000,000 in cash, the revenue requirement will be waived. Upon execution of the 2016 Loan Amendment, Limited paid Hercules an amendment fee of $350,000 and agreed to increase the End of Term Payment to $1,400,000 from $1,050,000 , which is payable on the date that the 2014 Term Loan is paid in full. The Company concluded the 2016 Loan Amendment resulted in a substantial modification of the terms of debt when considered with the 2015 Loan Amendment in accordance with the guidance in ASC 470-50, Debt. As a result, the Company accounted for the 2016 Loan Amendment as an extinguishment and recognized a loss on early extinguishment of debt of approximately $2,564,000 within the consolidated statement of operations for the six months ended June 30, 2016. The loss on early extinguishment consisted primarily of the unamortized debt discount associated with the warrant and debt issuance costs incurred prior to the 2016 Loan Amendment, the incremental fair value of the warrant as a result of the modifying the terms of the warrant and the debt issuance costs of $360,000 paid to Hercules for the 2016 Loan Amendment. In July 2016, the Company obtained a waiver of the requirements of the liquidity covenant (the Waiver) because the Company was not in compliance with the liquidity covenant as of June 30, 2016. The Waiver cured the default of the liquidity covenant currently existing under the Term Loan Agreement and modified the liquidity requirement so that Limited and the Company must keep at least $20,000,000 in liquid assets, consisting of cash and accounts receivable from customers in the U.S. with a minimum of $12,500,000 in cash. In addition, the Waiver modified the three-month revenue covenant so that it was not measured at July 31, 2016 and reduced the three-month revenue target to be measured at August 31, 2016. Following execution of the Waiver, Limited will pay to Hercules a weekly ticking fee equal to 0.05% multiplied by the outstanding principal amount. The weekly ticking fee will no longer be payable if the Company raises $15,000,000 in equity following the date of the Waiver. Further, Limited agreed that it will pay Hercules a fee of $350,000 , which amount will be paid no later than September 1, 2016. The Company’s current financial forecast for 2016 projects that the Company must obtain alternative or additional financing or it is probable that the Company will not be able to comply with its financial covenants in the future. While Hercules may waive compliance with financial covenants in the future, there can be no certainty that this will be the case. The Company is currently pursuing alternatives with various lenders and investors and has an at-the-market offering in place under which it can sell up to approximately $33,784,000 of its common stock as of June 30, 2016. However, the ability of the Company to comply with any of its financial covenants cannot be assured. If the Company does not maintain compliance with any of its financial covenants, Hercules could demand immediate repayment in full of the $35,000,000 under the 2014 Term Loan and make the End of Term Payment. As a result, the 2014 Term Loan and the End of Term Payment have been classified as current liabilities in the accompanying consolidated balance sheets at June 30, 2016 and December 31, 2015. Limited’s obligations to Hercules are secured by a first priority security interest in substantially all of Limited’s assets, excluding intellectual property. Hercules does, however, maintain a negative pledge on Limited’s intellectual property requiring Hercules’ consent prior to the sale of such intellectual property. The Company and certain of the Company’s other subsidiaries are guarantors of the obligations of Limited to Hercules under the Term Loan Agreement pursuant to separate guaranty agreements between Hercules and each of Limited and such subsidiaries (Guaranties). Pursuant to the Guaranties, the Company and these subsidiaries granted Hercules a first priority security interest in substantially all of their respective assets excluding intellectual property. The Term Loan Agreement also places limitations on the Company ’ s ability to declare or pay any dividend or distribution on any shares of capital stock. In connection with Limited entering into the 2014 Loan Agreement, the Company entered into a warrant agreement with Hercules to purchase up to 285,016 shares of the Company’s common stock at an exercise price of $6.14 per share. Sixty percent of the warrant was exercisable at the closing in April 2014 and the remaining forty percent became exercisable upon the funding of the additional $25,000,000 to Limited in September 2014. Further, the Company agreed to amend the warrant agreement in connection with the 2015 Loan Amendment to increase the number of shares issuable upon exercise to 660,377 and decrease the exercise price to $2.65 per share. In connection with the 2016 Loan Amendment, the Company agreed to further amend the warrant agreement to increase the number of shares issuable upon exercise to 862,069 and decrease the exercise price to $2.03 per share. In connection with the Waiver, the Company agreed to further amend the warrant agreement again to increase the number of shares issuable upon exercise to 1,258,993 and decrease the exercise price to $1.39 per share. Fair Value of Debt The weighted average interest rates of the Company’s notes payable approximate the rate at which the Company could obtain alternative financing; therefore, the carrying amount of the notes approximated their fair value at June 30, 2016 and December 31, 2015. |
Loss Per Share (EPS)
Loss Per Share (EPS) | 6 Months Ended |
Jun. 30, 2016 | |
Earnings Per Share [Abstract] | |
Loss Per Share (EPS) | LOSS PER SHARE (EPS) Basic EPS is calculated in accordance with ASC 260, Earnings per Share , by dividing net income or loss attributable to common stockholders by the weighted average common stock outstanding. Diluted EPS is calculated in accordance with ASC 260 by adjusting weighted average common shares outstanding for the dilutive effect of common stock options, warrants and convertible preferred stock. In periods where a net loss is recorded, no effect is given to potentially dilutive securities, since the effect would be anti-dilutive. Common stock equivalent securities that would potentially dilute basic EPS in the future, but were not included in the computation of diluted EPS because to do so would have been anti-dilutive, were as follows: Three Months Ended June 30, Six Months Ended June 30, 2016 2015 2016 2015 Series A Convertible Preferred Stock 9,022,556 9,022,556 9,022,556 9,022,556 Series B Convertible Preferred Stock 8,416,251 8,416,251 8,416,251 8,416,251 Series A Convertible Preferred Stock warrants 4,511,279 4,511,279 4,511,279 4,511,279 Common stock warrants 940,023 362,970 940,023 362,970 Stock options 10,648,702 9,292,947 10,648,702 9,292,947 Total 33,538,811 31,606,003 33,538,811 31,606,003 |
Preferred Stock
Preferred Stock | 6 Months Ended |
Jun. 30, 2016 | |
Equity [Abstract] | |
Preferred Stock | PREFERRED STOCK Series A Convertible Preferred Stock On October 2, 2012, the Company closed its preferred stock financing in which it sold units consisting of 1,000,000 shares of Series A Convertible Preferred Stock and warrants to purchase 300,000 shares of Series A Convertible Preferred Stock for gross proceeds of $40,000,000 , prior to the payment of approximately $560,000 of related issuance costs. The powers, preferences and rights of the Series A Convertible Preferred Stock are set forth in the certificate of designation filed by the Company with the Secretary of State of the State of Delaware on October 1, 2012. Each share of Series A Convertible Preferred Stock, including any shares of Series A Convertible Preferred Stock issued upon exercise of the warrants, is convertible into shares of the Company’s common stock at any time at the option of the holder at the rate equal to $40.00 divided by $2.66 (Conversion Price). The initial Conversion Price was subject to adjustment based on certain customary price based anti-dilution adjustments. These adjustment features lapsed in September 2014. Each share of Series A Convertible Preferred Stock shall automatically be converted into shares of common stock at the then-effective Conversion Price upon the occurrence of the later to occur of both (i) the Company receives and publicly announces the approval by the FDA of the Company’s NDA for ILUVIEN and (ii) the date on which the Company consummates an equity financing transaction pursuant to which the Company sells to one or more third party investors either (a) shares of common stock or (b) other equity securities that are convertible into shares of common stock and that have rights, preference or privileges, senior to or on a parity with, the Series A Convertible Preferred Stock, in each case having an as-converted per share of common stock price of not less than $10.00 and that results in total gross proceeds to the Company of at least $30,000,000 . The rights and preferences of Series A Convertible Preferred Stock also place limitations on the Company’s ability to declare or pay any dividend or distribution on any shares of capital stock. Each unit sold in the preferred stock financing included a warrant to purchase 0.30 shares of Series A Convertible Preferred Stock at an exercise price equal to $44.00 per share. At the election of the holder of a warrant, the warrant may be exercised for the number of shares of common stock then issuable upon conversion of the Series A Convertible Preferred Stock that would otherwise be issued upon such exercise at the then-effective Conversion Price. These warrants are considered derivative instruments because the agreements provide for settlement in Series A Convertible Preferred Stock shares or common stock shares at the option of the holder, an adjustment to the warrant exercise price for common shares at some point in the future and contain anti-dilution provisions whereby the number of shares for which the warrants are exercisable and/or the exercise price of the warrants are subject to change in the event of certain issuances of stock at prices below the then-effective exercise price of the warrants. Therefore, the warrants were recorded as a liability at issuance. The warrant anti-dilution provisions lapsed in September 2014. At June 30, 2016 and December 31, 2015 , the fair market value of the warrants was estimated to be $472,000 and $2,815,000 , respectively. During the three months ended June 30, 2016 and 2015, the Company recorded gains of $824,000 and $2,216,000 , respectively, as a result of the change in fair value of the warrants. During the six months ended June 30, 2016 and 2015, the Company recorded gains of $2,343,000 and $4,722,000 , respectively, as a result of the change in fair value of the warrants. In April 2014, 2,255,639 shares of common stock were issued pursuant to the conversion of 150,000 shares of Series A Convertible Preferred Stock held by an investor. In September 2014, 3,759,398 shares of common stock were issued pursuant to the conversion of 250,000 shares of Series A Convertible Preferred Stock held by another investor. As of June 30, 2016, there were 600,000 shares of Series A Convertible Preferred Stock issued and outstanding. Series B Convertible Preferred Stock On December 12, 2014, the Company closed a preferred stock financing in which it sold 8,291.873 shares of Series B Convertible Preferred Stock for a purchase price of $6,030 per share, or an aggregate purchase price of $50,000,000 , prior to the payment of approximately $432,000 of related issuance costs. The Company issued an additional 124.378 shares of Series B Convertible Preferred Stock as a subscription premium to the purchasers. The powers, preferences and rights of the Series B Convertible Preferred Stock are set forth in the certificate of designation filed by the Company with the Secretary of State of the State of Delaware. Each share of Series B Convertible Preferred Stock is convertible into 1,000 shares of the Company’s common stock at any time at the option of the holder, provided that the holder will be prohibited from converting Series B Convertible Preferred Stock into shares of the Company’s common stock if, as a result of such conversion, the holder, together with its affiliates, would own more than 9.98% of the total number of shares of the Company’s common stock then issued and outstanding. The Series B Convertible Preferred Stock ranks junior to the Company’s existing Series A Convertible Preferred Stock and senior to the Company’s common stock, with respect to rights upon liquidation. The Series B Convertible Preferred Stock ranks junior to all existing and future indebtedness. Except as otherwise required by law (or with respect to approval of certain actions), the Series B Convertible Preferred Stock do not have voting rights. The Series B Preferred Stock is not redeemable at the option of the holder. The Series B Convertible Preferred Stock is not subject to any price-based or other anti-dilution protections and does not provide for any accruing dividends. The Company determined that the conversion option of the preferred shares represented a beneficial conversion feature, as the conversion feature had intrinsic value to the holder on the commitment date as a result of the subscription premium. Therefore, the Company recorded a beneficial conversion feature of $750,000 as an increase in additional paid in capital. Because the Series B Convertible Preferred Stock was immediately convertible into common stock at the option of the holder at issuance, the Company immediately accreted the full value of the beneficial conversion feature to the carrying value of the Series B Convertible Preferred Stock on that date. |
Common Stock
Common Stock | 6 Months Ended |
Jun. 30, 2016 | |
Equity [Abstract] | |
Common Stock | COMMON STOCK In September 2014, the Company entered into a sales agreement with Cowen and Company, LLC (Cowen) to offer shares of its common stock from time to time through Cowen up to an aggregate offering price of $35,000,000 . During the three months and six months ended June 30, 2016, the Company sold a total of 278,965 shares of its common stock at a weighted average purchase price of $1.40 per share. Proceeds from the offering, in the amount of $381,000 , prior to the payment of approximately $32,000 of related issuance costs were used for general corporate and working capital purposes. Under the terms of the sales agreement, the Company can sell up to approximately $33,784,000 of its common stock as of June 30, 2016. During the three and six months ended June 30, 2016 and 2015, 41,413 and 10,993 shares of the Company’s common stock were acquired through its employee stock purchase plan resulting in proceeds of $78,000 and $42,000 , respectively. |
Stock Incentive Plans
Stock Incentive Plans | 6 Months Ended |
Jun. 30, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock Incentive Plans | STOCK INCENTIVE PLANS Stock Option Plans During the three months ended June 30, 2016 and 2015, the Company recorded compensation expense related to stock options of approximately $1,323,000 and $1,198,000 , respectively. During the six months ended June 30, 2016 and 2015, the Company recorded compensation expense related to stock options of approximately $2,619,000 and $2,268,000 , respectively. As of June 30, 2016, the total unrecognized compensation cost related to non-vested stock options granted was $9,881,000 and is expected to be recognized over a weighted average period of 2.63 years . The following table presents a summary of stock option activity for the three and six months ended June 30, 2016 and 2015: Three Months Ended June 30, Six Months Ended June 30, 2016 2015 2016 2015 Options Weighted Average Exercise Price Options Weighted Average Exercise Price Options Weighted Average Exercise Price Options Weighted Average Exercise Price Options outstanding at beginning of period 10,626,077 $ 3.32 9,180,668 $ 3.46 9,475,890 $ 3.43 7,681,256 $ 3.03 Grants 192,500 1.59 235,000 4.91 1,420,500 2.34 1,833,500 5.42 Forfeitures (120,647 ) 2.81 (116,245 ) 4.19 (198,460 ) 3.10 (149,385 ) 4.29 Exercises (49,228 ) 1.80 (6,476 ) 1.86 (49,228 ) 1.80 (72,424 ) 1.90 Options outstanding at period end 10,648,702 3.30 9,292,947 3.49 10,648,702 3.30 9,292,947 3.49 Options exercisable at period end 6,739,491 3.28 5,227,911 3.19 6,739,491 3.28 5,227,911 3.19 Weighted average per share fair value of options granted during the period $ 1.19 $ 3.69 $ 1.77 $ 4.22 The following table provides additional information related to outstanding stock options, exercisable stock options and stock options expected to vest as of June 30, 2016 : Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term Aggregate Intrinsic Value (In thousands) Outstanding 10,648,702 $ 3.30 6.69 years $ — Exercisable 6,739,491 3.28 5.51 years — Outstanding, vested and expected to vest 10,161,259 3.29 6.58 years — The following table provides additional information related to outstanding stock options, exercisable stock options and stock options expected to vest as of December 31, 2015 : Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term Aggregate Intrinsic Value (In thousands) Outstanding 9,475,890 $ 3.43 6.96 years $ 2,565 Exercisable 5,808,528 3.27 5.87 years 2,186 Outstanding, vested and expected to vest 9,016,217 3.41 6.86 years 2,541 Employee Stock Purchase Plan During the three months ended June 30, 2016 and 2015, the Company recorded compensation expense related to its employee stock purchase plan of approximately $19,000 and $29,000 , respectively. During the six months ended June 30, 2016 and 2015, the Company recorded compensation expense related to its employee stock purchase plan of approximately $52,000 and $41,000 , respectively. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | INCOME TAXES In accordance with ASC 740, Income Taxes, the Company recognizes deferred tax assets and liabilities for temporary differences between the financial reporting basis and the tax basis of its assets and liabilities at the enacted tax rates in effect for the year in which the differences are expected to reverse. The Company records a valuation allowance against its net deferred tax asset to reduce the net carrying value to an amount that is more likely than not to be realized. At the end of each interim period, the Company makes its best estimate of the effective tax rate expected to be applicable for the full fiscal year. This estimate reflects, among other items, the Company’s best estimate of operating results and foreign currency exchange rates. The Company’s quarterly income tax rate may differ from its estimated annual effective tax rate because accounting standards require the Company to exclude the actual results of certain entities expected to generate a pretax loss when applying the estimated annual effective tax rate to the Company’s consolidated pretax results in interim periods. In estimating the annual effective tax rate, the Company does not include the estimated impact of unusual and/or infrequent items, including the reversal of valuation allowances, which may cause significant variations in the customary relationship between income tax expense (benefit) and pretax income (loss) in quarterly periods. The income tax expense (benefit) for such unusual and/or infrequent items is recorded in the quarterly period such items are incurred. The Company’s income tax expense and resulting effective tax rate are based upon the respective estimated annual effective tax rates applicable for the respective periods adjusted for the effects of items required to be treated as discrete to the period, including changes in tax laws, changes in estimated exposures for uncertain tax positions and other items. The Company’s effective tax rate for the three months ended June 30, 2016 properly excluded tax benefits associated with year-to-date pre-tax losses generated in the U.S. and the Netherlands. Income tax positions are considered for uncertainty in accordance with ASC 740-10. The Company believes that its income tax filing positions and deductions are more likely than not to be sustained on audit; therefore, no ASC 740-10 liabilities and no related penalties and interest have been recorded. The Company does not anticipate any material changes to its uncertain tax positions within the next 12 months. Tax years since 2003 remain subject to examination in Georgia, Tennessee and at the federal level. The time period is longer than the standard statutory 3-year period due to net operating losses (NOLs) from 2003 being available for utilization. The statute of limitations on these years will close when the NOLs expire or when the statute closes on the years in which the NOLs are utilized. Tax years since 2012 remain subject to examination in the United Kingdom and the Netherlands. Tax years since 2013 remain subject to examination in Germany. Significant management judgment is involved in determining the provision for income taxes, deferred tax assets and liabilities and any valuation allowance recorded against net deferred tax assets. Due to uncertainties with respect to the realization of deferred tax assets due to the history of operating losses, a valuation allowance has been established against the entire net deferred tax asset balance. The valuation allowance is based on management’s estimates of taxable income in the jurisdictions in which the Company operates and the period over which deferred tax assets will be recoverable. In the event that actual results differ from these estimates or the Company adjusts these estimates in future periods, a change in the valuation allowance may be needed, which could materially impact its financial position and results of operations. At December 31, 2015, the Company had federal NOL carry-forwards of approximately $100,844,000 and state NOL carry-forwards of approximately $84,301,000 available to reduce future income. The Company’s federal NOL carry-forwards remain fully reserved as of June 30, 2016. If not utilized, the federal NOL carry-forwards will expire at various dates between 2029 and 2035 and the state NOL carry-forwards will expire at various dates between 2020 and 2035. The Company’s NOL carry-forwards may be subject to annual limitations under Internal Revenue Code (IRC) Section 382 (or comparable provisions of state law) in the event that certain changes in ownership of the Company were to occur. The Company periodically evaluates its NOL carry-forwards and whether certain changes in ownership, including its IPO, have occurred that would limit its ability to utilize a portion of the Company’s NOL carry-forwards. If it is determined that significant ownership changes have occurred since the Company generated its NOL carry-forwards, the Company may be subject to annual limitations on the use of these NOL carry-forwards under IRC Section 382 (or comparable provisions of state law). As of December 31, 2015, the Company had cumulative book losses in foreign subsidiaries of $67,452,000 . The Company has not recorded a deferred tax asset for the excess of tax over book basis in the stock of its foreign subsidiaries. The Company anticipates that its foreign subsidiaries will be profitable and have earnings in the future. Once the foreign subsidiaries do have earnings, the Company intends to indefinitely reinvest in its foreign subsidiaries all undistributed earnings of and original investments in such subsidiaries. As a result, the Company has not recorded a deferred tax liability related to excess of book over tax basis in the stock of its foreign subsidiaries in accordance with ASC 740-30-25. |
Fair Value
Fair Value | 6 Months Ended |
Jun. 30, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value | FAIR VALUE The Company applies ASC 820, Fair Value Measurements , in determining the fair value of certain assets and liabilities. Under this standard, fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (i.e., the “exit price”) in an orderly transaction between market participants at the measurement date. In determining fair value, the Company uses various valuation approaches. The hierarchy of those valuation approaches is broken down into three levels based on the reliability of inputs as follows: Level 1 inputs are quoted prices in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date. An active market for the asset or liability is a market in which transactions for the asset or liability occur with sufficient frequency and volume to provide pricing information on an ongoing basis. The valuation under this approach does not entail a significant degree of judgment. Level 2 inputs are inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly. Level 2 inputs include: quoted prices for similar assets or liabilities in active markets, inputs other than quoted prices that are observable for the asset or liability, (e.g., interest rates and yield curves observable at commonly quoted intervals or current market) and contractual prices for the underlying financial instrument, as well as other relevant economic measures. Level 3 inputs are unobservable inputs for the asset or liability. Unobservable inputs shall be used to measure fair value to the extent that observable inputs are not available, thereby allowing for situations in which there is little, if any, market activity for the asset or liability at the measurement date. There have been no changes in the methodologies used at June 30, 2016 and December 31, 2015. The following fair value table presents information about the Company’s assets and liabilities measured at fair value on a recurring basis: June 30, 2016 Level 1 Level 2 Level 3 Total (In thousands) Assets: Cash equivalents (1) $ — $ — $ — $ — Assets measured at fair value $ — $ — $ — $ — Liabilities: Derivative warrant liability (2) $ — $ 472 $ — $ 472 Liabilities measured at fair value $ — $ 472 $ — $ 472 December 31, 2015 Level 1 Level 2 Level 3 Total (In thousands) Assets: Cash equivalents (1) $ 1,010 $ — $ — $ 1,010 Assets measured at fair value $ 1,010 $ — $ — $ 1,010 Liabilities: Derivative warrant liability (2) $ — $ 2,815 $ — $ 2,815 Liabilities measured at fair value $ — $ 2,815 $ — $ 2,815 (1) The carrying amounts approximate fair value due to the short-term maturities of the cash equivalents. (2) The Company uses the Black-Scholes option pricing model and assumptions that consider, among other variables, the fair value of the underlying stock, risk-free interest rate, volatility, expected life and dividend rates in estimating fair value for the warrants considered to be derivative instruments. |
Segment Information
Segment Information | 6 Months Ended |
Jun. 30, 2016 | |
Segment Reporting [Abstract] | |
Segment Information | SEGMENT INFORMATION During the three months ended June 30, 2016 and 2015, two customers within the U.S. segment accounted for 75% and 65% , respectively, of the Company's consolidated revenues as a result of our sales to two pharmaceutical distributors in the U.S. During the six months ended June 30, 2016 and 2015, these two customers within the U.S. segment accounted for 74% and 64% , respectively, of the Company's consolidated revenues. These two customers within the U.S. segment accounted for approximately 88% of the Company’s consolidated accounts receivable at June 30, 2016 and December 31, 2015. The following table presents a summary of the Company's reporting segments for the three months ended June 30, 2016 and 2015: Three Months Ended Three Months Ended U.S. International Consolidated U.S. International Consolidated (In thousands) NET REVENUE $ 7,208 $ 2,349 $ 9,557 $ 3,804 $ 1,972 $ 5,776 COST OF GOODS SOLD, EXCLUDING DEPRECIATION AND AMORTIZATION (368 ) (188 ) (556 ) (190 ) (186 ) (376 ) GROSS PROFIT 6,840 2,161 9,001 3,614 1,786 5,400 RESEARCH, DEVELOPMENT AND MEDICAL AFFAIRS EXPENSES 2,181 1,024 3,205 1,478 2,337 3,815 GENERAL AND ADMINISTRATIVE EXPENSES 2,323 1,716 4,039 2,179 1,642 3,821 SALES AND MARKETING EXPENSES 5,403 2,107 7,510 4,848 2,077 6,925 DEPRECIATION AND AMORTIZATION 673 23 696 621 18 639 OPERATING EXPENSES 10,580 4,870 15,450 9,126 6,074 15,200 NET LOSS FROM OPERATIONS (3,740 ) (2,709 ) (6,449 ) (5,512 ) (4,288 ) (9,800 ) OTHER INCOME AND EXPENSES, NET (367 ) 1,208 NET LOSS BEFORE TAXES $ (6,816 ) $ (8,592 ) The following table presents a summary of the Company's reporting segments for the six months ended June 30, 2016 and 2015: Six Months Ended Six Months Ended U.S. International Consolidated U.S. International Consolidated (In thousands) NET REVENUE $ 11,327 $ 4,031 $ 15,358 $ 6,247 $ 3,467 $ 9,714 COST OF GOODS SOLD, EXCLUDING DEPRECIATION AND AMORTIZATION (590 ) (344 ) (934 ) (328 ) (331 ) (659 ) GROSS PROFIT 10,737 3,687 14,424 5,919 3,136 9,055 RESEARCH, DEVELOPMENT AND MEDICAL AFFAIRS EXPENSES 3,820 2,405 6,225 2,856 4,288 7,144 GENERAL AND ADMINISTRATIVE EXPENSES 4,337 3,097 7,434 4,368 3,072 7,440 SALES AND MARKETING EXPENSES 10,955 3,664 14,619 9,728 4,326 14,054 DEPRECIATION AND AMORTIZATION 1,341 44 1,385 1,180 31 1,211 OPERATING EXPENSES 20,453 9,210 29,663 18,132 11,717 29,849 NET LOSS FROM OPERATIONS (9,716 ) (5,523 ) (15,239 ) (12,213 ) (8,581 ) (20,794 ) OTHER INCOME AND EXPENSES, NET (2,713 ) 2,478 NET LOSS BEFORE TAXES $ (17,952 ) $ (18,316 ) |
Subsequent Event
Subsequent Event | 6 Months Ended |
Jun. 30, 2016 | |
Subsequent Events [Abstract] | |
Subsequent Event | SUBSEQUENT EVENT As disclosed in Note 9 Loan Agreements, the Company obtained the Waiver under its Term Loan Agreement with Hercules in July 2016. The specific terms of the Waiver are described in detail within Note 9 Loan Agreements. |
Summary of Significant Accoun24
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2016 | |
Accounting Policies [Abstract] | |
Basis of Presentation | The Company has prepared the accompanying unaudited interim condensed consolidated financial statements and notes thereto (Interim Financial Statements) in accordance with accounting principles generally accepted in the U.S. (U.S. GAAP) for interim financial information and the instructions to Form 10-Q and Article 10-01 of Regulation S-X of the Securities and Exchange Commission (SEC). Accordingly, they do not include all of the information and disclosures required by U.S. GAAP for complete financial statements. In the opinion of the Company’s management, the accompanying Interim Financial Statements reflect all adjustments, which include normal recurring adjustments, necessary to present fairly the Company’s interim financial information. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements From time to time, new accounting pronouncements are issued by the Financial Accounting Standards Board (FASB) or other standard setting bodies that are adopted by us as of the specified effective date. Unless otherwise discussed, we believe that the impact of recently issued standards that are not yet effective will not have a material impact on our financial position or results of operations upon adoption. In May 2014, the FASB issued Accounting Standards Update (ASU) 2014-09, Revenue from Contracts with Customers (Topic 606) . ASU 2014-09 provides a single, comprehensive revenue recognition model for all contracts with customers. The revenue guidance contains principles that an entity will apply to determine the measurement of revenue and timing of when it is recognized. The underlying principle is that an entity will recognize revenue to depict the transfer of goods or services to customers at an amount that the entity expects to be entitled to in exchange for those goods or services. The standard is effective for the first interim period within annual reporting periods beginning after December 15, 2017 for public entities, with early adoption permitted in the annual reporting period beginning after December 15, 2016. The Company is still evaluating the potential impact of adopting this guidance on its financial statements. In August 2014, the FASB issued ASU 2014-15, Presentation of Financial Statements-Going Concern . ASU 2014-15 provides guidance around management’s responsibility to evaluate whether there is substantial doubt about an entity’s ability to continue as a going concern and to provide related footnote disclosures. For each reporting period, management will be required to evaluate whether there are conditions or events that raise substantial doubt about a company’s ability to continue as a going concern within one year from the date the financial statements are issued. The new standard is effective for fiscal years and interim periods within those fiscal years, beginning after December 15, 2016. Early adoption is permitted. The Company is currently in the process of evaluating the potential impact of adopting this guidance on its financial statements. In July 2015, FASB issued ASU 2015-11, Inventory (Topic 330): Simplifying the Measurement of Inventory. This update requires entities to measure inventory at the lower of cost and net realizable value. Net realizable value is the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. Subsequent measurement is unchanged for inventory measured using LIFO or the retail inventory method. This ASU is effective for annual reporting periods beginning after December 15, 2016 and interim periods within those years. The Company is currently in the process of evaluating the impact of the adoption on its financial statements. In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) . This standard requires all leases with durations greater than twelve months to be recognized on the balance sheet and is effective for interim and annual reporting periods beginning after December 15, 2018, although early adoption is permitted. The Company is currently in the process of evaluating the impact of the adoption on its financial statements. In March 2016, the FASB issued ASU No. 2016-09, Compensation—Stock Compensation (Topic 718) . This standard makes several modifications to Topic 718 related to the accounting for forfeitures, employer tax withholding on share-based compensation and the financial statement presentation of excess tax benefits or deficiencies. ASU 2016-09 also clarifies the statement of cash flows presentation for certain components of share-based awards. The standard is effective for interim and annual reporting periods beginning after December 15, 2016, although early adoption is permitted. The Company is currently in the process of evaluating the impact of the adoption on its financial statements. |
Inventory (Tables)
Inventory (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory | Inventory consisted of the following: June 30, 2016 December 31, 2015 (In thousands) Component parts (1) $ 132 $ 131 Work-in-process (2) 650 333 Finished goods 485 1,525 Total inventory 1,267 1,989 Inventory reserve (57 ) (437 ) Inventory — net $ 1,210 $ 1,552 (1) Component parts inventory consists of manufactured components of the ILUVIEN applicator. (2) Work-in-process primarily consists of completed units of ILUVIEN that are undergoing, but have not completed, quality assurance testing as required by regulatory authorities in Europe. |
Intangible Asset (Tables)
Intangible Asset (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | The estimated future amortization expense as of June 30, 2016 for the remaining periods in the next five years and thereafter is as follows (in thousands): Years Ending December 31 2016 $ 978 2017 1,940 2018 1,940 2019 1,940 2020 1,940 Thereafter 12,844 Total $ 21,582 |
Accrued Expenses (Tables)
Accrued Expenses (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Payables and Accruals [Abstract] | |
Summary of Accrued Expenses | Accrued expenses consisted of the following: June 30, 2016 December 31, 2015 (In thousands) Accrued compensation expenses $ 1,338 $ 804 Accrued clinical investigator expenses 1,214 732 Accrued rebate and other revenue reserves 616 452 Accrued End of Term Payment (Note 9) 1,400 1,050 Other accrued expenses 915 873 Total accrued expenses $ 5,483 $ 3,911 |
Loss Per Share (EPS) (Tables)
Loss Per Share (EPS) (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Earnings Per Share [Abstract] | |
Schedule of antidilutive securities excluded from computation of earnings per share | Common stock equivalent securities that would potentially dilute basic EPS in the future, but were not included in the computation of diluted EPS because to do so would have been anti-dilutive, were as follows: Three Months Ended June 30, Six Months Ended June 30, 2016 2015 2016 2015 Series A Convertible Preferred Stock 9,022,556 9,022,556 9,022,556 9,022,556 Series B Convertible Preferred Stock 8,416,251 8,416,251 8,416,251 8,416,251 Series A Convertible Preferred Stock warrants 4,511,279 4,511,279 4,511,279 4,511,279 Common stock warrants 940,023 362,970 940,023 362,970 Stock options 10,648,702 9,292,947 10,648,702 9,292,947 Total 33,538,811 31,606,003 33,538,811 31,606,003 |
Stock Incentive Plans (Tables)
Stock Incentive Plans (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Summary of stock option transactions | The following table presents a summary of stock option activity for the three and six months ended June 30, 2016 and 2015: Three Months Ended June 30, Six Months Ended June 30, 2016 2015 2016 2015 Options Weighted Average Exercise Price Options Weighted Average Exercise Price Options Weighted Average Exercise Price Options Weighted Average Exercise Price Options outstanding at beginning of period 10,626,077 $ 3.32 9,180,668 $ 3.46 9,475,890 $ 3.43 7,681,256 $ 3.03 Grants 192,500 1.59 235,000 4.91 1,420,500 2.34 1,833,500 5.42 Forfeitures (120,647 ) 2.81 (116,245 ) 4.19 (198,460 ) 3.10 (149,385 ) 4.29 Exercises (49,228 ) 1.80 (6,476 ) 1.86 (49,228 ) 1.80 (72,424 ) 1.90 Options outstanding at period end 10,648,702 3.30 9,292,947 3.49 10,648,702 3.30 9,292,947 3.49 Options exercisable at period end 6,739,491 3.28 5,227,911 3.19 6,739,491 3.28 5,227,911 3.19 Weighted average per share fair value of options granted during the period $ 1.19 $ 3.69 $ 1.77 $ 4.22 |
Summary of additional stock option transactions | The following table provides additional information related to outstanding stock options, exercisable stock options and stock options expected to vest as of June 30, 2016 : Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term Aggregate Intrinsic Value (In thousands) Outstanding 10,648,702 $ 3.30 6.69 years $ — Exercisable 6,739,491 3.28 5.51 years — Outstanding, vested and expected to vest 10,161,259 3.29 6.58 years — The following table provides additional information related to outstanding stock options, exercisable stock options and stock options expected to vest as of December 31, 2015 : Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term Aggregate Intrinsic Value (In thousands) Outstanding 9,475,890 $ 3.43 6.96 years $ 2,565 Exercisable 5,808,528 3.27 5.87 years 2,186 Outstanding, vested and expected to vest 9,016,217 3.41 6.86 years 2,541 |
Fair Value (Tables)
Fair Value (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Fair Value Disclosures [Abstract] | |
Assets Measured at Fair Value on Recurring Basis | The following fair value table presents information about the Company’s assets and liabilities measured at fair value on a recurring basis: June 30, 2016 Level 1 Level 2 Level 3 Total (In thousands) Assets: Cash equivalents (1) $ — $ — $ — $ — Assets measured at fair value $ — $ — $ — $ — Liabilities: Derivative warrant liability (2) $ — $ 472 $ — $ 472 Liabilities measured at fair value $ — $ 472 $ — $ 472 December 31, 2015 Level 1 Level 2 Level 3 Total (In thousands) Assets: Cash equivalents (1) $ 1,010 $ — $ — $ 1,010 Assets measured at fair value $ 1,010 $ — $ — $ 1,010 Liabilities: Derivative warrant liability (2) $ — $ 2,815 $ — $ 2,815 Liabilities measured at fair value $ — $ 2,815 $ — $ 2,815 (1) The carrying amounts approximate fair value due to the short-term maturities of the cash equivalents. (2) The Company uses the Black-Scholes option pricing model and assumptions that consider, among other variables, the fair value of the underlying stock, risk-free interest rate, volatility, expected life and dividend rates in estimating fair value for the warrants considered to be derivative instruments. |
Segment Information (Tables)
Segment Information (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Segment Reporting [Abstract] | |
Schedule of Reporting Segments | The following table presents a summary of the Company's reporting segments for the three months ended June 30, 2016 and 2015: Three Months Ended Three Months Ended U.S. International Consolidated U.S. International Consolidated (In thousands) NET REVENUE $ 7,208 $ 2,349 $ 9,557 $ 3,804 $ 1,972 $ 5,776 COST OF GOODS SOLD, EXCLUDING DEPRECIATION AND AMORTIZATION (368 ) (188 ) (556 ) (190 ) (186 ) (376 ) GROSS PROFIT 6,840 2,161 9,001 3,614 1,786 5,400 RESEARCH, DEVELOPMENT AND MEDICAL AFFAIRS EXPENSES 2,181 1,024 3,205 1,478 2,337 3,815 GENERAL AND ADMINISTRATIVE EXPENSES 2,323 1,716 4,039 2,179 1,642 3,821 SALES AND MARKETING EXPENSES 5,403 2,107 7,510 4,848 2,077 6,925 DEPRECIATION AND AMORTIZATION 673 23 696 621 18 639 OPERATING EXPENSES 10,580 4,870 15,450 9,126 6,074 15,200 NET LOSS FROM OPERATIONS (3,740 ) (2,709 ) (6,449 ) (5,512 ) (4,288 ) (9,800 ) OTHER INCOME AND EXPENSES, NET (367 ) 1,208 NET LOSS BEFORE TAXES $ (6,816 ) $ (8,592 ) The following table presents a summary of the Company's reporting segments for the six months ended June 30, 2016 and 2015: Six Months Ended Six Months Ended U.S. International Consolidated U.S. International Consolidated (In thousands) NET REVENUE $ 11,327 $ 4,031 $ 15,358 $ 6,247 $ 3,467 $ 9,714 COST OF GOODS SOLD, EXCLUDING DEPRECIATION AND AMORTIZATION (590 ) (344 ) (934 ) (328 ) (331 ) (659 ) GROSS PROFIT 10,737 3,687 14,424 5,919 3,136 9,055 RESEARCH, DEVELOPMENT AND MEDICAL AFFAIRS EXPENSES 3,820 2,405 6,225 2,856 4,288 7,144 GENERAL AND ADMINISTRATIVE EXPENSES 4,337 3,097 7,434 4,368 3,072 7,440 SALES AND MARKETING EXPENSES 10,955 3,664 14,619 9,728 4,326 14,054 DEPRECIATION AND AMORTIZATION 1,341 44 1,385 1,180 31 1,211 OPERATING EXPENSES 20,453 9,210 29,663 18,132 11,717 29,849 NET LOSS FROM OPERATIONS (9,716 ) (5,523 ) (15,239 ) (12,213 ) (8,581 ) (20,794 ) OTHER INCOME AND EXPENSES, NET (2,713 ) 2,478 NET LOSS BEFORE TAXES $ (17,952 ) $ (18,316 ) |
Nature of Operations (Detail)
Nature of Operations (Detail) - ILUVIEN | 6 Months Ended |
Jun. 30, 2016Patient | |
Nature Of Operations [Line Items] | |
Post-authorization open study period (in years) | 5 years |
Planned drug study, number of patients | 800 |
Summary of Significant Accoun33
Summary of Significant Accounting Policies (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Dec. 31, 2015 | |
Accounting Policies [Abstract] | |||||
Allowance for doubtful accounts receivable | $ 42 | $ 42 | $ 118 | ||
Research and development expense | $ 1,464 | $ 1,595 | $ 2,871 | $ 2,901 |
Factors Affecting Operations (D
Factors Affecting Operations (Detail) - USD ($) | Jun. 30, 2016 | Dec. 31, 2015 | Jun. 30, 2015 | Dec. 31, 2014 | Sep. 30, 2014 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||||
Accumulated deficit | $ (361,903,000) | $ (343,900,000) | |||
Cash and cash equivalents | 16,627,000 | $ 31,075,000 | $ 48,136,000 | $ 76,697,000 | |
Maximum value of common stock to be sold | $ 33,784,000 | $ 35,000,000 |
Inventory (Detail)
Inventory (Detail) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 | |
Inventory net realizable value | |||
Component parts | [1] | $ 132 | $ 131 |
Work-in-process | [2] | 650 | 333 |
Finished goods | 485 | 1,525 | |
Total inventory | 1,267 | 1,989 | |
Inventory reserve | (57) | (437) | |
Inventory — net | $ 1,210 | $ 1,552 | |
[1] | Component parts inventory consists of manufactured components of the ILUVIEN applicator. | ||
[2] | Work-in-process primarily consists of completed units of ILUVIEN that are undergoing, but have not completed, quality assurance testing as required by regulatory authorities in Europe. |
Intangible Asset - Narrative (D
Intangible Asset - Narrative (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||||
Oct. 31, 2014 | Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Dec. 31, 2015 | Aug. 31, 2014 | |
Finite-Lived Intangible Assets [Line Items] | |||||||
Net intangible assets | $ 21,582,000 | $ 21,582,000 | $ 22,549,000 | $ 0 | |||
License | |||||||
Finite-Lived Intangible Assets [Line Items] | |||||||
Net intangible assets | 21,582,000 | 21,582,000 | $ 22,549,000 | ||||
Gross intangible assets | 25,000,000 | $ 25,000,000 | |||||
Useful life (in years) | 13 years | ||||||
Amortization of intangible assets | $ 484,000 | $ 483,000 | $ 967,000 | $ 962,000 | |||
pSivida | |||||||
Finite-Lived Intangible Assets [Line Items] | |||||||
Milestone payment after the first product approved by the FDA | $ 25,000,000 |
Intangible Asset - Future Amort
Intangible Asset - Future Amortization (Details) - USD ($) | Jun. 30, 2016 | Dec. 31, 2015 | Aug. 31, 2014 |
Finite-Lived Intangible Assets, Amortization Expense, Maturity Schedule [Abstract] | |||
Total | $ 21,582,000 | $ 22,549,000 | $ 0 |
License | |||
Finite-Lived Intangible Assets, Amortization Expense, Maturity Schedule [Abstract] | |||
2,016 | 978,000 | ||
2,017 | 1,940,000 | ||
2,018 | 1,940,000 | ||
2,019 | 1,940,000 | ||
2,020 | 1,940,000 | ||
Thereafter | 12,844,000 | ||
Total | $ 21,582,000 | $ 22,549,000 |
Accrued Expenses - Summary of A
Accrued Expenses - Summary of Accrued Expenses (Detail) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Summary of accrued expenses | ||
Accrued compensation expenses | $ 1,338 | $ 804 |
Accrued clinical investigator expenses | 1,214 | 732 |
Accrued rebate and other revenue reserves | 616 | 452 |
Accrued End of Term Payment (Note 9) | 1,400 | 1,050 |
Other accrued expenses | 915 | 873 |
Total accrued expenses | $ 5,483 | $ 3,911 |
License Agreements (Detail)
License Agreements (Detail) - pSivida - USD ($) | 1 Months Ended | 6 Months Ended | 12 Months Ended | |
Oct. 31, 2014 | Jun. 30, 2016 | Dec. 31, 2014 | Dec. 31, 2015 | |
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||
Minimum days to require to revert license in case of breaches of contract | 30 days | |||
Maximum days to require to revert license in case of breaches of contract | 90 days | |||
Period of bankruptcy petition proceedings remains undismissed (in days) | 60 days | |||
Share of net profits (percent) | 20.00% | |||
Share of any lump sum milestone payments received from a sub-licensee of ILUVIEN (percent) | 33.00% | |||
Recovery of commercialization costs (percent) | 20.00% | |||
Commercialization costs receivable | $ 23,831,000 | $ 12,956,000 | $ 21,565,000 | |
Commercialization costs receivable post report | $ 19,951,000 | $ 18,504,000 | ||
Commercialization costs receivable disputed by licensor | 1,290,000 | |||
Incremental profit sharing payments claimed | $ 136,000 | |||
Additional milestone payment after the first product approved by the FDA | $ 25,000,000 |
Loan Agreements (Detail)
Loan Agreements (Detail) | 1 Months Ended | 3 Months Ended | 6 Months Ended | |||||||
Nov. 30, 2015USD ($)$ / sharesshares | Sep. 30, 2014USD ($) | Apr. 30, 2014USD ($)payment$ / sharesshares | Jun. 30, 2016USD ($) | Jun. 30, 2015USD ($) | Jun. 30, 2016USD ($) | Jun. 30, 2015USD ($) | Jul. 31, 2016USD ($)$ / sharesshares | Mar. 14, 2016USD ($)$ / sharesshares | Dec. 31, 2015USD ($) | |
Debt Instrument [Line Items] | ||||||||||
Debt issuance costs incurred | $ 357,000 | $ 0 | ||||||||
Accrued end of term payment | $ 1,400,000 | 1,400,000 | $ 1,050,000 | |||||||
Loss on early extinguishment of debt | 0 | $ 0 | 2,564,000 | $ 0 | ||||||
Maximum value of common stock to be sold | $ 35,000,000 | $ 33,784,000 | $ 33,784,000 | |||||||
Alimera Sciences, Inc.(Company) | Hercules Technology Growth Capital, Inc. | 2014 Term Loan | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Increase of term loan | 25,000,000 | |||||||||
Number of shares called by warrants | shares | 285,016 | |||||||||
Exercise price on warrants (in dollars per share) | $ / shares | $ 6.14 | |||||||||
Warrants exercisable (percent) | 60.00% | |||||||||
Warrants that will become exercisable upon obtaining additional financing amount (percent) | 40.00% | |||||||||
Alimera Sciences, Inc.(Company) | Hercules Technology Growth Capital, Inc. | 2015 Loan Amendment | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Number of shares called by warrants | shares | 660,377 | |||||||||
Exercise price on warrants (in dollars per share) | $ / shares | $ 2.65 | |||||||||
Alimera Sciences, Inc.(Company) | Hercules Technology Growth Capital, Inc. | 2016 Loan Amendment | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Number of shares called by warrants | shares | 862,069 | |||||||||
Exercise price on warrants (in dollars per share) | $ / shares | $ 2.03 | |||||||||
Alimera Sciences Limited (Limited) | Hercules Technology Growth Capital, Inc. | 2014 Term Loan | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Company entitled to borrow | $ 35,000,000 | |||||||||
Term loan amount | $ 10,000,000 | |||||||||
Increase of term loan | 25,000,000 | |||||||||
Interest rate on term loan (percent) | 10.90% | |||||||||
Effective interest rate (percentage) | 11.15% | 11.15% | ||||||||
Debt issuance costs incurred | $ 375,000 | $ 383,000 | ||||||||
Prepayment fee percentage within the first year of borrowing | 1.25% | |||||||||
Number of payments required under instrument terms | payment | 11 | |||||||||
Amortization period | 30 months | |||||||||
Alimera Sciences Limited (Limited) | Hercules Technology Growth Capital, Inc. | 2015 Loan Amendment | ||||||||||
Debt Instrument [Line Items] | ||||||||||
An upfront fee payment to lenders | $ 262,500 | $ 263,000 | ||||||||
Accrued end of term payment | $ 1,050,000 | |||||||||
Additional payment to be made, percentage of principal | 3.00% | |||||||||
Debt covenant liquidity threshold | $ 20,000,000 | |||||||||
Debt covenant minimum cash balance | $ 10,000,000 | |||||||||
Alimera Sciences Limited (Limited) | Hercules Technology Growth Capital, Inc. | 2016 Loan Amendment | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt issuance costs incurred | $ 360,000 | |||||||||
Accrued end of term payment | $ 1,400,000 | |||||||||
Debt covenant liquidity threshold | 25,000,000 | |||||||||
Debt covenant minimum cash balance | 17,500,000 | |||||||||
Debt covenant minimum cash balance to waive revenue requirement | 25,000,000 | |||||||||
Amendment fee | $ 350,000 | |||||||||
Loss on early extinguishment of debt | $ 2,564,000 | |||||||||
Prime rate | Alimera Sciences Limited (Limited) | Hercules Technology Growth Capital, Inc. | 2014 Term Loan | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Basis spread on variable rate (percent) | 7.65% | |||||||||
Subsequent Event | Alimera Sciences, Inc.(Company) | Hercules Technology Growth Capital, Inc. | 2014 Term Loan | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Exercise price on warrants (in dollars per share) | $ / shares | $ 1.39 | |||||||||
Subsequent Event | Alimera Sciences, Inc.(Company) | Hercules Technology Growth Capital, Inc. | 2015 Loan Amendment | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Number of shares called by warrants | shares | 1,258,993 | |||||||||
Subsequent Event | Alimera Sciences Limited (Limited) | Hercules Technology Growth Capital, Inc. | 2016 Loan Amendment | ||||||||||
Debt Instrument [Line Items] | ||||||||||
An upfront fee payment to lenders | $ 350,000 | |||||||||
Debt covenant liquidity threshold | 20,000,000 | |||||||||
Debt covenant minimum cash balance | $ 12,500,000 | |||||||||
Weekly ticking fee percent of outstanding principal | 0.05% | |||||||||
Minimum equity required to waive weekly ticking fee | $ 15,000,000 |
Loss Per Share (EPS) (Detail)
Loss Per Share (EPS) (Detail) - shares | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share | 33,538,811 | 31,606,003 | 33,538,811 | 31,606,003 |
Series A Convertible Preferred Stock | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share | 9,022,556 | 9,022,556 | 9,022,556 | 9,022,556 |
Series B Convertible Preferred Stock | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share | 8,416,251 | 8,416,251 | 8,416,251 | 8,416,251 |
Series A Convertible Preferred Stock warrants | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share | 4,511,279 | 4,511,279 | 4,511,279 | 4,511,279 |
Common stock warrants | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share | 940,023 | 362,970 | 940,023 | 362,970 |
Stock options | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share | 10,648,702 | 9,292,947 | 10,648,702 | 9,292,947 |
Preferred Stock (Detail)
Preferred Stock (Detail) - USD ($) $ / shares in Units, $ in Thousands | Dec. 12, 2014 | Oct. 02, 2012 | Sep. 30, 2014 | Apr. 30, 2014 | Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Dec. 31, 2014 | Dec. 31, 2015 |
Conversion of Stock [Line Items] | ||||||||||
Estimated fair value of derivatives | $ 472 | $ 472 | $ 2,815 | |||||||
Gain (loss) on change in fair value of derivatives | $ 824 | $ 2,216 | 2,343 | $ 4,722 | ||||||
Payment of stock issuance cost | $ 52 | $ 0 | ||||||||
Series A Convertible Preferred Stock | ||||||||||
Conversion of Stock [Line Items] | ||||||||||
Number of preferred stock and warrants (in shares) | 1,000,000 | |||||||||
Warrants to purchase additional shares | 300,000 | |||||||||
Gross proceeds under securities purchase agreement | $ 40,000 | |||||||||
Estimated total stock issuance cost | $ 560 | |||||||||
Conversion rate of Series A Convertible Preferred Stock issued upon exercise of warrants into common stock (in dollar per share) | $ 40 | |||||||||
Initial conversion price (in dollars per share) | 2.66 | |||||||||
Preferred stock converted to common stock per share (in dollars per share) | $ 10 | |||||||||
Proceeds from issuance of preferred stock | $ 30,000 | |||||||||
Proportion of each unit of shares (in shares) | 0.30 | |||||||||
Exercise price of warrants (in dollars per share) | $ 44 | |||||||||
Convertible securities converted (in shares) | 250,000 | 150,000 | ||||||||
Preferred stock, shares issued | 600,000 | 600,000 | 600,000 | |||||||
Preferred stock, shares outstanding | 600,000 | 600,000 | 600,000 | |||||||
Common stock | ||||||||||
Conversion of Stock [Line Items] | ||||||||||
Common stock issued upon conversion of convertible securities (in shares) | 3,759,398 | 2,255,639 | ||||||||
Series B Convertible Preferred Stock | ||||||||||
Conversion of Stock [Line Items] | ||||||||||
Preferred stock, shares issued | 8,416.251 | 8,416.251 | 8,416.251 | |||||||
Preferred stock, shares outstanding | 8,416.251 | 8,416.251 | 8,416.251 | |||||||
Issuance of stock (in shares) | 8,291.873 | |||||||||
Share purchase price of shares issued (in dollars per share) | $ 6,030 | |||||||||
Stock issued during period (in shares) | $ 50,000 | |||||||||
Payment of stock issuance cost | $ 432 | |||||||||
Shares issued upon conversion | 1,000 | |||||||||
Ownership interest after conversion (percent) | 9.98% | |||||||||
Adjustment to APIC | $ 750 | |||||||||
Series B Convertible Preferred Stock | Over-Allotment Option | ||||||||||
Conversion of Stock [Line Items] | ||||||||||
Issuance of stock (in shares) | 124.378 |
Common Stock (Detail)
Common Stock (Detail) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Sep. 30, 2014 | |
Class of Stock [Line Items] | |||||
Maximum value of common stock to be sold | $ 33,784,000 | $ 33,784,000 | $ 35,000,000 | ||
Proceeds from sale of common stock | 287,000 | $ 42,000 | |||
Payment of stock issuance cost | $ 52,000 | $ 0 | |||
Private placement | Common stock | |||||
Class of Stock [Line Items] | |||||
Issuance of stock (in shares) | 278,965 | 278,965 | |||
Share purchase price of shares issued (in dollars per share) | $ 1.40 | $ 1.40 | |||
Proceeds from sale of common stock | $ 381,000 | ||||
Payment of stock issuance cost | $ 32,000 | ||||
Employee Stock | Common stock | |||||
Class of Stock [Line Items] | |||||
Issuance of stock (in shares) | 41,413 | 10,993 | 41,413 | 10,993 | |
Proceeds from sale of common stock | $ 78,000 | $ 42,000 | $ 78,000 | $ 42,000 |
Stock Incentive Plans - Additio
Stock Incentive Plans - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Weighted average contractual term | 5 years 6 months 3 days | 5 years 10 months 13 days | |||
Stock options | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based compensation expense | $ 1,323 | $ 1,198 | $ 2,619 | $ 2,268 | |
Share-based compensation not yet recognized | 9,881 | $ 9,881 | |||
Weighted average contractual term | 2 years 7 months 17 days | ||||
Employee Stock | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based compensation expense | $ 19 | $ 29 | $ 52 | $ 41 |
Stock Incentive Plans - Summary
Stock Incentive Plans - Summary of Stock Option Transactions (Detail) - $ / shares | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Dec. 31, 2015 | |
Options | |||||
Options outstanding at beginning of period (in shares) | 10,626,077 | 9,180,668 | 9,475,890 | 7,681,256 | |
Grants (in shares) | 192,500 | 235,000 | 1,420,500 | 1,833,500 | |
Forfeitures (in shares) | (120,647) | (116,245) | (198,460) | (149,385) | |
Exercises (in shares) | (49,228) | (6,476) | (49,228) | (72,424) | |
Options outstanding at year end (in shares) | 10,648,702 | 9,292,947 | 10,648,702 | 9,292,947 | |
Options exercisable at year end (in shares) | 6,739,491 | 5,227,911 | 6,739,491 | 5,227,911 | 5,808,528 |
Weighted average per share fair value of options granted during the period (in dollars per share) | $ 1.19 | $ 3.69 | $ 1.77 | $ 4.22 | |
Weighted Average Exercise Price | |||||
Options outstanding at beginning of period (in dollars per share) | 3.32 | 3.46 | 3.43 | 3.03 | |
Grants (in dollars per share) | 1.59 | 4.91 | 2.34 | 5.42 | |
Forfeitures (in dollars per share) | 2.81 | 4.19 | 3.10 | 4.29 | |
Exercises (in dollars per share) | 1.80 | 1.86 | 1.80 | 1.90 | |
Options outstanding at year end (in dollars per share) | 3.30 | 3.49 | 3.30 | 3.49 | |
Options exercisable at year end (in dollars per share) | $ 3.28 | $ 3.19 | $ 3.28 | $ 3.19 | $ 3.27 |
Stock Incentive Plans - Addit46
Stock Incentive Plans - Additional Stock Option Transactions (Detail) - USD ($) $ / shares in Units, $ in Thousands | 6 Months Ended | 12 Months Ended | ||||
Jun. 30, 2016 | Dec. 31, 2015 | Mar. 31, 2016 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | |
Outstanding Stock Options | ||||||
Outstanding, Shares | 10,648,702 | 9,475,890 | 10,626,077 | 9,292,947 | 9,180,668 | 7,681,256 |
Outstanding, Weighted Average Exercise Price (in dollars per share) | $ 3.30 | $ 3.43 | $ 3.32 | $ 3.49 | $ 3.46 | $ 3.03 |
Outstanding, Weighted Average Remaining Contractual Term | 6 years 8 months 8 days | 6 years 11 months 15 days | ||||
Outstanding, Aggregate Intrinsic Value | $ 0 | $ 2,565 | ||||
Exercisable Stock Options | ||||||
Exercisable, Shares | 6,739,491 | 5,808,528 | 5,227,911 | |||
Exercisable, Weighted Average Exercise Price (in dollars per share) | $ 3.28 | $ 3.27 | $ 3.19 | |||
Exercisable, Weighted Average Remaining Contractual Term | 5 years 6 months 3 days | 5 years 10 months 13 days | ||||
Exercisable, Aggregate Intrinsic Value | $ 0 | $ 2,186 | ||||
Exercisable and expected to vest | ||||||
Outstanding, vested and expected to vest, Shares | 10,161,259 | 9,016,217 | ||||
Outstanding, vested and expected to vest, Weighted Average Exercise Price (in dollars per share) | $ 3.29 | $ 3.41 | ||||
Outstanding, vested and expected to vest, Weighted Average Remaining Contractual Term | 6 years 6 months 29 days | 6 years 10 months 9 days | ||||
Outstanding, vested and expected to vest, Aggregate Intrinsic Value | $ 0 | $ 2,541 |
Income Taxes (Detail)
Income Taxes (Detail) $ in Thousands | Dec. 31, 2015USD ($) |
Operating Loss Carryforwards [Line Items] | |
Cumulative book losses in foreign subsidiaries | $ 67,452 |
Federal | |
Operating Loss Carryforwards [Line Items] | |
Net operating loss carry-forwards | 100,844 |
State | |
Operating Loss Carryforwards [Line Items] | |
Net operating loss carry-forwards | $ 84,301 |
Fair Value (Detail)
Fair Value (Detail) - Recurring basis - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 | |
Assets: | |||
Cash equivalents | [1] | $ 0 | $ 1,010 |
Assets measured at fair value | 0 | 1,010 | |
Liabilities: | |||
Derivative warrant liability | [2] | 472 | 2,815 |
Liabilities measured at fair value | 472 | 2,815 | |
Level 1 | |||
Assets: | |||
Cash equivalents | [1] | 0 | 1,010 |
Assets measured at fair value | 0 | 1,010 | |
Liabilities: | |||
Derivative warrant liability | [2] | 0 | 0 |
Liabilities measured at fair value | 0 | 0 | |
Level 2 | |||
Assets: | |||
Cash equivalents | [1] | 0 | 0 |
Assets measured at fair value | 0 | 0 | |
Liabilities: | |||
Derivative warrant liability | [2] | 472 | 2,815 |
Liabilities measured at fair value | 472 | 2,815 | |
Level 3 | |||
Assets: | |||
Cash equivalents | [1] | 0 | 0 |
Assets measured at fair value | 0 | 0 | |
Liabilities: | |||
Derivative warrant liability | [2] | 0 | 0 |
Liabilities measured at fair value | $ 0 | $ 0 | |
[1] | The carrying amounts approximate fair value due to the short-term maturities of the cash equivalents. | ||
[2] | The Company uses the Black-Scholes option pricing model and assumptions that consider, among other variables, the fair value of the underlying stock, risk-free interest rate, volatility, expected life and dividend rates in estimating fair value for the warrants considered to be derivative instruments. |
Segment Information (Details)
Segment Information (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2016USD ($)customerdistributor | Jun. 30, 2015USD ($)customer | Jun. 30, 2016USD ($)customer | Jun. 30, 2015USD ($) | Dec. 31, 2015customer | |
Segment Reporting Information [Line Items] | |||||
NET REVENUE | $ 9,557 | $ 5,776 | $ 15,358 | $ 9,714 | |
COST OF GOODS SOLD, EXCLUDING DEPRECIATION AND AMORTIZATION | (556) | (376) | (934) | (659) | |
GROSS PROFIT | 9,001 | 5,400 | 14,424 | 9,055 | |
RESEARCH, DEVELOPMENT AND MEDICAL AFFAIRS EXPENSES | 3,205 | 3,815 | 6,225 | 7,144 | |
GENERAL AND ADMINISTRATIVE EXPENSES | 4,039 | 3,821 | 7,434 | 7,440 | |
SALES AND MARKETING EXPENSES | 7,510 | 6,925 | 14,619 | 14,054 | |
DEPRECIATION AND AMORTIZATION | 696 | 639 | 1,385 | 1,211 | |
OPERATING EXPENSES | 15,450 | 15,200 | 29,663 | 29,849 | |
NET LOSS FROM OPERATIONS | (6,449) | (9,800) | (15,239) | (20,794) | |
OTHER INCOME AND EXPENSES, NET | (367) | 1,208 | (2,713) | 2,478 | |
NET LOSS BEFORE TAXES | (6,816) | (8,592) | (17,952) | (18,316) | |
U.S. | |||||
Segment Reporting Information [Line Items] | |||||
NET REVENUE | 7,208 | 3,804 | 11,327 | 6,247 | |
COST OF GOODS SOLD, EXCLUDING DEPRECIATION AND AMORTIZATION | (368) | (190) | (590) | (328) | |
GROSS PROFIT | 6,840 | 3,614 | 10,737 | 5,919 | |
RESEARCH, DEVELOPMENT AND MEDICAL AFFAIRS EXPENSES | 2,181 | 1,478 | 3,820 | 2,856 | |
GENERAL AND ADMINISTRATIVE EXPENSES | 2,323 | 2,179 | 4,337 | 4,368 | |
SALES AND MARKETING EXPENSES | 5,403 | 4,848 | 10,955 | 9,728 | |
DEPRECIATION AND AMORTIZATION | 673 | 621 | 1,341 | 1,180 | |
OPERATING EXPENSES | 10,580 | 9,126 | 20,453 | 18,132 | |
NET LOSS FROM OPERATIONS | (3,740) | (5,512) | (9,716) | (12,213) | |
International | |||||
Segment Reporting Information [Line Items] | |||||
NET REVENUE | 2,349 | 1,972 | 4,031 | 3,467 | |
COST OF GOODS SOLD, EXCLUDING DEPRECIATION AND AMORTIZATION | (188) | (186) | (344) | (331) | |
GROSS PROFIT | 2,161 | 1,786 | 3,687 | 3,136 | |
RESEARCH, DEVELOPMENT AND MEDICAL AFFAIRS EXPENSES | 1,024 | 2,337 | 2,405 | 4,288 | |
GENERAL AND ADMINISTRATIVE EXPENSES | 1,716 | 1,642 | 3,097 | 3,072 | |
SALES AND MARKETING EXPENSES | 2,107 | 2,077 | 3,664 | 4,326 | |
DEPRECIATION AND AMORTIZATION | 23 | 18 | 44 | 31 | |
OPERATING EXPENSES | 4,870 | 6,074 | 9,210 | 11,717 | |
NET LOSS FROM OPERATIONS | $ (2,709) | $ (4,288) | $ (5,523) | $ (8,581) | |
Customer Concentration Risk | Revenues | |||||
Segment Reporting Information [Line Items] | |||||
Number of major customers | customer | 2 | 2 | |||
Concentration risk percentage | 75.00% | 65.00% | 74.00% | 64.00% | |
Number of pharmaceutical distributors | distributor | 2 | ||||
Customer Concentration Risk | Accounts Receivable | |||||
Segment Reporting Information [Line Items] | |||||
Number of major customers | customer | 2 | 2 | |||
Concentration risk percentage | 88.00% | 88.00% |
Subsequent Event Subsequent Eve
Subsequent Event Subsequent Events (Details) - Subsequent Event | Aug. 04, 2016USD ($)$ / sharesshares |
Subsequent Event [Line Items] | |
Issuance of stock (in shares) | shares | 383,814 |
Weighetd average purchase price (in dollars per share) | $ / shares | $ 2.14 |
Proceeds from sale of stock | $ | $ 800,000 |