Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2016 | Apr. 29, 2016 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | Ocera Therapeutics, Inc. | |
Entity Central Index Key | 1,274,644 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false | |
Entity Common Stock, Shares Outstanding | 21,307,129 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 32,432 | $ 35,921 |
Short-term investments, available-for-sale | 7,420 | 7,415 |
Accounts receivable | 93 | 59 |
Prepaid expenses and other current assets | 559 | 627 |
Total current assets | 40,504 | 44,022 |
Property and equipment, net | 82 | 94 |
Deposits | 0 | 26 |
Goodwill | 595 | 595 |
Total assets | 41,181 | 44,737 |
Current liabilities: | ||
Accounts payable | 1,285 | 701 |
Accrued liabilities | 3,632 | 3,133 |
Notes payable - current | 104 | 0 |
Total current liabilities | 5,021 | 3,834 |
Notes payable - long term | 9,451 | 9,508 |
Other liabilities | 0 | 1 |
Total liabilities | $ 14,472 | $ 13,343 |
Commitments and contingencies (Note 9) | ||
Stockholders' equity: | ||
Preferred stock - $0.00001 par value, 5,000,000 shares authorized and no shares issued or outstanding. | $ 0 | $ 0 |
Common stock - $0.00001 par value, 100,000,000 shares authorized, 21,307,129 issued and outstanding at March 31, 2016 and 20,695,160 shares issued and outstanding at December 31, 2015. | 0 | 0 |
Additional paid-in capital | 165,655 | 162,832 |
Accumulated other comprehensive income (loss) | 1 | (5) |
Accumulated deficit | (138,947) | (131,433) |
Total stockholders' equity | 26,709 | 31,394 |
Total liabilities and stockholders' equity | $ 41,181 | $ 44,737 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Mar. 31, 2016 | Dec. 31, 2015 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (in usd per share) | $ 0.00001 | $ 0.00001 |
Preferred stock, shares authorized (in shares) | 5,000,000 | 5,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in usd per share) | $ 0.00001 | $ 0.00001 |
Common stock, shares authorized (in shares) | 100,000,000 | 100,000,000 |
Common stock, shares issued (in shares) | 21,307,129 | 19,747,362 |
Common stock, shares, outstanding (in shares) | 21,307,129 | 19,747,362 |
Consolidated Statements of Oper
Consolidated Statements of Operations and Comprehensive Loss - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Income Statement [Abstract] | ||
Royalty revenue | $ 33 | $ 31 |
Operating expenses: | ||
Research and development | 4,747 | 4,398 |
General and administrative | 2,554 | 2,256 |
Amortization of intangibles | 0 | 41 |
Total operating expenses | 7,301 | 6,695 |
Other income (expense): | ||
Interest and other income | 33 | 27 |
Interest and other expense | (279) | (14) |
Other income (expense), net | (246) | 13 |
Net loss | $ (7,514) | $ (6,651) |
Net loss per share: | ||
Net loss per share, basic and diluted (in usd per share) | $ (0.36) | $ (0.34) |
Weighted average number of shares used to compute net loss per share of common stock, basic and diluted (in shares) | 20,943,966 | 19,747,362 |
Unrealized gain on investments | $ 6 | $ 28 |
Comprehensive loss | $ (7,508) | $ (6,623) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Statement of Cash Flows [Abstract] | ||
Net loss | $ (7,514) | $ (6,651) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation | 12 | 8 |
Amortization of intangibles | 0 | 41 |
Stock-based compensation | 1,106 | 965 |
Accretion of premium on investment securities | 22 | 154 |
Noncash interest expense | 47 | 0 |
Changes in operating assets and liabilities: | ||
Accounts receivable | (34) | 31 |
Prepaid expenses and other assets | 94 | 453 |
Accounts payable | 544 | 88 |
Accrued liabilities | 498 | (8) |
Net cash used in operating activities | (5,225) | (4,919) |
Investing activities | ||
Purchase of short-term investments | (3,754) | (13,414) |
Proceeds from maturities of short-term investments | 3,733 | 18,500 |
Net cash provided by (used in) investing activities | (21) | 5,086 |
Financing activities | ||
Proceeds from sale of common stock, net of underwriting commissions and issuance cost | 1,746 | 0 |
Proceeds from exercise of common stock options | 11 | 0 |
Net cash provided by financing activities | 1,757 | 0 |
Net increase (decrease) in cash and cash equivalents | (3,489) | 167 |
Cash and cash equivalents—beginning of period | 35,921 | 10,127 |
Cash and cash equivalents—end of period | 32,432 | 10,294 |
Supplemental disclosures of cash flow information | ||
Cash paid for interest | 207 | 0 |
Supplemental schedule of noncash investing and financing activities | ||
Issuance cost related to at the market equity program in accounts payable | $ 40 | $ 0 |
The Company
The Company | 3 Months Ended |
Mar. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
The Company | The Company Ocera Therapeutics, Inc. (the "Company") is a clinical-stage biopharmaceutical company focused on the development and commercialization of OCR-002 (ornithine phenylacetate). OCR-002 is an ammonia scavenger which has been granted orphan drug designation and Fast Track status by the U.S. Food and Drug Administration for the treatment of hyperammonemia and resultant hepatic encephalopathy in patients with liver cirrhosis, acute liver failure and acute-on-chronic liver disease. On July 15, 2013, Terrapin Acquisition, Inc., a Delaware corporation (“Merger Sub”), a wholly owned subsidiary of Tranzyme, Inc., a Delaware corporation (“Tranzyme”), completed its merger (the “Merger”) with and into Ocera Therapeutics, Inc., a private Delaware corporation (“Private Ocera”). Private Ocera was considered the acquiring company in the Merger for accounting purposes. In connection with the Merger, the combined company changed its name to Ocera Therapeutics, Inc. and the name of Private Ocera was changed to Ocera Subsidiary, Inc. (“Ocera Subsidiary”). The Company's business is subject to significant risks consistent with biopharmaceutical companies seeking to develop technologies and product candidates for human therapeutic use. These risks include, but are not limited to, uncertainties regarding research and development, access to capital, obtaining and enforcing patents, receiving regulatory approval and competition with other biotechnology and pharmaceutical companies. The Company has a limited operating history and the sales and income potential of the Company's business and market are unproven. As of March 31, 2016 , the Company has incurred losses since inception of $ 138.9 million . The Company anticipates that it will continue to incur net losses into the foreseeable future as it continues the development and commercialization of OCR-002 and as it expands its corporate infrastructure. Based on the Company's current operating plan, the Company believes its working capital is sufficient to fund its operations through at least the next twelve months. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2016 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Basis of Presentation The accompanying unaudited condensed consolidated financial statements of the Company and our wholly-owned subsidiary have been prepared in accordance with United States of America generally accepted accounting principles ("U.S. GAAP") for interim financial statements and pursuant to the rules and regulations of the Securities and Exchange Commission. For interim reporting the financial statements and related notes do not include all information and footnotes required by U.S. GAAP for annual reports. This quarterly report should be read in conjunction with the consolidated financial statements included in the Company’s annual report on Form 10-K for the year ended December 31, 2015. Unaudited Interim Financial Information The accompanying interim condensed consolidated financial statements and related disclosures are unaudited, have been prepared on the same basis as the annual consolidated financial statements and, in the opinion of management, reflect all adjustments, which include only normal recurring adjustments, necessary for a fair statement of the results of operations for the periods presented. The year-end balance sheet was derived from audited condensed financial statements, but does not include all disclosures required by U.S. GAAP for complete financial statements. The consolidated results of operations for any interim period are not necessarily indicative of the results to be expected for the full year or for any other future year or interim period. Use of Estimates The preparation of financial statements in conformity with the U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. Short-term investments All investments have been classified as "available-for-sale" and are carried at estimated fair value as determined based upon quoted market prices or pricing models for similar securities. Unrealized gains and losses are excluded from earnings and are reported as a component of accumulated comprehensive income. Realized gains and losses and declines in fair value judged to be other than temporary, if any, on available-for-sale securities are included in interest and other income (expense), net. The cost of securities sold is based on the specific-identification method. Interest on marketable securities is included in interest and other income. Recent Accounting Pronouncements Occasionally, new accounting standards are issued or proposed by the Financial Accounting Standards Board (the "FASB"), or other standards-setting bodies that the Company adopts by the effective date specified within the standard. Unless otherwise discussed, standards that do not require adoption until a future date are not expected to have a material impact on the Company's condensed consolidated financial statements upon adoption. (i) New Accounting Updates Recently Adopted In April 2015, the FASB issued Accounting Standards Update, or ASU 2015-05, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Fees Paid in a Cloud Computing Arrangement. ASU 2015-05 relates to a customer’s accounting for fees paid in a cloud computing arrangement. This guidance requires that management evaluate each cloud computing arrangement in order to determine whether it includes a software license that must be accounted for separately from hosted services. The Company adopted this ASU with prospective application in the first quarter of 2016. The guidance did not have a material impact in the condensed consolidated financial results. (ii) Recent Accounting Updates Not Yet Effective In February 2016, the FASB issued Accounting Standards Update, or ASU 2016-02, Leases, to increase transparency and comparability among organizations by requiring recognition of lease assets and lease liabilities on the balance sheet and disclosure of key information about leasing arrangements. The standard will become effective for interim and annual periods beginning after December 15, 2018, with early adoption permitted. The guidance is required to be adopted at the earliest period presented using a modified retrospective approach. The Company is currently evaluating the impact of the adoption of this standard on our condensed consolidated financial statements. In March 2016, the FASB issued Accounting Standards Update, or ASU 2016-06, Derivatives and Hedging (Topic 815), Contingent Put and Call Options in Debt Instruments. This ASU clarifies the requirements for assessing whether contingent call (put) options that can accelerate the payment of principal on debt instruments are clearly and closely related to their debt hosts. An entity performing the assessment under the amendments in this ASU is required to assess the embedded call (put) options solely in accordance with the four-step decision sequence. The new standard simplifies the embedded derivative analysis for debt instruments containing contingent call or put options by removing the requirement to assess whether a contingent event is related to interest rates or credit risks. This guidance should be applied on a modified retrospective basis to existing debt instruments as of the beginning of the fiscal year in which the amendments are effective, and is effective for fiscal years beginning after December 15, 2016, including interim periods within those fiscal years. The Company is currently evaluating the impact that the adoption of this standard will have on its consolidated financial statements. In March 2016, the FASB issued Accounting Standards Update, or ASU 2016-09, Improvements to Employee Share-Based Payment Accounting (Topic 718), Compensation - Stock Compensation. The new guidance simplifies several aspects of the accounting for share-based payments, including immediate recognition of all excess tax benefits and deficiencies in the income statement, changing the threshold to qualify for equity classification up to the employees' maximum statutory tax rates, allowing an entity-wide accounting policy election to either estimate the number of awards that are expected to vest or account for forfeitures as they occur, and clarifying the classification on the statement of cash flows for the excess tax benefit and employee taxes paid when an employer withholds shares for tax-withholding purposes. ASU 2016-09 is effective for annual reporting periods beginning after December 15, 2016, and interim periods within that reporting period. The Company is currently evaluating the impact that the adoption of this standard will have on its consolidated financial statements. |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements The following tables present information about the Company’s financial assets measured at fair value on a recurring basis as of March 31, 2016 , and December 31, 2015, and indicate the fair value hierarchy of the valuation techniques utilized by the Company to determine such fair value. As a basis for categorizing inputs, the Company uses a three-tier fair value hierarchy, which prioritizes the inputs used to measure fair value from market-based assumptions to entity specific assumptions: Level 1: Inputs which include quoted prices in active markets for identical assets or liabilities; Level 2: Inputs, other than level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities; and Level 3: Unobservable inputs that are supported by little or no market activity, which require the reporting entity to develop its own assumptions. None of the Company’s non-financial assets and liabilities are recorded at fair value on a non-recurring basis. No transfers between levels have occurred during the periods presented. Assets measured at fair value on a recurring basis as of March 31, 2016 are as follows (in thousands): Balance as of March 31, 2016 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Assets: Money market funds $ 27,878 $ 27,878 $ — $ — Commercial paper 2,499 — 2,499 — Corporate debt securities 9,308 — 9,308 — Total assets $ 39,685 $ 27,878 $ 11,807 $ — Assets measured at fair value on a recurring basis as of December 31, 2015 are as follows (in thousands): Balance as of December 31, 2015 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Assets: Money market funds $ 34,806 $ 34,806 $ — $ — Corporate debt securities 7,415 — 7,415 — Total assets $ 42,221 $ 34,806 $ 7,415 $ — The Company estimates the fair values of commercial paper and corporate debt securities by taking into consideration valuations obtained from third-party pricing services. The pricing services utilize industry standard valuation models, including both income and market-based approaches, for which all significant inputs are observable, either directly or indirectly, to estimate fair value. These inputs include reported trades of and broker quotes on the same or similar securities; issuer credit spreads; benchmark securities; prepayment or default projections based on historical data; and other observable inputs. The estimated fair value of the Company's notes payable, considering level 2 inputs, approximates their carrying value based upon the borrowing terms and conditions currently available to the Company. |
Balance Sheet Components
Balance Sheet Components | 3 Months Ended |
Mar. 31, 2016 | |
Balance Sheet Related Disclosures [Abstract] | |
Balance Sheet Components | Balance Sheet Components Investments The following table summarizes the Company's available for sale investments as of March 31, 2016 (in thousands): Maturity (in Years) Amortized Cost Unrealized Gains Unrealized Losses Estimated Fair Value Short-term investments: Commercial paper 1 or less $ 2,498 $ 1 $ — $ 2,499 Corporate debt securities 1 or less 4,921 — — 4,921 Total short-term investments $ 7,419 $ 1 $ — $ 7,420 The following table summarizes the Company's available for sale investments as of December 31, 2015 (in thousands): Maturity (in Years) Amortized Cost Unrealized Gains Unrealized Losses Estimated Fair Value Short-term investments: Corporate debt securities 1 or less $ 7,420 $ — $ (5 ) $ 7,415 Total short-term investments $ 7,420 $ — $ (5 ) $ 7,415 At each reporting date, the Company performs an evaluation of impairment to determine if the unrealized losses are other-than-temporary. For debt securities, management determines whether it intends to sell the impaired securities, and if there is no intent or expected requirement to sell, management considers whether it is likely that the amortized cost will be recovered. The Company does not consider unrealized losses on its debt investment securities to be credit-related. These unrealized losses relate to changes in interest rates and market spreads subsequent to purchase. The Company has not made a decision to sell securities with unrealized losses and believes it is more likely than not that it would not be required to sell such securities before recovery of its amortized cost. There have been no other than temporary losses recognized in earnings in any of the periods presented. Accrued Liabilities Accrued liabilities were as follows (in thousands): March 31, December 31, 2016 2015 Clinical trials $ 2,646 $ 1,666 Compensation and related expenses 547 993 Professional services 216 319 Interest expense 135 110 Other 88 45 Total accrued liabilities $ 3,632 $ 3,133 |
Notes Payable
Notes Payable | 3 Months Ended |
Mar. 31, 2016 | |
Debt Disclosure [Abstract] | |
Notes Payable | Notes Payable On July 30, 2015, the Company and Ocera Subsidiary entered into a Loan and Security Agreement (the “Loan Agreement”) with Oxford Finance LLC (“Oxford”) and Silicon Valley Bank (“SVB”) (collectively, the “Lenders”). The Loan Agreement provides for up to $20 million in new term loans (the “Term Loan Facility”), $ 10 million of which was funded on July 30, 2015. The remaining $10 million is available for draw until December 31, 2016 at the Company’s discretion, subject to achievement of certain financial and clinical milestones. The milestones will be satisfied if the Company (a) has raised proceeds of at least $15 million from the sale of equity securities or upfront payments from a partnership agreement and (b) achieved positive data from its ongoing Phase 2b clinical trial of OCR-002. The annual interest rate for the initial $10 million funding is 8.275% , and the interest rate for the second tranche will be fixed upon drawdown at an annual rate that is greater of 8.275% or 8.085% plus the 30-day U.S. LIBOR rate. Loan payments are interest-only until February 1, 2017, followed by 30 equal monthly payments of principal and interest through the scheduled maturity date of August 1, 2019 if the second tranche is not drawn. If the second tranche is drawn, the interest-only period continues to August 1, 2017, followed by 24 equal monthly payments. In addition, a final payment equal to 3% of the aggregate amount drawn will be due at maturity or on earlier repayment. If the Company prepays all or a portion of the loans, a prepayment fee of between 1 - 3 % of the principal amount prepaid will also be due depending on the timing of the prepayment. At the initial funding, the Company received net proceeds of $9.7 million after fees and expenses. These fees and expenses are being accounted for as a debt discount and classified within notes payable on the Company’s balance sheet. Legal and consulting fees are presented in the balance sheet as a direct deduction from the carrying amount of the notes liability, consistent with debt discounts. Debt discounts, issuance costs and the final payment are being amortized or accreted as interest expense over the term of the loan using the effective interest method. In connection with the Loan Agreement, the Company issued the Lenders warrants to purchase an aggregate of 97,680 shares of the Company's common stock at an exercise price of $4.095 per share. The Company recorded $0.3 million for the warrants as debt discount within notes payable and an increase to additional paid-in capital on the Company’s balance sheet. As of March 31, 2016, the warrants remained outstanding and exercisable. The debt discount is being amortized as interest expense over the term of the loan using the effective interest method. The Term Loan Facility is secured by substantially all of the assets of the Company and its subsidiaries, except that the collateral does not include any intellectual property held by the Company or its subsidiary. However, the Company has agreed not to encumber any of the intellectual property of the Company or its subsidiary. The Loan Agreement contains customary representations, warranties and covenants by the Company, and customary indemnification obligations and events of default. The Company was in compliance with all covenants set forth in the Loan Agreement as of March 31, 2016. The Company recorded interest expense related to the Term Loan Facility of $0.3 million for the three months ended March 31, 2016. The annual effective interest rate on the note payable, including the amortization of the debt discounts and accretion of the final payments, is 11.72% . Future payments under the Loan Agreement as of March 31, 2016 are as follows ( in thousands): Years ending December 31: 2016 (Remaining Nine Months) $ 621 2017 3,839 2018 4,442 2019 3,261 Total minimum payments 12,163 Less amount representing interest 2,163 Notes payable, gross 10,000 Unamortized discount on notes payable (445 ) Notes payable, balance 9,555 Less current portion of notes payable 104 Non-current portion of notes payable $ 9,451 |
Stockholders' Equity
Stockholders' Equity | 3 Months Ended |
Mar. 31, 2016 | |
Equity [Abstract] | |
Stockholders' Equity | Stockholders' Equity On May 15, 2015, the Company entered into a sales agreement (the “Sales Agreement”) with Cowen and Company, LLC (“Cowen”), pursuant to which the Company may issue and sell shares of its common stock having aggregate sales proceeds of up to $25,000,000 from time to time through an “at the market” equity program under which Cowen acts as sales agent. During the three months ended March 31, 2016, the Company sold an aggregate of 600,000 shares of common stock under the Sales Agreement, at an average price of approximately $3.00 per share, for gross proceeds of $1.80 million and net proceeds of $1.75 million after deducting commissions and other transactions costs. As of March 31, 2016, $19.5 million of common stock remained available to be sold under the Sales Agreement, subject to certain conditions specified therein. |
Stock-Based Compensation
Stock-Based Compensation | 3 Months Ended |
Mar. 31, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation The Company’s stock option activity and related information for the three months ended March 31, 2016 was as follows (in thousands, except share and per share data): Weighted-avg. Shares Weighted-avg. Remaining Aggregate Available Stock Options Exercise Price Contractual Intrinsic for Grant Outstanding Per Share Life (in Years) Value Balance at December 31, 2015 1,299,301 2,429,511 $ 7.00 8.01 $ 287 Stock options granted (1,406,000 ) 1,406,000 $ 3.00 Stock options canceled 106,968 (106,968 ) $ 4.81 Stock options exercised — (11,969 ) $ 0.92 Balance at March 31, 2016 269 3,716,574 $ 5.57 8.41 $ 237 At March 31, 2016: Vested and expected to vest 3,562,789 $ 5.64 8.37 $ 237 Exercisable 1,186,221 $ 8.22 6.61 $ 237 The aggregate intrinsic value of options exercised under all option plans was $25,000 and $0 for the three months ended March 31, 2016 and 2015, respectively, determined as of the date of option exercise. The Company recognized stock-based compensation expense within the condensed consolidated statements of operations and comprehensive loss as follows (in thousands): Three Months Ended March 31, 2016 2015 Research and development $ 207 $ 209 General and administrative 899 756 Total $ 1,106 $ 965 The above table includes $10 ,000 of stock compensation expense for the three months ended March 31, 2016 related to stock option grants to consultants. At March 31, 2016 there were 136,000 unvested options outstanding with performance conditions related to the achievement of certain clinical milestones. During the three months ended March 31, 2016 , no expense has been recorded for the performance based options as it was not yet probable that such milestones would be met. In March 2016, the Company amended its non-employee director compensation policy to increase the annual cash compensation for each non-employee member of its board of directors from $30,000 to $35,000 , the annual cash compensation of the audit committee chairperson from $15,000 to $17,500 and the annual stock option grant from 10,000 to 12,500 shares. As of March 31, 2016 , there was unrecognized stock compensation expense of $8.8 million related to stock options and the Company expects to recognize those costs over a weighted average period of 2.47 years. Stock-based compensation expense for stock options is estimated at the grant date based on the fair-value using the Black-Scholes option pricing model. The fair value of employee stock options is being amortized on a straight-line basis over the requisite service period of the awards. The fair value of all stock options granted was estimated using the following weighted-average assumptions: Three Months Ended 2016 2015 Expected dividend yield — — Risk-free interest rates 1.33% - 1.97% 1.52% Expected term in years 4.66 - 8.04 6.08 Expected volatility 75% - 92% 91% On January 6, 2016 the Company granted certain of its executive officers non-qualified stock options to purchase 206,625 shares of the Company’s common stock that vest on a monthly basis in equal installments over 48 months following the grant date if the Company's stock price equals or exceeds $6.00 for 20 consecutive trading days on or before June 30, 2017 . The options expire ten years from the date of the grant. The weighted-average fair values of these options was determined using a Monte Carlo simulation model incorporating the following assumptions: Three Months Ended 2016 2015 Expected dividend yield — — Risk-free interest rates 1.82% - 2.05% —% Expected term in years 6.02 - 8.00 — Expected volatility 77% - 89% —% Weighted-average fair value per share 1.33 - 1.42 — The estimated expense for these awards is being recognized on an accelerated basis over the estimated requisite service period, with no adjustments in the future periods based upon the Company's actual common stock price. During the three months ended March 31, 2016, the Company recorded $62,000 of share-based compensation expense in connection with the market condition stock option awards described above. |
Net Loss Per Share
Net Loss Per Share | 3 Months Ended |
Mar. 31, 2016 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | Net Loss Per Share Basic net loss per share is calculated by dividing the net loss by the weighted average number of common shares outstanding during the period. Diluted net loss per share is computed by dividing the net loss by the weighted average number of common shares and common share equivalents outstanding for the period. Common stock equivalents are only included when their effect is dilutive. Potentially dilutive securities which include warrants and outstanding stock options have been excluded from the computation of diluted net loss per share as the effect of their inclusion would be considered anti-dilutive. For all periods presented, there is no difference in the number of shares used to compute basic and diluted shares outstanding due to the Company’s net loss position. The following table presents the computation of net loss per share (in thousands, except share and per share data): Three Months Ended 2016 2015 Numerator Net loss $ (7,514 ) $ (6,651 ) Denominator Weighted average common shares outstanding used to compute net loss per share, basic and diluted 20,943,966 19,747,362 Net loss per share of common stock, basic and diluted Net loss per share $ (0.36 ) $ (0.34 ) The following weighted average outstanding shares of potentially dilutive securities were excluded from the computation of diluted net loss per share of common stock for the periods presented as the effect of their inclusion would have been considered anti-dilutive: Three Months Ended 2016 2015 Common stock warrants 1,026,249 932,535 Common stock options 3,630,529 2,039,050 Total 4,656,778 2,971,585 |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies From time to time, the Company may be involved in disputes, including litigation, relating to claims arising out of operations in the normal course of business. Any of these claims could subject the Company to costly legal expenses and, while the Company generally believes that it has adequate insurance to cover many different types of liabilities, its insurance carriers may deny coverage or its policy limits may be inadequate to fully satisfy any damage awards or settlements. If this were to happen, the payment of any such awards could have a material adverse effect on the Company's consolidated results of operations and financial position. Additionally, any such claims, whether or not successful, could damage the Company's reputation and business. The Company is currently not a party to any legal proceedings, the adverse outcome of which, in management’s opinion, individually or in the aggregate, would have a material adverse effect on the Company's consolidated results of operations or financial position. Leases Rent expense was $95,000 and $57,000 for the three months ended March 31, 2016 and 2015, respectively. The following is a schedule of non-cancellable future minimum lease payments for operating leases as of March 31, 2016 (in thousands): Years ending December 31: 2016 (Remaining Nine Months) 284 2017 15 Total $ 299 |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2016 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events In April 2016, the Company’s board of directors approved, subject to stockholder approval at the Company’s 2016 annual meeting of shareholders, an amendment and restatement of the Company’s Third Amended and Restated 2011 Stock Option and Incentive Plan (the “2011 Plan”) to, among other things, increase the maximum number of shares that may be issued under the 2011 Plan from 3,602,328 to 5,002,328 shares. The amendment and restatement of the 2011 Plan will be voted on by the Company’s stockholders on at the annual meeting of shareholders scheduled for June 14, 2016 . |
Summary of Significant Accoun16
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2016 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited condensed consolidated financial statements of the Company and our wholly-owned subsidiary have been prepared in accordance with United States of America generally accepted accounting principles ("U.S. GAAP") for interim financial statements and pursuant to the rules and regulations of the Securities and Exchange Commission. For interim reporting the financial statements and related notes do not include all information and footnotes required by U.S. GAAP for annual reports. This quarterly report should be read in conjunction with the consolidated financial statements included in the Company’s annual report on Form 10-K for the year ended December 31, 2015. |
Consolidation | Unaudited Interim Financial Information The accompanying interim condensed consolidated financial statements and related disclosures are unaudited, have been prepared on the same basis as the annual consolidated financial statements and, in the opinion of management, reflect all adjustments, which include only normal recurring adjustments, necessary for a fair statement of the results of operations for the periods presented. The year-end balance sheet was derived from audited condensed financial statements, but does not include all disclosures required by U.S. GAAP for complete financial statements. The consolidated results of operations for any interim period are not necessarily indicative of the results to be expected for the full year or for any other future year or interim period. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with the U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. |
New Accounting Pronouncements | Recent Accounting Pronouncements Occasionally, new accounting standards are issued or proposed by the Financial Accounting Standards Board (the "FASB"), or other standards-setting bodies that the Company adopts by the effective date specified within the standard. Unless otherwise discussed, standards that do not require adoption until a future date are not expected to have a material impact on the Company's condensed consolidated financial statements upon adoption. (i) New Accounting Updates Recently Adopted In April 2015, the FASB issued Accounting Standards Update, or ASU 2015-05, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Fees Paid in a Cloud Computing Arrangement. ASU 2015-05 relates to a customer’s accounting for fees paid in a cloud computing arrangement. This guidance requires that management evaluate each cloud computing arrangement in order to determine whether it includes a software license that must be accounted for separately from hosted services. The Company adopted this ASU with prospective application in the first quarter of 2016. The guidance did not have a material impact in the condensed consolidated financial results. (ii) Recent Accounting Updates Not Yet Effective In February 2016, the FASB issued Accounting Standards Update, or ASU 2016-02, Leases, to increase transparency and comparability among organizations by requiring recognition of lease assets and lease liabilities on the balance sheet and disclosure of key information about leasing arrangements. The standard will become effective for interim and annual periods beginning after December 15, 2018, with early adoption permitted. The guidance is required to be adopted at the earliest period presented using a modified retrospective approach. The Company is currently evaluating the impact of the adoption of this standard on our condensed consolidated financial statements. In March 2016, the FASB issued Accounting Standards Update, or ASU 2016-06, Derivatives and Hedging (Topic 815), Contingent Put and Call Options in Debt Instruments. This ASU clarifies the requirements for assessing whether contingent call (put) options that can accelerate the payment of principal on debt instruments are clearly and closely related to their debt hosts. An entity performing the assessment under the amendments in this ASU is required to assess the embedded call (put) options solely in accordance with the four-step decision sequence. The new standard simplifies the embedded derivative analysis for debt instruments containing contingent call or put options by removing the requirement to assess whether a contingent event is related to interest rates or credit risks. This guidance should be applied on a modified retrospective basis to existing debt instruments as of the beginning of the fiscal year in which the amendments are effective, and is effective for fiscal years beginning after December 15, 2016, including interim periods within those fiscal years. The Company is currently evaluating the impact that the adoption of this standard will have on its consolidated financial statements. In March 2016, the FASB issued Accounting Standards Update, or ASU 2016-09, Improvements to Employee Share-Based Payment Accounting (Topic 718), Compensation - Stock Compensation. The new guidance simplifies several aspects of the accounting for share-based payments, including immediate recognition of all excess tax benefits and deficiencies in the income statement, changing the threshold to qualify for equity classification up to the employees' maximum statutory tax rates, allowing an entity-wide accounting policy election to either estimate the number of awards that are expected to vest or account for forfeitures as they occur, and clarifying the classification on the statement of cash flows for the excess tax benefit and employee taxes paid when an employer withholds shares for tax-withholding purposes. ASU 2016-09 is effective for annual reporting periods beginning after December 15, 2016, and interim periods within that reporting period. The Company is currently evaluating the impact that the adoption of this standard will have on its consolidated financial statements. |
Earnings Per Share |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis | Assets measured at fair value on a recurring basis as of March 31, 2016 are as follows (in thousands): Balance as of March 31, 2016 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Assets: Money market funds $ 27,878 $ 27,878 $ — $ — Commercial paper 2,499 — 2,499 — Corporate debt securities 9,308 — 9,308 — Total assets $ 39,685 $ 27,878 $ 11,807 $ — Assets measured at fair value on a recurring basis as of December 31, 2015 are as follows (in thousands): Balance as of December 31, 2015 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Assets: Money market funds $ 34,806 $ 34,806 $ — $ — Corporate debt securities 7,415 — 7,415 — Total assets $ 42,221 $ 34,806 $ 7,415 $ — |
Balance Sheet Components (Table
Balance Sheet Components (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Balance Sheet Related Disclosures [Abstract] | |
Available-for-sale Securities | The following table summarizes the Company's available for sale investments as of March 31, 2016 (in thousands): Maturity (in Years) Amortized Cost Unrealized Gains Unrealized Losses Estimated Fair Value Short-term investments: Commercial paper 1 or less $ 2,498 $ 1 $ — $ 2,499 Corporate debt securities 1 or less 4,921 — — 4,921 Total short-term investments $ 7,419 $ 1 $ — $ 7,420 The following table summarizes the Company's available for sale investments as of December 31, 2015 (in thousands): Maturity (in Years) Amortized Cost Unrealized Gains Unrealized Losses Estimated Fair Value Short-term investments: Corporate debt securities 1 or less $ 7,420 $ — $ (5 ) $ 7,415 Total short-term investments $ 7,420 $ — $ (5 ) $ 7,415 |
Schedule of Accrued Liabilities | Accrued liabilities were as follows (in thousands): March 31, December 31, 2016 2015 Clinical trials $ 2,646 $ 1,666 Compensation and related expenses 547 993 Professional services 216 319 Interest expense 135 110 Other 88 45 Total accrued liabilities $ 3,632 $ 3,133 |
Notes Payable (Tables)
Notes Payable (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt Instruments | Future payments under the Loan Agreement as of March 31, 2016 are as follows ( in thousands): Years ending December 31: 2016 (Remaining Nine Months) $ 621 2017 3,839 2018 4,442 2019 3,261 Total minimum payments 12,163 Less amount representing interest 2,163 Notes payable, gross 10,000 Unamortized discount on notes payable (445 ) Notes payable, balance 9,555 Less current portion of notes payable 104 Non-current portion of notes payable $ 9,451 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Summary of stock option activity | The Company’s stock option activity and related information for the three months ended March 31, 2016 was as follows (in thousands, except share and per share data): Weighted-avg. Shares Weighted-avg. Remaining Aggregate Available Stock Options Exercise Price Contractual Intrinsic for Grant Outstanding Per Share Life (in Years) Value Balance at December 31, 2015 1,299,301 2,429,511 $ 7.00 8.01 $ 287 Stock options granted (1,406,000 ) 1,406,000 $ 3.00 Stock options canceled 106,968 (106,968 ) $ 4.81 Stock options exercised — (11,969 ) $ 0.92 Balance at March 31, 2016 269 3,716,574 $ 5.57 8.41 $ 237 At March 31, 2016: Vested and expected to vest 3,562,789 $ 5.64 8.37 $ 237 Exercisable 1,186,221 $ 8.22 6.61 $ 237 |
Stock-based compensation expense | The Company recognized stock-based compensation expense within the condensed consolidated statements of operations and comprehensive loss as follows (in thousands): Three Months Ended March 31, 2016 2015 Research and development $ 207 $ 209 General and administrative 899 756 Total $ 1,106 $ 965 |
Stock option valuation assumptions | The fair value of all stock options granted was estimated using the following weighted-average assumptions: Three Months Ended 2016 2015 Expected dividend yield — — Risk-free interest rates 1.33% - 1.97% 1.52% Expected term in years 4.66 - 8.04 6.08 Expected volatility 75% - 92% 91% The weighted-average fair values of these options was determined using a Monte Carlo simulation model incorporating the following assumptions: Three Months Ended 2016 2015 Expected dividend yield — — Risk-free interest rates 1.82% - 2.05% —% Expected term in years 6.02 - 8.00 — Expected volatility 77% - 89% —% Weighted-average fair value per share 1.33 - 1.42 — |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The following table presents the computation of net loss per share (in thousands, except share and per share data): Three Months Ended 2016 2015 Numerator Net loss $ (7,514 ) $ (6,651 ) Denominator Weighted average common shares outstanding used to compute net loss per share, basic and diluted 20,943,966 19,747,362 Net loss per share of common stock, basic and diluted Net loss per share $ (0.36 ) $ (0.34 ) |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | Three Months Ended 2016 2015 Common stock warrants 1,026,249 932,535 Common stock options 3,630,529 2,039,050 Total 4,656,778 2,971,585 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Future Minimum Rental Payments for Operating Leases | The following is a schedule of non-cancellable future minimum lease payments for operating leases as of March 31, 2016 (in thousands): Years ending December 31: 2016 (Remaining Nine Months) 284 2017 15 Total $ 299 |
The Company (Details)
The Company (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Accumulated deficit | $ (138,947) | $ (131,433) |
Fair Value Measurements (Fair V
Fair Value Measurements (Fair Value) (Details) - Fair Value, Measurements, Recurring - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets | $ 39,685 | $ 42,221 |
Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets | 27,878 | 34,806 |
Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets | 11,807 | 7,415 |
Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets | 0 | 0 |
Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets | 27,878 | 34,806 |
Money market funds | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets | 27,878 | 34,806 |
Money market funds | Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets | 0 | 0 |
Money market funds | Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets | 0 | 0 |
Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets | 2,499 | |
Commercial paper | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets | 0 | |
Commercial paper | Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets | 2,499 | |
Commercial paper | Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets | 0 | |
Corporate debt securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets | 9,308 | 7,415 |
Corporate debt securities | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets | 0 | 0 |
Corporate debt securities | Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets | 9,308 | 7,415 |
Corporate debt securities | Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets | $ 0 | $ 0 |
Balance Sheet Components (Avail
Balance Sheet Components (Available For Sale Investments) (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Schedule of Available-for-sale Securities [Line Items] | ||
Estimated Fair Value | $ 7,420 | |
Unrealized Gains | 1 | |
Unrealized Losses | 0 | |
Amortized Cost | 7,419 | |
Short-term Investments [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Estimated Fair Value | $ 7,415 | |
Unrealized Gains | 0 | |
Unrealized Losses | (5) | |
Amortized Cost | 7,420 | |
Short-term Investments [Member] | Commercial paper | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Estimated Fair Value | 2,499 | |
Unrealized Gains | 1 | |
Unrealized Losses | 0 | |
Amortized Cost | 2,498 | |
Short-term Investments [Member] | Corporate debt securities | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Estimated Fair Value | 4,921 | 7,415 |
Unrealized Gains | 0 | 0 |
Unrealized Losses | 0 | (5) |
Amortized Cost | $ 4,921 | $ 7,420 |
Balance Sheet Components (Accru
Balance Sheet Components (Accrued Liabilities) (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Balance Sheet Related Disclosures [Abstract] | ||
Clinical trials | $ 2,646 | $ 1,666 |
Compensation and related expenses | 547 | 993 |
Professional services | 216 | 319 |
Interest expense | 135 | 110 |
Other | 88 | 45 |
Total accrued liabilities | $ 3,632 | $ 3,133 |
Notes Payable (Narrative) (Deta
Notes Payable (Narrative) (Details) - USD ($) | Jul. 30, 2015 | Mar. 31, 2016 |
Oxford Finance LLC and Silicon Valley Bank | ||
Debt Instrument [Line Items] | ||
Interest expense | $ 300,000 | |
Effective interest rate (in percentage) | 11.72% | |
Notes Payable | Secured Debt | Oxford Finance LLC and Silicon Valley Bank | ||
Debt Instrument [Line Items] | ||
Debt instrument, maximum borrowing capacity | $ 20,000,000 | |
Notes payable, gross | 10,000,000 | $ 10,000,000 |
Remaining borrowing capacity | 10,000,000 | |
Proceeds from sale of equity | $ 15,000,000 | |
Stated interest rate ( in percentage) | 8.275% | |
Periodic payment terms, balloon payment to be paid, percentage of funded borrowings (in percentage) | 3.00% | |
Proceeds from debt, net of issuance costs | $ 9,700,000 | |
Notes Payable | Secured Debt | Oxford Finance LLC and Silicon Valley Bank | Minimum | ||
Debt Instrument [Line Items] | ||
Early extinguishment of debt, prepayment fee (in percentage) | 100.00% | |
Notes Payable | Secured Debt | Oxford Finance LLC and Silicon Valley Bank | Maximum | ||
Debt Instrument [Line Items] | ||
Early extinguishment of debt, prepayment fee (in percentage) | 3.00% | |
Notes Payable | Secured Debt | Oxford Finance LLC and Silicon Valley Bank | LIBOR | ||
Debt Instrument [Line Items] | ||
Basis spread on variable rate (in percentage) | 8.085% | |
Common stock warrants | ||
Debt Instrument [Line Items] | ||
Warrants issued (in shares) | 97,680 | |
Exercise price of warrants (usd per share) | $ 4.095 | |
Warrants outstanding | $ 300,000 |
Notes Payable (Schedule of Long
Notes Payable (Schedule of Long Term Debt Instruments) (Details) - USD ($) | Mar. 31, 2016 | Dec. 31, 2015 | Jul. 30, 2015 |
Debt Instrument [Line Items] | |||
Less amount representing interest | $ 135,000 | $ 110,000 | |
Oxford Finance LLC and Silicon Valley Bank | Secured Debt | Notes Payable | |||
Debt Instrument [Line Items] | |||
2016 (Remaining Nine Months) | 621,000 | ||
2,017 | 3,839,000 | ||
2,018 | 4,442,000 | ||
2,019 | 3,261,000 | ||
Total minimum payments | 12,163,000 | ||
Less amount representing interest | 2,163,000 | ||
Notes payable, gross | 10,000,000 | $ 10,000,000 | |
Unamortized discount on notes payable | (445,000) | ||
Notes payable, balance | 9,555,000 | ||
Less current portion of notes payable | 104,000 | ||
Non-current portion of notes payable | $ 9,451,000 |
Stockholders' Equity (Details)
Stockholders' Equity (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | May. 15, 2015 | |
Class of Stock [Line Items] | |||
Stock issued during period, shares, new issues (in shares) | 600 | ||
Common stock, par value, average (usd per share) | $ 3 | ||
Proceeds from issuance of common stock, net of issuance costs | $ 1,800 | ||
Proceeds from sale of common stock, net of underwriting commissions and issuance cost | 1,746 | $ 0 | |
At the Market Issuance Sales Agreement [Member] | Cowen [Member] | |||
Class of Stock [Line Items] | |||
Common stock remained available to be sold under the sales agreement | $ 19,500 | $ 25,000 |
Stock-Based Compensation (Stock
Stock-Based Compensation (Stock Option Activity) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2016 | Dec. 31, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||
Shares available for grant (in shares) | 1,299,301 | |
Stock options granted (in shares) | (1,406,000) | |
Stock options canceled (in shares) | 106,968 | |
Shares available for grant (in shares) | 269 | 1,299,301 |
Stock Options Outstanding | ||
Beginning balance, options (in shares) | 2,429,511 | |
Stock options granted (in shares) | 1,406,000 | |
Stock options canceled (in shares) | (106,968) | |
Stock options exercised (in shares) | (11,969) | |
Ending balance, options (in shares) | 3,716,574 | 2,429,511 |
Stock options vested and expected to vest (in shares) | 3,562,789 | |
Stock options exercisable (in shares) | 1,186,221 | |
Weighted-average Exercise Price Per Share | ||
Weighted-average exercise price, options outstanding (in usd per share) | $ 7 | |
Grants in period (in usd per share) | 3 | |
Canceled in period (in usd per share) | 4.81 | |
Exercises in period (in usd per share) | 0.92 | |
Weighted-average exercise price, options outstanding (in usd per share) | 5.57 | $ 7 |
Weighted-average exercise price, options exercisable (in usd per share) | 5.64 | |
Weighted-average exercise price, options vested and expected to vest (in usd per share) | $ 8.22 | |
Weighted-average remaining contractual life, options outstanding (in years) | 8 years 4 months 28 days | 8 years 4 days |
Weighted-average remaining contractual life, options vested and expected to vest (in years) | 8 years 4 months 13 days | |
Weighted-average remaining contractual life, options exercisable (in years) | 6 years 7 months 10 days | |
Aggregate Intrinsic value, options outstanding | $ 237 | $ 287 |
Aggregate Intrinsic value, options vested and expected to vest | 237 | |
Aggregate Intrinsic value, options exercisable | $ 237 |
Stock-Based Compensation (Sto31
Stock-Based Compensation (Stock-based compensation expense) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||
Stock-based compensation expense | $ 1,106 | $ 965 |
Research and Development [Member] | ||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||
Stock-based compensation expense | 207 | 209 |
General and Administrative [Member] | ||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||
Stock-based compensation expense | $ 899 | $ 756 |
Stock-Based Compensation (Valua
Stock-Based Compensation (Valuation Assumptions) (Details) - $ / shares | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Stock Options [Member] | ||
Fair Value Assumptions and Methodology [Abstract] | ||
Expected dividend yield (in percentage) | 0.00% | 0.00% |
Risk free interest rate (in percentage) | 1.33% | |
Risk free interest rate, maximum (in percentage) | 1.97% | |
Risk free interest rate (in percentage) | 1.52% | |
Expected life in years (in years) | 6 years 29 days | |
Expected volatility, minimum (in percentage) | 78.00% | |
Expected volatility, maximum (in percentage) | 92.00% | |
Expected volatility (in percentage) | 91.00% | |
Stock Options [Member] | Minimum | ||
Fair Value Assumptions and Methodology [Abstract] | ||
Expected life in years (in years) | 4 years 7 months 28 days | |
Stock Options [Member] | Maximum | ||
Fair Value Assumptions and Methodology [Abstract] | ||
Expected life in years (in years) | 8 years 15 days | |
Vest On Market Condition [Member] | Non Qualified Stock Option [Member] | ||
Fair Value Assumptions and Methodology [Abstract] | ||
Risk free interest rate (in percentage) | 1.82% | |
Risk free interest rate, maximum (in percentage) | 2.05% | |
Risk free interest rate (in percentage) | 0.00% | |
Expected volatility, minimum (in percentage) | 77.00% | |
Expected volatility, maximum (in percentage) | 89.00% | |
Vest On Market Condition [Member] | Non Qualified Stock Option [Member] | Minimum | ||
Fair Value Assumptions and Methodology [Abstract] | ||
Expected life in years (in years) | 6 years 7 days | |
Weighted average fair vale per share (in usd per share) | $ 1.33 | |
Vest On Market Condition [Member] | Non Qualified Stock Option [Member] | Maximum | ||
Fair Value Assumptions and Methodology [Abstract] | ||
Expected life in years (in years) | 8 years | |
Weighted average fair vale per share (in usd per share) | $ 1.42 |
Stock-Based Compensation (Addit
Stock-Based Compensation (Additional Information) (Details) - USD ($) | Feb. 29, 2016 | Jan. 06, 2016 | Mar. 31, 2016 | Mar. 31, 2016 | Mar. 31, 2015 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Aggregate intrinsic value of options exercised | $ 25,000 | $ 0 | |||
Stock-based compensation expense | $ 1,106,000 | $ 965,000 | |||
Stock options granted (in shares) | 1,406,000 | ||||
Stock Options [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Compensation costs not yet recognized | $ 8,800,000 | $ 8,800,000 | |||
Period for recognizing costs (in years) | 2 years 5 months 18 days | ||||
Consultant Stock Option [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock-based compensation expense | $ 10,000 | ||||
Performance Shares [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Unvested options granted (in shares) | 136,000 | 136,000 | |||
Vest On Market Condition [Member] | Non Qualified Stock Option [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock-based compensation expense | $ 62,000 | ||||
Stock options granted (in shares) | 206,625 | ||||
Minimum stock price for the options to vest (in usd per share) | $ 6 | ||||
Minimum stock price for the options to vest, number of consecutive trading days (in days) | 20 days | ||||
Expiration period (in years) | 10 years | ||||
Board of Director [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Annual stock option grant (in shares) | 10,000 | 12,500 | 12,500 | ||
Board of Director [Member] | Non-employee Director [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Directors compensation | $ 30,000 | $ 35,000 | |||
Board of Director [Member] | Audit Committee Chairperson [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Directors compensation | $ 15,000 | $ 17,500 |
Net Loss Per Share (Schedule of
Net Loss Per Share (Schedule of Basic and Diluted Loss Per Share) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Numerator | ||
Net loss | $ (7,514) | $ (6,651) |
Denominator | ||
Weighted average common shares outstanding used to compute net loss per share, basic and diluted (in shares) | 20,943,966 | 19,747,362 |
Net loss per share of common stock, basic and diluted | ||
Net loss per share (in usd per share) | $ (0.36) | $ (0.34) |
Net Loss Per Share (Schedule 35
Net Loss Per Share (Schedule of Antidilutive Securities Excluded From Earnings Per Share) (Details) - shares | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share (in shares) | 4,656,778 | 2,971,585 |
Common stock warrants | Common stock options | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share (in shares) | 1,026,249 | 932,535 |
Stock Options [Member] | Common stock options | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share (in shares) | 3,630,529 | 2,039,050 |
Commitments and Contingencies36
Commitments and Contingencies (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | ||
Rent expense | $ 95 | $ 57 |
Future Minimum Payments Due by Fiscal Year Maturity [Abstract] | ||
2016 (Remaining Nine Months) | 284 | |
2,017 | 15 | |
Total | $ 299 |
Subsequent Events (Details)
Subsequent Events (Details) - shares | 3 Months Ended | |
Mar. 31, 2016 | Apr. 29, 2016 | |
Subsequent Event [Line Items] | ||
Number of shares, authorized (in shares) | 3,602,328 | |
Stock issued during period, shares, new issues (in shares) | 600,000 | |
2011 Plan [Member] | Subsequent Event [Member] | ||
Subsequent Event [Line Items] | ||
Number of shares, authorized (in shares) | 5,002,328 |