Stockholders' Equity | Stockholders’ Equity Preferred stock and convertible preferred stock consist of the following: September 30, 2017 December 31, 2016 Preferred stock, $0.001 par value; 5,000,000 shares authorized at September 30, 2017 and December 31, 2016; no shares issued and outstanding at September 30, 2017 and December 31, 2016 $ — $ — Series B convertible preferred stock, $0.001 par value, 147,000 shares designated at September 30, 2017 and December 31, 2016, and 500 shares issued and outstanding at September 30, 2017 and December 31, 2016 $ 1 $ 1 Series D convertible preferred stock, $0.001 par value, 21,300 shares designated at September 30, 2017 and December 31, 2016, 14,052.93 and 17,202.65 shares issued and outstanding at September 30, 2017 and December 31, 2016, respectively $ 14 $ 17 Series E convertible preferred stock, $0.001 par value, 7,000 and zero shares designated at September 30, 2017 and December 31, 2016, respectively, and 7,000 and zero shares issued and outstanding at September 30, 2017 and December 31, 2016, respectively $ 7 $ — Series F convertible preferred stock, $0.001 par value, 10,621 and zero shares designated at September 30, 2017 and December 31, 2016, respectively, and 5,819.15 and zero shares issued and outstanding at September 30, 2017 and December 31, 2016, respectively $ 5 $ — Private Offerings of Common Stock and Warrants 2017 activity In the third quarter of 2017, the Company entered into agreements with respect to a private equity offering (the “Q3 2017 Offering”) with an institutional investor and its affiliates (collectively the “Investor”). The Q3 2017 Offering is structured in two tranches. The first tranche, which closed in July 2017, issued (i) 3,500 shares of Series F convertible preferred stock (the “Series F Preferred Stock”) at a price of $1,000 per share and (ii) 3,621 shares of Series F Preferred Stock in exchange for the repurchase and retirement of 4,184,483 warrants to purchase common stock valued by an independent party at $3,622,219 . The second tranche, which is expected to close in October 2017, will issue (i) 3,500 shares of Series F Preferred Stock at a price of $1,000 per share. The Q3 2017 Offering also reset the conversion price of 14,052.93 shares of Series D convertible preferred stock and 7,000 shares of Series E convertible preferred stock that were held by the Investor to $2.63 per share. The first tranche of the Q3 2017 Offering resulted in gross proceeds of $3.5 million , and after deducting fees and expenses, net proceeds were $3.3 million . In the first quarter of 2017, the Company completed a private equity offering (the “Q1 2017 Offering”) with the Investor and issued (i) 7,000 shares of Series E convertible preferred stock (the “Series E Preferred Stock”) at a price of $1,000 per share, and (ii) warrants to purchase up to 1,250,000 shares of common stock, par value $0.0001 per share (the “Common Stock”), at an exercise price of $5.60 per share. As a part of this offering, the Company reset (i) the conversion price of 19,458.90 shares of Series D convertible preferred stock that were held by the Investor to $5.60 per share, and (ii) the exercise price of warrants to purchase up to 2,934,484 shares of Common Stock that were held by the Investor to $5.60 per share. The Q1 2017 Offering resulted in gross proceeds of $7.0 million , and after deducting fees and expenses, net proceeds were $6.3 million . Each share of Series D Preferred Stock, Series E Preferred Stock, and Series F Preferred Stock (collectively the "Preferred Stock") have a stated value of $1,000 and is convertible at the option of the holder into the number of shares of Common Stock determined by dividing the stated value by the conversion price of $2.63 , which is subject to adjustment as provided in the Certificate of Designation for the Preferred Stock. The Preferred Stock has no dividend rights, liquidation preference or other preferences over Common Stock and has no voting rights except as provided in the Certificate of Designation for the Preferred Stock and as required by law. The Q3 2017 Offering and the Q1 2017 Offering were accounted for as extinguishments of the Investor’s equity holdings in recognition of the revisions of certain preexisting equity instruments and the significant transfer of value in excess of the funding received by the Company. Under the extinguishment model, a deemed dividend was recognized within additional paid in capital which represented the fair value of issued Preferred Stock plus the incremental fair value of repricing the Preferred Stock held by the Investor, less the fair value of the consideration transferred, less the carrying value of the outstanding Preferred Stock, and warrants to purchase Common Stock. The amount of the deemed dividend totaled $2.8 million and $4.0 million for the Q3 2017 Offering and the Q1 2017 Offering, respectively. The Company determined that equity classification was appropriate for the warrants issued in the Q1 2017 Offering, following guidance in the Derivatives and Hedging topic of the Codification. In making this equity classification determination, the Company noted the warrants may only be settled in shares of common stock and had no requirements to be settled in registered shares when exercised. The fair value of the five year warrants was estimated to be $3.49 million on the offering date using a Black-Scholes model with the following assumptions: stock price of $4.96 , exercise price of $5.60 , expected volatility of 70.2% , risk free interest rate of 2.04% , expected term of five years , and no dividends. 2016 activity In June 2016, the Company completed a private equity offering with one institutional investor (the “Investor”) and issued (i) 21,300 shares of Series D convertible preferred stock (the “Series D Preferred Stock”) at a price of $1,000 per share, and (ii) warrants to purchase up to 1,475,069 shares of common stock, par value $0.0001 per share (the “Common Stock”), at an exercise price of $13.52 per share (the “June 2016 Offering”). As a part of this offering, the Company redeemed 13,800 shares of Series C convertible preferred stock (the “Series C Preferred Stock”) issued in December 2015 that were held by the Investor. Accordingly, the June 2016 Offering resulted in proceeds of $7.5 million . After underwriting discounts, commission and expenses, net proceeds of the June 2016 Offering were $6.7 million . The June 2016 Offering was accounted for as a modification of the Investor’s Series C Preferred Stock. Under the modification model, a deemed dividend was recognized within additional paid in capital which represented the fair value of consideration transferred plus the fair value of repurchased Series C Preferred Stock, less the fair value of the newly issued Series D Preferred Stock and warrants. The amount of the deemed dividend totaled $19.8 million . Other equity activity During the nine months ended September 30, 2017 , 3,149.72 shares of the Series D Preferred Stock were converted into a total of 809,103 shares of Common Stock. As of September 30, 2017 , 14,052.93 shares of Series D Preferred Stock remained outstanding. During the nine months ended September 30, 2017 , 1,301.85 shares of the Series F Preferred Stock were converted into a total of 495,000 shares of Common Stock. As of September 30, 2017 , 5,819.15 shares of Series F Preferred Stock remained outstanding. Total compensation cost related to nonvested awards not yet recognized at September 30, 2017 was $418,881 . The total compensation costs are expected to be recognized over a weighted-average period of 2.6 years. Reverse Stock Split On May 11, 2017, the Company effected a 1-for-8 reverse stock split of its Common Stock, or the Reverse Stock Split. The par value and other terms of the common stock were not affected by the Reverse Stock Split. The Company’s shares outstanding immediately prior to the split totaled 10,147,721 , which were subsequently adjusted to 1,268,440 shares outstanding. Share, per share, and stock option amounts for all periods presented within the financial statements contained in the Quarterly Report on Form 10-Q, including the December 31, 2016 Balance Sheet amounts for Common Stock and additional paid-in capital, have been retroactively adjusted to reflect the Reverse Stock Split. |