Document And Entity Information
Document And Entity Information - shares | 3 Months Ended | |
Mar. 31, 2016 | May. 01, 2016 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q1 | |
Entity Registrant Name | PHARMATHENE, INC | |
Entity Central Index Key | 1,326,190 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Trading Symbol | PIP | |
Entity Common Stock, Shares Outstanding | 65,591,840 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) | Mar. 31, 2016 | Dec. 31, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 14,235,621 | $ 15,569,813 |
Billed accounts receivable | 170,323 | 511,994 |
Unbilled accounts receivable | 1,266,820 | 963,345 |
Prepaid expenses and other current assets | 463,873 | 181,714 |
Total current assets | 16,136,637 | 17,226,866 |
Property and equipment, net | 196,143 | 233,694 |
Other long-term assets and deferred costs | 53,384 | 53,384 |
Goodwill | 2,348,453 | 2,348,453 |
Total assets | 18,734,617 | 19,862,397 |
Current liabilities: | ||
Accounts payable | 166,357 | 521,122 |
Accrued expenses and other liabilities | 1,749,899 | 1,248,708 |
Accrued restructuring expenses - current | 255,551 | 381,950 |
Other short-term liabilities | 0 | 11,250 |
Current portion of derivative instruments | 468,304 | 16,411 |
Total current liabilities | 2,640,111 | 2,179,441 |
Accrued restructuring expenses - long term | 43,809 | 108,641 |
Other long-term liabilities | 424,213 | 433,407 |
Derivative instruments, less current portion | 0 | 491,791 |
Total liabilities | 3,108,133 | 3,213,280 |
Stockholders' equity: | ||
Common stock, $0.0001 par value; 100,000,000 shares authorized; 64,444,725 and 64,382,086 shares issued and outstanding at March 31, 2016 and December 31, 2015, respectively | 6,444 | 6,438 |
Additional paid-in-capital | 240,570,971 | 240,366,704 |
Accumulated deficit | (224,950,931) | (223,724,025) |
Total stockholders' equity | 15,626,484 | 16,649,117 |
Total liabilities and stockholders' equity | $ 18,734,617 | $ 19,862,397 |
CONDENSED CONSOLIDATED BALANCE3
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Mar. 31, 2016 | Dec. 31, 2015 |
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 64,444,725 | 64,382,086 |
Common stock, shares outstanding | 64,444,725 | 64,382,086 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Contract revenue | $ 1,005,694 | $ 7,068,746 |
Operating expenses: | ||
Research and development | 1,029,131 | 1,613,627 |
General and administrative | 1,193,298 | 2,196,120 |
Restructuring expense | 0 | 2,060,809 |
Depreciation | 37,701 | 37,106 |
Total operating expenses | 2,260,130 | 5,907,662 |
(Loss) income from operations | (1,254,436) | 1,161,084 |
Other income (expense): | ||
Interest expense, net | (1,050) | (25,325) |
Change in fair value of derivative instruments | 39,898 | 338,245 |
Other income | 4,119 | 9,196 |
Total other income | 42,967 | 322,116 |
Net (loss) income before income taxes | (1,211,469) | 1,483,200 |
Income tax provision | (15,437) | (19,805) |
Net (loss) income | $ (1,226,906) | $ 1,463,395 |
Basic net (loss) income per share (in dollar per share) | $ (0.02) | $ 0.02 |
Diluted net (loss) income per share (in dollar per share) | $ (0.02) | $ 0.02 |
Weighted average shares used in calculation of basic net (loss) income per share | 64,404,396 | 63,633,290 |
Weighted average shares used in calculation of diluted net (loss) income per share | 64,404,396 | 63,979,859 |
CONDENSED CONSOLIDATED STATEME5
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME - USD ($) | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Net (loss) income | $ (1,226,906) | $ 1,463,395 |
Other comprehensive (loss) income: | ||
Foreign currency translation adjustments | 0 | 1,746 |
Comprehensive (loss) income | $ (1,226,906) | $ 1,465,141 |
CONDENSED CONSOLIDATED STATEME6
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Operating activities | ||
Net (loss) income | $ (1,226,906) | $ 1,463,395 |
Adjustments to reconcile (loss) income to net cash used in operating activities: | ||
Share-based compensation expense | 181,921 | 199,627 |
Change in fair value of derivative instruments | (39,898) | (338,245) |
Depreciation expense | 37,701 | 37,106 |
Deferred income taxes | 15,437 | 19,805 |
Non-cash interest expense | 5,485 | 10,933 |
Gain on the disposal of property and equipment | 0 | (7,600) |
Changes in operating assets and liabilities: | ||
Billed accounts receivable | 341,671 | (5,863,332) |
Unbilled accounts receivable | (303,475) | (296,828) |
Prepaid expenses and other current assets | (282,160) | (253,779) |
Accounts payable | (354,765) | 146,740 |
Accrued restructuring expenses | (196,716) | 1,938,631 |
Accrued expenses and other liabilities | 466,563 | 230,186 |
Net cash used in operating activities | (1,355,142) | (2,713,361) |
Investing activities | ||
Purchases of property and equipment | (150) | (35,352) |
Proceeds from the sale of property and equipment | 0 | 7,600 |
Net cash used in investing activities | (150) | (27,752) |
Financing activities | ||
Repayment of debt | 0 | (249,999) |
Net repayment of revolving credit agreement | 0 | 0 |
Proceeds from issuance of common stock, net of offering costs | 23,237 | 84,332 |
Other | (885) | 0 |
Net cash provided by (used in) financing activities | 22,352 | (165,667) |
Effects of exchange rates on cash | (1,252) | (11,615) |
Decrease in cash and cash equivalents | (1,334,192) | (2,918,395) |
Cash and cash equivalents, at beginning of period | 15,569,813 | 18,643,351 |
Cash and cash equivalents, at end of period | 14,235,621 | 15,724,956 |
Supplemental disclosure of cash flow information | ||
Cash paid for interest | $ 0 | $ 14,849 |
Business and Liquidity
Business and Liquidity | 3 Months Ended |
Mar. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block] | Note 1 - Business and Liquidity We are a biodefense company engaged in developing two next generation anthrax vaccines. The next generation vaccines are intended to have more rapid time to protection, fewer doses for protection and less stringent requirements for temperature controlled storage and handling than the currently used vaccine. Since 2006, we have been engaged in legal proceedings with SIGA Technologies, Inc. (“SIGA”). On December 23, 2015, the Delaware Supreme Court affirmed the Delaware Court of Chancery's judgment against SIGA which provides an estimated total award of approximately $ 208 5 0.9 During the first half of 2015, we narrowed the scope of our product development programs, reduced our employee headcount and executed other cost reductions. These actions have allowed us to have sufficient cash to recognize the benefit of the SIGA award and advance our Anthrax vaccine programs without the need to raise additional capital. During the second half of 2015, we focused our efforts on creating alternatives for settling the SIGA litigation claim and developing business plans around possible outcomes. During 2016, we will continue to develop our plans to create shareholder value from the alternative SIGA litigation outcomes and will commence execution of those plans. On September 9, 2014, we signed a contract with the National Institutes of Allergy and Infectious Diseases (“NIAID") for the development of a next generation lyophilized anthrax vaccine based on our proprietary technology platform which contributes the recombinant protective antigen (“rPA”) bulk drug substance that is used in the liquid SparVax ® 5.2 4.9 28.1 As of March 31, 2016, our cash balance was $ 14.2 1.4 2.6 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2016 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies [Text Block] | Note 2 - Summary of Significant Accounting Policies Our unaudited condensed consolidated financial statements include the accounts of PharmAthene, Inc. and its wholly-owned subsidiary. All significant intercompany transactions and balances have been eliminated in consolidation. Our unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“U.S. GAAP”). In the opinion of management, the accompanying unaudited condensed consolidated financial statements include all adjustments, consisting of normal recurring adjustments, which are necessary to present fairly our financial position, results of operations and cash flows. The condensed consolidated balance sheet at December 31, 2015 has been derived from audited consolidated financial statements at that date. The interim results of operations are not necessarily indicative of the results that may occur for the full fiscal year. Certain information and footnote disclosure normally included in the financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to instructions, rules and regulations prescribed by the U.S. Securities and Exchange Commission (the “SEC”). We believe that the disclosures provided herein are adequate to make the information presented not misleading when these unaudited condensed consolidated financial statements are read in conjunction with the Consolidated Financial Statements and Notes included in our Annual Report on Form 10-K for the year ended December 31, 2015, filed with the SEC. We currently operate in one business segment. The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Our unaudited condensed consolidated financial statements include significant estimates for our share-based compensation and the value of our financial instruments, among other things. Because of the use of estimates inherent in the financial reporting process, actual results could differ significantly from those estimates. The functional currency of our wholly owned foreign subsidiary, PharmAthene UK Limited, is its local currency. Assets and liabilities of our foreign subsidiary are translated into United States dollars based on exchange rates at the end of the reporting period. Income and expense items are translated at the weighted average exchange rates prevailing during the reporting period. Translation adjustments for subsidiaries that have not been sold, substantially liquidated or otherwise disposed of, are accumulated in other comprehensive loss, a component of stockholders’ equity. Transaction gains or losses are included in the determination of net loss. In June 2015, we substantially liquidated PharmAthene UK Limited, which we had acquired in 2008. Prior to substantially liquidating the UK subsidiary, currency fluctuations were recorded as foreign currency translation adjustments, a component of other comprehensive income. Cash and cash equivalents are stated at market value which approximates market value and include investments in money market funds with financial institutions which are stated at market value. The Company maintains cash balances with financial institutions in excess of insured limits. The Company does not anticipate any losses on such cash balances. Our primary customer is NIAID. As of March 31, 2016 and December 31, 2015, the Company’s receivable balances (both billed and unbilled) were comprised solely of receivables from NIAID. Goodwill represents the excess of purchase price over the fair value of net identifiable assets associated with acquisitions. We review the recoverability of goodwill annually at the end of our fiscal year and whenever events or changes in circumstances indicate that it is more likely than not that impairment exists. Recoverability of goodwill is reviewed by comparing our market value (as measured by our stock price multiplied by the number of outstanding shares as of the end of the year) to the net book value of our equity. If our market value exceeds our net book value, no further analysis is required. We completed our annual impairment assessment of goodwill on December 31, 2015 and determined that there was no impairment as of that date. Changes in our business strategy or adverse changes in market conditions could impact the impairment analyses and require the recognition of an impairment charge equal to the excess of the carrying value over its estimated fair value. Balance as of Balance as of December 31, Paid Amortized March 31, Description 2015 2016 2016 2016 Accrued severance expense $ 131,822 $ 131,822 $ - $ - Accrued sublease expense 358,769 - 59,409 299,360 Total accrued restructuring expense $ 490,591 $ 131,822 $ 59,409 $ 299,360 Our financial instruments, and/or embedded features contained in those instruments, often are classified as derivative liabilities and are recorded at their fair values. The determination of fair value of these instruments and features requires estimates and judgments. Some of our stock purchase warrants are considered to be derivative liabilities due to the presence of net settlement features and/or non-standard anti-dilution provisions; the fair value of our warrants is determined based on the Black-Scholes option pricing model. Use of the Black-Scholes option pricing model requires the use of unobservable inputs such as the expected term, anticipated volatility and expected dividends. See Note 3- Fair Value Measurements We generate our revenue from cost-plus-fee contracts and in the past, have generated revenue from fixed price contracts. Revenues on cost-plus-fee contracts are recognized in an amount equal to the costs incurred during the period plus an estimate of the applicable fee earned. The estimate of the applicable fee earned is determined by reference to the contract: if the contract defines the fee in terms of risk-based milestones and specifies the fees to be earned upon the completion of each milestone, then the fee is recognized when the related milestones are earned, as further described below; otherwise, we estimate the fee earned in a given period by using a proportional performance method based on costs incurred during the period as compared to total estimated project costs and application of the resulting fraction to the total project fee specified in the contract. Under the milestone method of revenue recognition, milestone payments (including milestone payments for fees) contained in research and development arrangements are recognized as revenue when: (i) the milestones are achieved; (ii) no further performance obligations with respect to the milestone exist; (iii) collection is reasonably assured; and (iv) substantive effort was necessary to achieve the milestone. Milestones are considered substantive if all of the following conditions are met: • it is commensurate with either our performance to meet the milestone or the enhancement of the value of the delivered item or items as a result of a specific outcome resulting from our performance to achieve the milestone, • it relates solely to past performance, and • the value of the milestone is reasonable relative to all the deliverables and payment terms (including other potential milestone consideration) within the arrangement. If a milestone is deemed not to be substantive, the Company recognizes the portion of the milestone payment as revenue that correlates to work already performed using the proportional performance method; the remaining portion of the milestone payment is deferred and recognized as revenue as the Company completes its performance obligations. Revenue on fixed price contracts (without substantive milestones as described above) is recognized on the percentage-of-completion method. The percentage-of-completion method recognizes income as the contract progresses (generally related to the costs incurred in providing the services required under the contract). The use of the percentage-of-completion method depends on the ability to make reasonable dependable estimates and the fact that circumstances may necessitate frequent revision of estimates does not indicate that the estimates are unreliable for the purpose for which they are used. As a result of our revenue recognition policies and the billing provisions contained in our contracts, the timing of customer billings may differ from the timing of recognizing revenue. Amounts invoiced to customers in excess of revenue recognized are reflected on the balance sheet as deferred revenue. Amounts recognized as revenue in excess of amounts billed to customers are reflected on the balance sheet as unbilled accounts receivable. Upon notice of termination of a contract from the government, all related termination costs are expensed. If there is assurance that collection is reasonably assured, then revenue is taken as if the contract was a cost-plus-fee contract. Even though most of our products are being developed in conjunction with support by the U.S. Government, we are an active participant in that development, with exposure to significant risks and rewards of commercialization relating to the development of these pipeline products. In collaborations where we are deemed to be the principal participant of the collaboration, we recognize costs and revenues generated from third parties using the gross basis of accounting; otherwise, we use the net basis of accounting. Cost paid to us by other collaborative arrangement members are recognized pursuant to their terms. Research and development costs are expensed as incurred; up-front payments are deferred and expensed as performance occurs. Research and development costs include salaries, facilities expense, overhead expenses, material and supplies, preclinical expense, clinical trials and related clinical manufacturing expenses, share-based compensation expense, contract services and other outside services. Share-Based Compensation We expense the estimated fair value of share-based awards granted to employees, non-employee directors and consultants under our stock compensation plans. The fair value of stock options granted to employees and non-employee directors is determined at the grant date using the Black-Scholes option pricing model, which considers, among other factors, the expected life of the award and the expected volatility of our stock price. The value of the award that is ultimately expected to vest is recognized as expense on a straight line basis over the requisite service period. The fair value of stock options granted to consultants is determined at the grant date using the Black-Scholes option pricing model and remeasured at each quarterly reporting date over their requisite service period. The value of the award that is ultimately expected to vest is recognized as expense on a straight line basis over the requisite service period. The fair value of restricted stock grants granted to employees and non-employee directors is determined based on the closing price of our common stock on the award date and is recognized as expense ratably over the requisite service period. The fair value of restricted stock grants granted to consultants is determined based on the closing price of our common stock on the award date, is remeasured at each quarterly reporting date and is recognized as expense ratably over the requisite service period. Employee share-based compensation expense recognized in the three months ended March 31, 2016 and 2015 was calculated based on awards ultimately expected to vest and has been reduced for estimated forfeitures at a rate of approximately 12 Three months ended March 31, 2016 2015 Research and development $ 29,293 $ 60,735 General and administrative 152,633 192,633 Restructuring benefit - (53,741) Total share-based compensation expense $ 181,926 $ 199,627 As a result of the restructuring and termination of employees, during the three months ended March 31, 2015, we recognized approximately $ 75,000 129,000 53,741 During the three months ended March 31, 2016, we made no stock option or restricted stock grants. During the three months ended March 31, 2015, we granted 12,000 117,500 1.0 1.9 We account for income taxes using the asset and liability approach, which requires the recognition of future tax benefits or liabilities on the temporary differences between the financial reporting and tax bases of our assets and liabilities. A valuation allowance is established when necessary to reduce deferred tax assets to the amounts expected to be realized. We also recognize a tax benefit from uncertain tax positions only if it is “more likely than not” that the position is sustainable based on its technical merits. Our policy is to recognize interest and penalties on uncertain tax positions as a component of income tax expense. As of March 31, 2016, we had recognized a full valuation allowance since the likelihood of realization of our tax deferred assets does not meet the more likely than not threshold. Income tax expense was $ 0.02 Income (loss) per share: Basic income (loss) per share is computed by dividing consolidated net income (loss) by the weighted average number of common shares outstanding during the period, excluding unvested restricted stock. For periods of net income when the effects are not anti-dilutive, diluted earnings per share is computed by dividing our net income by the weighted average number of shares outstanding and the impact of all potentially dilutive common shares, consisting primarily of stock options, unvested restricted stock and stock purchase warrants. The dilutive impact of our potentially dilutive common shares resulting from stock options and stock purchase warrants is determined by applying the treasury stock method. For periods of net loss, diluted loss per share is calculated similarly to basic loss per share because the impact of all potentially dilutive common shares is anti-dilutive due to the net losses. A total of approximately 6.2 4.9 In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers (Topic 606) (“ASU No. 2014-09”). ASU No. 2014-09 supersedes the previous revenue recognition requirements, along with most existing industry-specific guidance. The guidance requires an entity to review contracts in five steps: 1) identify the contract, 2) identify performance obligations, 3) determine the transaction price, 4) allocate the transaction price, and 5) recognize revenue. The new standard will result in enhanced disclosures regarding the nature, amount, timing, and uncertainty of revenue arising from contracts with customers. In August 2015, the FASB issued guidance approving a one-year deferral, making the standard effective for reporting periods beginning after December 15, 2017, with early adoption permitted only for reporting periods beginning after December 15, 2016. In March 2016, the FASB issued guidance to clarify the implementation guidance on principal versus agent considerations for reporting revenue gross rather than net, with the same deferred effective date. In April 2016, the FASB issued guidance to clarify the identification of performance obligations and licensing arrangements. The Company has not determined the impact of adopting ASU No. 2014-09 on our consolidated financial statements and currently plan to complete our evaluation by late 2017. In August 2014, the FASB issued ASU No. 2014-15, Presentation of Financial Statements, Going Concern (Subtopic 205-40) which requires management to evaluate on a regular basis whether any conditions or events have arisen that could raise substantial doubt about the entity's ability to continue as a going concern. The guidance 1) provides a definition for the term “substantial doubt,” 2) requires an evaluation every reporting period, interim periods included, 3) provides principles for considering the mitigating effect of management's plans to alleviate the substantial doubt, 4) requires certain disclosures if the substantial doubt is alleviated as a result of management's plans, 5) requires an express statement, as well as other disclosures, if the substantial doubt is not alleviated, and 6) requires an assessment period of one year from the date the financial statements are issued. The standard is effective for the annual reporting period beginning after December 31, 2016. Early adoption is permitted. The Company is currently evaluating the impact, if any, that this new accounting pronouncement will have on its financial statements. In April 2015, the FASB issued ASU No. 2015-05, Intangibles, Goodwill and Other Internal-Use Software which includes guidance as to whether a cloud computing arrangement (e.g., software as a service, platform as a service, infrastructure as a service, and other similar hosting arrangements) includes a software license and, based on that determination, how to account for such arrangements. If a cloud computing arrangement includes a software license, then the customer should account for the software license element of the arrangement consistent with the acquisition of other software licenses. If a cloud computing arrangement does not include a software license, the customer should account for the arrangement as a service contract. The guidance is effective for reporting periods beginning after December 15, 2015, and can be adopted on either a prospective or retrospective basis. The Company adopted this guidance for the year ended December 31, 2016, on a prospective basis. The adoption of this new guidance did not have a material impact on the Company's financial statements. In November 2015, the FASB issued ASU No. 2015-17, Income Taxes, or ASU No. 2015-17. To simplify the presentation of deferred income taxes, the amendments in this update require that deferred tax liabilities and assets be classified as noncurrent in a classified statement of financial position. The amendments in this Update apply to all entities that present a classified statement of financial position. The current requirement that deferred tax liabilities and assets of a tax-paying component of an entity be offset and presented as a single amount is not affected by the amendments in this Update. The amendments in this Update are effective for financial statements issued for annual periods beginning after December 15, 2016, and interim periods within those annual periods. Earlier application is permitted. The amendments in this Update may be applied either prospectively to all deferred tax liabilities and assets or retrospectively to all periods presented. We are currently evaluating the impact of adopting ASU No. 2015-17 on our consolidated financial statements. In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) to increase transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. Topic 842 affects any entity that enters into a lease, with some specified scope exemptions. The guidance in this Update supersedes Topic 840, Leases. The core principle of Topic 842 is that a lessee should recognize the assets and liabilities that arise from leases. A lessee should recognize in the statement of financial position a liability to make lease payments (the lease liability) and a right-of-use asset representing its right to use the underlying asset for the lease term. For public companies, the amendments in this Update are effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. We are currently evaluating the impact of adopting ASU No. 2016-02 on our consolidated financial statements. In March 2016, the FASB issued ASU No. 2016-09, Compensation Stock Compensation, or ASU No. 2016-09. The areas for simplification in this Update involve several aspects of the accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. For public entities, the amendments in this Update are effective for annual periods beginning after December 15, 2016, and interim periods within those annual periods. Early adoption is permitted in any interim or annual period. If an entity early adopts the amendments in an interim period, any adjustments should be reflected as of the beginning of the fiscal year that includes that interim period. An entity that elects early adoption must adopt all of the amendments in the same period. Amendments related to the timing of when excess tax benefits are recognized, minimum statutory withholding requirements, forfeitures, and intrinsic value should be applied using a modified retrospective transition method by means of a cumulative-effect adjustment to equity as of the beginning of the period in which the guidance is adopted. Amendments related to the presentation of employee taxes paid on the statement of cash flows when an employer withholds shares to meet the minimum statutory withholding requirement should be applied retrospectively. Amendments requiring recognition of excess tax benefits and tax deficiencies in the income statement and the practical expedient for estimating expected term should be applied prospectively. An entity may elect to apply the amendments related to the presentation of excess tax benefits on the statement of cash flows using either a prospective transition method or a retrospective transition method. We are currently evaluating the impact of adopting ASU No. 2016-09 on our consolidated financial statements. |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value Disclosures [Text Block] | Note 3 - Fair Value Measurements The carrying amounts of our short-term financial instruments, which primarily include cash and cash equivalents, accounts receivable (billed and unbilled), and accounts payable, approximate their fair values due to their short-term maturities. We define fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants at the measurement date. We report assets and liabilities that are measured at fair value using a three-level fair value hierarchy that prioritizes the inputs used to measure fair value. This hierarchy maximizes the use of observable inputs and minimizes the use of unobservable inputs. The three levels of inputs used to measure fair value are as follows: • Level 1 Quoted prices in active markets for identical assets or liabilities. • Level 2 Observable inputs other than quoted prices included in Level 1, such as quoted prices for similar assets and liabilities in active markets; quoted prices for identical or similar assets and liabilities in markets that are not active; or other inputs that are observable or can be corroborated by observable market data. • Level 3 Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. This includes certain pricing models, discounted cash flow methodologies and similar techniques that use significant unobservable inputs. An asset’s or liability’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. At each reporting period, we perform a detailed analysis of our assets and liabilities that are measured at fair value. All assets and liabilities for which the fair value measurement is based on significant unobservable inputs or instruments which trade infrequently and therefore have little or no price transparency are classified as Level 3. We have segregated our financial assets and liabilities that are measured at fair value into the most appropriate level within the fair value hierarchy based on the inputs used to determine the fair value at the measurement date in the table below. We have no non-financial assets and liabilities that are measured at fair value on a recurring basis. Assets and Liabilities Measured at Fair Value on a Recurring Basis As of March 31, 2016 Level 1 Level 2 Level 3 Balance Assets Investment in money market funds (1) $ 6,434,907 $ - $ - $ 6,434,907 Total investment in money market funds $ 6,434,907 $ - $ - $ 6,434,907 Liabilities Current portion of derivative instruments related to stock purchase warrants $ - $ - $ 468,304 $ 468,304 Non-current portion of derivative instruments related to stock purchase warrants - - - - Total derivative instruments related to stock purchase warrants $ - $ - $ 468,304 $ 468,304 As of December 31, 2015 Level 1 Level 2 Level 3 Balance Assets Investment in money market funds (1) $ 6,430,561 $ - $ - $ 6,430,561 Total investment in money market funds $ 6,430,561 $ - $ - $ 6,430,561 Liabilities Current portion of derivative instruments related to stock purchase warrants $ - $ - $ 16,411 $ 16,411 Non-current portion of derivative instruments related to stock purchase warrants - - 491,791 491,791 Total derivative instruments related to stock purchase warrants $ - $ - $ 508,202 $ 508,202 (1) Included in cash and cash equivalents on the accompanying condensed consolidated balance sheets. As of March 31, 2016 the Company did not have any transfers between Level 1 and Level 2 assets. The following table sets forth a summary of changes in the fair value of the Company’s Level 3 liabilities for the three months ended March 31, 2016 and 2015: Balance as of Unrealized Balance as of December 31, (Gains) March 31, Description 2015 2016 2016 Derivative liabilities related to stock purchase warrants $ 508,202 $ (39,898) $ 468,304 Balance as of Unrealized Balance as of December 31, (Gains) March 31, Description 2014 2015 2015 Derivative liabilities related to stock purchase warrants $ 807,679 $ (338,245) $ 469,434 At March 31, 2016 and 2015, derivative liabilities are comprised of warrants to purchase 1,275,419 1,775,419 Quantitative Information about Level 3 Fair Value Measurements Fair Value at March 31, 2016 Valuation Technique Unobservable Inputs $ 468,304 Black-Scholes option pricing model Expected term Expected dividends Anticipated volatility Assets and Liabilities Measured at Fair Value on a Non-Recurring Basis The Company measures its long-lived assets, including, property and equipment and goodwill, at fair value on a non-recurring basis. These assets are recognized at fair value when they are deemed to be other-than-temporarily impaired. (See Note 2- Summary of Significant Accounting Policies |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies Disclosure [Text Block] | Note 4 - Commitments and Contingencies SIGA Litigation In December 2006, we filed a complaint against SIGA in the Delaware Court of Chancery. The complaint alleged, among other things, that we have the right to license exclusively the development and marketing rights for SIGA’s drug candidate, Tecovirimat, also known as ST-246 ® In September 2014, SIGA filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code in the U.S. Bankruptcy Court for the Southern District of New York (the “Bankruptcy Court”). SIGA’s petition for bankruptcy initiated a process whereby its assets were protected from creditors, including PharmAthene. In January 2015, after years of litigation, the Delaware Court of Chancery issued a Final Order and Judgment, finding that we are entitled to receive a lump sum award of $ 194.6 113.1 81.5 On December 23, 2015, the Delaware Supreme Court affirmed the Delaware Court of Chancery's decision as a result of which, with additional post-judgment interest, if calculated based on the original decision, would provide for an estimated total award of approximately $ 205 On April 8, 2016, the Bankruptcy Court entered an order confirming SIGA’s Plan effective April 12, 2016 which provides for among other things, the process by which SIGA may emerge from bankruptcy, which includes the process by which our Judgment may be satisfied. The Plan provides generally that we will receive, in full settlement and satisfaction of our claim, no later than 120 days plus another potential 90 days after March 23, 2016 (generally considered to be no later than October 19, 2016), one of the following, determined in SIGA’s sole discretion: (i) payment in full in cash of the unpaid balance of our claim plus interest; (ii) delivery to us of 100 (iii) such other treatment as may be mutually agreed upon in writing by SIGA and PharmAthene and approved by the Bankruptcy Court. If SIGA does not make its choice or satisfy the judgment in the manner in which it has chosen by October 19, 2016, we will receive 100 From and after the Effective date (April 12, 2016), SIGA will compute interest on the outstanding balance of the judgment and pay us in arrears monthly. The interest will be computed at a rate of 8.75%. If SIGA decides to extend the 120 day period by an additional 90 days, the interest will be computed at the Delaware judgment interest rate which is currently 6%. Under the Plan, we received an initial payment of $ 5 0.9 20 The description of the Plan provided above is a brief summary of the Plan, which includes numerous other conditions and substantive provisions relating to the operation of the business of SIGA. Copies of the Plan are available from the Bankruptcy Court. For a description of risks related to our ability to recognize value relating to this litigation, see the “ Risk Factors There can be no assurances if and when the Company will receive any additional payments from SIGA as a result of the Judgment. SIGA has indicated in filings with the Bankruptcy Court that it does not currently have cash sufficient to satisfy the award. It is also uncertain whether SIGA will have such cash in the future. Our ability to collect the Judgment depends upon a number of factors, including SIGA’s financial and operational success, which is subject to a number of significant risks and uncertainties (certain of which are outlined in SIGA’s filings with the SEC), as to which we have limited knowledge and which we have no ability to control, mitigate or fully evaluate. The Company has not recognized any potential proceeds from these actions in the financial statements to date. Government Contracting Payments to the Company on cost-plus-fee contracts are provisional. The accuracy and appropriateness of costs charged to U.S. Government contracts are subject to regulation, audit and possible disallowance by the Defense Contract Audit Agency (“DCAA”) and other government agencies such as the Biomedical Advanced Research and Development Authority ("BARDA"). Accordingly, costs billed or billable to U.S. Government customers are subject to potential adjustment upon audit by such agencies. We have agreed to rate provisions with DCAA for 2006, 2007 and 2008. In 2014, BARDA audited indirect costs or rates charged by us on the SparVax ® 5.8 BARDA has audited our 2014 costs related to the partial termination for convenience of the SparVax ® Changes in government policies, priorities or funding levels through agency or program budget reductions by the U.S. Congress or executive agencies could materially adversely affect the Company’s financial condition or results of operations. Furthermore, contracts with the U.S. Government may be terminated or suspended by the U.S. Government at any time, with or without cause. Such contract suspensions or terminations could result in unreimbursable expenses or charges or otherwise adversely affect the Company’s financial condition and/or results of operations. Registration Rights Agreements We entered into a Registration Rights Agreement with the investors who participated in the July 2009 private placement of convertible notes and related warrants. We subsequently filed two registration statements on Form S-3 with the Securities and Exchange Commission to register the resale of the shares issuable upon conversion of the convertible notes and exercise of the related warrants, which have been declared effective. We are obligated to maintain the registration statements effective until the date when such shares (and any other securities issued or issuable with respect to or in exchange for such shares) have been sold or are eligible for resale without restrictions under Rule 144. The convertible notes were converted or extinguished in 2010. The warrants expired on January 28, 2015. We have separate registration rights agreements with investors, under which we have obligations to keep the corresponding registration statements effective until the registrable securities (as defined in each agreement) have been sold, and under which we may have separate obligations to file registration statements in the future on either a demand or “piggy-back” basis or both. Under the terms of the convertible notes, which were converted or extinguished in 2010, if after the 2nd consecutive business day (other than during an allowable blackout period) on which sales of all of the securities required to be included on the registration statement cannot be made pursuant to the registration statement (a “Maintenance Failure”), we will be required to pay to each selling stockholder a one-time payment of 1.0 0.2 Following a Maintenance Failure, we will also be required to make to each selling stockholder monthly payments of 1.0 0.2 Leases We lease our office in Maryland under a 10 Year Lease Payments (1) 2016 $ 640,362 2017 356,911 $ 997,273 (1) Minimum payments have not been reduced by the minimum sublease rentals of $ 0.2 On September 2, 2015, the Company entered into a sublease agreement with a third party with respect to a portion of its leased office space at an amount less than the Company’s leased amount. Description Present Value at March 31, 2016 Accrued restructuring expenses - current $ 255,551 Accrued restructuring expenses - long term $ 43,809 License Agreements On July 6, 2015, we signed a license agreement with ImmunoVaccine Technologies (“IMV”) for the exclusive use of the DepoVax TM 210,000 200,000 |
Stockholders' Equity
Stockholders' Equity | 3 Months Ended |
Mar. 31, 2016 | |
Stockholders' Equity Note [Abstract] | |
Stockholders' Equity Note Disclosure [Text Block] | Note 5 - Stockholders’ Equity Stockholder Rights Plan On November 25, 2015, the Company’s Board of Directors adopted a stockholder rights plan (“Rights Plan”) in an effort to preserve the value of its net operating loss carryforwards (“NOLs”) under Section 382 of the Internal Revenue Code (the “Code”). The description and terms of the rights are set forth in a Section 382 Rights Agreement, dated as of November 25, 2015 (the “Section 382 Rights Agreement”), by and between the Company and Continental Stock Transfer & Trust Company, as Rights Agent. In connection with the adoption of the Rights Plan, on November 25, 2015 (the “Rights Dividend Declaration Date”), the Board declared a non-taxable dividend distribution of one share purchase right (“Right”) for each outstanding share of common stock to the Company's stockholders of record as of the close of business on December 9, 2015. The Section 382 Rights Plan is intended to act as a deterrent to any person (an “Acquiring Person”) acquiring (together with all affiliates and associates of such person) beneficial ownership of 4.99 Long-Term Incentive Plan In 2007, the Company’s stockholders approved the 2007 Long-Term Incentive Compensation Plan (the “2007 Plan”) which provides for the granting of incentive and non-qualified stock options, stock appreciation rights, performance units, restricted stock awards and performance bonuses (collectively “awards”) to Company officers and employees. Additionally, the 2007 Plan authorizes the granting of non-qualified stock options and restricted stock awards to Company directors and to independent consultants. In 2008, our stockholders approved amendments to the 2007 Plan, increasing from 3.5 4.6 16,900 186,957 46,250 10.3 3.6 Warrants At March 31, 2016 and 2015 there were warrants outstanding to purchase 1,422,781 1,922,781 Number of Common Shares Underlying Warrants As of March 31, 2016 Issue Date Exercise Price Expiration Date 100,778 (1) March 2007 $ 3.97 March 2017 903,996 (2) July 2010 $ 1.63 January 2017 371,423 (2) June 2011 $ 3.50 June 2016 46,584 (1) March 2012 $ 1.61 March 2022 1,422,781 (1) These warrants to purchase common stock are classified as equity. (2) These warrants to purchase common stock are classified as derivative liabilities. The fair value of these liabilities (See Note 3 Fair Value Measurements |
Financing Transactions
Financing Transactions | 3 Months Ended |
Mar. 31, 2016 | |
Debt Disclosure [Abstract] | |
Additional Financial Information Disclosure [Text Block] | Note 6 Financing Transactions Controlled Equity Offering On March 25, 2013, we entered into a controlled equity offering sales agreement with a sales agent, and filed with the SEC a prospectus supplement, dated March 25, 2013 to our prospectus dated July 27, 2011, or the 2011 Prospectus, pursuant to which we could offer and sell, from time to time, through the agent shares of our common stock having an aggregate offering price of up to $ 15.0 On May 23, 2014, we entered into an amendment, or the 2014 Amendment, to the controlled equity offering sales agreement with the sales agent, pursuant to which we may offer and sell, from time to time, through the agent shares of our common stock having an aggregate offering price of up to an additional $ 15.0 Under the controlled equity offering sales agreement, as amended, the agent may sell shares by any method permitted by law and deemed to be an “at-the-market” offering as defined in Rule 415 promulgated under the Securities Act of 1933, as amended, including sales made directly on NYSE MKT, or any other existing trading market for our common stock or to or through a market maker. Subject to the terms and conditions of that agreement, the agent will use commercially reasonable efforts, consistent with its normal trading and sales practices and applicable state and federal law, rules and regulations and the rules of NYSE MKT, to sell shares from time to time based upon our instructions. We are not obligated to sell any shares under the arrangement. We are obligated to pay the agent a commission of 3.0 As of March 31, 2016, shares having an aggregate offering price of $ 3.0 |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2016 | |
Subsequent Events [Abstract] | |
Subsequent Events [Text Block] | Note 7 Subsequent Events On April 8, 2016, the U.S. Bankruptcy Court for the Southern District of New York approved the Plan that lays out the terms and conditions under which SIGA will exit from bankruptcy, effective April 12, 2016. The Plan was negotiated between SIGA and the Statutory Creditor's Committee of which PharmAthene is a member. We received a $ 5 0.9 208 |
Summary of Significant Accoun14
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2016 | |
Accounting Policies [Abstract] | |
Basis of Accounting, Policy [Policy Text Block] | Basis of Presentation Our unaudited condensed consolidated financial statements include the accounts of PharmAthene, Inc. and its wholly-owned subsidiary. All significant intercompany transactions and balances have been eliminated in consolidation. Our unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“U.S. GAAP”). In the opinion of management, the accompanying unaudited condensed consolidated financial statements include all adjustments, consisting of normal recurring adjustments, which are necessary to present fairly our financial position, results of operations and cash flows. The condensed consolidated balance sheet at December 31, 2015 has been derived from audited consolidated financial statements at that date. The interim results of operations are not necessarily indicative of the results that may occur for the full fiscal year. Certain information and footnote disclosure normally included in the financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to instructions, rules and regulations prescribed by the U.S. Securities and Exchange Commission (the “SEC”). We believe that the disclosures provided herein are adequate to make the information presented not misleading when these unaudited condensed consolidated financial statements are read in conjunction with the Consolidated Financial Statements and Notes included in our Annual Report on Form 10-K for the year ended December 31, 2015, filed with the SEC. We currently operate in one business segment. |
Use of Estimates, Policy [Policy Text Block] | Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Our unaudited condensed consolidated financial statements include significant estimates for our share-based compensation and the value of our financial instruments, among other things. Because of the use of estimates inherent in the financial reporting process, actual results could differ significantly from those estimates. |
Foreign Currency Transactions and Translations Policy [Policy Text Block] | Foreign Currency Translation The functional currency of our wholly owned foreign subsidiary, PharmAthene UK Limited, is its local currency. Assets and liabilities of our foreign subsidiary are translated into United States dollars based on exchange rates at the end of the reporting period. Income and expense items are translated at the weighted average exchange rates prevailing during the reporting period. Translation adjustments for subsidiaries that have not been sold, substantially liquidated or otherwise disposed of, are accumulated in other comprehensive loss, a component of stockholders’ equity. Transaction gains or losses are included in the determination of net loss. In June 2015, we substantially liquidated PharmAthene UK Limited, which we had acquired in 2008. Prior to substantially liquidating the UK subsidiary, currency fluctuations were recorded as foreign currency translation adjustments, a component of other comprehensive income. |
Cash and Cash Equivalents, Policy [Policy Text Block] | Cash and Cash Equivalents Cash and cash equivalents are stated at market value which approximates market value and include investments in money market funds with financial institutions which are stated at market value. The Company maintains cash balances with financial institutions in excess of insured limits. The Company does not anticipate any losses on such cash balances. |
Major Customers, Policy [Policy Text Block] | Significant Customers and Accounts Receivable Our primary customer is NIAID. As of March 31, 2016 and December 31, 2015, the Company’s receivable balances (both billed and unbilled) were comprised solely of receivables from NIAID. |
Goodwill and Intangible Assets, Goodwill, Policy [Policy Text Block] | Goodwill Goodwill represents the excess of purchase price over the fair value of net identifiable assets associated with acquisitions. We review the recoverability of goodwill annually at the end of our fiscal year and whenever events or changes in circumstances indicate that it is more likely than not that impairment exists. Recoverability of goodwill is reviewed by comparing our market value (as measured by our stock price multiplied by the number of outstanding shares as of the end of the year) to the net book value of our equity. If our market value exceeds our net book value, no further analysis is required. We completed our annual impairment assessment of goodwill on December 31, 2015 and determined that there was no impairment as of that date. Changes in our business strategy or adverse changes in market conditions could impact the impairment analyses and require the recognition of an impairment charge equal to the excess of the carrying value over its estimated fair value. |
Accrued Restructuring [Policy Text Block] | Accrued Restructuring Expense Balance as of Balance as of December 31, Paid Amortized March 31, Description 2015 2016 2016 2016 Accrued severance expense $ 131,822 $ 131,822 $ - $ - Accrued sublease expense 358,769 - 59,409 299,360 Total accrued restructuring expense $ 490,591 $ 131,822 $ 59,409 $ 299,360 |
Fair Value of Financial Instruments, Policy [Policy Text Block] | Fair Value of Financial Instruments Our financial instruments, and/or embedded features contained in those instruments, often are classified as derivative liabilities and are recorded at their fair values. The determination of fair value of these instruments and features requires estimates and judgments. Some of our stock purchase warrants are considered to be derivative liabilities due to the presence of net settlement features and/or non-standard anti-dilution provisions; the fair value of our warrants is determined based on the Black-Scholes option pricing model. Use of the Black-Scholes option pricing model requires the use of unobservable inputs such as the expected term, anticipated volatility and expected dividends. See Note 3- Fair Value Measurements |
Revenue Recognition, Policy [Policy Text Block] | Revenue Recognition We generate our revenue from cost-plus-fee contracts and in the past, have generated revenue from fixed price contracts. Revenues on cost-plus-fee contracts are recognized in an amount equal to the costs incurred during the period plus an estimate of the applicable fee earned. The estimate of the applicable fee earned is determined by reference to the contract: if the contract defines the fee in terms of risk-based milestones and specifies the fees to be earned upon the completion of each milestone, then the fee is recognized when the related milestones are earned, as further described below; otherwise, we estimate the fee earned in a given period by using a proportional performance method based on costs incurred during the period as compared to total estimated project costs and application of the resulting fraction to the total project fee specified in the contract. Under the milestone method of revenue recognition, milestone payments (including milestone payments for fees) contained in research and development arrangements are recognized as revenue when: (i) the milestones are achieved; (ii) no further performance obligations with respect to the milestone exist; (iii) collection is reasonably assured; and (iv) substantive effort was necessary to achieve the milestone. Milestones are considered substantive if all of the following conditions are met: • it is commensurate with either our performance to meet the milestone or the enhancement of the value of the delivered item or items as a result of a specific outcome resulting from our performance to achieve the milestone, • it relates solely to past performance, and • the value of the milestone is reasonable relative to all the deliverables and payment terms (including other potential milestone consideration) within the arrangement. If a milestone is deemed not to be substantive, the Company recognizes the portion of the milestone payment as revenue that correlates to work already performed using the proportional performance method; the remaining portion of the milestone payment is deferred and recognized as revenue as the Company completes its performance obligations. Revenue on fixed price contracts (without substantive milestones as described above) is recognized on the percentage-of-completion method. The percentage-of-completion method recognizes income as the contract progresses (generally related to the costs incurred in providing the services required under the contract). The use of the percentage-of-completion method depends on the ability to make reasonable dependable estimates and the fact that circumstances may necessitate frequent revision of estimates does not indicate that the estimates are unreliable for the purpose for which they are used. As a result of our revenue recognition policies and the billing provisions contained in our contracts, the timing of customer billings may differ from the timing of recognizing revenue. Amounts invoiced to customers in excess of revenue recognized are reflected on the balance sheet as deferred revenue. Amounts recognized as revenue in excess of amounts billed to customers are reflected on the balance sheet as unbilled accounts receivable. Upon notice of termination of a contract from the government, all related termination costs are expensed. If there is assurance that collection is reasonably assured, then revenue is taken as if the contract was a cost-plus-fee contract. |
Collaborative Arrangement, Accounting Policy [Policy Text Block] | Collaborative Arrangements Even though most of our products are being developed in conjunction with support by the U.S. Government, we are an active participant in that development, with exposure to significant risks and rewards of commercialization relating to the development of these pipeline products. In collaborations where we are deemed to be the principal participant of the collaboration, we recognize costs and revenues generated from third parties using the gross basis of accounting; otherwise, we use the net basis of accounting. Cost paid to us by other collaborative arrangement members are recognized pursuant to their terms. |
Research and Development Expense, Policy [Policy Text Block] | Research and Development Research and development costs are expensed as incurred; up-front payments are deferred and expensed as performance occurs. Research and development costs include salaries, facilities expense, overhead expenses, material and supplies, preclinical expense, clinical trials and related clinical manufacturing expenses, share-based compensation expense, contract services and other outside services. |
Share-based Compensation, Option and Incentive Plans Policy [Policy Text Block] | Share-Based Compensation We expense the estimated fair value of share-based awards granted to employees, non-employee directors and consultants under our stock compensation plans. The fair value of stock options granted to employees and non-employee directors is determined at the grant date using the Black-Scholes option pricing model, which considers, among other factors, the expected life of the award and the expected volatility of our stock price. The value of the award that is ultimately expected to vest is recognized as expense on a straight line basis over the requisite service period. The fair value of stock options granted to consultants is determined at the grant date using the Black-Scholes option pricing model and remeasured at each quarterly reporting date over their requisite service period. The value of the award that is ultimately expected to vest is recognized as expense on a straight line basis over the requisite service period. The fair value of restricted stock grants granted to employees and non-employee directors is determined based on the closing price of our common stock on the award date and is recognized as expense ratably over the requisite service period. The fair value of restricted stock grants granted to consultants is determined based on the closing price of our common stock on the award date, is remeasured at each quarterly reporting date and is recognized as expense ratably over the requisite service period. Employee share-based compensation expense recognized in the three months ended March 31, 2016 and 2015 was calculated based on awards ultimately expected to vest and has been reduced for estimated forfeitures at a rate of approximately 12 Three months ended March 31, 2016 2015 Research and development $ 29,293 $ 60,735 General and administrative 152,633 192,633 Restructuring benefit - (53,741) Total share-based compensation expense $ 181,926 $ 199,627 As a result of the restructuring and termination of employees, during the three months ended March 31, 2015, we recognized approximately $ 75,000 129,000 53,741 During the three months ended March 31, 2016, we made no stock option or restricted stock grants. During the three months ended March 31, 2015, we granted 12,000 117,500 1.0 1.9 |
Income Tax, Policy [Policy Text Block] | Income Taxes We account for income taxes using the asset and liability approach, which requires the recognition of future tax benefits or liabilities on the temporary differences between the financial reporting and tax bases of our assets and liabilities. A valuation allowance is established when necessary to reduce deferred tax assets to the amounts expected to be realized. We also recognize a tax benefit from uncertain tax positions only if it is “more likely than not” that the position is sustainable based on its technical merits. Our policy is to recognize interest and penalties on uncertain tax positions as a component of income tax expense. As of March 31, 2016, we had recognized a full valuation allowance since the likelihood of realization of our tax deferred assets does not meet the more likely than not threshold. Income tax expense was $ 0.02 |
Basic and Diluted Net Loss Per Share, policy [Policy Text Block] | Basic and Diluted Net Loss Per Share Income (loss) per share: Basic income (loss) per share is computed by dividing consolidated net income (loss) by the weighted average number of common shares outstanding during the period, excluding unvested restricted stock. For periods of net income when the effects are not anti-dilutive, diluted earnings per share is computed by dividing our net income by the weighted average number of shares outstanding and the impact of all potentially dilutive common shares, consisting primarily of stock options, unvested restricted stock and stock purchase warrants. The dilutive impact of our potentially dilutive common shares resulting from stock options and stock purchase warrants is determined by applying the treasury stock method. For periods of net loss, diluted loss per share is calculated similarly to basic loss per share because the impact of all potentially dilutive common shares is anti-dilutive due to the net losses. A total of approximately 6.2 4.9 |
Recent Accounting Pronouncements, Policy [Policy Text Block] | Recent Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers (Topic 606) (“ASU No. 2014-09”). ASU No. 2014-09 supersedes the previous revenue recognition requirements, along with most existing industry-specific guidance. The guidance requires an entity to review contracts in five steps: 1) identify the contract, 2) identify performance obligations, 3) determine the transaction price, 4) allocate the transaction price, and 5) recognize revenue. The new standard will result in enhanced disclosures regarding the nature, amount, timing, and uncertainty of revenue arising from contracts with customers. In August 2015, the FASB issued guidance approving a one-year deferral, making the standard effective for reporting periods beginning after December 15, 2017, with early adoption permitted only for reporting periods beginning after December 15, 2016. In March 2016, the FASB issued guidance to clarify the implementation guidance on principal versus agent considerations for reporting revenue gross rather than net, with the same deferred effective date. In April 2016, the FASB issued guidance to clarify the identification of performance obligations and licensing arrangements. The Company has not determined the impact of adopting ASU No. 2014-09 on our consolidated financial statements and currently plan to complete our evaluation by late 2017. In August 2014, the FASB issued ASU No. 2014-15, Presentation of Financial Statements, Going Concern (Subtopic 205-40) which requires management to evaluate on a regular basis whether any conditions or events have arisen that could raise substantial doubt about the entity's ability to continue as a going concern. The guidance 1) provides a definition for the term “substantial doubt,” 2) requires an evaluation every reporting period, interim periods included, 3) provides principles for considering the mitigating effect of management's plans to alleviate the substantial doubt, 4) requires certain disclosures if the substantial doubt is alleviated as a result of management's plans, 5) requires an express statement, as well as other disclosures, if the substantial doubt is not alleviated, and 6) requires an assessment period of one year from the date the financial statements are issued. The standard is effective for the annual reporting period beginning after December 31, 2016. Early adoption is permitted. The Company is currently evaluating the impact, if any, that this new accounting pronouncement will have on its financial statements. In April 2015, the FASB issued ASU No. 2015-05, Intangibles, Goodwill and Other Internal-Use Software which includes guidance as to whether a cloud computing arrangement (e.g., software as a service, platform as a service, infrastructure as a service, and other similar hosting arrangements) includes a software license and, based on that determination, how to account for such arrangements. If a cloud computing arrangement includes a software license, then the customer should account for the software license element of the arrangement consistent with the acquisition of other software licenses. If a cloud computing arrangement does not include a software license, the customer should account for the arrangement as a service contract. The guidance is effective for reporting periods beginning after December 15, 2015, and can be adopted on either a prospective or retrospective basis. The Company adopted this guidance for the year ended December 31, 2016, on a prospective basis. The adoption of this new guidance did not have a material impact on the Company's financial statements. In November 2015, the FASB issued ASU No. 2015-17, Income Taxes, or ASU No. 2015-17. To simplify the presentation of deferred income taxes, the amendments in this update require that deferred tax liabilities and assets be classified as noncurrent in a classified statement of financial position. The amendments in this Update apply to all entities that present a classified statement of financial position. The current requirement that deferred tax liabilities and assets of a tax-paying component of an entity be offset and presented as a single amount is not affected by the amendments in this Update. The amendments in this Update are effective for financial statements issued for annual periods beginning after December 15, 2016, and interim periods within those annual periods. Earlier application is permitted. The amendments in this Update may be applied either prospectively to all deferred tax liabilities and assets or retrospectively to all periods presented. We are currently evaluating the impact of adopting ASU No. 2015-17 on our consolidated financial statements. In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) to increase transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. Topic 842 affects any entity that enters into a lease, with some specified scope exemptions. The guidance in this Update supersedes Topic 840, Leases. The core principle of Topic 842 is that a lessee should recognize the assets and liabilities that arise from leases. A lessee should recognize in the statement of financial position a liability to make lease payments (the lease liability) and a right-of-use asset representing its right to use the underlying asset for the lease term. For public companies, the amendments in this Update are effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. We are currently evaluating the impact of adopting ASU No. 2016-02 on our consolidated financial statements. In March 2016, the FASB issued ASU No. 2016-09, Compensation Stock Compensation, or ASU No. 2016-09. The areas for simplification in this Update involve several aspects of the accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. For public entities, the amendments in this Update are effective for annual periods beginning after December 15, 2016, and interim periods within those annual periods. Early adoption is permitted in any interim or annual period. If an entity early adopts the amendments in an interim period, any adjustments should be reflected as of the beginning of the fiscal year that includes that interim period. An entity that elects early adoption must adopt all of the amendments in the same period. Amendments related to the timing of when excess tax benefits are recognized, minimum statutory withholding requirements, forfeitures, and intrinsic value should be applied using a modified retrospective transition method by means of a cumulative-effect adjustment to equity as of the beginning of the period in which the guidance is adopted. Amendments related to the presentation of employee taxes paid on the statement of cash flows when an employer withholds shares to meet the minimum statutory withholding requirement should be applied retrospectively. Amendments requiring recognition of excess tax benefits and tax deficiencies in the income statement and the practical expedient for estimating expected term should be applied prospectively. An entity may elect to apply the amendments related to the presentation of excess tax benefits on the statement of cash flows using either a prospective transition method or a retrospective transition method. We are currently evaluating the impact of adopting ASU No. 2016-09 on our consolidated financial statements. |
Summary of Significant Accoun15
Summary of Significant Accounting Policies (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Accounting Policies [Abstract] | |
Schedule of Restructuring Reserve by Type of Cost [Table Text Block] | Accrued restructuring expense as of March 31, 2016 is as follows: Balance as of Balance as of December 31, Paid Amortized March 31, Description 2015 2016 2016 2016 Accrued severance expense $ 131,822 $ 131,822 $ - $ - Accrued sublease expense 358,769 - 59,409 299,360 Total accrued restructuring expense $ 490,591 $ 131,822 $ 59,409 $ 299,360 |
Schedule of Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Table Text Block] | Share-based compensation expense for the three months ended March 31, 2016 and 2015 was as follows: Three months ended March 31, 2016 2015 Research and development $ 29,293 $ 60,735 General and administrative 152,633 192,633 Restructuring benefit - (53,741) Total share-based compensation expense $ 181,926 $ 199,627 |
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 [Table Text Block] | The following table represents the Company’s fair value hierarchy for its financial assets and liabilities measured at fair value on a recurring basis: As of March 31, 2016 Level 1 Level 2 Level 3 Balance Assets Investment in money market funds (1) $ 6,434,907 $ - $ - $ 6,434,907 Total investment in money market funds $ 6,434,907 $ - $ - $ 6,434,907 Liabilities Current portion of derivative instruments related to stock purchase warrants $ - $ - $ 468,304 $ 468,304 Non-current portion of derivative instruments related to stock purchase warrants - - - - Total derivative instruments related to stock purchase warrants $ - $ - $ 468,304 $ 468,304 As of December 31, 2015 Level 1 Level 2 Level 3 Balance Assets Investment in money market funds (1) $ 6,430,561 $ - $ - $ 6,430,561 Total investment in money market funds $ 6,430,561 $ - $ - $ 6,430,561 Liabilities Current portion of derivative instruments related to stock purchase warrants $ - $ - $ 16,411 $ 16,411 Non-current portion of derivative instruments related to stock purchase warrants - - 491,791 491,791 Total derivative instruments related to stock purchase warrants $ - $ - $ 508,202 $ 508,202 (1) Included in cash and cash equivalents on the accompanying condensed consolidated balance sheets. |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Table Text Block] | The following table sets forth a summary of changes in the fair value of the Company’s Level 3 liabilities for the three months ended March 31, 2016 and 2015: Balance as of Unrealized Balance as of December 31, (Gains) March 31, Description 2015 2016 2016 Derivative liabilities related to stock purchase warrants $ 508,202 $ (39,898) $ 468,304 Balance as of Unrealized Balance as of December 31, (Gains) March 31, Description 2014 2015 2015 Derivative liabilities related to stock purchase warrants $ 807,679 $ (338,245) $ 469,434 |
Fair Value Inputs, Liabilities, Quantitative Information [Table Text Block] | Quantitative Information about Level 3 Fair Value Measurements Fair Value at March 31, 2016 Valuation Technique Unobservable Inputs $ 468,304 Black-Scholes option pricing model Expected term Expected dividends Anticipated volatility |
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 [Table Text Block] | Remaining annual minimum payments are as follows: Year Lease Payments (1) 2016 $ 640,362 2017 356,911 $ 997,273 (1) Minimum payments have not been reduced by the minimum sublease rentals of $ 0.2 |
Other Liabilities [Table Text Block] | Description Present Value at March 31, 2016 Accrued restructuring expenses - current $ 255,551 Accrued restructuring expenses - long term $ 43,809 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Stockholders' Equity Note [Abstract] | |
Schedule of Stockholders' Equity Note, Warrants or Rights [Table Text Block] | The warrants outstanding as of March 31, 2016, all of which are exercisable, were as follows: Number of Common Shares Underlying Warrants As of March 31, 2016 Issue Date Exercise Price Expiration Date 100,778 (1) March 2007 $ 3.97 March 2017 903,996 (2) July 2010 $ 1.63 January 2017 371,423 (2) June 2011 $ 3.50 June 2016 46,584 (1) March 2012 $ 1.61 March 2022 1,422,781 (1) These warrants to purchase common stock are classified as equity. (2) These warrants to purchase common stock are classified as derivative liabilities. The fair value of these liabilities (See Note 3 Fair Value Measurements |
Business and Liquidity (Details
Business and Liquidity (Details Textual) - USD ($) | 1 Months Ended | 2 Months Ended | 3 Months Ended | ||||
Apr. 30, 2016 | May. 31, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 09, 2014 | |
Restructuring Cost and Reserve [Line Items] | |||||||
Cash and Cash Equivalents, at Carrying Value, Total | $ 14,235,621 | $ 15,569,813 | $ 15,724,956 | $ 18,643,351 | |||
Billed And Unbilled Accounts Receivable Net | 1,400,000 | ||||||
Liabilities, Current, Total | 2,640,111 | $ 2,179,441 | |||||
Initial Fund Value | $ 5,200,000 | ||||||
Additional Fund Value | $ 4,900,000 | ||||||
Litigation Settlement, Amount | 208,000,000 | ||||||
Total Value Of Contracts With Government | 28,100,000 | ||||||
SIGA Technologies Inc [Member] | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Litigation Settlement, Amount | $ 208,000,000 | ||||||
SIGA Technologies Inc [Member] | Subsequent Event [Member] | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Proceeds From interest On Legal Settlement Claims | $ 900,000 | ||||||
Proceeds from Legal Settlements | $ 5,000,000 |
Summary of Significant Accoun20
Summary of Significant Accounting Policies (Details) | 3 Months Ended |
Mar. 31, 2016USD ($) | |
Restructuring Cost and Reserve [Line Items] | |
Balance as of December 31, 2015 | $ 490,591 |
Paid | 131,822 |
Amortized | 59,409 |
Balance as of March 31, 2016 | 299,360 |
Employee Severance [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Balance as of December 31, 2015 | 131,822 |
Paid | 131,822 |
Amortized | 0 |
Balance as of March 31, 2016 | 0 |
Sublease Expenses [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Balance as of December 31, 2015 | 358,769 |
Paid | 0 |
Amortized | 59,409 |
Balance as of March 31, 2016 | $ 299,360 |
Summary of Significant Accoun21
Summary of Significant Accounting Policies (Details 1) - USD ($) | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Allocated Share-based Compensation Expense | $ 181,926 | $ 199,627 |
Research and development [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Allocated Share-based Compensation Expense | 29,293 | 60,735 |
General and administrative [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Allocated Share-based Compensation Expense | 152,633 | 192,633 |
Restructuring benefit [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Allocated Share-based Compensation Expense | $ 0 | $ (53,741) |
Summary of Significant Accoun22
Summary of Significant Accounting Policies (Details Textual) - USD ($) | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Significant Accounting Policies [Line Items] | ||
Share Based Compensation Extension Of Exercise Period | $ 75,000 | |
Share Based Compensation Reversal From Stock Option Forfeitures | 129,000 | |
Share Based Compensation Reversal Net | $ 53,741 | |
Share Based Compensation Arrangement By Share Based Payment Award Restricted Stock Units Granted In Period | 117,500 | |
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Total | $ 1,000,000 | |
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 1 year 10 months 24 days | |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 6,200,000 | 4,900,000 |
Current Income Tax Expense (Benefit), Total | $ 20,000 | $ 20,000 |
Percentage Of Share Based Compensation Forfeitures | 12.00% | 12.00% |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 0 | 12,000 |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - USD ($) | Mar. 31, 2016 | Dec. 31, 2015 | |
Liabilities | |||
Non-current portion of derivative instruments related to stock purchase warrants | $ 0 | $ 491,791 | |
Total derivative instruments related to stock purchase warrants | 468,304 | ||
Fair Value, Measurements, Recurring [Member] | |||
Assets | |||
Investment in money market funds | [1] | 6,434,907 | 6,430,561 |
Total investment in money market funds | 6,434,907 | 6,430,561 | |
Liabilities | |||
Current portion of derivative instruments related to stock purchase warrants | 468,304 | 16,411 | |
Non-current portion of derivative instruments related to stock purchase warrants | 0 | 491,791 | |
Total derivative instruments related to stock purchase warrants | 468,304 | 508,202 | |
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | |||
Assets | |||
Investment in money market funds | [1] | 6,434,907 | 6,430,561 |
Total investment in money market funds | 6,434,907 | 6,430,561 | |
Liabilities | |||
Current portion of derivative instruments related to stock purchase warrants | 0 | 0 | |
Non-current portion of derivative instruments related to stock purchase warrants | 0 | 0 | |
Total derivative instruments related to stock purchase warrants | 0 | 0 | |
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | |||
Assets | |||
Investment in money market funds | [1] | 0 | 0 |
Total investment in money market funds | 0 | 0 | |
Liabilities | |||
Current portion of derivative instruments related to stock purchase warrants | 0 | 0 | |
Non-current portion of derivative instruments related to stock purchase warrants | 0 | 0 | |
Total derivative instruments related to stock purchase warrants | 0 | 0 | |
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | |||
Assets | |||
Investment in money market funds | [1] | 0 | 0 |
Total investment in money market funds | 0 | 0 | |
Liabilities | |||
Current portion of derivative instruments related to stock purchase warrants | 468,304 | 16,411 | |
Non-current portion of derivative instruments related to stock purchase warrants | 0 | 491,791 | |
Total derivative instruments related to stock purchase warrants | $ 468,304 | $ 508,202 | |
[1] | Included in cash and cash equivalents on the accompanying condensed consolidated balance sheets. |
Fair Value Measurements (Deta24
Fair Value Measurements (Details 1) - USD ($) | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Unrealized (Gains) | $ (39,898) | $ (338,245) |
Ending Balance | 468,304 | |
Fair Value, Inputs, Level 3 [Member] | Warrant [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Beginning Balance | 508,202 | 807,679 |
Unrealized (Gains) | (39,898) | (338,245) |
Ending Balance | $ 468,304 | $ 469,434 |
Fair Value Measurements (Deta25
Fair Value Measurements (Details 2) | Mar. 31, 2016USD ($) |
Fair Value Measurements [Line Items] | |
Derivatives | $ 468,304 |
Fair Value Measurements (Deta26
Fair Value Measurements (Details Textual) - shares | Mar. 31, 2016 | Mar. 31, 2015 |
Derivative Liabilities [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Fair Value Measurements [Line Items] | ||
Class of Warrant or Right, Outstanding | 1,275,419 | 1,775,419 |
Commitments and Contingencies27
Commitments and Contingencies (Details) | Mar. 31, 2016USD ($) | [1] |
Commitment And Contingencies [Line Items] | ||
2,016 | $ 640,362 | |
2,017 | 356,911 | |
Operating Leases, Future Minimum Payments Due, Total | $ 997,273 | |
[1] | Minimum payments have not been reduced by the minimum sublease rentals of $0.2 million due in the future under noncancellable subleases. |
Commitments and Contingencies28
Commitments and Contingencies (Details 1) | Mar. 31, 2016USD ($) |
Commitment And Contingencies [Line Items] | |
Accrued restructuring expenses - current | $ 255,551 |
Accrued restructuring expenses - long term | $ 43,809 |
Commitments and Contingencies29
Commitments and Contingencies (Details Textual) - USD ($) | Apr. 13, 2016 | Apr. 30, 2016 | Dec. 23, 2015 | Jan. 31, 2015 | May. 31, 2016 | Mar. 31, 2016 | Oct. 24, 2016 | Jul. 06, 2015 | Mar. 31, 2015 |
Commitment And Contingencies [Line Items] | |||||||||
Loss Contingency, Estimate of Possible Loss | $ 113,100,000 | ||||||||
Loss Contingency, Damages Awarded, Value | 194,600,000 | ||||||||
Litigation Settlement, Expense | $ 81,500,000 | ||||||||
Maximum Amount Of Reimbursement | $ 210,000 | ||||||||
Annual License Payment | $ 200,000 | ||||||||
Warrant Expiration Date | Jan. 28, 2015 | ||||||||
Percentage Of Common Stock Delivered | 100.00% | ||||||||
Litigation Settlement Interest | $ 205,000,000 | ||||||||
Government Contract Receivable, Progress Payments Offset | $ 5,800,000 | ||||||||
Operating Lease Term | 10 years | ||||||||
Operating Leases, Rent Expense, Sublease Rentals | $ 200,000 | ||||||||
SIGA Technologies Inc [Member] | Subsequent Event [Member] | |||||||||
Commitment And Contingencies [Line Items] | |||||||||
Proceeds from Legal Settlements | $ 5,000,000 | ||||||||
Loss Contingency, Damages Sought, Value | $ 20,000,000 | ||||||||
Loss Contingency, Percentage Of Common Stock Receivable by Plaintiff | 100.00% | ||||||||
Legal Settlement Claim, Interest Rate Description | The interest will be computed at a rate of 8.75%. If SIGA decides to extend the 120 day period by an additional 90 days, the interest will be computed at the Delaware judgment interest rate which is currently 6%. | ||||||||
Proceeds From interest On Legal Settlement Claims | $ 900,000 | ||||||||
Group Three [Member] | |||||||||
Commitment And Contingencies [Line Items] | |||||||||
Percentage Of Aggregate Principal Amount Redemption | 1.00% | ||||||||
Notes Payable Aggregate Principal Repayment Amount | $ 200,000 | ||||||||
Group Four [Member] | |||||||||
Commitment And Contingencies [Line Items] | |||||||||
Percentage Of Aggregate Principal Amount Redemption | 1.00% | ||||||||
Notes Payable Aggregate Principal Repayment Amount | $ 200,000 |
Stockholders' Equity (Details)
Stockholders' Equity (Details) - $ / shares | 3 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |||
Number of Common Shares Underlying Warrants | 1,422,781 | 1,922,781 | |
Expiration Date | Jan. 28, 2015 | ||
3.97 [Member] | Warrant [Member] | |||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |||
Number of Common Shares Underlying Warrants | [1] | 100,778 | |
Issue Date | Mar. 1, 2007 | ||
Exercise Price | $ 3.97 | ||
Expiration Date | Mar. 1, 2017 | ||
1.63 [Member] | Derivative Instrument Warrants [Member] | |||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |||
Number of Common Shares Underlying Warrants | [2] | 903,996 | |
Issue Date | Jul. 1, 2010 | ||
Exercise Price | $ 1.63 | ||
Expiration Date | Jan. 1, 2017 | ||
3.50 [Member] | Derivative Instrument Warrants [Member] | |||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |||
Number of Common Shares Underlying Warrants | [2] | 371,423 | |
Issue Date | Jun. 1, 2011 | ||
Exercise Price | $ 3.50 | ||
Expiration Date | Jun. 1, 2016 | ||
1.61 [Member] | Warrant [Member] | |||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |||
Number of Common Shares Underlying Warrants | [1] | 46,584 | |
Issue Date | Mar. 1, 2012 | ||
Exercise Price | $ 1.61 | ||
Expiration Date | Mar. 1, 2022 | ||
[1] | These warrants to purchase common stock are classified as equity. | ||
[2] | These warrants to purchase common stock are classified as derivative liabilities. The fair value of these liabilities (See Note 3 Fair Value Measurements) is remeasured at the end of every reporting period and the change in fair value is reported in the unaudited condensed consolidated statements of operations as other income (expense). |
Stockholders' Equity (Details T
Stockholders' Equity (Details Textual) - shares | 3 Months Ended | |||
Mar. 31, 2016 | Nov. 25, 2015 | Mar. 31, 2015 | Dec. 31, 2008 | |
Stockholders Equity [Line Items] | ||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 1,422,781 | 1,922,781 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 46,250 | |||
Beneficial Ownership Percentage Held By Affiliates | 4.99% | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Forfeitures and Expirations in Period, Total | 186,957 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | 16,900 | |||
Additional Amount to Declare Stockholder as an Acquiring Person Percentage | 0.50% | |||
2007 Long Term Incentive Plan [Member] | ||||
Stockholders Equity [Line Items] | ||||
Common Stock, Capital Shares Reserved for Future Issuance | 3,500,000 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 10,300,000 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant | 3,600,000 | |||
2007 Long Term Incentive Plan [Member] | Maximum [Member] | ||||
Stockholders Equity [Line Items] | ||||
Common Stock, Capital Shares Reserved for Future Issuance | 4,600,000 |
Financing Transactions (Details
Financing Transactions (Details Textual) - USD ($) $ in Millions | Mar. 31, 2016 | May. 23, 2014 | Mar. 25, 2013 |
Equity Offering [Member] | |||
Equity Offering [Line Items] | |||
Maximum Value Of Stocks Issuable Under Stock Offering | $ 15 | ||
Commissions Owed To Sales Agent Expressed As Percentage Of Aggregate Gross Proceeds From Each Sale Of Shares | 3.00% | ||
Remaining Value Of Stock Issuable Under Stock Offering | $ 3 | ||
Amendment to the Controlled Equity Offering [Member] | |||
Equity Offering [Line Items] | |||
Maximum Value Of Stocks Issuable Under Stock Offering | $ 15 |
Subsequent Events (Details Text
Subsequent Events (Details Textual) - USD ($) $ in Millions | 1 Months Ended | 2 Months Ended | 3 Months Ended |
Apr. 30, 2016 | May. 31, 2016 | Mar. 31, 2016 | |
Litigation Settlement, Amount | $ 208 | ||
SIGA Technologies Inc [Member] | |||
Litigation Settlement, Amount | $ 208 | ||
SIGA Technologies Inc [Member] | Subsequent Event [Member] | |||
Proceeds from Legal Settlements | $ 5 | ||
Proceeds From interest On Legal Settlement Claims | $ 0.9 |