Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Mar. 24, 2015 | Jun. 30, 2014 | |
Document and Entity Information | |||
Entity Registrant Name | NephroGenex, Inc. | ||
Entity Central Index Key | 1338095 | ||
Document Type | 10-K | ||
Document Period End Date | 31-Dec-14 | ||
Amendment Flag | FALSE | ||
Current Fiscal Year End Date | -19 | ||
Entity Filer Category | Smaller Reporting Company | ||
Entity Common Stock, Shares Outstanding | 8,863,614 | ||
Document Fiscal Year Focus | 2014 | ||
Document Fiscal Period Focus | FY | ||
Entity Current Reporting Status | Yes | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Public Float | $32,889,304 |
Balance_Sheets
Balance Sheets (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Current assets | ||
Cash and cash equivalents | $13,978 | $2,132 |
Short-term investments | 14,698 | 0 |
Prepaid expenses and other assets | 309 | 12 |
Total current assets | 28,985 | 2,144 |
Property and equipment, net | 36 | 11 |
Deferred initial public offering costs | 0 | 461 |
Other assets | 210 | 4 |
Total assets | 29,231 | 2,620 |
Current liabilities | ||
Accounts payable | 1,750 | 48 |
Accrued and other liabilities | 1,405 | 1,208 |
Current portion of note payable | 293 | 0 |
Preferred stock warrant liability | 0 | 6,983 |
Convertible notes payable | 0 | 8,567 |
Total current liabilities | 3,448 | 16,806 |
Note payable, less current portion | 6,442 | 0 |
Other long-term liabilities | 10 | 0 |
Total liabilities | 9,900 | 16,806 |
Commitments and Contingencies (note 12) | 0 | 0 |
Stockholders’ equity (deficit) | ||
Preferred stock | 0 | 0 |
Common stock; $.001 par value; 100,000,000 shares authorized; 8,862,114 and 319,882 shares issued and outstanding as of December 31, 2014 and 2013, respectively | 9 | 0 |
Additional paid-in capital | 77,149 | 26,789 |
Accumulated other comprehensive loss | -8 | 0 |
Accumulated deficit | -57,819 | -40,999 |
Total stockholders’ equity (deficit) | 19,331 | -14,186 |
Total liabilities and stockholders’ equity (deficit) | 29,231 | 2,620 |
Series A Preferred Stock | ||
Stockholders’ equity (deficit) | ||
Preferred stock | $0 | $24 |
Balance_Sheets_Parenthetical
Balance Sheets (Parenthetical) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
Common stock, par value (in dollars per share) | $0.00 | $0.00 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 8,862,114 | 319,882 |
Common stock, shares outstanding | 8,862,114 | 319,882 |
Preferred stock, par value (in dollars per share) | $0.00 | |
Preferred stock, shares authorized | 5,000,000 | |
Preferred stock, shares issued | 0 | |
Preferred stock, shares outstanding | 0 | |
Series A Preferred Stock | ||
Preferred stock, par value (in dollars per share) | $0.00 | $0.00 |
Preferred stock, shares authorized | 32,690,676 | 32,690,676 |
Preferred stock, shares issued | 0 | 23,688,396 |
Preferred stock, shares outstanding | 0 | 23,688,396 |
Statements_of_Comprehensive_Lo
Statements of Comprehensive Loss (USD $) | 12 Months Ended | |
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Expenses: | ||
Research and development | $11,264 | $1,480 |
General and administrative | 5,323 | 1,026 |
Total expenses | 16,587 | 2,506 |
Loss from operations | -16,587 | -2,506 |
Other income (expense): | ||
Change in value of preferred stock warrants | -140 | -3,417 |
Interest expense | -140 | -383 |
Interest income | 47 | 1 |
Net loss | -16,820 | -6,305 |
Net loss per share - basic and diluted (in dollars per share) | ($2.15) | ($19.71) |
Weighted average shares outstanding - basic and diluted (in shares) | 7,827,519 | 319,882 |
Other comprehensive loss: | ||
Unrealized loss on short-term investments | -8 | 0 |
Comprehensive loss | ($16,828) | ($6,305) |
Statement_of_Stockholders_Equi
Statement of Stockholders' Equity (Deficiency) (USD $) | Total | Preferred Stock | Common Stock | Additional Paid-In Capital | Accumulated Other Comprehensive Income (Loss) | Accumulated Deficit |
In Thousands, except Share data, unless otherwise specified | ||||||
Balance at Dec. 31, 2012 | ($7,969) | $24 | $0 | $26,701 | $0 | ($34,694) |
Balance (in shares) at Dec. 31, 2012 | 23,688,396 | 319,882 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Stock based compensation | 88 | 88 | ||||
Net loss | -6,305 | -6,305 | ||||
Balance at Dec. 31, 2013 | -14,186 | 24 | 0 | 26,789 | 0 | -40,999 |
Balance (in shares) at Dec. 31, 2013 | 23,688,396 | 319,882 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Issuance of common stock at IPO, net of expenses of $3,767 (in shares) | 3,100,000 | |||||
Issuance of common stock at IPO, net of expenses of $3,767 | 33,433 | 3 | 33,430 | |||
Issuance of common stock for preferred stock warrant (in shares) | 593,589 | |||||
Issuance of common stock for preferred stock warrant | 7,124 | 1 | 7,123 | |||
Issuance of common stock for convertible notes and accrued interest (in shares) | 1,197,289 | |||||
Issuance of common stock for convertible notes and accrued interest | 8,645 | 1 | 8,644 | |||
Issuance of common stock for preferred stock (in shares) | -23,688,396 | 3,644,354 | ||||
Issuance of common stock for preferred stock | -24 | 4 | 20 | |||
Issuance of common stock for restricted stock units (in shares) | 7,000 | |||||
Issuance of warrants with term loan | 192 | 192 | ||||
Stock based compensation | 951 | 951 | ||||
Other comprehensive loss | -8 | -8 | ||||
Net loss | -16,820 | -16,820 | ||||
Balance at Dec. 31, 2014 | $19,331 | $0 | $9 | $77,149 | ($8) | ($57,819) |
Balance (in shares) at Dec. 31, 2014 | 0 | 8,862,114 |
Statement_of_Stockholders_Defi
Statement of Stockholders' Deficiency (Parenthetical) (USD $) | 12 Months Ended |
In Thousands, unless otherwise specified | Dec. 31, 2014 |
Statement of Stockholders' Equity [Abstract] | |
Issuance of common stock at IPO, expenses | $3,767 |
Statements_of_Cash_Flows
Statements of Cash Flows (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Operating activities | ||
Net loss | ($16,820) | ($6,305) |
Adjustments to reconcile net loss to net cash and cash equivalents used in operating activities | ||
Depreciation and amortization | 4 | 4 |
Change in fair value of preferred stock warrants | 140 | 3,417 |
Non-cash interest expense | 95 | 383 |
Accretion of premium on investment activities | 71 | 0 |
Accrued interest receivable | 4 | 0 |
Stock based compensation expense | 951 | 88 |
Changes in operating assets and liabilities | ||
Prepaid expenses and other assets | -455 | 22 |
Accounts payable, accrued and other liabilities | 2,372 | -321 |
Net cash and cash equivalents used in operating activities | -13,638 | -2,712 |
Investing activities | ||
Purchases of investments | -26,383 | 0 |
Sales of investments | 11,603 | 0 |
Property and equipment purchases | -29 | -12 |
Net cash and cash equivalents used in investing activities | -14,809 | -12 |
Financing activities | ||
Proceeds from issuance of convertible notes payable | 0 | 4,562 |
Proceeds from issuance of note payable | 6,880 | 0 |
Payment of debt issuance costs | -50 | 0 |
Payment of initial public offering costs | -3,737 | -30 |
Proceeds from issuance of common stock | 37,200 | 0 |
Net cash and cash equivalents provided by financing activities | 40,293 | 4,532 |
Net increase in cash and cash equivalents | 11,846 | 1,808 |
Cash and cash equivalents at beginning of year | 2,132 | 324 |
Cash and cash equivalents at end of year | 13,978 | 2,132 |
Supplemental disclosure of cash flow information | ||
Cash paid for interest | 12 | 0 |
Supplemental disclosure of noncash financing activities | ||
Conversion of convertible notes payable, accrued interest, preferred stock and warrants into common stock | 15,793 | 0 |
Initial public offering costs included in accrued and other liabilities | $0 | $431 |
Description_of_the_Business_an
Description of the Business and Basis of Presentation | 12 Months Ended |
Dec. 31, 2014 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Description of the Business and Basis of Presentation | Description of Business and Basis of Presentation |
Description of Business | |
NephroGenex, Inc. (the “Company”) was incorporated in Delaware on May 25, 2004. The Company is a drug development company focused on developing novel therapies for kidney disease. The Company acquired commercial rights to Pyridorin™ and has initiated a Phase 3 clinical study in patients with diabetic nephropathy. | |
The Company’s primary efforts to date have been devoted to raising capital, recruiting senior management and staff and conducting research and development activities. The Company has experienced net losses since its inception and, as of December 31, 2014, has an accumulated deficit of $57.8 million. | |
The Company currently has no commercially approved products and has recognized no revenue since its inception in 2004. We do not expect to generate revenue from product sales unless and until we successfully complete development and obtain marketing approval for one or more of our product candidates, which we expect will take a number of years and is subject to significant uncertainty. Developing and commercializing a product requires significant time and capital and is subject to regulatory review and approval. There can be no assurance that the Company’s current products in development, if approved, will be successfully commercialized due to a variety of factors, including competition from other biotechnology and pharmaceutical companies. | |
Basis of Presentation | |
The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”). | |
Reclassification | |
Certain amounts in the 2013 financial statements have been reclassified to conform to the 2014 presentation. The reclassifications had no effect on net loss or stockholders’ equity as previously reported. | |
Liquidity | |
The Company's financial statements have been prepared on a basis which assumes that the Company will continue as a going concern and which contemplates the realization of assets and the satisfaction of liabilities and commitments in the normal course of business. The Company has incurred losses since its inception, expects to incur additional costs and requires additional capital to continue as a going concern. As a result, the Company will require additional funds and will continue to seek private or public equity, debt financing, research funding and revenue or expense sharing from collaborative agreements to meet its capital requirements. Even if the Company does not have an immediate need for additional cash, it may seek access to the private or public equity markets if and when conditions are favorable. If such funds are not available, management may need to reassess its business plans. There is no assurance that such additional funds will be available for the Company to finance its operations on acceptable terms, if at all. |
Significant_Accounting_Policie
Significant Accounting Policies | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Accounting Policies [Abstract] | |||||||||||||
Significant Accounting Policies | Significant Accounting Policies | ||||||||||||
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 and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. | |||||||||||||
Reverse Stock Split | |||||||||||||
On February 6, 2014, the Company effected a 1-for-6.5 reverse stock split of its issued and outstanding shares of common stock and a proportional adjustment to the conversion ratio for the Company’s outstanding Series A Preferred Stock. Accordingly, all share and per share amounts for all periods presented in these financial statements and notes thereto have been adjusted retroactively, where applicable, to reflect the reverse stock split and adjustment of the preferred share conversion ratios. | |||||||||||||
Initial Public Offering | |||||||||||||
On February 14, 2014, the Company completed its initial public offering of common stock (the “IPO”) pursuant to a registration statement that was declared effective on February 10, 2014. The Company sold 3,100,000 shares of its common stock, at a price of $12.00. The Company received a total of $33.4 million in net proceeds after deducting underwriting discounts and commissions and offering expenses of approximately $3.8 million. As of December 31, 2013, costs directly associated with the IPO were capitalized and recorded as deferred costs. Upon closing of the IPO, these costs were recorded as a reduction of the proceeds received in arriving at the amount to be recorded as additional paid-in capital. | |||||||||||||
In connection with the IPO, 3,644,354 shares of common stock were issued for the conversion of all outstanding shares of Series A Preferred stock, 1,197,289 shares of common stock were issued for the conversion of outstanding convertible notes and accrued interest and 593,589 aggregate shares of common stock were issued in connection with the settlement of the Company’s outstanding preferred stock warrant liability. | |||||||||||||
Warrant Liability | |||||||||||||
Certain warrants to purchase the Company’s capital stock had historically been classified as liabilities and were recorded at estimated fair value. At each reporting period, any change in fair value of the freestanding warrants was recorded as other (expense) income. The preferred stock warrant liability was settled upon the closing of the IPO. | |||||||||||||
Segment Reporting | |||||||||||||
Operating segments are identified as components of an enterprise about which separate discrete financial information is available for evaluation by the chief operating decision maker in making decisions regarding resource allocation and assessing performance. The Company views its operations and manages its business in one operating segment. | |||||||||||||
Cash and Cash Equivalents | |||||||||||||
The Company considers all highly liquid investments with original maturities of three months or less to be cash equivalents. | |||||||||||||
Investments | |||||||||||||
The Company invests in money market funds and certificates of deposits and considers all investments purchased with original maturity dates greater than three months and less than one year to be short-term investments. Those investments with original maturity dates greater than one year at each balance sheet date are considered to be long-term investments. As of December 31, 2014, all investments were classified as available-for-sale and had original maturity dates less than one year. These investments are carried at estimated fair value with unrealized gains and losses included in stockholders' equity (deficit). The amortized cost of debt securities is adjusted for amortization of premiums and accretion of discounts to maturity, which is included in interest income. | |||||||||||||
Concentration of Credit Risk | |||||||||||||
The Company invests its available cash balances in bank deposits, money market funds and certificates of deposit. The Company maintains deposits in federally insured financial institutions in excess of federally insured limits. Management believes that the Company is not exposed to significant credit risk due to the financial position of the depository institutions in which those deposits are held. Additionally, the Company has established guidelines regarding approved investments and maturities of investments, which are designed to maintain safety and liquidity. | |||||||||||||
Property and Equipment | |||||||||||||
Property and equipment, including leasehold improvements, are stated at cost. Depreciation is calculated using the straight-line method over the estimated useful lives of the assets or the shorter of the lease term or the estimated useful life for leasehold improvements. Useful lives generally range from three to seven years. | |||||||||||||
Fair Value of Financial Instruments | |||||||||||||
As of December 31, 2014, financial instruments consist of cash and cash equivalents, short-term investments, a note payable, accounts receivable and accounts payable. | |||||||||||||
The Company defines fair value (“FV”) as the price that would be received to sell an asset or paid to transfer a liability ("the exit price") in an orderly transaction between market participants at the measurement date. The FV hierarchy for inputs maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. The Company uses the following hierarchy of inputs to measure FV: | |||||||||||||
•Level 1: Quoted prices in active markets for identical assets or liabilities; | |||||||||||||
• | Level 2: Inputs, other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities in active markets; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities; and | ||||||||||||
• | Level 3: Unobservable inputs that are supported by little or no market activity, which require the reporting entity to develop its own assumptions. | ||||||||||||
The Company values investments using the most observable inputs available that are current as of the measurement date and classifies them according to the lowest level of inputs used. Observable inputs are inputs that market participants would use in pricing the asset or liability developed from market data obtained from independent sources. Unobservable inputs are those which reflect the Company’s judgment concerning the assumptions that market participants would use in pricing the asset or liability developed from the best information available under the circumstances. | |||||||||||||
The Company targets investments principally in Level 1 and Level 2 cash equivalents and financial instruments and records them at FV. The Company did not rely on Level 3 inputs for the valuation of any investments at December 31, 2014. The Company expects that the carrying values of cash equivalents will approximate FV because of their short maturities. | |||||||||||||
The Company classifies as Level 2 investments in certificates of deposits and values them using the market approach based on significant other observable inputs including quoted prices in active markets for instruments that are similar or quoted prices in markets that are not traded on a daily basis for identical or similar instruments. | |||||||||||||
The following table sets forth our financial instruments carried at FV within the ASC 820 hierarchy and using the lowest level of input as of December 31, 2014: | |||||||||||||
Quoted Prices | |||||||||||||
in Active | Significant | ||||||||||||
(in thousands) | Markets | Other | Significant | ||||||||||
Balance | For Identical Assets | Observable Inputs | Unobservable Inputs | ||||||||||
Assets: | 31-Dec-14 | Level 1 | Level 2 | Level 3 | |||||||||
Money Market Funds | $ | 4,807 | $ | 4,807 | $ | — | $ | — | |||||
Certificates of Deposit | 16,765 | — | 16,765 | — | |||||||||
Total Assets | $ | 21,572 | $ | 4,807 | $ | 16,765 | $ | — | |||||
Assets and liabilities measured at fair value on a recurring basis as of December 31, 2013 were as follows: | |||||||||||||
Quoted Prices | |||||||||||||
in Active | Significant | ||||||||||||
(in thousands) | Markets | Other | Significant | ||||||||||
Balance | For Identical Assets | Observable Inputs | Unobservable Inputs | ||||||||||
Assets: | 31-Dec-13 | Level 1 | Level 2 | Level 3 | |||||||||
Money Market Funds | $ | 2,119 | $ | 2,119 | $ | — | $ | — | |||||
Total Assets | $ | 2,119 | $ | 2,119 | $ | — | $ | — | |||||
Liabilities: | |||||||||||||
Preferred stock warrant liability | $ | 6,983 | $ | — | $ | — | $ | 6,983 | |||||
Total liabilities | $ | 6,983 | $ | — | $ | — | $ | 6,983 | |||||
At December 31, 2013, certain warrants to purchase the Company’s capital stock were classified as liabilities and were recorded at estimated FV. The Company measured its warrant liability using significant unobservable inputs that were based on little or no verifiable market data, which is Level 3 in the FV hierarchy. At each reporting period, any change in fair value of the freestanding warrants was recorded as other (expense) income. The Company recorded a $140,000 and $3.4 million as other expense as as a result of the change in fair value of the preferred stock warrant liability for the years ended December 31, 2014 and 2013, respectively. The preferred stock warrant liability was settled upon closing of the IPO. As of December 31, 2014, the Company has no financial instruments that are valued using Level 3 inputs. | |||||||||||||
Debt Issuance Costs | |||||||||||||
Debt issuance costs represent legal and other direct costs related to the Company's outstanding loan. These costs are recorded as an asset on the accompanying balance sheets and are being amortized to interest expense utilizing the effective interest method through the earliest date at which the Company can be required to repay the notes. At December 31, 2014, the balance of debt issuance costs was $48,000. | |||||||||||||
Research and Development Costs | |||||||||||||
Research and development costs are expensed as incurred. Research and development expenses include personnel costs associated with research and development activities including non-cash share-based compensation, costs for third-party contractors to perform research, conduct clinical trials and manufacture drug supplies and materials. The Company accrues for costs incurred by external service providers, including contract research organizations and clinical investigators, based on its estimates of service performed and costs incurred. These estimates include the level of services performed by the third parties, patient enrollment in clinical trials, administrative costs incurred by the third parties, and other indicators of the services completed. Based on the timing of amounts invoiced by service providers, the Company may also record payments made to those providers as prepaid expenses that will be recognized as expense in future periods as the related services are rendered. | |||||||||||||
Stock-Based Compensation | |||||||||||||
The Company estimates the FV of stock options and stock purchase rights using a Black-Scholes option valuation model which requires the input of highly subjective assumptions, including the option’s expected life and the price volatility of the underlying stock. The Company uses the simplified method for estimating the expected term as provided by the Securities and Exchange Commission's Staff Accounting Bulletin No. 107. The simplified method calculates the expected term as the average time-to-vesting and the contractual life of the options. The expected stock price volatility assumption was determined by examining the historical volatilities of a group of industry peers. The FV of each option grant is estimated on the date of grant using the Black-Scholes option valuation model, and the resulting FV is expensed using the straight-line attribution method over the vesting period, which is the same as the requisite service period. Restricted stock units are measured at the FV of the Company's common stock on the date of grant and expensed over the period of vesting, which is the same as the requisite service period using the straight-line attribution method. | |||||||||||||
Recent Accounting Pronouncements | |||||||||||||
Occasionally, new accounting standards are issued or proposed by the Financial Accounting Standards Board (the “FASB”), or other standards-setting bodies that the Company adopts by the effective date specified within the standard. Unless otherwise discussed, standards that do not require adoption until a future date are not expected to have a material impact on the Company’s financial statements upon adoption. | |||||||||||||
In July 2013, the FASB issued Accounting Standards Update, or ASU, No. 2013-11, Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists. ASU 2013-11 provides explicit guidance on the financial statement presentation of an unrecognized tax benefit when a net operating loss carryforward, a similar tax loss, or a tax credit carryforward exists. The guidance is effective prospectively for fiscal years, and interim periods within those years, beginning after December 15, 2013, with an option for early adoption. The Company adopted this guidance on January 1, 2014. The adoption did not impact the Company’s financial position or results of operations. | |||||||||||||
In July 2014, the FASB issued ASU No. 2014-10, Development Stage Entities (Topic 915): Elimination of Certain Financial Reporting Requirements, Including an Amendment to Variable Interest Entities Guidance in Topic 810, Consolidation. The amendments in this ASU remove all incremental financial reporting requirements from U.S. GAAP for development stage entities, including the removal of Topic 915, Development Stage Entities, from the FASB Accounting Standards Codification™. A development stage entity is one that devotes substantially all of its efforts to establishing a new business and for which: (a) planned principal operations have not commenced; or (b) planned principal operations have commenced, but have produced no significant revenue. Current U.S. GAAP requires a development stage entity to present the same basic financial statements and apply the same recognition and measurement rules as established companies. In addition, U.S. GAAP requires a development stage entity to present inception-to-date information about income statement line items, cash flows, and equity transactions. For public business entities, the presentation and disclosure requirements in Topic 915 will no longer be required for the first annual period beginning after December 15, 2014. The revised consolidation standards are effective one year later, in annual periods beginning after December 15, 2015. Early adoption is permitted. The Company adopted the guidance for the quarterly periods ended June 30, 2014. The adoption did not impact the Company’s financial position or results of operations. | |||||||||||||
In August 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-15, “Presentation of Financial Statements - Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern” (“ASU 2014-15”). ASU 2014-15 is intended to define management’s responsibility to evaluate whether there is substantial doubt about an entity’s ability to continue as a going concern and to provide related footnote disclosures. Specifically, ASU 2014-15 provides a definition of the term substantial doubt and requires an assessment for a period of one year after the date that the financial statements are issued (or available to be issued). It also requires certain disclosures when substantial doubt is alleviated as a result of consideration of management’s plans and requires an express statement and other disclosures when substantial doubt is not alleviated. The new standard will be effective for reporting periods beginning after December 15, 2016, with early adoption permitted. Management is currently evaluating the impact of the adoption of ASU 2014-14 on the Company's financial statements and disclosures. |
Earnings_Per_Share
Earnings Per Share | 12 Months Ended | ||||||
Dec. 31, 2014 | |||||||
Earnings Per Share [Abstract] | |||||||
Earnings Per Share | Earnings Per Share | ||||||
Basic net loss per share is calculated by dividing the net loss by the weighted average number of shares of the Company’s common stock outstanding for the period, without consideration for common stock equivalents. Diluted net loss per share is computed by dividing the net loss by the weighted average number of common share equivalents outstanding for the period determined using the treasury-stock method. Under the treasury-stock method earnings per share data is computed as if the common share equivalents were outstanding at the beginning of the period (or at the time of issuance, if later) and as if the funds obtained from exercise of the common stock equivalents were used to purchase common stock at the average market price during the period. If there is little or no market for the common stock, a reasonable estimate of FV shall be used. | |||||||
For purposes of this calculation, preferred stock, stock options, restricted stock units and warrants to purchase capital stock are considered to be common stock equivalents and are only included in the calculation of diluted net loss per share when their effect is dilutive. | |||||||
The following table sets forth the computation of basic and diluted net loss per share in thousands, except share and per share data: | |||||||
Year Ended | |||||||
December 31, | |||||||
2014 | 2013 | ||||||
Numerator: | |||||||
Net loss | $ | (16,820 | ) | $ | (6,305 | ) | |
Denominator: | |||||||
Weighted average common shares outstanding | 7,827,519 | 319,882 | |||||
Net loss per share-basic and diluted | $ | (2.15 | ) | $ | (19.71 | ) | |
Potentially dilutive securities not included in the calculation of diluted net loss per common share because to do so would be anti-dilutive are as follows (in common equivalent shares on a weighted-average basis): | |||||||
2014 | 2013 | ||||||
Common stock options | 848,025 | 533,199 | |||||
Restricted stock units | 24,000 | 3,616 | |||||
Common stock warrants | 61,039 | — | |||||
In addition to the potentially dilutive securities noted above, the Company has excluded from the table above 3,644,354 shares of common stock that were issued for the conversion of all outstanding shares of Series A Preferred stock, 1,197,289 shares of common stock that were issued for convertible notes and accrued interest and 593,589 aggregate shares of common stock that were issued in connection with the settlement of the Company’s outstanding warrant obligations upon closing of the IPO. |
Balance_Sheet_Items
Balance Sheet Items | 12 Months Ended | |||||||||||||
Dec. 31, 2014 | ||||||||||||||
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||||||||||||||
Balance Sheet Items | Balance Sheet Items | |||||||||||||
Investments | ||||||||||||||
The following table summarizes the Company's available for sale investments as of December 31, 2014 (in thousands): | ||||||||||||||
Maturity | Amortized | Unrealized | Unrealized | Estimated | ||||||||||
Short-term Investments | (in years) | Cost | Gains | Loss | Fair Value | |||||||||
Money Market | 1 or less | $ | — | $ | — | $ | — | $ | — | |||||
Certificates of Deposit | 1 or less | 14,706 | — | (8 | ) | 14,698 | ||||||||
Total Investments | $ | 14,706 | $ | — | $ | (8 | ) | $ | 14,698 | |||||
At each reporting date, the Company performs an evaluation of impairment to determine if the unrealized losses are other-than-temporary. For debt securities, management determines whether it intends to sell the impaired securities, and if there is no intent or expected requirement to sell, management considers whether it is likely that the amortized cost will be recovered. The Company does not consider unrealized losses on its debt investment securities to be credit-related. These unrealized losses relate to changes in interest rates and market spreads subsequent to purchase. The Company has not made a decision to sell securities with unrealized losses and believes it is more likely than not it would not be required to sell such securities before recovery of its amortized cost. There have been no other than temporary losses recognized in earnings. | ||||||||||||||
Property and Equipment | ||||||||||||||
As of December 31, 2014 and 2013 property and equipment were as follows (in thousands): | ||||||||||||||
Useful Life | 2014 | 2013 | ||||||||||||
Computer equipment | 5 years | $ | 54 | $ | 51 | |||||||||
Furniture and fixtures | 7 years | 66 | 66 | |||||||||||
Leasehold improvements | 5.5 years | 18 | — | |||||||||||
138 | 117 | |||||||||||||
Less accumulated depreciation | (102 | ) | (106 | ) | ||||||||||
Property and equipment, net | $ | 36 | $ | 11 | ||||||||||
For the years ended December 31, 2014 and 2013, depreciation and amortization expense was approximately $3,600 and $4,100, respectively. | ||||||||||||||
Accrued Liabilities | ||||||||||||||
As of December 31, 2014 and 2013 accrued liabilities were as follows (in thousands): | ||||||||||||||
2014 | 2013 | |||||||||||||
Accrued clinical trial expenses | $ | 393 | $ | 209 | ||||||||||
Accrued compensation | 909 | 365 | ||||||||||||
Other accruals | 103 | 634 | ||||||||||||
Total | $ | 1,405 | $ | 1,208 | ||||||||||
License_Agreements
License Agreements | 12 Months Ended |
Dec. 31, 2014 | |
License Agreements [Abstract] | |
License Agreements | License Agreements |
The University of South Carolina Research Foundation, Corp. | |
During 2007, the Company licensed certain technology from the University of South Carolina Research Foundation, Corp. (“USCRF”) to the Company. The license gives the Company worldwide rights to use the technology as defined in the agreement. The agreement was amended in August 2013. The Company paid an annual licensing fee of $30,000 through 2008, $60,000 from 2009 through 2010, $62,000 from 2011 through 2012 and $122,000 in 2013. The Company is obligated to pay an annual licensing fee of $120,000 thereafter. Upon the achievement of certain defined product development milestones for diabetic neuropathy or hyperlipidemia, the Company would be obligated to make up to $6.1 million of payments to USCRF. The Company will be obligated to pay USCRF a one-time fee of $35,000 upon execution of a sublicense and would pay to USCRF 25% of any non-royalty sublicense payments received from a sub-licensee. The term of the agreement expires on the expiration of the underlying USCRF patents. The Company can terminate the license at any time upon three months prior written notice to USCRF. As of December 31, 2014, no development milestones have been paid or accrued nor does the Company expect to achieve any development milestones during the next few years. The Company paid $120,000 and $122,000 for the years ended December 31, 2014 and 2013, respectively, for annual licensing fees due under this agreement. | |
Vanderbilt University | |
During 2006, the Company entered into a licensing agreement with Vanderbilt University (“Vanderbilt”) for the rights to use certain technology. The agreement, as amended, requires the Company to make milestone payments totaling approximately $1.1 million in the event certain defined events occur. Should the Company successfully develop a product using the licensed technology, Vanderbilt will be due royalties based on net sales at a rate of 5%. The Company must also pay Vanderbilt 25% of non‑royalty sub‑licensee payments received from a sub‑licensee. Annual minimum royalties due under the licensing agreement are $10,000 and will increase to $25,000 when a claim in the licensed patent rights is issued in a major market country, as defined. The licensing agreement expires when the underlying patents to the licensed technology expire. The Company may terminate the agreement upon sixty days written notice to Vanderbilt. | |
Certain milestones can be paid in stock or are creditable against future royalties due based on net sales. As of December 31, 2014, no milestone or royalty payments have been paid or accrued. | |
The University of Kansas Medical Center Research Institute, Inc.: | |
During 2007, the Company received rights to certain technology licensed from the University of Kansas Medical Center Research Institute, Inc. ("KUMC") to the Company. The license gives the Company worldwide royalty-free rights to use certain technology. Upon the achievement of certain defined product development milestones, the Company would be obligated to make up to $225,000 of payments to KUMC. As of December 31, 2014, no milestones have been paid or accrued. The term of the agreement expires on the expiration of the underlying KUMC patents or November 2018, whichever occurs last. The Company can terminate the agreement with 90 days notice. |
Convertible_Notes_Payable
Convertible Notes Payable | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Debt Disclosure [Abstract] | |||||||||||||
Convertible Notes Payable | Convertible Notes Payable | ||||||||||||
On February 14, 2014, in connection with the closing of the Company’s IPO, $7.9 million of convertible promissory notes and $728,000 of accrued interest were converted into 1,197,289 shares of common stock. | |||||||||||||
The Company had accrued interest of approximately $650,000 as of December 31, 2013 which is included in the carrying value of convertible notes payable. Interest expense for the years ended December 31, 2014 and 2013 relating to the notes was approximately $78,000 and $383,000, respectively. | |||||||||||||
Term Loan | |||||||||||||
On November 20, 2014, the Company entered into a Loan and Security Agreement with a bank for a term loan (the “Initial Term Loan”) with an aggregate principal amount of $7.0 million and, subject to the terms and conditions set forth in the agreement, a second term loan (the “Second Term Loan”) with an aggregate principal amount of $5.0 million. Each term loan shall accrue interest at a rate of 2.25% per annum plus the greater of 3.25% or the current prime rate. As of December 31, 2014 the interest rate on the loan was 5.5%. As security for its obligations under the Loan Agreement, the Company granted the bank a lien on substantially all of its assets, including owned and licensed intellectual property. | |||||||||||||
On November 20, 2014, the bank funded the Initial Term Loan, which matures on October 1, 2018. Interest only payments are due during the first twelve months of the Initial Term Loan (the “Interest Only Term”) and beginning on November 1, 2015, the Company is required to make thirty-six (36) equal monthly payments of principal and interest. The Interest Only Term may be extended under the Loan Agreement if certain conditions are met. The Company paid a $120,000 facility fee which was recorded as a debt discount to be amortized as interest expense over the term of the loan using the effective interest rate method. | |||||||||||||
At the Company’s option, the Company may borrow the Second Term Loan on or before May 29, 2015, if the Company has met certain clinical milestones. The Company may prepay each term loan in full with no prepayment penalty. Upon payment of the final monthly installment of the loan, or the remaining balance in the case of a prepayment, the Company would pay an end-of-term fee of approximately $60,000. | |||||||||||||
In connection with the Initial Term Loan, the Company issued warrants to purchase an aggregate of 56,603 shares of the Company's common stock at an exercise price of $4.24 per share. The warrants are immediately exercisable and will expire on November 20, 2021. The Company determined the fair value of the warrants to be $192,450 using the Black-Scholes pricing model and recorded the warrants as a debt discount to be amortized as interest expense over the term of the Notes using the effective interest rate method. The Company also paid $50,000 in debt issuance costs, which were capitalized as a deferred asset and are being amortized over the expected remaining life of the loan using the effective interest method. | |||||||||||||
The Company recognized $62,000 in interest expense related to the term loan, including the amortization of the warrants, for the year ended December 31, 2014. | |||||||||||||
The following represents the outstanding principal balances, carrying amounts and maturities of notes payable as of December 31, 2014 (in thousands): | |||||||||||||
31-Dec-14 | |||||||||||||
Amortization of | Accrued | Carrying Value | |||||||||||
Principal Value | Debt Discount | Interest | of Note Payable | ||||||||||
2015 | $ | 389 | (129 | ) | 33 | 293 | |||||||
2016 | 2,333 | (99 | ) | — | 2,234 | ||||||||
2017 | 2,334 | (56 | ) | 2,278 | |||||||||
2018 | 1,944 | (14 | ) | — | 1,930 | ||||||||
$ | 7,000 | $ | (298 | ) | $ | 33 | $ | 6,735 | |||||
Less current portion | 293 | ||||||||||||
Long-term note payable, net of discount | $ | 6,442 | |||||||||||
Term_Loan
Term Loan | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Debt Disclosure [Abstract] | |||||||||||||
Term Loan | Convertible Notes Payable | ||||||||||||
On February 14, 2014, in connection with the closing of the Company’s IPO, $7.9 million of convertible promissory notes and $728,000 of accrued interest were converted into 1,197,289 shares of common stock. | |||||||||||||
The Company had accrued interest of approximately $650,000 as of December 31, 2013 which is included in the carrying value of convertible notes payable. Interest expense for the years ended December 31, 2014 and 2013 relating to the notes was approximately $78,000 and $383,000, respectively. | |||||||||||||
Term Loan | |||||||||||||
On November 20, 2014, the Company entered into a Loan and Security Agreement with a bank for a term loan (the “Initial Term Loan”) with an aggregate principal amount of $7.0 million and, subject to the terms and conditions set forth in the agreement, a second term loan (the “Second Term Loan”) with an aggregate principal amount of $5.0 million. Each term loan shall accrue interest at a rate of 2.25% per annum plus the greater of 3.25% or the current prime rate. As of December 31, 2014 the interest rate on the loan was 5.5%. As security for its obligations under the Loan Agreement, the Company granted the bank a lien on substantially all of its assets, including owned and licensed intellectual property. | |||||||||||||
On November 20, 2014, the bank funded the Initial Term Loan, which matures on October 1, 2018. Interest only payments are due during the first twelve months of the Initial Term Loan (the “Interest Only Term”) and beginning on November 1, 2015, the Company is required to make thirty-six (36) equal monthly payments of principal and interest. The Interest Only Term may be extended under the Loan Agreement if certain conditions are met. The Company paid a $120,000 facility fee which was recorded as a debt discount to be amortized as interest expense over the term of the loan using the effective interest rate method. | |||||||||||||
At the Company’s option, the Company may borrow the Second Term Loan on or before May 29, 2015, if the Company has met certain clinical milestones. The Company may prepay each term loan in full with no prepayment penalty. Upon payment of the final monthly installment of the loan, or the remaining balance in the case of a prepayment, the Company would pay an end-of-term fee of approximately $60,000. | |||||||||||||
In connection with the Initial Term Loan, the Company issued warrants to purchase an aggregate of 56,603 shares of the Company's common stock at an exercise price of $4.24 per share. The warrants are immediately exercisable and will expire on November 20, 2021. The Company determined the fair value of the warrants to be $192,450 using the Black-Scholes pricing model and recorded the warrants as a debt discount to be amortized as interest expense over the term of the Notes using the effective interest rate method. The Company also paid $50,000 in debt issuance costs, which were capitalized as a deferred asset and are being amortized over the expected remaining life of the loan using the effective interest method. | |||||||||||||
The Company recognized $62,000 in interest expense related to the term loan, including the amortization of the warrants, for the year ended December 31, 2014. | |||||||||||||
The following represents the outstanding principal balances, carrying amounts and maturities of notes payable as of December 31, 2014 (in thousands): | |||||||||||||
31-Dec-14 | |||||||||||||
Amortization of | Accrued | Carrying Value | |||||||||||
Principal Value | Debt Discount | Interest | of Note Payable | ||||||||||
2015 | $ | 389 | (129 | ) | 33 | 293 | |||||||
2016 | 2,333 | (99 | ) | — | 2,234 | ||||||||
2017 | 2,334 | (56 | ) | 2,278 | |||||||||
2018 | 1,944 | (14 | ) | — | 1,930 | ||||||||
$ | 7,000 | $ | (298 | ) | $ | 33 | $ | 6,735 | |||||
Less current portion | 293 | ||||||||||||
Long-term note payable, net of discount | $ | 6,442 | |||||||||||
Stockholders_equity_deficit
Stockholders' equity (deficit) | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Equity [Abstract] | ||||||||
Stockholders' equity (deficit) | Stockholders' equity (deficit) | |||||||
Series A Preferred Stock | ||||||||
In connection with the completion of the IPO, 3,644,354 shares of common stock were issued for the conversion of all outstanding shares of the Company’s Series A Preferred stock. | ||||||||
Warrants | ||||||||
On January 16, 2014, an agreement was reached among the Company’s significant shareholders to cancel warrants held by its majority shareholder, Care Capital Investments III, LP, together with its affiliates (collectively, Care Capital), and by funds affiliated with Rho Venture Partners (Rho). Pursuant to this agreement, an aggregate of 593,589 shares of the Company’s common stock were issued to Care Capital and Rho concurrently with the completion of the Company’s IPO in return for cancelling the warrants. In connection with the cancellation of the warrants, the Company settled the preferred stock warrant liability on its balance sheet. | ||||||||
On February 10, 2014, the Company, in connection with the IPO, issued the underwriter warrants to purchase up to 62,000 shares of common stock. The warrants are exercisable at any time commencing one year from the effective date of the Company’s IPO. The warrants are exercisable at a price of $15.00 per share and expire on February 10, 2018. | ||||||||
On November 20, 2014, the Company, in connection with the issuance of a term loan, issued warrants to a lender to purchase up to an aggregate of 56,603 shares of the Company's common stock at an exercise price of $4.24 per share. The warrants are immediately exercisable and will expire on November 20, 2021. | ||||||||
As of December 31, 2014, the following warrants to purchase common stock were outstanding: | ||||||||
Exercise | ||||||||
Issuance Date | Shares | Price | Expiration | |||||
2/10/14 | 62,000 | $ | 15 | 2/10/18 | ||||
11/20/14 | 56,603 | $ | 4.24 | 11/20/21 | ||||
Total warrants outstanding | 118,603 | |||||||
Common Stock | ||||||||
On February 14, 2014, the Company filed an Amended and Restated Certificate of Incorporation which authorizes the issuance of 100,000,000 shares of common stock, and 5,000,000 shares of undesignated preferred stock. | ||||||||
During 2014, the Company issued 7,000 shares of common stock to its chief executive officer for restricted stock units that vested during the year. | ||||||||
Shares Reserved for Future Issuance | ||||||||
As of December 31, 2014, the Company had 8,862,114 shares of common stock outstanding. The Company has reserved shares of common stock for future issuance as of December 31, 2014 as follows: | ||||||||
Stock options outstanding | 1,272,581 | |||||||
Shares available for grant under stock option plans | 169 | |||||||
Restricted stock units | 17,000 | |||||||
Common stock warrants | 118,603 | |||||||
Total shares reserved for future issuance | 1,408,353 | |||||||
Stock Based Compensation | ||||||||
In 2005, the Company adopted the NephroGenex, Inc. 2005 Stock Option Plan. On May 15, 2014, the 2005 Stock Option Plan, was amended and restated to the 2007 Equity Incentive Plan (the “Plan”). The amendment authorized an increase of 673,923 shares and provided for the granting of up to 1,283,226 shares of common stock to employees and consultants of the Company in the form of incentive and nonqualified stock options and shares of restricted stock. As of December 31, 2014, there were 169 shares available for issuance from the Plan. | ||||||||
The table below summarizes stock option activity for the years ended December 31, 2014 and 2013. | ||||||||
Number | Weighted | Weighted Average Remaining Contractual Term (years) | ||||||
of Shares | Average | |||||||
Exercise | ||||||||
Price | ||||||||
Outstanding as of December 31, 2012 | 473,805 | $ | 1.11 | |||||
Granted | 91,261 | 2.02 | ||||||
Exercised | — | — | ||||||
Forfeitures | (1,613 | ) | 32.5 | |||||
Outstanding as of December 31, 2013 | 563,453 | 1.18 | ||||||
Granted | 712,204 | 6.6 | ||||||
Exercised | — | — | ||||||
Forfeitures | (3,076 | ) | 11.9 | |||||
Outstanding as of December 31, 2014 | 1,272,581 | $ | 4.19 | 7.5 | ||||
Exercisable as of December 31, 2014 | 580,217 | $ | 2.08 | 5 | ||||
During the years ended December 31, 2014 and 2013, the Company’s Board of Directors granted stock options of 712,204 and 91,261, respectively to employees and Directors of the Company with a weighted average fair value of $5.40 and $1.38 per share, respectively. | ||||||||
The weighted-average assumptions used in the Black-Scholes valuation model for equity awards granted during the years ended December 31, 2014 and 2013 are shown in the table below. | ||||||||
2014 | 2013 | |||||||
Expected volatility | 88.3 | % | 60 | % | ||||
Expected dividends | — | — | ||||||
Expected life in years | 6.5 | 7 | ||||||
Risk-free interest rate | 1.98 | % | 2 | % | ||||
The Company determines the options’ life based upon the use of the simplified method. As a newly public company, sufficient history to estimate the volatility and dividend yield of our common stock is not available. The Company uses a pool of comparable companies as a basis for the expected volatility assumption and dividend yield. The Company intends to continue to consistently apply this process using the comparable companies until sufficient amount of historical information becomes available. The risk free interest rate is based upon the yield of an applicable Treasury instrument. | ||||||||
At December 31, 2014, the aggregate intrinsic value of options outstanding was $11.8 million. The aggregate intrinsic value of options outstanding as of December 31, 2014 represents the pretax value (the Company's closing market price of$13.35 per share on December 31, 2014, less the exercise price per share, times the number of in-the-money options) that would have been received by all option holders had they exercised their options at the end of the period. No options were exercised for the years ended December 31, 2014 or 2013. | ||||||||
As of December 31, 2014, there was $3.1 million of unrecognized compensation expense related to unvested stock options, which is expected to be recognized over a weighted average period of 1.67 years. | ||||||||
In November 2013, the Company issued 24,000 Restricted Stock Units (RSU) to its CEO in connection with his employment agreement. The RSU represent the right to receive shares of common stock, subject to the terms and conditions of a restricted stock unit agreement and grant notice and were not issued under the Plan. The RSU’s are subject to time based vesting with 25% of the RSU’s vesting on October 21, 2014 and the remaining 75% are vesting in equal monthly installments on the 1st day of each calendar month beginning November 1, 2014. As of December 31, 2014, the Company had issued 7,000 shares of common stock for RSU's that vested during the year. | ||||||||
The Company recognized non-cash share-based compensation expense in its research and development and general and administrative expenses as follows: | ||||||||
Year Ended December 31, | ||||||||
(in thousands) | 2014 | 2013 | ||||||
Research and development | $ | 130 | $ | 5 | ||||
General and administrative | 821 | 83 | ||||||
Total | $ | 951 | $ | 88 | ||||
Retirement_Savings_Plan
Retirement Savings Plan | 12 Months Ended |
Dec. 31, 2014 | |
Compensation and Retirement Disclosure [Abstract] | |
Retirement Savings Plan | Retirement Savings Plan |
The Company provides a qualified 401(k) savings plan for its employees. All employees are eligible to participate, provided they meet the requirements of the plan. The Company provides a contribution on the first 3% of an employee's eligible salary subject to statutory limitations as prescribed by law. For the year ended December 31, 2014, the Company recorded $48,000 of expense for 401(k) contributions. No contributions were made for the year ended December 31, 2013. |
Related_Party_Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2014 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions |
Prior to June 30, 2014, the Company reimbursed Care Capital, LLC (“Care”), an affiliate of the majority shareholder of the Company, for services of a Care employee and reimbursed Care for such personnel services incurred by Care on behalf of the Company. Total expense recognized in operating results for the years ended December 31, 2014 and 2013 in connection with services provided by Care was $70,000 and $124,000, respectively. |
Income_Taxes
Income Taxes | 12 Months Ended | ||||||
Dec. 31, 2014 | |||||||
Income Tax Disclosure [Abstract] | |||||||
Income Taxes | Income Taxes | ||||||
The Company recognized deferred tax liabilities and assets for the expected future tax consequences of events that have been recognized differently between the financial statements and tax returns. Under this method, deferred tax liabilities and assets are determined based on the difference between the financial statement carrying amounts and tax basis of liabilities and assets using enacted tax rates and laws in effect in the years in which the differences are expected to reverse. Deferred tax assets are evaluated for realization based on a more‑likely‑than‑not criteria in determining if a valuation allowance should be provided. | |||||||
There was no income tax provision for the years ended December 31, 2014 and 2013. | |||||||
The components of the Company’s deferred tax assets at December 31, 2014 and 2013 are as follows: | |||||||
(in thousands) | 2014 | 2013 | |||||
Net operating loss carry forwards | $ | 11,044 | $ | 9,294 | |||
Stock based compensation | 357 | 57 | |||||
Tax credits | 1,516 | 1,071 | |||||
Depreciation | 1 | 5 | |||||
Amortization | 6,392 | 3,400 | |||||
Accrued bonus | — | 139 | |||||
Accrued expenses | 4 | 122 | |||||
Accrued interest | 12 | 33 | |||||
Deferred tax assets | 19,326 | 14,121 | |||||
Less: valuation allowance | (19,326 | ) | (14,121 | ) | |||
Net deferred tax asset | $ | — | $ | — | |||
The Company’s valuation allowance increased by $5.2 million and $1.2 million during the years ended December 31, 2014 and 2013, respectively. The reconciliation between the Company’s effective tax rate and the federal statutory rate for the years ended December 31, 2014 and 2013 are as follows: | |||||||
2014 | 2013 | ||||||
Federal statutory rate | (34.00 | )% | (34.00 | )% | |||
State income taxes | 0.73 | % | 19.13 | % | |||
Valuation allowance | 33.27 | % | 14.87 | % | |||
Effective tax rate | — | % | — | % | |||
As of December 31, 2014, the Company had approximately $31.8 million of Federal net operating losses that will begin to expire in 2024 and approximately $7.2 million of State net operating losses that will begin to expire in 2030. As of December 31, 2014, the Company has research and development credit carryovers for Federal and New Jersey of approximately $1.3 million and $244,000, respectively; these will begin to expire in 2024 for federal and 2015 for New Jersey tax purposes. The Internal Revenue Code (“IRC”) limits the amounts of net operating loss carryforwards that a company may use in any one year in the event of certain cumulative changes in ownership over a three‑year period as described in Section 382 of the IRC. The Company has not performed a detailed analysis to determine whether an ownership change has occurred. Such a change of ownership could limit the utilization of the net operating losses, and could be triggered by subsequent sales of securities by the Company or its stockholders. | |||||||
The Company did not have a liability related to unrecognized tax benefits as of December 31, 2014 or 2013. | |||||||
The Company records interest accrued and penalties related to unrecognized tax benefits within the income tax expense. The Company had not accrued any interest or penalties related to unrecognized benefits. The Company is no longer subject to federal income tax assessment for years before 2011 and for years before 2010 for New Jersey income tax purposes. However, since the Company has incurred net operating losses in every year since inception, all of its income tax returns are subject to examination and adjustments by the Internal Revenue Service for at least three years following the year in which the tax attributes are utilized. The Company does not believe that there will be a material change in its unrecognized tax positions over the next twelve months. There is no amount of unrecognized tax benefit that, if recognized, would affect the effective tax rate. |
Commitments
Commitments | 12 Months Ended | |||
Dec. 31, 2014 | ||||
Commitments and Contingencies Disclosure [Abstract] | ||||
Commitments | Commitments | |||
Lease | ||||
On September 12, 2014, the Company entered into an agreement to lease office space at 3200 Beechleaf Court, Raleigh, North Carolina for the period December 1, 2014 through May 31, 2020. These premises will serve as the Company's corporate headquarters. The lease provides for abatement of rent during certain periods and escalating rent payments during the lease term. The Company records rent expense on a straight-line basis over the life of the lease. | ||||
The following is a schedule of future non-cancellable minimum lease payments for operating leases at December 31, 2014 (in thousands): | ||||
Year | ||||
2015 | $ | 105 | ||
2016 | 118 | |||
2017 | 122 | |||
2018 | 125 | |||
2019 | 129 | |||
Thereafter | 55 | |||
$ | 654 | |||
Rent expense was approximately $62,000 and $52,000 for the years ended December 31, 2014 and 2013, respectively. |
Significant_Accounting_Policie1
Significant Accounting Policies (Policies) | 12 Months Ended | |
Dec. 31, 2014 | ||
Accounting Policies [Abstract] | ||
Basis of Presentation | Basis of Presentation | |
The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”). | ||
Reclassification | Reclassification | |
Certain amounts in the 2013 financial statements have been reclassified to conform to the 2014 presentation. The reclassifications had no effect on net loss or stockholders’ equity as previously reported. | ||
Going Concern | Liquidity | |
The Company's financial statements have been prepared on a basis which assumes that the Company will continue as a going concern and which contemplates the realization of assets and the satisfaction of liabilities and commitments in the normal course of business. The Company has incurred losses since its inception, expects to incur additional costs and requires additional capital to continue as a going concern. As a result, the Company will require additional funds and will continue to seek private or public equity, debt financing, research funding and revenue or expense sharing from collaborative agreements to meet its capital requirements. Even if the Company does not have an immediate need for additional cash, it may seek access to the private or public equity markets if and when conditions are favorable. If such funds are not available, management may need to reassess its business plans. There is no assurance that such additional funds will be available for the Company to finance its operations on acceptable terms, if at all. | ||
Use of Estimates | 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 and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. | ||
Warranty Liability | Warrant Liability | |
Certain warrants to purchase the Company’s capital stock had historically been classified as liabilities and were recorded at estimated fair value. At each reporting period, any change in fair value of the freestanding warrants was recorded as other (expense) income. The preferred stock warrant liability was settled upon the closing of the IPO. | ||
Segment Reporting | Segment Reporting | |
Operating segments are identified as components of an enterprise about which separate discrete financial information is available for evaluation by the chief operating decision maker in making decisions regarding resource allocation and assessing performance. The Company views its operations and manages its business in one operating segment. | ||
Cash and Cash Equivalents | Cash and Cash Equivalents | |
The Company considers all highly liquid investments with original maturities of three months or less to be cash equivalents. | ||
Investments | Investments | |
The Company invests in money market funds and certificates of deposits and considers all investments purchased with original maturity dates greater than three months and less than one year to be short-term investments. Those investments with original maturity dates greater than one year at each balance sheet date are considered to be long-term investments. As of December 31, 2014, all investments were classified as available-for-sale and had original maturity dates less than one year. These investments are carried at estimated fair value with unrealized gains and losses included in stockholders' equity (deficit). The amortized cost of debt securities is adjusted for amortization of premiums and accretion of discounts to maturity, which is included in interest income. | ||
Concentration of Credit Risk | Concentration of Credit Risk | |
The Company invests its available cash balances in bank deposits, money market funds and certificates of deposit. The Company maintains deposits in federally insured financial institutions in excess of federally insured limits. Management believes that the Company is not exposed to significant credit risk due to the financial position of the depository institutions in which those deposits are held. Additionally, the Company has established guidelines regarding approved investments and maturities of investments, which are designed to maintain safety and liquidity. | ||
Property and Equipment | Property and Equipment | |
Property and equipment, including leasehold improvements, are stated at cost. Depreciation is calculated using the straight-line method over the estimated useful lives of the assets or the shorter of the lease term or the estimated useful life for leasehold improvements. Useful lives generally range from three to seven years. | ||
Fair value of Financial Instruments | Fair Value of Financial Instruments | |
As of December 31, 2014, financial instruments consist of cash and cash equivalents, short-term investments, a note payable, accounts receivable and accounts payable. | ||
The Company defines fair value (“FV”) as the price that would be received to sell an asset or paid to transfer a liability ("the exit price") in an orderly transaction between market participants at the measurement date. The FV hierarchy for inputs maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. The Company uses the following hierarchy of inputs to measure FV: | ||
•Level 1: Quoted prices in active markets for identical assets or liabilities; | ||
• | Level 2: Inputs, other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities in active markets; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities; and | |
• | Level 3: Unobservable inputs that are supported by little or no market activity, which require the reporting entity to develop its own assumptions. | |
The Company values investments using the most observable inputs available that are current as of the measurement date and classifies them according to the lowest level of inputs used. Observable inputs are inputs that market participants would use in pricing the asset or liability developed from market data obtained from independent sources. Unobservable inputs are those which reflect the Company’s judgment concerning the assumptions that market participants would use in pricing the asset or liability developed from the best information available under the circumstances. | ||
The Company targets investments principally in Level 1 and Level 2 cash equivalents and financial instruments and records them at FV. The Company did not rely on Level 3 inputs for the valuation of any investments at December 31, 2014. The Company expects that the carrying values of cash equivalents will approximate FV because of their short maturities. | ||
The Company classifies as Level 2 investments in certificates of deposits and values them using the market approach based on significant other observable inputs including quoted prices in active markets for instruments that are similar or quoted prices in markets that are not traded on a daily basis for identical or similar instruments. | ||
Debt Issuance Cost | Debt Issuance Costs | |
Debt issuance costs represent legal and other direct costs related to the Company's outstanding loan. These costs are recorded as an asset on the accompanying balance sheets and are being amortized to interest expense utilizing the effective interest method through the earliest date at which the Company can be required to repay the notes. | ||
Research and Development Costs | Research and Development Costs | |
Research and development costs are expensed as incurred. Research and development expenses include personnel costs associated with research and development activities including non-cash share-based compensation, costs for third-party contractors to perform research, conduct clinical trials and manufacture drug supplies and materials. The Company accrues for costs incurred by external service providers, including contract research organizations and clinical investigators, based on its estimates of service performed and costs incurred. These estimates include the level of services performed by the third parties, patient enrollment in clinical trials, administrative costs incurred by the third parties, and other indicators of the services completed. Based on the timing of amounts invoiced by service providers, the Company may also record payments made to those providers as prepaid expenses that will be recognized as expense in future periods as the related services are rendered. | ||
Stock-Based Compensation | Stock-Based Compensation | |
The Company estimates the FV of stock options and stock purchase rights using a Black-Scholes option valuation model which requires the input of highly subjective assumptions, including the option’s expected life and the price volatility of the underlying stock. The Company uses the simplified method for estimating the expected term as provided by the Securities and Exchange Commission's Staff Accounting Bulletin No. 107. The simplified method calculates the expected term as the average time-to-vesting and the contractual life of the options. The expected stock price volatility assumption was determined by examining the historical volatilities of a group of industry peers. The FV of each option grant is estimated on the date of grant using the Black-Scholes option valuation model, and the resulting FV is expensed using the straight-line attribution method over the vesting period, which is the same as the requisite service period. Restricted stock units are measured at the FV of the Company's common stock on the date of grant and expensed over the period of vesting, which is the same as the requisite service period using the straight-line attribution method. | ||
Recent Accounting Pronouncements | Recent Accounting Pronouncements | |
Occasionally, new accounting standards are issued or proposed by the Financial Accounting Standards Board (the “FASB”), or other standards-setting bodies that the Company adopts by the effective date specified within the standard. Unless otherwise discussed, standards that do not require adoption until a future date are not expected to have a material impact on the Company’s financial statements upon adoption. | ||
In July 2013, the FASB issued Accounting Standards Update, or ASU, No. 2013-11, Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists. ASU 2013-11 provides explicit guidance on the financial statement presentation of an unrecognized tax benefit when a net operating loss carryforward, a similar tax loss, or a tax credit carryforward exists. The guidance is effective prospectively for fiscal years, and interim periods within those years, beginning after December 15, 2013, with an option for early adoption. The Company adopted this guidance on January 1, 2014. The adoption did not impact the Company’s financial position or results of operations. | ||
In July 2014, the FASB issued ASU No. 2014-10, Development Stage Entities (Topic 915): Elimination of Certain Financial Reporting Requirements, Including an Amendment to Variable Interest Entities Guidance in Topic 810, Consolidation. The amendments in this ASU remove all incremental financial reporting requirements from U.S. GAAP for development stage entities, including the removal of Topic 915, Development Stage Entities, from the FASB Accounting Standards Codification™. A development stage entity is one that devotes substantially all of its efforts to establishing a new business and for which: (a) planned principal operations have not commenced; or (b) planned principal operations have commenced, but have produced no significant revenue. Current U.S. GAAP requires a development stage entity to present the same basic financial statements and apply the same recognition and measurement rules as established companies. In addition, U.S. GAAP requires a development stage entity to present inception-to-date information about income statement line items, cash flows, and equity transactions. For public business entities, the presentation and disclosure requirements in Topic 915 will no longer be required for the first annual period beginning after December 15, 2014. The revised consolidation standards are effective one year later, in annual periods beginning after December 15, 2015. Early adoption is permitted. The Company adopted the guidance for the quarterly periods ended June 30, 2014. The adoption did not impact the Company’s financial position or results of operations. | ||
In August 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-15, “Presentation of Financial Statements - Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern” (“ASU 2014-15”). ASU 2014-15 is intended to define management’s responsibility to evaluate whether there is substantial doubt about an entity’s ability to continue as a going concern and to provide related footnote disclosures. Specifically, ASU 2014-15 provides a definition of the term substantial doubt and requires an assessment for a period of one year after the date that the financial statements are issued (or available to be issued). It also requires certain disclosures when substantial doubt is alleviated as a result of consideration of management’s plans and requires an express statement and other disclosures when substantial doubt is not alleviated. The new standard will be effective for reporting periods beginning after December 15, 2016, with early adoption permitted. Management is currently evaluating the impact of the adoption of ASU 2014-14 on the Company's financial statements and disclosures. |
Significant_Accounting_Policie2
Significant Accounting Policies (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Accounting Policies [Abstract] | |||||||||||||
Schedule of Fair Value of Assets and Liabilities Measured on Recurring Basis | The following table sets forth our financial instruments carried at FV within the ASC 820 hierarchy and using the lowest level of input as of December 31, 2014: | ||||||||||||
Quoted Prices | |||||||||||||
in Active | Significant | ||||||||||||
(in thousands) | Markets | Other | Significant | ||||||||||
Balance | For Identical Assets | Observable Inputs | Unobservable Inputs | ||||||||||
Assets: | 31-Dec-14 | Level 1 | Level 2 | Level 3 | |||||||||
Money Market Funds | $ | 4,807 | $ | 4,807 | $ | — | $ | — | |||||
Certificates of Deposit | 16,765 | — | 16,765 | — | |||||||||
Total Assets | $ | 21,572 | $ | 4,807 | $ | 16,765 | $ | — | |||||
Assets and liabilities measured at fair value on a recurring basis as of December 31, 2013 were as follows: | |||||||||||||
Quoted Prices | |||||||||||||
in Active | Significant | ||||||||||||
(in thousands) | Markets | Other | Significant | ||||||||||
Balance | For Identical Assets | Observable Inputs | Unobservable Inputs | ||||||||||
Assets: | 31-Dec-13 | Level 1 | Level 2 | Level 3 | |||||||||
Money Market Funds | $ | 2,119 | $ | 2,119 | $ | — | $ | — | |||||
Total Assets | $ | 2,119 | $ | 2,119 | $ | — | $ | — | |||||
Liabilities: | |||||||||||||
Preferred stock warrant liability | $ | 6,983 | $ | — | $ | — | $ | 6,983 | |||||
Total liabilities | $ | 6,983 | $ | — | $ | — | $ | 6,983 | |||||
Earnings_Per_Share_Tables
Earnings Per Share (Tables) | 12 Months Ended | ||||||
Dec. 31, 2014 | |||||||
Earnings Per Share [Abstract] | |||||||
Schedule of Earnings Per Share, Basic and Diluted | The following table sets forth the computation of basic and diluted net loss per share in thousands, except share and per share data: | ||||||
Year Ended | |||||||
December 31, | |||||||
2014 | 2013 | ||||||
Numerator: | |||||||
Net loss | $ | (16,820 | ) | $ | (6,305 | ) | |
Denominator: | |||||||
Weighted average common shares outstanding | 7,827,519 | 319,882 | |||||
Net loss per share-basic and diluted | $ | (2.15 | ) | $ | (19.71 | ) | |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | Potentially dilutive securities not included in the calculation of diluted net loss per common share because to do so would be anti-dilutive are as follows (in common equivalent shares on a weighted-average basis): | ||||||
2014 | 2013 | ||||||
Common stock options | 848,025 | 533,199 | |||||
Restricted stock units | 24,000 | 3,616 | |||||
Common stock warrants | 61,039 | — | |||||
Balance_Sheet_Items_Tables
Balance Sheet Items (Tables) | 12 Months Ended | |||||||||||||
Dec. 31, 2014 | ||||||||||||||
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||||||||||||||
Schedule of Available-for-sale Securities | The following table summarizes the Company's available for sale investments as of December 31, 2014 (in thousands): | |||||||||||||
Maturity | Amortized | Unrealized | Unrealized | Estimated | ||||||||||
Short-term Investments | (in years) | Cost | Gains | Loss | Fair Value | |||||||||
Money Market | 1 or less | $ | — | $ | — | $ | — | $ | — | |||||
Certificates of Deposit | 1 or less | 14,706 | — | (8 | ) | 14,698 | ||||||||
Total Investments | $ | 14,706 | $ | — | $ | (8 | ) | $ | 14,698 | |||||
Schedule of Plant and Equipment | As of December 31, 2014 and 2013 property and equipment were as follows (in thousands): | |||||||||||||
Useful Life | 2014 | 2013 | ||||||||||||
Computer equipment | 5 years | $ | 54 | $ | 51 | |||||||||
Furniture and fixtures | 7 years | 66 | 66 | |||||||||||
Leasehold improvements | 5.5 years | 18 | — | |||||||||||
138 | 117 | |||||||||||||
Less accumulated depreciation | (102 | ) | (106 | ) | ||||||||||
Property and equipment, net | $ | 36 | $ | 11 | ||||||||||
Schedule of Accrued Liabilities | As of December 31, 2014 and 2013 accrued liabilities were as follows (in thousands): | |||||||||||||
2014 | 2013 | |||||||||||||
Accrued clinical trial expenses | $ | 393 | $ | 209 | ||||||||||
Accrued compensation | 909 | 365 | ||||||||||||
Other accruals | 103 | 634 | ||||||||||||
Total | $ | 1,405 | $ | 1,208 | ||||||||||
Term_Loan_Tables
Term Loan (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Debt Disclosure [Abstract] | |||||||||||||
Schedule of Term Loan | The following represents the outstanding principal balances, carrying amounts and maturities of notes payable as of December 31, 2014 (in thousands): | ||||||||||||
31-Dec-14 | |||||||||||||
Amortization of | Accrued | Carrying Value | |||||||||||
Principal Value | Debt Discount | Interest | of Note Payable | ||||||||||
2015 | $ | 389 | (129 | ) | 33 | 293 | |||||||
2016 | 2,333 | (99 | ) | — | 2,234 | ||||||||
2017 | 2,334 | (56 | ) | 2,278 | |||||||||
2018 | 1,944 | (14 | ) | — | 1,930 | ||||||||
$ | 7,000 | $ | (298 | ) | $ | 33 | $ | 6,735 | |||||
Less current portion | 293 | ||||||||||||
Long-term note payable, net of discount | $ | 6,442 | |||||||||||
Stockholders_equity_deficit_Ta
Stockholders' equity (deficit) (Tables) | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Equity [Abstract] | ||||||||
Schedule of warrants outstanding | As of December 31, 2014, the following warrants to purchase common stock were outstanding: | |||||||
Exercise | ||||||||
Issuance Date | Shares | Price | Expiration | |||||
2/10/14 | 62,000 | $ | 15 | 2/10/18 | ||||
11/20/14 | 56,603 | $ | 4.24 | 11/20/21 | ||||
Total warrants outstanding | 118,603 | |||||||
Schedule of reserved shares for future issuance | The Company has reserved shares of common stock for future issuance as of December 31, 2014 as follows: | |||||||
Stock options outstanding | 1,272,581 | |||||||
Shares available for grant under stock option plans | 169 | |||||||
Restricted stock units | 17,000 | |||||||
Common stock warrants | 118,603 | |||||||
Total shares reserved for future issuance | 1,408,353 | |||||||
Schedule of stock option activity | The table below summarizes stock option activity for the years ended December 31, 2014 and 2013. | |||||||
Number | Weighted | Weighted Average Remaining Contractual Term (years) | ||||||
of Shares | Average | |||||||
Exercise | ||||||||
Price | ||||||||
Outstanding as of December 31, 2012 | 473,805 | $ | 1.11 | |||||
Granted | 91,261 | 2.02 | ||||||
Exercised | — | — | ||||||
Forfeitures | (1,613 | ) | 32.5 | |||||
Outstanding as of December 31, 2013 | 563,453 | 1.18 | ||||||
Granted | 712,204 | 6.6 | ||||||
Exercised | — | — | ||||||
Forfeitures | (3,076 | ) | 11.9 | |||||
Outstanding as of December 31, 2014 | 1,272,581 | $ | 4.19 | 7.5 | ||||
Exercisable as of December 31, 2014 | 580,217 | $ | 2.08 | 5 | ||||
Schedule of stock option valuation assumptions | The weighted-average assumptions used in the Black-Scholes valuation model for equity awards granted during the years ended December 31, 2014 and 2013 are shown in the table below. | |||||||
2014 | 2013 | |||||||
Expected volatility | 88.3 | % | 60 | % | ||||
Expected dividends | — | — | ||||||
Expected life in years | 6.5 | 7 | ||||||
Risk-free interest rate | 1.98 | % | 2 | % | ||||
Schedule of share-based compensation | The Company recognized non-cash share-based compensation expense in its research and development and general and administrative expenses as follows: | |||||||
Year Ended December 31, | ||||||||
(in thousands) | 2014 | 2013 | ||||||
Research and development | $ | 130 | $ | 5 | ||||
General and administrative | 821 | 83 | ||||||
Total | $ | 951 | $ | 88 | ||||
Income_Taxes_Tables
Income Taxes (Tables) | 12 Months Ended | ||||||
Dec. 31, 2014 | |||||||
Income Tax Disclosure [Abstract] | |||||||
Schedule of Deferred Tax Assets | The components of the Company’s deferred tax assets at December 31, 2014 and 2013 are as follows: | ||||||
(in thousands) | 2014 | 2013 | |||||
Net operating loss carry forwards | $ | 11,044 | $ | 9,294 | |||
Stock based compensation | 357 | 57 | |||||
Tax credits | 1,516 | 1,071 | |||||
Depreciation | 1 | 5 | |||||
Amortization | 6,392 | 3,400 | |||||
Accrued bonus | — | 139 | |||||
Accrued expenses | 4 | 122 | |||||
Accrued interest | 12 | 33 | |||||
Deferred tax assets | 19,326 | 14,121 | |||||
Less: valuation allowance | (19,326 | ) | (14,121 | ) | |||
Net deferred tax asset | $ | — | $ | — | |||
Schedule of Effective Income Tax Rate Reconciliation | The reconciliation between the Company’s effective tax rate and the federal statutory rate for the years ended December 31, 2014 and 2013 are as follows: | ||||||
2014 | 2013 | ||||||
Federal statutory rate | (34.00 | )% | (34.00 | )% | |||
State income taxes | 0.73 | % | 19.13 | % | |||
Valuation allowance | 33.27 | % | 14.87 | % | |||
Effective tax rate | — | % | — | % |
Commitments_Tables
Commitments (Tables) | 12 Months Ended | |||
Dec. 31, 2014 | ||||
Commitments and Contingencies Disclosure [Abstract] | ||||
Schedule of Future Minimum Operating Lease Payments | The following is a schedule of future non-cancellable minimum lease payments for operating leases at December 31, 2014 (in thousands): | |||
Year | ||||
2015 | $ | 105 | ||
2016 | 118 | |||
2017 | 122 | |||
2018 | 125 | |||
2019 | 129 | |||
Thereafter | 55 | |||
$ | 654 | |||
Description_of_the_Business_an1
Description of the Business and Basis of Presentation (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Accumulated deficit | ($57,819) | ($40,999) |
Significant_Accounting_Policie3
Significant Accounting Policies - Reverse Stock Split and IPO (Details) (USD $) | 0 Months Ended | 12 Months Ended | 0 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Feb. 14, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Feb. 06, 2014 | Jan. 16, 2014 |
Class of Stock [Line Items] | |||||
Issuance of common stock at IPO (in shares) | 3,100,000 | ||||
Share price | $12 | $13.35 | |||
Issuance of common stock at IPO | $33,400 | $33,433 | |||
Payment of initial public offering costs | $3,800 | $3,737 | $30 | ||
Common Stock | |||||
Class of Stock [Line Items] | |||||
Reverse stock split description | 1-for-6.5 | ||||
Reverse stock split ratio | 0.1538 | ||||
Issuance of common stock for preferred stock (in shares) | 3,644,354 | ||||
Issuance of common stock for convertible notes and accrued interest (in shares) | 1,197,289 | ||||
Issuance of common stock for preferred stock warrant (in shares) | 593,589 | 593,589 |
Significant_Accounting_Policie4
Significant Accounting Policies - Segment, PPE, and Debt Issuance Costs (Details) (USD $) | 12 Months Ended |
In Thousands, unless otherwise specified | Dec. 31, 2014 |
segment | |
Accounting Policies [Abstract] | |
Number of operating segments | 1 |
Property, Plant and Equipment [Line Items] | |
Deferred issuance costs | $48 |
Minimum | |
Property, Plant and Equipment [Line Items] | |
Plant and equipment useful life | 3 years |
Maximum | |
Property, Plant and Equipment [Line Items] | |
Plant and equipment useful life | 7 years |
Significant_Accounting_Policie5
Significant Accounting Policies - Assets and Liabilities Measured at Fair Value (Details) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Change in fair value of preferred stock warrants | $140 | $3,417 |
Recurring | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total Assets | 21,572 | 2,119 |
Total liabilities | 6,983 | |
Recurring | Preferred stock warrant liability | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total liabilities | 6,983 | |
Recurring | Money Market | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total Assets | 4,807 | 2,119 |
Recurring | Certificates of Deposit | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total Assets | 16,765 | |
Recurring | Fair Value, Inputs, Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total Assets | 4,807 | 2,119 |
Total liabilities | 0 | |
Recurring | Fair Value, Inputs, Level 1 | Preferred stock warrant liability | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total liabilities | 0 | |
Recurring | Fair Value, Inputs, Level 1 | Money Market | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total Assets | 4,807 | 2,119 |
Recurring | Fair Value, Inputs, Level 1 | Certificates of Deposit | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total Assets | 0 | |
Recurring | Fair Value, Inputs, Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total Assets | 16,765 | 0 |
Total liabilities | 0 | |
Recurring | Fair Value, Inputs, Level 2 | Preferred stock warrant liability | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total liabilities | 0 | |
Recurring | Fair Value, Inputs, Level 2 | Money Market | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total Assets | 0 | 0 |
Recurring | Fair Value, Inputs, Level 2 | Certificates of Deposit | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total Assets | 16,765 | |
Recurring | Fair Value, Inputs, Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total Assets | 0 | 0 |
Total liabilities | 6,983 | |
Recurring | Fair Value, Inputs, Level 3 | Preferred stock warrant liability | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total liabilities | 6,983 | |
Recurring | Fair Value, Inputs, Level 3 | Money Market | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total Assets | 0 | 0 |
Recurring | Fair Value, Inputs, Level 3 | Certificates of Deposit | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total Assets | $0 |
Earnings_Per_Share_Basic_and_D
Earnings Per Share - Basic and Diluted (Details) (USD $) | 12 Months Ended | |
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Numerator [Abstract] | ||
Net loss | ($16,820) | ($6,305) |
Denominator [Abstract] | ||
Weighted average shares outstanding - basic and diluted (in shares) | 7,827,519 | 319,882 |
Net loss per share - basic and diluted (in dollars per share) | ($2.15) | ($19.71) |
Earnings_Per_Share_Antidilutiv
Earnings Per Share - Antidilutive Securities (Details) | 0 Months Ended | 12 Months Ended | ||
Feb. 14, 2014 | Jan. 16, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Shares issued for conversion of debt | 1,197,289 | |||
Common Stock | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Issuance of common stock for preferred stock (in shares) | 3,644,354 | |||
Issuance of common stock for preferred stock warrant (in shares) | 593,589 | 593,589 | ||
Common stock options | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities not included in calculation of diluted net loss per common share | 848,025 | 533,199 | ||
Restricted stock units | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities not included in calculation of diluted net loss per common share | 24,000 | 3,616 | ||
Common stock warrants | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities not included in calculation of diluted net loss per common share | 61,039 | 0 |
Balance_Sheet_Items_Investment
Balance Sheet Items - Investments in Equity Securities (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Available-for-sale Securities [Abstract] | ||
Amortized Cost | $14,706 | |
Unrealized Gains | 0 | |
Unrealized Loss | -8 | |
Short-term investments | 14,698 | 0 |
Money Market | ||
Available-for-sale Securities [Abstract] | ||
Amortized Cost | 0 | |
Unrealized Gains | 0 | |
Unrealized Loss | 0 | |
Short-term investments | 0 | |
Certificates of Deposit | ||
Available-for-sale Securities [Abstract] | ||
Amortized Cost | 14,706 | |
Unrealized Gains | 0 | |
Unrealized Loss | -8 | |
Short-term investments | $14,698 |
Balance_Sheet_Items_Plant_and_
Balance Sheet Items - Plant and Equipment (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Property, Plant and Equipment, Net [Abstract] | ||
Plant and equipment, gross | $138,000 | $117,000 |
Less accumulated depreciation | -102,000 | -106,000 |
Property and equipment, net | 36,000 | 11,000 |
Depreciation | 3,600 | 4,100 |
Computer equipment | ||
Property, Plant and Equipment [Line Items] | ||
Plant and equipment useful life | 5 years | |
Property, Plant and Equipment, Net [Abstract] | ||
Plant and equipment, gross | 54,000 | 51,000 |
Furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Plant and equipment useful life | 7 years | |
Property, Plant and Equipment, Net [Abstract] | ||
Plant and equipment, gross | 66,000 | 66,000 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Plant and equipment useful life | 5 years 6 months | |
Property, Plant and Equipment, Net [Abstract] | ||
Plant and equipment, gross | $18,000 | $0 |
Balance_Sheet_Items_Accrued_Li
Balance Sheet Items - Accrued Liabilities (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Accrued Liabilities [Abstract] | ||
Accrued clinical trial expenses | $393 | $209 |
Accrued compensation | 909 | 365 |
Other accruals | 103 | 634 |
Total | $1,405 | $1,208 |
License_Agreements_Details
License Agreements (Details) (USD $) | 12 Months Ended | |||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2006 | Dec. 31, 2007 | |
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||
License costs | $11,264,000 | $1,480,000 | ||
USCRF | ||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||
Annual licensing fee through 2008 | 30,000 | |||
Annual licensing fee from 2009 through 2010 | 60,000 | |||
Annual licensing fee from 2011 through 2012 | 62,000 | |||
Annual licensing fee in 2013 | 122,000 | |||
Annual licensing fee thereafter | 120,000 | |||
Potential milestone payments | 6,100,000 | |||
Payments upon execution of a sub license | 35,000 | |||
Percentage of non-royalty based on sub-licensee payments received | 25.00% | |||
License costs | 120,000 | 122,000 | ||
Vanderbilt | ||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||
Potential milestone payments | 1,100,000 | |||
Percentage of non-royalty based on sub-licensee payments received | 25.00% | |||
Royalty payment percentage | 5.00% | |||
Annual minimum royalties due | 10,000 | |||
Potential minimum annual royalties due | 25,000 | |||
KUMC | ||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||
Potential milestone payments | 225,000 | |||
Milestones paid or accrued | $0 |
Convertible_Notes_Payable_Deta
Convertible Notes Payable (Details) (USD $) | 0 Months Ended | 12 Months Ended | |
Feb. 14, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | |
Debt Instrument [Line Items] | |||
Shares issued for conversion of debt | 1,197,289 | ||
Interest expenses | $140,000 | $383,000 | |
Convertible Debt | |||
Debt Instrument [Line Items] | |||
Convertible promissory notes converted | 7,900,000 | ||
Convertible promissory notes accrued interest converted | 728,000 | ||
Shares issued for conversion of debt | 1,197,289 | ||
Interest | 650,000 | ||
Interest expenses | $78,000 | $383,000 |
Term_Loan_Term_Loan_Additional
Term Loan Term Loan - Additional Information (Details) (USD $) | 12 Months Ended | 0 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | Nov. 20, 2014 | |
Debt Instrument [Line Items] | |||
Number of shares of stock to be acquired | 56,603 | ||
Warrants exercisable price per share (in dollars per share) | $4.24 | ||
Fair value of warrants | $192,450 | ||
Payment of debt issuance costs | 50,000 | 0 | |
Term Loan | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate | 2.25% | ||
Variable rate floor | 3.25% | ||
Effective interest rate | 5.50% | ||
Payment of debt issuance costs | 50,000 | ||
Interest expense debt | 62,000 | ||
Term Loan | Initial Term Loan | |||
Debt Instrument [Line Items] | |||
Maximum borrowing capacity | 7,000,000 | ||
Number of monthly payments | 36 | ||
Facility fee | 120,000 | ||
Payment terms balloon payment to be paid | 60,000 | ||
Term Loan | Second Term Loan | |||
Debt Instrument [Line Items] | |||
Maximum borrowing capacity | $5,000,000 |
Term_Loan_Schedule_of_Notes_Pa
Term Loan - Schedule of Notes Payable (Details) (Term Loan, USD $) | Dec. 31, 2014 |
Term Loan | |
Principal Value | |
2015 | $389,000 |
2016 | 2,333,000 |
2017 | 2,334,000 |
2018 | 1,944,000 |
Total principal amount | 7,000,000 |
Amortization of Debt Discount | |
2015 | -129,000 |
2016 | -99,000 |
2017 | -56,000 |
2018 | -14,000 |
Total amortization of debt discount | -298,000 |
Interest | 33,000 |
Carrying Value of Note Payable | |
2015 | 293,000 |
2016 | 2,234,000 |
2017 | 2,278,000 |
2018 | 1,930,000 |
Long-term debt | 6,735,000 |
Less current portion | 293,000 |
Long-term note payable, net of discount | $6,442,000 |
Stockholders_equity_deficit_Se
Stockholders' equity (deficit) - Series A Preferred Stock, Warrants, Common Stock (Details) (USD $) | 0 Months Ended | 1 Months Ended | 12 Months Ended | ||||
Feb. 14, 2014 | Jan. 16, 2014 | Feb. 10, 2014 | Nov. 30, 2013 | Dec. 31, 2014 | Nov. 20, 2014 | Dec. 31, 2013 | |
Class of Stock [Line Items] | |||||||
Number of shares of stock to be acquired | 56,603 | ||||||
Warrants exercisable price per share (in dollars per share) | $4.24 | ||||||
Common stock, shares authorized | 100,000,000 | 100,000,000 | 100,000,000 | ||||
Preferred stock, shares authorized | 5,000,000 | 5,000,000 | |||||
Common stock warrants | 118,603 | ||||||
Common Stock | |||||||
Class of Stock [Line Items] | |||||||
Issuance of common stock for preferred stock (in shares) | 3,644,354 | ||||||
Issuance of common stock for preferred stock warrant (in shares) | 593,589 | 593,589 | |||||
Number of shares of stock to be acquired | 56,603 | ||||||
Warrants exercisable price per share (in dollars per share) | $4.24 | ||||||
Underwriter | Common Stock | |||||||
Class of Stock [Line Items] | |||||||
Number of shares of stock to be acquired | 62,000 | ||||||
Period from effective date of initial public offering until warrants are exercisable | 1 year | ||||||
Warrants exercisable price per share (in dollars per share) | $15 | ||||||
2/10/2014 Warrant | |||||||
Class of Stock [Line Items] | |||||||
Warrants exercisable price per share (in dollars per share) | 15 | ||||||
Common stock warrants | 62,000 | ||||||
11/20/2014 Warrant | |||||||
Class of Stock [Line Items] | |||||||
Warrants exercisable price per share (in dollars per share) | 4.24 | ||||||
Common stock warrants | 56,603 | ||||||
CEO | Restricted stock units | |||||||
Class of Stock [Line Items] | |||||||
Number of award issued (in shares) | 24,000 | 7,000 |
Stockholders_equity_deficit_Sh
Stockholders' equity (deficit) - Shares Reserved for Issuance (Details) | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Equity [Abstract] | |||
Common stock, shares outstanding | 8,862,114 | 319,882 | |
Shares reserved for future issuance | |||
Stock options outstanding | 1,272,581 | 563,453 | 473,805 |
Shares available for grant under stock option plans | 169 | ||
Restricted stock units | 17,000 | ||
Common stock warrants | 118,603 | ||
Total shares reserved for future issuance | 1,408,353 |
Stockholders_equity_deficit_St
Stockholders' equity (deficit) - Stock Options (Details) (USD $) | 12 Months Ended | 0 Months Ended | ||
In Millions, except Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | 15-May-14 | Feb. 14, 2014 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Shares available for grant under stock option plans | 169 | |||
Number of Shares: | ||||
Outstanding at the beginning of the period (in shares) | 563,453 | 473,805 | ||
Granted (in shares) | 712,204 | 91,261 | ||
Exercised (in shares) | 0 | 0 | ||
Cancelled (in shares) | -3,076 | -1,613 | ||
Outstanding at the end of the period (in shares) | 1,272,581 | 563,453 | ||
Exercisable at the end of the period (in shares) | 580,217 | |||
Weighted Average Exercise Price | ||||
Outstanding at the beginning of the period (in dollars per share) | $1.18 | $1.11 | ||
Granted (in dollars per share) | $6.60 | $2.02 | ||
Exercised (in dollars per share) | $0 | $0 | ||
Cancelled (in dollars per share) | $11.90 | $32.50 | ||
Outstanding at the end of the period (in dollars per share) | $4.19 | $1.18 | ||
Exercisable weighted average exercise price for exercisable options (in dollars per share) | $2.08 | |||
Outstanding, weighted average remaining contractual term (years) | 7 years 6 months | |||
Exercisable weighted average remaining contractual term (years) | 5 years | |||
Options, weighted average grant date fair value (in dollars per share) | $5.40 | $1.38 | ||
Assumptions used to determine the fair value of the stock options | ||||
Volatility (as a percent) | 88.30% | 60.00% | ||
Dividend yield | 0.00% | 0.00% | ||
Expected life in years | 6 years 6 months | 7 years | ||
Risk free interest rate (as a percent) | 1.98% | 2.00% | ||
Options outstanding, intrinsic value | $11.80 | |||
Share price | $13.35 | $12 | ||
Compensation cost not yet recognized, options | $3.10 | |||
Stock Option | ||||
Assumptions used to determine the fair value of the stock options | ||||
Compensation cost not yet recognized, period for recognition | 1 year 8 months 1 day | |||
2007 Equity Incentive Plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Increase in number of shares authorized under the plan | 673,923 | |||
Number of shares authorized under the plan | 1,283,226 |
Stockholders_equity_deficit_Re
Stockholders' equity (deficit) - Restricted Stock Units (Details) (Restricted stock units, CEO) | 1 Months Ended | 12 Months Ended |
Nov. 30, 2013 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of award issued (in shares) | 24,000 | 7,000 |
Vesting on October 21, 2014 | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Award vesting rights percentage | 25.00% | |
Vesting Equal Monthly Installments after Nov 1, 2014 | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Award vesting rights percentage | 75.00% |
Stockholders_equity_deficit_Sh1
Stockholders' equity (deficit) - Share-Based Compensation Expense (Details) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Share-based compensation expense | $951 | $88 |
Research and development | ||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Share-based compensation expense | 130 | 5 |
General and administrative | ||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Share-based compensation expense | $821 | $83 |
Retirement_Savings_Plan_Detail
Retirement Savings Plan (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Compensation and Retirement Disclosure [Abstract] | ||
Defined contribution plan, employer matching contribution of employee's gross pay | 3.00% | |
Defined contribution plan, cost recognized | $48,000 | $0 |
Related_Party_Transactions_Det
Related Party Transactions (Details) (Care Capital, LLC, USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Care Capital, LLC | ||
Related Party Transactions [Line Items] | ||
Expense for services provided | $70 | $124 |
Income_Taxes_Schedule_of_Defer
Income Taxes - Schedule of Deferred Tax Assets (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Deferred Tax Assets: | ||
Net operating loss carry forwards | $11,044 | $9,294 |
Stock based compensation | 357 | 57 |
Tax credits | 1,516 | 1,071 |
Depreciation | 1 | 5 |
Amortization | 6,392 | 3,400 |
Accrued bonus | 0 | 139 |
Accrued expenses | 4 | 122 |
Accrued interest | 12 | 33 |
Deferred tax assets | 19,326 | 14,121 |
Less: valuation allowance | -19,326 | -14,121 |
Net deferred tax asset | $0 | $0 |
Income_Taxes_Effective_Income_
Income Taxes - Effective Income Tax Rate Reconciliation (Details) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Income Tax Disclosure [Abstract] | ||
Federal statutory rate | -34.00% | -34.00% |
State income taxes | 0.73% | 19.13% |
Valuation allowance | 33.27% | 14.87% |
Effective tax rate | 0.00% | 0.00% |
Income_Taxes_Operating_Loss_Ca
Income Taxes - Operating Loss Carryforwards (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
Federal | ||
Operating Loss Carryforwards [Line Items] | ||
Operating loss carryforwards | $31.80 | |
State | ||
Operating Loss Carryforwards [Line Items] | ||
Operating loss carryforwards | $7.20 |
Income_Taxes_Tax_Credit_Carryf
Income Taxes - Tax Credit Carryforwards (Details) (Research Tax Credit Carryforward, USD $) | Dec. 31, 2014 |
In Thousands, unless otherwise specified | |
Federal | |
Tax Credit Carryforward [Line Items] | |
Tax credit carryforward | $1,300 |
State | |
Tax Credit Carryforward [Line Items] | |
Tax credit carryforward | $244 |
Income_Taxes_Additional_Inform
Income Taxes - Additional Information (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Income Tax Disclosure [Abstract] | ||
Income tax expense (benefit) | $0 | $0 |
Valuation allowance increase (decrease) | 5,200,000 | 1,200,000 |
Unrecognized tax benefits | $0 | $0 |
Commitments_Details
Commitments (Details) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Operating Leases, Future Minimum Payments Due, Fiscal Year Maturity [Abstract] | ||
2015 | $105 | |
2016 | 118 | |
2017 | 122 | |
2018 | 125 | |
2019 | 129 | |
Thereafter | 55 | |
Total future minimum payments due | 654 | |
Rent expense | $62 | $52 |