Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2016 | May. 11, 2016 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q1 | |
Trading Symbol | ALXA | |
Entity Registrant Name | Alexza Pharmaceuticals Inc. | |
Entity Central Index Key | 1,344,413 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Smaller Reporting Company | |
Entity Common Stock, Shares Outstanding | 21,750,615 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 | [1] |
Current assets: | |||
Cash and cash equivalents | $ 4,502 | $ 7,755 | |
Receivables | 8 | 0 | |
Prepaid expenses and other current assets | 2,933 | 3,237 | |
Total current assets | 7,443 | 10,992 | |
Property and equipment, net | 2,749 | 3,320 | |
Other assets | 391 | 419 | |
Total assets | 10,583 | 14,731 | |
Current liabilities: | |||
Accounts payable | 851 | 442 | |
Accrued clinical trial liabilities | 179 | 178 | |
Other accrued liabilities | 8,133 | 6,990 | |
Current portion of contingent consideration liability | 1,100 | 900 | |
Financing obligations, net of $1,047 and $5,034 debt discounts as of March 31, 2016 and December 31, 2015, respectively | 47,953 | 46,840 | |
Current portion of deferred revenues | 2,136 | 2,848 | |
Total current liabilities | 60,352 | 58,198 | |
Deferred rent | 3,066 | 3,412 | |
Noncurrent portion of contingent consideration liability | 1,500 | 1,900 | |
Noncurrent portion of financing obligations | 20,000 | 21,127 | |
Other noncurrent liabilities | 0 | 1,752 | |
Stockholders’ (deficit): | |||
Preferred stock | 0 | 0 | |
Common Stock | 2 | 2 | |
Additional paid-in capital | 361,295 | 360,610 | |
Accumulated other comprehensive (loss) income | 0 | 0 | |
Accumulated deficit | (435,632) | (432,270) | |
Total stockholders’ deficit | (74,335) | (71,658) | |
Total liabilities and stockholders’ deficit | $ 10,583 | $ 14,731 | |
[1] | The condensed consolidated balance sheet at December 31, 2015 has been derived from audited consolidated financial statements at that date. |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Statement Of Financial Position [Abstract] | ||
Debt discounts | $ 1,047 | $ 5,034 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Loss and Comprehensive Loss - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Revenue | ||
Collaboration revenue | $ 720 | $ 618 |
Product sales | 0 | 87 |
Total revenues | 720 | 705 |
Cost of goods sold | 945 | 6,147 |
Research and development | 2,438 | 3,824 |
General and administrative | 2,392 | 3,737 |
Total operating expenses | 5,775 | 13,708 |
Loss from operations | (5,055) | (13,003) |
Change in fair value of contingent consideration liability | 200 | 14,833 |
Gain on restructuring of financing obligations | 2,506 | 0 |
Gain on fair value of inventory received resulting from restructuring of financing obligations | 945 | 0 |
Interest and other income/expense, net | 2 | (5) |
Interest expense | (1,960) | (2,229) |
Net loss | $ (3,362) | $ (404) |
Net loss per share - basic and diluted | $ (0.16) | $ (0.02) |
Shares used to compute net loss per share - basic and diluted | 20,807 | 19,750 |
Other Comprehensive Loss | ||
Change in unrealized (loss) income on marketable securities | $ 0 | $ 2 |
Comprehensive loss | $ (3,362) | $ (402) |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Cash Flows - USD ($) | 3 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | ||
Cash flows from operating activities: | |||
Net loss | $ (3,362,000) | $ (404,000) | |
Adjustments to reconcile net loss to net cash used in operating activities: | |||
Share-based compensation expense | 110,000 | 388,000 | |
Change in fair value of contingent consideration liability | (200,000) | (14,833,000) | |
Gain on restructuring of financing obligations | (2,506,000) | 0 | |
Gain on fair value of inventory received resulting from restructuring of financing obligations | (945,000) | 0 | |
Amortization of debt discount, deferred interest | 576,000 | 642,000 | |
Amortization of discount on available-for-sale securities | 0 | 50,000 | |
Depreciation and amortization | 571,000 | 879,000 | |
Impairment of property and equipment | 0 | 1,381,000 | |
Impairment of inventory | 945,000 | 1,229,000 | |
Impairment of prepaid expenses | 0 | 1,024,000 | |
Changes in operating assets and liabilities: | |||
Receivables | (8,000) | 74,000 | |
Inventory | 0 | 28,000 | |
Prepaid expenses and other current assets | 95,000 | (293,000) | |
Other assets | 28,000 | 165,000 | |
Accounts payable | 409,000 | (234,000) | |
Accrued clinical trial expense and other accrued liabilities | 1,092,000 | (2,140,000) | |
Deferred revenues | (712,000) | (613,000) | |
Other liabilities | (346,000) | (77,000) | |
Net cash used in operating activities | (4,253,000) | (12,734,000) | |
Cash flows from investing activities: | |||
Purchase of available-for-sale securities | 0 | (5,442,000) | |
Maturities of available-for-sale securities | 0 | 13,540,000 | |
Net cash (used in) provided by investing activities | 0 | 8,098,000 | |
Cash flows from financing activities: | |||
Payment of contingent payment to Symphony Allegro Holdings, LLC | 0 | (867,000) | |
Change in restricted cash | 0 | 1,396,000 | |
Proceeds from financing obligations | 1,000,000 | 0 | |
Net cash provided by financing activities | 1,000,000 | 529,000 | |
Net decrease in cash and cash equivalents | (3,253,000) | (4,107,000) | |
Cash and cash equivalents at beginning of period | 7,755,000 | [1] | 15,200,000 |
Cash and cash equivalents at end of period | $ 4,502,000 | $ 11,093,000 | |
[1] | The condensed consolidated balance sheet at December 31, 2015 has been derived from audited consolidated financial statements at that date. |
The Company and Basis of Presen
The Company and Basis of Presentation | 3 Months Ended |
Mar. 31, 2016 | |
Accounting Policies [Abstract] | |
The Company and Basis of Presentation | 1. The Company and Basis of Presentation Business We were incorporated in the state of Delaware on December 19, 2000 as FaxMed, Inc., changed our name to Alexza Corporation in June 2001 and in December 2001 became Alexza Molecular Delivery Corporation. In July 2005, we changed our name to Alexza Pharmaceuticals, Inc. We are a pharmaceutical company focused on the research, development, and commercialization of novel proprietary products for the acute treatment of central nervous system conditions. We operate in one business segment. Our facilities and employees are currently located in the United States. As further described under note 13, Subsequent Events, below, on May 9, 2016, we entered into an Agreement and Plan of Merger, or the Merger Agreement, with Grupo Ferrer Internacional, S.A., a Spanish sociedad anonima Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, they do not contain all of the information and footnotes required for complete financial statements. In the opinion of management, the accompanying unaudited condensed consolidated financial statements reflect all adjustments, which include only normal recurring adjustments, necessary to present fairly our interim condensed consolidated financial information. The results for the three months ended March 31, 2016 are not necessarily indicative of the results to be expected for the year ending December 31, 2016 or for any other interim period or any other future year. The accompanying unaudited condensed consolidated financial statements and notes to condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements for the year ended December 31, 2015 included in our Annual Report on Form 10-K filed with the Securities and Exchange Commission, or SEC, on March 28, 2016. Basis of Consolidation The unaudited condensed consolidated financial statements include our accounts and those of our wholly-owned subsidiaries. All significant intercompany balances and transactions have been eliminated. |
Need to Raise Additional Capita
Need to Raise Additional Capital | 3 Months Ended |
Mar. 31, 2016 | |
Text Block [Abstract] | |
Need to Raise Additional Capital | 2. Need to Raise Additional Capital We have incurred significant losses from operations since inception and expect losses to continue for the foreseeable future. As of March 31, 2016, we had cash and cash equivalents of $4,502,000 and a working capital deficiency of $52,909,000. The working capital deficiency is primarily the result of the classification of our royalty securitization financing as a current liability. Our operating and capital plans call for cash expenditures to exceed cash and cash equivalent balances for the next twelve months. We plan to finance our operations through partnership or licensing collaborations, the sale of equity securities, debt arrangements, a potential sale or disposition of one or more corporate assets or a strategic business combination or partnership, and we have engaged Guggenheim Securities, LLC to assist us in exploring such strategic options to enhance stockholder value. Such funding or potential transaction may not be available or may be on terms that are not favorable to us. Our inability to raise capital as and when needed could have a negative impact on our financial condition and our ability to continue as a going concern. If we become unable to continue as a going concern, we may have to liquidate our assets, and might realize significantly less than the values at which they are carried on our financial statements, and stockholders may lose all or part of their investment in our common stock. Based on our available cash resources, the additional $2,300,000 drawn in April and May 2016 under that certain promissory note we issued to Ferrer as amended, or the Ferrer Note, and our expected cash usage, we estimate that we have sufficient capital resources to meet our anticipated cash needs until the end of June 2016. In February 2016, we entered into a definitive agreement with Teva Pharmaceuticals USA, Inc. or Teva, whereby (i) we reacquired the ADASUVE commercial U.S. rights that we had licensed to Teva under that certain License and Collaboration Agreement we executed with Teva in May 2013, or the Teva Amendment, and (ii) restructured our obligations under the outstanding convertible promissory note from Teva, or the Amended Teva Note. The Teva Amendment is intended to allow us to continue to provide ADASUVE product to patients and health care providers either on our own or through another unaffiliated partner, at which time all Teva license rights to ADASUVE would terminate. The Amended Teva Note, provided for (i) the issuance of 2,172,886 shares of our common stock to Teva pursuant to a stock issuance agreement as consideration for a reduction in the outstanding balance of the Amended Teva Note by $5,000,000 and forgiveness of all accrued and unpaid interest under the Amended Teva Note; (ii) the contingent repayment of remaining $20,000,000 outstanding balance of the Amended Teva Note in four annual consecutive payments of $5,000,000 beginning on January 31 of the first calendar year following the calendar year in which the aggregate annual net sales of ADASUVE and any other Staccato enabled products first reach $50,000,000 in the United States; (iii) the elimination of the conversion feature and (iv) the prepayment of the outstanding balance of the Amended Teva Note at any time without penalty. Refer to Note 8 - Financing Obligations As further described under note 13, Subsequent Events, below, on May 9, 2016, we entered into the Merger Agreement pursuant to which Purchaser has agreed to commence a cash tender offer to acquire all of the shares of our common stock (excluding any shares of our common stock held, directly or indirectly, by Ferrer) pursuant to the Offer. Following the consummation of the Offer, the Merger Agreement provides that Purchaser will merge with and into us in the Merger, and we will become a wholly owned subsidiary of Ferrer. There can be no assurance that the Offer or the Merger will be consummated. The significant uncertainties surrounding any revenue from sales of ADASUVE, including royalties and milestone payments from our present and future collaborations, clinical development timelines and costs and the need to raise a significant amount of capital raises substantial doubt about our ability to continue as a going concern for a reasonable period of time. These consolidated financial statements have been prepared with the assumption that we will continue as a going concern and will be able to realize our assets and discharge our liabilities in the normal course of business and do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classification of liabilities that may result from our inability to continue as a going concern. In order to mitigate the risk related with this uncertainty, we plan to issue debt or additional shares of our common stock for cash and services or enter into additional collaborations or a strategic transaction during the next twelve months. There is no assurance we will able to raise sufficient capital on acceptable terms, or at all, to continue commercialization efforts for ADASUVE, continue development of our product candidates or to otherwise continue operations or that we will be able to execute any strategic transaction. Even if we are able to source additional capital, we may be forced to significantly reduce our operations if our business prospects do not improve. If we are unable to source additional capital, we may be forced to shut down operations altogether. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2016 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 3. Summary of Significant Accounting Policies Revenue Recognition We recognize revenue when (i) persuasive evidence of an arrangement exists; (ii) delivery has occurred or services have been rendered; (iii) the fee is fixed or determinable; and (iv) collectability is reasonably assured. For collaboration agreements, revenues for non-refundable upfront license fee payments, where we continue to have performance obligations, are recognized as performance occurs and obligations are completed. Revenues for non-refundable upfront license fee payments where we do not have significant future performance obligations are recognized when the agreement is signed and the payments are due. For multiple element arrangements, such as collaboration agreements in which a collaborator may purchase several deliverables, we account for each deliverable as a separate unit of accounting if both of the following criteria are met: (i) the delivered item or items have value to the customer on a standalone basis; and (ii) for an arrangement that includes a general right of return relative to the delivered item(s), delivery or performance of the undelivered item(s) is considered probable and substantially in our control. We evaluate how the consideration should be allocated among the units of accounting and allocate revenue to each non-contingent element based upon the relative selling price of each element. We determine the relative selling price for each deliverable using (i) vendor-specific objective evidence, or VSOE, of selling price if it exists; (ii) third-party evidence, or TPE, of selling price if it exists; or (iii) our best estimated selling price for that deliverable if neither VSOE nor TPE of selling price exists for that deliverable. We then recognize the revenue allocated to each element when the four basic revenue criteria described above are met for each element. For milestone payments received in connection with our collaboration agreements, we have elected to adopt the milestone method of accounting under Financial Accounting Standards Board Accounting Standards Codification 605-28, Milestone Method. Under the milestone method, revenues for payments which meet the definition of a milestone will be recognized as the respective milestones are achieved. We recognize product revenue as follows: · Persuasive Evidence of an Arrangement · Delivery · Sales Price Fixed or Determinable · Collectability Royalty revenue from our collaboration agreement will be recognized as we receive information from our collaborator regarding product sales and collectability is reasonably assured. Significant management judgment is used in the determination of revenue to be recognized and the period in which it is recognized. Inventory Inventory is stated at standard cost, which approximates actual cost, determined on a first-in first-out basis, not in excess of market value. Inventory includes the direct costs incurred to manufacture products combined with allocated manufacturing overhead, which consists of indirect costs, including labor and facility overhead. The carrying cost of inventory is reduced so as to not be in excess of the market value of the inventory as determined by the contractual transfer prices to Ferrer and Teva. The excess over the market value is expensed to cost of goods sold. If information becomes available that suggests that all or certain of the inventory may not be realizable, we may be required to expense a portion, or all, of the capitalized inventory into cost of goods sold. We have fulfilled all of the orders we received from Teva and Ferrer for commercial units of ADASUVE for the near and medium term. As a result, we have suspended our commercial production operations (Refer to Note 3 – Summary of Significant Accounting Policies In February 2016, we reacquired the ADASUVE commercial U.S. rights under the Teva Amendment through an exclusive, royalty-free sub-license arrangement in exchange for the termination of all future milestone and royalty obligations that Teva had under the original agreement. As part of this exchange, all remaining ADASUVE inventory held by Teva was transferred to us along with a right to resell such inventory for up to one year. The Teva Amendment is intended to allow us to continue to provide ADASUVE product to patients and health care providers either on our own or through another unaffiliated partner, at which time the all Teva license rights to ADASUVE would terminate. We accounted for the sub-license rights and the receipt of inventory under ASC 845, Nonmonetary Transaction Contingencies From time to time, we are involved in lawsuits, arbitrations, claims, investigations and proceedings that arise in the ordinary course of business. We make provisions for liabilities when it is both probable that a liability has been incurred and the amount of the loss can be reasonably estimated. No such provisions have been made for the periods presented herein. Litigation and related matters are inherently unpredictable. If any unfavorable ruling were to occur in any specific period, there exists the possibility of a material adverse impact on the results of operations of that period or on our cash flows and liquidity. Recent Accounting Pronouncements In August 2014, the Financial Accounting Standards Board issued the Accounting Standards Update, or ASU, No. 2014-15, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern (“ASU 2014-15”). ASU 2014-15 requires management to evaluate whether there is substantial doubt about an entity’s ability to continue as a going concern and to provide related footnote disclosures. In doing so, companies will have reduced diversity in the timing and content of footnote disclosures than under the current guidance. Refer to Note 2 – Need to Raise Additional Capital In May 2014, the Financial Accounting Standards Board issued the ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606), that will supersede nearly all existing revenue recognition guidance under US GAAP. The core principle of the guidance is that an entity should recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which we expect to be entitled in exchange for those goods or services. The standard will be effective for public entities for annual and interim periods beginning after December 15, 2017. Entities can choose to apply the standard using either the full retrospective approach or a modified retrospective approach. Entities electing the full retrospective adoption will apply the standard to each period presented in the financial statements. This means that entities will have to apply the new guidance as if it had been in effect since the inception of all its contracts with customers presented in the financial statements. Entities that elect the modified retrospective approach will apply the guidance retrospectively only to the most current period presented in the financial statements. This means that entities will have to recognize the cumulative effect of initially applying the new standard as an adjustment to the opening balance of retained earnings at the date of initial application. The new revenue standard will be applied to contracts that are in progress at the date of initial application. In April 2015, the Financial Accounting Standards Board issued ASU 2015-03, Interest—Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs In July 2015, the Financial Accounting Standards Board issued ASU No. 2015-14, which delays the effective date of the standard for one year to annual periods beginning after December 15, 2017, with early adoption permitted for annual periods beginning after December 15, 2016. We are evaluating the requirements of this guidance and have not yet determined the impact of its adoption on our consolidated financial position, results of operations and cash flows. In February 2016, the Financial Accounting Standards Board issued ASU 2016-02, Leases (Topic 842) which supersedes FASB ASC Topic 840, Leases (Topic 840) - |
Fair Value Accounting
Fair Value Accounting | 3 Months Ended |
Mar. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value Accounting | 4. Fair Value Accounting Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. Three levels of inputs, of which the first two are considered observable and the last unobservable, may be used to measure fair value. The three levels are: · 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; 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. · Level 3 — Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. The following table represents the fair value hierarchy for our financial assets (cash equivalents, marketable securities and restricted cash) by major security type and contingent consideration liability measured at fair value on a recurring basis as of March 31, 2016 and December 31, 2015 (in thousands): March 31, 2016 Level 1 Level 2 Level 3 Total Assets Money market funds $ 4,408 $ — $ — $ 4,408 Total assets $ 4,408 $ — $ — $ 4,408 Liabilities Contingent consideration liability $ — $ — $ 2,600 $ 2,600 Total liabilities $ — $ — $ 2,600 $ 2,600 December 31, 2015 Level 1 Level 2 Level 3 Total Assets Money market funds $ 6,806 $ — $ — $ 6,806 Total assets $ 6,806 $ — $ — $ 6,806 Liabilities Contingent consideration liability $ — $ — $ 2,800 $ 2,800 Total liabilities $ — $ — $ 2,800 $ 2,800 Cash equivalents and marketable securities The amortized cost, fair value and unrealized gain/(loss) for our financial assets by major security type as of March 31, 2015 and December 31, 2015 are as follows (in thousands): Amortized Unrealized March 31, 2016 Cost Fair Value Gain/(Loss) Money market funds $ 4,408 $ 4,408 $ — Total 4,408 4,408 — Less amounts classified as cash equivalents (4,408 ) (4,408 ) — Total marketable securities $ — $ — $ — Amortized Unrealized December 31, 2015 Cost Fair Value Gain/(Loss) Money market funds $ 6,806 $ 6,806 $ — Total 6,806 6,806 — Less amounts classified as cash equivalents (6,806 ) (6,806 ) — Total marketable securities $ — $ — $ — We had no sales of marketable securities during the three months ended March 31, 2016 or 2015. Contingent Consideration Liability In connection with the exercise of our option to purchase all of the outstanding equity of Symphony Allegro, Inc., or Allegro, in 2009, we are obligated to make contingent cash payments to the former Allegro stockholders related to certain payments received by us from future collaboration agreements pertaining to ADASUVE/AZ-104 ( Staccato Staccato The projected cash flow assumptions for ADASUVE in the United States are based on internally and externally developed product sales forecasts. The timing and extent of the projected cash flows for ADASUVE for the territories in which ADASUVE is licensed to Ferrer, or the Ferrer Territories are based on a Collaboration, License and Supply Agreement we executed with Ferrer in October 2011, or the Ferrer Agreement. The timing and extent of the projected cash flows for the remaining territories for ADASUVE and worldwide territories for AZ-002 and AZ-104 were based on internal estimates for potential milestones and multiple product royalty scenarios and are also consistent in structure to the most recently negotiated collaboration agreements. We then assigned a probability to each of the cash flow scenarios based on several factors, including: the product candidate’s stage of development, preclinical and clinical results, technological risk related to the successful development of the different drug candidates, estimated market size, market risk and potential collaboration interest to determine a risk adjusted weighted average cash flow based on all of these scenarios. These probability and risk adjusted weighted average cash flows were then discounted utilizing our estimated weighted average cost of capital, or WACC. Our WACC considered our cash position, competition, risk of substitute products, and risk associated with the financing of the development projects. We have used a discount rate of 20% since the fourth quarter of 2014 to reflect our current estimated WACC based on our current financial condition, market capitalization and our estimated increase in borrowing costs. The fair value measurement of the contingent consideration liability is based on significant inputs not observed in the market and thus represents a Level 3 measurement. Level 3 measurements are valued based on unobservable inputs that are supported by little or no market activity and reflect our assumptions in measuring fair value. We record any changes in the fair value of the contingent consideration liability in earnings in the period of the change. Certain events including, but not limited to, the timing and terms of any collaboration agreement, clinical trial results, approval or non-approval of any future regulatory submissions and the commercial success of ADASUVE, AZ-104 or AZ-002 could have a material impact on the fair value of the contingent consideration liability, and as a result, our results of operations and financial position for the impacted period. During the three months ended March 31, 2016, we updated the discounted cash flow model to reflect adjusted U.S. ADASUVE milestones and royalties with any future U.S. collaborator and adjusted sales milestones for ADASUVE in the Ferrer Territories. These changes resulted in our recognizing a non-operating, non-cash gain of $200,000, or $0.009 per share during the three months ended March 31, 2016. During the three months ended March 31, 2015, we updated the discounted cash flow model to reflect adjusted ADASUVE sales projections and the projected timing of the receipt of certain milestone payments. As part of this process, we received updated projections from our collaboration partners in late March, 2015 that indicated sales of ADASUVE would be lower in 2015 and 2016 than had been anticipated in the various projections and scenarios used to estimate the contingent consideration liability in previous periods. As a result of these lower projected sales and the decision to suspend our commercial production operations (see Note 12), we reevaluated the rate at which we believe sales will increase, the amount of peak sales, the period of time it will take to reach peak sales, the number of years at which peak sales would be achieved, and the related impact on the amount and timing of related royalties and milestones to be received. This evaluation resulted in a decrease to projected sales and the related milestones and royalties under the high, medium, and low sales scenarios and a heavier weighting to the lower sales scenario. These changes on the discounted cash flow model resulted in a decrease to our net loss of $14,833,000, or $0.75 per share, for the three months ended March 31, 2015. A payment of $867,000 was made during the same period to the former Allegro stockholders. The following table represents a reconciliation of the change in the fair value measurement of the contingent consideration liability for the three months ended March 31, 2016 and 2015 (in thousands): Three Months Ended March 31, 2016 2015 Beginning balance $ 2,800 $ 30,800 Payments made — (867 ) Adjustments to fair value measurement (200 ) (14,833 ) Ending balance $ 2,600 $ 15,100 Financing Obligations We have estimated the fair value of our financing obligations (Refer to Note 8 – Financing Obligations At March 31, 2016 and December 31, 2015, the estimated fair value of our financing obligations was $50,028,000 and $52,151,000, respectively, and had book values of $67,953,000 and $67,967,000, respectively. Our payment commitments associated with these debt instruments may vary with changes in interest rates and are comprised of interest payments and principal payments. The estimated fair value of our debt will fluctuate with movements of interest rates, increasing in periods of declining rates of interest and declining in periods of increasing rates of interest. In addition, the fair value of our royalty securitization financing will be affected by the timing and amount of U.S. ADASUVE royalties and milestones. |
Share-Based Compensation Plans
Share-Based Compensation Plans | 3 Months Ended |
Mar. 31, 2016 | |
Equity [Abstract] | |
Share-Based Compensation Plans | 5. Share-Based Compensation Plans 2015 Equity Incentive Plan In April 2015, our Board of Directors approved the 2015 Equity Incentive Plan, or the 2015 Plan, and authorized for issuance thereunder (i) an additional 1,000,000 shares of common stock plus (ii) the number of shares available for issuance pursuant to the grant of future awards under our 2005 Equity Incentive Plan determined as of the effective date of the 2015 Plan; plus (iii) the number of shares underlying outstanding stock awards granted under our previous stock option plans prior to the effective date of the 2015 Plan that expire or terminate for any reason prior to exercise or settlement, are forfeited or repurchased because of the failure to meet a contingency or condition required to vest such shares, or are reacquired, withheld (or not issued) to satisfy a tax withholding obligation in connection with an award. The 2015 Plan became effective upon the approval of the plan by our stockholders on June 23, 2015. Due to the effectiveness of our 2015 Plan, no additional awards will be made under our previous stock option plans. All outstanding awards under our previous stock option plans will continue to be subject to the terms and conditions as set forth in the agreements evidencing such stock awards and the terms of the applicable plan. Stock options issued under the 2015 Plan generally vest over 4 years; vesting is generally based on service time, and have a maximum contractual term of 10 years. 2015 Non-Employee Directors’ Stock Option Plan In April 2015, our Board of Directors adopted the 2015 Non-Employee Directors’ Stock Option Plan, or the 2015 Directors’ Plan, and authorized for issuance thereunder and (i) an additional 250,000 shares of common stock plus (ii) the number of shares available for issuance pursuant to the grant of future awards under our previous non-employee directors stock option plan determined as of the effective date of the 2015 Directors’ Plan; plus (iii) the number of shares underlying outstanding stock awards granted under our previous non-employee directors stock option plan prior to the effective date of the 2015 Directors’ Plan that expire or terminate for any reason prior to exercise or settlement, are forfeited or repurchased because of the failure to meet a contingency or condition required to vest such shares, or are reacquired, withheld (or not issued) to satisfy a tax withholding obligation in connection with an award. The 2015 Directors’ Plan became effective upon the approval of the plan by our stockholders on June 23, 2015. Due to the effectiveness of our 2015 Directors’ Plan, no additional awards will be made under our previous non-employee directors’ stock option plan. The 2015 Directors’ Plan provides for the automatic grant of nonstatutory stock options to purchase shares of common stock to our non-employee directors, which vest over approximately one year and have a term of 10 years. The following table sets forth the summary of option activity under our share-based compensation plans (the 2015 Plan, the 2005 Equity Incentive Plan, the 2015 Directors’ Plan and the 2005 Non-Employee Directors’ Stock Option Plan) for the three months ended March 31, 2016: Outstanding Options Number of Weighted Shares Exercise Price Outstanding at January 1, 2016 2,326,401 $ 4.23 Options granted 27,500 0.69 Options exercised — — Options forfeited — — Options cancelled (214,482 ) (9.73 ) Outstanding at March 31, 2016 2,139,419 $ 3.64 There were no options exercised during the three months ended March 31, 2016 and 2015. The following table sets forth the summary of restricted stock units, or RSUs, activity under our share-based compensation plans for the three months ended March 31, 2016: Weighted Average Number of Grant Date Shares Fair Value Outstanding at January 1, 2016 36,950 $ 4.67 Granted — — Released — — Forfeited (3,250 ) 4.67 Outstanding at March 31, 2016 33,700 $ 4.67 At March 31, 2016, RSUs to purchase 13,725 shares of common stock were vested but unreleased. These RSUs will be released upon opening of the trading window. As of March 31, 2016, 2,683,289 and 410,000 shares remained available for issuance under the 2015 Plan and the 2015 Directors’ Plan, respectively. 2015 Employee Stock Purchase Plan In April 2015, our Board of Directors adopted the 2015 Employee Stock Purchase Plan, or 2015 ESPP, and authorized for issuance thereunder (i) an additional 500,000 shares of our common stock plus (ii) the 128,249 additional shares, that remained available for issuance under our previous employee stock purchase plan after all outstanding purchase rights under such plan were exercised in October 2015. The 2015 ESPP allows eligible employee participants to purchase shares of our common stock at a discount through payroll deductions. The terms of any offering period under the 2015 ESPP will be determined by our Board of Directors. Purchases are generally made on the last trading day of each November and May. Employees may purchase shares at each purchase date at 85% of the market value of our common stock at either the beginning of the offering period or the end of the purchase period, whichever price is lower. Our previous employee stock purchase plan remained in effect until the conclusion of our previous offering, which concluded in October 2015. As of March 31, 2016, 628,249 shares were available for issuance under the 2015 ESPP. |
Share-Based Compensation
Share-Based Compensation | 3 Months Ended |
Mar. 31, 2016 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Share-Based Compensation | 6. Share-Based Compensation Employee Share-Based Awards Compensation cost for employee share-based awards is based on the grant-date fair value and is recognized over the vesting period of the applicable award on a straight-line basis. We issue employee share-based awards in the form of stock options and restricted stock units under our equity incentive plans, and stock purchase rights under the 2015 ESPP (see Note 5). Valuation of Stock Options, Stock Purchase Rights and Restricted Stock Units During the three months ended March 31, 2016 and 2015, the per share weighted average fair value of employee stock options granted were as follows: Three Months Ended March 31, 2016 2015 Stock Options $ 0.44 $ 1.29 Restricted Stock Units — — Stock Purchase Rights 0.41 0.67 The estimated grant date fair values of the stock options and stock purchase rights were calculated using the Black-Scholes valuation model, and the following weighted average assumptions: Three Months Ended March 31, 2016 2015 Stock Option Plans Weighted-average expected term 5.0 Years 5.0 Years Expected volatility 80% 85% Risk-free interest rate 1.52% 1.40% Dividend yield 0% 0% Employee Stock Purchase Plan Weighted-average expected term 0.6 Years 0.5 Years Expected volatility 75% 60% Risk-free interest rate 0.33% 1.62% Dividend yield 0% 0% The estimated fair value of restricted stock unit awards is calculated based on the market price of our common stock on the date of grant, reduced by the present value of dividends expected to be paid on our common stock prior to vesting of the restricted stock unit. Our estimate assumes no dividends will be paid prior to the vesting of the restricted stock unit. As of March 31, 2016, there was $1,478,000, $70,000, and $1,000 of total unrecognized compensation expense related to unvested stock option awards, unvested restricted stock units and stock purchase rights, respectively, which are expected to be recognized over a weighted average period of 2.8 years, 1.0 years, and 0.02 years, respectively. We had no share-based compensation capitalized at March 31, 2016 and it was immaterial at March 31, 2015. |
Net Loss per Share
Net Loss per Share | 3 Months Ended |
Mar. 31, 2016 | |
Earnings Per Share [Abstract] | |
Net Loss per Share | 7. Net Loss per Share Basic and diluted net loss per share is calculated by dividing the net loss by the weighted-average number of common shares outstanding for the period. The following items were excluded in the net loss per share calculation for the three months ended March 31, 2016 and 2015 because the inclusion of such items would have had an anti-dilutive effect: Three Months Ended March 31, 2016 2015 Stock Options 2,168,917 1,913,263 Restricted stock units 48,745 79,588 Warrants to purchase common stock 5,688,278 5,918,943 Convertible debt 4,422,222 5,382,363 |
Financing Obligations
Financing Obligations | 3 Months Ended |
Mar. 31, 2016 | |
Debt Disclosure [Abstract] | |
Financing Obligations | 8. Financing Obligations Teva Pharmaceuticals USA, Inc. In May 2013, concurrent with our execution of a License and Collaboration Agreement with Teva, or the Teva Agreement (refer to Note 9 – License Agreements At the time of the drawdowns, the contractual conversion price was less than the value of our common stock. As a result, at each draw down date, we calculated the value of the beneficial conversion feature of the convertible note and recorded an increase to additional paid-in-capital and a discount on the Teva Note which was being amortized to interest expense over the life of the borrowing. Additionally, at each draw, we reclassified the relative portion of the unamortized right-to-borrow asset, classified as an Other Asset, against the Teva Note, which was also being amortized to interest expense over the life of the borrowing. As we drew on the Teva Note, the relative portion of the unamortized right-to-borrow was accounted for as a discount on the borrowing and was amortized to interest expense over the life of the borrowing. The right-to-borrow asset had been fully reclassified against the Teva Note in 2014. In February 2016, we entered into the Amended Teva Note, which provided for (i) the issuance of 2,172,886 shares of our common stock to Teva pursuant to a stock issuance agreement as consideration for a reduction in the outstanding balance of the Amended Teva Note by $5,000,000 and forgiveness of all accrued and unpaid interest under the Amended Teva Note; (ii) the contingent repayment of the remaining $20,000,000 outstanding balance of the Amended Teva Note in four annual consecutive payments of $5,000,000 on January 31 of the calendar year following the calendar year in which the aggregate annual net sales of ADASUVE and any other Staccato enabled products first reach $50,000,000 in the United States; and (iii) we may prepay the outstanding balance of the Amended Teva Note. We assessed the note restructuring under ASC 470, Debt Royalty Securitization Financing In March 2014, we completed a royalty securitization financing, or the royalty securitization financing, which consisted of a private placement to qualified institutional investors of $45,000,000 of non-recourse notes, or the Notes, issued by Atlas U.S. Royalty, LLC, a Delaware limited liability company and our wholly-owned subsidiary, or Atlas, and warrants to purchase 345,661 shares of our common stock at a price of $0.01 per share exercisable for five years from the date of issuance, or the 2014 Warrants. The Notes bear interest at 12.25% per annum payable quarterly beginning June 15, 2014. All U.S. ADASUVE royalty and milestone payments, after paying interest, administrative fees, and any applicable taxes, will be applied to principal and interest payments on the Notes until the Notes have been paid in full. From the proceeds of the transaction, we established a $6,890,000 interest reserve account, which is classified as a noncurrent asset, to cover any potential shortfall in interest payments. The interest reserve account was fully utilized in 2015 to pay for interest related to our royalty securitization financing. In connection with our royalty securitization financing, we sold and contributed to Atlas all of our rights to U.S. ADASUVE royalty and milestone payments. The Notes are secured by all of the assets of Atlas (including the right to receive royalty and milestone payments based on commercial sales of ADASUVE in the U.S.) and our equity ownership in Atlas. The Notes have no other recourse to us. The Notes may not be redeemed at our option until after March 18, 2016, and may be redeemed after that date subject to the achievement of certain milestones and the payment of a redemption premium for any redemption occurring prior to March 19, 2019. The Notes are not convertible into Alexza equity, nor have we guaranteed them. In connection with the execution of the Merger Agreement, the holders of the Notes each entered into a participation agreement with Atlas pursuant to which Atlas agreed to grant to the holders of the Notes contractual rights to receive payments from Atlas upon the receipt of certain payments and achievement of certain milestones in respect of the commercialization of ADASUVE within the Unites States. We valued the 2014 Warrants utilizing the Black-Scholes valuation model with an assumed volatility of 87%, an estimated life of 5 years, a 1.54% risk-free interest rate and a dividend rate of 0%. The total value of the 2014 Warrants, $1,721,000, was recognized as an increase to additional paid in capital and as a discount to the Notes. The discount on the Notes is being amortized into interest expense over five-years. We incurred total fees and expenses of $4,171,000, which we recorded as a noncurrent Other Asset, and are amortizing into interest expense over a five-year period. In the fourth quarter of 2015, we did not make the quarterly interest payment due on December 15, 2015 for the Notes. As a result, we received a notice of event of default from the trustee. The aggregate interest payments that were in default were approximately $4,262,000, which includes the interest due and payable since September 15, 2015. In January 2016, we entered into a forbearance agreement with the holders of the Notes whereby such holders would generally forbear from delivering an acceleration notice and exercising other remedies under the Notes for thirty day renewing periods through June 15, 2016. In c o nn ec ti o w it t h As a result of our default and the short forbearance time period, the principal balance of $45,000,000 and the amortization of the debt discounts of $1,021,000 related to the 2014 Warrants were reclassified from non-current liabilities to current liabilities since the fourth quarter of 2015. Additionally, the deferred interest charges associated with the royalty securitization financing that were being amortized over five years were reclassified from non-current assets to other current assets as of March 31, 2016, consistent with the related debt. Ferrer Promissory Note In September 2015, we issued the Ferrer Note to Ferrer. The terms of the Ferrer Note provided that (i) Ferrer would loan us up to $5,000,000 in tranches, (ii) the initial tranche of $3,000,000 was received by us on September 28, 2015, (iii) another tranche of $1,000,000 was received by us on March 21, 2016, (iv) the third tranche of $1,000,000 was received by us on April 15, 2016, (v) interest accrues on the outstanding principal at the rate of 6% per annum, compounded monthly, through May 31, 2016, (vi) all outstanding principal and accrued interest under the Ferrer Note became due and payable upon Ferrer’s demand on May 31, 2016, (vii) we could prepay the Ferrer Note at any time without premium or penalty, and (viii) we issue 125,000 shares of our common stock to Ferrer as partial consideration for the loan. The common stock was issued to Ferrer pursuant to a stock issuance agreement and was not registered at the time of issuance under the Securities Act of 1933, as amended. On May 9, 2016, we amended and restated the Ferrer Note in order to, among other things (i) increase the maximum principal amount of the Ferrer Note to $6,300,000, (ii) extend the maturity date of the Ferrer Note to September 30, 2016 and (iii) provide for certain events of default under the Ferrer Note in connection with the Merger. As of May 11, 2016, the outstanding principal amount of the Ferrer Note was $6,300,000. We valued the common stock issued to Ferrer at approximately $144,000 using the closing price of our common stock on the date we issued the stock to Ferrer. Based on the percent of the maximum principal amount of the Ferrer Note drawdown through March 31, 2016, 80% of the value of the common stock issued to Ferrer was proportionately recorded as a discount to the Ferrer Note and 20% was capitalized as a current asset on our consolidated Balance Sheet as of March 31, 2016. With the third tranche and the final tranche of the Ferrer Note drawn in April 2016 and May 2016, respectively, the remaining balance of the capitalized amount will be reclassified as a debt discount against the remaining tranches. The amount of $144,000 is being amortized over the life of the Ferrer Note. The effective interest rate of the Ferrer Note, including the value of the shares issued, is 10.5%. Future Scheduled Payments Future scheduled principal payments under our various debt obligations as of March 31, 2016 are as follows (in thousands): Total 2016 - remaining 9 months $ 4,000 2017 — 2018 — 2019 — Thereafter 20,000 Total $ 24,000 The above table excludes the third tranche of $1,000,000 and the final tranche of $1,300,000 from the Ferrer Note that we received in April and May 2016, respectively, plus any payments pursuant to the Notes issued by Atlas, which have a legal maturity date in 2027. The principal payments by Atlas under the royalty securitization financing will be dependent upon the timing and amounts of royalties and milestone payments received from any future U.S. collaborator. We are obligated to repay the remaining $20,000,000 outstanding balance of the Amended Teva Note in four annual consecutive payments of $5,000,000 beginning on January 31 of the first calendar year following the calendar year in which the aggregate annual net sales of ADASUVE and any other Staccato enabled products first reach $50,000,000 in the United States. |
Facility Leases
Facility Leases | 3 Months Ended |
Mar. 31, 2016 | |
Leases [Abstract] | |
Facility Leases | 9. Facility Leases We lease a building in Mountain View, California which we began to occupy in the fourth quarter of 2007. We recognize rental expense on the facility on a straight line basis over the initial term of the lease. Differences between the straight line rent expense and rent payments are classified as deferred rent liability on the balance sheet. The lease for the building expires on March 31, 2018, and we have two options to extend the lease for five years each. |
License Agreements
License Agreements | 3 Months Ended |
Mar. 31, 2016 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
License Agreements | 10. License Agreements Grupo Ferrer Internacional, S.A. On October 5, 2011, we and Ferrer entered into the Ferrer Agreement to commercialize ADASUVE in the Ferrer Territories (Europe, Latin America, the Commonwealth of Independent States countries, the Middle East and North Africa countries, Korea, Philippines and Thailand). Under the terms of the Ferrer Agreement, we received an upfront cash payment of $10,000,000, of which $5,000,000 was paid to the former stockholders of Allegro. The Ferrer Agreement provided for up to an additional $51,000,000 in additional milestone payments, contingent on approval of the EU Marketing Authorization Application, or MAA, certain individual country commercial sales initiations and royalty payments based on cumulative net sales targets in the Ferrer Territories. The MAA was submitted to the European Medicines Agency, or EMA, and was approved in February 2013 by the European Commission, or the EC. Ferrer has the exclusive rights to commercialize the product in the Ferrer Territories. We supply ADASUVE to Ferrer for all of its commercial sales, and receive a specified per-unit transfer price paid in Euros. Either party may terminate the Ferrer Agreement for the other party’s uncured material breach or bankruptcy. The Ferrer Agreement continues in effect on a country-by-country basis until the later of the last to expire patent covering ADASUVE in such country or 12 years after first commercial sale. The Ferrer Agreement is subject to earlier termination in the event the parties mutually agree, by a party in the event of an uncured material breach by the other party or upon the bankruptcy or insolvency of either party. In October 2014, we entered into an amendment to the Ferrer Agreement. We and Ferrer agreed to eliminate certain individual country commercial sales initiation milestone payments in exchange for Ferrer’s purchase of 2,000,000 shares of our common stock for $4.00 per share for a total of $8,000,000, which reflected a premium on the fair value of our common stock of approximately $2,400,000. In January 2015, we paid the former shareholders of Allegro $865,000 related to this stock sale. In June 2015, we entered into another amendment to the Ferrer Agreement. We and Ferrer agreed to: (i) transfer ownership of the MAA to Ferrer, whereby Ferrer becomes responsible for all post-approval requirements of the MAA, including the post-authorization safety study, the drug utilization study and the Phase 3 clinical trial for adolescents and all other related regulatory activities and costs associated with the ADASUVE MAA, (ii) provide Ferrer an option to manufacture ADASUVE in the Ferrer Territories as well as for use by us in territories other than the U.S., Canada, China, Hong Kong, Taiwan and Macao, and if Ferrer does not exercise this option, we have the right to assign the ADASUVE manufacturing right to a third party, subject to Ferrer’s written consent, not to be unreasonably withheld, (iii) eliminate the remaining milestones related to first commercial sales in selected countries, and (iv) provide Ferrer with the right to access technology and develop a Staccato Staccato We evaluated whether the delivered elements under the Ferrer Agreement, as amended, have value on a stand-alone basis and allocated revenue to the identified units of accounting based on relative fair value. We determined that the license and the development and regulatory services are a single unit of accounting as the licenses were determined not to have stand-alone value. We have begun to deliver all elements of the arrangement and are recognizing the $10,000,000 upfront payment as revenue ratably over the estimated performance period of the agreement of four years. The $1,452,000 and $2,400,000 premiums received from the sales of common stock to Ferrer are additional consideration received pursuant to the Ferrer Agreement and does not pertain to a separate deliverable or element of the arrangement, and thus is being deferred and recognized as revenue in a manner consistent with the $10,000,000 upfront payment. The Ferrer Agreement, as amended, provides for us to receive up to $40,000,000 of additional payments related to cumulative net sales targets in the Ferrer Territories. The cumulative net sales targets will be recognized as royalty revenue when each target is earned and payable to us. We believe each of these milestones is substantive as there is uncertainty that the milestones will be met, the milestone can only be achieved as a result of our past performance and the achievement of the milestone will result in additional payment to us. In January 2014, we recognized revenue in the amount of $1,000,000 from a milestone payment for the first product sale in Spain, of which $250,000 was paid to the former stockholders of Allegro (Refer to Note 3 – Summary of Significant Accounting Policies We recognized $712,000 and $612,000 of revenue related to the Ferrer Agreement, as amended, in the three months ended March 31, 2016 and 2015, respectively. At March 31, 2016 we had deferred revenue of $2,136,000 related to the Ferrer Agreement, as amended. Teva Pharmaceuticals USA, Inc. In May 2013, we entered into the Teva Agreement to provide Teva with an exclusive license to develop and commercialize ADASUVE in the United States. In February 2016, we entered into the Teva Amendment which is intended to allow us to continue to provide ADASUVE product to patients and health care providers and provides for (i) the transfer of the New Drug Application, or NDA, and related regulatory filings for ADASUVE to us and the assumption of responsibility by us for all regulatory activities related to ADASUVE in the U.S. as soon as practicable; (ii) an exclusive license of Teva intellectual property with respect to ADASUVE, which intellectual property will be assigned to us in connection with a change of control or an exclusive license to ADASUVE in the U.S. from us to a third party; (iii) our undertaking of responsibility for the ADASUVE United States Phase 4 study, product pharmacovigilance, medical services, and REMS compliance, either through Teva’s vendors or a vendor otherwise selected by us; (iv) the transfer from Teva of existing supplies of ADASUVE as well as all commercial, medical and academic materials, documents and relationships; (v) our right to sell Teva-labeled products in accordance with all applicable laws and Teva policies; (vi) the satisfaction and termination of all payment obligations of the parties with respect to the commercialization of ADASUVE except with respect to the Amended Teva Note and our issuance of 2,172,886 shares of our common stock to Teva; and (vii) a mutual release between the parties with respect to claims under the Teva Agreement. |
Autoliv Manufacturing and Suppl
Autoliv Manufacturing and Supply Agreement | 3 Months Ended |
Mar. 31, 2016 | |
Commitments And Contingencies Disclosure [Abstract] | |
Autoliv Manufacturing and Supply Agreement | 11. Autoliv Manufacturing and Supply Agreement In November 2007, we entered into a Manufacturing and Supply Agreement, or the Manufacture Agreement, with Autoliv relating to the commercial supply of chemical heat packages that can be incorporated into our Staccato Subject to certain exceptions, Autoliv has agreed to manufacture, assemble and test the Chemical Heat Packages solely for us in conformance with our specifications. We pay Autoliv a specified purchase price, which varies based on annual quantities we order, per Chemical Heat Package delivered. Upon termination of the Manufacture Agreement, we were to retain full ownership of the production equipment for commercial manufacture of the Chemical Heat Packages developed for us by Autoliv, and Autoliv’s obligations under the Manufacture Agreement will terminate in full. In December 2014, we amended the Manufacture Agreement with Autoliv, or the 2014 Amendment through which we and Autoliv are extending the Manufacturing Agreement through 2018. In addition, we have the right to engage a second source supplier and implement a manufacturing line transfer from Autoliv to manufacture and supply the Chemical Heat Packages to us or our licensees. We have contracted with Autoliv, through a third-party supplier, to build one additional manufacturing cell to manufacture chemical heat packages at a cost of approximately $2.4 million, or the New Cell. The New Cell was expected to be installed at Autoliv with the cell currently being utilized by Autoliv, or the Original Cell, to be installed at a second source supplier. Due to the Original Cell no longer being utilized and the uncertainty of the timing of engaging a second source supplier (see Note 12), we recorded additional cost of goods sold of $1,381,000 in the three months ended March 31, 2015 due to the impairment of the Original Cell. The $1,381,000 impairment reduced the carrying amount of this cell to $0, which we believe is the fair value of this equipment and is a level 3 fair value measurement. The equipment is specialized and was developed specifically for the manufacture of ADASUVE and would be of limited, if any, utility to a third-party. Thus, we concluded that given the decreased projections of ADASUVE sales and the related decline in production noted below in Note 12, as well as the limited ability to sell this equipment, that its fair value is $0. The New Cell will be utilized if and when commercial production resumes. We did not record additional impairment charges during the three months ended March 31, 2016. |
Restructuring
Restructuring | 3 Months Ended |
Mar. 31, 2016 | |
Restructuring And Related Activities [Abstract] | |
Restructuring | 12. Restructuring As of December 31, 2015, we completed the commercial production and shipment of all ADASUVE orders received from Teva and Ferrer. With commercial production completed, we suspended our ADASUVE commercial manufacturing operations. During the fiscal year ended December 31, 2015, we concluded that due to (i) the suspension of the ADASUVE commercial production operations during the third quarter of 2015, (ii) our continued operating losses and poor cash flows, (iii) the uncertainty of when we will resume commercial production, (iv) the limited ability to sell the capitalized equipment, and (v) our basic ability to continue as a going concern, the carrying amounts of our long-lived assets including the first and second manufacturing cells from Autoliv ASP, Inc., or Autoliv, exceeded their fair values based on a Level 3 fair value measurement. We recognized non-cash impairment charges of approximately $1,381,000 on our long-lived assets, $1,229,000 of related inventory with fixed expiration dates, and $1,024,000 on prepayments made to the supplier of our lower housing assembly for fiscal year 2015. During the fourth quarter of 2015, we had recognized an additional $7,210,000 of impairment charges on our long-lived assets. We did not record any long-lived asset impairment during the three months ended March 31, 2016. Due to our reacquisition of the ADASUVE commercial U.S. rights under the Teva Amendment, all remaining ADASUVE inventory held by Teva was transferred to us along with a right to resell such inventory for up to one year. The Teva Amendment is intended to allow us to continue to provide ADASUVE product to patients and health care providers either on our own or through another unaffiliated partner, at which time all Teva license rights to ADASUVE would terminate. We accounted for the sub-license rights and the receipt of inventory under ASC 845, Nonmonetary Transaction. As part of our restructuring plan, we eliminated 33 employees during 2015. Each affected employee received (i) severance payments equal to three months of salary plus an additional amount equal to one week of salary for each year of Alexza service in excess of five years; and (ii) three months of paid medical insurance premiums and outplacement services, or in total, the Severance Package. In addition, our remaining employees have received notification that their positions may be eliminated. If we are unable to obtain additional financing and further restructure our operations, the remaining employees will receive benefits substantially equivalent to the Severance Package. The aggregate cost of the Severance Package for these employees is being amortized over the period in which the employees are expected to provide service. During the three months ended March 31, 2016, we recognized $235,000 of severance related expenses and none in first quarter of 2015. We have accrued $1,707,000 in severance related expenses as of March 31, 2016. |
Subsequent Event
Subsequent Event | 3 Months Ended |
Mar. 31, 2016 | |
Subsequent Events [Abstract] | |
Subsequent Events | 1 3 u n On April 15, 2016, we received the third tranche of $1,000,000 from the Ferrer Note. On May 9, 2016, we amended and restated the Ferrer Note in order to, among other things (i) increase the maximum principal amount of the Ferrer Note to $6,300,000, (ii) extend the maturity date of the Ferrer Note to September 30, 2016, and (iii) provide for certain events of default under the Ferrer Note in connection with the Merger. We received the final tranche of $1,300,000 on May 11, 2016 which brought the principal balance outstanding on the Ferrer Note to $6,300,000. On May 9, 2016, we entered into the Merger Agreement with Ferrer and Purchaser. Pursuant to the Merger Agreement, and upon the terms and subject to the conditions thereof, Purchaser has agreed to commence the Offer for a purchase price of $0.90 per share, net to the holders thereof in cash, subject to reduction for any applicable withholding taxes in respect thereof, without interest, or the Cash Consideration, plus one contractual contingent value right per share of our common stock, or a CVR, which shall represent the right to receive a pro-rata share of up to four payment categories in an aggregate (i.e., to all CVR holders assuming all four payments are made) maximum amount of $35,000,000 (subject to certain deductions) if certain licensing payments and revenue milestones are achieved and subject to the terms and conditions of the contingent value rights agreement to be entered into by Ferrer and the rights agent thereunder prior to the closing of the Offer, net to the holder thereof in cash, subject to reduction for any applicable withholding taxes in respect thereof, without interest, or together with the Cash Consideration, the Offer Price. On May 9, 2016, both our board of directors and the board of directors of Ferrer approved the terms of the Merger Agreement. Prior to entering into the Merger Agreement, Ferrer was the holder of greater than 10% of our outstanding voting securities and the Ferrer Note and our commercial partner for ADASUVE in the Ferrer Territories. The consummation of the Offer will be conditioned on (i) at least a number of shares of our common stock having been validly tendered into and not withdrawn from the Offer which equals, when added to any shares of our common stock owned by Ferrer or Purchaser or any of their respective subsidiaries, at least a majority of the then outstanding shares of our common stock, (ii) the accuracy of the representations and warranties contained in the Merger Agreement, subject to certain qualifications, (iii) our performance certain covenants contained in the Merger Agreement, subject to certain conditions, (iv) the Second Forbearance Agreement continuing in full force and effect, without any default, and performance of any required condition thereunder, as of the closing of the Offer, (v) the aggregate number of shares of our common stock held by persons who properly exercise appraisal rights under Section 262 of the Delaware General Corporate Law represents no more than 20% of the shares of our common stock then outstanding and (vi) other customary conditions. The Offer is not subject to a financing condition. Following the consummation of the Offer, the Merger Agreement provides that Purchaser will merge with and into us in the Merger, and we will become a wholly owned subsidiary of Ferrer Therapeutics, Inc., a Delaware corporation and subsidiary of Ferrer. In the Merger, each outstanding share of our common stock (other than shares owned by Ferrer, us or Purchaser or any of their direct or indirect wholly owned subsidiaries and shares with respect to which appraisal rights are properly exercised in accordance with Delaware law) will be converted into the right to receive the Offer Price. The consummation of the Merger is subject to certain closing conditions. The transactions described above are expected to close in the second quarter of 2016 and are subject to customary closing conditions. In addition, in connection with the transactions contemplated by the Merger Agreement, the vesting of all our unvested options and unvested restricted stock units will be accelerated to be vested in full and, with respect to the options, immediately exercisable at least six days prior to the closing of the Offer. Any options that are not exercised prior to the closing of the Offer will be cancelled. Additionally, pursuant to the terms of the Merger Agreement, (i) each holder of a warrant originally issued by us on October 5, 2009 or February 23, 2012 will receive a lump-sum cash payment equal to (A) the total number of shares of our common stock issuable to such holder upon the exercise of the applicable warrant, multiplied by (B) the value of such warrant to purchase one share of our common stock, calculated in accordance with Appendix B of such warrant; and (ii) each holder of the 2014 Warrants will receive (A) a lump-sum cash payment equal to (1) the total number of shares of our common stock issuable to such holder upon the exercise of the applicable warrant, multiplied by (2) the excess of (x) the Cash Consideration over (y) the per-share exercise price for such warrant and (B) one CVR for each share of our common stock underlying such warrant. The Merger Agreement contains customary representations, warranties and covenants of the parties. We have agreed to refrain from engaging in certain activities until the effective time of the Merger. In addition, under the terms of the Merger Agreement, we have agreed not to solicit or support any alternative acquisition proposals, subject to customary exceptions for us to respond to and support unsolicited proposals in the exercise of the fiduciary duties of our board of directors. We are obligated to pay a termination fee of $1,000,000 to Ferrer in certain circumstances following termination of the Merger Agreement. Additionally, if either we or Ferrer terminate the Merger Agreement in accordance with its terms, then all outstanding unpaid principal and accrued interest owed on the Ferrer Note by us will become immediately due and payable to Ferrer. In connection with the execution of the Merger Agreement, we entered into the Second Forbearance Agreement with Atlas, Purchaser and the holders of the 2014 Warrants and the Notes. Pursuant to the terms of the Second Forbearance Agreement, the holders of the Notes agreed (i) to forbear on exercising all rights and remedies under the Indenture and the other documentation relating to the Notes and Atlas through the earlier of November 9, 2016 (subject to extension under certain circumstances) and the termination of the Merger Agreement and (ii) to ratify certain amendments to the Teva Agreement. Pursuant to the terms of the Second Forbearance Agreement, the holders of the Notes also agreed to the cancellation of the Notes and the discharge of the Indenture in connection with the consummation of the Offer and to take any and all actions necessary to effect the foregoing. In addition, the holders of the 2014 Warrants agreed to the treatment of the 2014 Warrants in connection with the Offer as described in the Merger Agreement effective as of the Merger. Each of the holders of the Notes, the holders of the 2014 Warrants, Atlas and us also agreed to certain releases of claims effective upon the consummation of the Offer or, in the case of claims with respect to Purchaser and its affiliates, upon the execution of the Second Forbearance Agreement. In connection with the execution of the Merger Agreement, the holders of the Notes each entered into a participation agreement with Atlas pursuant to which Atlas agreed to grant to the holders of the Notes contractual rights to receive payments from Atlas upon the receipt of certain payments and achievement of certain milestones in respect of the commercialization of ADASUVE within the Unites States. |
Summary of Significant Accoun19
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2016 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, they do not contain all of the information and footnotes required for complete financial statements. In the opinion of management, the accompanying unaudited condensed consolidated financial statements reflect all adjustments, which include only normal recurring adjustments, necessary to present fairly our interim condensed consolidated financial information. The results for the three months ended March 31, 2016 are not necessarily indicative of the results to be expected for the year ending December 31, 2016 or for any other interim period or any other future year. The accompanying unaudited condensed consolidated financial statements and notes to condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements for the year ended December 31, 2015 included in our Annual Report on Form 10-K filed with the Securities and Exchange Commission, or SEC, on March 28, 2016. |
Basis of Consolidation | Basis of Consolidation The unaudited condensed consolidated financial statements include our accounts and those of our wholly-owned subsidiaries. All significant intercompany balances and transactions have been eliminated. |
Need to Raise Additional Capital | We have incurred significant losses from operations since inception and expect losses to continue for the foreseeable future. As of March 31, 2016, we had cash and cash equivalents of $4,502,000 and a working capital deficiency of $52,909,000. The working capital deficiency is primarily the result of the classification of our royalty securitization financing as a current liability. Our operating and capital plans call for cash expenditures to exceed cash and cash equivalent balances for the next twelve months. |
Revenue Recognition | Revenue Recognition We recognize revenue when (i) persuasive evidence of an arrangement exists; (ii) delivery has occurred or services have been rendered; (iii) the fee is fixed or determinable; and (iv) collectability is reasonably assured. For collaboration agreements, revenues for non-refundable upfront license fee payments, where we continue to have performance obligations, are recognized as performance occurs and obligations are completed. Revenues for non-refundable upfront license fee payments where we do not have significant future performance obligations are recognized when the agreement is signed and the payments are due. For multiple element arrangements, such as collaboration agreements in which a collaborator may purchase several deliverables, we account for each deliverable as a separate unit of accounting if both of the following criteria are met: (i) the delivered item or items have value to the customer on a standalone basis; and (ii) for an arrangement that includes a general right of return relative to the delivered item(s), delivery or performance of the undelivered item(s) is considered probable and substantially in our control. We evaluate how the consideration should be allocated among the units of accounting and allocate revenue to each non-contingent element based upon the relative selling price of each element. We determine the relative selling price for each deliverable using (i) vendor-specific objective evidence, or VSOE, of selling price if it exists; (ii) third-party evidence, or TPE, of selling price if it exists; or (iii) our best estimated selling price for that deliverable if neither VSOE nor TPE of selling price exists for that deliverable. We then recognize the revenue allocated to each element when the four basic revenue criteria described above are met for each element. For milestone payments received in connection with our collaboration agreements, we have elected to adopt the milestone method of accounting under Financial Accounting Standards Board Accounting Standards Codification 605-28, Milestone Method. Under the milestone method, revenues for payments which meet the definition of a milestone will be recognized as the respective milestones are achieved. We recognize product revenue as follows: · Persuasive Evidence of an Arrangement · Delivery · Sales Price Fixed or Determinable · Collectability Royalty revenue from our collaboration agreement will be recognized as we receive information from our collaborator regarding product sales and collectability is reasonably assured. Significant management judgment is used in the determination of revenue to be recognized and the period in which it is recognized. |
Inventory | Inventory Inventory is stated at standard cost, which approximates actual cost, determined on a first-in first-out basis, not in excess of market value. Inventory includes the direct costs incurred to manufacture products combined with allocated manufacturing overhead, which consists of indirect costs, including labor and facility overhead. The carrying cost of inventory is reduced so as to not be in excess of the market value of the inventory as determined by the contractual transfer prices to Ferrer and Teva. The excess over the market value is expensed to cost of goods sold. If information becomes available that suggests that all or certain of the inventory may not be realizable, we may be required to expense a portion, or all, of the capitalized inventory into cost of goods sold. We have fulfilled all of the orders we received from Teva and Ferrer for commercial units of ADASUVE for the near and medium term. As a result, we have suspended our commercial production operations (Refer to Note 3 – Summary of Significant Accounting Policies In February 2016, we reacquired the ADASUVE commercial U.S. rights under the Teva Amendment through an exclusive, royalty-free sub-license arrangement in exchange for the termination of all future milestone and royalty obligations that Teva had under the original agreement. As part of this exchange, all remaining ADASUVE inventory held by Teva was transferred to us along with a right to resell such inventory for up to one year. The Teva Amendment is intended to allow us to continue to provide ADASUVE product to patients and health care providers either on our own or through another unaffiliated partner, at which time the all Teva license rights to ADASUVE would terminate. We accounted for the sub-license rights and the receipt of inventory under ASC 845, Nonmonetary Transaction |
Contingencies | Contingencies From time to time, we are involved in lawsuits, arbitrations, claims, investigations and proceedings that arise in the ordinary course of business. We make provisions for liabilities when it is both probable that a liability has been incurred and the amount of the loss can be reasonably estimated. No such provisions have been made for the periods presented herein. Litigation and related matters are inherently unpredictable. If any unfavorable ruling were to occur in any specific period, there exists the possibility of a material adverse impact on the results of operations of that period or on our cash flows and liquidity. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In August 2014, the Financial Accounting Standards Board issued the Accounting Standards Update, or ASU, No. 2014-15, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern (“ASU 2014-15”). ASU 2014-15 requires management to evaluate whether there is substantial doubt about an entity’s ability to continue as a going concern and to provide related footnote disclosures. In doing so, companies will have reduced diversity in the timing and content of footnote disclosures than under the current guidance. Refer to Note 2 – Need to Raise Additional Capital In May 2014, the Financial Accounting Standards Board issued the ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606), that will supersede nearly all existing revenue recognition guidance under US GAAP. The core principle of the guidance is that an entity should recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which we expect to be entitled in exchange for those goods or services. The standard will be effective for public entities for annual and interim periods beginning after December 15, 2017. Entities can choose to apply the standard using either the full retrospective approach or a modified retrospective approach. Entities electing the full retrospective adoption will apply the standard to each period presented in the financial statements. This means that entities will have to apply the new guidance as if it had been in effect since the inception of all its contracts with customers presented in the financial statements. Entities that elect the modified retrospective approach will apply the guidance retrospectively only to the most current period presented in the financial statements. This means that entities will have to recognize the cumulative effect of initially applying the new standard as an adjustment to the opening balance of retained earnings at the date of initial application. The new revenue standard will be applied to contracts that are in progress at the date of initial application. In April 2015, the Financial Accounting Standards Board issued ASU 2015-03, Interest—Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs In July 2015, the Financial Accounting Standards Board issued ASU No. 2015-14, which delays the effective date of the standard for one year to annual periods beginning after December 15, 2017, with early adoption permitted for annual periods beginning after December 15, 2016. We are evaluating the requirements of this guidance and have not yet determined the impact of its adoption on our consolidated financial position, results of operations and cash flows. In February 2016, the Financial Accounting Standards Board issued ASU 2016-02, Leases (Topic 842) which supersedes FASB ASC Topic 840, Leases (Topic 840) - |
Fair Value Accounting (Tables)
Fair Value Accounting (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Financial Assets by Major Security Type and Contingent Consideration Liability Measured at Fair Value on Recurring Basis | The following table represents the fair value hierarchy for our financial assets (cash equivalents, marketable securities and restricted cash) by major security type and contingent consideration liability measured at fair value on a recurring basis as of March 31, 2016 and December 31, 2015 (in thousands): March 31, 2016 Level 1 Level 2 Level 3 Total Assets Money market funds $ 4,408 $ — $ — $ 4,408 Total assets $ 4,408 $ — $ — $ 4,408 Liabilities Contingent consideration liability $ — $ — $ 2,600 $ 2,600 Total liabilities $ — $ — $ 2,600 $ 2,600 December 31, 2015 Level 1 Level 2 Level 3 Total Assets Money market funds $ 6,806 $ — $ — $ 6,806 Total assets $ 6,806 $ — $ — $ 6,806 Liabilities Contingent consideration liability $ — $ — $ 2,800 $ 2,800 Total liabilities $ — $ — $ 2,800 $ 2,800 |
Schedule of Cash Equivalents and Marketable Securities | Amortized Unrealized March 31, 2016 Cost Fair Value Gain/(Loss) Money market funds $ 4,408 $ 4,408 $ — Total 4,408 4,408 — Less amounts classified as cash equivalents (4,408 ) (4,408 ) — Total marketable securities $ — $ — $ — Amortized Unrealized December 31, 2015 Cost Fair Value Gain/(Loss) Money market funds $ 6,806 $ 6,806 $ — Total 6,806 6,806 — Less amounts classified as cash equivalents (6,806 ) (6,806 ) — Total marketable securities $ — $ — $ — |
Fair Value Measurement of Contingent Consideration Liability | The following table represents a reconciliation of the change in the fair value measurement of the contingent consideration liability for the three months ended March 31, 2016 and 2015 (in thousands): Three Months Ended March 31, 2016 2015 Beginning balance $ 2,800 $ 30,800 Payments made — (867 ) Adjustments to fair value measurement (200 ) (14,833 ) Ending balance $ 2,600 $ 15,100 |
Share-Based Compensation Plans
Share-Based Compensation Plans (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Equity [Abstract] | |
Summary of Option Activity under Company's Share-Based Compensation Plans | The following table sets forth the summary of option activity under our share-based compensation plans (the 2015 Plan, the 2005 Equity Incentive Plan, the 2015 Directors’ Plan and the 2005 Non-Employee Directors’ Stock Option Plan) for the three months ended March 31, 2016: Outstanding Options Number of Weighted Shares Exercise Price Outstanding at January 1, 2016 2,326,401 $ 4.23 Options granted 27,500 0.69 Options exercised — — Options forfeited — — Options cancelled (214,482 ) (9.73 ) Outstanding at March 31, 2016 2,139,419 $ 3.64 |
Summary of Restricted Stock Units, or RSUs, Activity under Company's Share-Based Compensation Plans | The following table sets forth the summary of restricted stock units, or RSUs, activity under our share-based compensation plans for the three months ended March 31, 2016 Weighted Average Number of Grant Date Shares Fair Value Outstanding at January 1, 2016 36,950 $ 4.67 Granted — — Released — — Forfeited (3,250 ) 4.67 Outstanding at March 31, 2016 33,700 $ 4.67 |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Weighted Average Fair Value of Employee Stock Options Granted | During the three months ended March 31, 2016 and 2015, the per share weighted average fair value of employee stock options granted were as follows: Three Months Ended March 31, 2016 2015 Stock Options $ 0.44 $ 1.29 Restricted Stock Units — — Stock Purchase Rights 0.41 0.67 |
Estimated Grant Date Fair Values of Stock Options with Weighted Average Assumptions | The estimated grant date fair values of the stock options and stock purchase rights were calculated using the Black-Scholes valuation model, and the following weighted average assumptions: Three Months Ended March 31, 2016 2015 Stock Option Plans Weighted-average expected term 5.0 Years 5.0 Years Expected volatility 80% 85% Risk-free interest rate 1.52% 1.40% Dividend yield 0% 0% Employee Stock Purchase Plan Weighted-average expected term 0.6 Years 0.5 Years Expected volatility 75% 60% Risk-free interest rate 0.33% 1.62% Dividend yield 0% 0% |
Net Loss per Share (Tables)
Net Loss per Share (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Earnings Per Share [Abstract] | |
Anti-Dilutive Securities Excluded from Net Loss per Share | The following items were excluded in the net loss per share calculation for the three months ended March 31, 2016 and 2015 because the inclusion of such items would have had an anti-dilutive effect: Three Months Ended March 31, 2016 2015 Stock Options 2,168,917 1,913,263 Restricted stock units 48,745 79,588 Warrants to purchase common stock 5,688,278 5,918,943 Convertible debt 4,422,222 5,382,363 |
Financing Obligations (Tables)
Financing Obligations (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Debt Disclosure [Abstract] | |
Long Term Debt Payments by Year | Future scheduled principal payments under our various debt obligations as of March 31, 2016 are as follows (in thousands): Total 2016 - remaining 9 months $ 4,000 2017 — 2018 — 2019 — Thereafter 20,000 Total $ 24,000 |
The Company and Basis of Pres25
The Company and Basis of Presentation - Additional Information (Detail) - Segment | May. 09, 2016 | Mar. 31, 2016 |
Product Information [Line Items] | ||
Business incorporation, state country name | State of Delaware | |
Business incorporation, date | Dec. 19, 2000 | |
Number of business segment | 1 | |
Grupo Ferrer Internacional, S.A and Ferrer Pharma Inc., [Member] | Subsequent Event | ||
Product Information [Line Items] | ||
Merger agreement date | May 9, 2016 |
Need to Raise Additional Capi26
Need to Raise Additional Capital - Additional Information (Detail) | May. 09, 2016 | May. 11, 2016USD ($) | Feb. 29, 2016USD ($)Installmentshares | Mar. 31, 2016USD ($) | Mar. 31, 2015USD ($) | Dec. 31, 2015USD ($) | [1] | Dec. 31, 2014USD ($) |
Need To Raise Additional Capital [Line Items] | ||||||||
Cash and cash equivalents | $ 4,502,000 | $ 11,093,000 | $ 7,755,000 | $ 15,200,000 | ||||
Working capital deficiency | $ (52,909,000) | |||||||
Operating and capital plans | 12 months | |||||||
Proceeds from financing obligations | $ 1,000,000 | $ 0 | ||||||
Teva Note [Member] | ||||||||
Need To Raise Additional Capital [Line Items] | ||||||||
Common stock shares issued upon debt conversion | shares | 2,172,886 | |||||||
Reduction in outstanding balance of Notes | $ 5,000,000 | |||||||
Outstanding balance of notes | $ 20,000,000 | $ 20,000,000 | ||||||
Number of annual consecutive payments | Installment | 4 | |||||||
Annual consecutive payments amount | $ 5,000,000 | |||||||
Aggregate annual net sales of ADASUVE and Staccato enabled products | $ 50,000,000 | |||||||
Teva Note [Member] | Common Stock [Member] | ||||||||
Need To Raise Additional Capital [Line Items] | ||||||||
Common stock shares issued upon debt conversion | shares | 2,172,886 | |||||||
Subsequent Event | Grupo Ferrer Internacional, S.A and Ferrer Pharma Inc., [Member] | ||||||||
Need To Raise Additional Capital [Line Items] | ||||||||
Merger agreement date | May 9, 2016 | |||||||
Subsequent Event | Ferrer Promissory Note Tranche Two [Member] | ||||||||
Need To Raise Additional Capital [Line Items] | ||||||||
Proceeds from financing obligations | $ 2,300,000 | |||||||
[1] | The condensed consolidated balance sheet at December 31, 2015 has been derived from audited consolidated financial statements at that date. |
Summary of Significant Accoun27
Summary of Significant Accounting Policies - Additional Information (Detail) | 1 Months Ended |
Feb. 29, 2016USD ($)$ / shares | |
Accounting Policies [Abstract] | |
Fair value of inventory received | $ 945,000 |
Inventory impairment charges | $ 945,000 |
Expiration period for selling of inventory | 12 months |
Inventory impairment charges per share | $ / shares | $ 0.05 |
Fair Value Accounting - Financi
Fair Value Accounting - Financial Assets by Major Security Type and Contingent Consideration Liability Measured at Fair Value on Recurring Basis (Detail) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Assets | ||
Cash and cash equivalents, fair value disclosure | $ 4,408 | $ 6,806 |
Total assets | 4,408 | 6,806 |
Liabilities | ||
Contingent consideration liability | 2,600 | 2,800 |
Total liabilities | 2,600 | 2,800 |
Money Market Funds [Member] | ||
Assets | ||
Cash and cash equivalents, fair value disclosure | 4,408 | 6,806 |
Level 1 [Member] | ||
Assets | ||
Total assets | 4,408 | 6,806 |
Liabilities | ||
Contingent consideration liability | 0 | 0 |
Total liabilities | 0 | 0 |
Level 1 [Member] | Money Market Funds [Member] | ||
Assets | ||
Cash and cash equivalents, fair value disclosure | 4,408 | 6,806 |
Level 2 [Member] | ||
Assets | ||
Total assets | 0 | 0 |
Liabilities | ||
Contingent consideration liability | 0 | 0 |
Total liabilities | 0 | 0 |
Level 2 [Member] | Money Market Funds [Member] | ||
Assets | ||
Cash and cash equivalents, fair value disclosure | 0 | 0 |
Level 3 [Member] | ||
Assets | ||
Total assets | 0 | 0 |
Liabilities | ||
Contingent consideration liability | 2,600 | 2,800 |
Total liabilities | 2,600 | 2,800 |
Level 3 [Member] | Money Market Funds [Member] | ||
Assets | ||
Cash and cash equivalents, fair value disclosure | $ 0 | $ 0 |
Fair Value Accounting - Schedul
Fair Value Accounting - Schedule of Cash Equivalents and Marketable Securities (Detail) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Cash and Cash Equivalents [Line Items] | ||
Amortized Cost | $ 0 | $ 0 |
Fair Value | 0 | 0 |
Unrealized Gain/(Loss) | 0 | 0 |
Less amounts classified as cash equivalents, Amortized Cost | (4,408) | (6,806) |
Less amounts classified as cash equivalents, Fair Value | (4,408) | (6,806) |
Less amounts classified as cash equivalents, Unrealized Gain/(Loss) | 0 | 0 |
Money Market Funds [Member] | ||
Cash and Cash Equivalents [Line Items] | ||
Amortized Cost | 4,408 | 6,806 |
Fair Value | 4,408 | 6,806 |
Unrealized Gain/(Loss) | 0 | 0 |
Less amounts classified as cash equivalents, Fair Value | (4,408) | (6,806) |
Total [Member] | ||
Cash and Cash Equivalents [Line Items] | ||
Amortized Cost | 4,408 | 6,806 |
Fair Value | 4,408 | 6,806 |
Unrealized Gain/(Loss) | $ 0 | $ 0 |
Fair Value Accounting - Additio
Fair Value Accounting - Additional Information (Detail) - USD ($) | 3 Months Ended | |||
Mar. 31, 2016 | Mar. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2015 | |
Business Acquisition, Contingent Consideration [Line Items] | ||||
Sales of marketable securities | $ 0 | $ 0 | ||
Cash flow discount rate | 20.00% | |||
Increase / decrease in contingent consideration liability and non-operating, non-cash gain | $ 200,000 | |||
Increase (decrease) in net gain per share | $ 0.009 | |||
Increased (decreased) in net loss resulted from change in discount rate | $ 14,833,000 | |||
Increased (decreased) in net loss per share resulted from change in discount rate | $ 0.75 | |||
Estimated fair value of financing obligations | $ 50,028,000 | $ 52,151,000 | ||
Book values of financing obligations | $ 67,953,000 | $ 67,967,000 | ||
Allegro stockholders [Member] | ||||
Business Acquisition, Contingent Consideration [Line Items] | ||||
Payments To Former Allegro Stockholders | $ 867,000 |
Fair Value Accounting - Fair Va
Fair Value Accounting - Fair Value Measurement of Contingent Consideration Liability (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Fair Value Disclosures [Abstract] | ||
Beginning balance | $ 2,800 | $ 30,800 |
Payments made | 0 | (867) |
Adjustments to fair value measurement | (200) | (14,833) |
Ending balance | $ 2,600 | $ 15,100 |
Share-Based Compensation Plan32
Share-Based Compensation Plans - Additional Information (Detail) - shares | 1 Months Ended | 3 Months Ended | |
Apr. 30, 2015 | Mar. 31, 2016 | Mar. 31, 2015 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Options exercised, Number of Shares | 0 | 0 | |
Restricted Stock Units [Member] | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Shares of common stock vested but unreleased | 13,725 | ||
2015 Equity Incentive Plan [Member] | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Authorized shares of common stock for issuance, Number of Shares | 1,000,000 | ||
Vesting period for stock options and restricted stock units | 4 years | ||
Maximum contractual term for issuing new grants stock options and restricted stock units | 10 years | ||
Shares available for issuance | 2,683,289 | ||
2015 Non Employee Directors' Stock Option Plan [Member] | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Authorized shares of common stock for issuance, Number of Shares | 250,000 | ||
Vesting period for stock options and restricted stock units | 1 year | ||
Maximum contractual term for issuing new grants stock options and restricted stock units | 10 years | ||
Shares available for issuance | 410,000 | ||
2015 Employee Stock Purchase Plan [Member] | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Authorized shares of common stock for issuance, Number of Shares | 500,000 | ||
Shares available for issuance under the ESPP | 128,249 | 628,249 | |
Employees purchase common stock on their enrollment date | 85.00% |
Share-Based Compensation Plan33
Share-Based Compensation Plans - Summary of Option Activity under Company's Share-Based Compensation Plans (Detail) - $ / shares | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ||
Outstanding at January 1, 2016, Number of Shares | 2,326,401 | |
Options granted, Number of Shares | 27,500 | |
Options exercised, Number of Shares | 0 | 0 |
Options forfeited, Number of Shares | 0 | |
Options canceled, Number of Shares | (214,482) | |
Outstanding at March 31, 2016, Number of Shares | 2,139,419 | |
Outstanding at January 1, 2016, Weighted Average Exercise Price | $ 4.23 | |
Options granted, Weighted Average Exercise Price | 0.69 | |
Options exercised, Weighted Average Exercise Price | 0 | |
Options forfeited, Weighted Average Exercise Price | 0 | |
Options canceled, Weighted Average Exercise Price | (9.73) | |
Outstanding at March 31, 2016, Weighted Average Exercise Price | $ 3.64 |
Share-Based Compensation Plan34
Share-Based Compensation Plans - Summary of Restricted Stock Units, or RSUs, Activity under Company's Share-Based Compensation Plans (Detail) - Restricted Stock Units [Member] - $ / shares | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Outstanding at January 1,2016, Number of Shares | 36,950 | |
Granted, Number of Shares | 0 | |
Released, Number of Shares | 0 | |
Forfeited, Number of Shares | (3,250) | |
Outstanding at March 31,2016, Number of Shares | 33,700 | |
Outstanding at January 1, 2016, Weighted Average Grant-Date Fair Value | $ 4.67 | |
Granted, Weighted Average Grant-Date Fair Value | 0 | $ 0 |
Released, Weighted Average Grant-Date Fair Value | 0 | |
Forfeited, Weighted Average Grant-Date Fair Value | 4.67 | |
Outstanding at March 31, 2016, Weighted Average Grant-Date Fair Value | $ 4.67 |
Share-Based Compensation - Weig
Share-Based Compensation - Weighted Average Fair Value of Employee Stock Options Granted (Detail) - $ / shares | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Stock Options | $ 0.44 | $ 1.29 |
Restricted Stock Units [Member] | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Restricted Stock Units or Stock Purchase Rights | 0 | 0 |
Stock Purchase Rights [Member] | Employee Stock Purchase Plan [Member] | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Restricted Stock Units or Stock Purchase Rights | $ 0.41 | $ 0.67 |
Share-Based Compensation - Esti
Share-Based Compensation - Estimated Grant Date Fair Values of Stock Options with Weighted Average Assumptions (Detail) | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Stock Options [Member] | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Weighted-average expected term | 5 years | 5 years |
Expected volatility | 80.00% | 85.00% |
Risk-free interest rate | 1.52% | 1.40% |
Dividend yield | 0.00% | 0.00% |
Employee Stock Purchase Plan [Member] | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Weighted-average expected term | 7 months 6 days | 6 months |
Expected volatility | 75.00% | 60.00% |
Risk-free interest rate | 0.33% | 1.62% |
Dividend yield | 0.00% | 0.00% |
Share-Based Compensation - Addi
Share-Based Compensation - Additional Information (Detail) | Mar. 31, 2016USD ($) | Mar. 31, 2016USD ($) |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Share-based compensation capitalized | $ 0 | |
Stock Options [Member] | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Total unrecognized compensation expense related to unvested stock option awards | 1,478,000 | $ 1,478,000 |
Expenses expected to be recognized over a weighted average period | 2 years 9 months 18 days | |
Restricted Stock Unit Awards [Member] | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Total unrecognized compensation expense | 70,000 | $ 70,000 |
Expenses expected to be recognized over a weighted average period | 1 year | |
Stock Purchase Rights [Member] | Employee Stock Purchase Plan [Member] | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Total unrecognized compensation expense | $ 1,000 | $ 1,000 |
Expenses expected to be recognized over a weighted average period | 7 days |
Net Loss per Share - Anti-Dilut
Net Loss per Share - Anti-Dilutive Securities Excluded from Net Loss per Share (Detail) - shares | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Stock Options [Member] | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Anti-dilutive securities | 2,168,917 | 1,913,263 |
Restricted Stock Units [Member] | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Anti-dilutive securities | 48,745 | 79,588 |
Warrants to purchase common stock [Member] | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Anti-dilutive securities | 5,688,278 | 5,918,943 |
Convertible debt [Member] | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Anti-dilutive securities | 4,422,222 | 5,382,363 |
Financing Obligations - Additio
Financing Obligations - Additional Information (Detail) - USD ($) | May. 11, 2016 | May. 09, 2016 | Apr. 15, 2016 | Mar. 21, 2016 | Sep. 28, 2015 | May. 11, 2016 | Feb. 29, 2016 | Mar. 31, 2014 | Mar. 31, 2016 | Dec. 31, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2015 | May. 31, 2013 | |
Debt Instrument [Line Items] | |||||||||||||||
Proceeds from financing obligations | $ 1,000,000 | $ 0 | |||||||||||||
Aggregate annual net sales of ADASUVE and Staccato enabled products | 0 | 87,000 | |||||||||||||
Restructuring gain | $ 2,506,000 | $ 0 | |||||||||||||
First quarterly interest payment | Jun. 15, 2014 | ||||||||||||||
Interest reserve | $ 6,890,000 | ||||||||||||||
Interest expense amortization period | 5 years | ||||||||||||||
Payment of interest in debt instrument | $ 0 | ||||||||||||||
Default interest payable | $ 4,262,000 | ||||||||||||||
Renewal period | 30 days | ||||||||||||||
Amortization of debt discount | $ 1,021,000 | ||||||||||||||
Common stock value of shares issued | $ 2,000 | $ 2,000 | [1] | ||||||||||||
Royalty securitization financing legal maturity date | 2,027 | ||||||||||||||
2014 Warrants [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Warrants to purchase common stock | 345,661 | ||||||||||||||
Price of common stock per share | $ 0.01 | ||||||||||||||
Warrant exercisable term | 5 years | ||||||||||||||
Expected volatility rate | 87.00% | ||||||||||||||
Estimated life of the warrant | 5 years | ||||||||||||||
Risk-free interest rate | 1.54% | ||||||||||||||
Expected dividend yield | 0.00% | ||||||||||||||
Value of warrants issued with royalty securitization financing | $ 1,721,000 | ||||||||||||||
Interest expense amortization period | 5 years | ||||||||||||||
Total fees and expenses | $ 4,171,000 | ||||||||||||||
Atlas U.S. Royalty LLC [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Non-recourse notes issued | $ 45,000,000 | ||||||||||||||
Teva Pharmaceuticals USA, Inc. [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Debt instrument payment terms | Under the Teva Note, at any time prior to five days before the maturity date, Teva has the right to convert the then outstanding amounts into shares of our common stock at a conversion price of $4.4833 per share. | ||||||||||||||
Debt instrument conversion price per share | $ 4.4833 | ||||||||||||||
Debt instrument interest rate | 4.00% | ||||||||||||||
Proceeds from financing obligations | $ 25,000,000 | ||||||||||||||
Teva Note [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Common stock shares issued upon debt conversion | 2,172,886 | ||||||||||||||
Reduction in outstanding balance of Notes | $ 5,000,000 | ||||||||||||||
Outstanding balance of Notes | 20,000,000 | $ 20,000,000 | |||||||||||||
Frequency of periodic payment | Four | ||||||||||||||
Periodic payment of New Note | 5,000,000 | ||||||||||||||
Aggregate annual net sales of ADASUVE and Staccato enabled products | 50,000,000 | ||||||||||||||
Debt instrument, effective interest rate | 12.25% | ||||||||||||||
Carrying amount of notes restructuring | 23,081,000 | ||||||||||||||
Reduced carrying amount of debt | $ 575,000 | ||||||||||||||
Share price | $ 0.28 | ||||||||||||||
Direct issuance costs | $ 33,000 | ||||||||||||||
Remaining carrying amount of notes payable | 22,506,000 | ||||||||||||||
Notes reduction equal to total future undiscounted cash payments over remaining carrying amount | 20,000,000 | ||||||||||||||
Restructuring gain | $ 2,506,000 | ||||||||||||||
Restructuring gain per share | $ 0.12 | ||||||||||||||
Notes redemption description | The Notes may not be redeemed at our option until after March 18, 2016, and may be redeemed after that date subject to the achievement of certain milestones and the payment of a redemption premium for any redemption occurring prior to March 19, 2019. | ||||||||||||||
Teva Note [Member] | Maximum [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Debt instrument, effective interest rate | 5.20% | ||||||||||||||
Teva Note [Member] | Minimum [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Debt instrument, effective interest rate | 0.00% | ||||||||||||||
Ferrer Note [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Debt instrument interest rate | 6.00% | ||||||||||||||
Proceeds from financing obligations | $ 1,000,000 | $ 3,000,000 | |||||||||||||
Debt instrument, effective interest rate | 10.50% | ||||||||||||||
Common stock shares issued | 125,000 | ||||||||||||||
Common stock value of shares issued | $ 144,000 | ||||||||||||||
Percentage of common stock issued recorded as discount to promissory notes | 80.00% | ||||||||||||||
Percentage of common stock issued capitalized | 20.00% | ||||||||||||||
Ferrer Note [Member] | Subsequent Event | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Proceeds from financing obligations | $ 1,300,000 | $ 1,000,000 | |||||||||||||
Principal amount of the Ferrer Note outstanding | $ 6,300,000 | $ 6,300,000 | $ 6,300,000 | ||||||||||||
Ferrer Note [Member] | Maximum [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Principal amount of promissory note | $ 5,000,000 | ||||||||||||||
Ferrer Note [Member] | Maximum [Member] | Subsequent Event | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Principal amount of promissory note | $ 6,300,000 | ||||||||||||||
Ferrer Promissory Note Tranche Two [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Promissory note, due date | May 31, 2016 | ||||||||||||||
Ferrer Promissory Note Tranche Two [Member] | Subsequent Event | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Proceeds from financing obligations | $ 2,300,000 | ||||||||||||||
Promissory note, due date | Sep. 30, 2016 | ||||||||||||||
[1] | The condensed consolidated balance sheet at December 31, 2015 has been derived from audited consolidated financial statements at that date. |
Financing Obligations - Long Te
Financing Obligations - Long Term Debt Payments by Year (Detail) $ in Thousands | Mar. 31, 2016USD ($) |
Debt Disclosure [Abstract] | |
2016 - remaining 9 months | $ 4,000 |
2,017 | 0 |
2,018 | 0 |
2,019 | 0 |
Thereafter | 20,000 |
Total | $ 24,000 |
Facility Leases - Additional In
Facility Leases - Additional Information (Detail) | 3 Months Ended |
Mar. 31, 2016Option | |
Leases [Abstract] | |
Expiry of lease of Building | Mar. 31, 2018 |
Operating leases renewal term, duration | 5 years |
Operating leases options | 2 |
License Agreements - Additional
License Agreements - Additional Information (Detail) - USD ($) | Oct. 05, 2011 | Feb. 29, 2016 | Jan. 31, 2015 | Oct. 31, 2014 | Jan. 31, 2014 | Mar. 31, 2012 | Mar. 31, 2016 | Mar. 31, 2015 |
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||||||
Collaboration revenue | $ 720,000 | $ 618,000 | ||||||
Teva Pharmaceuticals USA, Inc. [Member] | ||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||||||
Common stock shares issued during the period | 2,172,886 | |||||||
Grupo Ferrer Internacional, S.A. [Member] | ||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||||||
Upfront cash received under collaborative arrangement | $ 10,000,000 | |||||||
Eligible receipt of additional milestone payments | 51,000,000 | $ 40,000,000 | ||||||
License agreement contractual terms | until the later of the last to expire patent covering ADASUVE in such country or 12 years after first commercial sale. | |||||||
License agreement term period | 12 years | |||||||
Common stock shares issued during the period | 2,000,000 | |||||||
Common stock price, per share | $ 4 | |||||||
Purchase of common stock, value | $ 8,000,000 | |||||||
Estimated performance period of agreement | 4 years | |||||||
Upfront cash received under collaborative arrangement | $ 1,000,000 | |||||||
Collaboration revenue | $ 712,000 | $ 612,000 | ||||||
Deferred revenue | $ 2,136,000 | |||||||
Grupo Ferrer Internacional, S.A. [Member] | Upfront payment [Member] | ||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||||||
Premium on the fair value from sale of stock, classified as deferred revenue | $ 2,400,000 | $ 1,452,000 | ||||||
Grupo Ferrer Internacional, S.A. [Member] | Symphony Allegro Incorporation [Member] | ||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||||||
Payments To Former Allegro Stockholders | $ 865,000 | |||||||
Symphony Allegro Incorporation [Member] | Grupo Ferrer Internacional, S.A. [Member] | ||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||||||
Payments to former stockholders under collaborative arrangement | $ 5,000,000 | $ 250,000 |
Autoliv Manufacturing and Sup43
Autoliv Manufacturing and Supply Agreement - Additional Information (Detail) - Autoliv ASP, Inc. [Member] - USD ($) | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Debt Instrument [Line Items] | ||
Agreement termination year | 2,018 | |
Additional manufacturing cell cost | $ 2,400,000 | |
Additional cost of goods sold recorded | $ 1,381,000 | |
Equipment carrying value | 0 | |
Equipment fair value | 0 | |
Additional charges | $ 0 |
Restructuring - Additional Info
Restructuring - Additional Information (Detail) | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||
Feb. 29, 2016USD ($)$ / shares | Mar. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Mar. 31, 2015USD ($) | Dec. 31, 2015USD ($)Employee | |
Restructuring Cost And Reserve [Line Items] | |||||
Non-cash impairment charges of long-lived assets | $ 0 | $ 7,210,000 | $ 1,381,000 | $ 1,381,000 | |
Additional cost of goods sold related to inventory | 1,229,000 | ||||
Prepayments to supplier for lower housing assembly | $ 1,024,000 | $ 1,024,000 | |||
Fair value of inventory | $ 945,000 | ||||
Inventory impairment charges | $ 945,000 | ||||
Inventory impairment charges per share | $ / shares | $ 0.05 | ||||
Severance payment description | Each affected employee received (i) severance payments equal to three months of salary plus an additional amount equal to one week of salary for each year of Alexza service in excess of five years; and (ii) three months of paid medical insurance premiums and outplacement services, or in total, the Severance Package. | ||||
Employee Severance [Member] | |||||
Restructuring Cost And Reserve [Line Items] | |||||
Number of employees eliminated | Employee | 33 | ||||
Employee Severance [Member] | If Employees Position is Not Eliminated [Member] | |||||
Restructuring Cost And Reserve [Line Items] | |||||
Severance package cost | $ 235,000 | $ 0 | |||
Aggregate cost of severance package | $ 1,707,000 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) | May. 11, 2016USD ($) | May. 09, 2016USD ($)$ / sharesContingentpayment | Apr. 15, 2016USD ($) | Mar. 21, 2016USD ($) | Sep. 28, 2015USD ($) | May. 11, 2016USD ($) | Mar. 31, 2016USD ($) | Mar. 31, 2015USD ($) | Sep. 30, 2015USD ($) |
Subsequent Event [Line Items] | |||||||||
Proceeds from financing obligations | $ 1,000,000 | $ 0 | |||||||
Subsequent Event | |||||||||
Subsequent Event [Line Items] | |||||||||
Merger agreement share price | $ / shares | $ 0.90 | ||||||||
Contractual contingent value right, number of rights for each outstanding share of common stock | 1 | ||||||||
Number of contingent payments, rights to receive | Contingentpayment | 4 | ||||||||
Business Acquisition, Equity Interest Issued or Issuable, Description | In addition, in connection with the transactions contemplated by the Merger Agreement, the vesting of all our unvested options and unvested restricted stock units will be accelerated to be vested in full and, with respect to the options, immediately exercisable at least six days prior to the closing of the Offer. Any options that are not exercised prior to the closing of the Offer will be cancelled. Additionally, pursuant to the terms of the Merger Agreement, (i) each holder of a warrant originally issued by us on October 5, 2009 or February 23, 2012 will receive a lump-sum cash payment equal to (A) the total number of shares of our common stock issuable to such holder upon the exercise of the applicable warrant, multiplied by (B) the value of such warrant to purchase one share of our common stock, calculated in accordance with Appendix B of such warrant; and (ii) each holder of the 2014 Warrants will receive (A) a lump-sum cash payment equal to (1) the total number of shares of our common stock issuable to such holder upon the exercise of the applicable warrant, multiplied by (2) the excess of (x) the Cash Consideration over (y) the per-share exercise price for such warrant and (B) one CVR for each share of our common stock underlying such warrant | ||||||||
Subsequent Event | Ferrer and Purchaser [Member] | |||||||||
Subsequent Event [Line Items] | |||||||||
Merger agreement date | May 9, 2016 | ||||||||
Termination fee | $ 1,000,000 | ||||||||
Subsequent Event | Maximum [Member] | |||||||||
Subsequent Event [Line Items] | |||||||||
Merger agreement transaction amount | $ 35,000,000 | ||||||||
Subsequent Event | Minimum [Member] | Ferrer and Purchaser [Member] | |||||||||
Subsequent Event [Line Items] | |||||||||
Percentage of outstanding voting securities | 10.00% | ||||||||
Ferrer Note [Member] | |||||||||
Subsequent Event [Line Items] | |||||||||
Proceeds from financing obligations | $ 1,000,000 | $ 3,000,000 | |||||||
Ferrer Note [Member] | Maximum [Member] | |||||||||
Subsequent Event [Line Items] | |||||||||
Principal amount of promissory note | $ 5,000,000 | ||||||||
Ferrer Note [Member] | Subsequent Event | |||||||||
Subsequent Event [Line Items] | |||||||||
Proceeds from financing obligations | $ 1,300,000 | $ 1,000,000 | |||||||
Principal amount of the Ferrer Note outstanding | $ 6,300,000 | $ 6,300,000 | $ 6,300,000 | ||||||
Ferrer Note [Member] | Subsequent Event | Maximum [Member] | |||||||||
Subsequent Event [Line Items] | |||||||||
Principal amount of promissory note | $ 6,300,000 | ||||||||
Ferrer Promissory Note Tranche Two [Member] | |||||||||
Subsequent Event [Line Items] | |||||||||
Promissory note, due date | May 31, 2016 | ||||||||
Ferrer Promissory Note Tranche Two [Member] | Subsequent Event | |||||||||
Subsequent Event [Line Items] | |||||||||
Proceeds from financing obligations | $ 2,300,000 | ||||||||
Promissory note, due date | Sep. 30, 2016 |