Document_and_Entity_Informatio
Document and Entity Information | 9 Months Ended | |
Sep. 30, 2013 | Nov. 08, 2013 | |
Document and Entity Information Abstract | ' | ' |
Entity Registrant Name | 'SUPERNUS PHARMACEUTICALS INC | ' |
Entity Central Index Key | '0001356576 | ' |
Document Type | '10-Q | ' |
Document Fiscal Period Focus | 'Q3 | ' |
Document Period End Date | 30-Sep-13 | ' |
Amendment Flag | 'false | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Entity Filer Category | 'Smaller Reporting Company | ' |
Entity Common Stock, Shares Outstanding | ' | 33,843,203 |
Document Fiscal Year Focus | '2013 | ' |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Current assets: | ' | ' |
Cash and cash equivalents | $22,945 | $40,302 |
Marketable securities | 64,293 | 48,206 |
Accounts receivable, net | 7,208 | ' |
Interest receivable | 982 | 664 |
Inventories | 5,188 | 1,152 |
Prepaid expenses and other | 1,815 | 994 |
Deferred financing costs, current | 431 | 144 |
Total current assets | 102,862 | 91,462 |
Property and equipment, net | 2,480 | 1,421 |
Intangible assets, net | 817 | 683 |
Long term investments | 15,215 | ' |
Other assets | 360 | 334 |
Deferred financing costs, long-term | 2,031 | 89 |
Total assets | 123,765 | 93,989 |
Current liabilities: | ' | ' |
Accounts payable and accrued expenses | 14,472 | 10,666 |
Deferred product revenue, net | 10,365 | ' |
Deferred licensing revenue | 234 | 508 |
Secured notes payable, net of discount | ' | 11,809 |
Total current liabilities | 25,071 | 22,983 |
Deferred licensing revenue, net of current portion | 1,452 | 309 |
Convertible notes, net of discount | 60,175 | ' |
Secured notes payable, net of current portion and discount | ' | 11,088 |
Other non-current liabilities | 2,401 | 1,788 |
Derivative liabilities | 22,213 | 251 |
Total liabilities | 111,312 | 36,419 |
Stockholders' equity: | ' | ' |
Common Stock, Value, Issued | 31 | 31 |
Additional paid-in capital | 168,625 | 143,851 |
Accumulated other comprehensive loss | -81 | -57 |
Accumulated deficit | -156,122 | -86,255 |
Total stockholders' equity | 12,453 | 57,570 |
Total liabilities and stockholders' equity | $123,765 | $93,989 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | Dec. 31, 2013 | Sep. 30, 2013 |
Consolidated Balance Sheets | ' | ' |
Common stock, par value (in dollars per share) | ' | $0.00 |
Common stock, shares authorized | ' | 130,000,000 |
Common stock, shares outstanding | 30,621,869 | 30,945,205 |
Consolidated_Statements_of_Ope
Consolidated Statements of Operations (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Consolidated Statements of Operations | ' | ' | ' | ' |
Net product sales | $1,130 | ' | $1,283 | ' |
Licenses Revenue | 127 | 91 | 401 | 391 |
Total revenue | 1,257 | 91 | 1,684 | 391 |
Costs and expenses | ' | ' | ' | ' |
Cost of product sales | 33 | ' | 37 | ' |
Research and development | 3,779 | 8,306 | 11,844 | 18,367 |
Selling, general and administrative | 14,620 | 4,075 | 40,366 | 11,450 |
Total costs and expenses | 18,432 | 12,381 | 52,247 | 29,817 |
Operating loss | -17,175 | -12,290 | -50,563 | -29,426 |
Other income (expense): | ' | ' | ' | ' |
Interest income | 96 | 39 | 203 | 91 |
Interest expense | -2,870 | -880 | -5,742 | -2,771 |
Changes in fair value of derivative liabilities | -4,153 | -294 | -12,692 | -766 |
Loss on extinguishment of debt | ' | ' | -1,162 | ' |
Other income (expense) | 6 | -57 | 89 | 101 |
Total other income (expense) | -6,921 | -1,192 | -19,304 | -3,345 |
Net loss | -24,096 | -13,482 | -69,867 | -32,771 |
Cumulative dividends on Series A convertible preferred stock | ' | ' | ' | -1,143 |
Net loss attributable to common stockholders | ($24,096) | ($13,482) | ($69,867) | ($33,914) |
Loss per common share: | ' | ' | ' | ' |
Basic and diluted (in dollars per share) | ($0.78) | ($0.55) | ($2.26) | ($2.36) |
Weighted-average number of common shares: | ' | ' | ' | ' |
Basic and diluted (in shares) | 30,941,404 | 24,464,281 | 30,904,876 | 14,356,546 |
Consolidated_Statements_of_Com
Consolidated Statements of Comprehensive Loss (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Jun. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Consolidated Statements of Comprehensive Loss | ' | ' | ' | ' |
Net loss | ($24,096) | ($13,482) | ($69,867) | ($32,771) |
Other comprehensive loss: | ' | ' | ' | ' |
Unrealized net (loss) gain on marketable securities | 154 | -35 | -24 | -29 |
Other comprehensive (loss) income | 154 | -35 | -24 | -29 |
Comprehensive loss | ($23,942) | ($13,517) | ($69,891) | ($32,800) |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 9 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 |
Cash flows from operating activities | ' | ' |
Net loss | ($69,867) | ($32,771) |
Adjustments to reconcile loss to net cash used in operating activities: | ' | ' |
Loss on extinguishment of debt | 1,162 | ' |
Change in fair value of derivative liabilities | 12,692 | 766 |
Unrealized (loss) gain on marketable securities | -24 | -29 |
Depreciation and amortization | 526 | 650 |
Amortization of deferred financing costs and debt discount | 2,070 | 248 |
Stock-based compensation expense | 1,260 | 235 |
Changes in operating assets and liabilities : | ' | ' |
Accounts receivable | -7,208 | -372 |
Interest receivable | -319 | -341 |
Inventory | -4,036 | -26 |
Prepaid expenses and other assets | -822 | -597 |
Accounts payable and accrued expenses | 4,339 | 761 |
Deferred product revenue, net | 10,365 | ' |
Deferred licensing revenue | 869 | 259 |
Other non-current liabilities | 465 | 158 |
Net cash used in operating activities | -48,528 | -31,059 |
Cash flows from investing activities | ' | ' |
Purchases of marketable securities | -78,968 | -56,476 |
Sales and maturities of marketable securities | 47,666 | 17,416 |
Purchases of property and equipment, net | -1,414 | -553 |
Payments to Acquire Intangible Assets | -306 | ' |
Net cash used in investing activities | -33,022 | -39,613 |
Cash flows from financing activities | ' | ' |
Proceeds from issuance of common stock | 2,164 | 52,447 |
Proceeds from convertible debt issuances | 90,000 | ' |
Repayment of secured notes payable | -24,344 | -4,019 |
Financing costs and underwriters discounts | -3,627 | -2,888 |
Net cash used in financing activities | 64,193 | 45,540 |
Net change in cash and cash equivalents | -17,357 | -25,132 |
Cash and cash equivalents at beginning of period | 40,302 | 48,544 |
Cash and cash equivalents at end of period | 22,945 | 23,412 |
Supplemental cash flow information: | ' | ' |
Cash paid for interest | 975 | 2,257 |
Noncash financial activity: | ' | ' |
Conversion of preferred stock | ' | 49 |
Initial value of interest make-whole derivatives | ' | ' |
Issued in connection with the convertible debt | 9,270 | ' |
Debt Instrument, Convertible, Carrying Amount of Equity Component | $22,336 | ' |
Organization_and_Business
Organization and Business | 9 Months Ended |
Sep. 30, 2013 | |
Business Disclosure Abstract | ' |
Organization and Business | ' |
Supernus Pharmaceuticals, Inc. | |
Notes to Consolidated Financial Statements | |
For the Three and Nine Months Ended September 30, 2013 and 2012 | |
(unaudited) | |
1. Organization and Business | |
Supernus Pharmaceuticals, Inc. (the Company) is a specialty pharmaceutical company focused on developing and commercializing products for the treatment of central nervous system diseases, including neurological and psychiatric disorders. The Company markets two epilepsy products, Oxtellar XR and Trokendi XR and has several proprietary product candidates in clinical development that address the attention deficit hyperactivity disorder market. | |
The Company is currently focused on the commercialization of Oxtellar XR and Trokendi XR. Oxtellar XR received final approval from the Food and Drug Administration (FDA) on October 19, 2012 and the Company launched this product on February 4, 2013. The Company received final approval from the FDA for Trokendi XR on August 16, 2013 and the Company launched this product during the third quarter of 2013. | |
Managements_Plans_as_to_Contin
Management's Plans as to Continuing as a Going Concern | 9 Months Ended |
Sep. 30, 2013 | |
Management's Plans as to Continuing as a Going Concern | ' |
Management's Plans as to Continuing as a Going Concern | ' |
2. Management’s Plans as to Continuing as a Going Concern | |
The Company’s Independent Auditor's opinion with respect to the Financial Statements as of and for the period ended December 31, 2012 contained an explanatory paragraph regarding conditions that raise substantial doubt about the Company's ability to continue as a going concern. The accompanying unaudited financial statements have been prepared on a going-concern basis, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business. Since inception, the Company has incurred, and continues to incur, significant losses from operations. | |
The Company’s current operating assumptions, which reflect management’s best estimate of future revenue and operating expenses, indicate that current cash on hand, including the cash proceeds received from the common stock offerings in 2012 and the issuance of the $90.0 million aggregate principal amount of the 7.50% Convertible Senior Secured Notes due 2019 (see Note 9), should be sufficient to fund operations through the end of 2014, by which time we project to be cash flow break even. | |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2013 | |
Summary of Significant Accounting Policies | ' |
Summary of Significant Accounting Policies | ' |
3. Summary of Significant Accounting Policies | |
Basis of Presentation | |
The Company’s unaudited consolidated financial statements include the accounts of Supernus Pharmaceuticals, Inc. and Supernus Europe Ltd., These are collectively referred to herein as “Supernus” or “the Company.” All significant intercompany transactions and balances have been eliminated in consolidation. The Company’s unaudited consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (U.S. GAAP) for interim financial information. In the opinion of management, the consolidated financial statements reflect all adjustments necessary to fairly present the Company’s financial position, results of operations, and cash flows for the periods presented. These adjustments are of a normal recurring nature. The Company currently operates in one business segment. | |
Certain notes and other information have been omitted from the interim consolidated financial statements presented in this Quarterly Report on Form 10-Q. Therefore, these financial statements should be read in conjunction with the Company’s Annual Report on Form 10-K for the year ended December 31, 2012 and the Quarterly Reports filed on Form 10-Q for the quarters ended March 31, 2013 and June 30, 2013. | |
The results of operations for the three and nine months ended September 30, 2013 are not necessarily indicative of the Company’s future financial results. | |
Accounts Receivable | |
Accounts receivable are reported in the consolidated balance sheets at outstanding amounts, less an allowance for doubtful accounts if necessary and net of prompt pay discounts. The Company extends credit without requiring collateral. The Company writes off uncollectible receivables when the likelihood of collection is remote. The Company evaluates the collectability of accounts receivable on a regular basis. An allowance, when needed, is based upon various factors including the financial condition and payment history of customers, an overall review of collections experience on other accounts, and economic factors or events expected to affect future collections experience. No accounts have been written off in 2013, accordingly no allowance is recorded at September 30, 2013 or December 31, 2012. | |
Revenue Recognition | |
The Company currently recognizes revenue on product sales upon filling prescriptions at pharmacies and net of sales deductions, when all sales deductions become known. | |
Deferred Revenue on Product Sales | |
At the present time, the Company records shipments to wholesalers as deferred product revenue as the Company is unable to reasonably estimate product returns and related sales deductions (primarily rebates, chargebacks and other sales deductions) due to the lack of sufficient historical data for Oxtellar XR and Trokendi XR. Accordingly, the Company records shipments to wholesalers as deferred revenue. | |
Milestone Payments | |
Milestone payments on licensing agreements are recognized as revenue in the period in which they are received. The Company recorded no milestone revenues during the three and nine months ended September 30, 2013 and $0 and $150,000 during the three and nine months ended September 30, 2012, respectively. | |
Recently Issued Accounting Pronouncements | |
We have evaluated all Accounting Standard Updates through the date the unaudited consolidated financial statements were issued and believe the adoption of these will not have a material impact on our results of operations or financial position. | |
Fair_Value_of_Financial_Instru
Fair Value of Financial Instruments | 9 Months Ended | ||||||||||||
Sep. 30, 2013 | |||||||||||||
Fair Value of Financial Instruments | ' | ||||||||||||
Fair Value of Financial Instruments | ' | ||||||||||||
4. Fair Value of Financial Instruments | |||||||||||||
The fair value of an asset or liability should represent the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. Such transactions to sell an asset or transfer a liability are assumed to occur in the principal or most advantageous market for the asset or liability. Accordingly, fair value is determined based on a hypothetical transaction at the measurement date, considered from the perspective of a market participant rather than from a reporting entity’s perspective. | |||||||||||||
The Company reports assets and liabilities that are measured at fair value using a three-level fair value hierarchy that prioritizes the inputs used to measure fair value. This hierarchy maximizes the use of observable inputs and minimizes the use of unobservable inputs. The three levels of inputs used to measure fair value are as follows: | |||||||||||||
· | Level 1 — Inputs are unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date. | ||||||||||||
· | Level 2 — Inputs are quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability (interest rates, yield curves, etc.) and inputs that are derived principally from or corroborated by observable market data by correlation or other means (market corroborated inputs). | ||||||||||||
· | Level 3 — Unobservable inputs that reflect the Company’s own assumptions, based on the best information available, including the Company’s own data. | ||||||||||||
In accordance with the fair value hierarchy described above, the following tables show the fair value of the Company’s financial assets and liabilities that are required to be measured at fair value, in thousands: | |||||||||||||
Fair Value Measurements at | |||||||||||||
30-Sep-13 | |||||||||||||
(unaudited) | |||||||||||||
Significant | |||||||||||||
Total Carrying | Quoted Prices | Other | Significant | ||||||||||
Value at | in Active | Observable | Unobservable | ||||||||||
September 30, | Markets | Inputs | Inputs | ||||||||||
2013 | (Level 1) | (Level 2) | (Level 3) | ||||||||||
Assets: | |||||||||||||
Cash and cash equivalents | $ | 22,945 | $ | 19,948 | $ | 2,997 | $ | — | |||||
Marketable securities | 64,293 | — | 64,293 | — | |||||||||
Long term investments | 15,215 | — | 15,215 | — | |||||||||
Marketable securities - restricted (Other Assets) | 305 | — | 305 | — | |||||||||
Total assets at fair value | $ | 102,758 | $ | 19,948 | $ | 82,810 | $ | — | |||||
Liabilities: | |||||||||||||
Derivative liabilities | $ | 22,213 | $ | — | $ | — | $ | 22,213 | |||||
Fair Value Measurements at | |||||||||||||
31-Dec-12 | |||||||||||||
Significant | |||||||||||||
Total Carrying | Quoted Prices | Other | Significant | ||||||||||
Value at | in Active | Observable | Unobservable | ||||||||||
December 31, | Markets | Inputs | Inputs | ||||||||||
2012 | (Level 1) | (Level 2) | (Level 3) | ||||||||||
Assets: | |||||||||||||
Cash and cash equivalents | $ | 40,302 | $ | 31,561 | $ | 8,741 | $ | — | |||||
Marketable securities | 48,206 | — | 48,206 | — | |||||||||
Marketable securities - restricted (Other Assets) | 279 | — | 279 | — | |||||||||
Total assets at fair value | $ | 88,787 | $ | 31,561 | $ | 57,226 | $ | — | |||||
Liabilities: | |||||||||||||
Derivative liabilities | $ | 251 | $ | — | $ | — | $ | 251 | |||||
The Company’s Level 1 assets include money market funds and U.S. Treasury and government agency debt securities with quoted prices in active markets. Level 2 assets include mutual funds in which the SERP assets are invested, commercial paper and investment grade corporate bonds and other fixed income securities. Level 2 securities are valued using third-party pricing sources that apply applicable inputs and other relevant data into their models to estimate fair value. | |||||||||||||
Level 3 liabilities include the fair market value of the interest make-whole liability associated with the Notes and the outstanding warrants to purchase Common Stock, which are recorded as derivative liabilities. The fair value of the common stock warrant liability was calculated using a Monte-Carlo simulation on a Black-Scholes model with the following assumptions as of September 30, 2013: | |||||||||||||
Exercise Price | $4 - $5 per share | ||||||||||||
Volatility | 65% | ||||||||||||
Stock Price as of September 30, 2013 | $7.33 per share | ||||||||||||
Term | 7.3 - 8.3 years | ||||||||||||
Dividend Yield | 0.00% | ||||||||||||
Risk-Free Rate | 2.2% - 2.4% | ||||||||||||
The fair value of the interest make-whole liability of the Notes was calculated using a binomial-lattice model with the following key assumptions as of September 30, 2013: | |||||||||||||
Volatility | 45% | ||||||||||||
Stock Price as of September 30, 2013 | $7.33 per share | ||||||||||||
Credit Spread | 1299 bps | ||||||||||||
Term | 4 years | ||||||||||||
Dividend Yield | 0.00% | ||||||||||||
Significant changes to these assumptions would result in increases/decreases to the fair value of the derivative liabilities. | |||||||||||||
Changes in the fair value of the warrants and the interest make-whole liability are recognized as a component of Other Income (Expense) in the Consolidated Statements of Operations. The following table presents information about the Company’s Level 3 liabilities as of September 30, 2013 and December 31, 2012 that are included in the Non-Current Liabilities section of the Consolidated Balance Sheets, in thousands: | |||||||||||||
Nine Months ended | |||||||||||||
30-Sep-13 | |||||||||||||
(unaudited) | |||||||||||||
Balance at December 31, 2012 | $ | 251 | |||||||||||
Initial value of interest make-whole payment | |||||||||||||
associated with the convertible notes | 9,270 | ||||||||||||
Changes in fair value of derivative liabilities included in earnings | 12,692 | ||||||||||||
Balance at September 30, 2013 | $ | 22,213 | |||||||||||
The carrying value and estimated fair value of the convertible notes was approximately $60.2 million and $134.1 million, respectively, as of September 30, 2013. The fair value was estimated based on actual trade information as well as quoted prices provided by bond traders. | |||||||||||||
The carrying amounts of other financial instruments, including accounts receivable, accounts payable and accrued expenses approximate fair value due to their short-term maturities. | |||||||||||||
Unrestricted marketable securities held by the Company were as follows, in thousands: | |||||||||||||
At September 30, 2013: | |||||||||||||
Available for Sale | Amortized Cost | Gross Unrealized Gains | Gross Unrealized Losses | Fair Value | |||||||||
Corporate debt securities | $ | 79,588 | $ | 13 | $ | -93 | $ | 79,508 | |||||
At December 31, 2012: | |||||||||||||
Available for Sale | Amortized Cost | Gross Unrealized Gains | Gross Unrealized Losses | Fair Value | |||||||||
Corporate debt securities | $ | 48,259 | $ | 1 | $ | -54 | $ | 48,206 | |||||
The Company has not experienced any other-than-temporary losses on its marketable securities and restricted marketable securities. The cost of securities sold is calculated using the specific identification method. | |||||||||||||
Inventories
Inventories | 9 Months Ended | |||||||
Sep. 30, 2013 | ||||||||
Inventories | ' | |||||||
Inventories | ' | |||||||
5. Inventories | ||||||||
Inventories consist of the following, in thousands: | ||||||||
September 30, | December 31, | |||||||
2013 | 2012 | |||||||
(unaudited) | ||||||||
Raw materials | $ | 1,480 | $ | 1,152 | ||||
Work in process | 1,980 | — | ||||||
Finished goods | 1,728 | — | ||||||
Total | $ | 5,188 | $ | 1,152 | ||||
Property_and_Equipment
Property and Equipment | 9 Months Ended | ||||||
Sep. 30, 2013 | |||||||
Property and Equipment | ' | ||||||
Property and Equipment | ' | ||||||
6. Property and Equipment | |||||||
Property and equipment consist of the following, in thousands: | |||||||
September 30, | December 31, | ||||||
2013 | 2012 | ||||||
(unaudited) | |||||||
Computer equipment | $ | 798 | $ | 615 | |||
Software | 209 | 209 | |||||
Lab equipment and furniture | 4,613 | 3,896 | |||||
Leasehold improvements | 2,293 | 1,779 | |||||
7,913 | 6,499 | ||||||
Less accumulated depreciation and amortization | -5,433 | -5,078 | |||||
$ | 2,480 | $ | 1,421 | ||||
Depreciation expense on property and equipment was approximately $143,000 and $355,000 for the three and nine months ended September 30, 2013, respectively and $154,000 and $478,000 for the three and nine months ended September 30, 2012, respectively. | |||||||
Intangible_Assets
Intangible Assets | 9 Months Ended | ||||||||||||||
Sep. 30, 2013 | |||||||||||||||
Purchased Patents | ' | ||||||||||||||
Purchased Patents | ' | ||||||||||||||
7. Intangible Assets | |||||||||||||||
The Company purchased certain patents from Shire Laboratories, Inc. in connection with a 2005 purchase agreement. Patent defense costs have been incurred in connection with a Complaint filed against Watson on August 7, 2013 related to patents for Oxtellar XR (see Part II, Item 1, Legal Proceedings). The following sets forth the gross carrying amount and related accumulated amortization of these intangible assets, in thousands: | |||||||||||||||
30-Sep-13 | |||||||||||||||
(unaudited) | 31-Dec-12 | ||||||||||||||
Weighted- | Gross Carrying | Accumulated | Gross Carrying | Accumulated | |||||||||||
Average Life | Amount | Amortization | Amount | Amortization | |||||||||||
Purchased patents | 10 | $ | 2,292 | $ | 1,781 | $ | 2,292 | $ | 1,609 | ||||||
Patent defense costs | n/a | $ | 306 | $ | — | $ | — | $ | — | ||||||
Amortization expense was approximately $57,000 for each of the three month periods ended September 30, 2013 and 2012 and was approximately $172,000 for each of the nine month periods ended September 30, 2013 and 2012. The estimated annual aggregate amortization expense through December 31, 2015 is $229,000. | |||||||||||||||
There were no indicators of impairment identified at September 30, 2013 or December 31, 2012. | |||||||||||||||
Accrued_Liabilities
Accrued Liabilities | 9 Months Ended | ||||||
Sep. 30, 2013 | |||||||
Accrued Liabilities abstract | ' | ||||||
Accrued Liabilities | ' | ||||||
8. Accrued Liabilities | |||||||
Accrued Liabilities are comprised of the following (and are included within the accounts payable and accrued expenses line item on the consolidated balance sheets), in thousands: | |||||||
September 30, | December 31, | ||||||
2013 | 2012 | ||||||
(unaudited) | |||||||
Accrued clinical trial and clinical supply costs | $ | 1,313 | $ | 3,335 | |||
Accrued compensation | 3,921 | 2,492 | |||||
Accrued sales and marketing expenses | 1,166 | 1,315 | |||||
Accrued interest | 2,813 | 213 | |||||
Other accrued liabilities | 2,905 | 505 | |||||
$ | 12,118 | $ | 7,860 | ||||
Accrued clinical trial and clinical supply costs consist primarily of investigator fees, contract research organization services, contract manufacturing, pass-through costs and laboratory costs. Other accrued liabilities consist primarily of professional fees, distribution fees, and miscellaneous accrued expenses. | |||||||
Notes_Payable
Notes Payable | 9 Months Ended | |||
Sep. 30, 2013 | ||||
Convertible Senior Secured Notes [Abstract] | ' | |||
Convertible Senior Secured Notes | ' | |||
9. Convertible Senior Secured Notes | ||||
On May 3, 2013, the Company issued $90.0 million aggregate principal amount of 7.50% Convertible Senior Secured Notes due 2019 (the “Notes”). The Company completed this private placement offering in reliance on Section 4(a)(2) under the Securities Act of 1933, as amended (the “Securities Act”). The notes were available for resale in transactions exempt from the registration requirements of the Securities Act to persons reasonably believed by the initial purchasers to be “qualified institutional buyers” as defined in Rule 144A under the Securities Act. | ||||
Aggregate offering expenses in connection with the transaction, including the underwriters’ fee of $3.0 million, were approximately $3.5 million, resulting in net proceeds of approximately $86.5 million. The Company used approximately $19.6 million to repay in full its borrowings under and terminate its then existing secured credit facility. The remainder of the net proceeds will be used to fund the commercialization of the Company’s approved products, Oxtellar XR and Trokendi XR, as well as to continue development of the Company’s pipeline products and for other general corporate purposes, which may include research and development expenses, capital expenditures, working capital and general administrative expenses. | ||||
The Company issued the Notes under an Indenture, dated May 3, 2013 (the “Indenture”), between the Company and U.S. Bank National Association, as Trustee and Collateral Agent. The Notes provide for 7.50% interest per annum on the principal amount of the Notes, payable semi-annually in arrears on May 1 and November 1 of each year, beginning on November 1, 2013. Interest will accrue on the Notes from and including May 3, 2013 and the Notes will mature on May 1, 2019, unless earlier converted, redeemed or repurchased by the Company. The Notes are convertible into the Company’s common stock (“Common Stock”) as described below. | ||||
The Notes are the Company’s senior secured obligations and (i) rank senior in right of payment to any of the indebtedness that is expressly subordinated in right of payment to the Notes; (ii) rank effectively senior to any of the unsecured indebtedness to the extent of the value of the collateral securing the Notes; (iii) rank equal in right of payment with all of the Company’s indebtedness that is not subordinated to the Notes; and (iv) are structurally subordinated to all indebtedness and liabilities, including trade payables, of the Company’s existing and future subsidiaries. | ||||
The Notes are secured by a first-priority lien, other than customary permitted liens, on substantially all of the Company’s and its domestic subsidiaries’ assets, whether now owned or hereafter acquired, including license agreements, general intangibles, accounts, instruments, investment property, intellectual property and any proceeds of the foregoing pursuant to that certain Security and Pledge Agreement, dated May 3, 2013 (the “Security Agreement”), between the Company and U.S. Bank National Association, as Collateral Agent. The Indenture restricts the ability of the Company and its existing and future subsidiaries to make investments, including transfers of the Company’s assets that constitute collateral securing the Notes, in its existing and future foreign subsidiaries. The Company is entitled to the release of property and other assets constituting collateral from the liens securing the Notes and the obligations thereunder (i) to enable the Company to consummate the sale, transfer, license, monetization or other disposition of such property or assets; (ii) with the consent of the holders of at least 66 2/3% of the aggregate principal amount of the Notes then outstanding and affected; or (iii) pursuant to a modification or amendment of the Indenture, the Notes or the Security Agreement. | ||||
If the Company has not received stockholder approval (as defined in the Indenture), a holder of Notes may surrender all or a portion of its Notes for conversion at any time prior to the close of business on the business day immediately preceding the maturity date of the Notes and the Company will deliver for each $1,000 principal amount of converted Notes a number of shares of Common Stock equal to the conversion rate, together with a cash payment in lieu of any fractional shares of Common Stock issuable upon conversion. If the Company obtains stockholder approval, (i) on and after such date of approval and prior to the close of business on the business day immediately preceding November 1, 2018, a holder of Notes may convert all or a portion of its Notes, in principal amounts equal to $1,000 or an integral multiple thereof, only if one or more of the following conditions has been satisfied: (1) if, for at least 20 trading days (whether or not consecutive) during the 30 consecutive trading day period ending within five trading days prior to a conversion date, the last reported sale price of the Company’s Common Stock exceeds the conversion price on each such trading day; (2) during the five consecutive business day period immediately following any five consecutive trading day period (the ‘‘Measurement Period’’), in which, for each trading day of that Measurement Period, the trading price (as defined in the Indenture) per $1,000 principal amount of Notes for such trading day was less than 98% of the product of the last reported sale price of the Company’s Common Stock on such trading day and the applicable conversion rate on such trading day; (3) upon the occurrence of specified corporate transactions; or (4) if the Company calls the Notes for redemption, at any time prior to the close of business on the business day immediately preceding the redemption date; and (ii) on and after November 1, 2018, a holder of Notes may convert all or a portion of its Notes, in principal amounts equal to $1,000 or an integral multiple thereof, at any time prior to the close of business on the business day immediately preceding the maturity date of the Notes, regardless of the foregoing circumstances. If stockholder approval has been received, the Company will settle conversion of the Notes through payment or delivery, as the case may be of cash, shares of Common Stock or a combination thereof, at its election. The Company has no obligation to seek stockholder approval and, even if it does, it cannot be certain that its stockholders will grant the stockholder approval. | ||||
The conversion rate for the Notes is equal to 188.7059 shares of Common Stock per $1,000 principal amount of notes (which is equivalent to an initial conversion price of approximately $5.30 per share of Common Stock). The conversion rate is subject to adjustment upon the occurrence of certain specified events but will not be adjusted for accrued and unpaid interest. In addition, upon the occurrence of a ‘‘make-whole fundamental change’’ (as defined in the Indenture), the Company will, in certain circumstances, increase the conversion rate by a number of additional shares for a holder that elects to convert its notes in connection with such make-whole fundamental change as described in the Indenture. | ||||
On or after November 1, 2013, if, for at least 20 trading days (whether or not consecutive) during the 30 consecutive trading day period ending within five trading days prior to a conversion date, the last reported sale price of the Company’s common stock exceeds the conversion price on each such trading day, the Company will, in certain circumstances, make an interest make-whole payment to converting holders equal to the sum of the present value of the remaining scheduled payments of interest that would have been made on the Notes to be converted had such notes remained outstanding until May 1, 2017 computed using a discount rate equal to 2%. The Company may pay an interest make-whole payment either in cash or in Common Stock, at its election. If the Company elects to pay an interest make-whole payment in Common Stock, then the stock will be valued at 95% of the simple average of the daily volume-weighted average price (“VWAP”) per share for the 10 trading days ending on and including the trading day immediately preceding the conversion date. Notwithstanding the foregoing, the number of shares the Company may deliver in connection with an interest make-whole payment and repayment of principal will not exceed 221.7294 shares per $1,000 principal amount of Notes, subject to adjustment. If, pursuant to its election to deliver Common Stock in connection with the payment of the interest make-whole amount, the Company would be required to deliver a number of shares of Common Stock in excess of such threshold, the Company would deliver cash in lieu of shares otherwise deliverable upon conversions in excess thereof (based on the simple average of the daily VWAP for the 10 trading days ending on and including the trading day immediately preceding the conversion date). | ||||
Upon (i) the occurrence of a fundamental change (as defined in the Indenture) or (ii) if the Company calls the Notes for redemption as described below (either event, a ‘‘make-whole fundamental change’’) and a holder elects to convert its Notes in connection with such make-whole fundamental change, the Company will, in certain circumstances, increase the conversion rate by a number of additional shares (the ‘‘Additional Shares’’) as described below. The Company will notify holders within one business day after the first public announcement by it or a third party of an event or transaction that the Company reasonably determines would, if consummated, constitute a make-whole fundamental change. Upon receiving notice or otherwise becoming aware of a potential make-whole fundamental change described, the Company will use commercially reasonable efforts to announce or cause the announcement of such potential make-whole fundamental change in time to deliver such notice at least 50 scheduled trading days prior to the anticipated effective date for such transaction if stockholder approval has been obtained. The Company will notify the Trustee and holders of the effective date of any make-whole fundamental change no later than one business day after such effective date. | ||||
The number of additional shares by which the Company will increase the conversion rate will be determined based on the date on which the make-whole fundamental change occurs or becomes effective (the ‘‘Effective Date’’) and the price (the ‘‘Stock Price’’) paid (or deemed paid) per share of the Company’s Common Stock in the fundamental change. If the holders of the Company’s common stock receive only cash in a make-whole fundamental change (i) the Stock Price shall be the cash amount paid per share and (ii) the Company will satisfy its conversion obligation to a holder that converts its Notes any time after such make-whole fundamental change by delivering to such holder, on the third business day immediately following the relevant conversion date, an amount of cash, for each $1,000 principal amount of Notes converted, equal to the product of (x) the conversion rate in effect on the relevant conversion date (as increased by the Additional Shares, if any) and (y) the Stock Price. Otherwise, (i) the Stock Price will equal the average of the last reported sale prices of the Company’s Common Stock over the five trading day period ending on, and including, the trading day immediately preceding the Effective Date of the make-whole fundamental change and (ii) the Company will satisfy its conversion obligation to a holder that converts its Notes in connection with such make-whole fundamental change based on the conversion rate as increased by the number of Additional Shares. In connection with a make-whole fundamental change triggered by a redemption of the Notes, the Effective Date of such make-whole fundamental change will be the date on which the Company delivers notice of the redemption. Notwithstanding the foregoing, in no event will the conversion rate exceed the maximum conversion rate, which is 221.7294 shares per $1,000 principal amount of Notes, which amount is inclusive of repayment of the principal of the Notes. | ||||
If a fundamental change occurs at any time, holders will have the right, at their option, to require the Company to purchase for cash any or all of the Notes, or any portion of the principal amount thereof, that is equal to $1,000 or an integral multiple of $1,000 in excess thereof, on a date of the Company’s choosing that is not less than 20 calendar days nor more than 35 calendar days after the date on which it delivers a fundamental change notice. The price the Company is required to pay for a Note is equal to 100% of the principal amount of such Note plus accrued and unpaid interest, if any, to, but excluding, the fundamental change purchase date. Any Notes purchased by the Company will be paid for in cash. | ||||
The Company may not redeem the Notes prior to May 1, 2017. On or after May 1, 2017, the Company may redeem for cash all, but not less than all, of the Notes if the last reported sale price of the Company’s Common Stock equals or exceeds 140% of the applicable conversion price for at least 20 trading days during the 30 consecutive trading day period ending on the trading day immediately prior to the date the Company delivers written notice of the redemption. The redemption price will be equal to 100% of the principal amount of the Notes to be redeemed, plus accrued and unpaid interest to, but excluding, the redemption date. If the Company calls the Notes for redemption, a make-whole fundamental change will be deemed to occur and the Company will, in certain circumstances, increase the conversion rate for holders who convert their notes in connections with such make-whole fundamental change as described in the Indenture. | ||||
The table below summarizes how the issuance of the Notes is reflected in the balance sheet at September 30, 2013, in thousands: | ||||
September 30, | ||||
2013 | ||||
(unaudited) | ||||
Gross proceeds | $ | 90,000 | ||
Initial value of interest make-whole derivative | ||||
reported as debt discount | -9,270 | |||
Conversion option reported as debt discount and APIC | -22,336 | |||
Amortization of debt discount | 1,781 | |||
Carrying value | $ | 60,175 | ||
The Company incurred approximately $3.5 million of financing costs (including the underwriters’ fee) in connection with the issuance of the Notes. Approximately $0.9 million of this amount was allocated to additional paid-in capital and the remaining $2.6 million is recorded as a deferred cost being amortized over the term of the Notes. As of September 30, 2013, approximately $2.4 million remained unamortized, of which $0.4 million is current and $2.0 million is long term. | ||||
ShareBased_Payments
Share-Based Payments | 9 Months Ended | ||||||||||||
Sep. 30, 2013 | |||||||||||||
Share-Based Payments | ' | ||||||||||||
Share-Based Payments | ' | ||||||||||||
10. Share-Based Payments | |||||||||||||
The Company has adopted the Supernus Pharmaceuticals, Inc. 2012 Equity Incentive Plan (the 2012 Plan), which is stockholder-approved, and provides for the grant of stock options and certain other awards, including stock appreciation rights (“SAR”), restricted and unrestricted stock, stock units, performance awards, cash awards and other awards that are convertible into or otherwise based on the Company’s common stock, to the Company’s key employees, directors, and consultants and advisors. The 2012 Plan is administered by the Company’s Board of Directors and provides for the issuance of up to 2,500,000 shares of the Company’s Common Stock. Option awards are granted with an exercise price equal to the estimated fair value of the Company’s Common Stock at the grant date; those option awards generally vest in four annual installments, starting on the first anniversary of the date of grant and have ten-year contractual terms. The 2012 Plan provides for the issuance of Common Stock of the Company upon the exercise of stock options. Stock-based compensation recognized related to the grant of employee and non-employee stock option, SARS, potential Employee Stock Purchase Plan (ESPP) awards and non-vested stock was as follows, in thousands: | |||||||||||||
Three Months ended September 30, | Nine Months ended September 30, | ||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||
(unaudited) | (unaudited) | ||||||||||||
Research and development | $ | 134 | $ | 67 | $ | 373 | $ | 96 | |||||
Selling, general and administrative | 357 | 64 | 887 | 139 | |||||||||
Total | $ | 491 | $ | 131 | $ | 1,260 | $ | 235 | |||||
The following table summarizes stock option and SAR activity: | |||||||||||||
Weighted- | |||||||||||||
Weighted- | Average | ||||||||||||
Number of | Average | Remaining | |||||||||||
Options | Exercise Price | Contractual Term | |||||||||||
Outstanding, December 31, 2012 | 569,911 | $ | 5.72 | 7.88 | |||||||||
Granted (unaudited) | 951,082 | $ | 7.81 | ||||||||||
Exercised (unaudited) | -45,387 | $ | 0.83 | ||||||||||
Forfeited or expired (unaudited) | -17,218 | $ | 7.00 | ||||||||||
Outstanding, September 30, 2013 (unaudited) | 1,458,388 | $ | 7.23 | 8.70 | |||||||||
As of December 31, 2012 | |||||||||||||
Vested and expected to vest | 564,083 | $ | 5.72 | 7.87 | |||||||||
Exercisable | 200,312 | $ | 2.11 | 5.73 | |||||||||
As of September 30, 2013 | |||||||||||||
Vested and expected to vest (unaudited) | 1,414,392 | $ | 7.20 | 8.69 | |||||||||
Exercisable (unaudited) | 194,322 | $ | 3.93 | 6.09 | |||||||||
Loss_Per_Share
Loss Per Share | 9 Months Ended | ||||||||
Sep. 30, 2013 | |||||||||
Loss Per Share | ' | ||||||||
Loss Per Share | ' | ||||||||
11. Loss Per Share | |||||||||
Basic loss per common share is determined by dividing loss attributable to common stockholders by the weighted-average number of common shares outstanding during the period, without consideration of common stock equivalents. Diluted loss per share is computed by dividing the loss attributable to common stockholders by the weighted-average number of common share equivalents outstanding for the period. The treasury stock method is used to determine the dilutive effect of the Company’s stock option grants, SARS, potential Employee Stock Purchase Plan (ESPP) awards and warrants, and the if-converted method is used to determine the dilutive effect of the Company’s Notes and Series A Preferred Stock. The following common stock equivalents were excluded in the calculation of diluted loss per share because their effect would be anti-dilutive as applied to the net loss applicable to common stockholders for the periods ending September 30, 2013 and 2012: | |||||||||
Three Months ended | Nine Months ended | ||||||||
September 30, | September 30, | ||||||||
2013 | 2012 | 2013 | 2012 | ||||||
Convertible Senior Secured Notes | 16,983,531 | — | 9,393,821 | — | |||||
Series A Preferred Stock | — | — | — | 5,409,671 | |||||
Warrants to purchase Series A | |||||||||
Preferred Stock/Common Stock | 13,561 | 91,184 | 12,924 | 71,662 | |||||
Stock Options, Stock Appreciation Rights, | |||||||||
Non-vested Stock Options, and ESPP Awards | 166,531 | 346,783 | 159,808 | 290,029 | |||||
Subsequent_Event
Subsequent Event | 9 Months Ended |
Sep. 30, 2013 | |
Subsequent Event | ' |
Subsequent Event | ' |
12. Subsequent Event | |
A total of approximately $17.1 million of the Notes have been presented to the Company for conversion. Accordingly, the Company has issued a total of approximately 3.2 million shares of common stock in conversion of the principal amount of the Notes. The Company has issued an additional 0.6 million shares of common stock and paid approximately $0.8 million cash in settlement of the interest make-whole provision related to the converted Notes. | |
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2013 | |
Summary of Significant Accounting Policies | ' |
Basis of Presentation | ' |
Basis of Presentation | |
The Company’s unaudited consolidated financial statements include the accounts of Supernus Pharmaceuticals, Inc. and Supernus Europe Ltd., These are collectively referred to herein as “Supernus” or “the Company.” All significant intercompany transactions and balances have been eliminated in consolidation. The Company’s unaudited consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (U.S. GAAP) for interim financial information. In the opinion of management, the consolidated financial statements reflect all adjustments necessary to fairly present the Company’s financial position, results of operations, and cash flows for the periods presented. These adjustments are of a normal recurring nature. The Company currently operates in one business segment. | |
Certain notes and other information have been omitted from the interim consolidated financial statements presented in this Quarterly Report on Form 10-Q. Therefore, these financial statements should be read in conjunction with the Company’s Annual Report on Form 10-K for the year ended December 31, 2012 and the Quarterly Reports filed on Form 10-Q for the quarters ended March 31, 2013 and June 30, 2013. | |
The results of operations for the three and nine months ended September 30, 2013 are not necessarily indicative of the Company’s future financial results. | |
Accounts Receivable | ' |
Accounts Receivable | |
Accounts receivable are reported in the consolidated balance sheets at outstanding amounts, less an allowance for doubtful accounts if necessary and net of prompt pay discounts. The Company extends credit without requiring collateral. The Company writes off uncollectible receivables when the likelihood of collection is remote. The Company evaluates the collectability of accounts receivable on a regular basis. An allowance, when needed, is based upon various factors including the financial condition and payment history of customers, an overall review of collections experience on other accounts, and economic factors or events expected to affect future collections experience. No accounts have been written off in 2013, accordingly no allowance is recorded at September 30, 2013 or December 31, 2012. | |
Revenue Recognition | ' |
Revenue Recognition | |
The Company currently recognizes revenue on product sales upon filling prescriptions at pharmacies and net of sales deductions, when all sales deductions become known. | |
Deferred Revenue on Product Sales | |
At the present time, the Company records shipments to wholesalers as deferred product revenue as the Company is unable to reasonably estimate product returns and related sales deductions (primarily rebates, chargebacks and other sales deductions) due to the lack of sufficient historical data for Oxtellar XR and Trokendi XR. Accordingly, the Company records shipments to wholesalers as deferred revenue. | |
Milestone Payments | |
Milestone payments on licensing agreements are recognized as revenue in the period in which they are received. The Company recorded no milestone revenues during the three and nine months ended September 30, 2013 and $0 and $150,000 during the three and nine months ended September 30, 2012, respectively | |
Fair_Value_of_Financial_Instru1
Fair Value of Financial Instruments (Tables) | 9 Months Ended | ||||||||||||
Sep. 30, 2013 | |||||||||||||
Schedule of fair value of the financial assets and liabilities | ' | ||||||||||||
Fair Value Measurements at | |||||||||||||
30-Sep-13 | |||||||||||||
(unaudited) | |||||||||||||
Significant | |||||||||||||
Total Carrying | Quoted Prices | Other | Significant | ||||||||||
Value at | in Active | Observable | Unobservable | ||||||||||
September 30, | Markets | Inputs | Inputs | ||||||||||
2013 | (Level 1) | (Level 2) | (Level 3) | ||||||||||
Assets: | |||||||||||||
Cash and cash equivalents | $ | 22,945 | $ | 19,948 | $ | 2,997 | $ | — | |||||
Marketable securities | 64,293 | — | 64,293 | — | |||||||||
Long term investments | 15,215 | — | 15,215 | — | |||||||||
Marketable securities - restricted (Other Assets) | 305 | — | 305 | — | |||||||||
Total assets at fair value | $ | 102,758 | $ | 19,948 | $ | 82,810 | $ | — | |||||
Liabilities: | |||||||||||||
Derivative liabilities | $ | 22,213 | $ | — | $ | — | $ | 22,213 | |||||
Fair Value Measurements at | |||||||||||||
31-Dec-12 | |||||||||||||
Significant | |||||||||||||
Total Carrying | Quoted Prices | Other | Significant | ||||||||||
Value at | in Active | Observable | Unobservable | ||||||||||
December 31, | Markets | Inputs | Inputs | ||||||||||
2012 | (Level 1) | (Level 2) | (Level 3) | ||||||||||
Assets: | |||||||||||||
Cash and cash equivalents | $ | 40,302 | $ | 31,561 | $ | 8,741 | $ | — | |||||
Marketable securities | 48,206 | — | 48,206 | — | |||||||||
Marketable securities - restricted (Other Assets) | 279 | — | 279 | — | |||||||||
Total assets at fair value | $ | 88,787 | $ | 31,561 | $ | 57,226 | $ | — | |||||
Liabilities: | |||||||||||||
Derivative liabilities | $ | 251 | $ | — | $ | — | $ | 251 | |||||
Schedule of Level 3 liabilities included in Non-current Liabilities on the Balance Sheet | ' | ||||||||||||
Nine Months ended | |||||||||||||
30-Sep-13 | |||||||||||||
(unaudited) | |||||||||||||
Balance at December 31, 2012 | $ | 251 | |||||||||||
Initial value of interest make-whole payment | |||||||||||||
associated with the convertible notes | 9,270 | ||||||||||||
Changes in fair value of derivative liabilities included in earnings | 12,692 | ||||||||||||
Balance at September 30, 2013 | $ | 22,213 | |||||||||||
Schedule of unrestricted marketable securities | ' | ||||||||||||
At September 30, 2013: | |||||||||||||
Available for Sale | Amortized Cost | Gross Unrealized Gains | Gross Unrealized Losses | Fair Value | |||||||||
Corporate debt securities | $ | 79,588 | $ | 13 | $ | -93 | $ | 79,508 | |||||
At December 31, 2012: | |||||||||||||
Available for Sale | Amortized Cost | Gross Unrealized Gains | Gross Unrealized Losses | Fair Value | |||||||||
Corporate debt securities | $ | 48,259 | $ | 1 | $ | -54 | $ | 48,206 | |||||
Warrants To Purchase Common Stock [Member] | ' | ||||||||||||
Schedule of assumptions used to calculate fair value liabilities | ' | ||||||||||||
Exercise Price | $4 - $5 per share | ||||||||||||
Volatility | 65% | ||||||||||||
Stock Price as of September 30, 2013 | $7.33 per share | ||||||||||||
Term | 7.3 - 8.3 years | ||||||||||||
Dividend Yield | 0.00% | ||||||||||||
Risk-Free Rate | 2.2% - 2.4% | ||||||||||||
Interest Make-Whole Liability [Member] | ' | ||||||||||||
Schedule of assumptions used to calculate fair value liabilities | ' | ||||||||||||
Volatility | 45% | ||||||||||||
Stock Price as of September 30, 2013 | $7.33 per share | ||||||||||||
Credit Spread | 1299 bps | ||||||||||||
Term | 4 years | ||||||||||||
Dividend Yield | 0.00% | ||||||||||||
Inventories_Tables
Inventories (Tables) | 9 Months Ended | |||||||
Sep. 30, 2013 | ||||||||
Inventories | ' | |||||||
Schedule of inventories | ' | |||||||
September 30, | December 31, | |||||||
2013 | 2012 | |||||||
(unaudited) | ||||||||
Raw materials | $ | 1,480 | $ | 1,152 | ||||
Work in process | 1,980 | — | ||||||
Finished goods | 1,728 | — | ||||||
Total | $ | 5,188 | $ | 1,152 | ||||
Property_and_Equipment_Tables
Property and Equipment (Tables) | 9 Months Ended | ||||||
Sep. 30, 2013 | |||||||
Property and Equipment | ' | ||||||
Schedule of property and equipment | ' | ||||||
September 30, | December 31, | ||||||
2013 | 2012 | ||||||
(unaudited) | |||||||
Computer equipment | $ | 798 | $ | 615 | |||
Software | 209 | 209 | |||||
Lab equipment and furniture | 4,613 | 3,896 | |||||
Leasehold improvements | 2,293 | 1,779 | |||||
7,913 | 6,499 | ||||||
Less accumulated depreciation and amortization | -5,433 | -5,078 | |||||
$ | 2,480 | $ | 1,421 | ||||
Intangible_Assets_Tables
Intangible Assets (Tables) | 9 Months Ended | ||||||||||||||
Sep. 30, 2013 | |||||||||||||||
Purchased Patents | ' | ||||||||||||||
Schedule of gross carrying amount and related accumulated amortization of the intangibles | ' | ||||||||||||||
30-Sep-13 | |||||||||||||||
(unaudited) | 31-Dec-12 | ||||||||||||||
Weighted- | Gross Carrying | Accumulated | Gross Carrying | Accumulated | |||||||||||
Average Life | Amount | Amortization | Amount | Amortization | |||||||||||
Purchased patents | 10 | $ | 2,292 | $ | 1,781 | $ | 2,292 | $ | 1,609 | ||||||
Patent defense costs | n/a | $ | 306 | $ | — | $ | — | $ | — | ||||||
Accrued_Liabilities_Tables
Accrued Liabilities (Tables) | 9 Months Ended | ||||||
Sep. 30, 2013 | |||||||
Accrued Liabilities abstract | ' | ||||||
Schedule of accrued expenses | ' | ||||||
September 30, | December 31, | ||||||
2013 | 2012 | ||||||
(unaudited) | |||||||
Accrued clinical trial and clinical supply costs | $ | 1,313 | $ | 3,335 | |||
Accrued compensation | 3,921 | 2,492 | |||||
Accrued sales and marketing expenses | 1,166 | 1,315 | |||||
Accrued interest | 2,813 | 213 | |||||
Other accrued liabilities | 2,905 | 505 | |||||
$ | 12,118 | $ | 7,860 | ||||
Notes_Payable_Tables
Notes Payable (Tables) | 9 Months Ended | |||
Sep. 30, 2013 | ||||
Convertible Senior Secured Notes [Abstract] | ' | |||
Schedule Of Principal Payments Of Secured Notes Payable | ' | |||
September 30, | ||||
2013 | ||||
(unaudited) | ||||
Gross proceeds | $ | 90,000 | ||
Initial value of interest make-whole derivative | ||||
reported as debt discount | -9,270 | |||
Conversion option reported as debt discount and APIC | -22,336 | |||
Amortization of debt discount | 1,781 | |||
Carrying value | $ | 60,175 | ||
ShareBased_Payments_Tables
Share-Based Payments (Tables) | 9 Months Ended | ||||||||||||
Sep. 30, 2013 | |||||||||||||
Share-Based Payments | ' | ||||||||||||
Schedule of stock-based compensation recognized related to the grant of employee and non-employee stock options, and non-vested stock | ' | ||||||||||||
Three Months ended September 30, | Nine Months ended September 30, | ||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||
(unaudited) | (unaudited) | ||||||||||||
Research and development | $ | 134 | $ | 67 | $ | 373 | $ | 96 | |||||
Selling, general and administrative | 357 | 64 | 887 | 139 | |||||||||
Total | $ | 491 | $ | 131 | $ | 1,260 | $ | 235 | |||||
Summary of stock option and SAR activity | ' | ||||||||||||
Weighted- | |||||||||||||
Weighted- | Average | ||||||||||||
Number of | Average | Remaining | |||||||||||
Options | Exercise Price | Contractual Term | |||||||||||
Outstanding, December 31, 2012 | 569,911 | $ | 5.72 | 7.88 | |||||||||
Granted (unaudited) | 951,082 | $ | 7.81 | ||||||||||
Exercised (unaudited) | -45,387 | $ | 0.83 | ||||||||||
Forfeited or expired (unaudited) | -17,218 | $ | 7.00 | ||||||||||
Outstanding, September 30, 2013 (unaudited) | 1,458,388 | $ | 7.23 | 8.70 | |||||||||
As of December 31, 2012 | |||||||||||||
Vested and expected to vest | 564,083 | $ | 5.72 | 7.87 | |||||||||
Exercisable | 200,312 | $ | 2.11 | 5.73 | |||||||||
As of September 30, 2013 | |||||||||||||
Vested and expected to vest (unaudited) | 1,414,392 | $ | 7.20 | 8.69 | |||||||||
Exercisable (unaudited) | 194,322 | $ | 3.93 | 6.09 | |||||||||
Loss_Per_Share_Tables
Loss Per Share (Tables) | 9 Months Ended | ||||||||
Sep. 30, 2013 | |||||||||
Loss Per Share | ' | ||||||||
Schedule of common stock equivalents excluded in the calculation of diluted earnings (loss) per share | ' | ||||||||
Three Months ended | Nine Months ended | ||||||||
September 30, | September 30, | ||||||||
2013 | 2012 | 2013 | 2012 | ||||||
Convertible Senior Secured Notes | 16,983,531 | — | 9,393,821 | — | |||||
Series A Preferred Stock | — | — | — | 5,409,671 | |||||
Warrants to purchase Series A | |||||||||
Preferred Stock/Common Stock | 13,561 | 91,184 | 12,924 | 71,662 | |||||
Stock Options, Stock Appreciation Rights, | |||||||||
Non-vested Stock Options, and ESPP Awards | 166,531 | 346,783 | 159,808 | 290,029 | |||||
Organization_and_Business_Deta
Organization and Business (Details) | 9 Months Ended |
Sep. 30, 2013 | |
item | |
Business Disclosure Abstract | ' |
Number of proprietary products in clinical development | 2 |
Managements_Plans_as_to_Contin1
Management's Plans as to Continuing as a Going Concern (Details) (USD $) | 0 Months Ended | 9 Months Ended |
In Millions, unless otherwise specified | 3-May-13 | Sep. 30, 2013 |
Management's Plans as to Continuing as a Going Concern | ' | ' |
Aggregate principal amount of convertible senior secured notes issued | $90 | $90 |
Fixed interest rate (as a percent) | 7.50% | 7.50% |
Summary_of_Significant_Account2
Summary of Significant Accounting Policies (Details) (USD $) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | |
item | |||||
Revenue Recognition | ' | ' | ' | ' | ' |
Milestone revenues recorded | $0 | $0 | $0 | $150,000,000 | ' |
Accounts written off | ' | ' | 0 | ' | ' |
Allowance is recorded | $0 | ' | $0 | ' | $0 |
Fair_Value_of_Financial_Instru2
Fair Value of Financial Instruments (Schedule of fair value of the financial assets and liabilities) (Details) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Assets: | ' | ' |
Marketable securities | $64,293 | $48,206 |
Long term Investments | 15,215 | ' |
Liabilities: | ' | ' |
Derivative liabilities | 22,213 | 251 |
Quoted Prices in Active Markets (Level 1) | ' | ' |
Assets: | ' | ' |
Cash and cash equivalents | 19,948 | 31,561 |
Total assets at fair value | 19,948 | 31,561 |
Significant Other Observable Inputs (Level 2) | ' | ' |
Assets: | ' | ' |
Cash and cash equivalents | 2,997 | 8,741 |
Marketable securities | 64,293 | 48,206 |
Long term Investments | 15,215 | ' |
Marketable securities - restricted (Other Assets) | 305 | 279 |
Total assets at fair value | 82,810 | 57,226 |
Significant Unobservable Inputs (Level 3) | ' | ' |
Liabilities: | ' | ' |
Derivative liabilities | 22,213 | 251 |
Fair Value | ' | ' |
Assets: | ' | ' |
Cash and cash equivalents | 22,945 | 40,302 |
Marketable securities | 64,293 | 48,206 |
Long term Investments | 15,215 | ' |
Marketable securities - restricted (Other Assets) | 305 | 279 |
Total assets at fair value | 102,758 | 88,787 |
Liabilities: | ' | ' |
Derivative liabilities | $22,213 | $251 |
Fair_Value_of_Financial_Instru3
Fair Value of Financial Instruments (Schedule of assumptions used to calculate fair value liabilities) (Details) (USD $) | 9 Months Ended |
Sep. 30, 2013 | |
Warrants To Purchase Common Stock [Member] | ' |
Fair Value Inputs, Liabilities, Quantitative Information [Line Items] | ' |
Volatility (as a percent) | 65.00% |
Stock Price (in dollars per share) | $7.33 |
Dividend Yield (as a percent) | 0.00% |
Warrants To Purchase Common Stock [Member] | Minimum | ' |
Fair Value Inputs, Liabilities, Quantitative Information [Line Items] | ' |
Exercise Price (in dollars per share) | $4 |
Term | '7 years 3 months 18 days |
Risk-Free Rate (as a percent) | 2.20% |
Warrants To Purchase Common Stock [Member] | Maximum | ' |
Fair Value Inputs, Liabilities, Quantitative Information [Line Items] | ' |
Exercise Price (in dollars per share) | $5 |
Term | '8 years 3 months 18 days |
Risk-Free Rate (as a percent) | 2.40% |
Interest Make-Whole Liability [Member] | ' |
Fair Value Inputs, Liabilities, Quantitative Information [Line Items] | ' |
Volatility (as a percent) | 45.00% |
Stock Price (in dollars per share) | $7.33 |
Credit spread (as a percent) | 1299.00% |
Term | '4 years |
Dividend Yield (as a percent) | 0.00% |
Fair_Value_of_Financial_Instru4
Fair Value of Financial Instruments (Schedule of Level 3 liabilities included in Non-current Liabilities on the Balance Sheet) (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Warrant Liability | ' | ' | ' | ' |
Initial value of interest make-whole payment | ($4,153) | ($294) | ($12,692) | ($766) |
Convertible notes, net of discount | 60,175 | ' | 60,175 | ' |
Estimated fair value of the convertible notes | 134,100 | ' | 134,100 | ' |
Fair Value | ' | ' | ' | ' |
Warrant Liability | ' | ' | ' | ' |
Estimated fair value of the convertible notes | 134,100 | ' | 134,100 | ' |
Warrants To Purchase Common Stock [Member] | ' | ' | ' | ' |
Warrant Liability | ' | ' | ' | ' |
Balance at the beginning of the period | ' | ' | 251 | ' |
Initial value of interest make-whole payment | ' | ' | 9,270 | ' |
Changes in fair value of derivative liabilities included in earnings | ' | ' | 12,692 | ' |
Balance at the end of the period | $22,213 | ' | $22,213 | ' |
Fair_Value_of_Financial_Instru5
Fair Value of Financial Instruments (Schedule of unrestricted marketable securities) (Details) (USD $) | Dec. 31, 2013 | Sep. 30, 2013 |
In Thousands, unless otherwise specified | ||
Fair Value of Financial Instruments | ' | ' |
Corporate debt securities, Amortized Cost | $48,259 | $79,588 |
Corporate debt securities, Gross Unrealized Gains | 1 | 13 |
Corporate debt securities, Gross Unrealized Losses | -54 | -93 |
Corporate debt securities, Fair Value | $48,206 | $79,508 |
Inventories_Details
Inventories (Details) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Inventories | ' | ' |
Raw Materials | $1,480 | $1,152 |
Finished goods | 1,728 | ' |
Work in progress | 1,980 | ' |
Total inventories | $5,188 | $1,152 |
Property_and_Equipment_Details
Property and Equipment (Details) (USD $) | 3 Months Ended | 9 Months Ended | |||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 |
Property and equipment | ' | ' | ' | ' | ' |
Property and equipment, gross | $7,913 | ' | $7,913 | ' | $6,499 |
Less accumulated depreciation and amortization | -5,433 | ' | -5,433 | ' | -5,078 |
Property and equipment, net | 2,480 | ' | 2,480 | ' | 1,421 |
Depreciation expense | 143 | 154 | 355 | 478 | ' |
Computer equipment | ' | ' | ' | ' | ' |
Property and equipment | ' | ' | ' | ' | ' |
Property and equipment, gross | 798 | ' | 798 | ' | 615 |
Software | ' | ' | ' | ' | ' |
Property and equipment | ' | ' | ' | ' | ' |
Property and equipment, gross | 209 | ' | 209 | ' | 209 |
Lab equipment and furniture | ' | ' | ' | ' | ' |
Property and equipment | ' | ' | ' | ' | ' |
Property and equipment, gross | 4,613 | ' | 4,613 | ' | 3,896 |
Leasehold improvements | ' | ' | ' | ' | ' |
Property and equipment | ' | ' | ' | ' | ' |
Property and equipment, gross | $2,293 | ' | $2,293 | ' | $1,779 |
Intangible_Assets_Details
Intangible Assets (Details) (USD $) | 3 Months Ended | 9 Months Ended | 12 Months Ended | 18 Months Ended | |
In Thousands, unless otherwise specified | Jun. 30, 2013 | Jun. 30, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Jun. 30, 2013 |
Purchased Patents | ' | ' | ' | ' | ' |
Weighted-Average Life | ' | ' | '10 years | ' | ' |
Finite-Lived Intangible Assets, Gross | ' | ' | $2,292 | $2,292 | ' |
Finite-Lived Patents, Gross | ' | ' | 306 | ' | ' |
Accumulated Amortization | ' | ' | 1,781 | 1,609 | ' |
Amortization expense | 57 | 57 | ' | ' | 172 |
Estimated annual aggregate amortization expense through December 31, 2015 | ' | ' | 229 | ' | ' |
Indicators of impairment identified | ' | ' | $0 | $0 | ' |
Accrued_Liabilities_Details
Accrued Liabilities (Details) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Accrued Liabilities abstract | ' | ' |
Accrued Clinical Trial Costs Current | $1,313 | $3,335 |
Accrued compensation | 3,921 | 2,492 |
Accrued sales and marketing expenses | 1,166 | 1,315 |
Interest payable | 2,813 | 213 |
Other accrued liabilities | 2,905 | 505 |
Total | $12,118 | $7,860 |
Convertible_Senior_Secured_Not
Convertible Senior Secured Notes (Details) (USD $) | 0 Months Ended | 3 Months Ended | 9 Months Ended | |
3-May-13 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2012 | |
Notes payable | ' | ' | ' | ' |
Aggregate principal amount of convertible senior secured notes issued | $90,000,000 | ' | $90,000,000 | ' |
Fixed interest rate (as a percent) | 7.50% | 7.50% | 7.50% | ' |
Deferred Offering Costs | 3,500,000 | ' | ' | ' |
Net proceeds from issuance of debt | 86,500,000 | ' | 90,000,000 | ' |
Repayments of Secured Debt | 19,600,000 | ' | 24,344,000 | 4,019,000 |
Number of trading days | ' | ' | '5 days | ' |
Conversion rate, number of shares | ' | ' | $188.71 | ' |
Conversion rate, principal amount | ' | 1,000 | ' | ' |
Initial conversion price per share of Common Stock | ' | ' | $5.30 | ' |
Discount rate | ' | 2.00% | 2.00% | ' |
Interest make-whole payment | ' | 95.00% | ' | ' |
Debt financing costs | ' | ' | 3,500,000 | ' |
Financing costs capitalized | ' | 2,600,000 | 2,600,000 | ' |
Financing costs adjusted to APIC | ' | ' | 900,000 | ' |
Debt discount | 3,000,000 | 2,400,000 | 2,400,000 | ' |
Amortization of debt discount | ' | ' | 1,781,000 | ' |
Current [Member] | ' | ' | ' | ' |
Notes payable | ' | ' | ' | ' |
Debt discount | ' | 400,000 | 400,000 | ' |
Noncurrent [Member] | ' | ' | ' | ' |
Notes payable | ' | ' | ' | ' |
Debt discount | ' | 2,000,000 | 2,000,000 | ' |
Within Five Trading Days Prior To Conversion Date [Member] | ' | ' | ' | ' |
Notes payable | ' | ' | ' | ' |
Consecutive trading day period | ' | ' | '30 days | ' |
Immediately Following Any Five Consecutive Trading Day Period [Member] | ' | ' | ' | ' |
Notes payable | ' | ' | ' | ' |
Consecutive business day period | ' | ' | '5 days | ' |
Minimum | ' | ' | ' | ' |
Notes payable | ' | ' | ' | ' |
Consent of percentage of holders of aggregate principal amount of notes outstanding and affected | 66.00% | ' | ' | ' |
Number of trading days | ' | ' | '20 days | ' |
Maximum | ' | ' | ' | ' |
Notes payable | ' | ' | ' | ' |
Percentage of product greater than amount of Notes | ' | 98.00% | ' | ' |
Conversion rate, number of shares | ' | $221.73 | ' | ' |
Conversion rate, principal amount | ' | ' | $1,000 | ' |
Number of calendar days, after the date on which a fundamental change notice is delivered, the company has to purchase Notes, if required by holders | ' | '35 years | ' | ' |
On Or After November 1, 2013 [Member] | During 30 Consecutive Trading Day Period [Member] | ' | ' | ' | ' |
Notes payable | ' | ' | ' | ' |
Number of trading days | ' | ' | '20 days | ' |
On Or After November 1, 2013 [Member] | Within Five Trading Days Prior To Conversion Date [Member] | ' | ' | ' | ' |
Notes payable | ' | ' | ' | ' |
Consecutive trading day period | ' | ' | '30 days | ' |
On Or After May 1, 2017 [Member] | ' | ' | ' | ' |
Notes payable | ' | ' | ' | ' |
Percentage of applicable conversion price, equal to or exceeded by last reported sale price of common stock, Notes may be redeemed | ' | 140.00% | ' | ' |
Percentage of the principal amount of Notes to be redeemed equal to the redemption price | ' | 100.00% | ' | ' |
On Or After May 1, 2017 [Member] | During 30 Consecutive Trading Day Period [Member] | ' | ' | ' | ' |
Notes payable | ' | ' | ' | ' |
Number of trading days | ' | '20 days | ' | ' |
On Or After May 1, 2017 [Member] | Within Five Trading Days Prior To Conversion Date [Member] | ' | ' | ' | ' |
Notes payable | ' | ' | ' | ' |
Consecutive trading day period | ' | '30 days | ' | ' |
Convertible_Senior_Secured_Not1
Convertible Senior Secured Notes (Schedule Of Principal Payments Of Secured Notes Payable) (Details) (USD $) | 0 Months Ended | 9 Months Ended |
3-May-13 | Sep. 30, 2013 | |
Convertible Senior Secured Notes [Abstract] | ' | ' |
Gross proceeds | $90,000,000 | $90,000,000 |
Interest make-whole interest derivative | ' | -9,270,000 |
Convertible note offering conversion option | ' | -22,336,000 |
Amortization of Debt Discount (Premium) | ' | 1,781,000 |
Carrying value | ' | $60,175,000 |
Debt Instrument, Interest Rate, Stated Percentage | 7.50% | 7.50% |
ShareBased_Payments_Narrative_
Share-Based Payments (Narrative) (Details) | 9 Months Ended |
Sep. 30, 2013 | |
Y | |
Share-Based Payments | ' |
Maximum number of shares of common stock provided for issuance | 2,500,000 |
Number of annual installments in which the awards would generally vest starting on the first anniversary of the date of grant | 4 |
Contractual term | '10 years |
ShareBased_Payments_Stockbased
Share-Based Payments (Stock-based compensation recognized related to the grant of employee and non-employee stock options) (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Share-based Payments | ' | ' | ' | ' |
Stock-based compensation recognized | $491 | $131 | $1,260 | $235 |
Research and development | ' | ' | ' | ' |
Share-based Payments | ' | ' | ' | ' |
Stock-based compensation recognized | 134 | 67 | 373 | 96 |
Selling, general and administrative | ' | ' | ' | ' |
Share-based Payments | ' | ' | ' | ' |
Stock-based compensation recognized | $357 | $64 | $887 | $139 |
ShareBased_Payments_Table_summ
Share-Based Payments - (Table summarizes stock option and SAR activity) (Details) (USD $) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2013 | Dec. 31, 2012 | |
Number of Options | ' | ' |
Outstanding at the beginning of the period (in shares) | 569,911 | ' |
Granted (in shares) | 951,082 | ' |
Exercised (in shares) | -45,387 | ' |
Forfeited or expired (in shares) | -17,218 | ' |
Outstanding at the end of the period (in shares) | 1,458,388 | 569,911 |
Vested and expected to vest (in shares) | 1,414,392 | 564,083 |
Exercisable (in shares) | 194,322 | 200,312 |
Weighted-Average Exercise Price | ' | ' |
Outstanding at the beginning of the period (in dollars per share) | $5.72 | ' |
Granted (in dollars per share) | $7.81 | ' |
Exercised (in dollars per share) | $0.83 | ' |
Forfeited or expired (in dollars per share) | $7 | ' |
Outstanding at the end of the period (in dollars per share) | $7.23 | $5.72 |
Vested and expected to vest (in dollars per share) | $7.20 | $5.72 |
Exercisable (in dollars per share) | $3.93 | $2.11 |
Weighted-Average Remaining Contractual Term | ' | ' |
Outstanding at the beginning of the period | '8 years 8 months 12 days | '7 years 10 months 17 days |
Vested and expected to vest | '8 years 8 months 9 days | '7 years 10 months 13 days |
Exercisable | '6 years 1 month 2 days | '5 years 8 months 23 days |
Outstanding at the end of the period | '8 years 8 months 12 days | '7 years 10 months 17 days |
Loss_Per_Share_Details
Loss Per Share (Details) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | |
Convertible Senior Secured Notes [Member] | ' | ' | ' | ' |
Loss Per Share | ' | ' | ' | ' |
Common stock equivalents excluded in the calculation of diluted loss per share | 16,983,531 | ' | 9,393,821 | ' |
Series A Preferred Stock | ' | ' | ' | ' |
Loss Per Share | ' | ' | ' | ' |
Common stock equivalents excluded in the calculation of diluted loss per share | ' | ' | ' | 5,409,671 |
Stock Options, Stock Appreciation Rights, Non-vested Stock Options and ESPP Awards | ' | ' | ' | ' |
Loss Per Share | ' | ' | ' | ' |
Common stock equivalents excluded in the calculation of diluted loss per share | 166,531 | 346,783 | 159,808 | 290,029 |
Subsequent_Event_Details
Subsequent Event (Details) (USD $) | 0 Months Ended | 9 Months Ended | |
Nov. 12, 2013 | 3-May-13 | Sep. 30, 2013 | |
Subsequent Event | ' | ' | ' |
Convertible Notes Payable, Current | $17,100,000 | ' | ' |
Common stock issued on debt conversion | 3,200,000 | ' | ' |
Common stock issued for interest make whole | 600,000 | ' | ' |
Settlement Liabilities, Current | 800,000 | ' | ' |
Aggregate principal amount of convertible senior secured notes issued | ' | 90,000,000 | 90,000,000 |
Fixed interest rate (as a percent) | ' | 7.50% | 7.50% |
Net proceeds from issuance of debt | ' | 86,500,000 | 90,000,000 |
Loss on extinguishment of debt | ' | ' | ($1,162,000) |