Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2017 | Jul. 31, 2017 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2017 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q2 | |
Trading Symbol | ZFGN | |
Entity Registrant Name | Zafgen, Inc. | |
Entity Central Index Key | 1,374,690 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 27,483,925 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Current assets: | ||
Cash and cash equivalents | $ 31,726 | $ 32,352 |
Marketable securities | 74,266 | 96,842 |
Tax incentive receivable | 368 | 347 |
Prepaid expenses and other current assets | 1,605 | 1,358 |
Total current assets | 107,965 | 130,899 |
Tax incentive receivable | 234 | |
Property and equipment, net | 588 | 661 |
Other assets | 58 | 61 |
Total assets | 108,845 | 131,621 |
Current liabilities: | ||
Accounts payable | 4,447 | 2,572 |
Accrued expenses | 2,709 | 3,733 |
Notes payable, current | 2,063 | 3,589 |
Total current liabilities | 9,219 | 9,894 |
Total liabilities | 9,219 | 9,894 |
Commitments and contingencies (Note 7) | ||
Stockholders' equity: | ||
Preferred stock; $0.001 par value per share; 5,000,000 shares authorized as of June 30, 2017 and December 31, 2016; no shares issued and outstanding as of June 30, 2017 and December 31, 2016 | ||
Common stock, $0.001 par value per share; 115,000,000 shares authorized as of June 30, 2017 and December 31, 2016; 27,449,465 and 27,332,551 shares issued and outstanding as of June 30, 2017 and December 31, 2016, respectively | 27 | 27 |
Additional paid-in capital | 363,547 | 359,329 |
Accumulated deficit | (263,907) | (237,549) |
Accumulated other comprehensive loss | (41) | (80) |
Total stockholders' equity | 99,626 | 121,727 |
Total liabilities and stockholders' equity | $ 108,845 | $ 131,621 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares | Jun. 30, 2017 | Dec. 31, 2016 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value per share | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value per share | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 115,000,000 | 115,000,000 |
Common stock, shares issued | 27,449,465 | 27,332,551 |
Common stock, shares outstanding | 27,449,465 | 27,332,551 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Loss (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Income Statement [Abstract] | ||||
Revenue | $ 0 | $ 0 | $ 0 | $ 0 |
Operating expenses: | ||||
Research and development | 10,528 | 10,163 | 20,205 | 22,660 |
General and administrative | 3,008 | 4,899 | 6,596 | 10,259 |
Total operating expenses | 13,536 | 15,062 | 26,801 | 32,919 |
Loss from operations | (13,536) | (15,062) | (26,801) | (32,919) |
Other income (expense): | ||||
Interest income | 247 | 225 | 474 | 434 |
Interest expense | (53) | (140) | (126) | (300) |
Foreign currency transaction gains (losses), net | (5) | (51) | 95 | 21 |
Total other income (expense), net | 189 | 34 | 443 | 155 |
Net loss | $ (13,347) | $ (15,028) | $ (26,358) | $ (32,764) |
Net loss per share, basic and diluted | $ (0.49) | $ (0.55) | $ (0.96) | $ (1.20) |
Weighted average common shares outstanding, basic and diluted | 27,407,408 | 27,272,225 | 27,379,122 | 27,267,830 |
Comprehensive loss: | ||||
Net loss | $ (13,347) | $ (15,028) | $ (26,358) | $ (32,764) |
Other comprehensive loss: | ||||
Unrealized gain (loss) on marketable securities | 22 | (15) | 39 | 193 |
Total other comprehensive income (loss) | 22 | (15) | 39 | 193 |
Total comprehensive loss | $ (13,325) | $ (15,043) | $ (26,319) | $ (32,571) |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Cash flows from operating activities: | ||
Net loss | $ (26,358) | $ (32,764) |
Adjustments to reconcile net loss to net cash used in operating activities | ||
Stock-based compensation expense | 4,103 | 5,610 |
Non-cash interest expense | 10 | 24 |
Depreciation expense | 89 | 102 |
Unrealized foreign currency transaction gains | (21) | (108) |
Premium on marketable securities, net | (224) | (233) |
Amortization of premium on marketable securities | 145 | 715 |
Changes in operating assets and liabilities: | ||
Prepaid expenses and other current assets | (247) | 374 |
Tax incentive receivable | (234) | (250) |
Accounts payable | 1,875 | (4,710) |
Accrued expenses | (998) | (1,039) |
Net cash used in operating activities | (21,860) | (32,279) |
Cash flows from investing activities: | ||
Proceeds from sales and maturities of marketable securities | 79,994 | 88,660 |
Purchases of marketable securities | (57,300) | (69,907) |
Purchases of property and equipment | (16) | (660) |
Net cash provided by investing activities | 22,678 | 18,093 |
Cash flows from financing activities: | ||
Repayments of notes payable | (1,559) | (1,438) |
Proceeds from exercise of common stock options and employee stock purchase plan | 115 | 55 |
Net cash used in financing activities | (1,444) | (1,383) |
Net decrease in cash and cash equivalents | (626) | (15,569) |
Cash and cash equivalents at beginning of period | 32,352 | 35,595 |
Cash and cash equivalents at end of period | 31,726 | 20,026 |
Supplemental disclosure of non-cash investing and financing activities: | ||
Property and equipment included in accounts payable | 204 | |
Supplemental disclosure of cash flow information: | ||
Cash paid for interest | $ 103 | $ 224 |
Nature of the Business and Basi
Nature of the Business and Basis of Presentation | 6 Months Ended |
Jun. 30, 2017 | |
Accounting Policies [Abstract] | |
Nature of the Business and Basis of Presentation | 1. Nature of the Business and Basis of Presentation Zafgen, Inc., or the Company, was incorporated on November 22, 2005 under the laws of the State of Delaware. The Company is a biopharmaceutical company dedicated to significantly improving the health and well-being of patients affected by metabolic diseases including type 2 diabetes and obesity. The Company is focused on developing novel therapeutics that treat the underlying biological mechanisms through the methionine aminopeptidase 2 (“MetAP2”) pathway. The Company has pioneered the study of MetAP2 inhibitors in both common and rare forms of obesity. The Company’s lead product candidate is ZGN-1061, ZGN-1061 The Company is subject to risks common to companies in the biotechnology industry including, but not limited to, new technological innovations, protection of proprietary technology, dependence on key personnel, compliance with government regulations and the need to obtain additional financing. Product candidates currently under development will require significant additional research and development efforts, including extensive pre-clinical The Company’s product candidates are all in the research and development stage. There can be no assurance that the Company’s research and development will be successfully completed, that adequate protection for the Company’s intellectual property will be obtained, that any product candidates developed will obtain necessary government regulatory approval or that any approved products will be commercially viable. Even if the Company’s product development efforts are successful, it is uncertain when, if ever, the Company will generate significant revenue from product sales. The Company operates in an environment of rapid change in technology and substantial competition from pharmaceutical and biotechnology companies. In addition, the Company is dependent upon the services of its employees and consultants. The Company has incurred losses and negative cash flows from operations since its inception. As of June 30, 2017, the Company had an accumulated deficit of $263.9 million. From its inception through June 30, 2017, the Company received net proceeds of $333.3 million from the sales of redeemable convertible preferred stock, the issuance of convertible promissory notes, the proceeds from its initial public offering (“IPO”) in June 2014 and its follow-on The condensed consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries Zafgen Securities Corporation, Zafgen Australia Pty Limited, and Zafgen Animal Health, LLC. All intercompany balances and transactions have been eliminated. Unaudited Interim Financial Information The condensed consolidated balance sheet as of December 31, 2016 was derived from the Company’s audited financial statements, but does not include all disclosures required by accounting principles generally accepted in the United States of America, or GAAP. The accompanying unaudited condensed consolidated financial statements as of June 30, 2017 and for the three and six months ended June 30, 2017 and 2016, have been prepared by the Company, pursuant to the rules and regulations of the Securities and Exchange Commission, or SEC, for interim financial statements. Certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. However, the Company believes that the disclosures are adequate to make the information presented not misleading. These condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and the notes thereto for the year ended December 31, 2016, included in the Company’s Annual Report on Form 10-K, |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2017 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities as of the date of the condensed consolidated financial statements, and the reported amounts of expenses during the reporting periods. Significant estimates and assumptions reflected in these condensed consolidated financial statements include, but are not limited to, the accrual of research and development expenses and the valuation of stock-based awards. Estimates are periodically reviewed in light of changes in circumstances, facts and experience. Actual results could differ from the Company’s estimates. Marketable securities Marketable securities consist of investments with original maturities greater than ninety days. The Company has classified its investments with maturities beyond one year as short term, based on their highly liquid nature and because such marketable securities represent the investment of cash that is available for current operations. The Company considers its investment portfolio of investments as available-for-sale. Net Income (Loss) Per Share Basic net income (loss) per share is computed by dividing the net income (loss) attributable to common stockholders by the weighted average number of common shares outstanding for the period. Diluted net income (loss) per share attributable to common stockholders is computed by dividing the diluted net income (loss) attributable to common stockholders by the weighted average number of common shares, including potential dilutive common shares assuming the dilutive effect of outstanding stock options and unvested restricted common shares, as determined using the treasury stock method. For periods in which the Company has reported net losses, diluted net loss per common share attributable to common stockholders is the same as basic net loss per common share attributable to common stockholders, since dilutive common shares are not assumed to have been issued if their effect is antidilutive. The Company excluded the following common stock equivalents, outstanding as of June 30, 2017 and 2016, from the computation of diluted net loss per share for the three months ended June 30, 2017 and 2016 because they had an anti-dilutive impact due to the net loss incurred for the periods: As of June 30, 2017 2016 Options to purchase common stock 4,185,866 3,976,995 Unvested restricted common stock 11,065 9,955 4,196,931 3,986,950 Recently Issued and Adopted Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (the “FASB”) issued ASU No. 2014-09, Revenue from Contracts with Customers 2016-08 , Revenue from Contract with Customers: Principal versus Agent Considerations 2016-10, Revenue from Contracts with Customers: Identifying Performance Obligations and Licensing 2016-12, Revenue from Contracts with Customers: Narrow-Scope Improvements and Practical Expedients. non-cash In February 2016, the FASB issued ASU No. 2016-02, Leases In March 2016, the FASB issued ASU No. 2016-09, Improvements to Employee Share-Based Payment Accounting paid-in In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows: Classification of Certain Cash Receipts and Cash Payments In May 2017, the FASB issued ASU No. 2017-09, Compensation – Stock Compensation: Scope of Modification Accounting |
Fair Value Measurements and Mar
Fair Value Measurements and Marketable Securities | 6 Months Ended |
Jun. 30, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements and Marketable Securities | 3. Fair Value Measurements and Marketable Securities Fair Value Measurements The following tables present information about the Company’s financial assets that have been measured at fair value as of June 30, 2017 and December 31, 2016, and indicate the fair value of the hierarchy of the valuation inputs utilized to determine such fair value. In general, fair values determined by Level 1 inputs utilize quoted prices (unadjusted) in active markets for identical assets or liabilities. Fair value determined by Level 2 inputs utilize observable inputs other than Level 1 prices, such as quoted prices, for similar assets or liabilities, quoted market 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 related assets or liabilities. Fair values determined by Level 3 inputs are unobservable data points for the asset or liability, and include situations where there is little, if any, market activity for the asset or liability. The following tables summarize the Company’s cash equivalents and marketable securities as of June 30, 2017 and December 31, 2016: June 30, 2017 Total Quoted Significant Significant (in thousands) Cash equivalents: Money market funds $ 25,771 $ 25,771 $ — $ — Commercial paper 1,997 — 1,997 — Total cash equivalents 27,768 25,771 1,997 — Marketable securities: Corporate bonds 55,077 — 55,077 — Commercial paper 19,189 — 19,189 — Total marketable securities 74,266 — 74,266 — Total cash equivalents and marketable securities $ 102,034 $ 25,771 $ 76,263 $ — December 31, 2016 Total Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) (in thousands) Cash equivalents: Money market funds $ 22,091 $ 22,091 $ — $ — Commercial paper 2,997 — 2,997 — Corporate bonds 1,500 — 1,500 — Total cash equivalents 26,588 22,091 4,497 — Marketable securities: Corporate bonds 69,622 — 69,622 — Commercial paper 27,220 — 27,220 — Total marketable securities 96,842 — 96,842 — Total cash equivalents and marketable securities $ 123,430 $ 22,091 $ 101,339 $ — The carrying amounts reflected in the condensed consolidated balance sheets for tax incentive receivable, accounts payable, and accrued expenses approximate fair value due to their short-term maturities. The carrying value of the Company’s outstanding notes payable approximates fair value (a Level 2 fair value measurement), reflecting interest rates currently available to the Company. Marketable Securities The following tables summarize the Company’s marketable securities as of June 30, 2017 and December 31, 2016: June 30, 2017 Amortized Gross Gross Fair Value (in thousands) Assets: Corporate bonds (due within 1 year) $ 55,112 $ — $ (35 ) $ 55,077 Commercial paper (due within 1 year) 19,193 — (4 ) 19,189 $ 74,305 $ — $ (39 ) $ 74,266 December 31, 2016 Amortized Gross Gross Fair Value (in thousands) Assets: Corporate bonds (due within 1 year) $ 68,777 $ — $ (54 ) $ 68,723 Corporate bonds (due after 1 year through 2 years) 901 — (2 ) 899 Commercial paper (due within 1 year) 27,244 — (24 ) 27,220 $ 96,922 $ — $ (80 ) $ 96,842 |
Accrued Expenses
Accrued Expenses | 6 Months Ended |
Jun. 30, 2017 | |
Payables and Accruals [Abstract] | |
Accrued Expenses | 4. Accrued Expenses Accrued expenses consisted of the following as of June 30, 2017 and December 31, 2016: June 30, December 31, (in thousands) Accrued payroll and related expenses $ 1,241 $ 2,008 Accrued research and development expenses 1,073 892 Accrued professional fees 293 347 Accrued restructuring — 376 Accrued other 102 110 $ 2,709 $ 3,733 |
Notes Payable
Notes Payable | 6 Months Ended |
Jun. 30, 2017 | |
Debt Disclosure [Abstract] | |
Notes Payable | 5. Notes Payable The Company has outstanding amounts due under a loan and security agreement with Oxford Finance LLC and Midcap Financial, or the 2014 Credit Facility, entered into in March 2014. All promissory notes issued under the 2014 Credit Facility are collateralized by substantially all of the Company’s personal property, other than its intellectual property. There are no financial covenants associated with the 2014 Credit Facility; however, there are negative covenants restricting the Company’s activities, including limitations on dispositions, mergers or acquisitions; encumbering or granting a security interest in its intellectual property; incurring indebtedness or liens; paying dividends; making certain investments; and certain other business transactions. During the three months ended June 30, 2017 and 2016, the Company recognized less than $0.1 million and $0.1 million, respectively, of interest expense related to the 2014 Credit Facility. During the six months ended June 30, 2017 and 2016, the Company recognized $0.1 million and $0.3 million, respectively, of interest expense related to the 2014 Credit Facility. The effective annual interest rate of the outstanding debt under the 2014 Credit Facility is approximately 10.8%. |
Stock-Based Awards
Stock-Based Awards | 6 Months Ended |
Jun. 30, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-Based Awards | 6. Stock-Based Awards The Company grants equity awards under its 2014 Stock Option and Incentive Plan, or the 2014 Stock Option Plan, and is authorized to issue common stock under its 2014 Employee Stock Purchase Plan. The Company also has outstanding stock-based awards under its Amended and Restated 2006 Stock Option Plan but is no longer granting awards under this plan. As of June 30, 2017, 2,014,395 shares are available for grant under the 2014 Stock Option Plan, including 1,093,302 shares automatically added to the 2014 Stock Option Plan on January 1, 2017 as a result of a provision in the 2014 Stock Option Plan. The Company recorded stock-based compensation expense related to stock options and restricted common stock in the following expense categories within its condensed consolidated statements of operations: Three Months Ended June 30, Six Months Ended June 30, 2017 2016 2017 2016 (in thousands) Research and development $ 877 $ 1,002 $ 1,733 $ 1,830 General and administrative $ 1,225 1,852 2,370 3,780 $ 2,102 $ 2,854 $ 4,103 $ 5,610 |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 7. Commitments and Contingencies Leases The Company has a lease for office space in Boston, Massachusetts, effective as of July 28, 2014, with a term expiring July 31, 2017 and an option to extend the lease for three additional years. In March 2015, the Company entered into an operating lease for additional office space in Boston, Massachusetts, effective as of April 15, 2015, with a term expiring on July 31, 2017, and two options to extend this lease for three additional years each. In October 2015, the Company entered into an operating lease for office space in San Diego, California, effective as of October 1, 2015, with a term expiring on September 30, 2019, and an option to extend this lease for five additional years. In January 2017, the Company extended the leases for both office spaces in Boston, Massachusetts with new terms expiring on July 31, 2020. As of July 31, 2017, the Company negotiated the financial terms of these extensions with additional minimum lease payments of $0.2 million for the remainder of 2017, $0.4 million for the years 2018 and 2019 and $0.2 million for 2020 not reflected in the table below. The Company also has the option to extend both of these leases in Boston, Massachusetts for an additional three years. With the landlord’s consent, the Company has subleased 2,976 square feet of office space in Boston, Massachusetts to an unrelated third party which began on January 1, 2017 and expires on June 30, 2018. The Company expects to receive approximately $0.2 million in sublease rental income during the sublease period. Future minimum lease payments for its operating leases as of June 30, 2017 were as follows: Year Ending December 31, (in thousands) 2017 (July to December) $ 80 2018 106 2019 82 $ 268 During the three months ended June 30, 2017 and 2016, the Company recognized $0.1 million of rental expense related to office space. During the six months ended June 30, 2017 and 2016, the Company recognized $0.2 million of rental expense related to office space. Intellectual Property Licenses The Company has acquired exclusive rights to develop patented compounds and related know-how As of June 30, 2017, the Company is obligated to make additional milestone payments of up to $12.3 million upon reaching certain pre-commercialization There were no milestones achieved during the three or six months ended June 30, 2017 or 2016. The Company is also obligated to pay to the licensors a percentage of fees received if and when the Company sublicenses the technology. As of June 30, 2017, the Company has not yet developed a commercial product using the licensed technologies and it has not entered into any sublicense agreements for the technologies. Indemnification Agreements In the ordinary course of business, the Company may provide indemnification of varying scope and terms to vendors, lessors, business partners, and other parties with respect to certain matters including, but not limited to, losses arising out of breach of such agreements or from intellectual property infringement claims made by third parties. In addition, the Company has entered into indemnification agreements with members of management team and the board of directors of the Company that will require the Company, among other things, to indemnify them against certain liabilities that may arise by reason of their status or service as directors or officers. The maximum potential amount of future payments the Company could be required to make under these indemnification agreements is, in many cases, unlimited. To date, the Company has not incurred any material costs as a result of such indemnifications. The Company does not believe that the outcome of any claims under indemnification arrangements will have a material effect on its financial position, results of operations or cash flows, and it has not accrued any liabilities related to such obligations in its condensed consolidated financial statements as of June 30, 2017. Legal Proceedings The Company accrues a liability for legal contingencies when it believes that it is both probable that a liability has been incurred and that the Company can reasonably estimate the amount of the loss. The Company reviews these accruals and adjusts them to reflect ongoing negotiations, settlements, rulings, advice of legal counsel and other relevant information. To the extent new information is obtained and the views on the probable outcomes of claims, suits, assessments, investigations or legal proceedings change, changes in the Company’s accrued liabilities would be recorded in the period in which such determination is made. In addition, in accordance with the relevant authoritative guidance, for any matters in which the likelihood of material loss is at least reasonably possible, the Company will provide disclosure of the possible loss or range of loss. If a reasonable estimate cannot be made, however, the Company will provide disclosure to that effect. The Company expenses legal costs as they are incurred. On October 21, 2015, a purported stockholder of the Company filed a putative class action lawsuit in the U.S. District Court for the District of Massachusetts, against the Company and Thomas E. Hughes, captioned Aviad Bessler v. Zafgen, Inc. and Thomas E. Hughes, No. 1:15-cv-13618. 10b-5 The Company may periodically become subject to other legal proceedings and claims arising in connection with ongoing business activities, including claims or disputes related to patents that have been issued or that are pending in the field of research on which the Company is focused. The Company is not aware of any material claims as of June 30, 2017. |
Retirement Plan
Retirement Plan | 6 Months Ended |
Jun. 30, 2017 | |
Retirement Benefits [Abstract] | |
Retirement Plan | 8. Retirement Plan The Company has a Savings Incentive Match Plan, or SIMPLE IRA, for employees. Under the terms of the plan, the Company contributes 2% of an employee’s annual base salary, up to a maximum of the annual Internal Revenue Service compensation limits, for all full-time employees. During the three months ended June 30, 2017 and 2016, the Company recognized less than $0.1 million of expense related to its contributions to the plan. During the six months ended June 30, 2017 and 2016, the Company recognized $0.1 million of expense related to its contributions to the plan. |
Australia Research and Developm
Australia Research and Development Tax Incentive | 6 Months Ended |
Jun. 30, 2017 | |
Research and Development [Abstract] | |
Australia Research and Development Tax Incentive | 9. Australia Research and Development Tax Incentive The Company’s wholly owned subsidiary, Zafgen Australia Pty Limited, which conducts core research and development activities on behalf of the Company, is eligible to receive a 45% refundable tax incentive for qualified research and development activities through December 31, 2016 and 43.5% beginning January 1, 2017. For the three months ended June 30, 2017 and 2016, $0.2 million was recorded as a reduction to research and development expenses in the condensed consolidated statements of operations. For the six months ended June 30, 2017 and 2016, $0.2 million and $0.3 million, respectively, were recorded as a reduction to research and development expenses in the condensed consolidated statements of operations. The refund is denominated in Australian dollars and, therefore, the related receivable is re-measured into U.S. dollars as of each reporting date. For the three months ended June 30, 2017 and 2016, the Company recorded in its condensed consolidated statements of operations unrealized foreign currency exchange gains of nil and losses of less than $0.1 million, respectively, related to this tax incentive receivable. For the six months ended June 30, 2017 and 2016, the Company recorded in its condensed consolidated statements of operations unrealized foreign currency exchange gains of less than $0.1 million related to this tax incentive receivable. As of June 30, 2017 and December 31, 2016, the Company’s tax incentive receivable from the Australian government was $0.6 million and $0.3 million, respectively. |
Restructuring
Restructuring | 6 Months Ended |
Jun. 30, 2017 | |
Restructuring and Related Activities [Abstract] | |
Restructuring | 10. Restructuring On July 19, 2016, the Company announced that following a comprehensive review of its assets and clinical programs, as well as feedback from regulatory authorities, the Company refocused its resources on development of a differentiated MetAP2 inhibitor, ZGN-1061. ZGN-1061 Six Months Ended June 30, 2017 Year Ended December 31, 2016 (in thousands) Restructuring reserve beginning balance $ 376 $ — Restructuring expenses incurred during the period 24 1,223 Amounts paid during the period (400 ) (847 ) Restructuring reserve ending balance $ — $ 376 |
Summary of Significant Accoun16
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2017 | |
Accounting Policies [Abstract] | |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities as of the date of the condensed consolidated financial statements, and the reported amounts of expenses during the reporting periods. Significant estimates and assumptions reflected in these condensed consolidated financial statements include, but are not limited to, the accrual of research and development expenses and the valuation of stock-based awards. Estimates are periodically reviewed in light of changes in circumstances, facts and experience. Actual results could differ from the Company’s estimates. |
Marketable securities | Marketable securities Marketable securities consist of investments with original maturities greater than ninety days. The Company has classified its investments with maturities beyond one year as short term, based on their highly liquid nature and because such marketable securities represent the investment of cash that is available for current operations. The Company considers its investment portfolio of investments as available-for-sale. |
Net Income (Loss) Per Share | Net Income (Loss) Per Share Basic net income (loss) per share is computed by dividing the net income (loss) attributable to common stockholders by the weighted average number of common shares outstanding for the period. Diluted net income (loss) per share attributable to common stockholders is computed by dividing the diluted net income (loss) attributable to common stockholders by the weighted average number of common shares, including potential dilutive common shares assuming the dilutive effect of outstanding stock options and unvested restricted common shares, as determined using the treasury stock method. For periods in which the Company has reported net losses, diluted net loss per common share attributable to common stockholders is the same as basic net loss per common share attributable to common stockholders, since dilutive common shares are not assumed to have been issued if their effect is antidilutive. The Company excluded the following common stock equivalents, outstanding as of June 30, 2017 and 2016, from the computation of diluted net loss per share for the three months ended June 30, 2017 and 2016 because they had an anti-dilutive impact due to the net loss incurred for the periods: As of June 30, 2017 2016 Options to purchase common stock 4,185,866 3,976,995 Unvested restricted common stock 11,065 9,955 4,196,931 3,986,950 |
Recently Issued and Adopted Accounting Pronouncements | Recently Issued and Adopted Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (the “FASB”) issued ASU No. 2014-09, Revenue from Contracts with Customers 2016-08 , Revenue from Contract with Customers: Principal versus Agent Considerations 2016-10, Revenue from Contracts with Customers: Identifying Performance Obligations and Licensing 2016-12, Revenue from Contracts with Customers: Narrow-Scope Improvements and Practical Expedients. non-cash In February 2016, the FASB issued ASU No. 2016-02, Leases In March 2016, the FASB issued ASU No. 2016-09, Improvements to Employee Share-Based Payment Accounting paid-in In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows: Classification of Certain Cash Receipts and Cash Payments In May 2017, the FASB issued ASU No. 2017-09, Compensation – Stock Compensation: Scope of Modification Accounting |
Summary of Significant Accoun17
Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Accounting Policies [Abstract] | |
Summary of Common Stock Equivalents Outstanding | The Company excluded the following common stock equivalents, outstanding as of June 30, 2017 and 2016, from the computation of diluted net loss per share for the three months ended June 30, 2017 and 2016 because they had an anti-dilutive impact due to the net loss incurred for the periods: As of June 30, 2017 2016 Options to purchase common stock 4,185,866 3,976,995 Unvested restricted common stock 11,065 9,955 4,196,931 3,986,950 |
Fair Value Measurements and M18
Fair Value Measurements and Marketable Securities (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Fair Value Disclosures [Abstract] | |
Summary of Cash Equivalents and Marketable Securities | The following tables summarize the Company’s cash equivalents and marketable securities as of June 30, 2017 and December 31, 2016: June 30, 2017 Total Quoted Significant Significant (in thousands) Cash equivalents: Money market funds $ 25,771 $ 25,771 $ — $ — Commercial paper 1,997 — 1,997 — Total cash equivalents 27,768 25,771 1,997 — Marketable securities: Corporate bonds 55,077 — 55,077 — Commercial paper 19,189 — 19,189 — Total marketable securities 74,266 — 74,266 — Total cash equivalents and marketable securities $ 102,034 $ 25,771 $ 76,263 $ — December 31, 2016 Total Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) (in thousands) Cash equivalents: Money market funds $ 22,091 $ 22,091 $ — $ — Commercial paper 2,997 — 2,997 — Corporate bonds 1,500 — 1,500 — Total cash equivalents 26,588 22,091 4,497 — Marketable securities: Corporate bonds 69,622 — 69,622 — Commercial paper 27,220 — 27,220 — Total marketable securities 96,842 — 96,842 — Total cash equivalents and marketable securities $ 123,430 $ 22,091 $ 101,339 $ — |
Summary of Marketable Securities | The following tables summarize the Company’s marketable securities as of June 30, 2017 and December 31, 2016: June 30, 2017 Amortized Gross Gross Fair Value (in thousands) Assets: Corporate bonds (due within 1 year) $ 55,112 $ — $ (35 ) $ 55,077 Commercial paper (due within 1 year) 19,193 — (4 ) 19,189 $ 74,305 $ — $ (39 ) $ 74,266 December 31, 2016 Amortized Gross Gross Fair Value (in thousands) Assets: Corporate bonds (due within 1 year) $ 68,777 $ — $ (54 ) $ 68,723 Corporate bonds (due after 1 year through 2 years) 901 — (2 ) 899 Commercial paper (due within 1 year) 27,244 — (24 ) 27,220 $ 96,922 $ — $ (80 ) $ 96,842 |
Accrued Expenses (Tables)
Accrued Expenses (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Expenses | Accrued expenses consisted of the following as of June 30, 2017 and December 31, 2016: June 30, December 31, (in thousands) Accrued payroll and related expenses $ 1,241 $ 2,008 Accrued research and development expenses 1,073 892 Accrued professional fees 293 347 Accrued restructuring — 376 Accrued other 102 110 $ 2,709 $ 3,733 |
Stock-Based Awards (Tables)
Stock-Based Awards (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Summary of Stock-Based Compensation Expense Related to Stock Options and Restricted Common Stock | The Company recorded stock-based compensation expense related to stock options and restricted common stock in the following expense categories within its condensed consolidated statements of operations: Three Months Ended June 30, Six Months Ended June 30, 2017 2016 2017 2016 (in thousands) Research and development $ 877 $ 1,002 $ 1,733 $ 1,830 General and administrative $ 1,225 1,852 2,370 3,780 $ 2,102 $ 2,854 $ 4,103 $ 5,610 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Future Minimum Lease Payments for Operating Leases | Future minimum lease payments for its operating leases as of June 30, 2017 were as follows: Year Ending December 31, (in thousands) 2017 (July to December) $ 80 2018 106 2019 82 $ 268 |
Restructuring (Tables)
Restructuring (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Restructuring and Related Activities [Abstract] | |
Summary of Restructuring Reserve | The following table summarizes the restructuring reserve for the periods indicated: Six Months Ended June 30, 2017 Year Ended December 31, 2016 (in thousands) Restructuring reserve beginning balance $ 376 $ — Restructuring expenses incurred during the period 24 1,223 Amounts paid during the period (400 ) (847 ) Restructuring reserve ending balance $ — $ 376 |
Nature of the Business and Ba23
Nature of the Business and Basis of Presentation - Additional Information (Detail) - USD ($) $ in Thousands | 6 Months Ended | 139 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2017 | Dec. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Entity incorporation date | Nov. 22, 2005 | ||
Accumulated deficit | $ (263,907) | $ (263,907) | $ (237,549) |
Net proceeds from sale of securities | 333,300 | ||
Total cash, cash equivalents and marketable securities | $ 106,000 | $ 106,000 |
Summary of Significant Accoun24
Summary of Significant Accounting Policies - Summary of Common Stock Equivalents Outstanding (Detail) - shares | 6 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total potentially dilutive shares | 4,196,931 | 3,986,950 |
Options to Purchase Common Stock [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total potentially dilutive shares | 4,185,866 | 3,976,995 |
Unvested Restricted Common Stock [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total potentially dilutive shares | 11,065 | 9,955 |
Fair Value Measurements and M25
Fair Value Measurements and Marketable Securities - Summary of Cash Equivalents and Marketable Securities (Detail) - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | $ 27,768 | $ 26,588 |
Marketable securities | 74,266 | 96,842 |
Total cash equivalents and marketable securities | 102,034 | 123,430 |
Money Market Funds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 25,771 | 22,091 |
Commercial Paper [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 1,997 | |
Corporate Bonds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 1,500 | |
Marketable securities | 55,077 | 69,622 |
Commercial Paper [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 2,997 | |
Marketable securities | 19,189 | 27,220 |
Quoted Prices in Active Markets, (Level 1) [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 25,771 | 22,091 |
Total cash equivalents and marketable securities | 25,771 | 22,091 |
Quoted Prices in Active Markets, (Level 1) [Member] | Money Market Funds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 25,771 | 22,091 |
Significant Other Observable Inputs (Level 2) [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 1,997 | 4,497 |
Marketable securities | 74,266 | 96,842 |
Total cash equivalents and marketable securities | 76,263 | 101,339 |
Significant Other Observable Inputs (Level 2) [Member] | Commercial Paper [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 1,997 | |
Significant Other Observable Inputs (Level 2) [Member] | Corporate Bonds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 1,500 | |
Marketable securities | 55,077 | 69,622 |
Significant Other Observable Inputs (Level 2) [Member] | Commercial Paper [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 2,997 | |
Marketable securities | $ 19,189 | $ 27,220 |
Fair Value Measurements and M26
Fair Value Measurements and Marketable Securities - Summary of Marketable Securities (Detail) - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | $ 74,305 | $ 96,922 |
Gross Unrealized Gains | 0 | 0 |
Gross Unrealized Losses | (39) | (80) |
Fair Value | 74,266 | 96,842 |
Corporate Bonds (Due within 1 Year) [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 55,112 | 68,777 |
Gross Unrealized Gains | 0 | 0 |
Gross Unrealized Losses | (35) | (54) |
Fair Value | 55,077 | 68,723 |
Commercial Paper (Due within 1 Year) [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 19,193 | 27,244 |
Gross Unrealized Gains | 0 | 0 |
Gross Unrealized Losses | (4) | (24) |
Fair Value | $ 19,189 | 27,220 |
Corporate Bonds (Due After 1 Year Through 2 Years) [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 901 | |
Gross Unrealized Gains | 0 | |
Gross Unrealized Losses | (2) | |
Fair Value | $ 899 |
Accrued Expenses - Schedule of
Accrued Expenses - Schedule of Accrued Expenses (Detail) - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Payables and Accruals [Abstract] | ||
Accrued payroll and related expenses | $ 1,241 | $ 2,008 |
Accrued research and development expenses | 1,073 | 892 |
Accrued professional fees | 293 | 347 |
Accrued restructuring | 376 | |
Accrued other | 102 | 110 |
Accrued expenses | $ 2,709 | $ 3,733 |
Notes Payable - Additional Info
Notes Payable - Additional Information (Detail) - 2014 Credit Facility [Member] - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Debt Instrument [Line Items] | ||||
Covenants under credit facility | There are no financial covenants associated with the 2014 Credit Facility; however, there are negative covenants restricting the Company’s activities, including limitations on dispositions, mergers or acquisitions; encumbering or granting a security interest in its intellectual property; incurring indebtedness or liens; paying dividends; making certain investments; and certain other business transactions. | |||
Secured Debt [Member] | ||||
Debt Instrument [Line Items] | ||||
Interest expense on credit facility | $ 100,000 | $ 100,000 | $ 300,000 | |
Effective annual interest rate | 10.80% | 10.80% | ||
Maximum [Member] | Secured Debt [Member] | ||||
Debt Instrument [Line Items] | ||||
Interest expense on credit facility | $ 100,000 |
Stock-Based Awards - Additional
Stock-Based Awards - Additional Information (Detail) - 2014 Stock Option and Incentive Plan [Member] - shares | Jan. 01, 2017 | Jun. 30, 2017 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Shares added to plan | 1,093,302 | |
Shares available for grant | 2,014,395 |
Stock-Based Awards - Summary of
Stock-Based Awards - Summary of Stock-Based Compensation Expense Related to Stock Options and Restricted Common Stock (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total stock-based compensation expense | $ 2,102 | $ 2,854 | $ 4,103 | $ 5,610 |
Research and Development [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total stock-based compensation expense | 877 | 1,002 | 1,733 | 1,830 |
General and Administrative [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total stock-based compensation expense | $ 1,225 | $ 1,852 | $ 2,370 | $ 3,780 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) | Jan. 01, 2017ft² | Oct. 01, 2015 | Apr. 15, 2015Option | Jul. 28, 2014 | Jan. 31, 2017 | Jun. 30, 2017USD ($) | Jun. 30, 2016USD ($) | Jun. 30, 2017USD ($) | Jun. 30, 2016USD ($) | Jun. 30, 2018USD ($) |
Other Commitments [Line Items] | ||||||||||
2017 (July to December) | $ 80,000 | $ 80,000 | ||||||||
2,018 | 106,000 | 106,000 | ||||||||
2,019 | 82,000 | 82,000 | ||||||||
Operating lease, rental expense | 100,000 | $ 100,000 | 200,000 | $ 200,000 | ||||||
Subsequent Licensed Product [Member] | ||||||||||
Other Commitments [Line Items] | ||||||||||
Licensing fees per product maximum | 1,300,000 | 1,300,000 | ||||||||
Development Based Milestones [Member] | ||||||||||
Other Commitments [Line Items] | ||||||||||
Milestone payments due | 0 | $ 0 | $ 0 | $ 0 | ||||||
Boston Office Space [Member] | ||||||||||
Other Commitments [Line Items] | ||||||||||
Lease expiration date | Jul. 31, 2017 | Jul. 31, 2020 | Jul. 31, 2020 | |||||||
Lease extension period | 3 years | 3 years | ||||||||
2017 (July to December) | 200,000 | $ 200,000 | ||||||||
2,018 | 400,000 | 400,000 | ||||||||
2,019 | 400,000 | 400,000 | ||||||||
2,020 | 200,000 | $ 200,000 | ||||||||
Boston Office Space [Member] | Unrelated Third Party Member | ||||||||||
Other Commitments [Line Items] | ||||||||||
Subleased area | ft² | 2,976 | |||||||||
Sublease expiration date | Jun. 30, 2018 | |||||||||
Boston Office Space [Member] | Unrelated Third Party Member | Scenario, Forecast [Member] | ||||||||||
Other Commitments [Line Items] | ||||||||||
Sublease rental income | $ 200,000 | |||||||||
Additional Boston Office Space [Member] | ||||||||||
Other Commitments [Line Items] | ||||||||||
Lease expiration date | Jul. 31, 2017 | Jul. 31, 2020 | ||||||||
Lease extension period | 3 years | |||||||||
Number of options to extend lease | Option | 2 | |||||||||
San Diego Office Space [Member] | ||||||||||
Other Commitments [Line Items] | ||||||||||
Lease expiration date | Sep. 30, 2019 | |||||||||
Lease extension period | 5 years | |||||||||
Maximum [Member] | Pre Commercialization Milestones [Member] | ||||||||||
Other Commitments [Line Items] | ||||||||||
Milestone payments | 12,300,000 | $ 12,300,000 | ||||||||
Maximum [Member] | Product Commercialization Milestones [Member] | ||||||||||
Other Commitments [Line Items] | ||||||||||
Milestone payments | $ 12,500,000 | $ 12,500,000 |
Commitments and Contingencies32
Commitments and Contingencies - Schedule of Future Minimum Lease Payments for Operating Leases (Detail) $ in Thousands | Jun. 30, 2017USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2017 (July to December) | $ 80 |
2,018 | 106 |
2,019 | 82 |
Total | $ 268 |
Retirement Plan - Additional In
Retirement Plan - Additional Information (Detail) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Defined Contribution Plan Disclosure [Line Items] | ||||
Percentage of employer's contribution on employee's base salary | 2.00% | |||
Contribution expense | $ 100,000 | $ 100,000 | ||
Maximum [Member] | ||||
Defined Contribution Plan Disclosure [Line Items] | ||||
Contribution expense | $ 100,000 | $ 100,000 |
Australia Research and Develo34
Australia Research and Development Tax Incentive - Additional Information (Detail) - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | Dec. 31, 2016 | |
Research and Development Tax Incentive [Line Items] | |||||
Unrealized foreign currency transaction gains (losses) | $ 21,000 | $ 108,000 | |||
Zafgen Australia Pty Limited [Member] | |||||
Research and Development Tax Incentive [Line Items] | |||||
Unrealized foreign currency transaction gains (losses) | $ 0 | ||||
Zafgen Australia Pty Limited [Member] | Australia [Member] | |||||
Research and Development Tax Incentive [Line Items] | |||||
Tax incentive receivable | 600,000 | $ 600,000 | $ 300,000 | ||
Zafgen Australia Pty Limited [Member] | Research and Development [Member] | |||||
Research and Development Tax Incentive [Line Items] | |||||
Percentage of refundable tax incentive | 43.50% | 45.00% | |||
Reduction to research and development expenses | $ 200,000 | $ 200,000 | $ 200,000 | 300,000 | |
Zafgen Australia Pty Limited [Member] | Maximum [Member] | |||||
Research and Development Tax Incentive [Line Items] | |||||
Unrealized foreign currency transaction gains (losses) | $ (100,000) | $ 100,000 | $ 100,000 |
Restructuring - Additional Info
Restructuring - Additional Information (Detail) | 1 Months Ended |
Dec. 31, 2016 | |
Restructuring and Related Activities [Abstract] | |
Percentage of workforce reduction | 31.00% |
Restructuring - Summary of Rest
Restructuring - Summary of Restructuring Reserve (Detail) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2017 | Dec. 31, 2016 | |
Restructuring Reserve [Abstract] | ||
Restructuring reserve beginning balance | $ 376 | |
Restructuring expenses incurred during the period | 24 | $ 1,223 |
Amounts paid during the period | $ (400) | (847) |
Restructuring reserve ending balance | $ 376 |