Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2017 | May 05, 2017 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2017 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q1 | |
Trading Symbol | EVOK | |
Entity Registrant Name | Evoke Pharma Inc | |
Entity Central Index Key | 1,403,708 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Smaller Reporting Company | |
Entity Common Stock, Shares Outstanding | 15,388,325 |
Condensed Balance Sheets (Unaud
Condensed Balance Sheets (Unaudited) - USD ($) | Mar. 31, 2017 | Dec. 31, 2016 |
Current Assets: | ||
Cash and cash equivalents | $ 14,654,998 | $ 9,007,071 |
Prepaid expenses | 171,524 | 267,711 |
Other current assets | 7,997 | |
Total current assets | 14,826,522 | 9,282,779 |
Other assets | 11,551 | 11,551 |
Total assets | 14,838,073 | 9,294,330 |
Current Liabilities: | ||
Accounts payable and accrued expenses | 549,039 | 478,223 |
Accrued compensation | 586,772 | 933,450 |
Total current liabilities | 1,135,811 | 1,411,673 |
Warrant liability | 5,768,675 | 4,095,019 |
Total liabilities | 6,904,486 | 5,506,692 |
Stockholders' equity: | ||
Common stock, $0.0001 par value; authorized shares - 50,000,000; issued and outstanding shares - 15,388,325 and 12,350,360 at March 31, 2017 and December 31, 2016, respectively | 1,539 | 1,235 |
Additional paid-in capital | 71,793,230 | 62,595,546 |
Accumulated deficit | (63,861,182) | (58,809,143) |
Total stockholders' equity | 7,933,587 | 3,787,638 |
Total liabilities and stockholders' equity | $ 14,838,073 | $ 9,294,330 |
Condensed Balance Sheets (Paren
Condensed Balance Sheets (Parenthetical) (Unaudited) - $ / shares | Mar. 31, 2017 | Dec. 31, 2016 |
Statement Of Financial Position [Abstract] | ||
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 50,000,000 | 50,000,000 |
Common stock, shares issued | 15,388,325 | 12,350,360 |
Common stock, shares outstanding | 15,388,325 | 12,350,360 |
Condensed Statements of Operati
Condensed Statements of Operations (Unaudited) - USD ($) | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Operating expenses: | ||
Research and development | $ 770,686 | $ 2,015,076 |
General and administrative | 1,209,570 | 1,137,753 |
Total operating expenses | 1,980,256 | 3,152,829 |
Loss from operations | (1,980,256) | (3,152,829) |
Other expenses: | ||
Interest income (expense), net | 964 | (72,580) |
Change in fair value of warrant liability | (3,072,747) | |
Total other expenses | (3,071,783) | (72,580) |
Net loss | $ (5,052,039) | $ (3,225,409) |
Net loss per share of common stock, basic and diluted | $ (0.37) | $ (0.45) |
Weighted-average shares used to compute basic and diluted net loss per share | 13,528,311 | 7,168,005 |
Condensed Statements of Cash Fl
Condensed Statements of Cash Flows (Unaudited) - USD ($) | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Operating activities | ||
Net loss | $ (5,052,039) | $ (3,225,409) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Stock-based compensation expense | 464,158 | 418,912 |
Non-cash interest | 10,362 | |
Change in fair value of warrant liability | 3,072,747 | |
Change in operating assets and liabilities: | ||
Prepaid expenses and other assets | 104,184 | 68,555 |
Accounts payable and accrued expenses | (275,862) | 37,379 |
Net cash used in operating activities | (1,686,812) | (2,690,201) |
Financing activities | ||
Proceeds from issuance of common stock, net | 7,334,739 | 98,744 |
Net cash provided by financing activities | 7,334,739 | 98,744 |
Net increase (decrease) in cash and cash equivalents | 5,647,927 | (2,591,457) |
Cash and cash equivalents at beginning of period | 9,007,071 | 8,691,155 |
Cash and cash equivalents at end of period | $ 14,654,998 | 6,099,698 |
Supplemental disclosure of cash flow information | ||
Interest paid | $ 62,563 |
Organization and Basis of Prese
Organization and Basis of Presentation | 3 Months Ended |
Mar. 31, 2017 | |
Organization And Basis Of Presentation [Abstract] | |
Organization and Basis of Presentation | 1. Organization and Basis of Presentation Evoke Pharma, Inc. (the “Company”) was incorporated in the state of Delaware in January 2007. The Company is a publicly-held specialty pharmaceutical company focused primarily on the development of drugs to treat gastroenterological disorders and disease. Since its inception, the Company has devoted substantially all of its efforts to product development, raising capital and building infrastructure, and has not realized revenues from its planned principal operations. The Company does not anticipate realizing revenues for the foreseeable future. The Company’s activities are subject to the significant risks and uncertainties associated with any specialty pharmaceutical company that has substantial expenditures for research and development, including funding its operations. Sale of Common Stock On February 22, 2017, the Company completed the sale of 2,413,793 shares of the Company’s common stock in an underwritten public offering and on March 3, 2017, the underwriter of the offering exercised its option to purchase an additional 362,068 shares of the Company’s common stock. Gross proceeds from this offering were $8.0 million. See Note 5 for further description. Going Concern The Company has incurred recurring losses and negative cash flows from operations since inception and expects to continue to incur net losses for the foreseeable future until such time, if ever, that it can generate significant revenues from the sale of its sole product, Gimoti™. Although the Company ended the first quarter of 2017 with approximately $14.7 million in cash and cash equivalents, the Company anticipates that it will continue to incur losses from operations due to its plans to fund additional clinical development, including the comparative exposure pharmacokinetic (“PK”) clinical trial, completion of a planned new drug application (“NDA”) submission for Gimoti, pre-approval and pre-commercialization activities, including marketing and manufacturing of Gimoti, and support its general and administrative costs to support operations. As a result, the Company believes that there is substantial doubt about its ability to continue as a going concern for one year after the financial statements are issued. The determination as to whether the Company can continue as a going concern contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. In its report on the Company’s financial statements for the year ended December 31, 2016, the Company’s independent registered public accounting firm included an explanatory paragraph expressing substantial doubt regarding the Company’s ability to continue as a going concern, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company’s net losses may fluctuate significantly from quarter to quarter and year to year. The Company believes that its current cash and cash equivalents will be sufficient to meet estimated working capital requirements and fund operations through at least February 2018. The Company will need to raise additional debt or equity financing to fund future operations. There can be no assurance that additional financing will be available when needed on acceptable terms. If the Company is not able to secure adequate additional funding, the Company may be forced to make reductions in spending, extend payment terms with suppliers, and/or suspend or curtail planned programs. Any of these actions could materially harm the Company’s business, results of operations, financial condition and future prospects. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2017 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies The accompanying condensed balance sheet as of December 31, 2016, which has been derived from audited financial statements, and the unaudited interim condensed financial statements, have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) and follow the requirements of the U.S. Securities and Exchange Commission (“SEC”) for interim reporting. As permitted under those rules, certain footnotes or other financial information that are normally required by GAAP can be condensed or omitted. In management’s opinion, the unaudited interim financial statements have been prepared on the same basis as the audited financial statements and include all adjustments, which include only normal recurring adjustments, necessary for the fair presentation of the Company’s financial position and its results of operations and its cash flows for the periods presented. These statements do not include all disclosures required by GAAP and should be read in conjunction with the Company’s financial statements and accompanying notes for the year ended December 31, 2016, which are contained in the Company’s Annual Report on Form 10-K filed with the SEC on March 15, 2017. The results for interim periods are not necessarily indicative of the results expected for the full fiscal year or any other interim period. 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 and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. Actual results could differ materially from those estimates. The Company also relies on contract research organizations (“CROs”) to manage and recruit subjects for its clinical trials. If these CROs are unable to continue managing the clinical trials, or are unable to recruit the sufficient number of subjects, the delays could adversely affect the completion of the trials and the timing of the filing of the Company’s NDA with FDA. In addition, the Company relies on third-party manufacturers for the production of its drug candidate. If the third-party manufacturers are unable to continue manufacturing the Company’s drug candidate, or if the Company loses one of its sole source suppliers used in its manufacturing processes, the Company may not be able to meet clinical trial supply demand for its product candidate and the development of the product candidate could be materially and adversely affected . Warrant Accounting Certain of the warrants to purchase shares of the Company’s common stock, issued as a part of the at-the-market registered direct offerings in July and August 2016, are classified as warrant liability and recorded at fair value. These warrants contain a feature that could require the transfer of cash in the event a change of control occurs without the authorization of our Board of Directors, and therefore, are classified as a liability in accordance with the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 480. The fair value of each warrant is estimated on the date of issuance, and each subsequent balance sheet date, using the Black-Scholes valuation model using the appropriate risk-free interest rate, expected term and volatility assumptions. The expected life of the warrant was calculated using the remaining life of the warrant. Due to our limited historical data as a public company, the estimated volatility is calculated based upon our historical volatility and comparable companies whose share prices are publicly available for a sufficient period of time. The risk-free rate is based upon U.S. Treasury securities with remaining terms similar to the expected term of the stock award being valued. This warrant liability is subject to remeasurement at each balance sheet date and the Company recognizes any change in the fair value of the warrant liability in the statement of operations. The Company will continue to adjust the carrying value of the warrants for changes in the estimated fair value until the earlier of the modification, exercise or expiration of the warrants. At that time, the liabilities will be reclassified to additional paid-in capital, a component of stockholders’ equity. We anticipate that the value of the warrants could fluctuate from quarter to quarter and that such fluctuation could have a material impact on our financial statements. Stock-Based Compensation Stock-based compensation expense for stock option grants and employee stock purchases under the Company’s Employee Stock Purchase Plan (the “ESPP”) is recorded at the estimated fair value of the award as of the grant date and is recognized as expense on a straight-line basis over the employee’s requisite service period. The estimation of stock option and ESPP fair value requires management to make estimates and judgments about, among other things, employee exercise behavior, forfeiture rates and volatility of the Company’s common stock. The judgments directly affect the amount of compensation expense that will be recognized. The Company grants stock options to purchase common stock to employees and members of the board of directors with exercise prices equal to the Company’s closing market price on the date the stock options are granted. The risk-free interest rate assumption was based on the yield of an applicable rate for U.S. Treasury instruments with maturities similar to those of the expected term of the award being valued. The weighted average expected term of options and employee stock purchases was calculated using the simplified method as prescribed by accounting guidance for stock-based compensation. This decision was based on the lack of relevant historical data due to the Company’s limited historical experience. In addition, due to the Company’s limited historical data, the estimated volatility was calculated based upon the Company’s historical volatility, supplemented with historical volatility of comparable companies in the biotechnology industry whose share prices are publicly available for a sufficient period of time. The assumed dividend yield was based on the Company never paying cash dividends and having no expectation of paying cash dividends in the foreseeable future. Research and Development Expenses Research and development costs are expensed as incurred and primarily include compensation and related benefits, stock-based compensation expense and costs paid to third-party contractors to perform research, conduct clinical trials and develop drug materials and delivery devices. The Company expenses costs relating to the purchase and production of pre-approval inventories as research and development expense in the period incurred until FDA approval is received. The Company bases its expense accruals related to clinical studies on estimates of the services received and efforts expended pursuant to contracts with multiple research institutions and CROs that conduct and manage clinical studies on its behalf. The financial terms of these agreements vary from contract to contract and may result in uneven payment flows. Payments under some of these contracts depend on factors, such as the successful enrollment of patients, site initiation and the completion of clinical study milestones. Service providers typically invoice the Company monthly in arrears for services performed. In accruing service fees, the Company estimates the time period over which services will be performed and the level of effort to be expended in each period. If the Company does not identify costs that have begun to be incurred, or if the Company underestimates or overestimates the level of services performed or the costs of these services, actual expenses could differ materially from estimates. To date, the Company has not experienced significant changes in estimates of accrued research and development expenses after a reporting period. However, due to the nature of estimates, no assurance can be made that changes to the estimates will not be made in the future as the Company becomes aware of additional information about the status or conduct of clinical studies and other research activities. Included in research and development expenses were costs of approximately $4,500 for the three months ended March 31, 2017, for clinical trial services incurred by a related party of one of the Company’s officers. There were no related party costs incurred during the three months ended March 31, 2016. The Company does not own or operate manufacturing facilities for the production of Gimoti, nor does it plan to develop its own manufacturing operations in the foreseeable future. The Company currently depends on third-party contract manufacturers for all of its required raw materials, drug substance and finished product for its preclinical research and clinical trials. Other than an agreement with Cosma S.p.A. to supply metoclopramide for the manufacture of Gimoti, and with Patheon UK Limited to manufacture Gimoti for the comparative exposure PK trial, the Company does not have any other contractual relationships for the manufacture of commercial supplies of Gimoti. If Gimoti is approved by any regulatory agency, the Company intends to enter into agreements with third-party contract manufacturers for the commercial production at that time. The Company currently utilizes a third-party consultant, which it engages on an as-needed, hourly basis, to manage its manufacturing contractors. Net Loss Per Share Basic net loss per share is calculated by dividing the net loss by the weighted-average number of common stock outstanding for the period, without consideration for common stock equivalents and adjusted for the weighted-average number of common stock outstanding that are subject to repurchase. The Company has excluded 45,000 shares of common stock subject to repurchase from the weighted-average number of common stock outstanding for the three months ended March 31, 2017 and 2016. Diluted net loss per share is calculated by dividing the net loss by the weighted-average number of common stock equivalents outstanding for the period determined using the treasury-stock method. Dilutive common stock equivalents are comprised of shares subject to repurchase, warrants for the purchase of common stock, options outstanding under the Company’s equity incentive plans and potential shares to be purchased under the ESPP. For the periods presented, the following table sets forth the outstanding potentially dilutive securities that have been excluded from the calculation of diluted net loss per share because to do so would be anti-dilutive: Three Months Ended March 31, 2017 2016 Common stock subject to repurchase 45,000 45,000 Warrants to purchase common stock 2,797,561 118,881 Common stock options 1,925,624 1,161,624 Employee stock purchase plan 5,185 2,760 Total excluded securities 4,773,370 1,328,265 Recent Accounting Pronouncements In February 2016, the FASB issued ASU No. 2016-02, Leases In March 2016, the FASB issued ASU No. 2016-09 Compensation-Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting |
Debt
Debt | 3 Months Ended |
Mar. 31, 2017 | |
Debt Disclosure [Abstract] | |
Debt | 3. Debt On August 4, 2016, the Company repaid in full the entire $4.5 million of outstanding principal and interest under the Loan and Security Agreement (the “Loan Agreement”) between the Company and Square 1 Bank (“Square 1”). In connection with such repayment, the Loan Agreement was terminated, and all security, liens or other encumbrances on assets of the Company were released. The Company incurred $82,685 of loan origination costs related to this credit facility. The remaining unamortized costs of approximately $38,000 were charged to interest expense upon the payment of the loan in August 2016. In connection with the funding of the term loan, the Company issued to Square 1 a warrant to purchase 22,881 shares of the Company’s common stock at an exercise price of $5.90 per share, the closing price of the Company’s common stock on the day of funding of the credit facility. During July 2016, Square 1 converted its warrant by a “cashless” conversion and received 9,887 shares of the Company’s common stock. The value determined for the warrant at the time of the grant of $108,122 was recorded as a debt discount, as well as to stockholders’ equity. The remaining unamortized debt discount associated with the warrant of approximately $59,000 was charged to interest expense upon the payment of the loan in August 2016. |
Technology Acquisition Agreemen
Technology Acquisition Agreement | 3 Months Ended |
Mar. 31, 2017 | |
Technology Acquisition Agreement [Abstract] | |
Technology Acquisition Agreement | 4. Technology Acquisition Agreement In June 2007, the Company acquired all worldwide rights, data, patents and other related assets associated with Gimoti from Questcor Pharmaceuticals, Inc. (“Questcor”) pursuant to an Asset Purchase Agreement. The Company paid Questcor $650,000 in the form of an upfront payment and $500,000 in May 2014 as a milestone payment based upon the initiation of the first patient dosing in the Company’s Phase 3 clinical trial for Gimoti. In August 2014, Mallinckrodt, plc (“Mallinckrodt”) acquired Questcor. As a result of that acquisition, Questcor transferred its rights included in the Asset Purchase Agreement with the Company to Mallinckrodt. In addition to the payments made to Questcor, the Company may also be required to make additional milestone payments totaling up to $51.5 million. These milestones include up to $4.5 million in payments if Gimoti achieves the following development targets: • $1.5 million upon FDA’s acceptance for review of a new drug application for Gimoti; and • $3 million upon FDA’s approval of Gimoti. The remaining $47 million in milestone payments depend on Gimoti’s commercial success and will only apply if Gimoti receives regulatory approval. In addition, the Company will be required to pay to Mallinckrodt a low single digit royalty on net sales of Gimoti. The Company’s obligation to pay such royalties will terminate upon the expiration of the last patent right covering Gimoti, which is expected to occur in 2030. |
Stockholders' Equity
Stockholders' Equity | 3 Months Ended |
Mar. 31, 2017 | |
Equity [Abstract] | |
Stockholders' Equity | 5. Stockholders’ Equity Sale of Common Stock and Warrants On July 25, 2016, the Company completed a registered direct offering of 1,804,512 shares of common stock at a purchase price of $2.49375 per share (the “July 2016 Financing”). Concurrently in a private placement, for each share of common stock purchased by an investor, such investor received from the Company an unregistered warrant to purchase three-quarters of a share of common stock, for a total of 1,353,384 shares (the “July Warrants”). The July Warrants have an exercise price of $2.41 per share, are immediately exercisable and will expire on January 25, 2022. The aggregate gross proceeds from the sale of the common stock and warrants were $4.5 million, and the net proceeds after deduction of commissions and fees were $4.0 million. In connection with the July 2016 Financing, the Company issued to its placement agent, Rodman & Renshaw, a unit of H.C. Wainwright & Co. LLC (“Wainwright”), and its designees unregistered warrants to purchase an aggregate of 90,226 shares of the Company’s common stock (the “July Wainwright Warrants”). The July Wainwright Warrants have substantially the same terms as the July Warrants, except that the July Wainwright Warrants will expire on July 21, 2021 and have an exercise price equal to $3.1172 per share of common stock. On August 3, 2016, the Company completed a registered direct offering of 3,244,120 shares of common stock at a purchase price of $3.0825 per share (the “August 2016 Financing”) and together with the July 2016 Financing (the “2016 Financings”). Concurrently in a private placement, for each share of common stock purchased by an investor, such investor received from the Company an unregistered warrant to purchase one half of a share of common stock, for a total of 1,622,060 shares (the “August Warrants”). The August Warrants have an exercise price of $3.03 per share, are immediately exercisable and will expire on February 3, 2022. The aggregate gross proceeds from the sale of the common stock and warrants were $10 million, and the net proceeds after deduction of commissions and fees was approximately $9.2 million. In connection with the August 2016 financing, the Company issued to its placement agent, Wainwright, and its designees unregistered warrants to purchase an aggregate of 162,206 shares of the Company’s common stock (the “August Wainwright Warrants”). The August Wainwright Warrants have substantially the same terms as the August Warrants, except that the August Wainwright Warrants will expire on July 29, 2021 and have an exercise price equal to $3.853125 per share of common stock. The warrants issued in connection with the 2016 Financings had a total initial fair value of $4,899,459 on their respective closing dates as determined using the Black Scholes pricing model and such value was recorded as the initial carrying value of the warrant liability. The fair value of the warrants is remeasured at each financial reporting period with any change in fair value recognized as a change in fair value of the warrant liability in the Statement of Operations. On December 15, 2016, the Company entered into amendments (the “Warrant Amendments”) with certain of the holders (the “Holders”) of the Company’s outstanding warrants to purchase common stock issued on July 25, 2016 and August 3, 2016. Pursuant to the Warrant Amendments, the Holders’ right to require the Company to purchase the outstanding warrants upon the occurrence of certain fundamental transactions will not apply if the fundamental transaction is a result of a transaction that has not been approved by the Company’s board of directors. As a result of this amendment, warrants to purchase 252,432 shares of the Company’s common stock were no longer required to be classified as liabilities. The value of amended warrants were adjusted to their fair value immediately prior to the amendment and approximately $207,000 was reclassified from warrant liability to Additional Paid-in Capital. On February 16, 2017, an institutional investor from the Company’s financing which closed in July 2016 converted its warrant to purchase 526,315 shares of our common stock by a “cashless” exercise and received 211,860 shares of the Company’s common stock. The warrant had an exercise price of $2.41 per share. The shares were issued, and the warrants were sold, in reliance upon the registration exemption set forth in Section 4(a)(2) of the Securities Act of 1933, as amended. The value of the exercised warrants were adjusted to their fair value immediately prior to the exercise and approximately $1.4 million was reclassified from warrant liability to Additional Paid-in Capital. Subsequent to this transaction, warrants to purchase 2,449,129 shares of the Company’s common stock remain classified as a liability. Sale of Common Stock in Public Offering In February and March 2017, the Company completed the sale of 2,775,861 shares of its common stock in an underwritten public offering led by Laidlaw & Company (UK) Ltd. The price to the public in this offering was $2.90 per share resulting in gross proceeds to the Company of approximately $8.0 million. After deducting underwriting discounts and commissions and estimated offering expenses payable by the Company, the net proceeds to the Company from this offering was approximately $7.3 million. At the Market Equity Offering Program On April 15, 2016, the Company terminated its At Market Sales Agreement with MLV & Co. LLC and entered into a new At Market Issuance Sales Agreement with FBR & Co. (“FBR”) (“FBR Sales Agreement”), and filed a prospectus supplement, pursuant to which the Company may sell from time to time, at its option, up to an aggregate of 649,074 shares of the Company’s common stock through FBR as the sales agent. The sales of shares made through this equity program are made in “at-the-market” offerings as defined in Rule 415 of the Securities Act. Through December 31, 2016, the Company sold 56,000 shares of common stock at a weighted average price per share of $5.45 and received proceeds of approximately $296,000, net of commissions and fees. On March 10, 2017, the Company filed a prospectus supplement, which replaced the prospectus supplement filed on April 15, 2016, permitting the Company to sell up to an aggregate of $20.0 million of shares of its common stock through FBR as a sales agent. Under current SEC regulations, if at the time the Company files its Annual Report on Form 10-K, or Form 10-K, the Company’s public float is less than $75 million, and for so long as its public float remains less than $75 million, the amount the Company can raise through primary public offerings of securities in any twelve-month period using shelf registration statements is limited to an aggregate of one-third of the Company’s public float, which is referred to as the baby shelf rules. As of May 5, 2017, the Company’s public float was approximately $36.0 million, based on 12,846,511 shares of outstanding common stock held by non-affiliates and at a price of $2.80 per share, which was the last reported sale price of the Company’s common stock on The Nasdaq Capital Market on May 5, 2017. As a result of the Company’s public float being below $75 million, the Company will be limited by the baby shelf rules until such time as the Company’s public float exceeds $75 million, which means, since the Company has sold approximately $4.8 million in the prior twelve month period under baby shelf rules, the Company only has the capacity to sell approximately $7.2 million of shares. If the Company’s public float decreases, the amount of securities we may sell under our Form S-3 shelf registration statement, including this prospectus supplement, will also decrease. The Company has not sold any shares of common stock through the FBR Sales Agreement during 2017. Future sales will depend on a variety of factors including, but not limited to, market conditions, the trading price of the Company’s common stock and the Company’s capital needs. There can be no assurance that FBR will be successful in consummating future sales based on prevailing market conditions or in the quantities or at the prices that the Company deems appropriate. In addition, the Company will not be able to make future sales of common stock pursuant to the FBR Sales Agreement unless certain conditions are met, which include the accuracy of representations and warranties made to FBR under the FBR Sales Agreement. Furthermore, FBR is permitted to terminate the FBR Sales Agreement in its sole discretion upon ten days’ notice, or at any time in certain circumstances, including the occurrence of an event that would be reasonably likely to have a material adverse effect on the Company’s assets, business, operations, earnings, properties, condition (financial or otherwise), prospects, stockholders’ equity or results of operations. The Company has no obligation to sell the remaining shares available for sale pursuant to the FBR Sales Agreement. Employee Stock Purchase Plan and Equity Incentive Award Plan As a result of payroll withholdings from the Company’s employees of approximately $80,000 and $99,000, the Company sold 50,244 and 34,067 shares of common stock through its Employee Stock Purchase Plan (“ESPP”) during the three months ended March 31, 2017 and 2016, respectively. On May 3, 2017, the Company’s stockholders approved an amendment and restatement of the Company’s 2013 ESPP (the “Restated Plan”) to increase the number of shares of common stock reserved under the Restated Plan by 100,000 shares (to an aggregate of 1,250,000 shares), to increase the annual evergreen provision from 30,000 shares to 100,000 shares, and to extend the term of the Restated Plan into 2027. Stock-Based Compensation Stock-based compensation expense includes charges related to stock option grants and employee stock purchases under the ESPP. The Company measures stock-based compensation expense based on the grant date fair value of any awards granted to its employees. Such expense is recognized over the period of time that employees provide service and earn rights to the awards. The estimated fair value of each stock option award granted was determined on the date of grant using the Black Scholes option-pricing valuation model with the following weighted-average assumptions for option grants during the three months ended March 31, 2017 and 2016: Three Months Ended March 31, 2017 2016 Common Stock Options Risk free interest rate 2.16% 1.25% - 1.575% Expected option term 6.0 years 5.3 - 6.0 years Expected volatility of common stock 94.05% 74.44% - 75.91% Expected dividend yield 0.0% 0.0% The estimated fair value of each ESPP award was determined on the date of grant using the Black Scholes option-pricing valuation model with the following weighted-average assumptions for option grants during the three months ended March 31, 2017 and 2016: Three Months Ended March 31, 2017 2016 Employee Stock Purchase Plan Risk free interest rate 0.79% 0.50% Expected term 6.0 months 6.0 months Expected volatility of common stock 99.23% 83.83% Expected dividend yield 0.0% 0.0% The Company recognized non-cash stock-based compensation expense to employees and directors in its research and development and its general and administrative functions as follows: Three Months Ended March 31, 2017 2016 Research and development $ 206,858 $ 158,788 General and administrative 257,300 260,124 Total stock-based compensation expense $ 464,158 $ 418,912 As of March 31, 2017, there were approximately $2.6 million of unrecognized compensation costs related to outstanding employee and board of director options, which are expected to be recognized over a weighted average period of 1.3 years. |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 6. Fair Value Measurements Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. As noted in Note 5, during the third quarter of 2016 the Company entered into the 2016 Financings with an institutional investor providing for the issuance and sale by the Company of 5,048,632 shares of the Company’s common stock and warrants to purchase up to 2,975,444 shares of the Company’s common stock for aggregate gross proceeds of $14.5 million. In addition, as partial payment for services, the Company issued to the underwriters warrants to purchase up to 252,432 shares of the Company’s common stock. The Company utilizes a valuation hierarchy for disclosure of the inputs to the valuations used to measure fair value. This hierarchy prioritizes the inputs into three broad levels as follows: Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2 inputs are quoted prices for similar assets and liabilities in active markets or inputs that are observable for the asset or liability, either directly or indirectly through market corroboration, for substantially the full term of the financial instrument. Level 3 inputs are unobservable inputs based on the Company’s own assumptions used to measure assets and liabilities at fair value. A financial asset or liability’s classification within the hierarchy is determined based on the lowest level input that is significant to the fair value measurement. The Company had no assets or liabilities classified as Level 1 or Level 2. The warrant liability is classified as Level 3. The Company has classified the warrants as a liability and has remeasured the liability to estimated fair value at March 31, 2017 and December 31, 2016, using the Black Scholes option pricing model with the following assumptions: March 31, 2017 December 31, 2016 Risk-free interest rate 1.93% 1.93% Expected volatility 101.44 94.19 Expected term 4.83 years 5.08 years Expected dividend yield 0.0% 0.0% The following fair value hierarchy table presents information about the Company’s financial assets and liabilities measured at fair value on a recurring basis as of March 31, 2017 and December 31, 2016: Level 1 Level 2 Level 3 Total Warrant liability Balance at March 31, 2017 $ — $ — $ 5,768,675 $ 5,768,675 Balance at December 31, 2016 $ — $ — $ 4,095,019 $ 4,095,019 The following table presents a reconciliation of the Company’s liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3) for the three months ended March 31, 2017: Warrant Liability Balance at December 31, 2016 $ 4,095,019 Issuance of warrants — Change in fair value upon re-measurement 3,072,747 Reclassification to Additional Paid-in Capital due to warrant exercise (1,399,091 ) Balance at March 31, 2017 $ 5,768,675 There were no transfers between Level 1 and Level 2 in any of the periods reported. |
Summary of Significant Accoun12
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 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 and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. Actual results could differ materially from those estimates. The Company also relies on contract research organizations (“CROs”) to manage and recruit subjects for its clinical trials. If these CROs are unable to continue managing the clinical trials, or are unable to recruit the sufficient number of subjects, the delays could adversely affect the completion of the trials and the timing of the filing of the Company’s NDA with FDA. In addition, the Company relies on third-party manufacturers for the production of its drug candidate. If the third-party manufacturers are unable to continue manufacturing the Company’s drug candidate, or if the Company loses one of its sole source suppliers used in its manufacturing processes, the Company may not be able to meet clinical trial supply demand for its product candidate and the development of the product candidate could be materially and adversely affected . |
Warrant Accounting | Warrant Accounting Certain of the warrants to purchase shares of the Company’s common stock, issued as a part of the at-the-market registered direct offerings in July and August 2016, are classified as warrant liability and recorded at fair value. These warrants contain a feature that could require the transfer of cash in the event a change of control occurs without the authorization of our Board of Directors, and therefore, are classified as a liability in accordance with the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 480. The fair value of each warrant is estimated on the date of issuance, and each subsequent balance sheet date, using the Black-Scholes valuation model using the appropriate risk-free interest rate, expected term and volatility assumptions. The expected life of the warrant was calculated using the remaining life of the warrant. Due to our limited historical data as a public company, the estimated volatility is calculated based upon our historical volatility and comparable companies whose share prices are publicly available for a sufficient period of time. The risk-free rate is based upon U.S. Treasury securities with remaining terms similar to the expected term of the stock award being valued. This warrant liability is subject to remeasurement at each balance sheet date and the Company recognizes any change in the fair value of the warrant liability in the statement of operations. The Company will continue to adjust the carrying value of the warrants for changes in the estimated fair value until the earlier of the modification, exercise or expiration of the warrants. At that time, the liabilities will be reclassified to additional paid-in capital, a component of stockholders’ equity. We anticipate that the value of the warrants could fluctuate from quarter to quarter and that such fluctuation could have a material impact on our financial statements. |
Stock-Based Compensation | Stock-Based Compensation Stock-based compensation expense for stock option grants and employee stock purchases under the Company’s Employee Stock Purchase Plan (the “ESPP”) is recorded at the estimated fair value of the award as of the grant date and is recognized as expense on a straight-line basis over the employee’s requisite service period. The estimation of stock option and ESPP fair value requires management to make estimates and judgments about, among other things, employee exercise behavior, forfeiture rates and volatility of the Company’s common stock. The judgments directly affect the amount of compensation expense that will be recognized. The Company grants stock options to purchase common stock to employees and members of the board of directors with exercise prices equal to the Company’s closing market price on the date the stock options are granted. The risk-free interest rate assumption was based on the yield of an applicable rate for U.S. Treasury instruments with maturities similar to those of the expected term of the award being valued. The weighted average expected term of options and employee stock purchases was calculated using the simplified method as prescribed by accounting guidance for stock-based compensation. This decision was based on the lack of relevant historical data due to the Company’s limited historical experience. In addition, due to the Company’s limited historical data, the estimated volatility was calculated based upon the Company’s historical volatility, supplemented with historical volatility of comparable companies in the biotechnology industry whose share prices are publicly available for a sufficient period of time. The assumed dividend yield was based on the Company never paying cash dividends and having no expectation of paying cash dividends in the foreseeable future. |
Research and Development Expenses | Research and Development Expenses Research and development costs are expensed as incurred and primarily include compensation and related benefits, stock-based compensation expense and costs paid to third-party contractors to perform research, conduct clinical trials and develop drug materials and delivery devices. The Company expenses costs relating to the purchase and production of pre-approval inventories as research and development expense in the period incurred until FDA approval is received. The Company bases its expense accruals related to clinical studies on estimates of the services received and efforts expended pursuant to contracts with multiple research institutions and CROs that conduct and manage clinical studies on its behalf. The financial terms of these agreements vary from contract to contract and may result in uneven payment flows. Payments under some of these contracts depend on factors, such as the successful enrollment of patients, site initiation and the completion of clinical study milestones. Service providers typically invoice the Company monthly in arrears for services performed. In accruing service fees, the Company estimates the time period over which services will be performed and the level of effort to be expended in each period. If the Company does not identify costs that have begun to be incurred, or if the Company underestimates or overestimates the level of services performed or the costs of these services, actual expenses could differ materially from estimates. To date, the Company has not experienced significant changes in estimates of accrued research and development expenses after a reporting period. However, due to the nature of estimates, no assurance can be made that changes to the estimates will not be made in the future as the Company becomes aware of additional information about the status or conduct of clinical studies and other research activities. Included in research and development expenses were costs of approximately $4,500 for the three months ended March 31, 2017, for clinical trial services incurred by a related party of one of the Company’s officers. There were no related party costs incurred during the three months ended March 31, 2016. The Company does not own or operate manufacturing facilities for the production of Gimoti, nor does it plan to develop its own manufacturing operations in the foreseeable future. The Company currently depends on third-party contract manufacturers for all of its required raw materials, drug substance and finished product for its preclinical research and clinical trials. Other than an agreement with Cosma S.p.A. to supply metoclopramide for the manufacture of Gimoti, and with Patheon UK Limited to manufacture Gimoti for the comparative exposure PK trial, the Company does not have any other contractual relationships for the manufacture of commercial supplies of Gimoti. If Gimoti is approved by any regulatory agency, the Company intends to enter into agreements with third-party contract manufacturers for the commercial production at that time. The Company currently utilizes a third-party consultant, which it engages on an as-needed, hourly basis, to manage its manufacturing contractors. |
Net Loss Per Share | Net Loss Per Share Basic net loss per share is calculated by dividing the net loss by the weighted-average number of common stock outstanding for the period, without consideration for common stock equivalents and adjusted for the weighted-average number of common stock outstanding that are subject to repurchase. The Company has excluded 45,000 shares of common stock subject to repurchase from the weighted-average number of common stock outstanding for the three months ended March 31, 2017 and 2016. Diluted net loss per share is calculated by dividing the net loss by the weighted-average number of common stock equivalents outstanding for the period determined using the treasury-stock method. Dilutive common stock equivalents are comprised of shares subject to repurchase, warrants for the purchase of common stock, options outstanding under the Company’s equity incentive plans and potential shares to be purchased under the ESPP. For the periods presented, the following table sets forth the outstanding potentially dilutive securities that have been excluded from the calculation of diluted net loss per share because to do so would be anti-dilutive: Three Months Ended March 31, 2017 2016 Common stock subject to repurchase 45,000 45,000 Warrants to purchase common stock 2,797,561 118,881 Common stock options 1,925,624 1,161,624 Employee stock purchase plan 5,185 2,760 Total excluded securities 4,773,370 1,328,265 |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In February 2016, the FASB issued ASU No. 2016-02, Leases In March 2016, the FASB issued ASU No. 2016-09 Compensation-Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting |
Summary of Significant Accoun13
Summary of Significant Accounting Policies (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Accounting Policies [Abstract] | |
Summary of Outstanding Potentially Dilutive Securities Excluded from Calculation of Diluted Net Loss Per Share | For the periods presented, the following table sets forth the outstanding potentially dilutive securities that have been excluded from the calculation of diluted net loss per share because to do so would be anti-dilutive: Three Months Ended March 31, 2017 2016 Common stock subject to repurchase 45,000 45,000 Warrants to purchase common stock 2,797,561 118,881 Common stock options 1,925,624 1,161,624 Employee stock purchase plan 5,185 2,760 Total excluded securities 4,773,370 1,328,265 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Equity [Abstract] | |
Summary of Estimated Fair Value of Stock Option Award | The estimated fair value of each stock option award granted was determined on the date of grant using the Black Scholes option-pricing valuation model with the following weighted-average assumptions for option grants during the three months ended March 31, 2017 and 2016: Three Months Ended March 31, 2017 2016 Common Stock Options Risk free interest rate 2.16% 1.25% - 1.575% Expected option term 6.0 years 5.3 - 6.0 years Expected volatility of common stock 94.05% 74.44% - 75.91% Expected dividend yield 0.0% 0.0% |
Summary of Estimated Fair Value of Employee Stock Purchase Plan Award | The estimated fair value of each ESPP award was determined on the date of grant using the Black Scholes option-pricing valuation model with the following weighted-average assumptions for option grants during the three months ended March 31, 2017 and 2016: Three Months Ended March 31, 2017 2016 Employee Stock Purchase Plan Risk free interest rate 0.79% 0.50% Expected term 6.0 months 6.0 months Expected volatility of common stock 99.23% 83.83% Expected dividend yield 0.0% 0.0% |
Summary of Recognized Non-Cash Stock-Based Compensation Expense | The Company recognized non-cash stock-based compensation expense to employees and directors in its research and development and its general and administrative functions as follows: Three Months Ended March 31, 2017 2016 Research and development $ 206,858 $ 158,788 General and administrative 257,300 260,124 Total stock-based compensation expense $ 464,158 $ 418,912 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Summary of Warrants Liability and Remeasured Liability to Estimated Fair Value | The Company has classified the warrants as a liability and has remeasured the liability to estimated fair value at March 31, 2017 and December 31, 2016, using the Black Scholes option pricing model with the following assumptions: March 31, 2017 December 31, 2016 Risk-free interest rate 1.93% 1.93% Expected volatility 101.44 94.19 Expected term 4.83 years 5.08 years Expected dividend yield 0.0% 0.0% |
Summary of Financial Assets and Liabilities Measured at Fair Value on Recurring Basis | The following fair value hierarchy table presents information about the Company’s financial assets and liabilities measured at fair value on a recurring basis as of March 31, 2017 and December 31, 2016: Level 1 Level 2 Level 3 Total Warrant liability Balance at March 31, 2017 $ — $ — $ 5,768,675 $ 5,768,675 Balance at December 31, 2016 $ — $ — $ 4,095,019 $ 4,095,019 |
Summary of Reconciliation of Liabilities Measured at Fair Value on Recurring Basis Using Significant Unobservable Inputs | The following table presents a reconciliation of the Company’s liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3) for the three months ended March 31, 2017: Warrant Liability Balance at December 31, 2016 $ 4,095,019 Issuance of warrants — Change in fair value upon re-measurement 3,072,747 Reclassification to Additional Paid-in Capital due to warrant exercise (1,399,091 ) Balance at March 31, 2017 $ 5,768,675 |
Organization and Basis of Pre16
Organization and Basis of Presentation - Additional Information (Detail) - USD ($) | Mar. 03, 2017 | Feb. 22, 2017 | Mar. 31, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Mar. 31, 2016 | Dec. 31, 2015 |
Organization And Basis Of Presentation [Line Items] | |||||||
Month and year of incorporation | 2007-01 | ||||||
Cash and cash equivalents | $ 14,654,998 | $ 14,654,998 | $ 9,007,071 | $ 6,099,698 | $ 8,691,155 | ||
Underwritten Public Offering [Member] | |||||||
Organization And Basis Of Presentation [Line Items] | |||||||
Issuance of common stock from public offering of common stock | 362,068 | 2,413,793 | 2,775,861 | ||||
Gross proceeds from public offering of common stock | $ 8,000,000 | $ 8,000,000 |
Summary of Significant Accoun17
Summary of Significant Accounting Policies - Additional Information (Detail) - USD ($) | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Significant Accounting Policies [Line Items] | ||
Shares of common stock subject to repurchase excluded from the weighted-average number of common stock outstanding | 45,000 | 45,000 |
Officers [Member] | Clinical Trial Services [Member] | ||
Significant Accounting Policies [Line Items] | ||
Related Party expenses | $ 4,500 | $ 0 |
Summary of Significant Accoun18
Summary of Significant Accounting Policies - Summary of Outstanding Potentially Dilutive Securities Excluded from Calculation of Diluted Net Loss Per Share (Detail) - shares | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from the calculation of diluted net loss per share | 4,773,370 | 1,328,265 |
Common stock subject to repurchase [Member] | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from the calculation of diluted net loss per share | 45,000 | 45,000 |
Warrants to purchase common stock [Member] | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from the calculation of diluted net loss per share | 2,797,561 | 118,881 |
Common stock options [Member] | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from the calculation of diluted net loss per share | 1,925,624 | 1,161,624 |
Employee stock purchase plan [Member] | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from the calculation of diluted net loss per share | 5,185 | 2,760 |
Debt - Additional Information (
Debt - Additional Information (Detail) - Square 1 Bank [Member] - Loan and Security Agreement [Member] - USD ($) | Aug. 04, 2016 | Jul. 31, 2016 | Dec. 31, 2014 |
Debt Instrument [Line Items] | |||
Repayment of principal and accrued interest | $ 4,500,000 | ||
Line of credit facility, loan origination cost | $ 82,685 | ||
Debt instrument, unamortized discount | 38,000 | ||
Warrants exercisable, stock issued | 22,881 | ||
Warrant exercise price per share | $ 5.90 | ||
Warrants to purchase common stock [Member] | |||
Debt Instrument [Line Items] | |||
Debt instrument, unamortized discount | $ 59,000 | ||
Common stock shares issued upon conversion of warrants | 9,887 | ||
Warrant value recorded in equity | $ 108,122 |
Technology Acquisition Agreem20
Technology Acquisition Agreement - Additional Information (Detail) - USD ($) | 1 Months Ended | 3 Months Ended | |
May 31, 2014 | Jun. 30, 2007 | Mar. 31, 2017 | |
Technology Acquisition Agreement [Line Items] | |||
Payment expensed as in-process research and development | $ 650,000 | ||
Mallinckrodt Plc [Member] | Patented Technology [Member] | |||
Technology Acquisition Agreement [Line Items] | |||
Expected expiration of patent right | 2,030 | ||
Mallinckrodt Plc [Member] | Rights and Patents Acquired from Questcor Pharmaceuticals Inc [Member] | Maximum [Member] | |||
Technology Acquisition Agreement [Line Items] | |||
Milestone payments contingent amount | $ 51,500,000 | ||
Development Target One [Member] | Rights and Patents Acquired from Questcor Pharmaceuticals Inc [Member] | |||
Technology Acquisition Agreement [Line Items] | |||
Milestone payment | $ 500,000 | ||
Development targets description | Upon the initiation of the first patient dosing in the Company's Phase 3 clinical trial for Gimoti. | ||
Development Target Two And Three [Member] | Mallinckrodt Plc [Member] | Maximum [Member] | |||
Technology Acquisition Agreement [Line Items] | |||
Milestone payments contingent amount | $ 4,500,000 | ||
Development Target Two [Member] | Mallinckrodt Plc [Member] | |||
Technology Acquisition Agreement [Line Items] | |||
Development targets description | Upon FDA's acceptance for review of a new drug application for Gimoti | ||
Milestone payments contingent amount | $ 1,500,000 | ||
Development Target Three [Member] | Mallinckrodt Plc [Member] | |||
Technology Acquisition Agreement [Line Items] | |||
Development targets description | Upon the FDA's approval of Gimoti | ||
Milestone payments contingent amount | $ 3,000,000 | ||
Development Target Four [Member] | Mallinckrodt Plc [Member] | Patented Technology [Member] | |||
Technology Acquisition Agreement [Line Items] | |||
Development targets description | Depend on Gimoti's commercial success and will only apply if Gimoti receives regulatory approval. In addition, the Company will be required to pay to Mallinckrodt a low single digit royalty on net sales of Gimoti. | ||
Milestone payments contingent amount | $ 47,000,000 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Detail) - USD ($) | May 03, 2017 | Mar. 10, 2017 | Mar. 03, 2017 | Feb. 22, 2017 | Feb. 16, 2017 | Dec. 15, 2016 | Aug. 03, 2016 | Jul. 25, 2016 | Apr. 15, 2016 | Mar. 31, 2017 | Mar. 31, 2017 | Sep. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2016 | May 05, 2017 | May 02, 2017 |
Sale Of Stock [Line Items] | ||||||||||||||||
Common stock, shares issued | 15,388,325 | 15,388,325 | 12,350,360 | |||||||||||||
Proceeds from issuance of common stock, net | $ 7,334,739 | $ 98,744 | ||||||||||||||
Value of shares sold in prior twelve months | $ 4,800,000 | |||||||||||||||
Payroll withholdings from employees | $ 80,000 | $ 80,000 | $ 99,000 | |||||||||||||
Issuance of common stock under employee stock purchase plan | 50,244 | 34,067 | ||||||||||||||
Unrecognized compensation costs | $ 2,600,000 | $ 2,600,000 | ||||||||||||||
Weighted average period | 1 year 3 months 18 days | |||||||||||||||
Subsequent Event [Member] | Amended and Restated ESPP 2013 Plan [Member] | ||||||||||||||||
Sale Of Stock [Line Items] | ||||||||||||||||
Increase in number of shares of common stock reserved under the plan | 100,000 | |||||||||||||||
Number of shares increased annually to common stock shares reserved for issuance | 100,000 | 30,000 | ||||||||||||||
Aggregate number of shares of common stock reserved under the plan | 1,250,000 | |||||||||||||||
Award plan expiration year | 2,027 | |||||||||||||||
July 2016 Financing [Member] | ||||||||||||||||
Sale Of Stock [Line Items] | ||||||||||||||||
Common stock, shares issued | 1,804,512 | |||||||||||||||
Purchase price of common stock | $ 2.49375 | |||||||||||||||
Warrant exercise price per share | $ 2.41 | |||||||||||||||
Unregistered warrants to purchase of common stock | 526,315 | 2,449,129 | 2,449,129 | |||||||||||||
Aggregate gross proceeds from sale of common stock and warrants | $ 4,500,000 | |||||||||||||||
Aggregate net proceeds from sale of common stock and warrants | $ 4,000,000 | |||||||||||||||
Reclassification of warrant liability to Additional Paid-in Capital | $ 1,400,000 | |||||||||||||||
Common stock shares issued upon conversion of warrants | 211,860 | |||||||||||||||
July Warrants [Member] | ||||||||||||||||
Sale Of Stock [Line Items] | ||||||||||||||||
Warrants exercisable, stock issued | 0.75 | |||||||||||||||
Warrant exercise price per share | $ 2.41 | |||||||||||||||
Warrants expiration date | Jan. 25, 2022 | |||||||||||||||
Unregistered warrants to purchase of common stock | 1,353,384 | |||||||||||||||
July Wainwright Warrants [Member] | ||||||||||||||||
Sale Of Stock [Line Items] | ||||||||||||||||
Warrant exercise price per share | $ 3.1172 | |||||||||||||||
Warrants expiration date | Jul. 21, 2021 | |||||||||||||||
Unregistered warrants to purchase of common stock | 90,226 | |||||||||||||||
August 2016 Financing [Member] | ||||||||||||||||
Sale Of Stock [Line Items] | ||||||||||||||||
Common stock, shares issued | 3,244,120 | |||||||||||||||
Purchase price of common stock | $ 3.0825 | |||||||||||||||
Aggregate gross proceeds from sale of common stock and warrants | $ 10,000,000 | |||||||||||||||
Aggregate net proceeds from sale of common stock and warrants | $ 9,200,000 | |||||||||||||||
August Warrants [Member] | ||||||||||||||||
Sale Of Stock [Line Items] | ||||||||||||||||
Warrants exercisable, stock issued | 0.5 | |||||||||||||||
Warrant exercise price per share | $ 3.03 | |||||||||||||||
Warrants expiration date | Feb. 3, 2022 | |||||||||||||||
Unregistered warrants to purchase of common stock | 1,622,060 | |||||||||||||||
August Wainwright Warrants [Member] | ||||||||||||||||
Sale Of Stock [Line Items] | ||||||||||||||||
Warrant exercise price per share | $ 3.853125 | |||||||||||||||
Warrants expiration date | Jul. 29, 2021 | |||||||||||||||
Unregistered warrants to purchase of common stock | 162,206 | |||||||||||||||
2016 Financings [Member] | ||||||||||||||||
Sale Of Stock [Line Items] | ||||||||||||||||
Common stock, shares issued | 5,048,632 | |||||||||||||||
Aggregate gross proceeds from sale of common stock and warrants | $ 14,500,000 | |||||||||||||||
2016 Financings [Member] | Warrant Liability [Member] | ||||||||||||||||
Sale Of Stock [Line Items] | ||||||||||||||||
Total initial fair value of warrants issued | $ 4,899,459 | |||||||||||||||
Warrant Amendments [Member] | ||||||||||||||||
Sale Of Stock [Line Items] | ||||||||||||||||
Unregistered warrants to purchase of common stock | 252,432 | |||||||||||||||
Amendment Date | Dec. 15, 2016 | |||||||||||||||
Reclassification of warrant liability to Additional Paid-in Capital | $ 207,000 | |||||||||||||||
Underwritten Public Offering [Member] | ||||||||||||||||
Sale Of Stock [Line Items] | ||||||||||||||||
Purchase price of common stock | $ 2.90 | $ 2.90 | ||||||||||||||
Issuance of common stock, shares | 362,068 | 2,413,793 | 2,775,861 | |||||||||||||
Gross proceeds from public offering of common stock | $ 8,000,000 | $ 8,000,000 | ||||||||||||||
Proceeds from issuance of common stock, net | 7,300,000 | |||||||||||||||
FBR Sales Agreement [Member] | ||||||||||||||||
Sale Of Stock [Line Items] | ||||||||||||||||
Common stock, shares issued | 56,000 | |||||||||||||||
Issuance of common stock, shares | 0 | |||||||||||||||
Proceeds from issuance of common stock, net | $ 296,000 | |||||||||||||||
Common stock, shares issuable | 649,074 | |||||||||||||||
Common stock , weighted average price per share | $ 5.45 | |||||||||||||||
FBR Sales Agreement [Member] | Subsequent Event [Member] | ||||||||||||||||
Sale Of Stock [Line Items] | ||||||||||||||||
Entity public float | $ 36,000,000 | |||||||||||||||
Entity public float, common stock shares | 12,846,511 | |||||||||||||||
Common stock, closing price | $ 2.80 | |||||||||||||||
FBR Sales Agreement [Member] | Maximum [Member] | ||||||||||||||||
Sale Of Stock [Line Items] | ||||||||||||||||
Common stock, value of shares issuable | $ 20,000,000 | $ 7,200,000 | $ 7,200,000 |
Stockholders' Equity - Summary
Stockholders' Equity - Summary of Estimated Fair Value of Stock Option Award (Detail) - Common stock options [Member] | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Stock-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Risk free interest rate | 2.16% | |
Expected option term | 6 years | |
Expected volatility of common stock | 94.05% | |
Expected dividend yield | 0.00% | 0.00% |
Minimum [Member] | ||
Stock-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Risk free interest rate | 1.25% | |
Expected option term | 5 years 3 months 18 days | |
Expected volatility of common stock | 74.44% | |
Maximum [Member] | ||
Stock-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Risk free interest rate | 1.575% | |
Expected option term | 6 years | |
Expected volatility of common stock | 75.91% |
Stockholders' Equity - Summar23
Stockholders' Equity - Summary of Estimated Fair Value of Employee Stock Purchase Plan Award (Detail) - Employee stock purchase plan [Member] | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Stock-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Risk free interest rate | 0.79% | 0.50% |
Expected term | 6 months | 6 months |
Expected volatility of common stock | 99.23% | 83.83% |
Expected dividend yield | 0.00% | 0.00% |
Stockholders' Equity - Summar24
Stockholders' Equity - Summary of Recognized Non-Cash Stock-Based Compensation Expense (Detail) - USD ($) | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||
Stock-based compensation expense | $ 464,158 | $ 418,912 |
Research and development [Member] | ||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||
Stock-based compensation expense | 206,858 | 158,788 |
General and administrative [Member] | ||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||
Stock-based compensation expense | $ 257,300 | $ 260,124 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Detail) - USD ($) | 3 Months Ended | ||
Sep. 30, 2016 | Mar. 31, 2017 | Dec. 31, 2016 | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Common stock, shares issued | 15,388,325 | 12,350,360 | |
Transfers of assets out of Level 1 into Level 2 | $ 0 | ||
Transfers of assets out of Level 2 into Level 1 | 0 | ||
Transfers of liabilities out of Level 1 into Level 2 | 0 | ||
Transfers of liabilities out of Level 2 into Level 1 | 0 | ||
Level 1 [Member] | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Assets | 0 | ||
Liabilities | 0 | ||
Level 2 [Member] | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Assets | 0 | ||
Liabilities | $ 0 | ||
2016 Financings [Member] | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Common stock, shares issued | 5,048,632 | ||
Aggregate gross proceeds from sale of common stock and warrants | $ 14,500,000 | ||
2016 Financings [Member] | Maximum [Member] | Common Stock Warrants [Member] | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Warrants to purchase of common stock | 2,975,444 | ||
Underwriters [Member] | Maximum [Member] | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Warrants to purchase of common stock | 252,432 |
Fair Value Measurements - Summa
Fair Value Measurements - Summary of Warrants Liability and Remeasured Liability to Estimated Fair Value (Detail) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2017 | Dec. 31, 2016 | |
Fair Value Disclosures [Abstract] | ||
Risk-free interest rate | 1.93% | 1.93% |
Expected volatility | 101.44% | 94.19% |
Expected term | 4 years 9 months 29 days | 5 years 29 days |
Expected dividend yield | 0.00% | 0.00% |
Fair Value Measurements - Sum27
Fair Value Measurements - Summary of Financial Assets and Liabilities Measured at Fair Value on Recurring Basis (Detail) - Fair Value Measurement, Recurring [Member] - Warrant Liability [Member] - USD ($) | Mar. 31, 2017 | Dec. 31, 2016 |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Liabilities fair value | $ 5,768,675 | $ 4,095,019 |
Level 3 [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Liabilities fair value | $ 5,768,675 | $ 4,095,019 |
Fair Value Measurements - Sum28
Fair Value Measurements - Summary of Reconciliation of Liabilities Measured at Fair Value on Recurring Basis Using Significant Unobservable Inputs (Detail) - Fair Value Measurement, Recurring [Member] - Warrant Liability [Member] | 3 Months Ended |
Mar. 31, 2017USD ($) | |
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | |
Balance at December 31, 2016 | $ 4,095,019 |
Change in fair value upon re-measurement | 3,072,747 |
Reclassification to Additional Paid-in Capital due to warrant exercise | (1,399,091) |
Balance at March 31, 2017 | $ 5,768,675 |