Document And Entity Information
Document And Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Mar. 02, 2017 | Jun. 30, 2016 | |
Document Information [Line Items] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2016 | ||
Document Fiscal Year Focus | 2,016 | ||
Document Fiscal Period Focus | FY | ||
Entity Registrant Name | Lion Biotechnologies, Inc. | ||
Entity Central Index Key | 1,425,205 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Accelerated Filer | ||
Entity Public Float | $ 398,810,000 | ||
Trading Symbol | LBIO | ||
Entity Common Stock, Shares Outstanding | 62,310,892 |
Balance Sheets
Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Current Assets | ||
Cash and cash equivalents | $ 106,717 | $ 33,587 |
Short-term investments | 59,753 | 70,113 |
Prepaid expenses and other current assets | 3,042 | 277 |
Total Current Assets | 169,512 | 103,977 |
Property and equipment, net | 2,374 | 1,676 |
Total Assets | 171,886 | 105,653 |
Current Liabilities | ||
Accounts payable | 863 | 958 |
Accrued expenses | 4,105 | 672 |
Total Current Liabilities | 4,968 | 1,630 |
Commitments and contingencies (see note 11) | ||
Stockholders' Equity | ||
Common stock, $0.000041666 par value; 150,000,000 shares authorized, 62,248,074 and 48,547,720 shares issued and outstanding as of December 31, 2016 and 2015, respectively | 3 | 2 |
Additional paid-in capital | 323,994 | 208,195 |
Accumulated other comprehensive income | 29 | 48 |
Accumulated deficit | (157,116) | (104,222) |
Total Stockholders’ Equity | 166,918 | 104,023 |
Total Liabilities and Stockholders’ Equity | 171,886 | 105,653 |
Series B Preferred Stock [Member] | ||
Stockholders' Equity | ||
Preferred stock,Value | 8 | 0 |
Total Stockholders’ Equity | 8 | 0 |
Series A Preferred Stock [Member] | ||
Stockholders' Equity | ||
Preferred stock,Value | 0 | 0 |
Total Stockholders’ Equity | $ 0 | $ 0 |
Balance Sheets (Parenthetical)
Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Common Stock, Par or Stated Value Per Share | $ 0.000041666 | $ 0.000041666 |
Common Stock, Shares Authorized | 150,000,000 | 150,000,000 |
Common Stock, Shares, Issued | 62,248,074 | 48,547,720 |
Common Stock, Shares, Outstanding | 62,248,074 | 48,547,720 |
Series A Preferred Stock [Member] | ||
Preferred Stock, Par or Stated Value Per Share | $ 0.001 | $ 0.001 |
Preferred Stock, Shares Authorized | 17,000 | 17,000 |
Preferred Stock, Shares Issued | 1,694 | 1,694 |
Preferred Stock, Shares Outstanding | 1,694 | 1,694 |
Preferred Stock, Redemption Amount | $ 1,694 | $ 1,694 |
Series B Preferred Stock [Member] | ||
Preferred Stock, Par or Stated Value Per Share | $ 0.001 | $ 0.001 |
Preferred Stock, Shares Authorized | 11,500,000 | 11,500,000 |
Preferred Stock, Shares Issued | 7,946,673 | 0 |
Preferred Stock, Shares Outstanding | 7,946,673 | 0 |
Preferred Stock, Redemption Amount | $ 37,747 | $ 37,747 |
Statements of Operations
Statements of Operations - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Revenues | $ 0 | $ 0 | $ 0 |
Costs and expenses | |||
Research and development | 28,037 | 15,470 | 3,849 |
General and administrative | 25,602 | 12,390 | 8,192 |
Total costs and expenses | 53,639 | 27,860 | 12,041 |
Loss from operations | (53,639) | (27,860) | (12,041) |
Other income | |||
Interest income | 745 | 200 | 6 |
Net Loss | (52,894) | (27,660) | (12,035) |
Deemed dividend related to beneficial conversion feature of convertible preferred stock | (49,454) | 0 | 0 |
Net Loss Attributable to common Stockholders | $ (102,348) | $ (27,660) | $ (12,035) |
Net Loss Per Common Share, Basic and Diluted | $ (1.85) | $ (0.62) | $ (0.48) |
Weighted-Average Common Shares Outstanding, Basic and Diluted | 55,268 | 44,410 | 24,986 |
Statements of Comprehensive Los
Statements of Comprehensive Loss - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Net Loss | $ (52,894) | $ (27,660) | $ (12,035) |
Other comprehensive income: | |||
Unrealized (loss) gain on short-term investments | (19) | 48 | 0 |
Comprehensive Loss | $ (52,913) | $ (27,612) | $ (12,035) |
Statements of Stockholders' Equ
Statements of Stockholders' Equity - USD ($) $ in Thousands | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | Comprehensive Income [Member] | Accumulated Deficit [Member] | Series A Preferred Stock [Member] | Series B Preferred Stock [Member] |
Beginning Balance at Dec. 31, 2013 | $ 17,603 | $ 1 | $ 82,129 | $ 0 | $ (64,527) | $ 0 | $ 0 |
Beginning Balance (in Shares) at Dec. 31, 2013 | 20,023,958 | 17,000 | 0 | ||||
Stock-based compensation expense | 2,559 | 2,559 | |||||
Common stock issued upon exercise of warrants | 3,222 | $ 0 | 3,222 | ||||
Common stock issued upon exercise of warrants (in Shares) | 1,288,730 | ||||||
Common stock issued for services | 1,255 | 1,255 | |||||
Common stock issued for services (in shares) | 784,500 | ||||||
Common stock sold in private placement, net of offering costs | 32,241 | $ 1 | 32,240 | ||||
Common stock sold in private placement, net of offering costs (in shares) | 6,000,000 | ||||||
Conversion of convertible preferred stock into common stock | 0 | ||||||
Conversion of convertible preferred stock into common stock (in Shares) | 5,653,000 | (11,306) | |||||
Unrealized loss on short- term investments | 0 | ||||||
Net Loss | (12,035) | (12,035) | |||||
Ending Balance at Dec. 31, 2014 | 44,845 | $ 2 | 121,405 | 0 | (76,562) | $ 0 | $ 0 |
Ending Balance (in Shares) at Dec. 31, 2014 | 33,750,188 | 5,694 | 0 | ||||
Stock-based compensation expense | 6,752 | 6,752 | |||||
Common stock issued upon exercise of warrants | 9,705 | 9,705 | |||||
Common stock issued upon exercise of warrants (in Shares) | 3,880,210 | ||||||
Common stock issued upon exercise of stock options | 255 | 255 | |||||
Common stock issued upon exercise of stock options (in shares) | 42,387 | ||||||
Common stock issued for services | 1,771 | 1,771 | |||||
Common stock issued for services (in shares) | 15,000 | ||||||
Common stock sold in public offering, net of offering costs | 68,307 | 68,307 | |||||
Common stock sold in public offering, net of offering costs (in shares) | 9,200,000 | ||||||
Conversion of convertible preferred stock into common stock | 0 | ||||||
Conversion of convertible preferred stock into common stock (in Shares) | 2,000,000 | (4,000) | |||||
Cancellation of restricted shares | 0 | $ 0 | |||||
Cancellation of restricted shares (in Shares) | (340,065) | ||||||
Unrealized loss on short- term investments | 48 | 48 | |||||
Net Loss | (27,660) | (27,660) | |||||
Ending Balance at Dec. 31, 2015 | 104,023 | $ 2 | 208,195 | 48 | (104,222) | $ 0 | $ 0 |
Ending Balance (in Shares) at Dec. 31, 2015 | 48,547,720 | 1,694 | 0 | ||||
Stock-based compensation expense | 18,904 | 18,904 | |||||
Tax payments related to shares witheld for vested restricted stock awards | (642) | (642) | |||||
Common stock issued upon exercise of warrants | 1,235 | $ 0 | 1,235 | ||||
Common stock issued upon exercise of warrants (in Shares) | 592,132 | ||||||
Common stock issued upon exercise of stock options | 626 | 626 | |||||
Common stock issued upon exercise of stock options (in shares) | 100,480 | ||||||
Common stock sold in private placement, net of offering costs | 44,009 | $ 1 | 44,008 | ||||
Common stock sold in private placement, net of offering costs (in shares) | 9,684,000 | ||||||
Preferred stock sold in private placement, net of offering costs | 51,676 | 51,665 | $ 11 | ||||
Preferred stock sold in private placement, net of offering costs (in shares) | 11,368,633 | ||||||
Conversion of convertible preferred stock into common stock | 0 | 3 | |||||
Conversion of convertible preferred stock into common stock (in Shares) | 3,421,960 | ||||||
Cancellation of restricted shares | 0 | $ 0 | $ (3) | ||||
Cancellation of restricted shares (in Shares) | (98,218) | (3,421,960) | |||||
Beneficial conversion feature of preferred stock | 49,454 | 49,454 | |||||
Deemed dividend on beneficial conversion feature of preferred stock | (49,454) | (49,454) | |||||
Unrealized loss on short- term investments | (19) | (19) | |||||
Net Loss | (52,894) | (52,894) | |||||
Ending Balance at Dec. 31, 2016 | $ 166,918 | $ 3 | $ 323,994 | $ 29 | $ (157,116) | $ 0 | $ 8 |
Ending Balance (in Shares) at Dec. 31, 2016 | 62,248,074 | 1,694 | 7,946,673 |
Statements of Cash Flows
Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Cash Flows From Operating Activities | |||
Net Loss | $ (52,894) | $ (27,660) | $ (12,035) |
Adjustments to reconcile net loss to net cash used in operating activities: | |||
Depreciation and amortization | 978 | 999 | 88 |
Amortization of premium on investments | (74) | ||
Stock-based compensation expense | 18,904 | 8,523 | 3,814 |
Changes in assets and liabilities: | |||
Prepaid expenses and other current assets | (2,765) | (211) | 108 |
Accounts payable | (250) | (290) | |
Accrued expenses | 3,433 | 258 | (608) |
Net cash used in operating activities | (32,668) | (18,381) | (8,633) |
Cash Flows From Investing Activities | |||
Purchase of short- term investments | (110,249) | (140,665) | 0 |
Maturities of short- term investments | 120,664 | 70,600 | 0 |
Purchase of property and equipment | (1,521) | (1,143) | (1,592) |
Net cash provided by (used in) investing activities | 8,894 | (71,208) | (1,592) |
Cash Flows From Financing Activities | |||
Tax payments related to shares witheld for vested restricted stock awards | (642) | 0 | 0 |
Proceeds from the issuance of common stock upon exercise of warrants | 1,235 | 9,705 | 3,222 |
Proceeds from the issuance of common stock upon exercise of options | 626 | 255 | 0 |
Proceeds from the issuance of preferred stock and common stock, net | 95,685 | 68,307 | 32,240 |
Net cash provided by financing activities | 96,904 | 78,267 | 35,462 |
Net increase(decrease) in cash and cash equivalents | 73,130 | (11,322) | 25,237 |
Cash and Cash Equivalents, Beginning of Period | 33,587 | 44,909 | 19,672 |
Cash and Cash Equivalents, End of Period | 106,717 | 33,587 | 44,909 |
Supplemental Disclosures of Cash Flow Information: | |||
Cash paid for income taxes | 0 | 0 | 0 |
Interest paid | 0 | 0 | 0 |
Supplemental disclosure of non-cash investing and financing activities: | |||
Unrealized (loss)gain on short-term investments | (19) | 48 | 0 |
Deemed dividend related to a beneficial conversion feature | 49,454 | ||
Conversion of convertible preferred stock to common stock | 3 | 0 | 0 |
Acquisitions of property, plant and equipment under accounts payable | $ 155 | $ 0 | $ 0 |
GENERAL ORGANIZATION, BUSINESS
GENERAL ORGANIZATION, BUSINESS AND LIQUIDITY | 12 Months Ended |
Dec. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
GENERAL ORGANIZATION, BUSINESS AND LIQUIDITY | NOTE 1. GENERAL ORGANIZATION, BUSINESS AND LIQUIDITY General Organization and Business Lion Biotechnologies, Inc. (the “Company,” “we,” “us” or “our”) is a biotechnology company focused on developing and commercializing adoptive cell therapy (ACT) using autologous tumor infiltrating lymphocytes (TIL) for the treatment of metastatic melanoma and other solid cancers. ACT utilizes T-cells harvested from a patient to treat cancer in that patient. TIL, a kind of anti-tumor T-cells that are naturally present in a patient’s tumors, are collected from individual patient tumor samples. The TIL are then activated and expanded ex vivo and then infused back into the patient to fight their tumor cells. The Company was originally incorporated under the laws of the state of Nevada on September 17, 2007. Until March 2010, we were an inactive company known as Freight Management Corp. On March 15, 2010, we changed our name to Genesis Biopharma, Inc., and in 2011 we commenced our current business. On September 26, 2013, we changed our name to Lion Biotechnologies, Inc. Liquidity The Company is currently engaged in the development of therapeutics to fight cancer. We do not have any commercial products and have not yet generated any revenues from our biopharmaceutical business. We currently do not anticipate that we will generate any revenues during 2017 from the sale or licensing of any products. As shown in the accompanying financial statements, we have incurred a net loss of $ 52.9 32.7 166.5 The Company expects to further increase its research and development activities, which will increase the amount of cash we will use during 2017. Specifically, we expect increased spending on clinical trials, research and development activities, higher payroll expenses as we increase our professional and scientific staff and continued and expansion of manufacturing activities. Based on the funds we have available; we believe that we have sufficient capital to fund our anticipated operating expenses for at least 12 months from the date of filing this annual report. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING PRACTICES | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING PRACTICES | NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING PRACTICES All highly liquid investments purchased with an original maturity date of three months or less that are readily convertible into cash and have an insignificant interest rate risk are considered to be cash equivalents. The Company's short-term investments are classified as “available-for-sale”. The Company includes these investments in current assets and carries them at fair value. Unrealized gains and losses on available-for-sale securities are included in accumulated other comprehensive income (loss). The amortized cost of debt securities is adjusted for the amortization of premiums and accretion of discounts to maturity. Such amortization is included in interest income. Gains and losses on securities sold are recorded based on the specific identification method and are included in interest income in the statement of operations. We have not incurred any realized gains or losses from sales of securities to date. Management assesses whether declines in the fair value of short-term investments are other than temporary. If the decline is judged to be other than temporary, the cost basis of the individual security is written down to fair value and the amount of the write down is included in the statement of operations within other expense, net. In determining whether a decline is other than temporary, management considers various factors including the length of time and the extent to which the market value has been less than cost, the financial condition and near-term prospects of the issuer and the Company's intent and ability to retain its investment in the issuer for a period of time sufficient to allow for any anticipated recovery in market value. To date, the Company has not recorded any impairment charges on short-term investments related to other-than-temporary declines in market value. At December 31, 2016, the Company’s short-term investments were invested in short-term fixed income debt securities and notes of domestic and foreign high credit issuers and in money market funds. The Company’s investment policy limits investments to certain types of instruments such as certificates of deposit, money market instruments, obligations issued by the U.S. government and U.S. government agencies as well as corporate debt securities, and places restrictions on maturities and concentration by type and issuer. Property and equipment is stated at cost, net of accumulated depreciation and amortization. The cost of property and equipment is depreciated or amortized on the straight-line method over the following estimated useful lives: Computer equipment 2 Office furniture and equipment 5 Lab equipment 2 5 Leasehold improvements Expenditures for maintenance and repairs are charged to operations as incurred while renewals and betterments are capitalized. Gains and losses on disposals are included within operating expenses in the statements of operations. Management assesses the carrying value of property and equipment whenever events or changes in circumstances indicate that the carrying value may not be recoverable. If there is indication of impairment, management prepares an estimate of future cash flows expected to result from the use of the asset and its eventual disposition. If these cash flows are less than the carrying amount of the asset, an impairment loss is recognized to write down the asset to its estimated fair value. For the years ended December 31, 2016, 2015 and 2014, the Company did not recognize any impairments for its property and equipment. Cash and cash equivalents and short-term investments are carried at fair value. As of December 31, 2016 and 2015, the Company had no liabilities measured at fair value. Basic net loss per share is computed using the weighted average number of common shares outstanding during the period. Diluted net loss per share is computed using the weighted average number of shares of common stock outstanding during the period increased to include the number of additional shares of common stock that would have been outstanding if the potentially dilutive securities had been issued. As of December 31, 2016 2015 2014 Stock options 6,233,150 2,693,237 1,857,877 Warrants 6,566,216 7,202,216 11,084,426 Series A Convertible Preferred* 847,000 847,000 2,847,000 Series B Convertible Preferred* 7,946,673 - - Restricted stock awards 7,084 321,252 782,500 Restricted stock units 550,000 - - 22,150,123 11,063,705 16,571,803 * on an as-converted basis Under Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC) 820, Fair Value Measurements and Disclosures, fair value is defined as the price at which an asset could be exchanged or a liability transferred in a transaction between knowledgeable, willing parties in the principal or most advantageous market for the asset or liability. Where available, fair value is based on observable market prices or parameters or derived from such prices or parameters. Where observable prices or parameters are not available, valuation models are applied. Assets and liabilities recorded at fair value in our financial statements are categorized based upon the level of judgment associated with the inputs used to measure their fair value. Hierarchical levels directly related to the amount of subjectivity associated with the inputs to fair valuation of these assets and liabilities, are as follows: Level 1Inputs are unadjusted, quoted prices in active markets for identical assets at the reporting date. Active markets are those in which transactions for the asset or liability occur in sufficient frequency and volume to provide pricing information on an ongoing basis. Level 2Are inputs, other than quoted prices included in Level 1, that are either directly or indirectly observable for the asset or liability through correlation with market data at the reporting date and for the duration of the instrument’s anticipated life. The fair valued assets we hold that are generally assessed under Level 2 are corporate bonds and commercial paper. We utilize third party pricing services in developing fair value measurements where fair value is based on valuation methodologies such as models using observable market inputs, including benchmark yields, reported trades, broker/dealer quotes, bids, offers and other reference data. We use quotes from external pricing service providers and other on-line quotation systems to verify the fair value of investments provided by our third party pricing service providers. We review independent auditor’s reports from our third party pricing service providers particularly regarding the controls over pricing and valuation of financial instruments and ensure that our internal controls address certain control deficiencies, if any, and complementary user entity controls are in place. Level 3Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities and which reflect management’s best estimate of what market participants would use in pricing the asset or liability at the reporting date. Consideration is given to the risk inherent in the valuation technique and the risk inherent in the inputs to the model. We do not have fair valued assets classified under Level 3. Assets at Fair Value as of December 31, 2016 Level 1 Level 2 Level 3 Total Commercial paper $ - $ 29,178 $ - $ 29,178 Corporate debt securities - 26,578 - 26,578 US Government agency securities - 3,997 - 3,997 Total $ - $ 59,753 $ - $ 59,753 Assets at Fair Value as of December 31, 2015 Level 1 Level 2 Level 3 Total Corporate debt securities $ - $ 70,113 $ - $ 70,113 Total $ - $ 70,113 $ - $ 70,113 The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America Stock-Based Compensation The Company periodically grants stock options and warrants to employees and non-employees in non-capital raising transactions as compensation for services rendered. The Company accounts for stock option grants to employees based on the authoritative guidance provided by the FASB where the value of the award is measured on the date of grant and recognized over the vesting period. The Company accounts for stock option grants to non-employees in accordance with the authoritative guidance of the FASB where the value of the stock compensation is determined based upon the measurement date at either a) the date at which a performance commitment is reached, or b) at the date at which the necessary performance to earn the equity instruments is complete. Non-employee stock-based compensation charges generally are amortized over the vesting period on a straight-line basis. In certain circumstances where there are no future performance requirements by the non-employee, option grants are immediately vested and the total stock-based compensation charge is recorded in the period of the measurement date. The fair value of the Company's common stock option grants is estimated using a Black-Scholes option pricing model, which uses certain assumptions related to risk-free interest rates, expected volatility, expected life of the common stock options, and future dividends. Compensation expense is recorded based upon the value derived from the Black-Scholes option pricing model, and based on actual experience. The assumptions used in the Black-Scholes option pricing model could materially affect compensation expense recorded in future periods. The Company has in the past issued restricted shares of its common stock for share-based compensation programs. The Company measures the compensation cost with respect to restricted shares issued to employees based upon the estimated fair value of the equity instruments at the date of the grant, and is recognized as expense over the period which an employee is required to provide services in exchange for the award. The fair value of restricted stock units is based on the closing price of the Company’s common stock on the grant date. Years Ended December 31, 2016 2015 2014 Research and development $ 3,267 $ 2,248 $ 1,144 General and administrative 15,637 6,275 2,670 Total stock-based compensation expense $ 18,904 $ 8,523 $ 3,814 Years Ended December 31, 2016 2015 2014 Stock option expense $ 16,453 $ 6,752 $ 2,559 Restricted stock award expense 989 1,771 1,255 Restricted stock unit expense 1,462 - - Total stock-based compensation expense $ 18,904 $ 8,523 $ 3,814 Research and Development expenses include personnel and facility-related expenses, outside contracted services including clinical trial costs, manufacturing and process development costs, research costs and other consulting services. Research and Development costs are expensed as incurred. Nonrefundable advance payments for goods or services that will be used or rendered for future Research and Development activities are deferred and amortized over the period that the goods are delivered or the related services are performed, subject to an assessment of recoverability. Clinical development costs are a significant component of Research and Development expenses. We have a history of contracting with third parties that perform various clinical trial activities on our behalf in the ongoing development of our product candidates. The financial terms of these contracts are subject to negotiations and may vary from contract to contract and may result in uneven payment flow. We accrue and expense costs for clinical trial activities performed by third parties based upon estimates of the percentage of work completed over the life of the individual study in accordance with agreements established with contract research organizations and clinical trial sites. We determine our estimates through discussions with internal clinical personnel and outside service providers as to the progress or stage of completion of trials or services and the agreed upon fee to be paid for such services. General and administrative expenses consist primarily of salaries and other related costs, including stock-based compensation, for personnel in executive, finance, accounting, legal, investor relations, facilities, business development and human resources functions. Other significant costs include facility costs not otherwise included in research and development expenses, sublicense royalty expenses, legal fees relating to corporate matters, insurance, public company expenses relating to maintaining compliance with NASDAQ listing rules and SEC requirements, insurance and investor relations costs, and fees for accounting and consulting services. General and administrative costs are expensed as incurred, and the Company accrues for services provided by third parties related to the above expenses by monitoring the status of services provided and receiving estimates from its service providers, and adjusting its accruals as actual costs become known. The Company accounts for income taxes using the asset and liability method whereby deferred tax assets are recognized for deductible temporary differences, and deferred tax liabilities are recognized for taxable temporary differences. Temporary differences are the differences between the reported amounts of assets and liabilities and their tax bases. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment. ASC Topic 740-10-30 clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements and prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. ASC Topic 740-10-40 provides guidance on de-recognition, classification, interest and penalties, accounting in interim periods, disclosure, and transition. The Company will classify as income tax expense any interest and penalties. The Company has no material uncertain tax positions for any of the reporting periods presented. Financial instruments, which potentially subject the Company to concentrations of credit risk, consist principally of cash. The Company maintains cash balances at two financial institutions. At times, the amounts on deposit exceed the federally insured limits. Management believes that the financial institutions which hold the Company’s cash is financially sound and, accordingly, minimal credit risk exists. As of December 31, 2016 and 2015, the Company’s cash balances were in excess of insured limits maintained at the financial institutions. The Company applies the accounting standards for distinguishing liabilities from equity when determining the classification and measurement of its preferred stock. Preferred shares subject to mandatory redemption are classified as liability instruments and are measured at fair value. Conditionally redeemable preferred shares (including preferred shares that feature redemption rights that are either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the Company’s control) are classified as temporary equity. At all other times, preferred shares are classified as stockholders’ equity. The Company applies the accounting standards for derivatives and hedging and for distinguishing liabilities from equity when accounting for hybrid contracts that feature conversion options. The accounting standards require companies to bifurcate conversion options from their host instruments and account for them as free standing derivative financial instruments according to certain criteria. The criteria includes circumstances in which (i) the economic characteristics and risks of the embedded derivative instrument are not clearly and closely related to the economic characteristics and risks of the host contract, (ii) the hybrid instrument that embodies both the embedded derivative instrument and the host contract is not re-measured at fair value under otherwise applicable generally accepted accounting principles with changes in fair value reported in earnings as they occur and (iii) a separate instrument with the same terms as the embedded derivative instrument would be considered a derivative instrument. The derivative is subsequently marked to market at each reporting date based on current fair value, with the changes in fair value reported in results of operations. Conversion options that contain variable settlement features such as provisions to adjust the conversion price upon subsequent issuances of equity or equity linked securities at exercise prices more favorable than that featured in the hybrid contract generally result in their bifurcation from the host instrument. The Company also records, when necessary, deemed dividends for the intrinsic value of the conversion options embedded in preferred stock based upon the difference between the fair value of the underlying common stock at the commitment date of the transaction and the effective conversion price embedded in the preferred stock. In June 2016, the FASB issued ASU 2016-15, “Statement of Cash Flows (Topic 230), a consensus of the FASB’s Emerging Issues Task Force.” The new guidance is intended to reduce diversity in practice in how certain transactions are classified in the statement of cash flows. The ASU is effective for public companies for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. Early adoption is permitted, including interim periods within those fiscal years. An entity that elects early adoption must adopt all of the amendments in the same period. The guidance requires application using a retrospective transition method. The Company is currently evaluating the effects, if any, that the adoption of this guidance will have on the Company’s statements of cash flows. In March 2016, the FASB issued ASU No. 2016-09, Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting. This ASU identifies areas for simplification involving several aspects of accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, an option to recognize gross stock compensation expense with actual forfeitures recognized as they occur, as well as certain classifications on the statement of cash flows. This ASU will be effective for fiscal years beginning after December 15, 2016, and interim periods within those annual periods. The Company is currently evaluating the impact that the adoption of this standard will have on its financial statements. Early adoption is permitted. In February 2016, the FASB issued ASU 2016-02-Leases with fundamental changes to how entities account for leases. Lessees will need to recognize a right-of-use asset and a lease liability for virtually all of their leases (other than leases that meet the definition of a short-term lease). The liability will be equal to the present value of lease payments. The asset will be based on the liability, subject to adjustment, such as for initial direct costs. Additional disclosures for leases will also be required. The standard is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018. Early adoption is permitted. The new standard must be adopted using a modified retrospective transition, and provides for certain practical expedients. The Company is currently assessing the potential impact of this standard on its financial statements. In January 2016, the FASB issued ASU 2016-01 Financial Instruments-Overall, which address certain aspects of recognition, measurement, presentation, and disclosure of financial instruments. The amendments in this update are effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. Earlier application is permitted under specific circumstances. The Company is currently assessing the potential impact of this standard on its financial statements. In November 2015, the FASB issued ASU 2015-17, Income Taxes (Topic 740): Balance Sheet Classification of Deferred Taxes In August 2014, the FASB issued ASU No. 2014-15, “Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern” that requires management to evaluate whether there are conditions and events that raise substantial doubt about the Company’s ability to continue as a going concern within one year after the financial statements are issued on both an interim and annual basis. Management is required to provide certain footnote disclosures if it concludes that substantial doubt exists or when its plans alleviate substantial doubt about the Company’s ability to continue as a going concern. ASU 2014-15 becomes effective for annual periods ending after December 15, 2016 and for interim reporting periods thereafter. The Company adopted this ASU and it did not have a material impact on the Company’s disclosures in the footnotes to its financial statements. In May 2014, the FASB issued ASU 2014-09, “Revenue from Contracts with Customers,” which supersedes the revenue recognition requirements in Topic 605, “Revenue Recognition” and requires entities to recognize revenue in a way that depicts the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. In August 2015, the FASB issued ASU 2015-14, which defers by one year the effective date of ASU 2014-09. Accordingly, this guidance is effective for interim and annual periods beginning after December 15, 2017 with early adoption permitted for interim and annual periods beginning after December 15, 2016. In March 2016, the FASB issued ASU 2016-08 “Principal versus Agent Considerations (Reporting Revenue Gross versus Net),” which finalizes its amendments to the guidance in the new revenue standard on assessing whether an entity is a principal or an agent in a revenue transaction. This conclusion impacts whether an entity reports revenue on a gross or net basis. In April 2016, the FASB issued ASU 2016-10 “Identifying Performance Obligations and Licensing” which finalizes its amendments to the guidance in the new revenue standard regarding the identification of performance obligations and accounting for the license of intellectual property. In May 2016, the FASB issued ASU 2016-12 “Narrow-Scope Improvements and Practical Expedients” which finalizes its amendments to the guidance in the new revenue standard on collectability, noncash consideration, presentation of sales tax, and transition. In December 2016, the FASB issued ASU 2016-20, "Technical Corrections and Improvements to Topic 606, Revenue from Contracts with Customers," which continues the FASB's ongoing project to issue technical corrections and improvements to clarify the codification or correct unintended applications of guidance. The amendments are intended to make the guidance more operable and lead to more consistent application. The amendments have the same effective date and transition requirements as the new revenue recognition standard. The Company is currently evaluating the effects, if any, that the adoption of this guidance will have on the Company’s financial position, results of operations, and cash flows. The Company operates in one segment, focused on developing and commercializing ACT using autologous TIL for the treatment of metastatic melanoma and other solid cancers. Management evaluates events that have occurred after the balance sheet date but before the financial statements are issued. Based upon the review, management did not identify any recognized or non-recognized subsequent events which would have required an adjustment or disclosure in the financial statements, except as described in Note 15. Certain amounts within the balance sheets and statements of operations and stockholders’ equity for the prior periods have been reclassified to conform with the current period presentation. These reclassifications had no impact on the Company's previously reported financial position or cash flows for any of the periods presented. |
CASH AND CASH EQUIVALENTS, AND
CASH AND CASH EQUIVALENTS, AND SHORT-TERM INVESTMENTS | 12 Months Ended |
Dec. 31, 2016 | |
Cash, Cash Equivalents, and Short-term Investments [Abstract] | |
Cash, Cash Equivalents, and Short-term Investments [Text Block] | NOTE 3. CASH AND CASH EQUIVALENTS, AND SHORT-TERM INVESTMENTS As of December 31, 2016 2015 Cash - Demand deposits $ 76,071 $ 13,642 Cash equivalents - money market funds 30,646 19,945 Cash and cash equivalents total $ 106,717 $ 33,587 As of December 31, 2016 2015 Commercial paper $ 29,178 $ - Corporate debt securities 26,578 70,113 US Government agency securities 3,997 - Short-term investments total $ 59,753 $ 70,113 Gross Gross Unrealized Unrealized As of December 31, 2016 Cost Gains Losses Fair Value Money market funds $ 30,646 $ - $ - $ 30,646 Commercial paper 29,118 60 - 29,178 Corporate debt securities 26,606 1 (29) 26,578 US Government agency securities 4,000 - (3) 3,997 Total $ 90,370 $ 61 $ (32) $ 90,399 Gross Gross Unrealized Unrealized As of December 31, 2015 Cost Gains Losses Fair Value Money market funds $ 19,945 $ - $ - $ 19,945 Corporate debt securities 70,065 48 - 70,113 Total $ 90,010 $ 48 $ - $ 90,058 Amortized Cost Estimated Fair Value Less than one year $ 59,724 $ 59,753 |
BALANCE SHEET COMPONENTS
BALANCE SHEET COMPONENTS | 12 Months Ended |
Dec. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
PROPERTY AND EQUIPMENT | NOTE 4. BALANCE SHEET COMPONENTS As of December 31, 2016 2015 Lab equipment $ 2,405 $ 1,703 Leasehold improvements 1,381 853 Computer equipment 245 85 Office furniture and equipment 148 138 Construction in progress 276 - Total Property and equipment, cost 4,455 2,779 Less: Accumulated depreciation and amortization (2,081) (1,103) Property and equipment, net $ 2,374 $ 1,676 Depreciation expense for the years ended December 31, 2016, 2015 and 2014 was $ 1.0 1.0 0.1 As of December 31, 2016 2015 Accrued payroll and employee related expenses $ 1,581 $ 31 Legal and related services 927 91 Clinical related 614 89 Manufacturing related 437 290 Deferred rent 422 24 Accrued other 124 147 $ 4,105 $ 672 |
STOCKHOLDERS' EQUITY
STOCKHOLDERS' EQUITY | 12 Months Ended |
Dec. 31, 2016 | |
Stockholders' Equity Note [Abstract] | |
STOCKHOLDERS’ EQUITY | NOTE 5. STOCKHOLDERS’ EQUITY Preferred stock The Company’s articles of incorporation authorize the issuance of up to 50,000,000 17,000 11,500,000 Series A Convertible Preferred Stock A total of 17,000 1,000 2.00 The Series A Preferred Stock may, at the option of each investor, be converted into fully paid and non-assessable shares of common stock. The holders of shares of Series A Preferred Stock do not have the right to vote on matters that come before stockholders. In the event of any dissolution or winding up of the Company, proceeds shall be paid pari passu among the holders of the shares of common stock and preferred stock, pro rata based on the number of shares held by each holder. The Company may not declare, pay or set aside any dividends on shares of capital stock of the Company (other than dividends on shares of common stock payable in shares of common stock) unless the holders of the Series A Preferred Stock shall first receive an equal dividend on each outstanding share of Series A Preferred Stock. During the years ended December 31, 2016, 2015 and 2014, zero shares, 4,000 11,306 2,000,000 5,653,000 500 Series B Preferred Stock In June 2016, the Company created a new class of Preferred Stock designated as Series B Convertible Preferred Stock (the “Series B Preferred”). The rights of the Series B Preferred are set forth in the Certificate of Designation of Rights, Preferences and Privileges of Series B Preferred Stock (the “Series B Certificate of Designation”). A total of 11,500,000 4.75 4.75 Holders of the Series B Preferred are entitled to dividends on an as-if-converted basis in the same form as any dividends actually paid on shares of the Company’s Series A Preferred Stock or the Company’s common stock. So long as any Series B Preferred remains outstanding, the Company may not redeem, purchase or otherwise acquire any material amount of our Series A Preferred Stock or any junior securities. During the year ended December 31, 2016 3,421,960 3,421,960 7,946,673 2016 Private Placement On June 2, 2016, the Company entered into a securities purchase agreement with various institutional and individual accredited investors to raise gross proceeds of $ 100 9,684,000 11,368,633 4.75 4.75 The Company has also evaluated its convertible preferred stock in accordance with the provisions of ASC 815, Derivatives and Hedging, including consideration of embedded derivatives requiring bifurcation. The issuance of the convertible preferred stock could generate a beneficial conversion feature (“BCF”), which arises when a debt or equity security is issued with an embedded conversion option that is beneficial to the investor or in the money at inception because the conversion option has an effective strike price that is less than the market price of the underlying stock at the commitment date. The Company recognized the BCF by allocating the intrinsic value of the conversion option, which is the number of shares of common stock available upon conversion multiplied by the difference between the effective conversion price per share and the fair value of common stock per share on the commitment date, to additional paid-in capital, resulting in a discount on the convertible preferred stock. As the convertible preferred stock may be converted immediately, the Company recognized a BCF of $ 49.5 The Company received net proceeds of approximately $ 95.7 Warrants Weighted Weighted Average Aggregate Shares Average Remaining Intrinsic Under Exercise Contractual Value Warrants Price Life (in thousands) Outstanding at January 1, 2014 12,373,156 $ 2.51 Issued - - Exercised (1,288,730) 2.50 Expired/Cancelled - - Outstanding at December 31, 2014 11,084,426 $ 2.51 Issued - - Exercised (3,882,210) 2.50 Expired/Cancelled - - Outstanding at December 31, 2015 7,202,216 $ 2.51 Issued - - Exercised (592,132) 2.50 Expired/Cancelled (43,868) 2.50 Outstanding at December 31, 2016 6,566,216 $ 2.51 1.8 years $ 29,220 |
STOCK BASED COMPENSATION
STOCK BASED COMPENSATION | 12 Months Ended |
Dec. 31, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
STOCK OPTIONS AND WARRANTS | NOTE 6. STOCK BASED COMPENSATION Stock Plans On September 19, 2014, the Company’s Board of Directors adopted the Lion Biotechnologies, Inc. 2014 Equity Incentive Plan (the “2014 Plan”). The 2014 Plan was approved by our stockholders at the annual meeting of stockholders held in November 2014. The 2014 Plan as approved by the stockholders authorized the issuance up to an aggregate of 2,350,000 1,650,000 4,000,000 On August 16, 2016 the stockholders approved the increase the total number of shares that can be issued under the 2014 Plan by 5,000,000 4,000,000 9,000,000 3,287,743 Restricted Stock Units On June 1, 2016, the Company entered into a restricted stock unit agreement with the Company’s new Chief Executive Officer (Maria Fardis, Ph.D.) pursuant to which the Company granted Dr. Fardis 550,000 5.87 137,500 275,000 137,500 Stock-based compensation expense for RSUs is measured based on the closing fair market value of the Company's common stock on the date of grant. As of December 31, 2016, $ 1.7 1.8 During the year ended December 31, 2016 the Company recognized $ 1.5 Stock Options Weighted Weighted Average Aggregate Number Average Remaining Intrinsic of Exercise Contractual Value Options Price Life (in thousands) Outstanding at January 1, 2014 278,750 $ 23.10 Granted 1,604,127 6.58 Exercised - - Expired/Forfeited (25,000) 125.00 Outstanding at December 31, 2014 1,857,877 $ 7.31 Granted 1,171,984 8.12 Exercised (42,387) - Expired/Forfeited (294,237) 2.88 Outstanding at December 31, 2015 2,693,237 $ 8.12 Granted 4,407,983 6.86 Exercised (100,480) 6.23 Expired/Forfeited (767,590) 8.12 Outstanding at December 31, 2016 6,233,150 $ 7.24 7.3 years $ 3,719 Vested and expected to vest at December 31, 2016 6,122,663 $ 7.28 Exercisable at December 31, 2016 2,496,695 $ 7.35 4.1 years $ 1,839 Exercisable at December 31, 2015 1,099,043 $ 8.38 6.9 years $ 1,487 The total pre-tax intrinsic value of stock options exercised during the year ended December 31, 2016, 2015, and 2014 was $ 0.2 0.0 0.0 The weighted average grant date fair value for employee options granted under the Company's stock option plans during the year ended December 31, 2016, 2015, and 2014 was $ 6.78 8.77 6.66 As of December 31, 2016, $ 22.5 1.9 Years Ended December 31, 2016 2015 2014 Expected dividend yield 0% 0% 0% Risk-free interest rate 2.16 % - 1.18% 1.56% 3.00% - 2.00% Expected term (in years) 6.50 - 5.07 6.00 7.0 - 5.0 Expected volatility 213.60% - 189.40% 218.00% - 207.00% 236.00% - 218.00% Expected Dividend Yield The Company has never paid dividends and does not expect to pay dividends in the foreseeable future. Risk-Free Interest Rate The risk-free interest rate was based on the market yield currently available on United States Treasury securities with maturities approximately equal to the option’s expected term. Expected Term The expected term of the stock option grants was calculated using the “simplified” method in accordance with the SEC Staff Accounting Bulletin 107. The “simplified” method was used since the Company believes its historical data does not provide a reasonable basis upon which to estimate expected term and the Company does not have enough option exercise data from its grants issued to support its own estimate as a result of vesting terms and changes in the stock price. The “simplified” method, as permitted by the SEC, is calculated as the average of the time-to-vesting and the contractual life of the options. Expected Volatility The expected volatility is based on the historical volatility for the Company's stock over a period equal to the expected terms of the options. Forfeiture Rate The Company estimates its forfeiture rate based on an analysis of its actual forfeitures and will continue to evaluate the adequacy of the forfeiture rate based on actual forfeiture experience, analysis of employee turnover behavior, and other factors. The impact from a forfeiture rate adjustment will be recognized in full in the period of adjustment, and if the actual number of future forfeitures differs from that estimated by the Company, the Company may be required to record adjustments to stock-based compensation expense in future periods. Each of the inputs discussed above is subjective and generally requires significant management judgment. During the years ended December 31, 2016, 2015, and 2014, the Company recorded compensation costs of $ 16.5 6.8 2.6 Options Outstanding Exercisable Weighted Weighted Average Weighted Average Weighted Number of Remaining Contractual Average Exercise Aggregate Number of Remaining Contractual Average Exercise Aggregate Range of Exercise Prices Shares Life Price Per Share Intrinsic Value Shares Life Price Per Share Intrinsic Value $3.13 - $4.94 246,500 8.53 $ 4.49 $ 21,500 1.14 $ 3.97 $5.05 - $5.87 1,875,945 6.11 5.52 903,445 2.67 5.43 $6.10 - $6.70 660,009 4.01 6.3 622,007 3.73 6.3 $7.00 - $7.61 2,016,946 8.96 7.51 353,307 5.2 7.34 $8.02 - $11.05 1,424,750 8.03 9.46 587,436 6.03 10.12 $85.61 - $117 9,000 4.72 99.12 9,000 4.72 99.12 6,233,150 7.34 $ 7.24 $ 3,719 2,496,695 4.08 $ 7.35 $ 1,839 Restricted Common Stock Awards Weighted Average Number Grant Date of Shares Fair Value Non-vested shares, January 1, 2014 - $ - Granted 782,500 7.04 Vested - - Forfeited - - Non-vested shares, December 31, 2014 782,500 $ 7.04 Granted 15,000 8.44 Vested (284,748) 4.31 Forfeited (191,500) 6.81 Non-vested shares, December 31, 2015 321,252 $ 6.96 Granted - - Vested (274,167) 6.90 Forfeited (40,001) 7.02 Non-vested shares, December 31, 2016 7,084 $ 6.48 During the years ended December 31, 2016, 2015, and 2014, the Company recorded compensation costs of $ 1.0 1.8 1.3 0.0 0.61 |
EMPLOYEE BENEFIT PLAN
EMPLOYEE BENEFIT PLAN | 12 Months Ended |
Dec. 31, 2016 | |
Compensation and Retirement Disclosure [Abstract] | |
Compensation and Employee Benefit Plans [Text Block] | NOTE.7 EMPLOYEE BENEFIT PLAN The Company maintains a defined contribution plan covering substantially all U.S. employees under Section 401(k) of the Internal Revenue Code. The Company's matching contribution to the plan was $ 0.1 0.0 0.0 |
SEPARATION AGREEMENTS
SEPARATION AGREEMENTS | 12 Months Ended |
Dec. 31, 2016 | |
Restructuring and Related Activities [Abstract] | |
Separation Agreements Disclosure [Text Block] | NOTE 8. SEPARATION AGREEMENTS In June 2016, we entered into a separation agreement with Dr. Elma Hawkins, our former Chief Executive Officer. Under the terms of the agreement, Dr. Hawkins vesting was accelerated on certain outstanding options and she was entitled to receive a severance payment of approximately $ 0.5 5.0 In July 2016, Molly Henderson, the former Chief Financial Officer provided the Company’s Board of Directors with written notice under her Employment Agreement, dated June 5, 2015, that she would terminate her employment with the Company for “good reason” effective August 16, 2016. In connection with this event all unvested options were accelerated she received a severance payment of approximately $ 0.4 4.5 |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | NOTE 9. INCOME TAXES As of December 31, 2016 2015 Deferred income tax asset: Net operating loss carry forward $ 23,912 $ 11,649 Stock-based compensation 9,562 4,064 Tax credit carryforwards 8,167 3,736 Reserves and accruals 139 146 Deferred tax asssets before valuation allowance 41,780 19,595 Less: valuation allowance (41,402) (19,346) Net deferred income tax assets 378 249 Deferred tax liabilities: Depreciation and amortization (378) (249) Net Deferred tax assets (liabilities) $ - $ - Years ended December 31, 2016 2015 2014 Federal Statutory tax rate (34) % (34) % (34) % Orphan Drug & Research credits (8) (12) (3) Permanent and Other differences 4 10 6 State tax, net of federal benefit (4) (5) (5) (42) % (41) % (36) % Valuation allowance 42 % 41 % 36 % Effective tax rate - % - % - % Years ended December 31, 2016 2015 2014 Federal: Current $ - $ - $ - Deferred (19,050) (9,724) (3,153) State and Local Current - - - Deferred (3,007) (1,887) (1,158) Change in Valuation Allowance 22,057 11,611 4,311 Total income tax expense (benefit) $ - $ - $ - The Company has U.S. federal net operating loss carryovers (NOLs) of approximately $ 62.0 30.0 12.0 2027 2036 2.8 The Company’s utilization of net operating loss (“NOL”) carryforwards is subject to an annual limitation due to ownership changes that have occurred previously or that could occur in the future as provided in Section 382 of the Internal Revenue Code, as well as similar state provisions. Section 382 limits the utilization of NOLs when there is a greater than 50% change of ownership as determined under the regulations. Since its formation, the Company has raised capital through the issuance of capital stock and various convertible instruments which, combined with the purchasing shareholders’ subsequent disposition of these shares, has resulted in an ownership change as defined by Section 382, and also could result in an ownership change in the future upon subsequent disposition. In assessing the realization of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon future generation for taxable income during the periods in which temporary differences representing net future deductible amounts become deductible. Management considers the scheduled reversal of deferred tax liabilities, projected future taxable income and tax planning strategies in making this assessment. After consideration of all the information available, management believes that significant uncertainty exists with respect to future realization of the deferred tax assets and has therefore established a full valuation allowance. For the years ended December 31, 2016, 2015 and 2014, the change in the valuation allowance was approximately $ 22.1 11.6 4.3 The Company evaluated the provisions of ASC 740 related to the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements. ASC 740 prescribes a comprehensive model for how a company should recognize, present, and disclose uncertain positions that the company has taken or expects to take in its tax return. For those benefits to be recognized, a tax position must be more-likely-than-not to be sustained upon examination by taxing authorities. Differences between tax positions taken or expected to be taken in a tax return and the net benefit recognized and measured pursuant to the interpretation are referred to as “unrecognized benefits.” A liability is recognized (or amount of net operating loss carry forward or amount of tax refundable is reduced) for unrecognized tax benefit because it represents an enterprise’s potential future obligation to the taxing authority for a tax position that was not recognized as a result of applying the provisions of ASC 740. If applicable, interest costs related to the unrecognized tax benefits are required to be calculated and would be classified as “Other Income (Expense)” in the statement of operations. Penalties would be recognized as a component of “General and Administrative Expenses” in the statement of operations. No interest or penalties on unpaid tax were recorded during the years ended December 31, 2016, 2015 and 2014, respectively. As of December 31, 2016 and 2015, no liability for unrecognized tax benefits was required to be reported. The Company does not expect any significant changes in its unrecognized tax benefits in the next year. The Company files tax returns in the U.S. federal and state jurisdictions and is subject to examination by tax authorities beginning with the year ended December 31, 2013 and December 31, 2012, respectively. |
LICENSES AND AGREEMENTS
LICENSES AND AGREEMENTS | 12 Months Ended |
Dec. 31, 2016 | |
Licenses And Agreements [Abstract] | |
Licenses And Agreements Disclosure [Text Block] | NOTE 10. LICENSES AND AGREEMENTS National Institutes of Health (NIH) and the National Cancer Institute (NCI) Cooperative Research and Development Agreement (CRADA) In August 2011, the Company signed a five-year CRADA with the NCI to work with Dr. Steven Rosenberg on developing adoptive cell immunotherapies that are designed to destroy metastatic melanoma cells using a patient’s tumor infiltrating lymphocytes. In January 2015, the Company executed an amendment (the “Amendment”) to the CRADA to include four new indications. As amended, in addition to metastatic melanoma, the CRADA included the development of TIL therapy for the treatment of patients with bladder, lung, triple-negative breast, and HPV-associated cancers. In August 2016, the NCI and the Company entered into a second amendment to the CRADA. The principal changes effected by the second amendment included (i) extending the term of the CRADA by another five years to August 2021, and (ii) modifying the focus on the development of unmodified TIL as a stand-alone therapy or in combination with FDA-licensed products and commercially available reagents routinely used for adoptive cell therapy. The parties will continue the development of improved methods for the generation and selection of TIL with anti-tumor reactivity in metastatic melanoma, bladder, lung, breast, and HPV-associated cancers. Pursuant to the terms of the CRADA, we are currently required to make quarterly payments of $ 0.5 five 1.8 2.0 1.0 Patent License Agreement Related to the Development and Manufacture of TIL Effective October 5, 2011, the Company entered into a Patent License Agreement with the National Institutes of Health, an agency of the United States Public Health Service within the Department of Health and Human Services (NIH), which Patent License Agreement was subsequently amended on February 9, 2015 and October 2, 2015. Pursuant to the License Agreement as amended, the NIH granted the Company licenses, including exclusive, co-exclusive, and non-exclusive licenses, to certain technologies relating to autologous tumor infiltrating lymphocyte adoptive cell therapy products for the treatment of metastatic melanoma, lung, breast, bladder and HPV-positive cancers. The Patent License Agreement requires the Company to pay royalties based on a percentage of net sales (which percentage is in the mid-single digits), a percentage of revenues from sublicensing arrangements, and lump sum benchmark royalty payments on the achievement of certain clinical and regulatory milestones for each of the various indications and other direct costs incurred by the NIH pursuant to the agreement. Exclusive Patent License Agreement Related to TIL Selection On February 10, 2015, the Company entered into an Exclusive Patent License Agreement with the NIH under which the Company received an exclusive license to the NIH’s rights to patent-pending technologies related to methods for improving adoptive cell therapy through more potent and efficient production of TIL from melanoma tumors by selecting for T-cell populations that express various inhibitory receptors. Unless terminated sooner, the license shall remain in effect until the last licensed patent right expires. In consideration for the exclusive rights granted under the Exclusive Patent License Agreement, the Company agreed to pay the NIH a non-refundable upfront licensing fee in the amount of $ 0.8 0.4 0.4 H. Lee Moffitt Cancer Center Research Collaboration Agreement with Moffitt In September 2014, we entered into a research collaboration agreement with Moffitt to jointly engage in transitional research and development of adoptive tumor-infiltrating lymphocyte cell therapy with improved anti-tumor properties and process. In December 2016, we entered into a new three-year Sponsored Research Agreement with Moffitt. At the same time, we entered into a Clinical Grant Agreement with Moffitt to support an ongoing clinical trial at Moffitt that combines TIL therapy with Opdivo® (nivolumab) for the treatment of patients with metastatic melanoma. Exclusive License Agreement with Moffitt The Company entered into a license agreement with Moffitt (the “Moffitt License Agreement”), effective as of June 28, 2014, under which the Company received a world-wide license to Moffitt’s rights to patent-pending technologies related to methods for improving tumor-infiltrating lymphocytes for adoptive cell therapy. Unless earlier terminated, the term of the license extends until the earlier of the expiration of the last patent related to the licensed technology or 20 years after the effective date of the license agreement. Pursuant to the Moffitt License Agreement, the Company paid an upfront licensing fee in the amount of $ 0.1 0.7 0.7 0.4 PolyBioCept, AB and Karolinska University Hospital PolyBioCept, AB - Exclusive and Co-Exclusive License Agreement On September 14, 2016, the Company entered into an Exclusive and Co-Exclusive License Agreement (the “PolyBioCept Agreement”) with PolyBioCept AB, a corporation organized under the laws of Sweden (“PolyBioCept”). PolyBioCept has filed two patent applications with claims related to a cytokine cocktail for use in expansion of lymphocytes. Under the PolyBioCept Agreement, the Company received the exclusive right and license to PolyBioCept’s intellectual property to develop, manufacture, market and genetically engineer tumor infiltrating lymphocytes (TIL) produced by expansion, selection and enrichment using a cytokine cocktail. The Company also received a co-exclusive license (with PolyBioCept) to develop, manufacture and market genetically engineered TIL under the same intellectual property. The licenses are for the use in all cancers and are worldwide in scope, with the exception that the uses in melanoma are not included for certain countries of the former Soviet Union. The Company paid PolyBioCept a total of $ 2.5 8.7 2,219,376 0.2 0.1 0.2 30 2.7 2.5 Karolinska University Hospital - Clinical Trials Agreement In connection with the execution of the PolyBioCept Agreement, the Company also (i) entered into a clinical trials agreement with the Karolinska University Hospital to conduct clinical trials in glioblastoma and pancreatic cancer at the Karolinska University Hospital, and (ii) agreed to enter into a sponsored research agreement with the Karolinska Institute for the research of the cytokine cocktail in additional indications. The Company agreed to enter into the sponsored research agreement within 90 days after the date of the PolyBioCept Agreement. Failure to do so will give PolyBioCept the right to terminate the PolyBioCept Agreement (and to return $ 2.2 2.6 1.6 0.1 Medimmune In December 2015, the Company entered into a collaboration to conduct clinical and preclinical research in immuno-oncology with MedImmune, the global biologics research and development arm of AstraZeneca. Under the terms of the agreement, the Company will fund and conduct two Phase 2a clinical trials combining MedImmune's investigational PD-L1 inhibitor durvalumab with TIL for the treatment of patients with metastatic melanoma, and head and neck cancer. MedImmune will supply durvalumab for the clinical trials. The purpose of the studies is to establish a dosing regimen for this combination therapy and assess its safety and efficacy. Preclinical research under the agreement will focus on identifying and evaluating therapeutically effective combinations of MedImmune's checkpoint antibodies, using TIL as an in vitro model of the tumor microenvironment. The research will be funded by MedImmune and conducted by Lion. WuXi Apptech, Inc. (“WuXi”) In November 2016, the Company entered into that a three-year manufacturing and services agreement with WuXi pursuant to which WuXi agreed to provide manufacturing and other services. Under the agreement, the Company entered into two statements of work for two cGMP manufacturing suites to be established and operated by WuXi for Lion, one of which is expected to be capable of being used for the commercial manufacture of our products. The fee payable under the first statement of work for the use of one of the manufacturing suites during the first year of the agreement, including the fees for the necessary personnel, is $ 2.5 5.85 2.4 0.0 |
COMMITTMENTS AND CONTINGENCIES
COMMITTMENTS AND CONTINGENCIES | 12 Months Ended |
Dec. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies Disclosure [Text Block] | NOTE 11. COMMITTMENTS AND CONTINGENCIES Facilities Leases Tampa Lease In December 2014, the Company commenced a five-year non-cancellable operating lease with the University of South Florida Research Foundation for a 5,115 In April 2015, the Company amended the original lease agreement to increase the rentable space to 6,043 8,673 San Carlos Lease On August 4, 2016, the Company entered into an agreement to lease 8,733 54 2.1 New York Lease The Company leases office space in New York for a monthly rental of approximately $ 18,000 The Company recognizes rental expense on the facilities on a straight-line basis over the lease term. Differences between the straight line rent expense and rent payments are classified as deferred rent liability on the balance sheet. As of December 31, 2016, the Company's future minimum lease payments under non-cancelable operating leases are as follows (in thousands): Year Amount 2017 $ 779 2018 699 2019 700 2020 495 2021 169 $ 2,842 Rent expense for the year ended December 31, 2016, 2015, and 2014 was $ 0.7 0.3 0.1 Purchase Commitments The Company had non-cancelable purchase obligations for approximately $ 9.8 0.0 |
LEGAL PROCEEDINGS
LEGAL PROCEEDINGS | 12 Months Ended |
Dec. 31, 2016 | |
Loss Contingency [Abstract] | |
LEGAL PROCEEDINGS | NOTE 12. LEGAL PROCEEDINGS SEC Settlement. On April 23, 2014, the Company received a subpoena from the SEC that stated that the staff of the SEC was conducting an investigation then designated as “ In the Matter of Galena Biopharma, Inc. In the Matter of Certain Stock Promotions In order to resolve this matter, in December 2016, the Company submitted an offer of settlement to the SEC under which the Company offered to (i) consent to the entry of an order requiring the Company to cease and desist from any future violations of Sections 5(b), 17(a), and 17(b) of the Securities Act of 1933 and Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder, without admitting or denying any allegations, and (ii) pay $100,000 as a financial penalty. The proposed settlement is contingent upon reaching a final agreement with the SEC and obtaining the approval of the Commissioners of the SEC, neither of which can be assured. Solomon Capital, LLC. On April 8, 2016, a lawsuit titled Solomon Capital, LLC, Solomon Capital 401(K) Trust, Solomon Sharbat and Shelhav Raff against Lion Biotechnologies, Inc. was filed by Solomon Capital, LLC, Solomon Capital 401(k) Trust, Solomon Sharbat and Shelhav Raff against the Company in the Supreme Court of the State of New York County of New York (index no. 651881/2016). The plaintiffs allege that, between June and November 2012 they provided to the Company $ 0.1 0.2 0.2 111,425 1.5 On June 3, 2016, the Company filed an answer and counterclaims in the lawsuit. In its counterclaims, the Company alleges that the plaintiffs misrepresented their qualifications to assist it in fundraising and that they failed to disclose that they were under investigation for securities laws violations. The Company is seeking damages in an amount exceeding $ 0.5 Other Matters. During the second quarter of 2016, warrants representing 128,500 128,500 128,500 The Company may be involved, from time to time, in legal proceedings and claims arising in the ordinary course of its business. Such matters are subject to many uncertainties and outcomes are not predictable with assurance. The Company accrues amounts, to the extent they can be reasonably estimated, that it believes are adequate to address any liabilities related to legal proceedings and other loss contingencies that the Company believes will result in a probable loss. While there can be no assurances as to the ultimate outcome of any legal proceeding or other loss contingency involving the Company, management does not believe any pending matter will be resolved in a manner that would have a material adverse effect on the Company’s financial position, results of operations or cash flows. |
QUARTERLY UNAUDITED RESULTS
QUARTERLY UNAUDITED RESULTS | 12 Months Ended |
Dec. 31, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Financial Information [Text Block] | NOTE 13. QUARTERLY UNAUDITED RESULTS 2016 2015 (in thousands, except per share information) Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Revenue $ - $ - $ - $ - $ - $ - $ - $ - Net loss attributable to common stockholders $ (6,884) $ (11,563) $ (68,212) $ (15,689) $ (5,298) $ (6,367) $ (7,635) $ (8,360) Net loss per share, basic and diluted $ (0.14) $ (0.23) $ (1.15) $ (0.25) $ (0.14) $ (0.14) $ (0.16) $ (0.17) Weighted average shares used in computing net loss per share, basic and diluted 48,548 51,082 59,113 62,130 37,679 45,082 47,272 47,912 |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 12 Months Ended |
Dec. 31, 2016 | |
Related Party Transactions [Abstract] | |
Related Party Transactions Disclosure [Text Block] | NOTE 14. RELATED PARTY TRANSACTIONS Sanford J. Hillsberg, one of the Company’s directors, is an attorney at TroyGould PC. TroyGould PC rendered and continues to render legal services to the Company. The Company paid TroyGould PC $ 0.8 0.7 0.3 0.1 0.0 |
SUBSEQUENT EVENT
SUBSEQUENT EVENT | 12 Months Ended |
Dec. 31, 2016 | |
Subsequent Events [Abstract] | |
Subsequent Events [Text Block] | NOTE 15. SUBSEQUENT EVENT In January 2017 the Company formed Lion Biotechnologies GmbH, a wholly owned subsidiary of Lion Biotechnologies, Inc., a Company domiciled in Switzerland and governed by the laws and regulations of Switzerland. |
SUMMARY OF SIGNIFICANT ACCOUN23
SUMMARY OF SIGNIFICANT ACCOUNTING PRACTICES (Policies) | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
Cash and Cash Equivalents | Cash and Cash Equivalents All highly liquid investments purchased with an original maturity date of three months or less that are readily convertible into cash and have an insignificant interest rate risk are considered to be cash equivalents. |
Short-term Investments | Short-term Investments The Company's short-term investments are classified as “available-for-sale”. The Company includes these investments in current assets and carries them at fair value. Unrealized gains and losses on available-for-sale securities are included in accumulated other comprehensive income (loss). The amortized cost of debt securities is adjusted for the amortization of premiums and accretion of discounts to maturity. Such amortization is included in interest income. Gains and losses on securities sold are recorded based on the specific identification method and are included in interest income in the statement of operations. We have not incurred any realized gains or losses from sales of securities to date. Management assesses whether declines in the fair value of short-term investments are other than temporary. If the decline is judged to be other than temporary, the cost basis of the individual security is written down to fair value and the amount of the write down is included in the statement of operations within other expense, net. In determining whether a decline is other than temporary, management considers various factors including the length of time and the extent to which the market value has been less than cost, the financial condition and near-term prospects of the issuer and the Company's intent and ability to retain its investment in the issuer for a period of time sufficient to allow for any anticipated recovery in market value. To date, the Company has not recorded any impairment charges on short-term investments related to other-than-temporary declines in market value. At December 31, 2016, the Company’s short-term investments were invested in short-term fixed income debt securities and notes of domestic and foreign high credit issuers and in money market funds. The Company’s investment policy limits investments to certain types of instruments such as certificates of deposit, money market instruments, obligations issued by the U.S. government and U.S. government agencies as well as corporate debt securities, and places restrictions on maturities and concentration by type and issuer. |
Property and Equipment | Property and Equipment, net Property and equipment is stated at cost, net of accumulated depreciation and amortization. The cost of property and equipment is depreciated or amortized on the straight-line method over the following estimated useful lives: Computer equipment 2 Office furniture and equipment 5 Lab equipment 2 5 Leasehold improvements Expenditures for maintenance and repairs are charged to operations as incurred while renewals and betterments are capitalized. Gains and losses on disposals are included within operating expenses in the statements of operations. Management assesses the carrying value of property and equipment whenever events or changes in circumstances indicate that the carrying value may not be recoverable. If there is indication of impairment, management prepares an estimate of future cash flows expected to result from the use of the asset and its eventual disposition. If these cash flows are less than the carrying amount of the asset, an impairment loss is recognized to write down the asset to its estimated fair value. For the years ended December 31, 2016, 2015 and 2014, the Company did not recognize any impairments for its property and equipment. |
Fair value of financial instruments | Fair value of financial instruments Cash and cash equivalents and short-term investments are carried at fair value. As of December 31, 2016 and 2015, the Company had no liabilities measured at fair value. |
Loss per Share | Loss per Share Basic net loss per share is computed using the weighted average number of common shares outstanding during the period. Diluted net loss per share is computed using the weighted average number of shares of common stock outstanding during the period increased to include the number of additional shares of common stock that would have been outstanding if the potentially dilutive securities had been issued. As of December 31, 2016 2015 2014 Stock options 6,233,150 2,693,237 1,857,877 Warrants 6,566,216 7,202,216 11,084,426 Series A Convertible Preferred* 847,000 847,000 2,847,000 Series B Convertible Preferred* 7,946,673 - - Restricted stock awards 7,084 321,252 782,500 Restricted stock units 550,000 - - 22,150,123 11,063,705 16,571,803 * on an as-converted basis |
Fair Value Measurements | Fair Value Measurements Under Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC) 820, Fair Value Measurements and Disclosures, fair value is defined as the price at which an asset could be exchanged or a liability transferred in a transaction between knowledgeable, willing parties in the principal or most advantageous market for the asset or liability. Where available, fair value is based on observable market prices or parameters or derived from such prices or parameters. Where observable prices or parameters are not available, valuation models are applied. Assets and liabilities recorded at fair value in our financial statements are categorized based upon the level of judgment associated with the inputs used to measure their fair value. Hierarchical levels directly related to the amount of subjectivity associated with the inputs to fair valuation of these assets and liabilities, are as follows: Level 1Inputs are unadjusted, quoted prices in active markets for identical assets at the reporting date. Active markets are those in which transactions for the asset or liability occur in sufficient frequency and volume to provide pricing information on an ongoing basis. Level 2Are inputs, other than quoted prices included in Level 1, that are either directly or indirectly observable for the asset or liability through correlation with market data at the reporting date and for the duration of the instrument’s anticipated life. The fair valued assets we hold that are generally assessed under Level 2 are corporate bonds and commercial paper. We utilize third party pricing services in developing fair value measurements where fair value is based on valuation methodologies such as models using observable market inputs, including benchmark yields, reported trades, broker/dealer quotes, bids, offers and other reference data. We use quotes from external pricing service providers and other on-line quotation systems to verify the fair value of investments provided by our third party pricing service providers. We review independent auditor’s reports from our third party pricing service providers particularly regarding the controls over pricing and valuation of financial instruments and ensure that our internal controls address certain control deficiencies, if any, and complementary user entity controls are in place. Level 3Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities and which reflect management’s best estimate of what market participants would use in pricing the asset or liability at the reporting date. Consideration is given to the risk inherent in the valuation technique and the risk inherent in the inputs to the model. We do not have fair valued assets classified under Level 3. Assets at Fair Value as of December 31, 2016 Level 1 Level 2 Level 3 Total Commercial paper $ - $ 29,178 $ - $ 29,178 Corporate debt securities - 26,578 - 26,578 US Government agency securities - 3,997 - 3,997 Total $ - $ 59,753 $ - $ 59,753 Assets at Fair Value as of December 31, 2015 Level 1 Level 2 Level 3 Total Corporate debt securities $ - $ 70,113 $ - $ 70,113 Total $ - $ 70,113 $ - $ 70,113 |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America |
Stock-Based Compensation | Stock-Based Compensation The Company periodically grants stock options and warrants to employees and non-employees in non-capital raising transactions as compensation for services rendered. The Company accounts for stock option grants to employees based on the authoritative guidance provided by the FASB where the value of the award is measured on the date of grant and recognized over the vesting period. The Company accounts for stock option grants to non-employees in accordance with the authoritative guidance of the FASB where the value of the stock compensation is determined based upon the measurement date at either a) the date at which a performance commitment is reached, or b) at the date at which the necessary performance to earn the equity instruments is complete. Non-employee stock-based compensation charges generally are amortized over the vesting period on a straight-line basis. In certain circumstances where there are no future performance requirements by the non-employee, option grants are immediately vested and the total stock-based compensation charge is recorded in the period of the measurement date. The fair value of the Company's common stock option grants is estimated using a Black-Scholes option pricing model, which uses certain assumptions related to risk-free interest rates, expected volatility, expected life of the common stock options, and future dividends. Compensation expense is recorded based upon the value derived from the Black-Scholes option pricing model, and based on actual experience. The assumptions used in the Black-Scholes option pricing model could materially affect compensation expense recorded in future periods. The Company has in the past issued restricted shares of its common stock for share-based compensation programs. The Company measures the compensation cost with respect to restricted shares issued to employees based upon the estimated fair value of the equity instruments at the date of the grant, and is recognized as expense over the period which an employee is required to provide services in exchange for the award. The fair value of restricted stock units is based on the closing price of the Company’s common stock on the grant date. Years Ended December 31, 2016 2015 2014 Research and development $ 3,267 $ 2,248 $ 1,144 General and administrative 15,637 6,275 2,670 Total stock-based compensation expense $ 18,904 $ 8,523 $ 3,814 Years Ended December 31, 2016 2015 2014 Stock option expense $ 16,453 $ 6,752 $ 2,559 Restricted stock award expense 989 1,771 1,255 Restricted stock unit expense 1,462 - - Total stock-based compensation expense $ 18,904 $ 8,523 $ 3,814 |
Research and Development | Research and Development Expenses Research and Development expenses include personnel and facility-related expenses, outside contracted services including clinical trial costs, manufacturing and process development costs, research costs and other consulting services. Research and Development costs are expensed as incurred. Nonrefundable advance payments for goods or services that will be used or rendered for future Research and Development activities are deferred and amortized over the period that the goods are delivered or the related services are performed, subject to an assessment of recoverability. Clinical development costs are a significant component of Research and Development expenses. We have a history of contracting with third parties that perform various clinical trial activities on our behalf in the ongoing development of our product candidates. The financial terms of these contracts are subject to negotiations and may vary from contract to contract and may result in uneven payment flow. We accrue and expense costs for clinical trial activities performed by third parties based upon estimates of the percentage of work completed over the life of the individual study in accordance with agreements established with contract research organizations and clinical trial sites. We determine our estimates through discussions with internal clinical personnel and outside service providers as to the progress or stage of completion of trials or services and the agreed upon fee to be paid for such services. |
General and Administrative Expenses | General and Administrative Expenses General and administrative expenses consist primarily of salaries and other related costs, including stock-based compensation, for personnel in executive, finance, accounting, legal, investor relations, facilities, business development and human resources functions. Other significant costs include facility costs not otherwise included in research and development expenses, sublicense royalty expenses, legal fees relating to corporate matters, insurance, public company expenses relating to maintaining compliance with NASDAQ listing rules and SEC requirements, insurance and investor relations costs, and fees for accounting and consulting services. General and administrative costs are expensed as incurred, and the Company accrues for services provided by third parties related to the above expenses by monitoring the status of services provided and receiving estimates from its service providers, and adjusting its accruals as actual costs become known. |
Income taxes | Income taxes The Company accounts for income taxes using the asset and liability method whereby deferred tax assets are recognized for deductible temporary differences, and deferred tax liabilities are recognized for taxable temporary differences. Temporary differences are the differences between the reported amounts of assets and liabilities and their tax bases. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment. ASC Topic 740-10-30 clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements and prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. ASC Topic 740-10-40 provides guidance on de-recognition, classification, interest and penalties, accounting in interim periods, disclosure, and transition. The Company will classify as income tax expense any interest and penalties. The Company has no material uncertain tax positions for any of the reporting periods presented. |
Concentrations | Concentrations Financial instruments, which potentially subject the Company to concentrations of credit risk, consist principally of cash. The Company maintains cash balances at two financial institutions. At times, the amounts on deposit exceed the federally insured limits. Management believes that the financial institutions which hold the Company’s cash is financially sound and, accordingly, minimal credit risk exists. As of December 31, 2016 and 2015, the Company’s cash balances were in excess of insured limits maintained at the financial institutions. |
Preferred Stock | Preferred Stock The Company applies the accounting standards for distinguishing liabilities from equity when determining the classification and measurement of its preferred stock. Preferred shares subject to mandatory redemption are classified as liability instruments and are measured at fair value. Conditionally redeemable preferred shares (including preferred shares that feature redemption rights that are either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the Company’s control) are classified as temporary equity. At all other times, preferred shares are classified as stockholders’ equity. |
Convertible Instruments | Convertible Instruments The Company applies the accounting standards for derivatives and hedging and for distinguishing liabilities from equity when accounting for hybrid contracts that feature conversion options. The accounting standards require companies to bifurcate conversion options from their host instruments and account for them as free standing derivative financial instruments according to certain criteria. The criteria includes circumstances in which (i) the economic characteristics and risks of the embedded derivative instrument are not clearly and closely related to the economic characteristics and risks of the host contract, (ii) the hybrid instrument that embodies both the embedded derivative instrument and the host contract is not re-measured at fair value under otherwise applicable generally accepted accounting principles with changes in fair value reported in earnings as they occur and (iii) a separate instrument with the same terms as the embedded derivative instrument would be considered a derivative instrument. The derivative is subsequently marked to market at each reporting date based on current fair value, with the changes in fair value reported in results of operations. Conversion options that contain variable settlement features such as provisions to adjust the conversion price upon subsequent issuances of equity or equity linked securities at exercise prices more favorable than that featured in the hybrid contract generally result in their bifurcation from the host instrument. The Company also records, when necessary, deemed dividends for the intrinsic value of the conversion options embedded in preferred stock based upon the difference between the fair value of the underlying common stock at the commitment date of the transaction and the effective conversion price embedded in the preferred stock. |
Recent Accounting Pronouncements | Recent Accounting Standards In June 2016, the FASB issued ASU 2016-15, “Statement of Cash Flows (Topic 230), a consensus of the FASB’s Emerging Issues Task Force.” The new guidance is intended to reduce diversity in practice in how certain transactions are classified in the statement of cash flows. The ASU is effective for public companies for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. Early adoption is permitted, including interim periods within those fiscal years. An entity that elects early adoption must adopt all of the amendments in the same period. The guidance requires application using a retrospective transition method. The Company is currently evaluating the effects, if any, that the adoption of this guidance will have on the Company’s statements of cash flows. In March 2016, the FASB issued ASU No. 2016-09, Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting. This ASU identifies areas for simplification involving several aspects of accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, an option to recognize gross stock compensation expense with actual forfeitures recognized as they occur, as well as certain classifications on the statement of cash flows. This ASU will be effective for fiscal years beginning after December 15, 2016, and interim periods within those annual periods. The Company is currently evaluating the impact that the adoption of this standard will have on its financial statements. Early adoption is permitted. In February 2016, the FASB issued ASU 2016-02-Leases with fundamental changes to how entities account for leases. Lessees will need to recognize a right-of-use asset and a lease liability for virtually all of their leases (other than leases that meet the definition of a short-term lease). The liability will be equal to the present value of lease payments. The asset will be based on the liability, subject to adjustment, such as for initial direct costs. Additional disclosures for leases will also be required. The standard is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018. Early adoption is permitted. The new standard must be adopted using a modified retrospective transition, and provides for certain practical expedients. The Company is currently assessing the potential impact of this standard on its financial statements. In January 2016, the FASB issued ASU 2016-01 Financial Instruments-Overall, which address certain aspects of recognition, measurement, presentation, and disclosure of financial instruments. The amendments in this update are effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. Earlier application is permitted under specific circumstances. The Company is currently assessing the potential impact of this standard on its financial statements. In November 2015, the FASB issued ASU 2015-17, Income Taxes (Topic 740): Balance Sheet Classification of Deferred Taxes In August 2014, the FASB issued ASU No. 2014-15, “Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern” that requires management to evaluate whether there are conditions and events that raise substantial doubt about the Company’s ability to continue as a going concern within one year after the financial statements are issued on both an interim and annual basis. Management is required to provide certain footnote disclosures if it concludes that substantial doubt exists or when its plans alleviate substantial doubt about the Company’s ability to continue as a going concern. ASU 2014-15 becomes effective for annual periods ending after December 15, 2016 and for interim reporting periods thereafter. The Company adopted this ASU and it did not have a material impact on the Company’s disclosures in the footnotes to its financial statements. In May 2014, the FASB issued ASU 2014-09, “Revenue from Contracts with Customers,” which supersedes the revenue recognition requirements in Topic 605, “Revenue Recognition” and requires entities to recognize revenue in a way that depicts the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. In August 2015, the FASB issued ASU 2015-14, which defers by one year the effective date of ASU 2014-09. Accordingly, this guidance is effective for interim and annual periods beginning after December 15, 2017 with early adoption permitted for interim and annual periods beginning after December 15, 2016. In March 2016, the FASB issued ASU 2016-08 “Principal versus Agent Considerations (Reporting Revenue Gross versus Net),” which finalizes its amendments to the guidance in the new revenue standard on assessing whether an entity is a principal or an agent in a revenue transaction. This conclusion impacts whether an entity reports revenue on a gross or net basis. In April 2016, the FASB issued ASU 2016-10 “Identifying Performance Obligations and Licensing” which finalizes its amendments to the guidance in the new revenue standard regarding the identification of performance obligations and accounting for the license of intellectual property. In May 2016, the FASB issued ASU 2016-12 “Narrow-Scope Improvements and Practical Expedients” which finalizes its amendments to the guidance in the new revenue standard on collectability, noncash consideration, presentation of sales tax, and transition. In December 2016, the FASB issued ASU 2016-20, "Technical Corrections and Improvements to Topic 606, Revenue from Contracts with Customers," which continues the FASB's ongoing project to issue technical corrections and improvements to clarify the codification or correct unintended applications of guidance. The amendments are intended to make the guidance more operable and lead to more consistent application. The amendments have the same effective date and transition requirements as the new revenue recognition standard. The Company is currently evaluating the effects, if any, that the adoption of this guidance will have on the Company’s financial position, results of operations, and cash flows. |
Segment reporting | Segment reporting The Company operates in one segment, focused on developing and commercializing ACT using autologous TIL for the treatment of metastatic melanoma and other solid cancers. |
Subsequent Events | Subsequent Events Management evaluates events that have occurred after the balance sheet date but before the financial statements are issued. Based upon the review, management did not identify any recognized or non-recognized subsequent events which would have required an adjustment or disclosure in the financial statements, except as described in Note 15. |
Reclassifications | Reclassifications Certain amounts within the balance sheets and statements of operations and stockholders’ equity for the prior periods have been reclassified to conform with the current period presentation. These reclassifications had no impact on the Company's previously reported financial position or cash flows for any of the periods presented. |
SUMMARY OF SIGNIFICANT ACCOUN24
SUMMARY OF SIGNIFICANT ACCOUNTING PRACTICES (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | At December 31, 2016, 2015 and 2014, the following outstanding common stock equivalents have been excluded from the calculation of net loss per share because their impact would be anti-dilutive. As of December 31, 2016 2015 2014 Stock options 6,233,150 2,693,237 1,857,877 Warrants 6,566,216 7,202,216 11,084,426 Series A Convertible Preferred* 847,000 847,000 2,847,000 Series B Convertible Preferred* 7,946,673 - - Restricted stock awards 7,084 321,252 782,500 Restricted stock units 550,000 - - 22,150,123 11,063,705 16,571,803 |
Schedule of Assets Measured at Fair Value | Financial assets measured at fair value on a recurring basis are categorized in the tables below based upon the lowest level of significant input to the valuations (in thousands): Assets at Fair Value as of December 31, 2016 Level 1 Level 2 Level 3 Total Commercial paper $ - $ 29,178 $ - $ 29,178 Corporate debt securities - 26,578 - 26,578 US Government agency securities - 3,997 - 3,997 Total $ - $ 59,753 $ - $ 59,753 Assets at Fair Value as of December 31, 2015 Level 1 Level 2 Level 3 Total Corporate debt securities $ - $ 70,113 $ - $ 70,113 Total $ - $ 70,113 $ - $ 70,113 |
Schedule of Stock-Based Compensation | Total stock-based compensation expense related to all of our stock-based awards was recorded on the statements of operations as follows (in thousands): Years Ended December 31, 2016 2015 2014 Research and development $ 3,267 $ 2,248 $ 1,144 General and administrative 15,637 6,275 2,670 Total stock-based compensation expense $ 18,904 $ 8,523 $ 3,814 |
Schedule of Compensation Cost for Share-based Payment Arrangements, Allocation of Share-based Compensation Costs by Plan | Total stock-based compensation broken down based on each individual instrument was as follows (in thousands): Years Ended December 31, 2016 2015 2014 Stock option expense $ 16,453 $ 6,752 $ 2,559 Restricted stock award expense 989 1,771 1,255 Restricted stock unit expense 1,462 - - Total stock-based compensation expense $ 18,904 $ 8,523 $ 3,814 |
CASH AND CASH EQUIVALENTS, AN25
CASH AND CASH EQUIVALENTS, AND SHORT-TERM INVESTMENTS (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Cash, Cash Equivalents, and Short-term Investments [Abstract] | |
Schedule of Cash, Money Market Funds and Short-Term Investments | Cash and cash equivalents, and short-term investments consist of the following (in thousands): As of December 31, 2016 2015 Cash - Demand deposits $ 76,071 $ 13,642 Cash equivalents - money market funds 30,646 19,945 Cash and cash equivalents total $ 106,717 $ 33,587 As of December 31, 2016 2015 Commercial paper $ 29,178 $ - Corporate debt securities 26,578 70,113 US Government agency securities 3,997 - Short-term investments total $ 59,753 $ 70,113 |
Schedule of Unrealized Gains and Losses | Money market funds and short-term investments include the following securities with gross unrealized gains and losses (in thousands): Gross Gross Unrealized Unrealized As of December 31, 2016 Cost Gains Losses Fair Value Money market funds $ 30,646 $ - $ - $ 30,646 Commercial paper 29,118 60 - 29,178 Corporate debt securities 26,606 1 (29) 26,578 US Government agency securities 4,000 - (3) 3,997 Total $ 90,370 $ 61 $ (32) $ 90,399 Gross Gross Unrealized Unrealized As of December 31, 2015 Cost Gains Losses Fair Value Money market funds $ 19,945 $ - $ - $ 19,945 Corporate debt securities 70,065 48 - 70,113 Total $ 90,010 $ 48 $ - $ 90,058 |
Schedule of Contractual Maturities | As of December 31, 2016, the contractual maturities of our short-term investments were (in thousands): Amortized Cost Estimated Fair Value Less than one year $ 59,724 $ 59,753 |
BALANCE SHEET COMPONENTS (Table
BALANCE SHEET COMPONENTS (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property, Plant and Equipment | Property and equipment, net consists of the following (in thousands): As of December 31, 2016 2015 Lab equipment $ 2,405 $ 1,703 Leasehold improvements 1,381 853 Computer equipment 245 85 Office furniture and equipment 148 138 Construction in progress 276 - Total Property and equipment, cost 4,455 2,779 Less: Accumulated depreciation and amortization (2,081) (1,103) Property and equipment, net $ 2,374 $ 1,676 |
Schedule of Accrued Liabilities | Accrued liabilities consist of the following (in thousands): As of December 31, 2016 2015 Accrued payroll and employee related expenses $ 1,581 $ 31 Legal and related services 927 91 Clinical related 614 89 Manufacturing related 437 290 Deferred rent 422 24 Accrued other 124 147 $ 4,105 $ 672 |
STOCKHOLDERS' EQUITY (Tables)
STOCKHOLDERS' EQUITY (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Stockholders' Equity Note [Abstract] | |
Schedule of Stockholders' Equity Note, Warrants or Rights [Table Text Block] | A summary of the status of stock warrants at December 31, 2016, and the changes during the three years then ended, is presented in the following table: Weighted Weighted Average Aggregate Shares Average Remaining Intrinsic Under Exercise Contractual Value Warrants Price Life (in thousands) Outstanding at January 1, 2014 12,373,156 $ 2.51 Issued - - Exercised (1,288,730) 2.50 Expired/Cancelled - - Outstanding at December 31, 2014 11,084,426 $ 2.51 Issued - - Exercised (3,882,210) 2.50 Expired/Cancelled - - Outstanding at December 31, 2015 7,202,216 $ 2.51 Issued - - Exercised (592,132) 2.50 Expired/Cancelled (43,868) 2.50 Outstanding at December 31, 2016 6,566,216 $ 2.51 1.8 years $ 29,220 |
STOCK BASED COMPENSATION (Table
STOCK BASED COMPENSATION (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Status of Stock Options | A summary of the status of stock options at December 31, 2016, and the changes during the three years then ended, is presented in the following table: Weighted Weighted Average Aggregate Number Average Remaining Intrinsic of Exercise Contractual Value Options Price Life (in thousands) Outstanding at January 1, 2014 278,750 $ 23.10 Granted 1,604,127 6.58 Exercised - - Expired/Forfeited (25,000) 125.00 Outstanding at December 31, 2014 1,857,877 $ 7.31 Granted 1,171,984 8.12 Exercised (42,387) - Expired/Forfeited (294,237) 2.88 Outstanding at December 31, 2015 2,693,237 $ 8.12 Granted 4,407,983 6.86 Exercised (100,480) 6.23 Expired/Forfeited (767,590) 8.12 Outstanding at December 31, 2016 6,233,150 $ 7.24 7.3 years $ 3,719 Vested and expected to vest at December 31, 2016 6,122,663 $ 7.28 Exercisable at December 31, 2016 2,496,695 $ 7.35 4.1 years $ 1,839 Exercisable at December 31, 2015 1,099,043 $ 8.38 6.9 years $ 1,487 |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions | The following table summarizes the assumptions relating to options granted pursuant to our equity incentive plans for the years ended December 31, 2016, 2015 and 2014: Years Ended December 31, 2016 2015 2014 Expected dividend yield 0% 0% 0% Risk-free interest rate 2.16 % - 1.18% 1.56% 3.00% - 2.00% Expected term (in years) 6.50 - 5.07 6.00 7.0 - 5.0 Expected volatility 213.60% - 189.40% 218.00% - 207.00% 236.00% - 218.00% |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding and Exercisable | A summary of outstanding, exercisable and vested stock options as of December 31, 2016 is as follows (in thousands, except per share amounts): Options Outstanding Exercisable Weighted Weighted Average Weighted Average Weighted Number of Remaining Contractual Average Exercise Aggregate Number of Remaining Contractual Average Exercise Aggregate Range of Exercise Prices Shares Life Price Per Share Intrinsic Value Shares Life Price Per Share Intrinsic Value $3.13 - $4.94 246,500 8.53 $ 4.49 $ 21,500 1.14 $ 3.97 $5.05 - $5.87 1,875,945 6.11 5.52 903,445 2.67 5.43 $6.10 - $6.70 660,009 4.01 6.3 622,007 3.73 6.3 $7.00 - $7.61 2,016,946 8.96 7.51 353,307 5.2 7.34 $8.02 - $11.05 1,424,750 8.03 9.46 587,436 6.03 10.12 $85.61 - $117 9,000 4.72 99.12 9,000 4.72 99.12 6,233,150 7.34 $ 7.24 $ 3,719 2,496,695 4.08 $ 7.35 $ 1,839 |
Schedule of Nonvested Restricted Stock Units Activity | The following table summarizes restricted common stock awards activity: Weighted Average Number Grant Date of Shares Fair Value Non-vested shares, January 1, 2014 - $ - Granted 782,500 7.04 Vested - - Forfeited - - Non-vested shares, December 31, 2014 782,500 $ 7.04 Granted 15,000 8.44 Vested (284,748) 4.31 Forfeited (191,500) 6.81 Non-vested shares, December 31, 2015 321,252 $ 6.96 Granted - - Vested (274,167) 6.90 Forfeited (40,001) 7.02 Non-vested shares, December 31, 2016 7,084 $ 6.48 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Schedule of Deferred Tax Assets and Liabilities | Net deferred tax assets (liabilities) are summarized as follows (in thousands): As of December 31, 2016 2015 Deferred income tax asset: Net operating loss carry forward $ 23,912 $ 11,649 Stock-based compensation 9,562 4,064 Tax credit carryforwards 8,167 3,736 Reserves and accruals 139 146 Deferred tax asssets before valuation allowance 41,780 19,595 Less: valuation allowance (41,402) (19,346) Net deferred income tax assets 378 249 Deferred tax liabilities: Depreciation and amortization (378) (249) Net Deferred tax assets (liabilities) $ - $ - |
Schedule of Effective Income Tax Rate Reconciliation | Reconciliation of the effective income tax rate to the U.S. statutory rate is as follows: Years ended December 31, 2016 2015 2014 Federal Statutory tax rate (34) % (34) % (34) % Orphan Drug & Research credits (8) (12) (3) Permanent and Other differences 4 10 6 State tax, net of federal benefit (4) (5) (5) (42) % (41) % (36) % Valuation allowance 42 % 41 % 36 % Effective tax rate - % - % - % |
Schedule of Components of Income Tax Expense (Benefit) [Table Text Block] | The components of income tax expense (benefit) are as follows (in thousands): Years ended December 31, 2016 2015 2014 Federal: Current $ - $ - $ - Deferred (19,050) (9,724) (3,153) State and Local Current - - - Deferred (3,007) (1,887) (1,158) Change in Valuation Allowance 22,057 11,611 4,311 Total income tax expense (benefit) $ - $ - $ - |
COMMITTMENTS AND CONTINGENCIES
COMMITTMENTS AND CONTINGENCIES (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Future Minimum Rental Payments for Operating Leases | Year Amount 2017 $ 779 2018 699 2019 700 2020 495 2021 169 $ 2,842 |
QUARTERLY UNAUDITED RESULTS (Ta
QUARTERLY UNAUDITED RESULTS (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Financial Information | The results of operations by quarter for the years ended December 31, 2016 and 2015 are as follow: 2016 2015 (in thousands, except per share information) Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Revenue $ - $ - $ - $ - $ - $ - $ - $ - Net loss attributable to common stockholders $ (6,884) $ (11,563) $ (68,212) $ (15,689) $ (5,298) $ (6,367) $ (7,635) $ (8,360) Net loss per share, basic and diluted $ (0.14) $ (0.23) $ (1.15) $ (0.25) $ (0.14) $ (0.14) $ (0.16) $ (0.17) Weighted average shares used in computing net loss per share, basic and diluted 48,548 51,082 59,113 62,130 37,679 45,082 47,272 47,912 |
GENERAL ORGANIZATION, BUSINES32
GENERAL ORGANIZATION, BUSINESS AND LIQUIDITY (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Net Income (Loss) Attributable to Parent, Total | $ (15,689) | $ (68,212) | $ (11,563) | $ (6,884) | $ (8,360) | $ (7,635) | $ (6,367) | $ (5,298) | $ (52,894) | $ (27,660) | $ (12,035) |
Net Cash Provided by (Used in) Operating Activities, Continuing Operations, Total | (32,668) | $ (18,381) | $ (8,633) | ||||||||
Cash, Cash Equivalents, and Short-term Investments, Total | $ 166,500 | $ 166,500 |
SUMMARY OF SIGNIFICANT ACCOUN33
SUMMARY OF SIGNIFICANT ACCOUNTING PRACTICES (Details) - shares | 12 Months Ended | |||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 22,150,123 | 11,063,705 | 16,571,803 | |
Employee Stock Option [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 6,233,150 | 2,693,237 | 1,857,877 | |
Warrant [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 6,566,216 | 7,202,216 | 11,084,426 | |
Restricted Stock Awards [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 7,084 | 321,252 | 782,500 | |
Restricted Stock [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 550,000 | 0 | 0 | |
Series A Preferred Stock [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | [1] | 847,000 | 847,000 | 2,847,000 |
Series B Preferred Stock [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | [1] | 7,946,673 | 0 | 0 |
[1] | on an as-converted basis |
SUMMARY OF SIGNIFICANT ACCOUN34
SUMMARY OF SIGNIFICANT ACCOUNTING PRACTICES (Details 1) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Assets, Fair Value Disclosure, Total | $ 59,753 | $ 70,113 |
Corporate Debt Securities [Member] | ||
Assets, Fair Value Disclosure, Total | 26,578 | 70,113 |
Commercial Paper [Member] | ||
Assets, Fair Value Disclosure, Total | 29,178 | |
US Government agency securities [Member] | ||
Assets, Fair Value Disclosure, Total | 3,997 | |
Fair Value, Inputs, Level 1 [Member] | ||
Assets, Fair Value Disclosure, Total | 0 | 0 |
Fair Value, Inputs, Level 1 [Member] | Corporate Debt Securities [Member] | ||
Assets, Fair Value Disclosure, Total | 0 | 0 |
Fair Value, Inputs, Level 1 [Member] | Commercial Paper [Member] | ||
Assets, Fair Value Disclosure, Total | 0 | |
Fair Value, Inputs, Level 1 [Member] | US Government agency securities [Member] | ||
Assets, Fair Value Disclosure, Total | 0 | |
Fair Value, Inputs, Level 2 [Member] | ||
Assets, Fair Value Disclosure, Total | 59,753 | 70,113 |
Fair Value, Inputs, Level 2 [Member] | Corporate Debt Securities [Member] | ||
Assets, Fair Value Disclosure, Total | 26,578 | 70,113 |
Fair Value, Inputs, Level 2 [Member] | Commercial Paper [Member] | ||
Assets, Fair Value Disclosure, Total | 29,178 | |
Fair Value, Inputs, Level 2 [Member] | US Government agency securities [Member] | ||
Assets, Fair Value Disclosure, Total | 3,997 | |
Fair Value, Inputs, Level 3 [Member] | ||
Assets, Fair Value Disclosure, Total | 0 | 0 |
Fair Value, Inputs, Level 3 [Member] | Corporate Debt Securities [Member] | ||
Assets, Fair Value Disclosure, Total | 0 | $ 0 |
Fair Value, Inputs, Level 3 [Member] | Commercial Paper [Member] | ||
Assets, Fair Value Disclosure, Total | 0 | |
Fair Value, Inputs, Level 3 [Member] | US Government agency securities [Member] | ||
Assets, Fair Value Disclosure, Total | $ 0 |
SUMMARY OF SIGNIFICANT ACCOUN35
SUMMARY OF SIGNIFICANT ACCOUNTING PRACTICES (Details 2) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost, Total | $ 18,904 | $ 8,523 | $ 3,814 |
Research and Development Expense [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost, Total | 3,267 | 2,248 | 1,144 |
General and Administrative Expense [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost, Total | $ 15,637 | $ 6,275 | $ 2,670 |
SUMMARY OF SIGNIFICANT ACCOUN36
SUMMARY OF SIGNIFICANT ACCOUNTING PRACTICES (Details 3) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost, Total | $ 18,904 | $ 8,523 | $ 3,814 |
Employee Stock Option [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost, Total | 16,453 | 6,752 | 2,559 |
Restricted Stock Awards [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost, Total | 989 | 1,771 | 1,255 |
Restricted Stock [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost, Total | $ 1,462 | $ 0 | $ 0 |
SUMMARY OF SIGNIFICANT ACCOUN37
SUMMARY OF SIGNIFICANT ACCOUNTING PRACTICES (Details Textual) | 12 Months Ended |
Dec. 31, 2016 | |
Computer Equipment [Member] | |
Property, Plant and Equipment, Useful Life | 2 years |
Office Furniture and Equipment [Member] | |
Property, Plant and Equipment, Useful Life | 5 years |
Leasehold Improvements [Member] | |
Property, Plant and Equipment, Estimated Useful Lives | Lesser of the remaining life of the asset or the lease-term |
Maximum [Member] | Lab Equipment [Member] | |
Property, Plant and Equipment, Useful Life | 5 years |
Minimum [Member] | Lab Equipment [Member] | |
Property, Plant and Equipment, Useful Life | 2 years |
CASH AND CASH EQUIVALENTS, AN38
CASH AND CASH EQUIVALENTS, AND SHORT-TERM INVESTMENTS (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Cash and Cash Equivalents, at Carrying Value | $ 106,717 | $ 33,587 | $ 44,909 | $ 19,672 |
Available-for-sale Securities | 59,753 | 70,113 | ||
Commercial Paper [Member] | ||||
Available-for-sale Securities | 29,178 | 0 | ||
Corporate Debt Securities [Member] | ||||
Available-for-sale Securities | 26,578 | 70,113 | ||
US Government Debt Securities [Member] | ||||
Available-for-sale Securities | 3,997 | 0 | ||
Demand Deposits [Member] | ||||
Cash and Cash Equivalents, at Carrying Value | 76,071 | 13,642 | ||
Money Market Funds [Member] | ||||
Cash and Cash Equivalents, at Carrying Value | $ 30,646 | $ 19,945 |
CASH AND CASH EQUIVALENTS, AN39
CASH AND CASH EQUIVALENTS, AND SHORT-TERM INVESTMENTS (Details 1) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Amortized Cost | $ 90,370 | $ 90,010 |
Gross Unrealized Gains | 61 | 48 |
Gross Unrealized Losses | (32) | 0 |
Fair Value | 90,399 | 90,058 |
Corporate Debt Securities [Member] | ||
Amortized Cost | 26,606 | 70,065 |
Gross Unrealized Gains | 1 | 48 |
Gross Unrealized Losses | (29) | 0 |
Fair Value | 26,578 | 70,113 |
Commercial Paper [Member] | ||
Amortized Cost | 29,118 | |
Gross Unrealized Gains | 60 | |
Gross Unrealized Losses | 0 | |
Fair Value | 29,178 | |
US Government Debt Securities [Member] | ||
Amortized Cost | 4,000 | |
Gross Unrealized Gains | 0 | |
Gross Unrealized Losses | (3) | |
Fair Value | 3,997 | |
Money Market Funds [Member] | ||
Amortized Cost | 30,646 | 19,945 |
Gross Unrealized Gains | 0 | 0 |
Gross Unrealized Losses | 0 | 0 |
Fair Value | $ 30,646 | $ 19,945 |
CASH AND CASH EQUIVALENTS, AN40
CASH AND CASH EQUIVALENTS, AND SHORT-TERM INVESTMENTS (Details 2) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Available-for-sale Securities, Amortized Cost Basis | $ 59,724 | |
Available-for-sale Securities | $ 59,753 | $ 70,113 |
BALANCE SHEET COMPONENTS (Detai
BALANCE SHEET COMPONENTS (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Total Property and equipment, cost | $ 4,455 | $ 2,779 |
Less: Accumulated depreciation and amortization | (2,081) | (1,103) |
Property and equipment, net | 2,374 | 1,676 |
Lab Equipment [Member] | ||
Total Property and equipment, cost | 2,405 | 1,703 |
Computer Equipment [Member] | ||
Total Property and equipment, cost | 245 | 85 |
Office Furniture and Equipment [Member] | ||
Total Property and equipment, cost | 148 | 138 |
Leasehold Improvements [Member] | ||
Total Property and equipment, cost | 1,381 | 853 |
Construction in Progress [Member] | ||
Total Property and equipment, cost | $ 276 | $ 0 |
BALANCE SHEET COMPONENTS (Det42
BALANCE SHEET COMPONENTS (Details 1) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Accrued payroll and employee related expenses | $ 1,581 | $ 31 |
Legal and related services | 927 | 91 |
Clinical related | 614 | 89 |
Manufacturing related | 437 | 290 |
Deferred rent | 422 | 24 |
Accrued other | 124 | 147 |
Accrued Liabilities, Current | $ 4,105 | $ 672 |
BALANCE SHEET COMPONENTS (Det43
BALANCE SHEET COMPONENTS (Details Textual) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Depreciation, Total | $ 1 | $ 1 | $ 0.1 |
STOCKHOLDERS_ EQUITY (Details)
STOCKHOLDERS’ EQUITY (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Number of Options | |||
Outstanding, ending balance | 6,233,150 | ||
Weighted Average Exercise Price | |||
Outstanding, ending balance | $ 7.24 | ||
Weighted Average Remaining Contractual Life | |||
Outstanding | 7 years 4 months 2 days | ||
Aggregate Intrinsic Value | |||
Outstanding, ending balance | $ 3,719 | ||
Warrant [Member] | |||
Number of Options | |||
Outstanding, beginning balance | 7,202,216 | 11,084,426 | 12,373,156 |
Issued | 0 | 0 | 0 |
Exercised | (592,132) | (3,882,210) | (1,288,730) |
Expired/Forfeited | (43,868) | 0 | 0 |
Outstanding, ending balance | 6,566,216 | 7,202,216 | 11,084,426 |
Weighted Average Exercise Price | |||
Outstanding, beginning balance | $ 2.51 | $ 2.51 | $ 2.51 |
Granted | 0 | 0 | 0 |
Exercised | 2.50 | 2.50 | 2.50 |
Expired/Cancelled | 2.50 | 0 | 0 |
Outstanding, ending balance | $ 2.51 | $ 2.51 | $ 2.51 |
Weighted Average Remaining Contractual Life | |||
Outstanding | 1 year 9 months 18 days | ||
Aggregate Intrinsic Value | |||
Outstanding, ending balance | $ 29,220 |
STOCKHOLDERS' EQUITY (Details T
STOCKHOLDERS' EQUITY (Details Textual) - USD ($) $ / shares in Units, $ in Thousands | Jun. 07, 2016 | Jun. 30, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Class of Stock [Line Items] | |||||
Other Preferred Stock Dividends and Adjustments | $ 49,454 | $ 0 | $ 0 | ||
Common Stock [Member] | |||||
Class of Stock [Line Items] | |||||
Stock Issued During Period, Shares, New Issues | 9,200,000 | ||||
Conversion of Stock, Shares Converted | 3,421,960 | ||||
Common Stock [Member] | Issuance Of Common Stock Upon Conversion Of Preferred Stock [Member] | |||||
Class of Stock [Line Items] | |||||
Conversion of Stock, Shares Issued | 4,000 | 11,306 | |||
Conversion of Stock, Shares Converted | 2,000,000 | 5,653,000 | |||
2016 Private Placement [Member] | |||||
Class of Stock [Line Items] | |||||
Stock Issued During Period, Shares, New Issues | 9,684,000 | ||||
Proceeds from Issuance of Private Placement | $ 100,000 | ||||
Proceeds from Issuance or Sale of Equity | $ 95,700 | ||||
Series A Convertible Preferred Stock [Member] | |||||
Class of Stock [Line Items] | |||||
Conversion of Stock, Shares Issued | 500 | ||||
Preferred Stock, Shares Authorized | 17,000 | ||||
Series A Convertible Preferred Stock [Member] | Private Placement [Member] | |||||
Class of Stock [Line Items] | |||||
Stock Issued During Period, Shares, New Issues | 17,000 | ||||
Sale of Stock, Price Per Share | $ 2 | ||||
Preferred Stock, Par or Stated Value Per Share | $ 1,000 | ||||
Series B Preferred Stock [Member] | |||||
Class of Stock [Line Items] | |||||
Conversion of Stock, Shares Issued | 3,421,960 | ||||
Preferred Stock, Shares Authorized | 11,500,000 | 11,500,000 | 11,500,000 | ||
Preferred Stock, Par or Stated Value Per Share | $ 4.75 | $ 0.001 | $ 0.001 | ||
Convertible Price Per Shares | $ 4.75 | ||||
Preferred Stock, Shares Outstanding | 7,946,673 | 0 | |||
Series B Preferred Stock [Member] | 2016 Private Placement [Member] | |||||
Class of Stock [Line Items] | |||||
Convertible Price Per Shares | $ 4.75 | ||||
Sock Issued During Period Preferred Stock Shares | 11,368,633 | ||||
Shares Issued, Price Per Share | $ 4.75 | ||||
Other Preferred Stock Dividends and Adjustments | $ 49,500 | ||||
Series B Convertible Preferred Stock [Member] | |||||
Class of Stock [Line Items] | |||||
Preferred Stock, Shares Authorized | 11,500,000 | ||||
Blank Check [Member] | |||||
Class of Stock [Line Items] | |||||
Preferred Stock, Shares Authorized | 50,000,000 |
STOCK BASED COMPENSATION (Detai
STOCK BASED COMPENSATION (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Number of Options | |||
Outstanding, ending balance | 6,233,150 | ||
Exercisable | 2,496,695 | ||
Weighted Average Exercise Price | |||
Outstanding, ending balance | $ 7.24 | ||
Exercisable | $ 7.35 | ||
Weighted Average Remaining Contractual Life | |||
Outstanding | 7 years 4 months 2 days | ||
Exercisable | 4 years 29 days | ||
Aggregate Intrinsic Value | |||
Outstanding, ending balance | $ 3,719 | ||
Exercisable | $ 1,839 | ||
Employee Stock Option [Member] | |||
Number of Options | |||
Outstanding, beginning balance | 2,693,237 | 1,857,877 | 278,750 |
Granted | 4,407,983 | 1,171,984 | 1,604,127 |
Exercised | (100,480) | (42,387) | 0 |
Expired/Forfeited | (767,590) | (294,237) | (25,000) |
Outstanding, ending balance | 6,233,150 | 2,693,237 | 1,857,877 |
Vested and Expected to Vest | 6,122,663 | ||
Exercisable | 2,496,695 | 1,099,043 | |
Weighted Average Exercise Price | |||
Outstanding, beginning balance | $ 8.12 | $ 7.31 | $ 23.1 |
Granted | 6.86 | 8.12 | 6.58 |
Exercised | 6.23 | 0 | 0 |
Expired/Forfeited | 8.12 | 2.88 | 125 |
Outstanding, ending balance | 7.24 | 8.12 | $ 7.31 |
Vested and Expected to Vest | 7.28 | ||
Exercisable | $ 7.35 | $ 8.38 | |
Weighted Average Remaining Contractual Life | |||
Outstanding | 7 years 3 months 18 days | ||
Exercisable | 4 years 1 month 6 days | 6 years 10 months 24 days | |
Aggregate Intrinsic Value | |||
Outstanding, ending balance | $ 3,719 | ||
Exercisable | $ 1,839 | $ 1,487 |
STOCK BASED COMPENSATION (Det47
STOCK BASED COMPENSATION (Details 1) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Expected dividend yield | 0.00% | 0.00% | 0.00% |
Risk-free interest rate | 1.56% | ||
Expected term (in years) | 6 years | ||
Maximum [Member] | |||
Risk-free interest rate | 2.16% | 3.00% | |
Expected term (in years) | 6 years 6 months | 7 years | |
Expected volatility | 213.60% | 218.00% | 236.00% |
Minimum [Member] | |||
Risk-free interest rate | 1.18% | 2.00% | |
Expected term (in years) | 5 years 25 days | 5 years | |
Expected volatility | 189.40% | 207.00% | 218.00% |
STOCK BASED COMPENSATION (Det48
STOCK BASED COMPENSATION (Details 2) $ / shares in Units, $ in Thousands | 12 Months Ended |
Dec. 31, 2016USD ($)$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number, Beginning Balance | shares | 6,233,150 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term | 7 years 4 months 2 days |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price, Beginning Balance | $ / shares | $ 7.24 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding, Aggregate Intrinsic Value | $ | $ 3,719 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Number | shares | 2,496,695 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Remaining Contractual Term | 4 years 29 days |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price | $ / shares | $ 7.35 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Exercisable, Aggregate Intrinsic Value | $ | $ 1,839 |
Range Of Exercise Prices $3.13 - $4.94 [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number, Beginning Balance | shares | 246,500 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term | 8 years 6 months 11 days |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price, Beginning Balance | $ / shares | $ 4.49 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Number | shares | 21,500 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Remaining Contractual Term | 1 year 1 month 20 days |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price | $ / shares | $ 3.97 |
Range Of Exercise Prices $5.05 - $5.87 [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number, Beginning Balance | shares | 1,875,945 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term | 6 years 1 month 10 days |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price, Beginning Balance | $ / shares | $ 5.52 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Number | shares | 903,445 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Remaining Contractual Term | 2 years 8 months 1 day |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price | $ / shares | $ 5.43 |
Range Of Exercise Prices $6.10 - $6.70 [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number, Beginning Balance | shares | 660,009 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term | 4 years 4 days |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price, Beginning Balance | $ / shares | $ 6.3 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Number | shares | 622,007 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Remaining Contractual Term | 3 years 8 months 23 days |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price | $ / shares | $ 6.3 |
Range Of Exercise Prices $7.00 - $7.61 [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number, Beginning Balance | shares | 2,016,946 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term | 8 years 11 months 16 days |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price, Beginning Balance | $ / shares | $ 7.51 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Number | shares | 353,307 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Remaining Contractual Term | 5 years 2 months 12 days |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price | $ / shares | $ 7.34 |
Range Of Exercise Prices $8.02 - $11.05 [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number, Beginning Balance | shares | 1,424,750 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term | 8 years 11 days |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price, Beginning Balance | $ / shares | $ 9.46 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Number | shares | 587,436 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Remaining Contractual Term | 6 years 11 days |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price | $ / shares | $ 10.12 |
Range Of Exercise Prices $85.61 - $117 [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number, Beginning Balance | shares | 9,000 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term | 4 years 8 months 19 days |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price, Beginning Balance | $ / shares | $ 99.12 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Number | shares | 9,000 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Remaining Contractual Term | 4 years 8 months 19 days |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price | $ / shares | $ 99.12 |
STOCK BASED COMPENSATION (Det49
STOCK BASED COMPENSATION (Details 3) - $ / shares | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Number of Shares | |||
Non-vested shares, Beginning Balance | 321,252 | 782,500 | 0 |
Granted | 0 | 15,000 | 782,500 |
Vested | (274,167) | (284,748) | 0 |
Forfeited | (40,001) | (191,500) | 0 |
Non-vested shares, Ending Balance | 7,084 | 321,252 | 782,500 |
Weighted Average Grant Date Fair Value | |||
Weighted Average Grant Date Fair Value, Beginning Balance | $ 6.96 | $ 7.04 | $ 0 |
Granted | 0 | 8.44 | 7.04 |
Vested | 6.90 | 4.31 | 0 |
Forfeited | 7.02 | 6.81 | 0 |
Weighted Average Grant Date Fair Value, Ending Balance | $ 6.48 | $ 6.96 | $ 7.04 |
STOCK BASED COMPENSATION (Det50
STOCK BASED COMPENSATION (Details Textual) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 12 Months Ended | |||||
Aug. 16, 2016 | Jun. 30, 2016 | Apr. 10, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Nov. 30, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Allocated Share-based Compensation Expense | $ 1,000 | $ 1,800 | $ 1,300 | ||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Total | $ 22,500 | ||||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 1 year 10 months 24 days | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period, Intrinsic Value | $ 200 | 0 | 0 | ||||
Share-based Compensation | $ 18,904 | $ 8,523 | $ 3,814 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 0 | 15,000 | 782,500 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 0 | $ 8.44 | $ 7.04 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | 274,167 | 284,748 | 0 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 6.78 | $ 8.77 | $ 6.66 | ||||
Restricted Common Stock [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Total | $ 0 | ||||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 7 months 10 days | ||||||
Restricted Stock [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Allocated Share-based Compensation Expense | $ 1,500 | ||||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Total | $ 1,700 | ||||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 1 year 9 months 18 days | ||||||
Restricted Stock [Member] | Chief Executive Officer [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 550,000 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 5.87 | ||||||
First Anniversary [Member] | Restricted Stock [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | 137,500 | ||||||
Satisfaction Of Clinical Trial Milestones [Member] | Restricted Stock [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | 275,000 | ||||||
Equal Monthly Installments [Member] | Restricted Stock [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | 137,500 | ||||||
2014 [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant | 3,287,743 | ||||||
2014 Equity Incentive Plan [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 4,000,000 | 2,350,000 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Additional Shares Authorized | 5,000,000 | 1,650,000 | |||||
2014 Equity Incentive Plan [Member] | Maximum [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 9,000,000 | ||||||
2014 Equity Incentive Plan [Member] | Minimum [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 4,000,000 |
EMPLOYEE BENEFIT PLAN (Details
EMPLOYEE BENEFIT PLAN (Details Textual) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Defined Contribution Plan, Cost Recognized | $ 0.1 | $ 0 | $ 0 |
SEPARATION AGREEMENTS (Details
SEPARATION AGREEMENTS (Details Textual) - USD ($) $ in Millions | 1 Months Ended | 12 Months Ended | |
Jul. 30, 2016 | Jun. 30, 2016 | Dec. 31, 2016 | |
Dr. Elma Hawkins [Member] | |||
Severance Costs | $ 0.5 | ||
Share-based Compensation Arrangement by Share-based Payment Award Accelerated Compensation Cost | $ 5 | ||
Molly Henderson [Member] | |||
Severance Costs | $ 0.4 | ||
Share-based Compensation Arrangement by Share-based Payment Award Accelerated Compensation Cost | $ 4.5 |
INCOME TAXES (Details)
INCOME TAXES (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Deferred income tax asset: | ||
Net operating loss carry forward | $ 23,912 | $ 11,649 |
Stock-based compensation | 9,562 | 4,064 |
Tax credit carryforwards | 8,167 | 3,736 |
Reserves and accruals | 139 | 146 |
Deferred tax asssets before valuation allowance | 41,780 | 19,595 |
Less: valuation allowance | (41,402) | (19,346) |
Net deferred income tax assets | 378 | 249 |
Deferred tax liabilities: | ||
Depreciation and amortization | (378) | (249) |
Net Deferred tax assets (liabilities) | $ 0 | $ 0 |
INCOME TAXES (Details 1)
INCOME TAXES (Details 1) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Federal Statutory tax rate | (34.00%) | (34.00%) | (34.00%) |
Orphan Drug & Research credits | (8.00%) | (12.00%) | (3.00%) |
Permanent and Other differences | 4.00% | 10.00% | 6.00% |
State tax, net of federal benefit | (4.00%) | (5.00%) | (5.00%) |
Effective Income Tax Rate Reconciliation Expected Rate Total | (42.00%) | (41.00%) | (36.00%) |
Valuation allowance | 42.00% | 41.00% | 36.00% |
Effective tax rate | 0.00% | 0.00% | 0.00% |
INCOME TAXES (Details 2)
INCOME TAXES (Details 2) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Federal: | |||
Current | $ 0 | $ 0 | $ 0 |
Deferred | (19,050) | (9,724) | (3,153) |
State and Local | |||
Current | 0 | 0 | 0 |
Deferred | (3,007) | (1,887) | (1,158) |
Change in Valuation Allowance | 22,057 | 11,611 | 4,311 |
Total income tax expense (benefit) | $ 0 | $ 0 | $ 0 |
INCOME TAXES (Details Textual)
INCOME TAXES (Details Textual) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Tax Contingency [Line Items] | |||
Operating Loss Carryforwards | $ 62,000 | $ 30,000 | $ 12,000 |
Valuation Allowance, Deferred Tax Asset, Increase (Decrease), Amount | 22,100 | 11,600 | $ 4,300 |
Deferred Tax Assets, Operating Loss Carryforwards, Total | $ 23,912 | $ 11,649 | |
Operating Loss Carryforwards, Commencement Year | 2,027 | ||
Operating Loss Carryforwards, Expiration Year | 2,036 | ||
State and Local Jurisdiction [Member] | |||
Income Tax Contingency [Line Items] | |||
Deferred Tax Assets, Operating Loss Carryforwards, Total | $ 2,800 |
LICENSES AND AGREEMENTS (Detail
LICENSES AND AGREEMENTS (Details Textual) - USD ($) $ in Thousands, shares in Millions | Sep. 14, 2016 | Nov. 30, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Research and Development Expense, Total | $ 28,037 | $ 15,470 | $ 3,849 | ||
KarolinskaUniversityHospital [Member] | |||||
Research and Development Expense, Total | 100 | ||||
Payments For Clinical Trials Agreement | 1,600 | ||||
Repayments To Be Made For Termination Of Licence Agreement | $ 2,200 | ||||
Payments To Be Made For Other Related Agreements | 2,600 | ||||
National Cancer Institute [Member] | |||||
Research and Development Expense, Total | 500 | ||||
Exclusive Patent License Agreement [Member] | |||||
Research and Development Expense, Total | 400 | 400 | |||
Payments For Upfront Licensing Fee | 800 | ||||
Moffitt License Agreement [Member] | |||||
Research and Development Expense, Total | 700 | 700 | 400 | ||
Payments For Upfront Licensing Fee | $ 100 | ||||
Agreement Term | 20 years | ||||
Cooperative Research and Development Agreement [Member] | |||||
Research and Development Expense, Total | $ 1,800 | 2,000 | $ 1,000 | ||
Agreement Term | 5 years | ||||
PolyBioCept, AB - Exclusive and Co-Exclusive License Agreement [Member] | |||||
Research and Development Expense, Total | $ 2,700 | ||||
Payments For Upfront Licensing Fee | 2,500 | ||||
Payment For Upfront Exclusive License | 2,500 | ||||
Additional Milesone Payable | $ 8,700 | ||||
Number Of Unregistered Common Stock To Be Issued | 2,219,376 | ||||
ReimbursementIn Relation To Transfer Of Knowhow | $ 200 | ||||
Clinical Trials Management Fees Payable | 100 | ||||
Consulting Fees Receivable | $ 200 | ||||
Initial Term Of Licence Agreement | 30 years | ||||
WuXi Apptech, Inc - Manufacturing and Services Agreement [Member] | |||||
Research and Development Expense, Total | $ 2,400 | $ 0 | |||
Agreement Term | 3 years | ||||
WuXi Apptech, Inc - Manufacturing and Services Agreement [Member] | Manufacturing Suites [Member] | |||||
Manufacturing and Services Agreement, Amount Payable | $ 2,500 | ||||
WuXi Apptech, Inc - Manufacturing and Services Agreement [Member] | Commercial Manufacturing cGMP Suite [Member] | |||||
Manufacturing and Services Agreement, Amount Payable | $ 5,850 |
COMMITTMENTS AND CONTINGENCIE58
COMMITTMENTS AND CONTINGENCIES (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Aug. 04, 2016 |
2,017 | $ 779 | |
2,018 | 699 | |
2,019 | 700 | |
2,020 | 495 | |
2,021 | 169 | |
Total | $ 2,842 | $ 2,100 |
COMMITTMENTS AND CONTINGENCIE59
COMMITTMENTS AND CONTINGENCIES (Details Textual) | Aug. 04, 2016USD ($)ft² | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($)ft² | Sep. 30, 2016ft² | Apr. 30, 2015ft² |
License And Commitments [Line Items] | ||||||
Area of Land | ft² | 8,733 | |||||
Operating Leases, Rent Expense | $ 700,000 | $ 300,000 | $ 100,000 | |||
Lease Expiration Term | 54 months | |||||
Operating Leases, Future Minimum Payments Due | $ 2,100,000 | 2,842,000 | ||||
Purchase Obligation | 9,800,000 | $ 0 | ||||
Tampa Lease [Member] | ||||||
License And Commitments [Line Items] | ||||||
Area of Land | ft² | 5,115 | 8,673 | 6,043 | |||
New York Lease [Member] | ||||||
License And Commitments [Line Items] | ||||||
Operating Leases, Rent Expense, Minimum Rentals | $ 18,000 |
LEGAL PROCEEDINGS (Details Text
LEGAL PROCEEDINGS (Details Textual) | Jun. 03, 2016USD ($) | Sep. 30, 2013 | Nov. 30, 2012USD ($) | Jun. 30, 2012USD ($) | Jun. 30, 2016shares | Dec. 31, 2016USD ($)shares | Apr. 08, 2016USD ($) |
Loss Contingency, Damages Sought, Value | $ 500,000 | ||||||
Stockholders' Equity, Reverse Stock Split | 1-for-100 | ||||||
Common Stock Registered For Resale | shares | 128,500 | ||||||
Shares Sold Under Ineffective Registration | shares | 128,500 | ||||||
Litigation Settlement, Payments for Penalties | $ 100,000 | ||||||
Warrant [Member] | |||||||
Number of share options or share units exercised during the current period. | shares | 128,500 | ||||||
Minimum [Member] | |||||||
Loss Contingency, Estimate of Possible Loss | $ 1,500,000 | ||||||
Solomon Capital, LLC [Member] | |||||||
Proceeds from Related Party Debt | $ 200,000 | $ 100,000 | |||||
Debt Instrument, Convertible, Number of Equity Instruments | 111,425 | ||||||
Solomon Capital, LLC [Member] | Commercial Paper [Member] | |||||||
Debt Instrument, Face Amount | $ 200,000 |
QUARTERLY UNAUDITED RESULTS (De
QUARTERLY UNAUDITED RESULTS (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Revenue | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 |
Net loss attributable to common stockholders | $ (15,689) | $ (68,212) | $ (11,563) | $ (6,884) | $ (8,360) | $ (7,635) | $ (6,367) | $ (5,298) | $ (52,894) | $ (27,660) | $ (12,035) |
Net loss per share, basic and diluted | $ (0.25) | $ (1.15) | $ (0.23) | $ (0.14) | $ (0.17) | $ (0.16) | $ (0.14) | $ (0.14) | $ (1.85) | $ (0.62) | $ (0.48) |
Weighted average shares used in computing net loss per share, basic and diluted | 62,130 | 59,113 | 51,082 | 48,548 | 47,912 | 47,272 | 45,082 | 37,679 | 55,268 | 44,410 | 24,986 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details Textual) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Payments for Legal Services | $ 0.8 | $ 0.7 | $ 0.3 |
Due to Related Parties, Current | $ 0.1 | $ 0 |