Document_and_Entity_Informatio
Document and Entity Information | 6 Months Ended | |
Jun. 30, 2014 | Aug. 08, 2014 | |
Document and Entity Information | ' | ' |
Entity Registrant Name | 'TREVENA INC | ' |
Entity Central Index Key | '0001429560 | ' |
Document Type | '10-Q | ' |
Document Period End Date | 30-Jun-14 | ' |
Amendment Flag | 'false | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Entity Current Reporting Status | 'Yes | ' |
Entity Filer Category | 'Smaller Reporting Company | ' |
Entity Common Stock, Shares Outstanding | ' | 26,360,631 |
Document Fiscal Year Focus | '2014 | ' |
Document Fiscal Period Focus | 'Q2 | ' |
Balance_Sheets
Balance Sheets (USD $) | Jun. 30, 2014 | Dec. 31, 2013 |
Current assets: | ' | ' |
Cash and cash equivalents | $81,619,184 | $37,965,198 |
Prepaid expenses and other current assets | 2,531,788 | 3,957,044 |
Total current assets | 84,150,972 | 41,922,242 |
Property and equipment, net | 392,254 | 343,059 |
Restricted cash | 112,000 | 112,000 |
Other assets | 33,387 | 15,625 |
Total assets | 84,688,613 | 42,392,926 |
Current liabilities: | ' | ' |
Accounts payable | 3,471,790 | 545,053 |
Accrued expenses and other current liabilities | 1,685,388 | 2,158,792 |
Deferred rent | 34,795 | 33,114 |
Total current liabilities | 5,191,973 | 2,736,959 |
Deferred rent, net of current portion | 302,696 | 313,919 |
Warrant liability | 106,922 | 350,519 |
Total liabilities | 5,601,591 | 3,401,397 |
Commitments and contingencies (Note 6) | ' | ' |
Redeemable convertible preferred stock: | ' | ' |
Total redeemable convertible preferred stock | ' | 120,562,138 |
Stockholders' (deficit) equity: | ' | ' |
Preferred stock, $0.001 par value, 5,000,000 and 0 shares authorized, 0 shares issued and outstanding at June 30, 2014 and December 31, 2013, respectively | ' | ' |
Common stock, $0.001 par value; 100,000,000 and 132,000,000 shares authorized, 26,358,626 and 957,756 shares issued and outstanding at June 30, 2014 and December 31, 2013, respectively | 26,359 | 958 |
Additional paid-in capital | 182,198,608 | 697,283 |
Accumulated deficit | -103,137,945 | -82,268,850 |
Total stockholders' (deficit) equity | 79,087,022 | -81,570,609 |
Total liabilities, redeemable convertible preferred stock and stockholders' (deficit) equity | 84,688,613 | 42,392,926 |
Series A convertible preferred stock | ' | ' |
Redeemable convertible preferred stock: | ' | ' |
Total redeemable convertible preferred stock | ' | 25,024,373 |
Series B convertible preferred stock | ' | ' |
Redeemable convertible preferred stock: | ' | ' |
Total redeemable convertible preferred stock | ' | 30,778,700 |
Series B 1 convertible preferred stock | ' | ' |
Redeemable convertible preferred stock: | ' | ' |
Total redeemable convertible preferred stock | ' | 4,823,079 |
Series C convertible preferred stock | ' | ' |
Redeemable convertible preferred stock: | ' | ' |
Total redeemable convertible preferred stock | ' | $59,935,986 |
Balance_Sheets_Parenthetical
Balance Sheets (Parenthetical) (USD $) | Jun. 30, 2014 | Dec. 31, 2013 |
Redeemable convertible preferred stock, shares outstanding | ' | 97,389,703 |
Preferred stock, par value (in dollars per share) | $0.00 | $0.00 |
Preferred stock, shares authorized | 5,000,000 | 0 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value (in dollars per share) | $0.00 | $0.00 |
Common stock, shares authorized | 100,000,000 | 132,000,000 |
Common stock, shares issued | 26,358,626 | 957,756 |
Common stock, shares outstanding | 26,358,626 | 957,756 |
Series A convertible preferred stock | ' | ' |
Redeemable convertible preferred stock, par value (in dollars per share) | $0.00 | $0.00 |
Redeemable convertible preferred stock, shares authorized | 0 | 25,074,999 |
Redeemable convertible preferred stock, shares issued | 0 | 25,074,999 |
Redeemable convertible preferred stock, shares outstanding | 0 | 25,074,999 |
Redeemable convertible preferred stock, liquidation preference (in dollars) | ' | $25,074,999 |
Series B convertible preferred stock | ' | ' |
Redeemable convertible preferred stock, par value (in dollars per share) | $0.00 | $0.00 |
Redeemable convertible preferred stock, shares authorized | 0 | 35,500,000 |
Redeemable convertible preferred stock, shares issued | 0 | 30,800,000 |
Redeemable convertible preferred stock, shares outstanding | 0 | 30,800,000 |
Redeemable convertible preferred stock, liquidation preference (in dollars) | ' | 30,800,000 |
Series B 1 convertible preferred stock | ' | ' |
Redeemable convertible preferred stock, par value (in dollars per share) | $0.00 | $0.00 |
Redeemable convertible preferred stock, shares authorized | 0 | 6,000,000 |
Redeemable convertible preferred stock, shares issued | 0 | 4,750,000 |
Redeemable convertible preferred stock, shares outstanding | 0 | 4,750,000 |
Redeemable convertible preferred stock, liquidation preference (in dollars) | ' | 4,200,000 |
Series C convertible preferred stock | ' | ' |
Redeemable convertible preferred stock, par value (in dollars per share) | $0.00 | $0.00 |
Redeemable convertible preferred stock, shares authorized | 0 | 37,000,000 |
Redeemable convertible preferred stock, shares issued | 0 | 36,764,704 |
Redeemable convertible preferred stock, shares outstanding | 0 | 36,764,704 |
Redeemable convertible preferred stock, liquidation preference (in dollars) | ' | $59,999,997 |
Statements_of_Operations_and_C
Statements of Operations and Comprehensive Loss (USD $) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | |
Revenue: | ' | ' | ' | ' |
Grant revenue | ' | $43,779 | ' | $84,980 |
Collaboration revenue | ' | 50,000 | ' | 50,000 |
Total revenue | ' | 93,779 | ' | 134,980 |
Operating expenses: | ' | ' | ' | ' |
General and administrative | 2,475,820 | 871,275 | 4,496,685 | 1,632,712 |
Research and development | 9,031,037 | 3,494,681 | 16,664,546 | 5,609,747 |
Total operating expenses | 11,506,857 | 4,365,956 | 21,161,231 | 7,242,459 |
Loss from operations | -11,506,857 | -4,272,177 | -21,161,231 | -7,107,479 |
Other income (expense): | ' | ' | ' | ' |
Change in fair value of warrant liability | -581 | -318,748 | 98,341 | -308,493 |
Miscellaneous income | 8,000 | 152 | 184,015 | 152 |
Interest income | 3,757 | ' | 9,780 | ' |
Interest expense | ' | -89,701 | ' | -147,942 |
Total other income (expense) | 11,176 | -408,297 | 292,136 | -456,283 |
Net loss and comprehensive loss | -11,495,681 | -4,680,474 | -20,869,095 | -7,563,762 |
Accretion of redeemable convertible preferred stock | ' | -83,426 | -28,521 | -162,587 |
Net loss attributable to common stockholders | ($11,495,681) | ($4,763,900) | ($20,897,616) | ($7,726,349) |
Per share information: | ' | ' | ' | ' |
Net loss per share of common stock, basic and diluted (in dollars per share) | ($0.44) | ($6.30) | ($0.98) | ($10.69) |
Weighted average shares outstanding, basic and diluted (in shares) | 26,327,895 | 756,083 | 21,343,803 | 722,637 |
Statements_of_Redeemable_Conve
Statements of Redeemable Convertible Preferred Stock and Stockholders' (Deficit) Equity (USD $) | Total | Common Stock | Additional Paid-in Capital | Accumulated Deficit | Series A convertible preferred stock | Series A convertible preferred stock | Series A convertible preferred stock | Series B convertible preferred stock | Series B convertible preferred stock | Series B convertible preferred stock | Series B 1 convertible preferred stock | Series B 1 convertible preferred stock | Series B 1 convertible preferred stock | Series C convertible preferred stock | Series C convertible preferred stock | Series C convertible preferred stock |
Common Stock | Additional Paid-in Capital | Common Stock | Additional Paid-in Capital | Common Stock | Additional Paid-in Capital | Common Stock | Additional Paid-in Capital | |||||||||
Balance at Dec. 31, 2012 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Increase (Decrease) in Stockholders' Equity | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Conversion of convertible preferred stock to common stock upon initial public offering (in shares) | 15,708,013 | ' | ' | ' | 4,044,354 | ' | ' | 4,967,741 | ' | ' | 766,129 | ' | ' | 5,929,789 | ' | ' |
Balance at Dec. 31, 2013 | ($81,570,609) | $958 | $697,283 | ($82,268,850) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Balance at Dec. 31, 2013 | 120,562,138 | ' | ' | ' | 25,024,373 | ' | ' | 30,778,700 | ' | ' | 4,823,079 | ' | ' | 59,935,986 | ' | ' |
Balance (in shares) at Dec. 31, 2013 | 957,756 | 957,756 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Balance (in shares) at Dec. 31, 2013 | 97,389,703 | ' | ' | ' | 25,074,999 | ' | ' | 30,800,000 | ' | ' | 4,750,000 | ' | ' | 36,764,704 | ' | ' |
Increase (Decrease) in Temporary Equity | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Accretion of Series A, Series B/B-1 and Series C convertible preferred stock to its redemption value | 28,521 | ' | ' | ' | 1,688 | ' | ' | 709 | ' | ' | 23,990 | ' | ' | 2,134 | ' | ' |
Conversion of Series A convertible preferred stock to common stock upon initial public offering | -25,026,061 | ' | ' | ' | -25,026,061 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Conversion of Series A convertible preferred stock to common stock upon initial public offering (in shares) | ' | ' | ' | ' | -25,074,999 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Conversion of Series B convertible preferred stock to common stock upon initial public offering | -30,779,409 | ' | ' | ' | ' | ' | ' | -30,779,409 | ' | ' | ' | ' | ' | ' | ' | ' |
Conversion of Series B convertible preferred stock to common stock upon initial public offering (in shares) | ' | ' | ' | ' | ' | ' | ' | -30,800,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Conversion of Series B-1 convertible preferred stock to common stock upon initial public offering | -4,847,069 | ' | ' | ' | ' | ' | ' | ' | ' | ' | -4,847,069 | ' | ' | ' | ' | ' |
Conversion of Series B-1 convertible preferred stock to common stock upon initial public offering (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | -4,750,000 | ' | ' | ' | ' | ' |
Conversion of Series C convertible preferred stock to common stock upon initial public offering | -59,938,120 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | -59,938,120 | ' | ' |
Conversion of Series C convertible preferred stock to common stock upon initial public offering (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | -36,764,704 | ' | ' |
Increase (Decrease) in Stockholders' Equity | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock-based compensation expense | 1,195,566 | ' | 1,195,566 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Exercise of stock options | 88,782 | 152 | 88,630 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Exercise of stock options (in shares) | ' | 152,135 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Accretion of Series A, Series B/B-1 and Series C convertible preferred stock to its redemption value | -28,521 | ' | -28,521 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Conversion of convertible preferred stock to common stock upon initial public offering | ' | ' | ' | ' | 25,026,061 | 4,044 | 25,022,017 | 30,779,409 | 4,968 | 30,774,441 | 4,847,069 | 766 | 4,846,303 | 59,938,120 | 5,930 | 59,932,190 |
Conversion of convertible preferred stock to common stock upon initial public offering (in shares) | ' | ' | ' | ' | ' | 4,044,354 | ' | ' | 4,967,741 | ' | ' | 766,129 | ' | ' | 5,929,789 | ' |
Net conversion of preferred stock warrants to common stock upon initial public offering | ' | 20 | -20 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net conversion of preferred stock warrants to common stock upon initial public offering (in shares) | ' | 20,273 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Reclassification of convertible preferred stock warrant liability | 145,256 | ' | 145,256 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Issuance of common stock, net of issuance costs | 59,534,984 | 9,521 | 59,525,463 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Issuance of common stock, net of issuance costs (in shares) | ' | 9,520,449 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net loss | -20,869,095 | ' | ' | -20,869,095 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Balance at Jun. 30, 2014 | $79,087,022 | $26,359 | $182,198,608 | ($103,137,945) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Balance (in shares) at Jun. 30, 2014 | 26,358,626 | 26,358,626 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Balance (in shares) at Jun. 30, 2014 | ' | ' | ' | ' | 0 | ' | ' | 0 | ' | ' | 0 | ' | ' | 0 | ' | ' |
Statements_of_Cash_Flows
Statements of Cash Flows (USD $) | 6 Months Ended | |
Jun. 30, 2014 | Jun. 30, 2013 | |
Operating activities: | ' | ' |
Net loss | ($20,869,095) | ($7,563,762) |
Adjustments to reconcile net loss to net cash used in operating activities: | ' | ' |
Depreciation and amortization | 142,118 | 374,845 |
Stock-based compensation | 1,195,566 | 174,413 |
Noncash interest expense on loans | ' | 121,160 |
Revaluation of warrant liability | -98,341 | 308,493 |
Changes in operating assets and liabilities: | ' | ' |
Prepaid expenses and other assets | 1,407,495 | -703,484 |
Accounts payable, accrued expenses and other liabilities | 2,443,791 | 367,641 |
Net cash used in operating activities | -15,778,466 | -6,920,694 |
Investing activities: | ' | ' |
Purchase of property and equipment | -191,314 | -45,403 |
Net cash used in investing activities | -191,314 | -45,403 |
Financing activities: | ' | ' |
Proceeds from issuance of redeemable convertible preferred stock and warrants, net | ' | 59,918,917 |
Proceeds from exercise of common stock options | 88,782 | 22,820 |
Proceeds from issuance of common stock, net | 59,534,984 | ' |
Repayment of loans payable | ' | -4,946,667 |
Net cash provided by financing activities | 59,623,766 | 54,995,070 |
Net increase (decrease) in cash and cash equivalents | 43,653,986 | 48,028,973 |
Cash and cash equivalents-beginning of period | 37,965,198 | 6,738,659 |
Cash and cash equivalents-end of period | $81,619,184 | $54,767,632 |
Organization_and_Description_o
Organization and Description of the Business | 6 Months Ended |
Jun. 30, 2014 | |
Organization and Description of the Business | ' |
Organization and Description of the Business | ' |
1. Organization and Description of the Business | |
Trevena, Inc. (the Company) was incorporated in Delaware as Parallax Therapeutics, Inc. on November 9, 2007, began operations in December 2007, and changed its name to Trevena, Inc. on January 3, 2008. The Company is a clinical stage biopharmaceutical company that discovers, develops and intends to commercialize therapeutics that use a novel approach to target G protein coupled receptors, or GPCRs. The Company operates in one segment and has its principal office in King of Prussia, Pennsylvania. | |
At June 30, 2014, the Company had an accumulated deficit of $103.1 million and its net loss was $20.9 million and $7.7 million for the six months ended June 30, 2014 and 2013, respectively. The Company expects its cash and cash equivalents of $81.6 million as of June 30, 2014, to be sufficient to fund its operating expenses and capital expenditure requirements through the end of 2015. | |
Reverse Stock Split | |
During 2013, the Company’s Board of Directors and stockholders approved a one-for-6.2 reverse stock split of the company’s common stock that became effective on October 30, 2013. All share and per share amounts in the financial statements and notes thereto have been retroactively adjusted for all periods presented to give effect to this reverse stock split. | |
Initial Public Offering | |
On February 5, 2014, the Company issued and sold 9,250,000 shares of common stock in an initial public offering (IPO) at a price of $7.00 per share, for aggregate gross proceeds of $64.8 million. On March 6, 2014, in connection with the partial exercise of the IPO underwriters’ over-allotment option, the Company sold an additional 270,449 shares of common stock at a price of $7.00 per share, for aggregate gross proceeds of approximately $1.9 million. The net offering proceeds to the Company from both sales were approximately $59.5 million, after deducting underwriting discounts and commissions of approximately $4.6 million and offering costs of approximately $2.5 million. In addition, as part of the IPO, all of the Company’s outstanding convertible preferred stock was converted and a portion of its warrants were net exercised into an aggregate of 15,728,286 shares of common stock. | |
As of June 30, 2014, there are warrants exercisable to purchase 20,161 shares of the Company’s common stock at an exercise price of $6.20 per share, which expire in December 2021 and warrants exercisable to purchase 2,419 shares of the Company’s common stock at an exercise price of $0.06 per share, which expire in June 2018. |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 6 Months Ended | |||||||||||||
Jun. 30, 2014 | ||||||||||||||
Summary of Significant Accounting Policies | ' | |||||||||||||
Summary of Significant Accounting Policies | ' | |||||||||||||
2. Summary of Significant Accounting Policies | ||||||||||||||
Basis of Presentation | ||||||||||||||
The accompanying financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP). Any reference in these notes to applicable guidance is meant to refer to the authoritative United States generally accepted accounting principles as found in the Accounting Standards Codification (ASC) and Accounting Standards Update (ASU) of the Financial Accounting Standards Board (FASB). The Company considers the U.S. dollar to be its functional currency. | ||||||||||||||
Unaudited Interim Financial Information | ||||||||||||||
The accompanying financial statement are unaudited. The interim unaudited financial statements have been prepared on the same basis as the annual audited financial statements and, in the opinion of management, reflect all adjustments, which include only normal recurring adjustments, necessary for the fair statement of the Company’s financial position as of June 30, 2014 and the results of its operations, its comprehensive loss and its cash flows for the three and six months ended June 30, 2014 and 2013. The financial data and other information disclosed in these notes related to the six months ended June 30, 2014 and 2013 are not necessarily indicative of the results to be expected for the year ending December 31, 2014, any other interim periods or any future year or period. | ||||||||||||||
Significant Accounting Policies | ||||||||||||||
The Company’s significant accounting policies are described in Note 2 of the Notes to the Consolidated Financial Statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2013. Since the date of those financial statements, there have been no material changes to the Company’s significant accounting policies. | ||||||||||||||
Use of Estimates | ||||||||||||||
Management considers many factors in selecting appropriate financial accounting policies and controls, and in developing the estimates and assumptions that are used in the preparation of these financial statements. Management must apply significant judgment in this process. In addition, other factors may affect estimates, including expected business and operational changes, sensitivity and volatility associated with the assumptions used in developing estimates, and whether historical trends are expected to be representative of future trends. The estimation process often may yield a range of potentially reasonable estimates of the ultimate future outcomes and management must select an amount that falls within that range of reasonable estimates. This process may result in actual results differing materially from those estimated amounts used in the preparation of the financial statements if these results differ from historical experience, or other assumptions do not turn out to be substantially accurate, even if such assumptions are reasonable when made. In preparing these financial statements, management used significant estimates in the following areas, among others: stock-based compensation expense, the determination of the fair value of stock-based awards, the fair value of liability-classified preferred and common stock warrants, and the accounting for research and development costs, accrued expenses and the recoverability of the Company’s net deferred tax assets and related valuation allowance. | ||||||||||||||
Cash and Cash Equivalents | ||||||||||||||
The Company considers all highly liquid investments that have maturities of three months or less when acquired to be cash equivalents. Cash and cash equivalents subject the Company to concentrations of credit risk. However, the Company has invested in U.S. Treasury Bills and money market mutual funds that invest substantially all of their assets in U.S. government securities. Cash equivalents are valued at cost, which approximates their fair market value. | ||||||||||||||
Fair Value Measurements | ||||||||||||||
ASC Topic 820, Fair Value Measurement (ASC 820), establishes a fair value hierarchy for instruments measured at fair value that distinguishes between assumptions based on market data (observable inputs) and the Company’s own assumptions (unobservable inputs). Observable inputs are inputs that market participants would use in pricing the asset or liability based on market data obtained from sources independent of the Company. Unobservable inputs are inputs that reflect the Company’s assumptions about the inputs that market participants would use in pricing the asset or liability, and are developed based on the best information available in the circumstances. | ||||||||||||||
ASC 820 identifies fair value as the exchange price, or exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As a basis for considering market participant assumptions in fair value measurements, ASC Topic 820 establishes a three-tier fair value hierarchy that distinguishes among the following: | ||||||||||||||
· Level 1—Valuations based on unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access. | ||||||||||||||
· Level 2—Valuations based on quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active and models for which all significant inputs are observable, either directly or indirectly. | ||||||||||||||
· Level 3—Valuations based on inputs that are unobservable and significant to the overall fair value measurement. | ||||||||||||||
To the extent that the valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised by the Company in determining fair value is greatest for instruments categorized in Level 3. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. | ||||||||||||||
Items measured at fair value on a recurring basis include money market mutual funds, restricted cash and warrants to purchase redeemable convertible preferred stock and common stock. During the periods presented, the Company has not changed the manner in which it values assets and liabilities that are measured at fair value using Level 3 inputs. The following fair value hierarchy table presents information about each major category of the Company’s financial assets and liabilities measured at fair value on a recurring basis: | ||||||||||||||
Quoted Prices in | Significant Other | Significant | Total | |||||||||||
Active Markets | Observable Inputs | Unobservable | ||||||||||||
for Identical | (Level 2) | Inputs (Level 3) | ||||||||||||
Items | ||||||||||||||
(Level 1) | ||||||||||||||
December 31, 2013 | ||||||||||||||
Assets | ||||||||||||||
Money market mutual funds | $ | 35,551,000 | $ | — | $ | — | $ | 35,551,000 | ||||||
Restricted cash | 112,000 | — | — | 112,000 | ||||||||||
Total assets | $ | 35,663,000 | $ | — | $ | — | $ | 35,663,000 | ||||||
Liabilities | ||||||||||||||
Warrants to purchase redeemable preferred stock | $ | — | $ | — | $ | 350,519 | $ | 350,519 | ||||||
Total liabilities | $ | — | $ | — | $ | 350,519 | $ | 350,519 | ||||||
June 30, 2014 | ||||||||||||||
Assets | ||||||||||||||
Money market mutual funds | $ | 5,778,226 | $ | — | $ | — | $ | 5,778,226 | ||||||
U.S. Treasury Bills | 74,999,185 | — | — | 74,999,185 | ||||||||||
Restricted cash | 112,000 | — | — | 112,000 | ||||||||||
Total assets | $ | 80,889,411 | $ | — | $ | — | $ | 80,889,411 | ||||||
Liabilities | ||||||||||||||
Warrants to purchase common stock | $ | — | $ | — | $ | 106,922 | $ | 106,922 | ||||||
Total liabilities | $ | — | $ | — | $ | 106,922 | $ | 106,922 | ||||||
The U.S. Treasury Bills and money market mutual funds noted above are included in cash and cash equivalents in the accompanying balance sheets. The Company recognizes transfers between levels of the fair value hierarchy as of the end of the reporting period. There were no transfers within the hierarchy during the three or six months ended June 30, 2013 or 2014. | ||||||||||||||
The following table sets forth a summary of changes in the fair value of the Company’s warrant liability, which represents a recurring measurement that is classified within Level 3 of the fair value hierarchy, wherein fair value is estimated using significant unobservable inputs: | ||||||||||||||
Warrant | ||||||||||||||
Liability | ||||||||||||||
Balance as of December 31, 2013 | $ | 350,519 | ||||||||||||
Amounts acquired or issued | — | |||||||||||||
Changes in estimated fair value | (98,341 | ) | ||||||||||||
Amounts reclassified to additional paid-in capital | (145,256 | ) | ||||||||||||
Balance as of June 30, 2014 | $ | 106,922 | ||||||||||||
In connection with the issuance and sale of the Company’s Series B-1 preferred shares, the Company issued to the purchasers warrants to purchase shares of the Company’s Series B-1 Preferred Stock. Additionally, in connection with a banking facility, the Company issued a warrant to purchase 125,000 shares of Series B preferred stock. As of December 31, 2013, the fair value of the warrants outstanding of $350,519 was recognized as a liability in the Company’s balance sheet in accordance with the guidance for accounting for certain financial instruments with characteristics of both liabilities and equity as the warrants entitle the holder to purchase preferred stock that is considered contingently redeemable. Upon the Company’s initial public offering, 1,100,000 of the outstanding Series B-1 warrants were net exercised into 20,273 shares of common stock and the remaining fair value of $145,256 associated with these particular warrants was reclassified to additional paid-in capital. The warrant to purchase 125,000 shares of Series B preferred stock was converted into a warrant to purchase up to 20,161 shares of the Company’s common stock and remains outstanding with a fair value recorded as a liability of $106,922 at June 30, 2014 as it contains a cash settlement feature upon certain strategic transactions. | ||||||||||||||
The fair value of the warrants classified as liabilities on each re-measurement date is estimated using the Black-Scholes option pricing model. For this liability, the Company develops its own assumptions that do not have observable inputs or available market data to support the fair value. This method of valuation involves using inputs such as the fair value of the Company’s various classes of preferred stock, stock price volatility, the contractual term of the warrants, risk free interest rates and dividend yields. Due to the nature of these inputs, the valuation of the warrants is considered a Level 3 measurement. The following assumptions were used at June 30, 2014 and December 31, 2013: | ||||||||||||||
June 30, 2014 | December 31, 2013 | |||||||||||||
Common stock | Series B-1 | Series B | ||||||||||||
warrant liability | preferred stock | preferred stock | ||||||||||||
warrant liability | warrant liability | |||||||||||||
Estimated remaining term | 7.8 years | 0.25 years | 8.4 years | |||||||||||
Dividend yield | 0 | % | 0 | % | 0 | % | ||||||||
Risk-free interest rate | 2.26 | % | 0.38 | % | 2.75 | % | ||||||||
Fair value of underlying instrument | $ | 5.65 | $ | 7 | $ | 7 | ||||||||
Volatility | 77 | % | 71 | % | 70 | % | ||||||||
The warrant liability is recorded on its own line item on the Company’s Balance Sheet and is marked-to-market at each reporting period with the change in fair value recorded on its own line in the Statement of Operations and Comprehensive Loss. | ||||||||||||||
Recent Accounting Pronouncements | ||||||||||||||
On June 10, 2014, FASB issued ASU No. 2014-10, “Development Stage Entities (Topic 915): Elimination of Certain Financial Reporting Requirements, Including an Amendment to Variable Interest Entities Guidance in Topic 810, Consolidation” (“ASU 2014-10”). ASU 2014-10 eliminates the accounting and reporting differences in U.S. GAAP between development stage entities and other operating entities, including the presentation of inception-to-date financial statement information and the development stage entity financial statement label. FASB guidance related to Risks and Uncertainties and FASB guidance utilized to determine if an entity is a variable interest entity now apply to entities that have not commenced planned principal operations. These changes will provide more consistent consolidation analysis and decisions among reporting entities. While these amendments are retrospectively effective for annual reporting periods beginning after December 15, 2014, early adoption is permitted for any annual reporting period or interim period for which the entity’s financial statements have not yet been issued. The Company has elected early adoption in the current period. The Company’s adoption of this standard did not have a significant impact on its financial position, results of operations or cash flows. |
Net_Loss_Per_Common_Share
Net Loss Per Common Share | 6 Months Ended | |||||||||||||
Jun. 30, 2014 | ||||||||||||||
Net Loss Per Common Share | ' | |||||||||||||
Net Loss Per Common Share | ' | |||||||||||||
3. Net Loss Per Common Share | ||||||||||||||
The following table sets forth the computation of basic and diluted net loss per share for the periods indicated: | ||||||||||||||
Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||
Basic and diluted net loss per common share calculation: | ||||||||||||||
Net loss and comprehensive loss | $ | (11,495,681 | ) | $ | (4,680,474 | ) | $ | (20,869,095 | ) | $ | (7,563,762 | ) | ||
Accretion of redeemable convertible preferred stock | — | (83,426 | ) | (28,521 | ) | (162,587 | ) | |||||||
Net loss attributable to common stockholders | $ | (11,495,681 | ) | $ | (4,763,900 | ) | $ | (20,897,616 | ) | $ | (7,726,349 | ) | ||
Weighted average common shares outstanding | 26,327,895 | 756,083 | 21,343,803 | 722,637 | ||||||||||
Net loss per share of common stock—basic and diluted | $ | (0.44 | ) | $ | (6.30 | ) | $ | (0.98 | ) | $ | (10.69 | ) | ||
The following outstanding securities at June 30, 2014 and 2013 have been excluded from the computation of diluted weighted shares outstanding, as they would have been anti-dilutive: | ||||||||||||||
June 30, | ||||||||||||||
2014 | 2013 | |||||||||||||
Redeemable convertible preferred stock | — | 15,619,306 | ||||||||||||
Options outstanding | 3,577,641 | 2,379,350 | ||||||||||||
Warrants | 22,580 | 288,709 | ||||||||||||
Total | 3,600,221 | 18,287,365 |
Stockholders_Deficit_Equity
Stockholders' (Deficit) Equity | 6 Months Ended | |||||
Jun. 30, 2014 | ||||||
Stockholders' (Deficit) Equity | ' | |||||
Stockholders' (Deficit) Equity | ' | |||||
4. Stockholders’ (Deficit) Equity | ||||||
On February 5, 2014, the Company issued and sold 9,250,000 shares of common stock in an initial public offering (IPO) at a price of $7.00 per share, for aggregate gross proceeds of $64.8 million. On March 6, 2014, in connection with the partial exercise of the IPO underwriters’ over-allotment option, the Company sold an additional 270,449 shares of common stock at a price of $7.00 per share, for aggregate gross proceeds of approximately $1.9 million. | ||||||
As of December 31, 2013, the Company had the following redeemable convertible preferred stock outstanding which converted into common shares on a one-for-6.2 basis upon consummation of the Company’s initial public offering: | ||||||
Preferred | Conversion | |||||
Shares | into Common | |||||
Outstanding | Shares upon | |||||
Initial Public | ||||||
Offering | ||||||
Series A | 25,074,999 | 4,044,354 | ||||
Series B | 30,800,000 | 4,967,741 | ||||
Series B-1 | 4,750,000 | 766,129 | ||||
Series C | 36,764,704 | 5,929,789 | ||||
Total | 97,389,703 | 15,708,013 | ||||
In connection with the issuance of the Company’s Series B-1 preferred shares, the Company issued to the purchasers warrants to purchase shares of the Company’s Series B-1 Preferred Stock. Additionally, in connection with a banking facility, the Company issued a warrant to purchase 125,000 shares of Series B preferred stock. As of December 31, 2013, the fair value of the warrants outstanding of $350,519 was recognized as a liability in the Company’s balance sheet. Upon the Company’s initial public offering, 1,100,000 of the outstanding Series B-1 warrants were net exercised into 20,273 shares of common stock and the remaining fair value of $145,256 associated with these particular warrants was reclassified to additional paid-in capital. The warrant to purchase 125,000 shares of Series B preferred stock was converted into a warrant to purchase up to 20,161 shares of the Company’s common stock and remains outstanding with a fair value recorded as a liability of $106,922 at June 30, 2014 as it contains a cash settlement feature upon certain strategic transactions. | ||||||
Under its certificate of incorporation, the Company was authorized to issue 100,000,000 and 132,000,000 shares of common stock as of June 30, 2014 and December 31, 2013, respectively. The Company was authorized to issue 5,000,000 shares of preferred stock as of June 30, 2014. The Company is required, at all times, to reserve and keep available out of its authorized but unissued shares of common stock sufficient shares to effect the conversion of the shares of the preferred stock and all stock options and warrants. |
2008_and_2013_Equity_Incentive
2008 and 2013 Equity Incentive Plans | 6 Months Ended | |||||||||||||
Jun. 30, 2014 | ||||||||||||||
2008 and 2013 Equity Incentive Plans | ' | |||||||||||||
2008 and 2013 Equity Incentive Plans | ' | |||||||||||||
5. 2008 and 2013 Equity Incentive Plans | ||||||||||||||
In January 2008, the Company adopted the 2008 Equity Incentive Plan, as amended on February 29, 2008, January 7, 2010, July 8, 2010, December 10, 2010, June 23, 2011 and June 17, 2013 (collectively, the 2008 Plan) that authorized the Company to grant up to 3,310,990 shares of common stock to eligible employees, directors and consultants to the Company, in the form of restricted stock and stock options. | ||||||||||||||
In 2013, the Company adopted the 2013 Equity Incentive Plan, as amended on May 14, 2014 (the 2013 Plan), that authorizes the Company to grant up to 1,711,290 shares of common stock. The 2013 Plan contains an “evergreen” provision, pursuant to which the number of shares of common stock available for issuance under the plan can be permitted to automatically increase on January 1 of each year beginning in 2015. The 2013 plan became effective upon the January 2014 IPO and, as of such date, the Company may not make further grants under the 2008 plan. The 2013 plan provides for the grant of incentive stock options, or ISOs, nonstatutory stock options, or NSOs, stock appreciation rights, restricted stock awards, restricted stock unit awards, performance-based stock awards and other forms of equity compensation (collectively, stock awards), all of which may be granted to employees, including officers, non-employee directors and consultants of the Company. Additionally, the 2013 plan provides for the grant of cash and stock based performance awards. | ||||||||||||||
Under both the 2008 and 2013 Plans, the amount, terms of grants and exercisability provisions are determined by the board of directors or its designee. The term of the options may be up to 10 years, and options are exercisable in cash or as otherwise determined by the board of directors. Vesting generally occurs over a period of not greater than four years. | ||||||||||||||
The estimated grant-date fair value of the Company’s share-based awards is amortized ratably over the awards’ service periods. Share-based compensation expense recognized was as follows: | ||||||||||||||
Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||
Research and development | $ | 291,996 | $ | 91,653 | $ | 616,184 | $ | 119,664 | ||||||
General and administrative | 376,268 | 43,036 | 579,382 | 54,749 | ||||||||||
Total stock-based compensation | $ | 668,264 | $ | 134,689 | $ | 1,195,566 | $ | 174,413 | ||||||
Options Outstanding | ||||||||||||||
Shares Available | Number of | Weighted-Average | Weighted Average | |||||||||||
for Grant | Shares | Exercise Price | Remaining | |||||||||||
Contractual | ||||||||||||||
Term (in years) | ||||||||||||||
Balance, December 31, 2013 | 83,465 | 2,795,746 | $ | 2.52 | 8.45 | |||||||||
Authorized | 1,711,290 | — | ||||||||||||
Granted | (934,078 | ) | 934,078 | 6.96 | ||||||||||
Exercised | — | (152,142 | ) | 0.58 | ||||||||||
Forfeitures | 41 | (41 | ) | 0.06 | ||||||||||
Balance, June 30, 2014 | 860,718 | 3,577,641 | $ | 3.77 | 8.52 | |||||||||
Vested or expected to vest at June 30, 2014 | 3,520,856 | $ | 3.71 | 8.5 | ||||||||||
Exercisable at June 30, 2014 | 1,264,821 | $ | 1.49 | 7.14 | ||||||||||
The intrinsic value of the options exercisable as of June 30, 2014 was $5.4 million, based on the Company’s closing stock price of $5.65 per share and a weighted average exercise price of $1.49 per share. | ||||||||||||||
The Company uses the Black-Scholes option-pricing model to estimate the fair value of stock options at the grant date. The Black-Scholes model requires the Company to make certain estimates and assumptions, including estimating the fair value of the Company’s common stock, assumptions related to the expected price volatility of the Company’s stock, the period during which the options will be outstanding, the rate of return on risk-free investments and the expected dividend yield for the Company’s stock. | ||||||||||||||
The per-share weighted-average grant date fair value of the options granted to employees and directors during the six months ended June 30, 2014 and 2013 was estimated at $4.62 and $1.55 per share, respectively, on the date of grant using the Black-Scholes option-pricing model with the following weighted-average assumptions: | ||||||||||||||
Six Months | Six Months | |||||||||||||
Ended June | Ended June | |||||||||||||
30, 2014 | 30, 2013 | |||||||||||||
Risk-free interest rate | 1.854 | % | 1.315 | % | ||||||||||
Expected term of options (in years) | 6 | 6.1 | ||||||||||||
Expected volatility | 75.7 | % | 80.5 | % | ||||||||||
Dividend yield | 0 | % | 0 | % | ||||||||||
The weighted-average valuation assumptions were determined as follows: | ||||||||||||||
· Risk-free interest rate: The Company based the risk-free interest rate on the interest rate payable on U.S. Treasury securities in effect at the time of grant for a period that is commensurate with the assumed expected option term. | ||||||||||||||
· Expected term of options: Due to its lack of sufficient historical data, the Company estimates the expected life of its employee stock options using the “simplified” method, as prescribed in Staff Accounting Bulletin (SAB) No. 107, whereby the expected life equals the arithmetic average of the vesting term and the original contractual term of the option. | ||||||||||||||
· Expected stock price volatility: The Company estimated the expected volatility based on actual historical volatility of the stock price of similar companies with publicly-traded equity securities. The Company calculated the historical volatility of the selected companies by using daily closing prices over a period of the expected term of the associated award. The companies were selected based on their enterprise value, risk profiles, position within the industry and with historical share price information sufficient to meet the expected term of the associated award. A decrease in the selected volatility would have decreased the fair value of the underlying instrument. | ||||||||||||||
· Expected annual dividend yield: The Company estimated the expected dividend yield based on consideration of its historical dividend experience and future dividend expectations. The Company has not historically declared or paid dividends to stockholders. Moreover, it does not intend to pay dividends in the future, but instead expects to retain any earnings to invest in the continued growth of the business. Accordingly, the Company assumed an expected dividend yield of 0.0%. | ||||||||||||||
· Estimated forfeiture rate: The Company’s estimated annual forfeiture rate on 2014 and 2013 stock option grants was 7% and 5%, respectively, based on the historical forfeiture experience. | ||||||||||||||
The fair value of the Company’s common stock, prior to the Company’s initial public offering, was determined by its board of directors with assistance of its management. The board of directors and management considered numerous objective and subjective factors in the assessment of fair value, including the price for the Company’s preferred stock that was sold to investors and the rights, preferences and privileges of the preferred stock and common stock, the Company’s financial condition and results of operations during the relevant periods and the status of strategic initiatives. These estimates involved a significant level of judgment. | ||||||||||||||
As of June 30, 2014, there was $7.1 million of total unrecognized compensation expense related to unvested options that will be recognized over the weighted average remaining period of 3.34 years. | ||||||||||||||
Shares Reserved for Future Issuance | ||||||||||||||
At June 30, 2014, the Company has reserved the following shares of common stock for issuance: | ||||||||||||||
Common stock options outstanding | 3,557,641 | |||||||||||||
Common stock options and restricted stock available for future grant (2013 Plan) | 860,718 | |||||||||||||
Common stock warrants outstanding | 22,580 | |||||||||||||
4,440,939 |
Commitments_and_Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2014 | |
Commitments and Contingencies. | ' |
Commitments and Contingencies | ' |
6. Commitments and Contingencies | |
Licenses | |
On May 3, 2013, the Company entered into an option agreement and a license agreement with Actavis, Inc. (formerly Forest Laboratories Holdings Limited), under which the Company granted to Actavis an exclusive option to license its product candidate, TRV027. If Actavis exercises this option, the license agreement between the Company and Actavis will become effective and Actavis will have an exclusive worldwide license to develop and commercialize TRV027 and specified related compounds. At the Company’s request, Actavis will consider in good faith whether to grant the Company the right to co-promote the licensed products in the United States under terms to be agreed upon by the parties. Actavis will be responsible for subsequent development, regulatory approval and commercialization of TRV027 at Actavis’ sole cost and expense. | |
Under the option agreement, the Company is conducting, at its expense, a Phase 2b trial of TRV027 in acute heart failure. Actavis may exercise its option during the pendency of the Phase 2b clinical trial or during a specified time period after the Company delivers the data from the Phase 2b clinical trial to Actavis. During the option period, the Company is not permitted to negotiate for or enter into any agreement with a third party for the development and commercialization of TRV027 and its related compounds. Under specified circumstances linked to adverse changes in the market or related to the results from the Phase 2b trial of TRV027, Actavis has the right to renegotiate the terms of the license agreement. If Actavis exercises such right, the Company will be obligated to negotiate in good faith with Actavis for a period of time the terms of any new arrangement. If the Company and Actavis are unable to agree on the terms of any new arrangement, then the option agreement will terminate and for a specified period of time thereafter the Company may not offer a license to any third party on terms better than those last proposed by either the Company or Actavis during the negotiations. If Actavis does not exercise the option during the specified period, its option will expire and the license agreement will not become effective. In that case, the Company would be free to enter into a collaboration arrangement with another party for the development and commercialization of TRV027 or to pursue development and commercialization on its own. | |
The Company received no consideration upon the grant of the option to Actavis. If Actavis exercises the option, the Company would receive a $65 million option exercise fee and could potentially receive up to $365 million depending upon the achievement of future development and commercial milestones. The Company also could receive tiered royalties between 10% and 20% on net sales of licensed products worldwide, with the royalty rates on net sales of licensed products in the United States being somewhat higher than the royalty rates on net sales of licensed products outside the United States. The term of the royalty on sales of TRV027 for a given country would extend until the latest to occur of (i) 10 years from first commercial sale of TRV027 in that country, (ii) the expiration of the last to expire patent claiming TRV027 that is sufficient to block the entrance of a generic version of the product, or (iii) the expiration of any period of exclusivity granted by applicable law or any regulatory authority in such country that confers exclusive marketing rights on the product. | |
If the license agreement becomes effective, Actavis has the right to grant sublicenses under the license agreement to affiliates and third parties. Any sublicensing does not act to relieve Actavis of any of its obligations under the license agreement, including Actavis’ obligation to make milestone payments to the Company with respect to TRV027 or pay royalties to the Company on sales of TRV027 by such sublicensee. Under the license, both Actavis and the Company have the right to terminate the agreement in the event of an uncured material breach or insolvency of the other party. In addition, Actavis is permitted to terminate the license agreement without cause at any time upon prior written notice or immediately for product safety reasons. Following a termination of the license agreement, all licenses granted to Actavis would terminate, and Actavis would grant the Company an exclusive royalty bearing license under specified patents and know-how to develop and commercialize reverted licensed products. If not terminated, the license agreement would remain in effect until the expiration of the last royalty term for the last licensed product. | |
Actavis participated in the Series C Preferred Stock financing and purchased $30 million of Series C Preferred Stock. Because the Series C Preferred Stock was acquired at the same time as the option agreement, management considered whether the Preferred Stock was issued at fair value and if not, whether the consideration received for the Preferred Stock should be allocated in the financial statements in a manner differently than the price stated in the agreement. The Series C Preferred Stock acquired by Actavis was acquired at the same time and at the same price per share as all of the other investors in the Series C Preferred Stock financing and therefore the preferred stock sold to Actavis was deemed to be issued at fair value and no value was allocated to the option agreement. The Series C Preferred Stock held by Actavis was converted into common shares on a one-for-6.2 basis upon consummation of the Company’s initial public offering. | |
Legal Proceedings | |
The Company is not involved in any legal proceeding that it expects to have a material adverse effect on its business, financial condition, results of operations and cash flows. |
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policies) | 6 Months Ended | |||||||||||||
Jun. 30, 2014 | ||||||||||||||
Summary of Significant Accounting Policies | ' | |||||||||||||
Basis of Presentation | ' | |||||||||||||
Basis of Presentation | ||||||||||||||
The accompanying financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP). Any reference in these notes to applicable guidance is meant to refer to the authoritative United States generally accepted accounting principles as found in the Accounting Standards Codification (ASC) and Accounting Standards Update (ASU) of the Financial Accounting Standards Board (FASB). The Company considers the U.S. dollar to be its functional currency. | ||||||||||||||
Unaudited Interim Financial Information | ' | |||||||||||||
Unaudited Interim Financial Information | ||||||||||||||
The accompanying financial statement are unaudited. The interim unaudited financial statements have been prepared on the same basis as the annual audited financial statements and, in the opinion of management, reflect all adjustments, which include only normal recurring adjustments, necessary for the fair statement of the Company’s financial position as of June 30, 2014 and the results of its operations, its comprehensive loss and its cash flows for the three and six months ended June 30, 2014 and 2013. The financial data and other information disclosed in these notes related to the six months ended June 30, 2014 and 2013 are not necessarily indicative of the results to be expected for the year ending December 31, 2014, any other interim periods or any future year or period. | ||||||||||||||
Use of Estimates | ' | |||||||||||||
Use of Estimates | ||||||||||||||
Management considers many factors in selecting appropriate financial accounting policies and controls, and in developing the estimates and assumptions that are used in the preparation of these financial statements. Management must apply significant judgment in this process. In addition, other factors may affect estimates, including expected business and operational changes, sensitivity and volatility associated with the assumptions used in developing estimates, and whether historical trends are expected to be representative of future trends. The estimation process often may yield a range of potentially reasonable estimates of the ultimate future outcomes and management must select an amount that falls within that range of reasonable estimates. This process may result in actual results differing materially from those estimated amounts used in the preparation of the financial statements if these results differ from historical experience, or other assumptions do not turn out to be substantially accurate, even if such assumptions are reasonable when made. In preparing these financial statements, management used significant estimates in the following areas, among others: stock-based compensation expense, the determination of the fair value of stock-based awards, the fair value of liability-classified preferred and common stock warrants, and the accounting for research and development costs, accrued expenses and the recoverability of the Company’s net deferred tax assets and related valuation allowance. | ||||||||||||||
Cash and Cash Equivalents | ' | |||||||||||||
Cash and Cash Equivalents | ||||||||||||||
The Company considers all highly liquid investments that have maturities of three months or less when acquired to be cash equivalents. Cash and cash equivalents subject the Company to concentrations of credit risk. However, the Company has invested in U.S. Treasury Bills and money market mutual funds that invest substantially all of their assets in U.S. government securities. Cash equivalents are valued at cost, which approximates their fair market value. | ||||||||||||||
Fair Value Measurements | ' | |||||||||||||
Fair Value Measurements | ||||||||||||||
ASC Topic 820, Fair Value Measurement (ASC 820), establishes a fair value hierarchy for instruments measured at fair value that distinguishes between assumptions based on market data (observable inputs) and the Company’s own assumptions (unobservable inputs). Observable inputs are inputs that market participants would use in pricing the asset or liability based on market data obtained from sources independent of the Company. Unobservable inputs are inputs that reflect the Company’s assumptions about the inputs that market participants would use in pricing the asset or liability, and are developed based on the best information available in the circumstances. | ||||||||||||||
ASC 820 identifies fair value as the exchange price, or exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As a basis for considering market participant assumptions in fair value measurements, ASC Topic 820 establishes a three-tier fair value hierarchy that distinguishes among the following: | ||||||||||||||
· Level 1—Valuations based on unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access. | ||||||||||||||
· Level 2—Valuations based on quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active and models for which all significant inputs are observable, either directly or indirectly. | ||||||||||||||
· Level 3—Valuations based on inputs that are unobservable and significant to the overall fair value measurement. | ||||||||||||||
To the extent that the valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised by the Company in determining fair value is greatest for instruments categorized in Level 3. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. | ||||||||||||||
Items measured at fair value on a recurring basis include money market mutual funds, restricted cash and warrants to purchase redeemable convertible preferred stock and common stock. During the periods presented, the Company has not changed the manner in which it values assets and liabilities that are measured at fair value using Level 3 inputs. The following fair value hierarchy table presents information about each major category of the Company’s financial assets and liabilities measured at fair value on a recurring basis: | ||||||||||||||
Quoted Prices in | Significant Other | Significant | Total | |||||||||||
Active Markets | Observable Inputs | Unobservable | ||||||||||||
for Identical | (Level 2) | Inputs (Level 3) | ||||||||||||
Items | ||||||||||||||
(Level 1) | ||||||||||||||
December 31, 2013 | ||||||||||||||
Assets | ||||||||||||||
Money market mutual funds | $ | 35,551,000 | $ | — | $ | — | $ | 35,551,000 | ||||||
Restricted cash | 112,000 | — | — | 112,000 | ||||||||||
Total assets | $ | 35,663,000 | $ | — | $ | — | $ | 35,663,000 | ||||||
Liabilities | ||||||||||||||
Warrants to purchase redeemable preferred stock | $ | — | $ | — | $ | 350,519 | $ | 350,519 | ||||||
Total liabilities | $ | — | $ | — | $ | 350,519 | $ | 350,519 | ||||||
June 30, 2014 | ||||||||||||||
Assets | ||||||||||||||
Money market mutual funds | $ | 5,778,226 | $ | — | $ | — | $ | 5,778,226 | ||||||
U.S. Treasury Bills | 74,999,185 | — | — | 74,999,185 | ||||||||||
Restricted cash | 112,000 | — | — | 112,000 | ||||||||||
Total assets | $ | 80,889,411 | $ | — | $ | — | $ | 80,889,411 | ||||||
Liabilities | ||||||||||||||
Warrants to purchase common stock | $ | — | $ | — | $ | 106,922 | $ | 106,922 | ||||||
Total liabilities | $ | — | $ | — | $ | 106,922 | $ | 106,922 | ||||||
The U.S. Treasury Bills and money market mutual funds noted above are included in cash and cash equivalents in the accompanying balance sheets. The Company recognizes transfers between levels of the fair value hierarchy as of the end of the reporting period. There were no transfers within the hierarchy during the three or six months ended June 30, 2013 or 2014. | ||||||||||||||
The following table sets forth a summary of changes in the fair value of the Company’s warrant liability, which represents a recurring measurement that is classified within Level 3 of the fair value hierarchy, wherein fair value is estimated using significant unobservable inputs: | ||||||||||||||
Warrant | ||||||||||||||
Liability | ||||||||||||||
Balance as of December 31, 2013 | $ | 350,519 | ||||||||||||
Amounts acquired or issued | — | |||||||||||||
Changes in estimated fair value | (98,341 | ) | ||||||||||||
Amounts reclassified to additional paid-in capital | (145,256 | ) | ||||||||||||
Balance as of June 30, 2014 | $ | 106,922 | ||||||||||||
In connection with the issuance and sale of the Company’s Series B-1 preferred shares, the Company issued to the purchasers warrants to purchase shares of the Company’s Series B-1 Preferred Stock. Additionally, in connection with a banking facility, the Company issued a warrant to purchase 125,000 shares of Series B preferred stock. As of December 31, 2013, the fair value of the warrants outstanding of $350,519 was recognized as a liability in the Company’s balance sheet in accordance with the guidance for accounting for certain financial instruments with characteristics of both liabilities and equity as the warrants entitle the holder to purchase preferred stock that is considered contingently redeemable. Upon the Company’s initial public offering, 1,100,000 of the outstanding Series B-1 warrants were net exercised into 20,273 shares of common stock and the remaining fair value of $145,256 associated with these particular warrants was reclassified to additional paid-in capital. The warrant to purchase 125,000 shares of Series B preferred stock was converted into a warrant to purchase up to 20,161 shares of the Company’s common stock and remains outstanding with a fair value recorded as a liability of $106,922 at June 30, 2014 as it contains a cash settlement feature upon certain strategic transactions. | ||||||||||||||
The fair value of the warrants classified as liabilities on each re-measurement date is estimated using the Black-Scholes option pricing model. For this liability, the Company develops its own assumptions that do not have observable inputs or available market data to support the fair value. This method of valuation involves using inputs such as the fair value of the Company’s various classes of preferred stock, stock price volatility, the contractual term of the warrants, risk free interest rates and dividend yields. Due to the nature of these inputs, the valuation of the warrants is considered a Level 3 measurement. The following assumptions were used at June 30, 2014 and December 31, 2013: | ||||||||||||||
June 30, 2014 | December 31, 2013 | |||||||||||||
Common stock | Series B-1 | Series B | ||||||||||||
warrant liability | preferred stock | preferred stock | ||||||||||||
warrant liability | warrant liability | |||||||||||||
Estimated remaining term | 7.8 years | 0.25 years | 8.4 years | |||||||||||
Dividend yield | 0 | % | 0 | % | 0 | % | ||||||||
Risk-free interest rate | 2.26 | % | 0.38 | % | 2.75 | % | ||||||||
Fair value of underlying instrument | $ | 5.65 | $ | 7 | $ | 7 | ||||||||
Volatility | 77 | % | 71 | % | 70 | % | ||||||||
The warrant liability is recorded on its own line item on the Company’s Balance Sheet and is marked-to-market at each reporting period with the change in fair value recorded on its own line in the Statement of Operations and Comprehensive Loss. | ||||||||||||||
Recent Accounting Pronouncements | ' | |||||||||||||
Recent Accounting Pronouncements | ||||||||||||||
On June 10, 2014, FASB issued ASU No. 2014-10, “Development Stage Entities (Topic 915): Elimination of Certain Financial Reporting Requirements, Including an Amendment to Variable Interest Entities Guidance in Topic 810, Consolidation” (“ASU 2014-10”). ASU 2014-10 eliminates the accounting and reporting differences in U.S. GAAP between development stage entities and other operating entities, including the presentation of inception-to-date financial statement information and the development stage entity financial statement label. FASB guidance related to Risks and Uncertainties and FASB guidance utilized to determine if an entity is a variable interest entity now apply to entities that have not commenced planned principal operations. These changes will provide more consistent consolidation analysis and decisions among reporting entities. While these amendments are retrospectively effective for annual reporting periods beginning after December 15, 2014, early adoption is permitted for any annual reporting period or interim period for which the entity’s financial statements have not yet been issued. The Company has elected early adoption in the current period. The Company’s adoption of this standard did not have a significant impact on its financial position, results of operations or cash flows. |
Summary_of_Significant_Account2
Summary of Significant Accounting Policies (Tables) | 6 Months Ended | |||||||||||||
Jun. 30, 2014 | ||||||||||||||
Summary of Significant Accounting Policies | ' | |||||||||||||
Schedule of major category of financial assets and liabilities measured at fair value on a recurring basis | ' | |||||||||||||
Quoted Prices in | Significant Other | Significant | Total | |||||||||||
Active Markets | Observable Inputs | Unobservable | ||||||||||||
for Identical | (Level 2) | Inputs (Level 3) | ||||||||||||
Items | ||||||||||||||
(Level 1) | ||||||||||||||
December 31, 2013 | ||||||||||||||
Assets | ||||||||||||||
Money market mutual funds | $ | 35,551,000 | $ | — | $ | — | $ | 35,551,000 | ||||||
Restricted cash | 112,000 | — | — | 112,000 | ||||||||||
Total assets | $ | 35,663,000 | $ | — | $ | — | $ | 35,663,000 | ||||||
Liabilities | ||||||||||||||
Warrants to purchase redeemable preferred stock | $ | — | $ | — | $ | 350,519 | $ | 350,519 | ||||||
Total liabilities | $ | — | $ | — | $ | 350,519 | $ | 350,519 | ||||||
June 30, 2014 | ||||||||||||||
Assets | ||||||||||||||
Money market mutual funds | $ | 5,778,226 | $ | — | $ | — | $ | 5,778,226 | ||||||
U.S. Treasury Bills | 74,999,185 | — | — | 74,999,185 | ||||||||||
Restricted cash | 112,000 | — | — | 112,000 | ||||||||||
Total assets | $ | 80,889,411 | $ | — | $ | — | $ | 80,889,411 | ||||||
Liabilities | ||||||||||||||
Warrants to purchase common stock | $ | — | $ | — | $ | 106,922 | $ | 106,922 | ||||||
Total liabilities | $ | — | $ | — | $ | 106,922 | $ | 106,922 | ||||||
Schedule of changes in the fair value of the Company's preferred warrant liability representing a recurring measurement classified within Level 3, wherein fair value is estimated using significant unobservable inputs | ' | |||||||||||||
Warrant | ||||||||||||||
Liability | ||||||||||||||
Balance as of December 31, 2013 | $ | 350,519 | ||||||||||||
Amounts acquired or issued | — | |||||||||||||
Changes in estimated fair value | (98,341 | ) | ||||||||||||
Amounts reclassified to additional paid-in capital | (145,256 | ) | ||||||||||||
Balance as of June 30, 2014 | $ | 106,922 | ||||||||||||
Schedule of assumptions used for valuation of warrants | ' | |||||||||||||
June 30, 2014 | December 31, 2013 | |||||||||||||
Common stock | Series B-1 | Series B | ||||||||||||
warrant liability | preferred stock | preferred stock | ||||||||||||
warrant liability | warrant liability | |||||||||||||
Estimated remaining term | 7.8 years | 0.25 years | 8.4 years | |||||||||||
Dividend yield | 0 | % | 0 | % | 0 | % | ||||||||
Risk-free interest rate | 2.26 | % | 0.38 | % | 2.75 | % | ||||||||
Fair value of underlying instrument | $ | 5.65 | $ | 7 | $ | 7 | ||||||||
Volatility | 77 | % | 71 | % | 70 | % | ||||||||
Net_Loss_Per_Common_Share_Tabl
Net Loss Per Common Share (Tables) | 6 Months Ended | |||||||||||||
Jun. 30, 2014 | ||||||||||||||
Net Loss Per Common Share | ' | |||||||||||||
Schedule of computation of basic and diluted net loss per share | ' | |||||||||||||
Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||
Basic and diluted net loss per common share calculation: | ||||||||||||||
Net loss and comprehensive loss | $ | (11,495,681 | ) | $ | (4,680,474 | ) | $ | (20,869,095 | ) | $ | (7,563,762 | ) | ||
Accretion of redeemable convertible preferred stock | — | (83,426 | ) | (28,521 | ) | (162,587 | ) | |||||||
Net loss attributable to common stockholders | $ | (11,495,681 | ) | $ | (4,763,900 | ) | $ | (20,897,616 | ) | $ | (7,726,349 | ) | ||
Weighted average common shares outstanding | 26,327,895 | 756,083 | 21,343,803 | 722,637 | ||||||||||
Net loss per share of common stock—basic and diluted | $ | (0.44 | ) | $ | (6.30 | ) | $ | (0.98 | ) | $ | (10.69 | ) | ||
Schedule of outstanding securities excluded from the computation of diluted weighted shares outstanding as they would have been anti dilutive | ' | |||||||||||||
June 30, | ||||||||||||||
2014 | 2013 | |||||||||||||
Redeemable convertible preferred stock | — | 15,619,306 | ||||||||||||
Options outstanding | 3,577,641 | 2,379,350 | ||||||||||||
Warrants | 22,580 | 288,709 | ||||||||||||
Total | 3,600,221 | 18,287,365 |
Stockholders_Deficit_Equity_Ta
Stockholders' (Deficit) Equity (Tables) | 6 Months Ended | |||||
Jun. 30, 2014 | ||||||
Stockholders' (Deficit) Equity | ' | |||||
Schedule of redeemable convertible preferred stock outstanding which converted into common shares | ' | |||||
As of December 31, 2013, the Company had the following redeemable convertible preferred stock outstanding which converted into common shares on a one-for-6.2 basis upon consummation of the Company’s initial public offering: | ||||||
Preferred | Conversion | |||||
Shares | into Common | |||||
Outstanding | Shares upon | |||||
Initial Public | ||||||
Offering | ||||||
Series A | 25,074,999 | 4,044,354 | ||||
Series B | 30,800,000 | 4,967,741 | ||||
Series B-1 | 4,750,000 | 766,129 | ||||
Series C | 36,764,704 | 5,929,789 | ||||
Total | 97,389,703 | 15,708,013 |
2008_and_2013_Equity_Incentive1
2008 and 2013 Equity Incentive Plans (Tables) | 6 Months Ended | |||||||||||||
Jun. 30, 2014 | ||||||||||||||
2008 and 2013 Equity Incentive Plans | ' | |||||||||||||
Schedule of share-based compensation expense recognized | ' | |||||||||||||
Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||
Research and development | $ | 291,996 | $ | 91,653 | $ | 616,184 | $ | 119,664 | ||||||
General and administrative | 376,268 | 43,036 | 579,382 | 54,749 | ||||||||||
Total stock-based compensation | $ | 668,264 | $ | 134,689 | $ | 1,195,566 | $ | 174,413 | ||||||
Schedule of options outstanding | ' | |||||||||||||
Options Outstanding | ||||||||||||||
Shares Available | Number of | Weighted-Average | Weighted Average | |||||||||||
for Grant | Shares | Exercise Price | Remaining | |||||||||||
Contractual | ||||||||||||||
Term (in years) | ||||||||||||||
Balance, December 31, 2013 | 83,465 | 2,795,746 | $ | 2.52 | 8.45 | |||||||||
Authorized | 1,711,290 | — | ||||||||||||
Granted | (934,078 | ) | 934,078 | 6.96 | ||||||||||
Exercised | — | (152,142 | ) | 0.58 | ||||||||||
Forfeitures | 41 | (41 | ) | 0.06 | ||||||||||
Balance, June 30, 2014 | 860,718 | 3,577,641 | $ | 3.77 | 8.52 | |||||||||
Vested or expected to vest at June 30, 2014 | 3,520,856 | $ | 3.71 | 8.5 | ||||||||||
Exercisable at June 30, 2014 | 1,264,821 | $ | 1.49 | 7.14 | ||||||||||
Schedule of weighted-average assumptions: | ' | |||||||||||||
Six Months | Six Months | |||||||||||||
Ended June | Ended June | |||||||||||||
30, 2014 | 30, 2013 | |||||||||||||
Risk-free interest rate | 1.854 | % | 1.315 | % | ||||||||||
Expected term of options (in years) | 6 | 6.1 | ||||||||||||
Expected volatility | 75.7 | % | 80.5 | % | ||||||||||
Dividend yield | 0 | % | 0 | % | ||||||||||
Schedule of shares of common stock reserved for issuance | ' | |||||||||||||
At June 30, 2014, the Company has reserved the following shares of common stock for issuance: | ||||||||||||||
Common stock options outstanding | 3,557,641 | |||||||||||||
Common stock options and restricted stock available for future grant (2013 Plan) | 860,718 | |||||||||||||
Common stock warrants outstanding | 22,580 | |||||||||||||
4,440,939 |
Organization_and_Description_o1
Organization and Description of the Business (Details) (USD $) | 0 Months Ended | 3 Months Ended | 6 Months Ended | 0 Months Ended | |||||||
Oct. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Jun. 30, 2014 | Jun. 30, 2014 | Feb. 05, 2014 | Mar. 06, 2014 | |
item | Warrant expiring in December 2021 | Warrant expiring in June 2018 | Initial public offering | Over allotment option exercised by underwriters | |||||||
Organization and Description of the Business | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of operating segments | ' | ' | ' | 1 | ' | ' | ' | ' | ' | ' | ' |
Accumulated deficit | ' | $103,137,945 | ' | $103,137,945 | ' | $82,268,850 | ' | ' | ' | ' | ' |
Net loss | ' | 11,495,681 | 4,763,900 | 20,897,616 | 7,726,349 | ' | ' | ' | ' | ' | ' |
Cash and cash equivalents | ' | 81,619,184 | 54,767,632 | 81,619,184 | 54,767,632 | 37,965,198 | 6,738,659 | ' | ' | ' | ' |
Reverse stock split ratio | 0.1613 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Initial Public Offering | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Shares of common stock issued and sold | ' | ' | ' | ' | ' | ' | ' | ' | ' | 9,250,000 | 270,449 |
Initial public offering price (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | ' | $7 | $7 |
Aggregate gross proceeds from shares sold | ' | ' | ' | ' | ' | ' | ' | ' | ' | 64,800,000 | 1,900,000 |
Net offering proceeds after deducting underwriting discounts and commissions and offering expenses | ' | ' | ' | 59,534,984 | ' | ' | ' | ' | ' | ' | ' |
Payment of underwriting discounts and commissions | ' | ' | ' | 4,600,000 | ' | ' | ' | ' | ' | ' | ' |
Offering costs | ' | ' | ' | $2,500,000 | ' | ' | ' | ' | ' | ' | ' |
Shares of common stock issued upon conversion of outstanding convertible preferred stock and net exercise of a portion of warrants | ' | ' | ' | 15,728,286 | ' | ' | ' | ' | ' | ' | ' |
Shares of common stock that may be purchased by warrant | ' | ' | ' | ' | ' | ' | ' | 20,161 | 2,419 | ' | ' |
Exercise price (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | $6.20 | $0.06 | ' | ' |
Summary_of_Significant_Account3
Summary of Significant Accounting Policies (Details) (Recurring basis, USD $) | Jun. 30, 2014 | Dec. 31, 2013 |
Quoted Prices in Active Markets for Identical Items (Level 1) | ' | ' |
Financial assets and liabilities measured at fair value on a recurring basis | ' | ' |
Assets | $80,889,411 | $35,663,000 |
Quoted Prices in Active Markets for Identical Items (Level 1) | Money market mutual funds | ' | ' |
Financial assets and liabilities measured at fair value on a recurring basis | ' | ' |
Assets | 5,778,226 | 35,551,000 |
Quoted Prices in Active Markets for Identical Items (Level 1) | U.S. Treasury Bills | ' | ' |
Financial assets and liabilities measured at fair value on a recurring basis | ' | ' |
Assets | 74,999,185 | ' |
Quoted Prices in Active Markets for Identical Items (Level 1) | Restricted cash | ' | ' |
Financial assets and liabilities measured at fair value on a recurring basis | ' | ' |
Assets | 112,000 | 112,000 |
Significant Unobservable Inputs (Level 3) | ' | ' |
Financial assets and liabilities measured at fair value on a recurring basis | ' | ' |
Liabilities | 106,922 | 350,519 |
Significant Unobservable Inputs (Level 3) | Warrants to purchase stock | Redeemable preferred stock | ' | ' |
Financial assets and liabilities measured at fair value on a recurring basis | ' | ' |
Liabilities | ' | 350,519 |
Significant Unobservable Inputs (Level 3) | Warrants to purchase stock | Common stock | ' | ' |
Financial assets and liabilities measured at fair value on a recurring basis | ' | ' |
Liabilities | 106,922 | ' |
Total | ' | ' |
Financial assets and liabilities measured at fair value on a recurring basis | ' | ' |
Assets | 80,889,411 | 35,663,000 |
Liabilities | 106,922 | 350,519 |
Total | Warrants to purchase stock | Redeemable preferred stock | ' | ' |
Financial assets and liabilities measured at fair value on a recurring basis | ' | ' |
Liabilities | ' | 350,519 |
Total | Warrants to purchase stock | Common stock | ' | ' |
Financial assets and liabilities measured at fair value on a recurring basis | ' | ' |
Liabilities | 106,922 | ' |
Total | Money market mutual funds | ' | ' |
Financial assets and liabilities measured at fair value on a recurring basis | ' | ' |
Assets | 5,778,226 | 35,551,000 |
Total | U.S. Treasury Bills | ' | ' |
Financial assets and liabilities measured at fair value on a recurring basis | ' | ' |
Assets | 74,999,185 | ' |
Total | Restricted cash | ' | ' |
Financial assets and liabilities measured at fair value on a recurring basis | ' | ' |
Assets | $112,000 | $112,000 |
Summary_of_Significant_Account4
Summary of Significant Accounting Policies (Details 2) (USD $) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | |
Changes in the fair value of warrant liability | ' | ' | ' | ' |
Changes in estimated fair value | ($581) | ($318,748) | $98,341 | ($308,493) |
Warrant liability | ' | ' | ' | ' |
Changes in the fair value of warrant liability | ' | ' | ' | ' |
Balance at the beginning of the period | ' | ' | 350,519 | ' |
Changes in estimated fair value | ' | ' | -98,341 | ' |
Amounts reclassified to additional paid-in capital | ' | ' | -145,256 | ' |
Balance at the end of the period | $106,922 | ' | $106,922 | ' |
Summary_of_Significant_Account5
Summary of Significant Accounting Policies (Details 3) (USD $) | 6 Months Ended | |
Jun. 30, 2014 | Dec. 31, 2013 | |
Fair value, warrant liability | ' | ' |
Outstanding warrants (in shares) | 22,580 | ' |
Fair value of the warrants outstanding | $106,922 | $350,519 |
Reclassification of warrant to additional paid-in capital | 145,256 | ' |
Warrant liability | ' | ' |
Fair value, warrant liability | ' | ' |
Fair value of the warrants outstanding | 106,922 | ' |
Warrant liability | Common Stock | Maximum | ' | ' |
Fair value, warrant liability | ' | ' |
Number of shares called upon conversion of warrants (in shares) | 20,161 | ' |
Warrant liability | Series B preferred stock | ' | ' |
Fair value, warrant liability | ' | ' |
Number of shares called upon exercise of warrants (in shares) | 125,000 | ' |
Series B-1 warrants | ' | ' |
Fair value, warrant liability | ' | ' |
Outstanding warrants (in shares) | 1,100,000 | ' |
Reclassification of warrant to additional paid-in capital | $145,256 | ' |
Series B-1 warrants | Common Stock | ' | ' |
Fair value, warrant liability | ' | ' |
Number of shares called upon exercise of warrants (in shares) | 20,273 | ' |
Summary_of_Significant_Account6
Summary of Significant Accounting Policies (Details 4) (Level 3 measurement, Warrant liability, USD $) | 12 Months Ended | 6 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2013 | Jun. 30, 2014 | |
Series B 1 convertible preferred stock | Series B convertible preferred stock | Common stock | |
Fair value assumptions | ' | ' | ' |
Estimated remaining term | '3 months | '8 years 4 months 24 days | '7 years 9 months 18 days |
Dividend yield (as a percent) | 0.00% | 0.00% | 0.00% |
Risk-free interest rate (as a percent) | 0.38% | 2.75% | 2.26% |
Fair value of underlying instrument (in dollars per share) | $7 | $7 | $5.65 |
Volatility (as a percent) | 71.00% | 70.00% | 77.00% |
Net_Loss_Per_Common_Share_Deta
Net Loss Per Common Share (Details) (USD $) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | |
Basic and diluted net loss per common share calculation: | ' | ' | ' | ' |
Net loss and comprehensive loss | ($11,495,681) | ($4,680,474) | ($20,869,095) | ($7,563,762) |
Accretion of redeemable convertible preferred stock | ' | -83,426 | -28,521 | -162,587 |
Net loss attributable to common stockholders | ($11,495,681) | ($4,763,900) | ($20,897,616) | ($7,726,349) |
Weighted average common shares outstanding | 26,327,895 | 756,083 | 21,343,803 | 722,637 |
Net loss per share of common stock-basic and diluted (in dollars per share) | ($0.44) | ($6.30) | ($0.98) | ($10.69) |
Outstanding securities excluded from computation of diluted weighted shares outstanding as they would have been anti dilutive: | ' | ' | ' | ' |
Outstanding securities excluded from computation of diluted weighted shares outstanding (in shares) | ' | ' | 3,600,221 | 18,287,365 |
Redeemable convertible preferred stock | ' | ' | ' | ' |
Outstanding securities excluded from computation of diluted weighted shares outstanding as they would have been anti dilutive: | ' | ' | ' | ' |
Outstanding securities excluded from computation of diluted weighted shares outstanding (in shares) | ' | ' | ' | 15,619,306 |
Options outstanding | ' | ' | ' | ' |
Outstanding securities excluded from computation of diluted weighted shares outstanding as they would have been anti dilutive: | ' | ' | ' | ' |
Outstanding securities excluded from computation of diluted weighted shares outstanding (in shares) | ' | ' | 3,577,641 | 2,379,350 |
Warrant liability | ' | ' | ' | ' |
Outstanding securities excluded from computation of diluted weighted shares outstanding as they would have been anti dilutive: | ' | ' | ' | ' |
Outstanding securities excluded from computation of diluted weighted shares outstanding (in shares) | ' | ' | 22,580 | 288,709 |
Stockholders_Deficit_Equity_De
Stockholders' (Deficit) Equity (Details) (USD $) | 0 Months Ended | 12 Months Ended | 12 Months Ended | 12 Months Ended | 12 Months Ended | 0 Months Ended | ||||||
In Millions, except Share data, unless otherwise specified | Feb. 05, 2014 | Dec. 31, 2013 | Dec. 31, 2013 | Jun. 30, 2014 | Dec. 31, 2013 | Jun. 30, 2014 | Dec. 31, 2013 | Jun. 30, 2014 | Dec. 31, 2013 | Jun. 30, 2014 | Feb. 05, 2014 | Mar. 06, 2014 |
Redeemable convertible preferred stock, Series A | Redeemable convertible preferred stock, Series A | Redeemable convertible preferred stock, Series B | Redeemable convertible preferred stock, Series B | Redeemable convertible preferred stock, Series B-1 | Redeemable convertible preferred stock, Series B-1 | Redeemable convertible preferred stock, Series C | Redeemable convertible preferred stock, Series C | Initial public offering | Over allotment option exercised by underwriters | |||
Stockholders' (deficit) equity | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Shares of common stock issued and sold | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 9,250,000 | 270,449 |
Initial public offering price (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $7 | $7 |
Aggregate gross proceeds from shares sold | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $64.80 | $1.90 |
Redeemable convertible preferred stock, conversion ratio | 0.1613 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of shares in warrant issued in connection with a banking facility | ' | ' | ' | ' | 125,000 | ' | ' | ' | ' | ' | ' | ' |
Redeemable convertible preferred stock outstanding which converted into common shares | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Preferred Shares Outstanding | ' | 97,389,703 | 25,074,999 | 0 | 30,800,000 | 0 | 4,750,000 | 0 | 36,764,704 | 0 | ' | ' |
Conversion into Common Shares upon Initial public offering (in shares) | ' | 15,708,013 | 4,044,354 | ' | 4,967,741 | ' | 766,129 | ' | 5,929,789 | ' | ' | ' |
Stockholders_Deficit_Equity_De1
Stockholders' (Deficit) Equity (Details 2) (USD $) | 6 Months Ended | |
Jun. 30, 2014 | Dec. 31, 2013 | |
Warrants liability | ' | ' |
Outstanding warrants (in shares) | 22,580 | ' |
Reclassification of warrant to additional paid-in capital | $145,256 | ' |
Fair value of the warrants outstanding | 106,922 | 350,519 |
Common stock, shares authorized | 100,000,000 | 132,000,000 |
Preferred stock, shares authorized | 5,000,000 | 0 |
Warrant liability | ' | ' |
Warrants liability | ' | ' |
Fair value of the warrants outstanding | 106,922 | ' |
Warrant liability | Common stock | Maximum | ' | ' |
Warrants liability | ' | ' |
Number of shares called upon conversion of warrants (in shares) | 20,161 | ' |
Series B-1 warrants | ' | ' |
Warrants liability | ' | ' |
Outstanding warrants (in shares) | 1,100,000 | ' |
Reclassification of warrant to additional paid-in capital | $145,256 | ' |
Series B-1 warrants | Common stock | ' | ' |
Warrants liability | ' | ' |
Number of shares called upon exercise of warrants (in shares) | 20,273 | ' |
2008_and_2013_Equity_Incentive2
2008 and 2013 Equity Incentive Plans (Details) (USD $) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | |
2008 and 2013 Equity Incentive Plans | ' | ' | ' | ' |
Stock-based compensation | $668,264 | $134,689 | $1,195,566 | $174,413 |
Research and development | ' | ' | ' | ' |
2008 and 2013 Equity Incentive Plans | ' | ' | ' | ' |
Stock-based compensation | 291,996 | 91,653 | 616,184 | 119,664 |
General and administrative | ' | ' | ' | ' |
2008 and 2013 Equity Incentive Plans | ' | ' | ' | ' |
Stock-based compensation | $376,268 | $43,036 | $579,382 | $54,759 |
Stock options | ' | ' | ' | ' |
2008 and 2013 Equity Incentive Plans | ' | ' | ' | ' |
Number of shares authorized to grant | 1,711,290 | ' | 1,711,290 | ' |
2008 Plan | ' | ' | ' | ' |
2008 and 2013 Equity Incentive Plans | ' | ' | ' | ' |
Number of shares authorized to grant | 3,310,990 | ' | 3,310,990 | ' |
2008 Plan | Maximum | ' | ' | ' | ' |
2008 and 2013 Equity Incentive Plans | ' | ' | ' | ' |
Vesting period | ' | ' | '4 years | ' |
2008 Plan | Stock options | Maximum | ' | ' | ' | ' |
2008 and 2013 Equity Incentive Plans | ' | ' | ' | ' |
Term of award | ' | ' | '10 years | ' |
2013 plan | ' | ' | ' | ' |
2008 and 2013 Equity Incentive Plans | ' | ' | ' | ' |
Number of shares authorized to grant | 1,711,290 | ' | 1,711,290 | ' |
2013 plan | Stock options | Maximum | ' | ' | ' | ' |
2008 and 2013 Equity Incentive Plans | ' | ' | ' | ' |
Term of award | ' | ' | '10 years | ' |
Vesting period | ' | ' | '4 years | ' |
2008_and_2013_Equity_Incentive3
2008 and 2013 Equity Incentive Plans (Details 2) (USD $) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2014 | Dec. 31, 2013 | |
Shares Available for Grant | ' | ' |
Balance at the end of the period (in shares) | 860,718 | ' |
Number of Shares | ' | ' |
Balance at the end of the period (in shares) | 3,557,641 | ' |
Stock options | ' | ' |
Shares Available for Grant | ' | ' |
Balance at the beginning of the period (in shares) | 83,465 | ' |
Authorized (in shares) | 1,711,290 | ' |
Granted (in shares) | -934,078 | ' |
Forfeitures (in shares) | 41 | ' |
Balance at the end of the period (in shares) | 860,718 | 83,465 |
Number of Shares | ' | ' |
Balance at the beginning of the period (in shares) | 2,795,746 | ' |
Granted (in shares) | 934,078 | ' |
Exercised (in shares) | -152,142 | ' |
Forfeitures (in shares) | -41 | ' |
Balance at the end of the period (in shares) | 3,577,641 | 2,795,746 |
Vested or expected to vest at the end of the period (in shares) | 3,520,856 | ' |
Exercisable at the end of the period (in shares) | 1,264,821 | ' |
Weighted-Average Exercise Price | ' | ' |
Balance at the beginning of the period (in dollars per share) | $2.52 | ' |
Granted (in dollars per share) | $6.96 | ' |
Exercised (in dollars per share) | $0.58 | ' |
Forfeitures (in dollars per share) | $0.06 | ' |
Balance at the end of the period (in dollars per share) | $3.77 | $2.52 |
Vested or expected to vest at the end of the period (in dollars per share) | $3.71 | ' |
Exercisable at the end of the period (in dollars per share) | $1.49 | ' |
Weighted Average Remaining Contractual Term | ' | ' |
Options Outstanding at the end of the period | '8 years 5 months 12 days | '8 years 6 months 7 days |
Vested or expected to vest at the end of the period | '8 years 6 months | ' |
Exercisable at the end of the period | '7 years 1 month 20 days | ' |
2008_and_2013_Equity_Incentive4
2008 and 2013 Equity Incentive Plans (Details 3) (USD $) | Jun. 30, 2014 | Jun. 30, 2014 | Dec. 31, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Dec. 31, 2013 | Jun. 30, 2014 | Jun. 30, 2013 |
In Millions, except Share data, unless otherwise specified | Estimated | Estimated | Stock options | Stock options | Stock options | Stock options | Stock options | |
Weighted-average | Weighted-average | |||||||
2008 and 2013 Equity Incentive Plans | ' | ' | ' | ' | ' | ' | ' | ' |
Intrinsic value of options exercisable | ' | ' | ' | $5.40 | ' | ' | ' | ' |
Per share price of Company's closing stock price (in dollars per share) | ' | ' | ' | $5.65 | ' | ' | ' | ' |
Weighted average exercise price (in dollars per share) | ' | ' | ' | $1.49 | ' | ' | ' | ' |
Per-share weighted-average grant date fair value of options granted (in dollars per share) | ' | ' | ' | $4.62 | $1.55 | ' | ' | ' |
Weighted-average assumptions: | ' | ' | ' | ' | ' | ' | ' | ' |
Risk-free interest rate (as a percent) | ' | ' | ' | ' | ' | ' | 1.85% | 1.32% |
Expected term of options | ' | ' | ' | ' | ' | ' | '6 years | '6 years 1 month 6 days |
Expected volatility (as a percent) | ' | ' | ' | ' | ' | ' | 75.70% | 80.50% |
Dividend yield (as a percent) | ' | ' | ' | ' | ' | ' | 0.00% | 0.00% |
Estimated annual forfeiture rate (as a percent) | ' | 7.00% | 5.00% | ' | ' | ' | ' | ' |
Unrecognized compensation expense | ' | ' | ' | $7.10 | ' | ' | ' | ' |
Weighted average remaining period for recognition of unrecognized compensation expense | ' | ' | ' | '3 years 4 months 2 days | ' | ' | ' | ' |
Shares of common stock reserved for issuance | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock options outstanding (in shares) | 3,557,641 | ' | ' | 3,577,641 | ' | 2,795,746 | ' | ' |
Common stock options and restricted stock available for future grant (in shares) | 860,718 | ' | ' | 860,718 | ' | 83,465 | ' | ' |
Common stock warrants outstanding | 22,580 | ' | ' | ' | ' | ' | ' | ' |
Total shares of common stock reserved for issuance | 4,440,939 | ' | ' | ' | ' | ' | ' | ' |
Commitments_and_Contingencies_
Commitments and Contingencies (Details) (USD $) | 0 Months Ended | 0 Months Ended | 6 Months Ended | ||||||
Feb. 05, 2014 | Dec. 31, 2013 | Dec. 31, 2013 | Feb. 05, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | |
Series C convertible preferred stock | Actavis, Inc. (formerly Forest Laboratories Holdings Limited) | Actavis, Inc. (formerly Forest Laboratories Holdings Limited) | Option agreement and a license agreement | Option agreement and a license agreement | Option agreement and a license agreement | Option agreement and a license agreement | |||
Series C convertible preferred stock | Series C convertible preferred stock | Minimum | Maximum | Actavis, Inc. (formerly Forest Laboratories Holdings Limited) | Actavis, Inc. (formerly Forest Laboratories Holdings Limited) | ||||
Series C convertible preferred stock | |||||||||
Licenses | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Consideration received upon the grant of the option | ' | ' | ' | ' | ' | ' | ' | $0 | ' |
Option exercise fee | ' | ' | ' | ' | ' | ' | ' | 65,000,000 | ' |
Aggregate potential consideration | ' | ' | ' | ' | ' | ' | ' | 365,000,000 | ' |
Tiered royalties that could be received, as a percentage of net sales of licensed products | ' | ' | ' | ' | ' | 10.00% | 20.00% | ' | ' |
Term of royalty on sales from the first commercial sale of product | ' | ' | ' | ' | ' | ' | ' | '10 years | ' |
Value of temporary equity purchased by licensee | ' | 120,562,138 | 59,935,986 | ' | 30,000,000 | ' | ' | ' | ' |
Value of temporary equity allocated to the option agreement | ' | ' | ' | ' | ' | ' | ' | ' | $0 |
Preferred stock conversion ratio | 0.1613 | ' | ' | 0.1613 | ' | ' | ' | ' | ' |