Document_and_Entity_Informatio
Document and Entity Information | 9 Months Ended | |
Sep. 30, 2013 | Nov. 11, 2013 | |
Document and Entity Information | ' | ' |
Entity Registrant Name | 'FATE THERAPEUTICS INC | ' |
Entity Central Index Key | '0001434316 | ' |
Document Type | '10-Q | ' |
Document Period End Date | 30-Sep-13 | ' |
Amendment Flag | 'false | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Entity Current Reporting Status | 'No | ' |
Entity Filer Category | 'Non-accelerated Filer | ' |
Entity Common Stock, Shares Outstanding | ' | 20,357,158 |
Document Fiscal Year Focus | '2013 | ' |
Document Fiscal Period Focus | 'Q3 | ' |
Condensed_Consolidated_Balance
Condensed Consolidated Balance Sheets (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Current assets: | ' | ' |
Cash and cash equivalents | $19,082 | $9,087 |
Prepaid expenses and other current assets | 304 | 706 |
Total current assets | 19,386 | 9,793 |
Property and equipment, net | 789 | 1,161 |
Other assets | 2,743 | ' |
Restricted cash | 122 | 122 |
Total assets | 23,040 | 11,076 |
Current liabilities: | ' | ' |
Accounts payable and accrued expenses | 3,725 | 2,268 |
Current portion of deferred revenue | ' | 63 |
Current portion of deferred rent | 45 | 251 |
Convertible notes, net of discount | 3,481 | ' |
Repurchase liability for unvested equity awards | 106 | 143 |
Preferred stock warrant liability | 163 | 184 |
Long-term debt, current portion | 1,971 | 1,941 |
Total current liabilities | 9,491 | 4,850 |
Deferred rent | 153 | 132 |
Accrued expenses | 137 | 110 |
Exchangeable share liability | 2,885 | 551 |
Long-term debt, less current portion | 250 | 1,732 |
Long-term convertible notes | 20,000 | ' |
Commitments and contingencies | ' | ' |
Convertible preferred stock, $0.001 par value; authorized shares - 68,360,186 at September 30, 2013 and 62,200,000 at December 31, 2012; issued and outstanding shares - 44,967,690 at September 30, 2013 and December 31, 2012; liquidation preference of $58,518 at September 30, 2013 and December 31, 2012 | 56,526 | 56,526 |
Stockholders' deficit: | ' | ' |
Common stock, $0.001 par value; authorized shares - 110,000,000 at September 30, 2013 and 100,000,000 at December 31, 2012; issued and outstanding shares - 1,377,659 at September 30, 2013 and 1,334,115 at December 31, 2012 | 1 | 1 |
Additional paid-in capital | 14,367 | 12,789 |
Deficit accumulated during the development stage | -80,770 | -65,615 |
Total stockholders' deficit | -66,402 | -52,825 |
Total liabilities, convertible preferred stock and stockholders' deficit | $23,040 | $11,076 |
Condensed_Consolidated_Balance1
Condensed Consolidated Balance Sheets (Parenthetical) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, except Share data, unless otherwise specified | ||
Condensed Consolidated Balance Sheets | ' | ' |
Convertible preferred stock, par value (in dollars per share) | $0.00 | $0.00 |
Convertible preferred, shares authorized | 68,360,186 | 62,200,000 |
Convertible preferred stock, shares issued | 44,967,690 | 44,967,690 |
Convertible preferred stock, shares outstanding | 44,967,690 | 44,967,690 |
Convertible preferred stock, aggregate liquidation preference (in dollars) | $58,518 | $58,518 |
Common stock, par value (in dollars per share) | $0.00 | $0.00 |
Common stock, authorized shares | 110,000,000 | 100,000,000 |
Common stock, issued shares | 1,377,659 | 1,334,115 |
Common stock, outstanding shares | 1,377,659 | 1,334,115 |
Condensed_Consolidated_Stateme
Condensed Consolidated Statements of Operations and Comprehensive Loss (USD $) | 3 Months Ended | 9 Months Ended | 77 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 |
Revenues: | ' | ' | ' | ' | ' |
Collaboration revenue | $209 | $208 | $626 | $1,075 | $2,927 |
Grant revenue | ' | 320 | 345 | 952 | 2,084 |
Total revenue | 209 | 528 | 971 | 2,027 | 5,011 |
Operating expenses: | ' | ' | ' | ' | ' |
Research and development | 3,378 | 3,315 | 8,976 | 8,596 | 53,955 |
General and administrative | 1,979 | 863 | 4,768 | 2,944 | 28,839 |
Total operating expenses | 5,357 | 4,178 | 13,744 | 11,540 | 82,794 |
Loss from operations | -5,148 | -3,650 | -12,773 | -9,513 | -77,783 |
Other income (expense), net | -925 | -463 | -2,382 | -571 | -2,987 |
Net loss and comprehensive loss | ($6,073) | ($4,113) | ($15,155) | ($10,084) | ($80,770) |
Net loss per common share, basic and diluted (in dollars per share) | ($4.81) | ($3.51) | ($12.24) | ($9.52) | ' |
Weighted-average shares used to compute basic and diluted net loss per share (in shares) | 1,262,546 | 1,171,012 | 1,238,567 | 1,059,113 | ' |
Condensed_Consolidated_Stateme1
Condensed Consolidated Statements of Cash Flows (USD $) | 9 Months Ended | 77 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 |
Operating activities | ' | ' | ' |
Consolidated net loss | ($15,155) | ($10,084) | ($80,770) |
Adjustments to reconcile net loss to net cash used in operating activities: | ' | ' | ' |
Depreciation and amortization | 442 | 430 | 2,379 |
Issuances of common stock for technology | 13 | ' | 57 |
Stock-based compensation | 1,169 | 106 | 1,938 |
Amortization of discounts | 129 | 63 | 271 |
Noncash interest expense | 134 | 97 | 1,156 |
Deferred rent | -185 | -138 | 198 |
Deferred revenue | -63 | -63 | ' |
Initial fair value and change in fair value of exchangeable shares | 2,334 | -12 | 2,885 |
Change in fair value of preferred stock warrants | -21 | -35 | -64 |
Loss on disposal of assets | 18 | ' | 135 |
Loss on extinguishment of debt | ' | 323 | 332 |
Changes in operating assets and liabilities: | ' | ' | ' |
Prepaid expenses and other current assets | -960 | -204 | -1,666 |
Accounts payable and accrued expenses | 1,350 | -363 | 3,618 |
Net cash used in operating activities | -10,795 | -9,880 | -69,531 |
Investing activities | ' | ' | ' |
Purchase of property and equipment | -94 | -414 | -3,511 |
Proceeds from sale of property and equipment | 6 | ' | 208 |
Restricted cash | ' | ' | -122 |
Net cash used in investing activities | -88 | -414 | -3,425 |
Financing activities | ' | ' | ' |
Issuance of common stock, net of repurchases | 23 | 205 | 287 |
Costs paid in connection with initial public offering | -1,381 | ' | -1,381 |
Proceeds from convertible promissory notes | 23,736 | ' | 32,236 |
Proceeds from long-term debt | ' | ' | 6,400 |
Payments on long-term debt | -1,500 | ' | -4,150 |
Issuance of convertible preferred stock, net of offering costs | ' | 9,166 | 58,646 |
Net cash provided by financing activities | 20,878 | 9,371 | 92,038 |
Net change in cash and cash equivalents | 9,995 | -923 | 19,082 |
Cash and cash equivalents at beginning of the period | 9,087 | 6,387 | ' |
Cash and cash equivalents at end of the period | $19,082 | $5,464 | $19,082 |
Organization_and_Summary_of_Si
Organization and Summary of Significant Accounting Policies | 9 Months Ended | |||||
Sep. 30, 2013 | ||||||
Organization and Summary of Significant Accounting Policies | ' | |||||
Organization and Summary of Significant Accounting Policies | ' | |||||
1. Organization and Summary of Significant Accounting Policies | ||||||
Organization | ||||||
Fate Therapeutics, Inc. (the “Company”) was incorporated in the state of Delaware on April 27, 2007 and conducts its principal operations in San Diego, California. The Company is a clinical-stage biopharmaceutical company engaged in the discovery and development of pharmacologic modulators of adult stem cells. Based on the Company’s understanding of key biological mechanisms that guide the fate of adult stem cells, the Company has built two platforms that optimize the activity and enhance the therapeutic potential of adult stem cells: its hematopoietic stem cell, or HSC, modulation platform and its muscle satellite stem cell, or SSC, modulation platform. | ||||||
Principles of Consolidation | ||||||
The consolidated financial statements include the accounts of the Company and its subsidiaries, Fate Therapeutics (Canada) Inc. (“Fate Canada”), Fate Therapeutics Ltd., incorporated in the United Kingdom, and Destin Therapeutics Inc., incorporated in Canada. To date, the aggregate operations of these subsidiaries have not been significant and all intercompany transactions and balances have been eliminated in consolidation. | ||||||
Reverse Stock Split | ||||||
On September 12, 2013, the Company filed an amendment to its amended and restated certificate of incorporation, effecting a one-for-6.5 reverse stock split of the Company’s issued and outstanding shares of common stock. All issued and outstanding common stock and per share amounts contained in the Company’s consolidated financial statements have been retroactively adjusted to reflect this reverse stock split for all periods presented. | ||||||
Unaudited Interim Financial Information | ||||||
The accompanying interim condensed consolidated financial statements are unaudited. These unaudited interim financial statements have been prepared in accordance with United States generally accepted accounting principles (“GAAP”) and following the requirements of the United States Securities and Exchange Commission (“SEC”) for interim reporting. As permitted under those rules, certain footnotes or other financial information that are normally required by GAAP can be condensed or omitted. In management’s opinion, the unaudited interim financial statements have been prepared on the same basis as the audited financial statements and include all adjustments, which include only normal recurring adjustments, necessary for the fair presentation of the Company’s financial position and its results of operations and comprehensive loss and its cash flows for periods presented. These statements do not include all disclosures required by GAAP and should be read in conjunction with the Company’s financial statements and accompanying notes for the fiscal year ended December 31, 2012, contained in the Company’s final prospectus dated September 30, 2013 filed by the Company with the SEC on October 1, 2013 pursuant to Rule 424(b) under the Securities Act of 1933, as amended (the “Securities Act”), in connection with the Company’s initial public offering (“IPO”). The results for the three and nine months ended September 30, 2013 are not necessarily indicative of the results expected for the full fiscal year or any other interim period or any future year or period. | ||||||
Use of Estimates | ||||||
The Company’s consolidated financial statements are prepared in accordance with GAAP. The preparation of the Company’s consolidated financial statements requires it to make estimates and assumptions that impact the reported amounts of assets, liabilities, revenues and expenses and the disclosure of contingent assets and liabilities in the Company’s consolidated financial statements and accompanying notes. The most significant estimates in the Company’s consolidated financial statements relate to the valuation of equity awards and clinical trial accruals. Although these estimates are based on the Company’s knowledge of current events and actions it may undertake in the future, actual results may ultimately materially differ from these estimates and assumptions. | ||||||
Other Assets | ||||||
Other assets consist of the Company’s deferred IPO costs. These costs represent legal, accounting and other direct costs related to the Company’s efforts to raise capital through a public sale of its common stock. Future costs will be deferred until the completion of the IPO, at which time they will be reclassified to additional paid-in capital as a reduction of the IPO proceeds. | ||||||
Preferred Stock Warrant Liability | ||||||
The Company has issued freestanding warrants to purchase shares of its convertible preferred stock. The fair value of these warrants is classified as a current liability in the accompanying consolidated balance sheets since the underlying convertible preferred stock has been classified as temporary equity in the accompanying consolidated balance sheets instead of in stockholders’ deficit in accordance with authoritative guidance for the classification and measurement of potentially redeemable securities. Upon certain change in control events that are outside of the Company’s control, including liquidation, sale or transfer of control of the Company, holders of the convertible preferred stock can cause its redemption. The warrants are recorded at fair value using the Black-Scholes option pricing model with any changes in fair value being recognized as a component of other income (expense) in the accompanying consolidated statements of operations and comprehensive loss. The warrant liability will continue to be remeasured at fair value until such time as the warrants are no longer outstanding or the underlying securities are no longer redeemable outside the control of the Company. | ||||||
Revenue Recognition | ||||||
The Company recognizes revenues when all four of the following criteria are met: (i) persuasive evidence that an agreement exists; (ii) delivery of the products and/or services has occurred; (iii) the selling price is fixed or determinable; and (iv) collectibility is reasonably assured. | ||||||
Revenue arrangements with multiple elements are analyzed to determine whether the elements can be divided into separate units of accounting or whether the elements must be accounted for as a single unit of accounting. The Company divides the elements into separate units of accounting and applies the applicable revenue recognition criteria to each of the elements, if the delivered elements have value to the customer on a stand-alone basis, if the arrangement includes a general right of return relative to the delivered elements, and if the delivery or performance of the undelivered elements is considered probable and substantially within the Company’s control. | ||||||
For transactions entered into prior to 2011, revenue was allocated to each element based on its relative fair value when objective and reliable evidence of fair value existed for all elements in an arrangement. If an element was sold on a stand-alone basis, the fair value of the element was the price charged for the element. When the Company was unable to establish fair value for delivered elements or when fair value of undelivered elements had not been established, revenue was deferred until all elements were delivered or until fair value could be objectively determined for any undelivered elements. | ||||||
Beginning in 2011, revenue is allocated to each element at the inception of the arrangement using the relative selling price method that is based on a three-tier hierarchy. The relative selling price method requires that the estimated selling price for each element be based on vendor-specific objective evidence (“VSOE”) of fair value, which represents the price charged for each element when it is sold separately or, for an element not yet being sold separately, the price established by management. When VSOE of fair value is not available, third-party evidence (“TPE”) of fair value is acceptable, or a best estimate of selling price is used if neither VSOE nor TPE is available. A best estimate of selling price should be consistent with the objective of determining the price at which the Company would transact if the element were sold regularly on a stand-alone basis and should also take into account market conditions and company-specific factors. The Company has not entered into or materially modified any multiple element arrangements subsequent to 2010. | ||||||
Revenue arrangements with multiple elements may include license fees, research and development payments, milestone payments, other contingent payments, and royalties on any product sales derived from collaborations. The Company recognizes nonrefundable license fees with stand-alone value as revenue at the time that the Company has satisfied all performance obligations, and recognizes license fees without stand-alone value as revenue in combination with any undelivered performance obligations. The Company recognizes a research and development payment as revenue over the term of the collaboration agreement as contracted amounts are earned, or reimbursable costs are incurred, under the agreement, where contracted amounts are considered to be earned in relative proportion to the performance required under the applicable agreement. The Company recognizes a milestone payment, which is contingent upon the achievement of a milestone in its entirety, as revenue in the period in which the milestone is achieved only if the milestone meets all criteria to be considered substantive. These criteria include the following: (i) the consideration being earned should be commensurate with either the Company’s performance to achieve the milestone or the enhancement of the value of the item delivered as a result of a specific outcome resulting from the Company’s performance to achieve the milestone; (ii) the consideration being earned should relate solely to past performance; (iii) the consideration being earned should be reasonable relative to all deliverables and payment terms in the arrangement; and (iv) the milestone should be considered in its entirety and cannot be bifurcated into substantive and nonsubstantive components. Any amounts received pursuant to revenue arrangements with multiple elements prior to satisfying the Company’s revenue recognition criteria are recorded as deferred revenue on the Company’s consolidated balance sheets. | ||||||
Revenue from government grants is recorded when reimbursable expenses are incurred under the grant in accordance with the terms of the grant award. The receivable for reimbursable amounts that have not been collected is reflected in prepaid and other current assets. | ||||||
Stock-Based Compensation | ||||||
Stock-based compensation expense represents the cost of the grant date fair value of employee stock option grants recognized over the requisite service period of the awards (usually the vesting period) on a straight-line basis, net of estimated forfeitures. For stock option grants for which vesting is subject to performance-based milestones, the expense is recorded over the remaining service period after the point when the achievement of the milestone is probable or the performance condition has been achieved. For stock option grants for which vesting is subject to both performance-based milestones and market conditions, expense is recorded over the derived service period after the point when the achievement of the performance-based milestone is probable or the performance condition has been achieved. The Company estimates the fair value of stock option grants using the Black-Scholes option pricing model, with the exception of option grants for which vesting is subject to both performance-based milestones and market conditions, which are valued using a lattice based model. | ||||||
The Company accounts for stock options and restricted stock awards to non-employees using the fair value approach. Stock options and restricted stock awards to non-employees are subject to periodic revaluation over their vesting terms. For stock option grants for which vesting is subject to performance-based milestones, the expense is recorded over the remaining service period after the point when the performance condition has been achieved. | ||||||
Net Loss Per Share | ||||||
Basic net loss per share is calculated by dividing the net loss by the weighted-average number of shares of common stock outstanding for the period, without consideration for common stock equivalents. Excluded from the weighted-average number of shares outstanding are shares which have been issued upon the early exercise of stock options and are subject to future vesting and unvested restricted stock totaling 102,998 shares and 166,252 shares for the three months ended September 30, 2013 and 2012, respectively, and 111,614 shares and 184,517 shares for the nine months ended September 30, 2013 and 2012, respectively. Diluted net loss per share is calculated by dividing the net loss by the weighted-average number of common stock equivalents outstanding for the period determined using the treasury-stock method. Dilutive common stock equivalents are comprised of convertible preferred stock, warrants for the purchase of convertible preferred stock, exchangeable shares and common stock options outstanding under the Company’s stock option plan. For all periods presented, there is no difference in the number of shares used to calculate basic and diluted shares outstanding due to the Company’s net loss position. | ||||||
Potentially dilutive securities not included in the calculation of diluted net loss per share because to do so would be anti-dilutive are as follows (in common stock equivalent shares): | ||||||
Three and Nine Months Ended | ||||||
September 30, | ||||||
2013 | 2012 | |||||
Convertible preferred stock outstanding | 7,229,590 | 6,065,934 | ||||
Warrants for convertible preferred stock | 36,074 | 36,074 | ||||
Exchangeable shares | 480,763 | 403,841 | ||||
Common stock options | 1,710,517 | 721,539 | ||||
9,456,944 | 7,227,388 | |||||
In addition to the potentially dilutive securities noted above, the Company has an aggregate of approximately $23.7 million of outstanding principal as of September 30, 2013 under convertible promissory notes, issued in June 2013, July 2013 and August 2013, that are convertible into convertible preferred stock or common stock upon the occurrence of various future events at prices that are not determinable until the occurrence of those future events. As such, the Company has excluded these convertible notes payable from the table above. A portion of the convertible notes were repaid in cash and the balance of the notes converted into common stock in connection with the closing of the Company’s IPO in October 2013 (see Note 6). |
Asset_Acquisition_of_Verio_The
Asset Acquisition of Verio Therapeutics Inc. | 9 Months Ended | |||||||||
Sep. 30, 2013 | ||||||||||
Asset Acquisition of Verio Therapeutics Inc. | ' | |||||||||
Asset Acquisition of Verio Therapeutics Inc. | ' | |||||||||
2. Asset Acquisition of Verio Therapeutics Inc. | ||||||||||
On April 7, 2010, the Company acquired Verio Therapeutics Inc. (“Verio”), a development stage company headquartered in Ottawa, Ontario to gain access to its exclusively licensed intellectual property. | ||||||||||
In connection with the asset acquisition of Verio, the stockholders of Verio received 900,000 non-voting shares of Fate Canada (the “Exchangeable Shares”) that were initially exchangeable into 138,462 shares of our common stock and, subject to the validation of certain scientific data and the achievement of certain preclinical, clinical, commercial and financial milestones, may be exchangeable for up to 884,605 shares of our common stock. | ||||||||||
The Exchangeable Shares will be automatically redeemed and exchanged for shares of the Company’s common stock upon the earliest of: (i) April 13, 2017, (ii) the date immediately prior to an IPO of the Company’s common stock pursuant to a registration statement filed with and declared effective by the SEC, (iii) the effective date of certain change of control events, (iv) the date upon which holders of at least a majority of the then outstanding Exchangeable Shares approve the redemption and exchange of all of the outstanding Exchangeable Shares, (v) the date upon which there are less than 450,000 Exchangeable Shares outstanding or (vi) the date that the holders of the Exchangeable Shares can exchange for shares of the Company’s common stock on a tax-deferred basis. | ||||||||||
As of September 30, 2013 and December 31, 2012, the Exchangeable Shares were exchangeable into 480,763 shares and 403,841 shares, respectively, of the Company’s common stock. As of September 30, 2013, the number of shares of the Company’s common stock to be issued upon exchange of the Exchangeable Shares is subject to further increase as follows: (i) 76,922 shares for the achievement of certain pre-clinical milestones, (ii) 211,539 shares for the achievement of certain clinical milestones and (iii) 115,381 shares for the achievement of certain commercialization milestones. | ||||||||||
At the date of an increase in the number of shares of the Company’s common stock issuable upon any exchange of the Exchangeable Shares due to the achievement of a milestone as described above, the fair value of these additional shares of common stock is charged to research and development expense. At the end of each reporting period, any changes in the fair value of Exchangeable Shares resulting from changes in the fair value of the underlying common stock of the Company are recorded as a component of other income (expense). | ||||||||||
As of September 30, 2013, the changes in the number of shares of the Company’s common stock issuable upon the exchange of the Exchangeable Shares and the initial fair value of the shares are summarized as follows (in thousands, except share and per share amounts): | ||||||||||
Exchangeable | Fair Value Per | Initial Fair | ||||||||
Shares | Share of | Value of | ||||||||
Underlying | Exchangeable | |||||||||
Common Stock | Shares | |||||||||
April 2010 | 138,462 | $ | 1.69 | $ | 234 | |||||
March 2011 | 92,308 | 1.69 | 156 | |||||||
May 2011 | 115,380 | 1.69 | 195 | |||||||
April 2012 | 57,691 | 1.37 | 78 | |||||||
July 2013 | 76,922 | 4.49 | 346 | |||||||
480,763 | $ | 1,009 | ||||||||
Fair_Value_Measurements
Fair Value Measurements | 9 Months Ended | |||||||||||||
Sep. 30, 2013 | ||||||||||||||
Fair Value Measurements | ' | |||||||||||||
Fair Value Measurements | ' | |||||||||||||
3. Fair Value Measurements | ||||||||||||||
The carrying amounts of accounts payable and accrued liabilities are considered to be representative of their respective fair values because of the short-term nature of those instruments. Based on the borrowing rates currently available to the Company for loans with similar terms, which is considered a Level 2 input as described below, the Company believes that the fair value of long-term debt approximates its carrying value. | ||||||||||||||
The accounting guidance defines fair value, establishes a consistent framework for measuring fair value and expands disclosure for each major asset and liability category measured at fair value on either a recurring or nonrecurring basis. Fair value is defined as an 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 such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering such assumptions, the accounting guidance establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value as follows: | ||||||||||||||
Level 1: Observable inputs such as quoted prices in active markets; | ||||||||||||||
Level 2: Inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and | ||||||||||||||
Level 3: Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions. | ||||||||||||||
Financial assets measured at fair value on a recurring basis consist of the Company’s cash equivalents. As of September 30, 2013 and December 31, 2012, the carrying amount of cash equivalents was $0.3 million and $1.3 million, respectively, which approximates fair value and was determined based upon Level 1 inputs. Cash equivalents primarily consisted of money market funds. As of September 30, 2013 and December 31, 2012, the Company did not hold any Level 2 or Level 3 financial assets that are recorded at fair value on a recurring basis. | ||||||||||||||
Financial liabilities that are measured at fair value on a recurring basis include the preferred stock warrant liability and exchangeable shares (see Note 2). None of the Company’s non-financial assets or liabilities are recorded at fair value on a non-recurring basis. No transfers between levels have occurred during the periods presented. | ||||||||||||||
Liabilities measured at fair value on a recurring basis are as follows (in thousands): | ||||||||||||||
Fair Value Measurements at | ||||||||||||||
Reporting Date Using | ||||||||||||||
Total | Quoted Prices | Significant | Significant | |||||||||||
in Active | Other | Unobservable | ||||||||||||
Markets for | Observable | Inputs | ||||||||||||
Identical | Inputs | (Level 3) | ||||||||||||
Assets | (Level 2) | |||||||||||||
(Level 1) | ||||||||||||||
As of September 30, 2013: | ||||||||||||||
Warrant liability | $ | 163 | $ | — | $ | — | $ | 163 | ||||||
Exchangeable share liability | 2,885 | — | — | 2,885 | ||||||||||
Total liabilities | $ | 3,048 | $ | — | $ | — | $ | 3,048 | ||||||
As of December 31, 2012: | ||||||||||||||
Warrant liability | $ | 184 | $ | — | $ | — | $ | 184 | ||||||
Exchangeable share liability | 551 | — | — | 551 | ||||||||||
Total liabilities | $ | 735 | $ | — | $ | — | $ | 735 | ||||||
The preferred stock warrant liability was recorded at fair value using the Black-Scholes option pricing model and the exchangeable share liability was recorded at fair value based on the fair value of the underlying common stock. | ||||||||||||||
The following assumptions were used in the Black-Scholes option pricing model to determine the fair value of the preferred stock warrant liability: | ||||||||||||||
September | December | |||||||||||||
30, 2013 | 31, 2012 | |||||||||||||
Risk-free interest rate | 2.1 | % | 1.2 | % | ||||||||||
Expected volatility | 85.9 | % | 93.5 | % | ||||||||||
Remaining contractual term (in years) | 7.56 | 8.31 | ||||||||||||
Expected dividend yield | 0 | % | 0 | % | ||||||||||
The following table provides a reconciliation of all liabilities measured at fair value using Level 3 significant unobservable inputs (in thousands): | ||||||||||||||
Warrant | Exchangeable | |||||||||||||
Liability | Share | |||||||||||||
Liability | ||||||||||||||
Balance at December 31, 2011 | $ | 221 | $ | 563 | ||||||||||
Issuance of exchangeable shares | — | 78 | ||||||||||||
Change in fair value | (37 | ) | (90 | ) | ||||||||||
Balance at December 31, 2012 | 184 | 551 | ||||||||||||
Issuance of exchangeable shares | — | 346 | ||||||||||||
Change in fair value | (21 | ) | 1,988 | |||||||||||
Balance at September 30, 2013 | $ | 163 | $ | 2,885 | ||||||||||
The preferred stock warrant liability and the exchangeable share liability were each reclassified into additional paid-in capital at their fair value in connection with the Company’s IPO on October 4, 2013 (see Note 6). |
LongTerm_Debt_Commitments_and_
Long-Term Debt, Commitments and Contingencies | 9 Months Ended | |||||||
Sep. 30, 2013 | ||||||||
Long-Term Debt, Commitments and Contingencies | ' | |||||||
Long-Term Debt, Commitments and Contingencies | ' | |||||||
4. Long-Term Debt, Commitments and Contingencies | ||||||||
Long-Term Debt | ||||||||
Long-term debt and unamortized discount balances (excluding convertible debt) are as follows (in thousands): | ||||||||
September | December | |||||||
30, 2013 | 31, 2012 | |||||||
Long-term debt | $ | 2,250 | $ | 3,750 | ||||
Less debt discount, net of current portion | — | (18 | ) | |||||
Long-term debt, net of debt discount | 2,250 | 3,732 | ||||||
Less current portion of long-term debt | (2,000 | ) | (2,000 | ) | ||||
Long-term debt, net of current portion | $ | 250 | $ | 1,732 | ||||
Current portion of long-term debt | $ | 2,000 | $ | 2,000 | ||||
Current portion of debt discount | (29 | ) | (59 | ) | ||||
Current portion of long-term debt, net | $ | 1,971 | $ | 1,941 | ||||
June and July 2013 Convertible Note Financing | ||||||||
In June and July 2013, the Company issued convertible promissory notes in an aggregate principal amount of $3.7 million to certain existing stockholders. The notes accrue interest at 2% per year and are due on June 24, 2014, if not earlier repaid or converted in full. In connection with the issuance of the convertible notes, the Company recorded a debt discount of $0.3 million related to a beneficial conversion feature that was recorded as a result of the gross fair value of the shares of Series C convertible preferred stock into which the debt could convert being greater than the proceeds allocated to the debt instrument. The debt discount is amortized as interest expense utilizing the effective interest method over the one year term of the debt. During the three and nine months ended September 30, 2013, the Company recorded debt discount amortization of $0.1 million. As of September 30, 2013, an aggregate of $3.7 million of principal, $0.3 million of unamortized debt discount and $0.1 million of accrued interest were outstanding under the promissory notes. The notes converted into common stock in connection with the Company’s IPO in October 2013 (see Note 6). | ||||||||
August 2013 Convertible Note Financing | ||||||||
In August 2013, the Company issued convertible promissory notes in an aggregate principal amount of $20.0 million to certain new investors. The notes accrue interest at 2% per year and are due on August 8, 2016, if not earlier repaid or converted in full. As of September 30, 2013, an aggregate of $20.0 million of principal and $0.1 million of accrued interest were outstanding under the promissory notes. A portion of the notes were repaid in cash and the balance of the notes converted into common stock in connection with the Company’s IPO in October 2013 (see Note 6). | ||||||||
Facility Lease | ||||||||
On September 26, 2013, the Company exercised its option to extend for two years the lease on its office and laboratory space in San Diego, California until June 2016. As a result of the lease extension, the Company added an additional $0.5 million, $0.9 million and $0.5 million, respectively, of non-cancelable operating lease commitments for the years ending December 31, 2014, 2015 and 2016. |
Stockholders_Deficit
Stockholders' Deficit | 9 Months Ended | |||||||||||||
Sep. 30, 2013 | ||||||||||||||
Stockholders' Deficit | ' | |||||||||||||
Stockholders' Deficit | ' | |||||||||||||
5. Stockholders’ Deficit | ||||||||||||||
2007 Equity Incentive Plan | ||||||||||||||
On August 12, 2013, the Company’s board of directors approved an increase in the number of shares of common stock authorized for issuance under the Company’s 2007 Equity Incentive Plan (the “Plan”) to 2,423,072 shares. | ||||||||||||||
Stock option activity under the Plan is summarized as follows: | ||||||||||||||
Number of | Weighted- | |||||||||||||
Options | Average Price | |||||||||||||
Balance at December 31, 2012 | 1,432,369 | $ | 1.43 | |||||||||||
Granted | 331,860 | 5.6 | ||||||||||||
Canceled | (17,860 | ) | 1.56 | |||||||||||
Exercised | (35,852 | ) | 0.65 | |||||||||||
Balance at September 30, 2013 | 1,710,517 | 2.26 | ||||||||||||
The allocation of stock-based compensation for all options and restricted stock awards is as follows (in thousands): | ||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||
September 30, | September 30, | |||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||
Research and development | $ | 581 | $ | 32 | $ | 686 | $ | 82 | ||||||
General and administrative | 401 | 10 | 483 | 24 | ||||||||||
$ | 982 | $ | 42 | $ | 1,169 | $ | 106 | |||||||
As of September 30, 2013, the outstanding options included 340,121 performance-based options for which the achievement of the performance-based vesting provisions was determined not to be probable. The aggregate grant date fair value of these unvested options at September 30, 2013 was $1.8 million. | ||||||||||||||
As of September 30, 2013, the outstanding options included 220,496 options with both performance-based milestones and market conditions that were determined not to be probable of achievement. The aggregate grant date fair value of these unvested options at September 30, 2013 was $0.2 million. | ||||||||||||||
As of September 30, 2013, the unrecognized compensation cost related to outstanding options (excluding those with performance-based and/or market conditions) was $0.6 million and is expected to be recognized as expense over approximately 3.5 years. | ||||||||||||||
The weighted-average assumptions used in the Black-Scholes option pricing model to determine the fair value of the employee stock option grants were as follows: | ||||||||||||||
Nine Months Ended | ||||||||||||||
September 30, | ||||||||||||||
2013 | 2012 | |||||||||||||
Risk-free interest rate | 1.6 | % | 1 | % | ||||||||||
Expected volatility | 90.2 | % | 93.5 | % | ||||||||||
Expected term (in years) | 6.07 | 6.06 | ||||||||||||
Expected dividend yield | 0 | % | 0 | % | ||||||||||
The weighted-average assumptions used in the Black-Scholes option pricing model to determine the fair value of the non-employee stock option grants were as follows: | ||||||||||||||
Nine Months Ended | ||||||||||||||
September 30, | ||||||||||||||
2013 | 2012 | |||||||||||||
Risk-free interest rate | 2.1 | % | 1.2 | % | ||||||||||
Expected volatility | 90.3 | % | 93.5 | % | ||||||||||
Remaining contractual term (in years) | 7.27 | 7.23 | ||||||||||||
Expected dividend yield | 0 | % | 0 | % | ||||||||||
2013 Stock Option and Incentive Plan | ||||||||||||||
On August 28, 2013, the Company’s board of directors and stockholders approved and adopted the 2013 Stock Option and Incentive Plan (the “2013 Plan”). The 2013 Plan became effective immediately prior to the Company’s IPO. Under the 2013 Plan, the Company may grant stock options, stock appreciation rights, restricted stock, restricted stock units and other awards to individuals who are then employees, officers, directors or consultants of the Company or its subsidiaries. A total of 1,020,000 shares of common stock were initially reserved for issuance under the 2013 Plan. In addition, the number of shares of stock available for issuance under the 2013 Plan will be automatically increased each January 1, beginning on January 1, 2014, by 4% of the outstanding number of shares of the Company’s common stock on the immediately preceding December 31 or such lesser number as determined by the compensation committee of the Company’s board of directors. | ||||||||||||||
Employee Stock Purchase Plan | ||||||||||||||
On September 13, 2013, the Company’s board of directors approved and adopted the 2013 Employee Stock Purchase Plan (the “ESPP”). The ESPP became effective immediately prior to the Company’s IPO. A total of 729,000 shares of common stock were initially reserved for issuance under the ESPP. In addition, the number of shares of stock available for issuance under the ESPP will be automatically increased each January 1, beginning on January 1, 2015, by the lesser of (i) 2% of the outstanding number of shares of the Company’s common stock on the immediately preceding December 31, (ii) 450,000 shares, or (iii) such lesser number as determined by the compensation committee of the Company’s board of directors. |
Subsequent_Events
Subsequent Events | 9 Months Ended | |||||||
Sep. 30, 2013 | ||||||||
Subsequent Events | ' | |||||||
Subsequent Events | ' | |||||||
6. Subsequent Events | ||||||||
Initial Public Offering and Related Transactions | ||||||||
On October 4, 2013, the Company completed its IPO whereby it sold 7,666,667 shares of common stock at a public offering price of $6.00 per share. Estimated net proceeds from the IPO were determined as follows (in thousands): | ||||||||
Gross proceeds (including over-allotment) | $ | 46,000 | ||||||
Underwriting discounts and commissions | (2,695 | ) | ||||||
Estimated total offering costs (including costs paid as of September 30, 2013) | (2,900 | ) | ||||||
Offering costs paid as of September 30, 2013 | 1,381 | |||||||
Estimated net proceeds to be received subsequent to September 30, 2013 | 41,786 | |||||||
Partial repayment of August 2013 Notes subsequent to September 30, 2013 | (1,741 | ) | ||||||
Estimated net cash impact of IPO and related transactions | $ | 40,045 | ||||||
In addition, each of the following occurred in connection with the completion of our IPO on October 4, 2013: | ||||||||
· the conversion of all outstanding shares of convertible preferred stock into 7,229,590 shares of the Company’s common stock; | ||||||||
· the conversion of $22.1 million of outstanding principal and accrued interest on convertible notes into 3,679,401 shares of common stock, the write-off of $0.3 million of unamortized debt discount and the related cash repayment of $1.7 million of outstanding principal and accrued interest on convertible notes and accrued interest outstanding as of September 30, 2013; | ||||||||
· 480,763 shares of the Company’s common stock became issuable pursuant to the redemption of an aggregate of 900,000 exchangeable shares of Fate Canada and the resultant reclassification of the exchangeable share liability to additional paid-in capital; | ||||||||
· the conversion of warrants to purchase 230,000 shares of convertible preferred stock into warrants to purchase 36,074 shares of the Company’s common stock and the resultant reclassification of the warrant liability to additional paid-in capital; and | ||||||||
· an amended and restated certificate of incorporation was filed on October 3, 2013, authorizing 150,000,000 shares of common stock and 5,000,000 shares of undesignated preferred stock. | ||||||||
The following table summarizes certain actual balance sheet data and pro forma balance sheet data to reflect the activities related to the Company’s IPO noted above, as of September 30, 2013 (in thousands): | ||||||||
September | Pro Forma | |||||||
30, 2013 | September | |||||||
30, 2013 | ||||||||
Cash and cash equivalents | $ | 19,082 | $ | 59,127 | ||||
Other assets | 2,743 | — | ||||||
Accounts payable and accrued expenses | 3,725 | 2,344 | ||||||
Long-term accrued expenses | 137 | 79 | ||||||
Convertible notes, net of discount | 23,481 | — | ||||||
Preferred stock warrant liability | 163 | — | ||||||
Exchangeable share liability | 2,885 | — | ||||||
Convertible preferred stock | 56,526 | — | ||||||
Common stock | 1 | 20 | ||||||
Additional paid-in capital | 14,367 | 136,398 | ||||||
Deficit accumulated during the development stage | (80,770 | ) | (81,024 | ) | ||||
Total stockholders’ (deficit) equity | (66,402 | ) | 55,394 | |||||
In connection with the closing of its IPO on October 4, 2013, the Company recorded an additional aggregate non-cash charge of $0.5 million in other income (expense) related to the final fair value adjustment of the exchangeable share liability and the preferred stock warrant liability. This final fair value adjustment is excluded from the table above. |
Organization_and_Summary_of_Si1
Organization and Summary of Significant Accounting Policies (Policies) | 9 Months Ended | |||||
Sep. 30, 2013 | ||||||
Organization and Summary of Significant Accounting Policies | ' | |||||
Principles of Consolidation | ' | |||||
Principles of Consolidation | ||||||
The consolidated financial statements include the accounts of the Company and its subsidiaries, Fate Therapeutics (Canada) Inc. (“Fate Canada”), Fate Therapeutics Ltd., incorporated in the United Kingdom, and Destin Therapeutics Inc., incorporated in Canada. To date, the aggregate operations of these subsidiaries have not been significant and all intercompany transactions and balances have been eliminated in consolidation. | ||||||
Reverse Stock Split | ' | |||||
Reverse Stock Split | ||||||
On September 12, 2013, the Company filed an amendment to its amended and restated certificate of incorporation, effecting a one-for-6.5 reverse stock split of the Company’s issued and outstanding shares of common stock. All issued and outstanding common stock and per share amounts contained in the Company’s consolidated financial statements have been retroactively adjusted to reflect this reverse stock split for all periods presented. | ||||||
Use of Estimates | ' | |||||
Use of Estimates | ||||||
The Company’s consolidated financial statements are prepared in accordance with GAAP. The preparation of the Company’s consolidated financial statements requires it to make estimates and assumptions that impact the reported amounts of assets, liabilities, revenues and expenses and the disclosure of contingent assets and liabilities in the Company’s consolidated financial statements and accompanying notes. The most significant estimates in the Company’s consolidated financial statements relate to the valuation of equity awards and clinical trial accruals. Although these estimates are based on the Company’s knowledge of current events and actions it may undertake in the future, actual results may ultimately materially differ from these estimates and assumptions. | ||||||
Other Assets | ' | |||||
Other Assets | ||||||
Other assets consist of the Company’s deferred IPO costs. These costs represent legal, accounting and other direct costs related to the Company’s efforts to raise capital through a public sale of its common stock. Future costs will be deferred until the completion of the IPO, at which time they will be reclassified to additional paid-in capital as a reduction of the IPO proceeds. | ||||||
Preferred Stock Warrant Liability | ' | |||||
Preferred Stock Warrant Liability | ||||||
The Company has issued freestanding warrants to purchase shares of its convertible preferred stock. The fair value of these warrants is classified as a current liability in the accompanying consolidated balance sheets since the underlying convertible preferred stock has been classified as temporary equity in the accompanying consolidated balance sheets instead of in stockholders’ deficit in accordance with authoritative guidance for the classification and measurement of potentially redeemable securities. Upon certain change in control events that are outside of the Company’s control, including liquidation, sale or transfer of control of the Company, holders of the convertible preferred stock can cause its redemption. The warrants are recorded at fair value using the Black-Scholes option pricing model with any changes in fair value being recognized as a component of other income (expense) in the accompanying consolidated statements of operations and comprehensive loss. The warrant liability will continue to be remeasured at fair value until such time as the warrants are no longer outstanding or the underlying securities are no longer redeemable outside the control of the Company. | ||||||
Revenue Recognition | ' | |||||
Revenue Recognition | ||||||
The Company recognizes revenues when all four of the following criteria are met: (i) persuasive evidence that an agreement exists; (ii) delivery of the products and/or services has occurred; (iii) the selling price is fixed or determinable; and (iv) collectibility is reasonably assured. | ||||||
Revenue arrangements with multiple elements are analyzed to determine whether the elements can be divided into separate units of accounting or whether the elements must be accounted for as a single unit of accounting. The Company divides the elements into separate units of accounting and applies the applicable revenue recognition criteria to each of the elements, if the delivered elements have value to the customer on a stand-alone basis, if the arrangement includes a general right of return relative to the delivered elements, and if the delivery or performance of the undelivered elements is considered probable and substantially within the Company’s control. | ||||||
For transactions entered into prior to 2011, revenue was allocated to each element based on its relative fair value when objective and reliable evidence of fair value existed for all elements in an arrangement. If an element was sold on a stand-alone basis, the fair value of the element was the price charged for the element. When the Company was unable to establish fair value for delivered elements or when fair value of undelivered elements had not been established, revenue was deferred until all elements were delivered or until fair value could be objectively determined for any undelivered elements. | ||||||
Beginning in 2011, revenue is allocated to each element at the inception of the arrangement using the relative selling price method that is based on a three-tier hierarchy. The relative selling price method requires that the estimated selling price for each element be based on vendor-specific objective evidence (“VSOE”) of fair value, which represents the price charged for each element when it is sold separately or, for an element not yet being sold separately, the price established by management. When VSOE of fair value is not available, third-party evidence (“TPE”) of fair value is acceptable, or a best estimate of selling price is used if neither VSOE nor TPE is available. A best estimate of selling price should be consistent with the objective of determining the price at which the Company would transact if the element were sold regularly on a stand-alone basis and should also take into account market conditions and company-specific factors. The Company has not entered into or materially modified any multiple element arrangements subsequent to 2010. | ||||||
Revenue arrangements with multiple elements may include license fees, research and development payments, milestone payments, other contingent payments, and royalties on any product sales derived from collaborations. The Company recognizes nonrefundable license fees with stand-alone value as revenue at the time that the Company has satisfied all performance obligations, and recognizes license fees without stand-alone value as revenue in combination with any undelivered performance obligations. The Company recognizes a research and development payment as revenue over the term of the collaboration agreement as contracted amounts are earned, or reimbursable costs are incurred, under the agreement, where contracted amounts are considered to be earned in relative proportion to the performance required under the applicable agreement. The Company recognizes a milestone payment, which is contingent upon the achievement of a milestone in its entirety, as revenue in the period in which the milestone is achieved only if the milestone meets all criteria to be considered substantive. These criteria include the following: (i) the consideration being earned should be commensurate with either the Company’s performance to achieve the milestone or the enhancement of the value of the item delivered as a result of a specific outcome resulting from the Company’s performance to achieve the milestone; (ii) the consideration being earned should relate solely to past performance; (iii) the consideration being earned should be reasonable relative to all deliverables and payment terms in the arrangement; and (iv) the milestone should be considered in its entirety and cannot be bifurcated into substantive and nonsubstantive components. Any amounts received pursuant to revenue arrangements with multiple elements prior to satisfying the Company’s revenue recognition criteria are recorded as deferred revenue on the Company’s consolidated balance sheets. | ||||||
Revenue from government grants is recorded when reimbursable expenses are incurred under the grant in accordance with the terms of the grant award. The receivable for reimbursable amounts that have not been collected is reflected in prepaid and other current assets. | ||||||
Stock-Based Compensation | ' | |||||
Stock-Based Compensation | ||||||
Stock-based compensation expense represents the cost of the grant date fair value of employee stock option grants recognized over the requisite service period of the awards (usually the vesting period) on a straight-line basis, net of estimated forfeitures. For stock option grants for which vesting is subject to performance-based milestones, the expense is recorded over the remaining service period after the point when the achievement of the milestone is probable or the performance condition has been achieved. For stock option grants for which vesting is subject to both performance-based milestones and market conditions, expense is recorded over the derived service period after the point when the achievement of the performance-based milestone is probable or the performance condition has been achieved. The Company estimates the fair value of stock option grants using the Black-Scholes option pricing model, with the exception of option grants for which vesting is subject to both performance-based milestones and market conditions, which are valued using a lattice based model. | ||||||
The Company accounts for stock options and restricted stock awards to non-employees using the fair value approach. Stock options and restricted stock awards to non-employees are subject to periodic revaluation over their vesting terms. For stock option grants for which vesting is subject to performance-based milestones, the expense is recorded over the remaining service period after the point when the performance condition has been achieved. | ||||||
Net Loss Per Share | ' | |||||
Net Loss Per Share | ||||||
Basic net loss per share is calculated by dividing the net loss by the weighted-average number of shares of common stock outstanding for the period, without consideration for common stock equivalents. Excluded from the weighted-average number of shares outstanding are shares which have been issued upon the early exercise of stock options and are subject to future vesting and unvested restricted stock totaling 102,998 shares and 166,252 shares for the three months ended September 30, 2013 and 2012, respectively, and 111,614 shares and 184,517 shares for the nine months ended September 30, 2013 and 2012, respectively. Diluted net loss per share is calculated by dividing the net loss by the weighted-average number of common stock equivalents outstanding for the period determined using the treasury-stock method. Dilutive common stock equivalents are comprised of convertible preferred stock, warrants for the purchase of convertible preferred stock, exchangeable shares and common stock options outstanding under the Company’s stock option plan. For all periods presented, there is no difference in the number of shares used to calculate basic and diluted shares outstanding due to the Company’s net loss position. | ||||||
Potentially dilutive securities not included in the calculation of diluted net loss per share because to do so would be anti-dilutive are as follows (in common stock equivalent shares): | ||||||
Three and Nine Months Ended | ||||||
September 30, | ||||||
2013 | 2012 | |||||
Convertible preferred stock outstanding | 7,229,590 | 6,065,934 | ||||
Warrants for convertible preferred stock | 36,074 | 36,074 | ||||
Exchangeable shares | 480,763 | 403,841 | ||||
Common stock options | 1,710,517 | 721,539 | ||||
9,456,944 | 7,227,388 | |||||
In addition to the potentially dilutive securities noted above, the Company has an aggregate of approximately $23.7 million of outstanding principal as of September 30, 2013 under convertible promissory notes, issued in June 2013, July 2013 and August 2013, that are convertible into convertible preferred stock or common stock upon the occurrence of various future events at prices that are not determinable until the occurrence of those future events. As such, the Company has excluded these convertible notes payable from the table above. A portion of the convertible notes were repaid in cash and the balance of the notes converted into common stock in connection with the closing of the Company’s IPO in October 2013 (see Note 6). |
Organization_and_Summary_of_Si2
Organization and Summary of Significant Accounting Policies (Tables) | 9 Months Ended | |||||
Sep. 30, 2013 | ||||||
Organization and Summary of Significant Accounting Policies | ' | |||||
Schedule of anti-dilutive securities not included in the calculation of diluted net loss per share | ' | |||||
Three and Nine Months Ended | ||||||
September 30, | ||||||
2013 | 2012 | |||||
Convertible preferred stock outstanding | 7,229,590 | 6,065,934 | ||||
Warrants for convertible preferred stock | 36,074 | 36,074 | ||||
Exchangeable shares | 480,763 | 403,841 | ||||
Common stock options | 1,710,517 | 721,539 | ||||
9,456,944 | 7,227,388 |
Asset_Acquisition_of_Verio_The1
Asset Acquisition of Verio Therapeutics Inc. (Tables) | 9 Months Ended | |||||||||
Sep. 30, 2013 | ||||||||||
Asset Acquisition of Verio Therapeutics Inc. | ' | |||||||||
Summary of changes in the number of shares of the Company's common stock issuable upon the exchange of the Exchangeable Shares and the initial fair value of the shares | ' | |||||||||
As of September 30, 2013, the changes in the number of shares of the Company’s common stock issuable upon the exchange of the Exchangeable Shares and the initial fair value of the shares are summarized as follows (in thousands, except share and per share amounts): | ||||||||||
Exchangeable | Fair Value Per | Initial Fair | ||||||||
Shares | Share of | Value of | ||||||||
Underlying | Exchangeable | |||||||||
Common Stock | Shares | |||||||||
April 2010 | 138,462 | $ | 1.69 | $ | 234 | |||||
March 2011 | 92,308 | 1.69 | 156 | |||||||
May 2011 | 115,380 | 1.69 | 195 | |||||||
April 2012 | 57,691 | 1.37 | 78 | |||||||
July 2013 | 76,922 | 4.49 | 346 | |||||||
480,763 | $ | 1,009 | ||||||||
Fair_Value_Measurements_Tables
Fair Value Measurements (Tables) | 9 Months Ended | |||||||||||||
Sep. 30, 2013 | ||||||||||||||
Fair Value Measurements | ' | |||||||||||||
Schedule of liabilities measured at fair value on a recurring basis | ' | |||||||||||||
Liabilities measured at fair value on a recurring basis are as follows (in thousands): | ||||||||||||||
Fair Value Measurements at | ||||||||||||||
Reporting Date Using | ||||||||||||||
Total | Quoted Prices | Significant | Significant | |||||||||||
in Active | Other | Unobservable | ||||||||||||
Markets for | Observable | Inputs | ||||||||||||
Identical | Inputs | (Level 3) | ||||||||||||
Assets | (Level 2) | |||||||||||||
(Level 1) | ||||||||||||||
As of September 30, 2013: | ||||||||||||||
Warrant liability | $ | 163 | $ | — | $ | — | $ | 163 | ||||||
Exchangeable share liability | 2,885 | — | — | 2,885 | ||||||||||
Total liabilities | $ | 3,048 | $ | — | $ | — | $ | 3,048 | ||||||
As of December 31, 2012: | ||||||||||||||
Warrant liability | $ | 184 | $ | — | $ | — | $ | 184 | ||||||
Exchangeable share liability | 551 | — | — | 551 | ||||||||||
Total liabilities | $ | 735 | $ | — | $ | — | $ | 735 | ||||||
Schedule of assumptions used to determine fair value of preferred stock warrant liability | ' | |||||||||||||
September | December | |||||||||||||
30, 2013 | 31, 2012 | |||||||||||||
Risk-free interest rate | 2.1 | % | 1.2 | % | ||||||||||
Expected volatility | 85.9 | % | 93.5 | % | ||||||||||
Remaining contractual term (in years) | 7.56 | 8.31 | ||||||||||||
Expected dividend yield | 0 | % | 0 | % | ||||||||||
Schedule of reconciliation of all liabilities measured at fair value using Level 3 significant unobservable inputs | ' | |||||||||||||
The following table provides a reconciliation of all liabilities measured at fair value using Level 3 significant unobservable inputs (in thousands): | ||||||||||||||
Warrant | Exchangeable | |||||||||||||
Liability | Share | |||||||||||||
Liability | ||||||||||||||
Balance at December 31, 2011 | $ | 221 | $ | 563 | ||||||||||
Issuance of exchangeable shares | — | 78 | ||||||||||||
Change in fair value | (37 | ) | (90 | ) | ||||||||||
Balance at December 31, 2012 | 184 | 551 | ||||||||||||
Issuance of exchangeable shares | — | 346 | ||||||||||||
Change in fair value | (21 | ) | 1,988 | |||||||||||
Balance at September 30, 2013 | $ | 163 | $ | 2,885 |
LongTerm_Debt_Commitments_and_1
Long-Term Debt, Commitments and Contingencies (Tables) | 9 Months Ended | |||||||
Sep. 30, 2013 | ||||||||
Long-Term Debt, Commitments and Contingencies | ' | |||||||
Schedule of long-term debt and unamortized discount balances (excluding convertible debt) | ' | |||||||
Long-term debt and unamortized discount balances (excluding convertible debt) are as follows (in thousands): | ||||||||
September | December | |||||||
30, 2013 | 31, 2012 | |||||||
Long-term debt | $ | 2,250 | $ | 3,750 | ||||
Less debt discount, net of current portion | — | (18 | ) | |||||
Long-term debt, net of debt discount | 2,250 | 3,732 | ||||||
Less current portion of long-term debt | (2,000 | ) | (2,000 | ) | ||||
Long-term debt, net of current portion | $ | 250 | $ | 1,732 | ||||
Current portion of long-term debt | $ | 2,000 | $ | 2,000 | ||||
Current portion of debt discount | (29 | ) | (59 | ) | ||||
Current portion of long-term debt, net | $ | 1,971 | $ | 1,941 |
Stockholders_Deficit_Tables
Stockholders' Deficit (Tables) | 9 Months Ended | |||||||||||||
Sep. 30, 2013 | ||||||||||||||
Stockholders' deficit | ' | |||||||||||||
Summary of stock option activity under the Plan | ' | |||||||||||||
Number of | Weighted- | |||||||||||||
Options | Average Price | |||||||||||||
Balance at December 31, 2012 | 1,432,369 | $ | 1.43 | |||||||||||
Granted | 331,860 | 5.6 | ||||||||||||
Canceled | (17,860 | ) | 1.56 | |||||||||||
Exercised | (35,852 | ) | 0.65 | |||||||||||
Balance at September 30, 2013 | 1,710,517 | 2.26 | ||||||||||||
Schedule of allocation of stock-based compensation for all options and restricted stock awards | ' | |||||||||||||
The allocation of stock-based compensation for all options and restricted stock awards is as follows (in thousands): | ||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||
September 30, | September 30, | |||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||
Research and development | $ | 581 | $ | 32 | $ | 686 | $ | 82 | ||||||
General and administrative | 401 | 10 | 483 | 24 | ||||||||||
$ | 982 | $ | 42 | $ | 1,169 | $ | 106 | |||||||
Employee stock option | ' | |||||||||||||
Stockholders' deficit | ' | |||||||||||||
Schedule of weighted-average assumptions used to determine the fair value of stock option grants | ' | |||||||||||||
Nine Months Ended | ||||||||||||||
September 30, | ||||||||||||||
2013 | 2012 | |||||||||||||
Risk-free interest rate | 2.1 | % | 1.2 | % | ||||||||||
Expected volatility | 90.3 | % | 93.5 | % | ||||||||||
Remaining contractual term (in years) | 7.27 | 7.23 | ||||||||||||
Expected dividend yield | 0 | % | 0 | % | ||||||||||
Non-employee stock option | ' | |||||||||||||
Stockholders' deficit | ' | |||||||||||||
Schedule of weighted-average assumptions used to determine the fair value of stock option grants | ' | |||||||||||||
Nine Months Ended | ||||||||||||||
September 30, | ||||||||||||||
2013 | 2012 | |||||||||||||
Risk-free interest rate | 1.6 | % | 1 | % | ||||||||||
Expected volatility | 90.2 | % | 93.5 | % | ||||||||||
Expected term (in years) | 6.07 | 6.06 | ||||||||||||
Expected dividend yield | 0 | % | 0 | % |
Subsequent_Events_Tables
Subsequent Events (Tables) | 9 Months Ended | |||||||
Sep. 30, 2013 | ||||||||
Subsequent Events | ' | |||||||
Schedule of estimated net proceeds from the IPO | ' | |||||||
Estimated net proceeds from the IPO were determined as follows (in thousands): | ||||||||
Gross proceeds (including over-allotment) | $ | 46,000 | ||||||
Underwriting discounts and commissions | (2,695 | ) | ||||||
Estimated total offering costs (including costs paid as of September 30, 2013) | (2,900 | ) | ||||||
Offering costs paid as of September 30, 2013 | 1,381 | |||||||
Estimated net proceeds to be received subsequent to September 30, 2013 | 41,786 | |||||||
Partial repayment of August 2013 Notes subsequent to September 30, 2013 | (1,741 | ) | ||||||
Estimated net cash impact of IPO and related transactions | $ | 40,045 | ||||||
Summary of actual balance sheet data and pro forma balance sheet data to reflect the activities related to the Company's IPO | ' | |||||||
The following table summarizes certain actual balance sheet data and pro forma balance sheet data to reflect the activities related to the Company’s IPO noted above, as of September 30, 2013 (in thousands): | ||||||||
September | Pro Forma | |||||||
30, 2013 | September | |||||||
30, 2013 | ||||||||
Cash and cash equivalents | $ | 19,082 | $ | 59,127 | ||||
Other assets | 2,743 | — | ||||||
Accounts payable and accrued expenses | 3,725 | 2,344 | ||||||
Long-term accrued expenses | 137 | 79 | ||||||
Convertible notes, net of discount | 23,481 | — | ||||||
Preferred stock warrant liability | 163 | — | ||||||
Exchangeable share liability | 2,885 | — | ||||||
Convertible preferred stock | 56,526 | — | ||||||
Common stock | 1 | 20 | ||||||
Additional paid-in capital | 14,367 | 136,398 | ||||||
Deficit accumulated during the development stage | (80,770 | ) | (81,024 | ) | ||||
Total stockholders’ (deficit) equity | (66,402 | ) | 55,394 | |||||
Organization_and_Summary_of_Si3
Organization and Summary of Significant Accounting Policies (Details) | 0 Months Ended | 9 Months Ended |
Sep. 12, 2013 | Sep. 30, 2013 | |
item | ||
Organization and Summary of Significant Accounting Policies | ' | ' |
Number of platforms | ' | 2 |
Reverse stock split | ' | ' |
Reverse stock split ratio | 0.154 | ' |
Revenue recognition | ' | ' |
Four criteria needed for Company to recognize revenue | ' | '(i) persuasive evidence that an agreement exists; (ii) delivery of the products and/or services has occurred; (iii) the selling price is fixed or determinable; and (iv) collectibility is reasonably assured |
Organization_and_Summary_of_Si4
Organization and Summary of Significant Accounting Policies (Details 2) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Millions, except Share data, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Organization and Summary of Significant Accounting Policies | ' | ' | ' | ' |
Shares excluded from weighted average number of shares attributable to share based payments | 102,998 | 166,252 | 111,614 | 184,517 |
Net loss per share | ' | ' | ' | ' |
Anti-dilutive securities (in shares) | 9,456,944 | 7,227,388 | 9,456,944 | 7,227,388 |
Outstanding principal under convertible promissory notes (in dollars) | $23.70 | ' | $23.70 | ' |
Convertible preferred stock outstanding | ' | ' | ' | ' |
Net loss per share | ' | ' | ' | ' |
Anti-dilutive securities (in shares) | 7,229,590 | 6,065,934 | 7,229,590 | 6,065,934 |
Warrants for convertible preferred stock | ' | ' | ' | ' |
Net loss per share | ' | ' | ' | ' |
Anti-dilutive securities (in shares) | 36,074 | 36,074 | 36,074 | 36,074 |
Exchangeable shares | ' | ' | ' | ' |
Net loss per share | ' | ' | ' | ' |
Anti-dilutive securities (in shares) | 480,763 | 403,841 | 480,763 | 403,841 |
Common stock options | ' | ' | ' | ' |
Net loss per share | ' | ' | ' | ' |
Anti-dilutive securities (in shares) | 1,710,517 | 721,539 | 1,710,517 | 721,539 |
Asset_Acquisition_of_Verio_The2
Asset Acquisition of Verio Therapeutics Inc. (Details) (Verio, USD $) | 0 Months Ended | 9 Months Ended | 12 Months Ended |
In Thousands, except Share data, unless otherwise specified | Apr. 07, 2010 | Sep. 30, 2013 | Dec. 31, 2012 |
Acquisition | ' | ' | ' |
Exchangeable Shares issued | 900,000 | ' | ' |
Shares issuable on exchange of exchangeable shares | 138,462 | 480,763 | 403,841 |
Potential increase in shares issuable on exchange of Exchangeable Shares based on achievement of certain preclinical milestones | ' | 76,922 | ' |
Potential increase in shares issuable on exchange of Exchangeable Shares based on achievement of certain clinical milestones | ' | 211,539 | ' |
Potential increase in shares issuable on exchange of Exchangeable Shares based on achievement of certain commercialization milestones | ' | 115,381 | ' |
Initial fair value of exchangeable shares (in dollars) | ' | $1,009 | ' |
Maximum | ' | ' | ' |
Acquisition | ' | ' | ' |
Shares issuable on exchange of exchangeable shares | ' | 884,605 | ' |
Shares outstanding for automatic redemption and exchange of shares | ' | 450,000 | ' |
Apr-10 | ' | ' | ' |
Acquisition | ' | ' | ' |
Shares issuable on exchange of exchangeable shares | ' | 138,462 | ' |
Fair value per share of underlying common stock (in dollars per share) | ' | $1.69 | ' |
Initial fair value of exchangeable shares (in dollars) | ' | 234 | ' |
Mar-11 | ' | ' | ' |
Acquisition | ' | ' | ' |
Shares issuable on exchange of exchangeable shares | ' | 92,308 | ' |
Fair value per share of underlying common stock (in dollars per share) | ' | $1.69 | ' |
Initial fair value of exchangeable shares (in dollars) | ' | 156 | ' |
May-11 | ' | ' | ' |
Acquisition | ' | ' | ' |
Shares issuable on exchange of exchangeable shares | ' | 115,380 | ' |
Fair value per share of underlying common stock (in dollars per share) | ' | $1.69 | ' |
Initial fair value of exchangeable shares (in dollars) | ' | 195 | ' |
Apr-12 | ' | ' | ' |
Acquisition | ' | ' | ' |
Shares issuable on exchange of exchangeable shares | ' | 57,691 | ' |
Fair value per share of underlying common stock (in dollars per share) | ' | $1.37 | ' |
Initial fair value of exchangeable shares (in dollars) | ' | 78 | ' |
Jul-13 | ' | ' | ' |
Acquisition | ' | ' | ' |
Shares issuable on exchange of exchangeable shares | ' | 76,922 | ' |
Fair value per share of underlying common stock (in dollars per share) | ' | $4.49 | ' |
Initial fair value of exchangeable shares (in dollars) | ' | $346 | ' |
Fair_Value_Measurements_Detail
Fair Value Measurements (Details) (USD $) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2013 | Dec. 31, 2012 | |
Fair value measurements | ' | ' |
Transfer of assets from level 1 to level 2 | 0 | ' |
Transfer of assets from level 2 to level 1 | 0 | ' |
Transfer of liabilities from level 1 to level 2 | 0 | ' |
Transfer of liabilities from level 2 to level 1 | 0 | ' |
Warrant liability | ' | ' |
Assumptions used to determine the fair value | ' | ' |
Risk-free interest rate (as a percent) | 2.10% | 1.20% |
Expected volatility (as a percent) | 85.90% | 93.50% |
Remaining contractual term | '7 years 6 months 22 days | '8 years 3 months 22 days |
Expected dividend yield (as a percent) | 0.00% | 0.00% |
Recurring | Total | ' | ' |
Fair value measurements | ' | ' |
Liabilities | 3,048,000 | 735,000 |
Recurring | Total | Warrant liability | ' | ' |
Fair value measurements | ' | ' |
Liabilities | 163,000 | 184,000 |
Recurring | Total | Exchangeable share liability | ' | ' |
Fair value measurements | ' | ' |
Liabilities | 2,885,000 | 551,000 |
Recurring | Significant Unobservable Inputs (Level 3) | ' | ' |
Fair value measurements | ' | ' |
Liabilities | 3,048,000 | 735,000 |
Recurring | Significant Unobservable Inputs (Level 3) | Warrant liability | ' | ' |
Fair value measurements | ' | ' |
Liabilities | 163,000 | 184,000 |
Recurring | Significant Unobservable Inputs (Level 3) | Exchangeable share liability | ' | ' |
Fair value measurements | ' | ' |
Liabilities | 2,885,000 | 551,000 |
Non-recurring | ' | ' |
Fair value measurements | ' | ' |
Non-financial assets | 0 | ' |
Non-financial liabilities | 0 | ' |
Carrying amount | Recurring | Quoted Prices in Active Markets for Identical Assets (Level 1) | ' | ' |
Fair value measurements | ' | ' |
Cash equivalents | 300,000 | 1,300,000 |
Fair_Value_Measurements_Detail1
Fair Value Measurements (Details 2) (USD $) | 9 Months Ended | 12 Months Ended |
In Thousands, unless otherwise specified | Sep. 30, 2013 | Dec. 31, 2012 |
Warrant liability | ' | ' |
Reconciliation of liabilities measured at fair value | ' | ' |
Balance at the beginning of the period | $184 | $221 |
Change in fair value | -21 | -37 |
Balance at the end of the period | 163 | 184 |
Exchangeable share liability | ' | ' |
Reconciliation of liabilities measured at fair value | ' | ' |
Balance at the beginning of the period | 551 | 563 |
Issuance of exchangeable shares | 346 | 78 |
Change in fair value | 1,988 | -90 |
Balance at the end of the period | $2,885 | $551 |
LongTerm_Debt_Commitments_and_2
Long-Term Debt, Commitments and Contingencies (Details) (USD $) | 9 Months Ended | 77 Months Ended | 2 Months Ended | 3 Months Ended | 9 Months Ended | 1 Months Ended | |||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Jul. 31, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Aug. 31, 2013 | Sep. 30, 2013 | |
June and July 2013 Convertible Note Financing | June and July 2013 Convertible Note Financing | June and July 2013 Convertible Note Financing | August 2013 Convertible Note Financing | August 2013 Convertible Note Financing | |||||
Long-term debt | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Long-term debt | $2,250,000 | ' | $2,250,000 | $3,750,000 | ' | ' | ' | ' | ' |
Less debt discount, net of current portion | ' | ' | ' | -18,000 | ' | ' | ' | ' | ' |
Long-term debt, net of debt discount | 2,250,000 | ' | 2,250,000 | 3,732,000 | ' | ' | ' | ' | ' |
Less current portion of long-term debt | -2,000,000 | ' | -2,000,000 | -2,000,000 | ' | ' | ' | ' | ' |
Long-term debt, net of current portion | 250,000 | ' | 250,000 | 1,732,000 | ' | ' | ' | ' | ' |
Current portion of debt discount | -29,000 | ' | -29,000 | -59,000 | ' | ' | ' | ' | ' |
Current portion of long-term debt, net | 1,971,000 | ' | 1,971,000 | 1,941,000 | ' | ' | ' | ' | ' |
Debt issued | ' | ' | ' | ' | 3,700,000 | ' | ' | 20,000,000 | ' |
Interest rate (as a percent) | ' | ' | ' | ' | 2.00% | ' | ' | 2.00% | ' |
Term of debt | ' | ' | ' | ' | '1 year | ' | ' | '3 years | ' |
Debt discount amortization | 129,000 | 63,000 | 271,000 | ' | ' | 100,000 | 100,000 | ' | ' |
Outstanding debt | 23,700,000 | ' | 23,700,000 | ' | ' | 3,700,000 | 3,700,000 | ' | ' |
Outstanding debt | 20,000,000 | ' | 20,000,000 | ' | ' | ' | ' | ' | 20,000,000 |
Debt discount related to beneficial conversion feature | ' | ' | ' | ' | 300,000 | 300,000 | 300,000 | ' | ' |
Accrued interest, current | ' | ' | ' | ' | ' | 100,000 | 100,000 | ' | ' |
Accrued interest, noncurrent | ' | ' | ' | ' | ' | ' | ' | ' | $100,000 |
LongTerm_Debt_Commitments_and_3
Long-Term Debt, Commitments and Contingencies (Details 2) (USD $) | 0 Months Ended | |
In Millions, unless otherwise specified | Sep. 26, 2013 | Sep. 30, 2013 |
Operating Leases, Future Minimum Payments Due, Fiscal Year Maturity | ' | ' |
Lease period extended | '2 years | ' |
Non-cancellable operating lease commitments for 2014 | ' | $0.50 |
Non-cancellable operating lease commitments for 2015 | ' | 0.9 |
Non-cancellable operating lease commitments for 2016 | ' | $0.50 |
Stockholders_Deficit_Details
Stockholders' Deficit (Details) (USD $) | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 0 Months Ended | |||||||||||||||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Aug. 12, 2013 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Aug. 28, 2013 | Sep. 13, 2013 | |
Plan | Plan | Plan | Plan | Plan | Plan | Plan | Plan | Plan | Plan | Plan | Plan | Plan | Plan | Plan | Plan | Plan | Plan | Plan | Plan | 2013 Plan | ESPP | |
Research and development | Research and development | Research and development | Research and development | General and administrative | General and administrative | General and administrative | General and administrative | Stock option | Stock option | Stock option | Employee stock option | Employee stock option | Non-employee stock option | Non-employee stock option | ||||||||
Performance-based | Performance-based milestones and market conditions | |||||||||||||||||||||
Stockholders' deficit | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Shares authorized | ' | ' | ' | ' | 2,423,072 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of Options | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Balance at the beginning of the period (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,432,369 | ' | ' | ' | ' | ' | ' | ' | ' |
Granted (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 331,860 | ' | ' | ' | ' | ' | ' | ' | ' |
Canceled (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | -17,860 | ' | ' | ' | ' | ' | ' | ' | ' |
Exercised (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | -35,852 | ' | ' | ' | ' | ' | ' | ' | ' |
Balance at the end of the period (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,710,517 | 340,121 | 220,496 | ' | ' | ' | ' | ' | ' |
Weighted-Average Price | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Balance at the beginning of the period (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $1.43 | ' | ' | ' | ' | ' | ' | ' | ' |
Granted (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $5.60 | ' | ' | ' | ' | ' | ' | ' | ' |
Canceled (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $1.56 | ' | ' | ' | ' | ' | ' | ' | ' |
Exercised (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $0.65 | ' | ' | ' | ' | ' | ' | ' | ' |
Balance at the end of the period (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $2.26 | ' | ' | ' | ' | ' | ' | ' | ' |
Allocated stock-based compensation expense | $982,000 | $42,000 | $1,169,000 | $106,000 | ' | $581,000 | $32,000 | $686,000 | $82,000 | $401,000 | $10,000 | $483,000 | $24,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Aggregate grant date fair value | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,800,000 | 200,000 | ' | ' | ' | ' | ' | ' |
Unrecognized compensation cost related to outstanding options | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $600,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Expected recognition period of unrecognized compensation cost | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '3 years 6 months | ' | ' | ' | ' | ' | ' | ' | ' |
Weighted-average assumptions to determine fair value of stock options | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Risk-free interest rate (as a percent) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1.60% | 1.00% | 2.10% | 1.20% | ' | ' |
Expected volatility (as a percent) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 90.20% | 93.50% | 90.30% | 93.50% | ' | ' |
Expected term | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '6 years 25 days | '6 years 22 days | ' | ' | ' | ' |
Remaining contractual term | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '7 years 3 months 7 days | '7 years 2 months 23 days | ' | ' |
Expected dividend yield (as a percent) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.00% | 0.00% | 0.00% | 0.00% | ' | ' |
Shares reserved for issuance | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,020,000 | 729,000 |
Additional shares authorized (as a percent) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 4.00% | 2.00% |
Additional shares authorized | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 450,000 |
Subsequent_Events_Details
Subsequent Events (Details) (USD $) | 9 Months Ended | 77 Months Ended | 0 Months Ended | ||
Sep. 30, 2013 | Sep. 30, 2013 | Dec. 31, 2012 | Oct. 04, 2013 | Oct. 04, 2013 | |
Subsequent event | Subsequent event | ||||
August 2013 Notes | |||||
Subsequent events | ' | ' | ' | ' | ' |
Shares sold in initial public offering | ' | ' | ' | 7,666,667 | ' |
Public offering price (in dollars per share) | ' | ' | ' | $6 | ' |
Gross proceeds (including over-allotment) | ' | ' | ' | $46,000,000 | ' |
Underwriting discounts and commissions | ' | ' | ' | -2,695,000 | ' |
Estimated total offering costs (including costs paid) | ' | ' | ' | -2,900,000 | ' |
Offering costs paid | 1,381,000 | 1,381,000 | ' | ' | ' |
Estimated net proceeds to be received | ' | ' | ' | 41,786,000 | ' |
Partial repayment of debt | ' | ' | ' | ' | -1,741,000 |
Estimated net cash impact of IPO and related transactions | ' | ' | ' | 40,045,000 | ' |
Shares issued on conversion of convertible preferred stock | ' | ' | ' | 7,229,590 | ' |
Outstanding amount of convertible notes converted | ' | ' | ' | 22,100,000 | ' |
Shares issued on conversion of convertible notes | ' | ' | ' | 3,679,401 | ' |
Unamortized debt discount written-off | ' | ' | ' | 300,000 | ' |
Shares issuable on exchange of exchangeable shares | ' | ' | ' | 480,763 | ' |
Exchangeable shares redeemed | ' | ' | ' | 900,000 | ' |
Warrants to purchase shares of convertible preferred stock which are converted | ' | ' | ' | 230,000 | ' |
Warrants to purchase shares of common stock issued on conversion | ' | ' | ' | 36,074 | ' |
Common stock, authorized shares | 110,000,000 | 110,000,000 | 100,000,000 | 150,000,000 | ' |
Undesignated preferred stock, authorized shares | ' | ' | ' | 5,000,000 | ' |
Actual balance sheet data and pro forma balance sheet data | ' | ' | ' | ' | ' |
Other assets | 2,743,000 | 2,743,000 | ' | ' | ' |
Convertible notes, net of discount | 3,481,000 | 3,481,000 | ' | ' | ' |
Preferred stock warrant liability | 163,000 | 163,000 | 184,000 | ' | ' |
Exchangeable share liability | 2,885,000 | 2,885,000 | 551,000 | ' | ' |
Convertible preferred stock | $56,526,000 | $56,526,000 | $56,526,000 | ' | ' |
Subsequent_Events_Details_2
Subsequent Events (Details 2) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Dec. 31, 2011 | Oct. 04, 2013 | Sep. 30, 2013 |
Subsequent event | Pro Forma | |||||
Actual balance sheet data and pro forma balance sheet data | ' | ' | ' | ' | ' | ' |
Cash and cash equivalents | $19,082,000 | $9,087,000 | $5,464,000 | $6,387,000 | ' | $59,127,000 |
Accounts payable and accrued expenses | 3,725,000 | 2,268,000 | ' | ' | ' | 2,344,000 |
Long-term accrued expenses | 137,000 | 110,000 | ' | ' | ' | 79,000 |
Common stock | 1,000 | 1,000 | ' | ' | ' | 20,000 |
Additional paid-in capital | 14,367,000 | 12,789,000 | ' | ' | ' | 136,398,000 |
Deficit accumulated during the development stage | -80,770,000 | -65,615,000 | ' | ' | ' | -81,024,000 |
Total stockholders' (deficit) equity | -66,402,000 | -52,825,000 | ' | ' | ' | 55,394,000 |
Aggregate non-cash charge related to the final fair value adjustment of the exchangeable share liability and the preferred stock warrant liability | ' | ' | ' | ' | $500,000 | ' |