Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2016 | May. 11, 2016 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q1 | |
Trading Symbol | KMPH | |
Entity Registrant Name | KEMPHARM, INC | |
Entity Central Index Key | 1,434,647 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Non-accelerated Filer | |
Entity Common Stock, Shares Outstanding | 14,642,037 |
CONDENSED BALANCE SHEETS
CONDENSED BALANCE SHEETS - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 77,333 | $ 32,318 |
Marketable securities | 33,668 | 19,002 |
Prepaid expenses and other current assets | 386 | 2,758 |
Total current assets | 111,387 | 54,078 |
Property and equipment, net | 443 | 403 |
Other long-term assets | 109 | 109 |
Total assets | 111,939 | 54,590 |
Current liabilities: | ||
Accounts payable and accrued expenses | 4,178 | 4,906 |
Current portion of convertible notes | 1,649 | 1,369 |
Current portion of term notes | 2,041 | |
Current portion of capital lease obligation | 18 | 26 |
Total current liabilities | 5,845 | 8,342 |
Convertible notes, net | 90,086 | 7,412 |
Term notes, net | 11,118 | |
Derivative and warrant liability | 27,479 | 37,839 |
Other long-term liabilities | 11 | |
Total liabilities | $ 123,421 | $ 64,711 |
Commitments and contingencies (Note D) | ||
Stockholders’ deficit: | ||
Common stock, $0.0001 par value, 250,000,000 shares authorized, 14,498,930 shares issued and outstanding as of March 31, 2016 (unaudited); 14,490,954 shares issued and outstanding as of December 31, 2015 | $ 1 | $ 1 |
Additional paid-in capital | $ 96,275 | $ 94,702 |
Preferred stock, $0.0001 par value, 10,000,000 shares authorized, no shares issued or outstanding as of March 31, 2016 (unaudited) or December 31, 2015 | ||
Accumulated deficit | $ (107,758) | $ (104,824) |
Total stockholders' deficit | (11,482) | (10,121) |
Total liabilities and stockholders' deficit | $ 111,939 | $ 54,590 |
CONDENSED BALANCE SHEETS (PAREN
CONDENSED BALANCE SHEETS (PARENTHETICAL) - $ / shares | Mar. 31, 2016 | Dec. 31, 2015 |
Statement Of Financial Position [Abstract] | ||
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 250,000,000 | 250,000,000 |
Common stock, shares issued | 14,498,930 | 14,490,954 |
Common stock, shares outstanding | 14,498,930 | 14,490,954 |
Preferred stock, par value | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
UNAUDITED CONDENSED STATEMENTS
UNAUDITED CONDENSED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Income Statement [Abstract] | ||
Revenue | $ 0 | $ 0 |
Operating expenses: | ||
Research and development | 3,234 | 2,119 |
General and administrative | 3,736 | 977 |
Total operating expenses | 6,970 | 3,096 |
Loss from operations | (6,970) | (3,096) |
Other (expense) income: | ||
Loss on extinguishment of debt | (4,740) | |
Interest expense related to amortization of debt issuance costs and discount | (442) | (477) |
Interest expense on principal | (1,150) | (632) |
Fair value adjustment | 10,278 | (1,762) |
Interest and other income | 102 | |
Total other income (expense) | 4,048 | (2,871) |
Loss before income taxes | (2,922) | (5,967) |
Income tax expense | (12) | (7) |
Net loss | $ (2,934) | $ (5,974) |
Net loss per share: | ||
Basic and diluted | $ (0.20) | $ (2.50) |
Weighted average common shares outstanding: | ||
Basic and diluted | 14,495,703 | 2,387,092 |
UNAUDITED CONDENSED STATEMENTS5
UNAUDITED CONDENSED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Cash flows from operating activities: | ||
Net loss | $ (2,934) | $ (5,974) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Loss on extinguishment of debt | 4,740 | |
Write-off of deferred offering costs | 445 | |
Stock-based compensation expense | 1,022 | 91 |
Non-cash interest expense | 968 | 632 |
Amortization of debt issuance costs and debt discount | 442 | 477 |
Depreciation and amortization expense | 26 | 20 |
Fair value adjustment | (10,278) | 1,762 |
Change in assets and liabilities: | ||
Prepaid expenses and other current assets | 2,372 | (30) |
Accounts payable and accrued expenses | (679) | (977) |
Other long-term liabilities | 11 | |
Net cash used in operating activities | (3,865) | (3,999) |
Cash flows from investing activities: | ||
Purchases of property and equipment | (66) | (21) |
Purchases of marketable securities | (14,666) | |
Net cash used in investing activities | (14,732) | (21) |
Cash flows from financing activities: | ||
Proceeds from issuance of debt, net of discounts and commissions | 82,800 | |
Repayment of term notes and related accrued interest | (18,621) | |
Payment of debt and stock issuance costs | (583) | |
Repayment of obligations under capital lease | (8) | (8) |
Proceeds from exercise of warrants | 24 | 40 |
Net cash provided by financing activities | 63,612 | 4,034 |
Net increase in cash and cash equivalents | 45,015 | 14 |
Cash and equivalents, beginning of period | 32,318 | 10,255 |
Cash and equivalents, end of period | 77,333 | 10,269 |
Supplemental cash flow information: | ||
Cash paid for interest | 182 | |
Deferred offering costs included in accounts payable and accrued expenses | 442 | |
Transfer of warrants to equity upon exercise | 82 | |
Fixed assets included in accounts payable and accrued expenses | 12 | |
Debt issuance costs included in accounts payable and accrued expenses | $ 309 | |
Series D-1 Redeemable Convertible Preferred Stock | ||
Cash flows from financing activities: | ||
Proceeds from issuance of Series D-1 redeemable convertible preferred stock | 4,000 | |
Series D Redeemable Convertible Preferred Stock | ||
Cash flows from financing activities: | ||
Proceeds from exercise of warrants | $ 2 |
Description of Business and Bas
Description of Business and Basis of Presentation | 3 Months Ended |
Mar. 31, 2016 | |
Accounting Policies [Abstract] | |
Description of Business and Basis of Presentation | A. Description of Business and Basis of Presentation Organization KemPharm, Inc. (the “Company”) is a clinical-stage specialty pharmaceutical company engaged in the discovery and development of proprietary prodrugs. Through the use of its Ligand Activated Therapy (“LAT”) platform technology, the Company is able to initiate and pursue the development of improved versions of widely prescribed, approved drugs. The Company was formed on October 30, 2006, and incorporated in Iowa, and reorganized in Delaware on May 30, 2014. The Company has experienced recurring losses from operations and negative operating cash flows due to its ongoing research and development of its potential product candidates. The Company also has a stockholders’ deficit at March 31, 2016. Various internal and external factors will affect whether and when the candidates become approved drugs and how significant their market share will be. The length of time and cost of developing and commercializing these candidates and/or failure of them at any stage of the drug approval process will materially affect the Company’s financial condition and future operations. Based upon our current operating plan, we believe that our existing cash and cash equivalents will enable us to fund our operating expenses and capital expenditure requirements through at least the next 21 months. The accompanying unaudited condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and with the instructions to Form 10-Q and Rule 8-03 of Regulation S-X. Accordingly, they do not include all of the information and related notes required by accounting principles generally accepted in the United States of America for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation have been included in the accompanying financial statements. Operating results for the three months ended March 31, 2016, are not necessarily indicative of the results that may be expected for the full year ending December 31, 2016. This interim information should be read in conjunction with the audited financial statements included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2015, filed with the Securities and Exchange Commission (“SEC”) on March 15, 2016. Reverse Stock Split On April 2, 2015, the Company effected a 1-for-7.5 reverse stock split of its issued common stock. All applicable share data, per share amounts and related information in the unaudited condensed financial statements and notes thereto have been adjusted retroactively to give effect to the 1-for-7.5 reverse stock split. Initial Public Offering In April 2015, the Company completed an initial public offering (“IPO”) of its common stock. In connection with the initial closing of the IPO, the Company sold an aggregate of 5,090,909 shares of common stock at a price to the public of $11.00 per share. In May 2015, the underwriters in the IPO exercised their option to purchase additional shares pursuant to which the Company sold an additional 763,636 shares of common stock at a price equal to the public price of $11.00 per share. In the aggregate, net proceeds from the IPO including net proceeds from the underwriters’ exercise of their option to purchase additional shares, were $59.9 million, after deducting underwriting discounts and commissions of $4.5 million. In addition, offering expenses totaled $2.8 million. Upon completion of the IPO, all outstanding shares of the Company’s redeemable convertible preferred stock were converted or reclassified into 5,980,564 shares of common stock and all outstanding warrants to acquire shares of the Company’s redeemable convertible preferred stock became warrants to acquire the Company’s common stock. Reclassifications During the quarter the Company adopted Accounting Standards Update (“ASU”) 2015-03, Interest – Imputation of Interest (Subtopic 835-30) This reclassification had no effect on previously reported net loss. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2016 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | B. Summary of Significant Accounting Policies Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires the Company to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. On an ongoing basis, the Company evaluates its estimates, including those related to the useful lives of property and equipment, and assumptions used for purposes of determining stock-based compensation, income taxes, and the fair value of the derivative and warrant liability, among others. The Company bases its estimates on historical experience and on various other assumptions that it believes to be reasonable, the results of which form the basis for making judgements about the carrying value of assets and liabilities. Application of New or Revised Accounting Standards—Adopted From time to time, the Financial Accounting Standards Board (the “FASB”) or other standard-setting bodies issue accounting standards that are adopted by the Company as of the specified effective date. On April 5, 2012, President Obama signed the Jump-Start Our Business Startups Act (the “JOBS Act”) into law. The JOBS Act contains provisions that, among other things, reduce certain reporting requirements for an emerging growth company. As an emerging growth company, the Company may elect to adopt new or revised accounting standards when they become effective for non-public companies, which typically is later than public companies must adopt the standards. The Company has elected not to take advantage of the extended transition period afforded by the JOBS Act and, as a result, will comply with new or revised accounting standards on the relevant dates on which adoption of such standards is required for non-emerging growth companies. In June 2014, the FASB issued ASU 2014-12, Compensation–Stock Compensation Accounting for Share-Based Payments when the Terms of an Award Provide that a Performance Target Could Be Achieved After the Requisite Service Period In January 2015, the FASB issued ASU No. 2015-01, Income Statement - Extraordinary and Unusual Items (Subtopic 225-20); Simplifying Income Statement Presentation by Eliminating the Concept of Extraordinary Items (“ASU 2015-01”) In April 2015, the FASB issued ASU 2015-03, which requires the debt issuance costs related to a recognized debt liability be presented in the balance sheet as direct deduction from the carrying amount of that debt liability, consistent with the presentation of debt discounts. The adoption of ASU 2015-03 reduced the Company’s assets and liabilities by the amount of the debt issuance costs, which were $4.2 million and $1.1 million at March 31, 2016 and December 31, 2015, respectively. This reclassification had no effect on previously reported net loss. Application of New or Revised Accounting Standards—Not Yet Adopted In May 2014, the FASB issued guidance codified in ASC Topic 606, Revenue Recognition—Revenue from Contracts with Customers Revenue Recognition In August 2014, the FASB issued ASU No. 2014-15, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern In November 2015, the FASB issued ASU 2015-17, Income Taxes: Balance Sheet Classification of Deferred Taxes (Topic 740) In January 2016, the FASB issued ASU 2016-01, Financial Instruments Overall – Recognition and Measurement of Financial Assets and Liabilities (Topic 825-10) In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) In March 2016, the FASB issued ASU 2016-06, Derivatives and Hedging (Topic 815); Contingent Put and Call Options in Debt Instruments In March 2016, the FASB issued ASU 2016-09, Compensation–Stock Compensation (Topic 718); Improvements to Employee Share-Based Payment Accounting |
Debt Obligations
Debt Obligations | 3 Months Ended |
Mar. 31, 2016 | |
Debt Disclosure [Abstract] | |
Debt Obligations | C. Debt Obligations Deerfield Facility Agreement On June 2, 2014, the Company entered into a $60 million facility agreement (the “Deerfield Facility Agreement”) with Deerfield Private Design Fund III, LP (“Deerfield”). The first payment to the Company under the terms of the Deerfield Facility Agreement consisted of a term loan of $15 million (the “Term Notes”) and a senior secured loan of $10 million (the “Deerfield Convertible Notes”). All loans issued under the Deerfield Facility Agreement bear interest at 9.75% per annum. Deerfield may convert any portion of the outstanding principal and any accrued but unpaid interest on the Deerfield Convertible Notes into shares of the Company’s common stock at an initial conversion price of $5.85 per share. The Company also issued to Deerfield a warrant to purchase 14,423,076 shares of Series D redeemable convertible preferred stock (“Series D Preferred”) at an exercise price of $0.78 per share, which is exercisable until June 2, 2024 (the “Deerfield Warrant”). Upon completion of the IPO, the Deerfield Warrant automatically converted into a warrant to purchase 1,923,077 shares of the Company’s common stock at an exercise price of $5.85 per share. In the event that a Major Transaction occurs, as defined below, Deerfield may require the Company to redeem the Deerfield Warrant for a cash amount equal to the Black-Scholes value of the portion of the Deerfield Warrant to be redeemed (the “Put Option”). A Major Transaction is (i) a consolidation, merger, exchange of shares, recapitalization, reorganization, business combination or other similar event; (ii) the sale or transfer in one transaction or a series of related transactions of all or substantially all of the assets of the Company; (iii) a third-party purchase, tender or exchange offer made to the holders of outstanding shares, such that following such purchase, tender or exchange offer a change of control has occurred; (iv) the liquidation, bankruptcy, insolvency, dissolution or winding-up affecting the Company; (v) the shares of the Company’s common stock cease to be listed on any eligible market; and (vi) at any time, the shares of the Company’s common stock cease to be registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). In addition, the Company issued to Deerfield 1,923,077 shares of Series D Preferred as consideration for the loans provided to the Company under the Deerfield Facility Agreement. Upon completion of the IPO, these shares automatically reclassified into 256,410 shares of the Company’s common stock. The Company recorded the fair value of the shares of Series D Preferred of $1.5 million, to debt issuance costs on the date of issuance. The Company recorded the fair value of the Deerfield Warrant and the embedded Put Option to debt discount on the date of issuance. The debt issuance costs and debt discount are amortized over the term of the related debt and the expense is recorded as interest expense in the statements of operations. The Company must repay one-third of the outstanding principal amount of all debt issued under the Deerfield Facility Agreement on the fourth and fifth anniversaries of the Deerfield Facility Agreement. The Company is then obligated to repay the balance of the outstanding principal amount on February 14, 2020. Interest accrued on outstanding debt under the Deerfield Facility Agreement is due quarterly in arrears. Upon notice to Deerfield, the Company may choose to have one or more of the first eight of such scheduled interest payments added to the outstanding principal amount of the debt issued under the Deerfield Facility Agreement, provided that all such interest will be due on July 1, 2016. The Company has elected this option on all seven of the scheduled interest payments to date. The accrued interest added to outstanding principal is reflected in the condensed balance sheets as current portion of convertible notes and current portion of term notes. Deerfield is obligated to provide three additional tranches upon the Company’s request and after the satisfaction of specified conditions, including the FDA’s acceptance of a new drug application for our most advanced product candidate, Apadaz (formerly known as KP201/APAP), and, for the final two tranches, the subsequent approval for commercial sale thereof. As of March 31, 2016, borrowings available to the Company under the Deerfield Facility Agreement were $35 million. Under the terms of the Deerfield Facility Agreement, future tranches to the Company are as follows: • The second tranche consists of a $10.0 million term loan that bears interest at 9.75% and a warrant to purchase 1,282,052 shares of the Company’s common stock at an exercise price of $5.85 per share. • The third and fourth tranches each consist of a $12.5 million term loan that bears interest at 9.75% and a warrant exercisable for the number of shares equal to 60% of the principal amount of such disbursement divided by 115% of the volume weighted average sales price of the Company’s common stock for the 20 consecutive trading days immediately prior to the date of such disbursement with an exercise price per share equal to 115% of such weighted average sales price. Second Amendment to Senior Secured Convertible Note and Warrant On January 6, 2016 the Company, entered into a Second Amendment (the “Second Amendment”) to the Deerfield Convertible Notes and Deerfield Warrant, by and between the Company and Deerfield. The Second Amendment, among other things, clarified the calculation of an anti-dilution adjustment of the conversion price and exercise price of the Deerfield Convertible Notes and Deerfield Warrant, respectively, in the event that the Company effects a firm commitment underwritten public offering of its securities. Except as modified by the Second Amendment and Third Amendment (as described below), all terms and conditions of the Deerfield Convertible Notes and Deerfield Warrant remain in full force and effect. Issuance of 2021 Notes and Third Amendment to Senior Secured Convertible Note and Warrant On February 9, 2016, the Company issued $86.25 million aggregate principal amount of its 5.50% Senior Convertible Notes due 2021 (the “2021 Notes”) to Cowen and Company, LLC and RBC Capital Markets, LLC. as representatives of the several initial purchasers (the “Initial Purchasers”), who subsequently resold the 2021 Notes to qualified institutional buyers (the “Note Offering”) in reliance on the exemption from registration provided by Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”). The net proceeds from the Note Offering were approximately $82.8 million, after deducting the Initial Purchasers’ discount and estimated offering expenses. Concurrent with the Note Offering, the Company used approximately $18.6 million of the net proceeds from the Note Offering to repay in full the Term Notes, plus all accrued but unpaid interest, a make whole interest payment and a prepayment premium on the Term Notes. The 2021 Notes were issued pursuant to an Indenture, dated as of February 9, 2016 (the “Indenture”), between the Company and U.S. Bank National Association, as trustee. Interest on the 2021 Notes will be payable semi-annually in cash in arrears on February 1 and August 1 of each year, beginning on August 1, 2016, at a rate of 5.50% per year. The 2021 Notes mature on February 1, 2021 unless earlier converted or repurchased. The 2021 Notes are not redeemable prior to the maturity date, and no sinking fund is provided for the 2021 Notes. The 2021 Notes are convertible at an initial conversion rate of 58.4454 shares of the Company’s common stock per $1,000 principal amount of the 2021 Notes, subject to adjustment under the Indenture, which is equal to an initial conversion price of approximately $17.11 per share of common stock. Upon conversion, the 2021 Notes will be settled in shares of the Company’s common stock, together with a cash payment in lieu of delivering any fractional share. The conversion rate will be subject to adjustment in some events but will not be adjusted for any accrued and unpaid interest. In addition, following certain corporate events that occur prior to the maturity date, the Company will increase the conversion rate for a holder who elects to convert its 2021 Notes in connection with such a corporate event in certain circumstances If the Company undergoes a “fundamental change” (as defined in the indenture), holders may require that the Company repurchase for cash all or any portion of their 2021 Notes at a fundamental change repurchase price equal to 100% of the principal amount of the 2021 Notes to be repurchased, plus accrued and unpaid interest to, but excluding, the fundamental change repurchase date. In addition, holders who convert their 2021 notes on or after the date that is one year after the last date of original issuance of the 2021 Notes may also be entitled to receive, under certain circumstances, an interest make-whole payment payable in shares of the Company’s common stock. The Company is bifurcating the fundamental change and make-whole interest payment provisions as embedded derivatives and marking them to fair value each reporting period (Note H). The Indenture includes customary terms and covenants, including certain events of default after which the 2021 Notes may be due and payable immediately. In connection with the Note Offering, on February 3, 2016, the Company entered into a Third Amendment (the “Third Amendment”) to the Deerfield Facility Agreement, Deerfield Convertible Notes and Deerfield Warrant with Deerfield. The Third Amendment, among other things, eliminated the Company’s ability to require Deerfield to convert the Deerfield Convertible Notes into Company common stock. In addition, pursuant to the Third Amendment, Deerfield consented to the prepayment of the Term Notes and the issuance of the 2021 Notes. Except as modified by the Third Amendment, all terms and conditions of the Deerfield Facility Agreement remain in full force and effect. Line of Credit The Company has a $50,000 credit agreement with a financial institution (the “Line of Credit Agreement”). As of March 31, 2016 and December 31, 2015, the Company had $50,000 available under the Line of Credit Agreement. The Line of Credit Agreement is collateralized by all of the Company’s business assets. The Line of Credit Agreement contains no financial covenants. Borrowings under the Line of Credit Agreement carry interest at a rate equal to the prime rate plus 1.75% per annum. The Company is required to make interest only payments on any draws under the Line of Credit Agreement. The interest rate under the Line of Credit Agreement was 5% for the three months ended March 31, 2016 and 2015. During the fourth quarter of 2015, the Company entered into an additional $100,000 credit agreement with the same financial institution (the “Second Line of Credit Agreement”). As of March 31, 2016, the Company had $62,000 available under the Second Line of Credit Agreement. The draws from this line of credit line are recorded in accounts payable and accrued expenses in the balance sheet. The Second Line of Credit Agreement is uncollateralized and contains no financial covenants. Borrowings under the Second Line of Credit Agreement carry interest at a rate equal to the prime rate plus 9.99% per annum. The Company is required to make interest only payments on any draws under the Second Line of Credit Agreement. The interest rate under the Second Line of Credit Agreement was 13.24% as of March 31, 2016. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2016 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | D. Commitments and Contingencies From time to time, the Company is involved in various legal proceedings arising in the normal course of business. For some matters, a liability is not probable or the amount cannot be reasonably estimated and, therefore, an accrual has not been made. However, for such matters when it is probable that the Company has incurred a liability and can reasonably estimate the amount, the Company accrues and discloses such estimates. In 2014, a former financial advisor of the Company filed a request with the Iowa District Court to declare valid a purported right of first refusal to serve as the Company’s exclusive financial advisor for specified strategic transactions and to receive fees for the specified strategic transactions irrespective of whether any such specified transaction occurred during or after the term of the financial advisor’s service agreement. This filing by the former financial advisor was made in response to an action initiated by the Company in 2013 seeking a declaratory judgement finding that such purported right was invalid and unenforceable. Two former members of the Company’s board of directors (the “Board”) joined the lawsuit as intervenors based on the former financial advisor’s purported assignment of its rights, or a portion thereof, under the agreement to the intervenors. In September 2015, the court granted summary judgement in favor of the Company with respect to the Company’s declaratory judgement action and the former financial advisor’s counterclaims and the Company separately entered into settlement agreements with each of the intervenors. The settlements reached with the intervenors did not differ from the accrual previously recorded by the Company by a material amount. The former financial advisor subsequently filed a notice of appeal of the court’s ruling with the Supreme Court of Iowa. On January 6, 2016, the Company entered into a Settlement Agreement and Mutual Release (the “Settlement Agreement”) with the former financial advisor and Donald DeWaay, Jr. pursuant to which, among other things, the former financial advisor agreed, in exchange for the consideration described therein, to dismiss with prejudice its pending appeal. DFN’s appeal was subsequently dismissed by the Supreme Court of Iowa on January 7, 2016. The consideration in the settlement agreement did not differ from the accrual previously recorded by the Company by a material amount. |
Preferred Stock and Warrants
Preferred Stock and Warrants | 3 Months Ended |
Mar. 31, 2016 | |
Text Block [Abstract] | |
Preferred Stock and Warrants | E. Preferred Stock and Warrants Authorized, Issued, and Outstanding Preferred Stock In April 2015, the Company amended and restated its Certificate of Incorporation to decrease the number of its authorized shares of preferred stock to 10,000,000 shares with a par value of $0.0001 per share. As described in Note A, in April 2015, the Company completed an IPO of its common stock. Upon completion of the IPO, all outstanding shares of the Company’s redeemable convertible preferred stock were automatically converted or reclassified into an aggregate of 5,980,564 shares of the Company’s common stock. As of March 31, 2016, the Company had 10,000,000 shares of authorized and undesignated preferred stock, and did not have any preferred stock outstanding. Series D-1 Redeemable Convertible Preferred Stock In February 2015, the Company entered into a stock purchase agreement with Cowen KP Investment, LLC in which Cowen KP Investment, LLC agreed to purchase and the Company agreed to sell 3,200,000 shares of the Company’s Series D-1 redeemable convertible preferred stock (“Series D-1 Preferred”) for $1.25 per share, or an aggregate of $4 million. Upon completion of the IPO, these shares automatically converted into 415,584 shares of the Company’s common stock. Warrants As described in Note A, in April 2015, the Company completed an IPO of its common stock. Upon completion of the IPO, and as of March 31, 2016, warrants to purchase 15,499,324 shares of Series D Preferred were reclassified into warrants to purchase 2,066,543 shares of the Company’s common stock. During 2013, the Company issued $3.8 million of convertible notes and the warrants (the “2013 Warrants”) to purchase 1,079,453 shares of equity securities in a future financing meeting specified criteria (a “Qualified Financing”). The 2013 Warrants allow the holders to purchase shares of the same class and series of equity securities issued in the Qualified Financing for an exercise price equal to the per share price paid by the purchasers of such equity securities in the Qualified Financing. When the Company entered into the Deerfield Facility Agreement, the 2013 Warrants became warrants to purchase 1,079,453 shares of Series D Preferred. Upon completion of the IPO, the 2013 Warrants automatically converted into warrants to purchase 143,466 shares of the Company’s common stock at an exercise price of $5.85 per share. The 2013 Warrants, if unexercised, expire on the earlier of June 2, 2019, or upon a liquidation event. On June 2, 2014, pursuant to the terms of the Deerfield Facility Agreement, the Company issued the Deerfield Warrant to purchase 14,423,076 shares of Series D Preferred. The Company recorded the fair value of the Deerfield Warrant as a debt discount and a warrant liability. The Deerfield Warrant, if unexercised, expires on the earlier of June 2, 2024, or upon a liquidation event. Upon completion of the IPO, the Deerfield Warrant automatically converted into a warrant to purchase 1,923,077 shares of the Company’s common stock at an exercise price of $5.85 per share. The Company is amortizing the debt discount to interest expense over the term of the Deerfield Convertible Notes. The Company determined that the 2013 Warrants and Deerfield Warrant should be recorded as a liability and stated at fair value at each reporting period upon inception. As stated above, upon completion of the IPO, the 2013 Warrants and the Deerfield Warrant automatically converted into warrants to purchase the Company’s common stock. The Company determined that the 2013 Warrants should be marked to fair value and reclassified to equity upon closing of the IPO. The Deerfield Warrant remains classified as a liability and is recorded at fair value at each reporting period since it can be settled in cash. Changes to the fair value of the warrant liability are recorded through the statements of operations as a fair value adjustment (Note H). |
Common Stock and Warrants
Common Stock and Warrants | 3 Months Ended |
Mar. 31, 2016 | |
Equity [Abstract] | |
Common Stock and Warrants | F. Common Stock and Warrants Authorized, Issued, and Outstanding Common Shares In April 2015, the Company amended and restated its Certificate of Incorporation to increase the number of its authorized shares of common stock to 250,000,000 shares. Of the authorized shares, 14,498,930 and 14,490,954 shares of common stock were issued and outstanding at March 31, 2016 and December 31, 2015, respectively. At March 31, 2016 and December 31, 2015, the Company had reserved authorized shares of common stock for future issuance as follows: March 31, 2016 December 31, 2015 Conversion of Deerfield Convertible Notes 2,039,622 1,991,219 Conversion of 2021 Notes 5,040,914 — Outstanding awards under equity incentive plans 1,956,586 1,397,511 Outstanding common stock warrants 2,316,996 2,325,383 Possible future issuances under equity incentive plans 1,426,611 1,410,848 Total common shares reserved for future issuance 12,780,729 7,124,961 Common Stock Activity The following table summarizes common stock activity for the three months ended March 31, 2016: Shares of Common Stock Balance at December 31, 2015 14,490,954 Common stock warrants exercised 7,976 Balance at March 31, 2016 14,498,930 The Company calculates the fair value of common stock warrants using a Monte Carlo simulation. There were warrants exercised for an aggregate of 7,976 and 10,161 shares of common stock during the three months ended March 31, 2016 and 2015, respectively. From 2008 through 2012, the Company issued warrants to purchase 595,920 shares of common stock in its private placement offerings of Series A redeemable convertible preferred stock, Series B redeemable convertible preferred stock and Series C redeemable convertible preferred stock (the “Underwriter Warrants”) and for leasing laboratory space. The Company accounted for the Underwriter Warrants as a derivative liability, which is adjusted to fair value at each reporting period, with the change in fair value recorded within other expenses in the statements of operations. |
Stock-Based Compensation
Stock-Based Compensation | 3 Months Ended |
Mar. 31, 2016 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stock-Based Compensation | G. Stock-Based Compensation The Company maintains a stock-based compensation plan (the “Incentive Stock Plan”) that governs stock awards made to employees and directors prior to completion of the IPO. In November 2014, the Board, and in April 2015, the Company’s stockholders, approved the Company’s 2014 Equity Incentive Plan (the “2014 Plan”) which became effective in April 2015. The 2014 Plan provides for the grant of stock options, other forms of equity compensation, and performance cash awards. The maximum number of shares of common stock that may be issued under the 2014 Plan is 2,846,304, as of March 31, 2016. The number of shares of common stock reserved for issuance under the 2014 Plan will automatically increase on January 1 of each year, beginning on January 1, 2016 and ending on and including January 1, 2024, by 4% of the total number of shares of the Company’s capital stock outstanding on December 31 of the preceding calendar year, or a lesser number of shares determined by the Board. Pursuant to the terms of the 2014 Plan, on January 1, 2016, the common stock reserved for issuance under the 2014 Plan automatically increased by 579,638 shares. During the three months ended March 31, 2016 and 2015, no stock options were exercised. Stock-based compensation expense recorded under the Incentive Stock Plan and the 2014 Plan is included in the following line items in the accompanying statements of operations (in thousands): Three Months Ended March 31, 2016 2015 Research and development $ 187 $ 41 General and administrative 835 50 $ 1,022 $ 91 During the three months ended March 31, 2016, the Company recognized $29,000 of stock-based compensation expense related to performance-based incentive awards included in research and development expenses in connection with the vesting of stock options exercisable for an aggregate of 13,333 shares of common stock as a result of the acceptance of the new drug application for Apadaz for priority review in February 2016. During the three months ended March 31, 2015, the Company recognized $29,000 of stock-based compensation expense related to performance-based incentive awards included in general and administrative expenses in connection with the grant of fully vested stock options exercisable for an aggregate of 5,333 shares of common stock in connection with the Company issuing shares of Series D-1 Preferred. |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 3 Months Ended |
Mar. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | H. Fair Value of Financial Instruments The carrying amounts of certain financial instruments, including cash and cash equivalents and accounts payable, approximate their respective fair values due to the short-term nature of such instruments. The fair value of the Deerfield Convertible Notes and the 2021 Notes was $30.8 million and $86.1 million, respectively, at March 31, 2016. Both the Deerfield Convertible Notes and the 2021 Notes fall within Level 3 of the fair value hierarchy as their value is based on the credit worthiness of the Company, which is an unobservable input. Assets and Liabilities Measured at Fair Value on a Recurring Basis The Company evaluates its financial assets and liabilities subject to fair value measurements on a recurring basis to determine the appropriate level in which to classify them for each reporting period. This determination requires significant judgements to be made. The following table summarizes the conclusions reached regarding fair value measurements as of March 31, 2016, and December 31, 2015 (in thousands): Balance at March 31, 2016 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Underwriter Warrant liability $ 2,421 $ — $ — $ 2,421 Deerfield Warrant liability 24,173 — — 24,173 Embedded Put Option 557 — — 557 Fundamental change and make-whole interest provisions embedded in 2021 Notes 328 — — 328 Total liabilities $ 27,479 $ — $ — $ 27,479 Trading securities: Certificates of deposit 12,111 12,111 — — Government bonds 21,557 21,557 — — Total assets $ 33,668 $ 33,668 $ — $ — Balance at December 31, 2015 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Underwriter Warrant liability $ 3,877 $ — $ — $ 3,877 Deerfield Warrant liability 33,750 — — 33,750 Embedded Put Option 212 — — 212 Total liabilities $ 37,839 $ — $ — $ 37,839 Trading securities: Certificates of deposit 8,951 8,951 — — Government bonds 10,051 10,051 — — Total assets $ 19,002 $ 19,002 $ — $ — The Company’s Underwriter Warrant liability, Deerfield Warrant liability, and the embedded Put Option on the Deerfield Warrant as well as the fundamental change and the make-whole interest provisions of the 2021 Notes are measured at fair value on a recurring basis. As of March 31, 2016 and December 31, 2015, the Underwriter Warrant liability, the Deerfield Warrant liability and the embedded Put Option are reported on the balance sheet in derivative and warrant liability. The 2021 Notes were issued during the first quarter of 2016 and the fundamental change and the make-whole interest provisions of the 2021 Notes are also reported on the balance sheet in derivative and warrant liability. The Company used a Monte Carlo simulation to value the Underwriter Warrant liability and the embedded Put Option at March 31, 2016 and December 31, 2015. A Monte Carlo simulation was also used to value the fundamental change and the make-whole interest provisions of the 2021 Notes as of the issuance date and March 31, 2016. Significant unobservable inputs used in measuring the fair value of these financial instruments included the Company’s estimated enterprise value, an estimate of the timing of a liquidity or fundamental change event, a present value discount rate and an estimate of the Company’s stock volatility using the volatilities of guideline peer companies. Changes in the fair value of the Underwriter Warrant liability, the Deerfield Warrant liability, the embedded Put Option and the fundamental change and the make-whole interest provisions of the 2021 Notes are reflected in the statements of operations as a fair value adjustment. A 10% increase in the enterprise value would result in an increase of $0.4 million in the estimated fair value of the Underwriter Warrant liability, an increase of $2.7 million in the estimated fair value of the Deerfield Warrant liability, no change in the estimated fair value of the embedded Put Option, and an increase of $0.1 million in the estimated fair value of the fundamental change and the make-whole interest provisions of the 2021 Notes at March 31, 2016. A reconciliation of the beginning and ending balances for the derivative and warrant liability measured at fair value on a recurring basis using significant unobservable inputs (Level 3) is as follows (in thousands): Three Months Ended March 31, 2016 2015 Balance at beginning of period $ 37,839 $ 15,966 Exercise of warrants (82 ) — Adjustment to fair value (10,278 ) 1,762 Balance at end of period $ 27,479 $ 17,728 |
Net Loss Per Share
Net Loss Per Share | 3 Months Ended |
Mar. 31, 2016 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | I. Net Loss Per Share Under the two-class method, for periods with net income, basic net income per common share is computed by dividing the net income attributable to common stockholders by the weighted average number of shares of common stock outstanding during the period. Net income attributable to common stockholders is computed by subtracting from net income the portion of current year earnings that participating securities would have been entitled to receive pursuant to their dividend rights had all of the year’s earnings been distributed. No such adjustment to earnings is made during periods with a net loss as the holders of the participating securities have no obligation to fund losses. Diluted net loss per common share is computed under the two-class method by using the weighted average number of shares of common stock outstanding plus, for periods with net income attributable to common stockholders, the potential dilutive effects of stock options and warrants. In addition, the Company analyzes the potential dilutive effect of the outstanding participating securities under the if-converted method when calculating diluted earnings per share in which it is assumed that the outstanding participating securities convert or are reclassified into common stock at the beginning of the period. The Company reports the more dilutive of the approaches (two-class or if-converted) as its diluted net income per share during the period. Due to the existence of net losses for the three month periods ended March 31, 2016 and 2015, basic and diluted loss per share were the same, as the effect of potentially dilutive securities would have been anti-dilutive. The following securities, presented on a common stock equivalent basis, have been excluded from the calculation of weighted average common shares outstanding because their effect is anti-dilutive: Three Months Ended March 31, 2016 2015 Redeemable convertible preferred stock: Series A — 1,293,838 Series B — 829,234 Series C — 2,474,122 Series D — 967,786 Series D-1 — 426,667 Total redeemable convertible preferred stock — 5,991,647 Warrants to purchase common stock 2,316,996 585,759 Warrants to purchase Series D preferred stock — 2,066,543 Awards under equity incentive plans 1,956,586 549,824 Deerfield Convertible Notes 2,039,622 1,851,828 2021 Notes 5,040,914 — Total 11,354,118 11,045,601 |
Summary of Significant Accoun15
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2016 | |
Accounting Policies [Abstract] | |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires the Company to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. On an ongoing basis, the Company evaluates its estimates, including those related to the useful lives of property and equipment, and assumptions used for purposes of determining stock-based compensation, income taxes, and the fair value of the derivative and warrant liability, among others. The Company bases its estimates on historical experience and on various other assumptions that it believes to be reasonable, the results of which form the basis for making judgements about the carrying value of assets and liabilities. |
Application of New or Revised Accounting Standards Adopted | Application of New or Revised Accounting Standards—Adopted From time to time, the Financial Accounting Standards Board (the “FASB”) or other standard-setting bodies issue accounting standards that are adopted by the Company as of the specified effective date. On April 5, 2012, President Obama signed the Jump-Start Our Business Startups Act (the “JOBS Act”) into law. The JOBS Act contains provisions that, among other things, reduce certain reporting requirements for an emerging growth company. As an emerging growth company, the Company may elect to adopt new or revised accounting standards when they become effective for non-public companies, which typically is later than public companies must adopt the standards. The Company has elected not to take advantage of the extended transition period afforded by the JOBS Act and, as a result, will comply with new or revised accounting standards on the relevant dates on which adoption of such standards is required for non-emerging growth companies. In June 2014, the FASB issued ASU 2014-12, Compensation–Stock Compensation Accounting for Share-Based Payments when the Terms of an Award Provide that a Performance Target Could Be Achieved After the Requisite Service Period In January 2015, the FASB issued ASU No. 2015-01, Income Statement - Extraordinary and Unusual Items (Subtopic 225-20); Simplifying Income Statement Presentation by Eliminating the Concept of Extraordinary Items (“ASU 2015-01”) In April 2015, the FASB issued ASU 2015-03, which requires the debt issuance costs related to a recognized debt liability be presented in the balance sheet as direct deduction from the carrying amount of that debt liability, consistent with the presentation of debt discounts. The adoption of ASU 2015-03 reduced the Company’s assets and liabilities by the amount of the debt issuance costs, which were $4.2 million and $1.1 million at March 31, 2016 and December 31, 2015, respectively. This reclassification had no effect on previously reported net loss. |
Application of New or Revised Accounting Standards Not Yet Adopted | Application of New or Revised Accounting Standards—Not Yet Adopted In May 2014, the FASB issued guidance codified in ASC Topic 606, Revenue Recognition—Revenue from Contracts with Customers Revenue Recognition In August 2014, the FASB issued ASU No. 2014-15, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern In November 2015, the FASB issued ASU 2015-17, Income Taxes: Balance Sheet Classification of Deferred Taxes (Topic 740) In January 2016, the FASB issued ASU 2016-01, Financial Instruments Overall – Recognition and Measurement of Financial Assets and Liabilities (Topic 825-10) In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) In March 2016, the FASB issued ASU 2016-06, Derivatives and Hedging (Topic 815); Contingent Put and Call Options in Debt Instruments In March 2016, the FASB issued ASU 2016-09, Compensation–Stock Compensation (Topic 718); Improvements to Employee Share-Based Payment Accounting |
Common Stock and Warrants (Tabl
Common Stock and Warrants (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Equity [Abstract] | |
Schedule of Authorized Shares of Common Stock Reserved for Future Issuance | At March 31, 2016 and December 31, 2015, the Company had reserved authorized shares of common stock for future issuance as follows: March 31, 2016 December 31, 2015 Conversion of Deerfield Convertible Notes 2,039,622 1,991,219 Conversion of 2021 Notes 5,040,914 — Outstanding awards under equity incentive plans 1,956,586 1,397,511 Outstanding common stock warrants 2,316,996 2,325,383 Possible future issuances under equity incentive plans 1,426,611 1,410,848 Total common shares reserved for future issuance 12,780,729 7,124,961 |
Schedule of Common Stock Shares Activity | The following table summarizes common stock activity for the three months ended March 31, 2016: Shares of Common Stock Balance at December 31, 2015 14,490,954 Common stock warrants exercised 7,976 Balance at March 31, 2016 14,498,930 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Schedule of Stock-Based Compensation Expense | Stock-based compensation expense recorded under the Incentive Stock Plan and the 2014 Plan is included in the following line items in the accompanying statements of operations (in thousands): Three Months Ended March 31, 2016 2015 Research and development $ 187 $ 41 General and administrative 835 50 $ 1,022 $ 91 |
Fair Value of Financial Instr18
Fair Value of Financial Instruments (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Assets and Liabilities Measured at Fair Value on Recurring Basis | The following table summarizes the conclusions reached regarding fair value measurements as of March 31, 2016, and December 31, 2015 (in thousands): Balance at March 31, 2016 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Underwriter Warrant liability $ 2,421 $ — $ — $ 2,421 Deerfield Warrant liability 24,173 — — 24,173 Embedded Put Option 557 — — 557 Fundamental change and make-whole interest provisions embedded in 2021 Notes 328 — — 328 Total liabilities $ 27,479 $ — $ — $ 27,479 Trading securities: Certificates of deposit 12,111 12,111 — — Government bonds 21,557 21,557 — — Total assets $ 33,668 $ 33,668 $ — $ — Balance at December 31, 2015 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Underwriter Warrant liability $ 3,877 $ — $ — $ 3,877 Deerfield Warrant liability 33,750 — — 33,750 Embedded Put Option 212 — — 212 Total liabilities $ 37,839 $ — $ — $ 37,839 Trading securities: Certificates of deposit 8,951 8,951 — — Government bonds 10,051 10,051 — — Total assets $ 19,002 $ 19,002 $ — $ — |
Reconciliation of Beginning and Ending Balances for Derivative and Warrant Liability Measured at Fair Value on Recurring Basis | A reconciliation of the beginning and ending balances for the derivative and warrant liability measured at fair value on a recurring basis using significant unobservable inputs (Level 3) is as follows (in thousands): Three Months Ended March 31, 2016 2015 Balance at beginning of period $ 37,839 $ 15,966 Exercise of warrants (82 ) — Adjustment to fair value (10,278 ) 1,762 Balance at end of period $ 27,479 $ 17,728 |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Earnings Per Share [Abstract] | |
Schedule of Anti-dilutive Securities Excluded from Calculation of Weighted Average Common Shares Outstanding | The following securities, presented on a common stock equivalent basis, have been excluded from the calculation of weighted average common shares outstanding because their effect is anti-dilutive: Three Months Ended March 31, 2016 2015 Redeemable convertible preferred stock: Series A — 1,293,838 Series B — 829,234 Series C — 2,474,122 Series D — 967,786 Series D-1 — 426,667 Total redeemable convertible preferred stock — 5,991,647 Warrants to purchase common stock 2,316,996 585,759 Warrants to purchase Series D preferred stock — 2,066,543 Awards under equity incentive plans 1,956,586 549,824 Deerfield Convertible Notes 2,039,622 1,851,828 2021 Notes 5,040,914 — Total 11,354,118 11,045,601 |
Description of Business and B20
Description of Business and Basis of Presentation - Additional Information (Detail) $ / shares in Units, $ in Millions | Apr. 02, 2015 | May. 31, 2015USD ($)$ / sharesshares | Apr. 30, 2015$ / sharesshares | Mar. 31, 2016USD ($)$ / sharesshares | Dec. 31, 2015USD ($)$ / sharesshares |
Class Of Stock [Line Items] | |||||
Common stock, shares authorized | 250,000,000 | 250,000,000 | 250,000,000 | 250,000,000 | |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 | 10,000,000 | 10,000,000 | |
Common stock, par value | $ / shares | $ 0.0001 | $ 0.0001 | $ 0.0001 | ||
Preferred stock, par value | $ / shares | 0.0001 | $ 0.0001 | $ 0.0001 | $ 0.0001 | |
Debt issuance costs, net | $ | $ 4.2 | $ 1.1 | |||
Reverse stock split, description | 1-for-7.5 reverse stock split | ||||
Reverse stock split | 0.13 | ||||
IPO | |||||
Class Of Stock [Line Items] | |||||
Number of shares of common stock sold | 5,090,909 | ||||
Common stock, price per share | $ / shares | $ 11 | $ 11 | |||
Additional number of common stock sold | 763,636 | ||||
Proceeds from initial public offering, net of underwriting discounts and commissions | $ | $ 59.9 | ||||
Underwriting discounts and commissions | $ | 4.5 | ||||
IPO offering expenses | $ | $ 2.8 | ||||
IPO | Common stock | |||||
Class Of Stock [Line Items] | |||||
Number of preferred shares converted to common shares | 5,980,564 | 5,980,564 |
Summary of Significant Accoun21
Summary of Significant Accounting Policies - Additional Information (Detail) - USD ($) $ in Millions | Mar. 31, 2016 | Dec. 31, 2015 |
Summary Of Accounting Policies Additional Textual [Abstract] | ||
Debt issuance costs, net | $ 4.2 | $ 1.1 |
Debt Obligations - Deerfield Fa
Debt Obligations - Deerfield Facility Agreement - Additional Information (Detail) - USD ($) | Jun. 02, 2014 | Mar. 31, 2016 | Apr. 30, 2015 | Dec. 31, 2013 |
Series D Redeemable Convertible Preferred Stock | ||||
Debt Instrument [Line Items] | ||||
Preferred stock called by warrants | 15,499,324 | 1,079,453 | ||
Deerfield Warrant | ||||
Debt Instrument [Line Items] | ||||
Warrants expiration date | Jun. 2, 2024 | |||
Deerfield Facility Agreement | ||||
Debt Instrument [Line Items] | ||||
Line of credit agreement, maximum borrowing capacity | $ 60,000,000 | |||
Facility agreement, interest rate | 9.75% | |||
Facility agreement, repayment description | The Company must repay one-third of the outstanding principal amount of all debt issued under the Deerfield Facility Agreement on the fourth and fifth anniversaries of the Deerfield Facility Agreement. The Company is then obligated to repay the balance of the outstanding principal amount on February 14, 2020. | |||
Facility agreement, repayment period | Feb. 14, 2020 | |||
Line of Credit Interest Payment, Due Date | Jul. 1, 2016 | |||
Line of credit agreement, available borrowing capacity | $ 35,000,000 | |||
Deerfield Facility Agreement | First Tranche | ||||
Debt Instrument [Line Items] | ||||
Percentage of outstanding principal amount to be repaid | 33.33% | |||
Deerfield Facility Agreement | Second Tranche | ||||
Debt Instrument [Line Items] | ||||
Facility agreement, interest rate | 9.75% | |||
Preferred stock called by warrants | 1,282,052 | |||
Warrant, exercise price | $ 5.85 | |||
Line of credit agreement, available borrowing capacity | $ 10,000,000 | |||
Deerfield Facility Agreement | Third Tranche | ||||
Debt Instrument [Line Items] | ||||
Facility agreement, interest rate | 9.75% | |||
Line of credit agreement, available borrowing capacity | $ 12,500,000 | |||
Warrants exercisable as percentage of principal amount of debt disbursed | 60.00% | |||
Weighted average sales price | 115.00% | |||
Consecutive trading days, threshold for warrant exercise | 20 days | |||
Deerfield Facility Agreement | Fourth Tranche | ||||
Debt Instrument [Line Items] | ||||
Facility agreement, interest rate | 9.75% | |||
Line of credit agreement, available borrowing capacity | $ 12,500,000 | |||
Warrants exercisable as percentage of principal amount of debt disbursed | 60.00% | |||
Weighted average sales price | 115.00% | |||
Consecutive trading days, threshold for warrant exercise | 20 days | |||
Deerfield Facility Agreement | Series D Redeemable Convertible Preferred Stock | ||||
Debt Instrument [Line Items] | ||||
Preferred stock called by warrants | 14,423,076 | |||
Shares issued as consideration for loans provided | 1,923,077 | |||
Fair value of preferred shares | $ 1,500,000 | |||
Deerfield Facility Agreement | Deerfield Warrant | ||||
Debt Instrument [Line Items] | ||||
Warrant, exercise price | $ 0.78 | |||
Warrants expiration date | Jun. 2, 2024 | |||
Deerfield Facility Agreement | Term Notes | ||||
Debt Instrument [Line Items] | ||||
Facility agreement | $ 15,000,000 | |||
Deerfield Facility Agreement | Deerfield Convertible Notes | ||||
Debt Instrument [Line Items] | ||||
Facility agreement | $ 10,000,000 | |||
Conversion price | $ 5.85 | |||
Deerfield Facility Agreement | IPO | ||||
Debt Instrument [Line Items] | ||||
Reclassification of common stock shares | 256,410 | |||
Deerfield Facility Agreement | IPO | Deerfield Warrant | ||||
Debt Instrument [Line Items] | ||||
Preferred stock called by warrants | 1,923,077 | |||
Warrant, exercise price | $ 5.85 |
Debt Obligations - Issuance of
Debt Obligations - Issuance of 2021 Notes and Third Amendment to Senior Secured Convertible Note and Warrant - Additional Information (Detail) - 2021 Notes | Feb. 09, 2016USD ($)$ / sharesshares |
Debt Instrument [Line Items] | |
Aggregate principal amount | $ 86,250,000 |
Interest rate of debt (as a percent) | 5.50% |
Net proceeds from issuance of debt | $ 82,800,000 |
Proceeds used for full repayment of long term debt | $ 18,600,000 |
Debt instrument, maturity date | Feb. 1, 2021 |
Debt instrument, sinking fund payment | $ 0 |
Shares issued on conversion of convertible notes | shares | 58.4454 |
Debt conversion principal amount | $ 1,000 |
Conversion price | $ / shares | $ 17.11 |
Repurchase price as a percentage of principal amount of debt instrument | 100.00% |
Debt instrument conversion term | 1 year |
Debt Obligations - Line of Cred
Debt Obligations - Line of Credit - Additional Information (Detail) - USD ($) | 3 Months Ended | ||
Mar. 31, 2016 | Dec. 31, 2015 | Mar. 31, 2015 | |
First Line of Credit Agreement | |||
Debt Instrument [Line Items] | |||
Line of credit | $ 50,000 | $ 50,000 | |
Line of credit, description of variable rate basis | prime rate plus 1.75% per annum | ||
Line of credit, basis spread on variable rate | 1.75% | ||
Convertible notes, interest rate | 5.00% | 5.00% | |
Second Line of Credit Agreement | |||
Debt Instrument [Line Items] | |||
Line of credit | $ 62,000 | $ 100,000 | |
Line of credit, description of variable rate basis | prime rate plus 9.99% per annum | ||
Line of credit, basis spread on variable rate | 9.99% | ||
Convertible notes, interest rate | 13.24% |
Preferred Stock and Warrants -
Preferred Stock and Warrants - Authorized, Issued, and Outstanding Preferred Stock - Additional Information (Detail) - $ / shares | 1 Months Ended | |||
May. 31, 2015 | Apr. 30, 2015 | Mar. 31, 2016 | Dec. 31, 2015 | |
Temporary Equity [Line Items] | ||||
Preferred stock, shares authorized | 10,000,000 | 10,000,000 | 10,000,000 | 10,000,000 |
Preferred stock, par value | $ 0.0001 | $ 0.0001 | $ 0.0001 | $ 0.0001 |
Preferred stock, shares outstanding | 0 | 0 | ||
Common stock | IPO | ||||
Temporary Equity [Line Items] | ||||
Number of preferred shares converted to common shares | 5,980,564 | 5,980,564 |
Preferred Stock and Warrants 26
Preferred Stock and Warrants - Series D-1 Redeemable Convertible Preferred Stock - Additional Information (Detail) - Series D-1 Redeemable Convertible Preferred Stock - Cowen KP Investment LLC | 1 Months Ended |
Feb. 28, 2015USD ($)$ / sharesshares | |
Temporary Equity [Line Items] | |
Redeemable convertible preferred stock, issuance of Series D-1 Preferred Stock | 3,200,000 |
Redeemable convertible preferred stock, price per share | $ / shares | $ 1.25 |
Redeemable convertible preferred stock, proceeds from issuance | $ | $ 4,000,000 |
Conversion of preferred stock into common stock upon IPO | 415,584 |
Preferred Stock and Warrants 27
Preferred Stock and Warrants - Warrants - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Millions | Jun. 02, 2014 | Mar. 31, 2016 | Dec. 31, 2013 | Apr. 30, 2015 |
2013 Warrants | ||||
Temporary Equity [Line Items] | ||||
Warrants issued | 1,079,453 | |||
Warrants expiration date | Jun. 2, 2019 | |||
Deerfield Warrant | ||||
Temporary Equity [Line Items] | ||||
Warrants issued | 14,423,076 | |||
Warrants expiration date | Jun. 2, 2024 | |||
Convertible Notes | ||||
Temporary Equity [Line Items] | ||||
Debt instrument issued | $ 3.8 | |||
Series D Redeemable Convertible Preferred Stock | ||||
Temporary Equity [Line Items] | ||||
Preferred stock called by warrants | 1,079,453 | 15,499,324 | ||
Common stock | ||||
Temporary Equity [Line Items] | ||||
Preferred stock called by warrants | 143,466 | 2,066,543 | ||
Warrant, exercise price | $ 5.85 | |||
Common stock | Deerfield Warrant | ||||
Temporary Equity [Line Items] | ||||
Preferred stock called by warrants | 1,923,077 | |||
Warrant, exercise price | $ 5.85 |
Common Stock and Warrants - Add
Common Stock and Warrants - Additional Information (Detail) - shares | 3 Months Ended | |||||
Mar. 31, 2016 | Mar. 31, 2015 | Dec. 31, 2015 | May. 31, 2015 | Apr. 30, 2015 | Dec. 31, 2012 | |
Class Of Stock [Line Items] | ||||||
Common stock, shares authorized | 250,000,000 | 250,000,000 | 250,000,000 | 250,000,000 | ||
Common stock, shares issued | 14,498,930 | 14,490,954 | ||||
Common stock, shares outstanding | 14,498,930 | 14,490,954 | ||||
Common stock warrants exercised | 7,976 | 10,161 | ||||
Private Placement | ||||||
Class Of Stock [Line Items] | ||||||
Common stock called by warrants | 595,920 |
Common Stocks and Warrants - Sc
Common Stocks and Warrants - Schedule of Reserved Authorized Shares of Common Stock for Future Issuance (Detail) - shares | Mar. 31, 2016 | Dec. 31, 2015 |
Class Of Stock [Line Items] | ||
Common shares reserved for future issuance | 12,780,729 | 7,124,961 |
2021 Notes | ||
Class Of Stock [Line Items] | ||
Common shares reserved for future issuance | 5,040,914 | |
Convertible Notes | ||
Class Of Stock [Line Items] | ||
Common shares reserved for future issuance | 2,039,622 | 1,991,219 |
Equity Incentive Plans | ||
Class Of Stock [Line Items] | ||
Common shares reserved for future issuance | 1,956,586 | 1,397,511 |
Possible Future Issuances Under Equity Incentive Plans | ||
Class Of Stock [Line Items] | ||
Common shares reserved for future issuance | 1,426,611 | 1,410,848 |
Common Stock Warrants | ||
Class Of Stock [Line Items] | ||
Common shares reserved for future issuance | 2,316,996 | 2,325,383 |
Common Stock and Warrants - Sum
Common Stock and Warrants - Summary of Common Stock Shares Activity (Detail) - shares | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Common Stock Number Of Shares Par Value And Other Disclosures [Abstract] | ||
Common stock, beginning balance | 14,490,954 | |
Common stock warrants exercised | 7,976 | 10,161 |
Common stock, ending balance | 14,498,930 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Detail) - USD ($) | Jan. 02, 2016 | Mar. 31, 2016 | Mar. 31, 2015 |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Exercised | 0 | 0 | |
Stock based compensation expense | $ 1,022,000 | $ 91,000 | |
Stock options fully vested and exercisable | 13,333 | 5,333 | |
Research and development | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Stock based compensation expense | $ 187,000 | $ 41,000 | |
Research and development | Performance Shares | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Stock based compensation expense | 29,000 | ||
General and administrative | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Stock based compensation expense | $ 835,000 | 50,000 | |
General and administrative | Performance Shares | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Stock based compensation expense | $ 29,000 | ||
Two Thousand Fourteen Equity Incentive Plan | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Percentage of outstanding capital stock | 4.00% | ||
Share-based compensation arrangement by share-based payment award, plan modification, description and terms | Number of shares of common stock reserved for issuance under the 2014 Plan will automatically increase on January 1 of each year, beginning on January 1, 2016 and ending on and including January 1, 2024, | ||
Increase in number of common stock reserve for issuance | 579,638 | ||
Two Thousand Fourteen Equity Incentive Plan | Maximum | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Number of shares issuable | 2,846,304 |
Stock-Based Compensation - Sche
Stock-Based Compensation - Schedule of Stock-Based Compensation Expense (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Stock based compensation expense | $ 1,022 | $ 91 |
Research and development | ||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Stock based compensation expense | 187 | 41 |
General and administrative | ||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Stock based compensation expense | $ 835 | $ 50 |
Fair Value of Financial Instr33
Fair Value of Financial Instruments - Additional Information (Detail) - USD ($) | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Increase in estimated fair value | $ (10,278,000) | $ 1,762,000 |
Changes in Fair Value Measurement | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Percentage of increase in enterprise value | 10.00% | |
Underwriter Warrant Liability | Changes in Fair Value Measurement | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Increase in estimated fair value | $ 400,000 | |
Deerfield Warrant Liability | Changes in Fair Value Measurement | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Increase in estimated fair value | 2,700,000 | |
Embedded Put Option | Changes in Fair Value Measurement | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Increase in estimated fair value | 0 | |
Fundamental Change and Make-Whole Interest Provisions Embedded in 2021 Notes | Changes in Fair Value Measurement | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Increase in estimated fair value | 100,000 | |
Fair Value Inputs Level3 | Deerfield Facility Agreement | Deerfield Convertible Notes | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Fair value of long term debt instruments | 30,800,000 | |
Fair Value Inputs Level3 | Deerfield Facility Agreement | Term Notes | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Fair value of long term debt instruments | $ 86,100,000 |
Fair Value of Financial Instr34
Fair Value of Financial Instruments - Assets and Liabilities Measured at Fair Value on Recurring Basis (Detail) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | ||
Financial liabilities measured at fair value on recurring basis | $ 27,479 | $ 37,839 |
Financial assets measured at fair value on recurring basis | 33,668 | 19,002 |
Underwriter Warrant Liability | ||
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | ||
Financial liabilities measured at fair value on recurring basis | 2,421 | 3,877 |
Deerfield Warrant Liability | ||
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | ||
Financial liabilities measured at fair value on recurring basis | 24,173 | 33,750 |
Embedded Put Option | ||
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | ||
Financial liabilities measured at fair value on recurring basis | 557 | 212 |
Fundamental Change and Make-Whole Interest Provisions Embedded in 2021 Notes | ||
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | ||
Financial liabilities measured at fair value on recurring basis | 328 | |
Certificates of Deposits | ||
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | ||
Financial assets measured at fair value on recurring basis | 12,111 | 8,951 |
Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | ||
Financial assets measured at fair value on recurring basis | 33,668 | 19,002 |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Certificates of Deposits | ||
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | ||
Financial assets measured at fair value on recurring basis | 12,111 | 8,951 |
Fair Value Inputs Level3 | ||
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | ||
Financial liabilities measured at fair value on recurring basis | 27,479 | 37,839 |
Fair Value Inputs Level3 | Underwriter Warrant Liability | ||
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | ||
Financial liabilities measured at fair value on recurring basis | 2,421 | 3,877 |
Fair Value Inputs Level3 | Deerfield Warrant Liability | ||
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | ||
Financial liabilities measured at fair value on recurring basis | 24,173 | 33,750 |
Fair Value Inputs Level3 | Embedded Put Option | ||
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | ||
Financial liabilities measured at fair value on recurring basis | 557 | 212 |
Fair Value Inputs Level3 | Fundamental Change and Make-Whole Interest Provisions Embedded in 2021 Notes | ||
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | ||
Financial liabilities measured at fair value on recurring basis | 328 | |
Government Bonds | ||
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | ||
Financial assets measured at fair value on recurring basis | 21,557 | 10,051 |
Government Bonds | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | ||
Financial assets measured at fair value on recurring basis | $ 21,557 | $ 10,051 |
Fair Value of Financial Instr35
Fair Value of Financial Instruments - Reconciliation of Beginning and Ending Balances for Derivative and Warrant Liability Measured at Fair Value on Recurring Basis (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Fair Value Assets And Liabilities Measured On Recurring Basis [Abstract] | ||
Balance at beginning of period | $ 37,839 | $ 15,966 |
Exercise of warrants | (82) | |
Adjustment to fair value | (10,278) | 1,762 |
Balance at end of period | $ 27,479 | $ 17,728 |
Net Loss Per Share - Schedule o
Net Loss Per Share - Schedule of Anti-dilutive Securities Excluded from Calculation of Weighted Average Common Shares Outstanding (Detail) - shares | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 11,354,118 | 11,045,601 |
Warrants to Purchase Common Stock | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 2,316,996 | 585,759 |
Deerfield Warrant to Purchase Series D Preferred Stock | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 2,066,543 | |
Equity Incentive Plans | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 1,956,586 | 549,824 |
Convertible Notes | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 2,039,622 | 1,851,828 |
Unsecured Convertible Promissory Notes | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 5,040,914 | |
Series A Redeemable Convertible Preferred Stock | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 1,293,838 | |
Series B Redeemable Convertible Preferred Stock | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 829,234 | |
Series C Redeemable Convertible Preferred Stock | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 2,474,122 | |
Series D Redeemable Convertible Preferred Stock | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 967,786 | |
Series D-1 Redeemable Convertible Preferred Stock | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 426,667 | |
Redeemable Convertible Preferred Stock | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 5,991,647 |