Warrants | 3 Months Ended |
Mar. 31, 2014 |
Warrants | ' |
Warrants | ' |
5. Warrants |
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As of December 31, 2013, the Company had outstanding warrants to purchase 2,291,512 shares of redeemable convertible preferred stock. On January 29, 2014, 21,695 warrants to purchase Series A Preferred stock were exercised for cash. On February 4, 2014, an additional 28,926 warrants to purchase Series A Preferred stock were exercised for cash. Prior to the closing of the IPO on February 10, 2014, warrants to purchase 987,840 shares of Series A preferred stock were exercised in a cashless exercise for 316,932 shares of Series A Preferred stock, which automatically converted into 26,633 shares of Common Stock upon the closing of the IPO. Also upon the closing of the IPO, warrants exercisable for 1,253,051 shares of redeemable convertible preferred stock were automatically converted into warrants exercisable for 105,297 shares of Common Stock. On February 12, 2014, 43,465 warrants were exercised in a cashless exercise for 16,593 shares of Common Stock. |
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The warrants outstanding consist of the following (in thousands): |
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| | March 31, | | December 31, | | | | | | | | | |
| | 2014 | | 2013 | | | | | | | | | |
| | | | | | | | | | | | | |
Warrants to purchase Series A Preferred Stock | | — | | 1,085 | | | | | | | | | |
Warrants to purchase Series B Preferred Stock | | — | | 517 | | | | | | | | | |
Warrants to purchase Series C Preferred Stock | | — | | 690 | | | | | | | | | |
Warrants to purchase Common Stock | | 62 | | — | | | | | | | | | |
Total | | 62 | | 2,292 | | | | | | | | | |
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In connection with the closing of the IPO, all the warrants exercisable for redeemable convertible preferred stock were automatically converted into warrants exercisable for Common Stock, resulting in the reclassification of the related warrant to purchase redeemable securities liability to additional paid-in capital as the warrants to purchase shares of Common Stock are accounted for as equity instruments. The warrant to purchase redeemable securities liability was re-measured to fair value prior to reclassification to additional paid-in capital. As of March 31, 2014, the Company had no outstanding warrant to purchase redeemable securities liability. |
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The warrant to purchase redeemable securities liability measured at fair value as of December 31, 2013 is as follows (in thousands): |
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| | | | Quoted | | Significant | | Significant | |
prices | other | unobservable |
in active | observable | inputs |
markets | inputs | |
| | Total | | (Level 1) | | (Level 2) | | (Level 3) | |
December 31, 2013 | | | | | | | | | |
Warrants to purchase redeemable securities | | $ | 656 | | $ | — | | $ | — | | $ | 656 | |
Total | | $ | 656 | | $ | — | | $ | — | | $ | 656 | |
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The following table sets forth a summary of changes in the fair value of the Company’s warrants to purchase redeemable securities, which represents a recurring measurement that is classified within Level 3 of the fair value hierarchy wherein fair value is estimated using significant unobservable inputs (in thousands): |
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| | Three months ended | | | | | | | | | | |
| | March 31, 2014 | | | | | | | | | | |
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Beginning balance | | $ | 656 | | | | | | | | | | |
Change in fair value | | 725 | | | | | | | | | | |
Warrants exercised | | (323 | ) | | | | | | | | | |
Reclassification to equity | | (1,058 | ) | | | | | | | | | |
Ending balance | | $ | — | | | | | | | | | | |
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These warrants are considered Level 3 liabilities because their fair value measurements are based, in part, on significant inputs not observed in the market and reflect the Company’s assumptions as to the expected volatility of the Company’s Preferred stock. At December 31, 2013, the Company determined the fair value of the warrants to purchase redeemable securities based on input |
from management and the Board of Directors, which utilized an independent valuation of the Company’s enterprise value, determined utilizing an analytical valuation model. Any reasonable changes in the assumptions used in the valuation could materially affect the financial results of the Company. At December 31, 2013, the analytical valuation model used to calculate the fair value of warrants to purchase redeemable securities was a hybrid approach based on an OPM backsolve method and the PWERM. 35% of the value was attributed to the OPM backsolve method and 65% was attributed to the PWERM. After the enterprise value was determined, the total enterprise value was then allocated to the various outstanding equity instruments, including the warrants to purchase redeemable securities, utilizing the OPM. |
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The fair value of warrants to purchase 21,695 shares of Series A Preferred stock prior to exercise on January 29, 2014 was estimated using the Black-Scholes option pricing model with the following weighted-average assumptions: |
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| | January 29, | | | | | | | | | | |
| | 2014 | | | | | | | | | | |
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Fair value of underlying instrument | | $ | 0.65 | | | | | | | | | | |
Expected Volatility | | 55.57 | % | | | | | | | | | |
Expected term (in years) | | 0.04 | | | | | | | | | | |
Risk-free interest rate | | 1.52 | % | | | | | | | | | |
Expected dividend yield | | 0 | % | | | | | | | | | |
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These warrants were re-measured to a fair value of $7,783, which resulted in an increase in fair value of $2,142. The fair value of the warrants was reclassified to additional paid-in capital upon exercise on January 29, 2014. |
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The fair value of warrants to purchase 28,926 shares of Series A Preferred stock prior to exercise on February 4, 2014 was estimated using the Black-Scholes option pricing model with the following weighted-average assumptions: |
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| | February 4, | | | | | | | | | | |
| | 2014 | | | | | | | | | | |
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Fair value of underlying instrument | | $ | 0.65 | | | | | | | | | | |
Expected Volatility | | 55.03 | % | | | | | | | | | |
Expected term (in years) | | 0.02 | | | | | | | | | | |
Risk-free interest rate | | 1.46 | % | | | | | | | | | |
Expected dividend yield | | 0 | % | | | | | | | | | |
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These warrants were re-measured to a fair value of $10,357, which resulted in an increase in fair value of $2,839. The fair value of the warrants was reclassified to additional paid-in capital upon exercise on February 4, 2014. |
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The fair value of warrants to purchase 987,840 shares of Series A Preferred stock prior to a cashless exercise for 316,932 shares of Series A Preferred stock on February 10, 2014, which automatically converted into 26,633 shares of Common Stock upon the closing of the IPO, was estimated using the Black-Scholes option pricing model with the following weighted-average assumptions: |
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| | February 10, | | | | | | | | | | |
| | 2014 | | | | | | | | | | |
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Fair value of underlying instrument | | $ | 7.74 | | | | | | | | | | |
Expected Volatility | | 50.81 | % | | | | | | | | | |
Expected term (in years) | | 0.003 | | | | | | | | | | |
Risk-free interest rate | | 1.48 | % | | | | | | | | | |
Expected dividend yield | | 0 | % | | | | | | | | | |
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These warrants were re-measured to a fair value of $304,423, which resulted in an increase in fair value of $46,581. The fair value of the warrants was reclassified to additional paid-in capital upon exercise on February 10, 2014. |
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The fair value of warrants exercisable for 1,253,051 shares of redeemable convertible preferred stock, which were automatically converted into warrants exercisable for 105,297 shares of Common Stock, was estimated using the Black-Scholes option pricing model with the following weighted-average assumptions: |
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| | February 10, | | | | | | | | | | |
| | 2014 | | | | | | | | | | |
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Fair value of underlying instrument | | $ | 6.96 | | | | | | | | | | |
Expected Volatility | | 92.9 | % | | | | | | | | | |
Expected term (in years) | | 8.66 | | | | | | | | | | |
Risk-free interest rate | | 2.43 | % | | | | | | | | | |
Expected dividend yield | | 0 | % | | | | | | | | | |
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The fair value of the remaining 105,297 warrants to purchase Common Stock were re-measured to a fair value of $1,058,269, which resulted in an increase in fair value of $673,040. The fair value of the warrants was reclassified to additional paid-in capital upon conversion. |